Atomera Inc
For the period ended Sep 30, 2026. Filed Oct 30, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Oct 30, 2026
ATOM$3.01+15.5%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001683168-26-006050
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-30.
0001683168-26-008195
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 45 previous paragraphs and 45 current paragraphs.
20 unchanged; 23 reworded; 2 added; 2 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (2)
Current report
The lease extension that resulted in these increased costs runs through October 31, 2026 and negotiations for continued usage of this tool or a similar one are ongoing so future tool usage costs may be higher or lower than the rates under our past lease and the related extension.
Current report
Selling and marketing expenses for the nine months ended September 30, 2026 and 2025 were approximately $1.2 million and $472,000, respectively, representing an increase of approximately $727,000, or 154%. The increase is primarily related to a $595,000 increase in employee-related expenses, approximately $232,000 increase in stock-based compensation offset by a decrease in recruiting fees of approximately $159,000.
Removed paragraphs (2)
Previous report
Selling and marketing expenses for the six months ended June 30, 2026 and 2025 were approximately $856,000 and $265,000, respectively, representing an increase of approximately $591,000, or 223%. The increase is primarily related to a $409,000 increase in employee-related expenses, approximately $162,000 increase in stock-based compensation and recruiting fees all related to an increase in headcount over the prior year.
Previous report
Other income (expense), net. Other income for the three months ended June 30, 2026 and 2025 was approximately $74,000 and $72,000
Reworded paragraphs (23)
Previous wording
We are engaged in the business of developing, commercializing and licensing proprietary processes and technologies for the $700+ billion semiconductor industry. Our lead technology, named Mears Silicon Technology™, or MST®, is a thin film of reengineered silicon. MST is our proprietary and patent-protected performance enhancement technology that we believe addresses a number of key engineering challenges facing the semiconductor industry. MST provides multiple benefits to the semiconductor manufacturing process, enabling transistors to be made smaller, with increased speed, reliability and power efficiency. In addition, since MST is an additive and low-cost technology, we believe it can be deployed on an industrial scale, with machines commonly used in semiconductor manufacturing. We believe that MST can be widely incorporated into the most common types of semiconductor products, including analog, logic, optical and memory integrated circuits.
Current wording
We are engaged in the business of developing, commercializing and licensing proprietary processes and technologies for the $700+ billion semiconductor industry. Our lead technology, named Mears Silicon Technology™, or MST®, is a thin film of reengineered silicon. MST is our proprietary and patent-protected transistor enhancement technology that we believe addresses a number of key engineering challenges facing the semiconductor industry. MST provides multiple benefits to the semiconductor manufacturing process, enabling transistors to be made smaller, with increased speed, reliability and power efficiency. In addition, since MST is an additive and low-cost technology, we believe it can be deployed on an industrial scale, with machines commonly used in semiconductor manufacturing. We believe that MST can be widely incorporated into the most common types of semiconductor products, including analog, logic, optical and memory integrated circuits.
Previous wording
On May 27, 2025, we entered into an Equity Distribution Agreement Craig-Hallum as agent, under which we may offer and sell, from time to time at our sole discretion, shares of our common stock in an “at-the-market” offering, (the “2025 ATM”) to or through the agent, having aggregate offering proceeds of up to $50.0 million. During the three months ended June 30, 2026, no shares were sold pursuant to the 2025 ATM. During the six months ended June 30, 2026, approximately 1.3 million shares were sold pursuant to the 2025 ATM at an average price per share of approximately $2.47 resulting in approximately $3.1 million of net proceeds to us after deducting commissions and other offering expenses.
Current wording
On May 27, 2025, we entered into an Equity Distribution Agreement with Craig-Hallum as agent, under which we may offer and sell, from time to time at our sole discretion, shares of our common stock in an “at-the-market” offering, (the “2025 ATM”) to or through the agent, having aggregate offering proceeds of up to $50.0 million. During the three months ended September 30, 2026, no shares were sold pursuant to the 2025 ATM. During the nine months ended September 30, 2026, approximately 1.3 million shares were sold pursuant to the 2025 ATM at an average price per share of approximately $2.47 resulting in approximately $3.1 million of net proceeds to us after deducting commissions and other offering expenses.
Previous wording
Revenues. To date, we have only generated limited revenue from customer engagements for engineering services, integration license agreements, R&D licenses granted under a JDA and under our license agreement with ST Microelectronics and licensing of MSTcad. Our MSTcad licenses grant customers the right to use MSTcad software to simulate the effects of incorporating MST technology into their semiconductor manufacturing process. MSTcad licenses are granted on a monthly or yearly basis and revenue is recognized over time.
Current wording
Revenues. To date, we have generated only limited revenue from customer engagements for engineering services, integration license agreements, R&D licenses granted under a JDA and under our license agreement with ST Microelectronics and from licensing of MSTcad. Our MSTcad licenses grant customers the right to use MSTcad software to simulate the effects of incorporating MST technology into their semiconductor manufacturing process. MSTcad licenses are granted on a monthly or yearly basis and revenue is recognized over time.
Previous wording
Revenue for the three and six months ended June 30, 2026 was approximately $158,000 and $169,000, respectively. Revenue consisted of engineering services revenue from the delivery of MST wafers. Revenue for the three and six months ended June 30, 2025 consisted of approximately $0 and $4,000 and consisted of MSTcad licensing and related consulting services revenue.
Current wording
Revenue for the three and nine months ended September 30, 2026 was approximately $0 and $169,000, respectively. Revenue consisted of engineering services revenue from the delivery of MST wafers. Revenue for the three and nine months ended September 30, 2025 of approximately $11,000 and $15,000 and consisted of MSTcad licensing and delivery of MST wafers.
Previous wording
Cost of revenue. Cost of revenue consists of costs of materials, as well as direct compensation and expenses incurred to deliver wafers and perform services, and consulting services provided for our MSTcad licenses. Cost of revenue for the three and six months ended June 30, 2026 was approximately $26,000 and $152,000, respectively. Cost of revenue for the three and six months ended June 30, 2025 was approximately $62,000 and $62,000, respectively. We anticipate that our cost of revenue will vary substantially depending on the mix of license and engineering services revenues we receive and the nature of products and/or services delivered in each customer’s engagement. Cost of revenue is expensed when incurred and may not correspond with revenue earned in the same period.
Current wording
Cost of revenue. Cost of revenue consists of costs of materials, as well as direct compensation and expenses incurred to deliver wafers and perform services, and consulting services provided for our MSTcad licenses. Cost of revenue for the three and nine months ended September 30, 2026 was approximately $0 and $152,000, respectively. Cost of revenue for the three and nine months ended September 30, 2025 was approximately $128,000 and $190,000, respectively. We anticipate that our cost of revenue will vary substantially depending on the mix of license and engineering services revenues we receive and the nature of products and/or services delivered in each customer’s engagement. Cost of revenue is expensed when incurred and may not correspond with revenue earned in the same period.
Previous wording
Operating expenses. Operating expenses consist of research and development, general and administrative, and selling and marketing expenses. For the three months ended June 30, 2026 and 2025, our operating expenses totaled approximately $6.9 million and $5.2 million, respectively. For the six months ended June 30, 2026 and 2025, our operating expenses totaled approximately $13.1 million and $10.7 million, respectively.
Current wording
Operating expenses. Operating expenses consist of research and development, general and administrative, and selling and marketing expenses. For the three months ended September 30, 2026 and 2025, our operating expenses totaled approximately $6.3 million and $5.7 million, respectively. For the nine months ended September 30, 2026 and 2025, our operating expenses totaled approximately $19.4 million and $16.3 million, respectively.
Previous wording
For the three months ended June 30, 2026 and 2025, we incurred approximately $3.3 million and $3.0 million, respectively, of research and development expenses, an increase of approximately $283,000, or 9%. This increase was primarily due to increases in bonus accrual of approximately $146,000, stock-based compensation cost of approximately $96,000 and tool lease costs of approximately $40,000.
Current wording
For the three months ended September 30, 2026 and 2025, we incurred approximately $3.6 million and $3.3 million, respectively, of research and development expenses, an increase of approximately $343,000, or 10%. This increase was primarily due to an approximately $325,000 increase in tool lease costs under the lease extension for our 300mm epitaxial deposition tools in August 2026.
Previous wording
For the six months ended June 30, 2026 and 2025, we incurred approximately $6.8 million and $6.3 million, respectively, of research and development expenses, an increase of approximately $485,000, or 8%. This increase was primarily due to increases in bonus accrual of approximately $251,000, stock-based compensation cost of approximately $171,000 and an increase of approximately $52,000 in severance costs.
Current wording
For the nine months ended September 30, 2026 and 2025, we incurred approximately $10.4 million and $9.6 million, respectively, of research and development expenses, an increase of approximately $828,000, or 9%. This increase is primarily related to an increase in tool related costs of approximately $524,000, which consisted of increased costs for the amended tool lease in August 2026 and a cancellation fee relating to a planned purchase of a lab infrastructure tool. Additionally, there were increases in stock-based compensation of approximately $267,000, and an increase in accrued bonus expense of approximately $137,000.
Previous wording
General and administrative expense. General and administrative expenses consist primarily of payroll and benefit costs for administrative personnel, office-related costs and professional fees. General and administrative costs were approximately $3.2 million and $2.0 million for the three months ended June 30, 2026 and 2025, respectively, representing an increase of approximately $1.1 million, or 55%. The increase is primarily related to increases of approximately $541,000 in bonus accrual, stock-based compensation expenses of approximately $298,000 and an increase in legal costs and filing fees related to our patent portfolio of approximately $296,000.
Current wording
General and administrative expense. General and administrative expenses consist primarily of payroll and benefit costs for administrative personnel, office-related costs and professional fees. General and administrative costs were approximately $2.3 million and $2.2 million for the three months ended September 30, 2026 and 2025, respectively, representing an increase of approximately $173,000, or 8%. The increase is primarily related to increases in stock-based compensation expenses of approximately $239,000 and increase of approximately $86,000 in legal costs and filing fees related to our patent portfolio. These increases were partially offset by a decrease in employee related costs of approximately $139,000, mainly related to a reduction in our bonus accrual.
Previous wording
For the six months ended June 30, 2026 and 2025, general and administrative costs were approximately $5.5 million and $4.1 million, respectively, representing an increase of approximately $1.4 million, or 33%. The increase is primarily related to increases of approximately $670,000 in bonus accrual, stock-based compensation expenses of approximately $528,000 and an increase in legal costs and filing fees related to our patent portfolio of approximately $176,000.
Current wording
For the nine months ended September 30, 2026 and 2025, general and administrative costs were approximately $7.8 million and $6.3 million, respectively, representing an increase of approximately $1.5 million, or 24%. The increase is primarily related to increases of approximately $505,000 in bonus accrual, stock-based compensation expenses of approximately $766,000 and an increase in legal costs and filing fees related to our patent portfolio of approximately $262,000.
Previous wording
Selling and marketing expense. Selling and marketing expenses consist primarily of salary and benefits for our sales and marketing personnel and business development consulting services. Selling and marketing expenses for the three months ended June 30, 2026 and 2025 were approximately $437,000 and $141,000, respectively, representing an increase of approximately $296,000, or 210%. The increase is primarily related to a $273,000 increase in employee-related expenses and approximately $70,000 increase in stock-based compensation, all related to an increase in headcount over the prior year.
Current wording
Selling and marketing expense. Selling and marketing expenses consist primarily of salary and benefits for our sales and marketing personnel and business development consulting services. Selling and marketing expenses for the three months ended September 30, 2026 and 2025 were approximately $343,000 and $207,000, respectively, representing an increase of approximately $136,000, or 66%. The increase is primarily related to a $186,000 increase in employee-related expenses and approximately $69,000 increase in stock-based compensation, all related to an increase in headcount over the prior year. These costs were partially offset by a decrease in recruiting fees of approximately $130,000.
Previous wording
Interest income. Interest income for the three months ended June 30, 2026 and 2025 was approximately $172,000 and $234,000, respectively. Interest income for the six months ended June 30, 2026 and 2025 was approximately $369,000 and $504,000, respectively. Interest income reflects interest earned on our cash, cash equivalents and short-term investments and are impacted by current interest rates and average balances over the periods presented.
Current wording
Interest income. Interest income for the three months ended September 30, 2026 and 2025 was approximately $254,000 and $232,000, respectively. Interest income for the nine months ended September 30, 2026 and 2025 was approximately $623,000 and $736,000, respectively. Interest income reflects interest earned on our cash, cash equivalents and short-term investments and are impacted by current interest rates and average balances over the periods presented.
Previous wording
Accretion income. Accretion income for the three and six months ended June 30, 2026 was approximately $178,000 and $235,000, respectively. Accretion income for the three and six months ended June 30, 2025 was approximately $0 and $6,000, respectively. Accretion income relates to the increase in value of our available-for-sale securities from the purchase date through the maturity date.
Current wording
Accretion income. Accretion income for the three and nine months ended September 30, 2026 was approximately $75,000 and $310,000, respectively. Accretion income for the three and nine months ended September 30, 2025 was approximately $0 and $6,000, respectively. Accretion income relates to the increase in value of our available-for-sale securities from the purchase date through the maturity date.
Previous wording
Interest expense. Interest expenses for the three months ended June 30, 2026 and 2025 were approximately $1,000 and $18,000, respectively. Interest expenses for the six months ended June 30, 2026 and 2025 were approximately $5,000 and $39,000, respectively. Interest expense is related to the tool financing lease entered into in August 2021.** **
Current wording
Interest expense. Interest expenses for the three months ended September 30, 2026 and 2025 were approximately $7,000 and $12,000, respectively. Interest expenses for the nine months ended September 30, 2026 and 2025 were approximately $12,000 and $51,000, respectively. Interest expense is related to the tool financing lease entered into in August 2021 and extended for an additional three months in August 2026.
Previous wording
respectively, and for the six months ended June 30, 2026 and 2025 was approximately $75,000 and $71,000, respectively. For all periods presented, these amounts consist primarily of a refundable state research and development tax credit, net of filing costs and tax consulting services.
Current wording
Other income, net. Other income for the three months ended September 30, 2026 and 2025 was $0, and for the nine months ended September 30, 2026 and 2025 was approximately $75,000 and $71,000, respectively. For all periods presented, these amounts consist primarily of a refundable state research and development tax credit, net of filing costs and tax consulting services.
Previous wording
Net cash used in operating activities of approximately $8.5 million for the six months ended June 30, 2026 resulted primarily from our net loss of approximately $12.4 million offset by approximately $3.2 million of stock-based compensation, amortization of our operating right-of-use assets of approximately $422,000 and an increase of approximately $468,000 in accrued payroll which primarily consists of our annual bonus accrual.
Current wording
Net cash used in operating activities of approximately $11.7 million for the nine months ended September 30, 2026 resulted primarily from our net loss of approximately $18.4 million offset by approximately $4.9 million of stock-based compensation, amortization of our right-of-use assets of approximately $1.0 million and an increase of approximately $677,000 in accrued payroll which primarily consists of our annual bonus accrual.
Previous wording
Net cash used in operating activities of approximately $8.3 million for the six months ended June 30, 2025 resulted primarily from our net loss of approximately $10.2 million and a decrease in our accrued payroll expenses of approximately $979,000, offset by approximately $2.3 million of stock-based compensation.
Current wording
Net cash used in operating activities of approximately $11.6 million for the nine months ended September 30, 2025 resulted primarily from our net loss of approximately $15.7 million offset by approximately $3.6 million of stock-based compensation and approximately $914,000 in amortization of right-of-use assets.
Previous wording
Net cash used in investing activities of approximately $23.1 million for the six months ended June 30, 2026 consisted primarily of the purchase of short-term available-for-sale investments offset by the maturity of short-term investments.
Current wording
Net cash used in investing activities of approximately $11.4 million for the nine months ended September 30, 2026 consisted primarily of the purchase of short-term available-for-sale investments offset by the maturity of short-term investments.
Previous wording
Net cash provided by investing activities of approximately $986,000 for the six months ended June 30, 2025 consisted primarily of the maturity of short-term available-for-sale investments.
Current wording
Net cash provided by investing activities of approximately $973,000 for the nine months ended September 30, 2025 consisted primarily of the maturity of short-term available-for-sale investments.
Previous wording
Net cash provided by financing activities of approximately $27.6 million for the six months ended June 30, 2026 primarily related to the net proceeds from sales under our registered direct offering of common stock, sales under the 2025 ATM and stock option exercises, offset by the principal payments on our financing lease.
Current wording
Net cash provided by financing activities of approximately $27.1 million for the nine months ended September 30, 2026 primarily related to the net proceeds from sales under our registered direct offering of common stock, sales under the 2025 ATM and stock option exercises, offset by the principal payments on our financing lease.
Previous wording
Net cash provided by financing activities of approximately $3.5 million for the six months ended June 30, 2025 primarily related to the net proceeds from sales under our ATM and stock option exercises, offset by the principal payments on our financing lease.
Current wording
Net cash provided by financing activities of approximately $5.2 million for the nine months ended September 30, 2025 primarily related to the net proceeds from sales under our ATM and stock option exercises, offset by the principal payments on our financing lease.** **
Previous wording
As of June 30, 2026, we had cash, cash equivalents and short-term investments of approximately $38.4 million and working capital of approximately $36.7 million. For the six months ended June 30, 2026 we had a net loss of approximately $12.4 million and used approximately $8.5 million of cash and cash equivalents in operations. Since inception, we have incurred recurring operating losses.
Current wording
As of September 30, 2026, we had cash, cash equivalents and short-term investments of approximately $34.8 million and working capital of approximately $30.6 million. For the nine months ended September 30, 2026 we had a net loss of approximately $18.4 million and used approximately $11.7 million of cash and cash equivalents in operations. Since inception, we have incurred recurring operating losses.
Previous wording
During the six months ended June 30, 2026, we sold approximately 1.3 million shares of common stock pursuant to 2025 ATM at an average price per share of approximately $2.47 resulting in approximately $3.1 million in net proceeds after deducting commissions and other offering expenses. No shares were sold under the 2025 ATM in the three months ended June 30, 2026.
Current wording
During the nine months ended September 30, 2026, we sold approximately 1.3 million shares of common stock pursuant to 2025 ATM at an average price per share of approximately $2.47 resulting in approximately $3.1 million in net proceeds after deducting commissions and other offering expenses. No shares were sold under the 2025 ATM in the three months ended September 30, 2026.