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T Stamp Inc

For the period ended Jun 30, 2026. Filed Aug 13, 2026.

View on SEC.gov

About this filing

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.

Jun 30, 2026 · Filed Aug 13, 2026

IDAI$2.26+3.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-03-31; filed 2026-05-14.

0001718939-26-000029

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-06-30; filed 2026-08-13.

0001718939-26-000053

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 151 previous paragraphs and 211 current paragraphs.

91 unchanged; 49 reworded; 54 added; 8 removed; 3 previous and 17 current paragraphs rearranged.

Tables are not compared: 13 previous and 23 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 (54)

Current report

•Launching our Sovereign-AI initiative leveraging (inter alia) the expertise gained from the Lexverify acquisition.

Current report

On June 25, 2026, T Stamp Inc. entered into a Note Purchase Agreement (the “Note Purchase Agreement”) with Streeterville Capital LLC (the “Investor”) pursuant to which the Company issued a Secured Promissory Note (the “Note”) to the Investor in the principal amount of $5,510,000.

Current report

The Note carries an original issue discount of $500,000 (the “OID”). In addition, Company agreed to pay $10,000 to the Investor to cover Investor’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Note (the “Transaction Expense Amount”). The OID and Transaction Expense Amount were included in the initial principal balance of the Note. The purchase price of the Note, therefore, was $5,000,000, computed as follows: $5,510,000 initial principal balance, less the OID, less the Transaction Expense Amount.

Current report

The Note accrues interest at nine percent (9%) per annum and is due and payable on June 25, 2028. The Company may prepay all or a portion of the outstanding principal and interest of the Note at any time. In addition, any time the Company receives any money in connection with any fundraising or financing transaction (including, but not limited to, any warrant exercises, “at the market” financing, equity line of credit or debt financing), it must immediately make a mandatory prepayment to the Investor in an amount equal to the lesser of (a) fifty percent (50%) of the amount raised in such transaction, and (b) the total outstanding balance due under the Note as of the closing date of such financing, payable within two (2) trading days of receiving such amount.

Current report

Further, beginning on June 25, 2027 (the “Redemption Start Date), the Investor has the right, in its sole discretion, to redeem up to a specified maximum monthly amount due under the Note by delivering one or more written redemption notices to the Company. Upon receipt of a redemption notice, the Company is required to pay the applicable redemption amount plus an Exit Fee (as defined further below) in cash within two trading days. If, by the end of any month following the Redemption Start Date, the Company has not reduced the outstanding balance by at least the maximum monthly redemption amount, the Company must pay the shortfall (plus the Exit Fee) in cash by the fifth day of the following month. Failure to do so will result in an automatic increase of the outstanding balance by 1% as of such date.

Current report

All payments made under this Note on or after December 25, 2026 (including, but not limited to, repayment of the Note at maturity or thereafter) will be subject to an exit fee of seven percent (7%) of the portion of the outstanding balance being repaid (the “Exit Fee”).

Current report

The Note includes customary default trigger events, including, among others: (i) failure by the Company to timely make payments due under the Note; (ii) bankruptcy or insolvency events involving the Company; (iii) the execution or consummation of a "Fundamental Transaction" (i.e. a merger, sale of all or substantially all assets, change of control, recapitalization, or other business combination or restructuring involving the Company or its subsidiaries that results in a change in voting power or asset ownership without full repayment of the Note); (iv) breaches of covenants or other agreements in the Note or related transaction documents; (v) material misstatements of representations or warranties; and (vi) entry of certain judgments against the Company. Upon the occurrence of a trigger event, the Investor may elect to increase the outstanding balance of the Note or require the Company to cure the event within five trading days. If uncured, the trigger event becomes an event of default. Upon an event of default, the Investor may accelerate the Note, making the outstanding balance immediately due and payable at the “Mandatory Default Amount,” and interest will begin accruing at a default interest rate of 22% per annum (or the maximum rate permitted by law). Certain insolvency-related trigger events result in an automatic default and acceleration without notice. Following an event of default, the Investor also has the right to seek injunctive relief prohibiting the Company from issuing shares of its common stock or preferred stock to any party unless fifty percent (50%) of the gross proceeds of such issuance are simultaneously used to repay the Note, and to seek injunctive relief preventing the Company from consummating any Fundamental Transaction if the Note is not being repaid in full upon consummation of the Fundamental Transaction. The Note also includes a waiver of offset and counterclaim rights by the Company.

Current report

Pursuant to the Note Purchase Agreement, the Company has agreed to certain additional covenants that remain in effect until all obligations under the Note, Note Purchase Agreement, and Security Agreement (collectively, the “Transaction Documents”) are paid and performed in full. The Company may not, without the prior written consent of the Investor (which consent may be granted or withheld in the Investor’s sole and absolute discretion): (i) issue or incur any debt obligations, other than ordinary-course trade payables, or issue any convertible securities, variable-price securities, or securities with price reset provisions; or (ii) grant any lien, security interest, or encumbrance on any of the Company’s assets to any third party. At-the-market facilities, fixed-price primary equity offerings, and warrants without variable pricing mechanics are not subject to this restriction. In addition, if the Company enters into any future financing with terms that are more economically favorable to the new investor than those provided to the Investor in the Transaction Documents, the Investor has the right to require that such more favorable terms be incorporated into the Transaction Documents on a retroactive basis.

Current report

The Company’s obligations under the Note are secured by all of Company’s assets as further described in the related Security Agreement between the Company and the Investor filed as Exhibit 10.50 to this Quarterly Report.

Current report

The foregoing is intended to be a summary of the Note Purchase Agreement, the Note, and the Security Agreement, and is qualified by reference to each of these documents which are filed as Exhibits 10.48, 10.49, and 10.50 to this Quarterly Report.

Current report

The Company believes that its initiative to provide the development and deployment of Sovereign AI models represents a substantial market opportunity for which the Company is well positioned given our 9-year experience in developing proprietary AI models for deployments in-the-cloud, on premises and on mobile devices.

Current report

The rapid emergence of sovereign artificial intelligence is creating one of the largest new technology markets of the coming decade. Governments, critical infrastructure operators, healthcare providers, financial institutions and defense organizations increasingly require AI systems that are developed, deployed and governed under their own legal jurisdiction, ensuring that access to technology, sensitive data, intellectual property and decision-making remain under national control rather than being subject to foreign laws or external commercial interests. Independent market research estimates the global sovereign AI market will exceed US$48 billion in 2026 and grow to approximately US$180 billion by 2033, while Europe is making digital sovereignty a strategic priority through major investments in sovereign AI infrastructure and cloud capacity. Europe and Africa together represent a particularly attractive opportunity, with strong regulatory drivers, increasing demand for local AI capability and comparatively limited domestic providers, creating a realistic addressable market measured in many billions of euros over the next decade.

Current report

Recent admissions by the operators and independent research have demonstrated that frontier AI models can exhibit unexpected and potentially harmful behaviors when given broad autonomy or exposed to adversarial inputs. Independent studies have documented instances of models attempting to circumvent restrictions, conceal their reasoning, exploit software vulnerabilities, or pursue objectives in ways not anticipated by their developers. While these behaviors have generally occurred in controlled testing environments rather than in operational deployments, they highlight the importance of robust governance and technical safeguards as AI systems become more capable. For governments, healthcare providers, defense organizations and operators of critical infrastructure, these developments strengthen the case for sovereign, air-gapped AI deployments that operate entirely within trusted environments under the organization's direct control. Air-gapped sovereign AI reduces the risk of sensitive data leakage, prompt injection and model poisoning attacks, prevents unauthorized access to external networks or cloud services, enables comprehensive monitoring and audit of every interaction, and ensures that AI systems cannot communicate with or act upon external systems without explicit human authorization. By combining sovereign ownership with strong network isolation, organizations can realize the benefits of advanced AI while maintaining the highest standards of security, resilience and regulatory compliance for mission-critical applications.

Current report

As frontier AI models become recognised as strategically important technologies, access to the most capable systems can no longer be assumed to be commercially available on equal terms worldwide. Recent U.S. export control actions demonstrate that frontier AI models may be restricted or withdrawn for national security reasons, extending beyond advanced semiconductors to the AI models themselves. In June 2026, Anthropic was directed by the U.S. government to suspend access to its most advanced models for foreign nationals, resulting in the models being withdrawn globally while the company sought to comply with the order. This precedent highlights a significant strategic risk for governments and enterprises outside the United States: critical AI capabilities may become unavailable with little notice as geopolitical priorities evolve. Organizations that rely exclusively on foreign-hosted frontier models therefore face an emerging technology sovereignty risk alongside traditional cybersecurity and operational risks. Sovereign AI deployments provide an effective hedge against this uncertainty by ensuring that essential AI capabilities remain under local ownership, operate on locally controlled infrastructure, and continue to be available regardless of changes in export controls, international relations or the commercial decisions of overseas providers.

Current report

While generative AI has delivered significant productivity gains, many organizations are discovering that large-scale deployment through commercial cloud models can become prohibitively expensive as usage increases. Unlike traditional enterprise software, costs are typically incurred on a per-token basis, meaning expenditure rises directly with user adoption, larger context windows and more sophisticated reasoning models. As organizations move from pilot projects to enterprise-wide deployment, monthly AI costs can increase by an order of magnitude, prompting many to impose usage limits or reassess their AI strategies. Recent examples illustrate this trend: Uber introduced caps on employee AI usage after exhausting its AI budget far earlier than anticipated, while Klarna publicly acknowledged that an aggressive AI-first strategy prioritizing cost reduction delivered lower-quality outcomes and has since shifted towards a more balanced human–AI model. Similarly, a number of enterprises have reduced access to premium AI tools or tightened governance to control rapidly escalating token expenditure. These experiences are driving growing interest in sovereign AI deployments, where organizations can operate models on dedicated infrastructure with predictable costs, eliminate recurring per-token charges, optimize models for specific workloads and maintain complete control over both expenditure and performance.

Current report

The Sovereign Technology Centre Limited is in the process of being established to meet this demand by developing a portfolio of sovereign AI products, including secure sovereign large language models, sector-specific AI assistants, sovereign cloud infrastructure, cybersecurity solutions, medical and financial AI applications, and ultra-small language models that can operate on edge devices and semiconductors. Proprietary models have been and are being developed from scratch while the Company has also collated a library of over 100 open-weight models that can be trained to meet the specific needs of customers without the risks and costs associated with commercial frontier models.

Current report

The Sovereign Technology Centre Limited is in the process of being established as a Malta corporation with the economic interests vesting in the Company but administration and governance vesting in a corporate board primarily comprising Maltese citizens and residents. It is believed that this structure will facilitate participation in EU projects and funding opportunities not currently open to the Company. as a US corporation.

Current report

The Sovereign Technology Center is the engine that will enable this vision. Located in Gozo, Malta, it is being designed as a center of excellence for the research, development, testing and commercialization of sovereign AI technologies. The Center will bring together AI engineers, cybersecurity specialists, data scientists, infrastructure experts and university graduates to develop secure AI systems that comply with European and African standards and utilize highly efficient proprietary servers powered by solar energy. The Center will function not just as a working environment but also as a demonstration site for interested nations.

Current report

Trust Stamp Malta Limited, has been selected as a direct participant in the Important Project of Common European Interest on Advanced Semiconductor Technologies ("IPCEI AST"), with the support of Malta Enterprise.

Current report

The IPCEI AST is a major, coordinated European initiative backed by participating EU Member States and their national authorities, with the objective of strengthening Europe's sovereignty, security and resilience across the advanced semiconductor value chain. Bringing together industry and research participants from across the EU, it is designed to accelerate the development and first industrial deployment of next-generation chip technologies. IPCEI is one of the EU's principal instruments for funding strategic technologies; its predecessor in microelectronics, IPCEI ME/CT, mobilized up to €8.1 billion in public funding across fourteen Member States. The overall funding envelope for the Advanced Semiconductor Technologies wave is still being finalized.

Current report

Trust Stamp's selection positions its privacy-first identity technology within this strategic effort by binding the identity of a device to a verified human identity, so that critical hardware can be trusted to operate only in authorized hands. This work will build on Trust Stamp's patented approach to irreversible biometric tokenization, which protects personal data while enabling strong, privacy-preserving authentication. Trust Stamp's participation is anchored by two cooperation agreements planned to run over the project period (2027 - 2032), subject to formal approval:

Current report

•A secure semiconductor identity platform: a collaboration to design a platform that links device identity to a verified human identity, combining hardware-rooted security (including memristor-based physically unclonable functions) with Trust Stamp's biometric tokenization to help prevent the unauthorized use of critical devices across communications, IoT and safety-critical systems.

Current report

•AI-supported processing of neural signals: a collaboration exploring the AI-assisted processing and analysis of neural-signal data generated by an emerging biosignal-chip platform, paired with secure device authentication to protect highly sensitive data at the hardware level.

Current report

In furtherance of this, we have filed a provisional patent with the United States Patent and Trademark Office for an LLM implementation entitled “Consensus Medical”. The implementation evaluates and challenges and affirms medical practitioner diagnosis as appropriate, using three independent models in a structure designed to minimize the potential for sycophantic responses and hallucinations. Consensus Medical supports and is not intended to replace the expertise of qualified medical practitioners.

Current report

Commencing January 2026 the Company commenced provisioning services for a multinational telecommunications corporation operating in Africa and the range and scope of services has grown significantly over the course of the year. In Q2 the Company billed this customer $192 thousand for deliveries made, and the engagement is at a level such that going forward this Telecom will be classified as a Key Customer.

Current report

The overall increase in Adjusted EBITDA loss (non-GAAP) during the three months ended June 30, 2026 was partially offset by an increase in Net revenue of $87 thousand compared to the three months ended June 30, 2025. The increase in Net revenue during the three months ended June 30, 2026 was primarily attributable to a statement of work executed with a multinational telecommunications corporation operating in Africa and to the Company's S&P 500 bank customer under a contract amendment that extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million, and provided for changes to the fee structure as well as new feature development and platform updates.

Current report

Adjusted EBITDA loss (non-GAAP) for the six months ended June 30, 2026, increased by $687 thousand, to $3.75 million loss from a $3.07 million loss for the six months ended June 30, 2025. The overall increase of $687 thousand in Adjusted EBITDA loss (non-GAAP) was driven primarily by an increase in Cost of services, R&D, and SG&Aexpenses. SG&A expense was driven by a$364 thousand increase in salaries, stock-based compensation, payroll costs, and sales commissions during thesix months ended June 30, 2026 compared to the prior period. Cost of services increased by $138 thousand during the six months ended June 30, 2026 in tandem with the increase in Net revenue. Additionally, during thesix months ended June 30, 2026, R&D expense increased by$373 thousand due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments that took effect in June 2026, retroactive to January 2026. This increase in R&D also included$112 thousand for the reengaging of personnel from 10Clouds to assist the Company's development team. Additionally, the Company incurred$250 thousand for financial advisory fees in relation to the closing of the Streeterville Capital LLC Note Purchase Agreement and recorded the fees to Other expense during the six months ended June 30, 2026.

Current report

During the three months ended June 30, 2026 the Net revenue increased by$87 thousand compared to the three months ended June 30, 2025, with increases fueled by growth across new and existing customers. The Company entered into new technical, implementation, and general professional services SOWs with a multinational telecommunications corporation operating in Africa. Services rendered under this engagement consisted of the Company's Trust Stamp Extended Biometric Service, encompassing biometric enrollment and one-to-one (1:1) biometric matching functionality. Work performed under this arrangement is governed by a customer-issued purchase order, pursuant to which the Company recognized revenue of $192 thousand three months ended June 30, 2026. The Company continues to view the African telecommunications and identity-verification market as a strategic growth opportunity, given the regulatory emphasis on subscriber identity assurance within the Unified License Scheme framework.

Current report

In addition, the Company recorded a$179 thousand increase during thethree months ended June 30, 2026 attributable to the Company's S&P 500 bank customer resulting from the Company entering into a contract amendment effective July 1, 2025. The amendment extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million. It provides for changes to the fee structure as well as a new feature development and platform updates.

Current report

Furthermore, during thethree months ended June 30, 2026, the Company recognized approximately $8 thousand in amortization expense related to intangible assets associated with Lexverify's developed technology, representing its proprietary AI software. No comparable amortization expense was recognized during thethree months ended June 30, 2025.

Current report

Interest expense, netincreased by 2.25% for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. This increase was primarily attributable to the Malta loan, under which accrued interest from the prior year was capitalized into the principal amount in April 2026, resulting in a higher principal balance and correspondingly higher interest expense during the three months ended June 30, 2026.

Current report

During thesix months ended June 30, 2026, Net revenue increased to$1.66 million, or an 21.99% increase from the Net revenue of$1.36 millionfor thesix months ended June 30, 2025. During thesix months ended June 30, 2026, the$1.66 million in Net revenue consisted of$1.19 million from an S&P 500 bank,$192 thousand from a multinational telecommunications corporation operating in Africa, $75 thousand from a software development company,$62 thousand from FIS, $54 thousand from a computer programming company, $41 thousand from a Tokyo-Japan based digital platform company, $18 thousand from CyberFish, $10 thousand from Mastercard, and various other customers for the remaining$12 thousand.

Current report

In addition, the Company entered into new technical, implementation, and general professional services SOWs with a multinational telecommunications corporation operating in Africa. Services rendered under this engagement consisted of the Company's Trust Stamp Extended Biometric Service, encompassing biometric enrollment and one-to-one (1:1) biometric matching functionality. Work performed under this arrangement is governed by a customer-issued purchase order, pursuant to which the Company recognized revenue of$192 thousand six months ended June 30, 2026 The Company continues to view the African telecommunications and identity-verification market as a strategic growth opportunity, given the regulatory emphasis on subscriber identity assurance within the Unified License Scheme framework.

Showing the first 40 of 54 passages. Open the source sections for the rest.

Removed paragraphs (8)

Previous report

Resignation of Board Director and Appointment of New Board Director

Previous report

On March 6, 2026, the Board of Directors accepted the resignation of Andrew Scott Francis as a Director of the Company to allow him to have a greater focus on serving as the newly appointed CEO of the Company’s African operations. This was documented as part of a unanimous written consent by the Board of Directors, including Mr. Francis. Mr. Francis will continue to serve in his position as Chief Technology Officer of the Company, as well as continue to attend meetings of the Board of Directors in a non-voting, ex officio advisor capacity.

Previous report

Concurrently, on March 6, 2026, the Board of Directors of the Company, after receiving a recommendation from the Nomination and Corporate Governance Committee, elected David Curmi to the Company’s Board of Directors as a “Class III” member. Mr. Curmi will also serve as a member of the Compensation Committee of the Board of Directors.

Previous report

The Company offered a Letter of Appointment to Mr. Curmi that was executed on March 21, 2026. The foregoing description of the Letter of Appointment is intended to be a summary, and is qualified by reference to the full text of the Letter of Appointment filed as an exhibit to the Company's Annual Report on Form 10-K filed with the SEC on March 31, 2026.

Previous report

During January 2026, at their request, we worked with the office of the Vice President of Nigeria and various federal and local government ministries to arrange for a Trust Stamp team to visit Nigeria for two weeks during February 2026 to identify areas of government operations where our technology can be implemented. We believe the visit was very successful in building potential partnerships at a Federal and Regional level in Nigeria, and significant PR regarding this potential was generated by the Nigerian government and published online. Individual project discussions are now ongoing between our Company and the various federal and local government ministries that we met with on this trip.

Previous report

Historically, the Company generated most of its income through two long-term partnerships, comprising a relationship with an S&P 500 bank and a relationship with Mastercard International (“Mastercard”) with the Mastercard partnership diminishing in significance over and post 2024 as Mastercard’s market focus changed.

Previous report

In March 2019, the Company entered into a technology services agreement with Mastercard International (the "TSA”). Under the TSA, IT 2 technology was being implemented by Mastercard for Humanitarian & Development purposes as an element of its Community Pass and Inclusive Identity offerings in developing economies. Based on a changing market focus by Mastercard, effective December 31, 2024, the limited exclusivity for development-related purposes granted to Mastercard expired and the software schedule and associated services terminated on February 6, 2026. The expiry permitted the Company to commence working directly with governments in developing countries and also engage with international NGO that had previously worked with Mastercard.

Previous report

Additionally, the Company had a $1 thousand decrease during the three months ended March 31, 2026 as a result of the Malta loan interest rate decreasing from 5.15% for the three months ended March 31, 2025 to 4.15% for the three months ended March 31, 2026.
Reworded paragraphs (49)

Previous wording

Trust Stamp primarily develops proprietary artificial intelligence-powered solutions, researching and leveraging machine learning/artificial intelligence, including computer vision, cryptography, and data mining, to process and protect data and deliver insightful outputs that identify and defend against fraud, protect sensitive user information, facilitate automated processes, and extend the reach of digital services through global accessibility. We utilize the power and agility of technologies such as GPU processing, edge computing, neural networks, and large language models to process and protect data faster and more effectively than historically possible to deliver results at a disruptively low cost for usage across multiple industries.

Current wording

Trust Stamp primarily develops proprietary artificial intelligence-powered solutions, researching and leveraging machine learning/artificial intelligence, including computer vision, cryptography, and data mining, to process and protect data and deliver insightful outputs that increase efficiency, identify and defend against fraud, protect sensitive user information, facilitate automated processes, and extend the reach of digital services through global accessibility. We utilize the power and agility of technologies such as GPU processing, edge computing, neural networks, and large language models to process and protect data faster and more effectively than historically possible to deliver results at a disruptively low cost for usage across multiple industries.

Previous wording

•Reducing the size of the non-production-focused executive and consulting teams to reduce overhead and releasing sales staff that did not meet their targets.

Current wording

•Reducing the size of the non-production-focused executive and consulting teams to reduce overhead and releasing sales staff that did not meet their targets while adding senior business development advisors in the United Kingdom, Ghana, Nigeria, Kenya, and Malta primarily compensated based on revenue received

Previous wording

•Strengthening our international 3rd party cybersecurity and data handling certifications by adding SOC2 certification to our NCSC Cyberessentials Plus certification and obtaining a renewed D-Seal certification (the world’s first certification that includes not just data security but also the ethical and responsible use of data).

Current wording

•Strengthening our international 3rd party cybersecurity and data handling certifications by adding SOC2 certification to our NCSC Cyberessentials Plus certification and in the process of obtaining a renewed D-Seal certification (the world’s first certification that includes not just data security but also the ethical and responsible use of data) and NCSC Cyberessentials certification.

Previous wording

Council estimates merchants lose about 3.2 % of annual e‑commerce revenue to fraud, while Juniper Research forecasts online payment fraud losses totaling $362 billion globally by 2028, encompassing all payment channels. Furthermore, McKinsey projects $400 billion in cumulative card fraud losses over the next ten years, with authorized push payment fraud growing at an 11 % CAGR through 2027. Taken together, these figures underscore a mounting global financial liability from payment fraud that is poised to climb steadily unless countered by effective prevention strategies.

Current wording

•In 2024, global losses from payment card fraud alone reached approximately $33.8 billion, according to the Nilson Report, surpassing the previous year’s figures and driven by escalating card‑not‑present and e‑commerce fraud. In the broader digital payments sphere, including ACH, digital wallets, BNPL, and e‑commerce, the Merchant Risk Council estimates merchants lose about 3.2 % of annual e‑commerce revenue to fraud, while Juniper Research forecasts online payment fraud losses totaling $362 billion globally by 2028, encompassing all payment channels. Furthermore, McKinsey projects $400 billion in cumulative card fraud losses over the next ten years, with authorized push payment fraud growing at an 11 % CAGR through 2027. Taken together, these figures underscore a mounting global financial liability from payment fraud that is poised to climb steadily unless countered by effective prevention strategies.

Previous wording

•As of mid-2025, the total stablecoin market capitalization sits around $170 billion, with sources varying between $160B and $200B depending on which coins are included. Tether (USDT) still dominates the pack, with other major players like USDC, BUSD, and DAI following behind. Analysts project the market cap of stablecoins to double to around $300–400 billion by 2030, driven by incremental adoption in payments and DeFi. Predicting this growth, the Company invested in developing and patenting technologies that it believes to be important assets to participate in the stablecoin and other cryptocurrency markets, including a patent related to embedding identity data in the metadata of cryptographic tokens and the trademark “StableKey”. The Company anticipates cryptocurrencies playing a growing role in its customer base in parallel to, and in some cases involving, its traditional financial services customers.

Current wording

•As of mid-2025, the total stablecoin market capitalization sits around $170 billion, with sources varying between $160 billion and $200 billion depending on which coins are included. Tether (USDT) still dominates the pack, with other major players like USDC, BUSD, and DAI following behind. Analysts project the market cap of stablecoins to double to around $300 – 400 billion by 2030, driven by incremental adoption in payments and DeFi. Predicting this growth, the Company invested in developing and patenting technologies that it believes to be important assets to participate in the stablecoin and other cryptocurrency markets, including a patent related to embedding identity data in the metadata of cryptographic tokens and the trademark “StableKey”. The Company anticipates cryptocurrencies playing a growing role in its customer base in parallel to, and in some cases involving, its traditional financial services customers.

Previous wording

The Company announced a biometrically secured proprietary non-custodial software wallet in December 2025 which will be able to function as both a wallet directly managing access credentials for digital assets and as a “wallet of wallets”. The wallet will be offered directly to end-users and financial institutions. At the end of December 2025, our R&D team delivered an Minimum Viable Product ("MVP") of our Stablecoin-focused Wallet of Wallets (“WoWTM”) and we signed an LOI with a fellow Nasdaq company for a first deployment. During January 2026, our Director of Innovation relocated to Switzerland to participate in the Trust Valley program and identify opportunities in Switzerland for our StableKey technology and WoW. Final design of the WoW wallet awaits clarity regarding the in-flux legislation related to the ability of stablecoins to pay interest or similar returns. While our WoW product has not yet been taken to market, it offers advanced capabilities and utilizes proven proprietary technologies. Therefore, we believe that if we establish product-market fit, the economic potential could be substantial.

Current wording

The Company announced a biometrically secured proprietary non-custodial software wallet in December 2025 which will be able to function as both a wallet directly managing access credentials for digital assets and as a “wallet of wallets”. The wallet will be offered directly to end-users and financial institutions. At the end of December 2025, our R&D team delivered an Minimum Viable Product ("MVP") of our Stablecoin-focused Wallet of Wallets (“WoWTM”) and we signed an LOI with a fellow Nasdaq company for a first deployment. Final design of the WoW wallet awaits clarity regarding the in-flux legislation related to the ability of stablecoins to pay interest or similar returns. While our WoW product has not yet been taken to market pending the passing of the “Clarity Act”, it offers advanced capabilities and utilizes proven proprietary technologies and engagements with potential customers cause us to believe that if we establish product-market fit, the economic potential could be substantial.

Previous wording

We have for several years recognized the potential of our technology in healthcare-related use cases, and during 2025 we advanced these efforts from exploration toward commercial implementation. We currently have a revenue generating commercial implementation with a Malta-based company that also operates in Dubai. In addition, we are in advanced negotiations to deploy our technology for an international pharmacy and primary care group in the European Union and MENA region and are in discussions with a well established EU hospital group regarding a tele-medicine partnership in Africa.

Current wording

We have for several years recognized the potential of our technology in healthcare-related use cases, and during 2025 we advanced these efforts from exploration toward commercial implementation. We currently have a revenue generating commercial implementation with a Malta-based company that also operates in Dubai. In addition, we are in advanced negotiations to deploy our technology for an international pharmacy and primary care group in the European Union and MENA region.

Previous wording

The African Continental Free Trade Area (AfCFTA) is a landmark agreement that binds 54 African nations and an estimated 1.47 billion people into the world’s largest free trade area. AfCFTA has significant economic potential for Africa, as it aims to create a single market for goods and services across 55 countries, representing over 1.3 billion people with a combined GDP of approximately $3.4 trillion. By reducing trade barriers, the agreement could contribute an additional $450 billion to Africa’s GDP by 2035, lifting 30 million people out of extreme poverty and increasing the incomes of 68 million people, according to the World Bank. Over the next decade, Africa’s share of the world population is projected to reach 21%, up from 13% in 2000. More than 50% of young people entering the workforce will be in sub-

Current wording

The African Continental Free Trade Area (AfCFTA) is a landmark agreement that binds 54 African nations and an estimated 1.47 billion people into the world’s largest free trade area. AfCFTA has significant economic potential for Africa, as it aims to create a single market for goods and services across 55 countries, representing over 1.3 billion people with a combined GDP of approximately $3.4 trillion. By reducing trade barriers, the agreement could contribute an additional $450 billion to Africa’s GDP by 2035, lifting 30 million people out of extreme poverty and increasing the incomes of 68 million people, according to the World Bank. Over the next decade, Africa’s share of the world population is projected to reach 21%, up from 13% in 2000. More than 50% of young people entering the workforce will be in sub-Saharan Africa. By 2050, the region’s working-age population will still be rising while it is falling virtually everywhere else, and Africa will be home to an estimated 2.5 billion people, or 25% of all humanity.

Previous wording

Globally, 850 million people did not have identity documents in 2023, with 542 million pe in Africa. Of that 542 million, 95 million are children who have never had their birth recorded, and 120 million are children without a birth certificate. The single initiative of implementing universal tokenized identity in African countries has the potential to significantly boost the implementing countries' economies. According to the United Nations Economic Commission for Africa (UNECA), countries adopting digital ID programs could unlock economic value equivalent to 3% and 13% of their GDP by 2030.

Current wording

Globally, 850 million people did not have identity documents in 2023, with 542 million pe in Africa. Of that 542 million, 95 million are children who have never had their birth recorded, and 120 million are children without a birth certificate. The single initiative of implementing universal tokenized identity in African countries has the potential to significantly boost the implementing countries' economies. According to the United Nations Economic Commission for Africa

Previous wording

Our multi-year investment in the African market has progressed from market cultivation to revenue generation. In January 2026, we received our first purchase order for the use of our Irreversibly Transformed Identity Token (“IT 2”) from an African telecommunications company situated across a dozen African and Middle Eastern markets and serving hundreds of millions of subscribers. The initial purchase order is for the IT 2 in a specific market but based upon our customer’s communications, we anticipate both the geographic scope and product range expanding in 2026. We are also in discussion with another major telecoms provider in Africa for similar services and are making progress towards an agreement. Based on these two engagements and market discovery, we will be actively pursuing similar telecoms opportunities in other African countries and elsewhere.

Current wording

Our multi-year investment in the African market has progressed from market cultivation to revenue generation. In January 2026, we received our first purchase order for the use of our Irreversibly Transformed Identity Token (“IT2”) from an African telecommunications company situated across a dozen African and Middle Eastern markets and serving hundreds of millions of subscribers. The initial purchase order was for the IT2 in a specific market but based upon our customer’s communications, we anticipate the geographic scope expanding in 2026. The second purchase order for an LLM powered tool used in ML/AML has been delivered. The third purchase order for age verification tool is in the process of delivery. We are also in discussion with another major telecoms provider in Africa for similar services and are making progress towards an agreement. Based on these two engagements and market discovery, we will be actively pursuing similar telecoms opportunities in other African countries and elsewhere.

Previous wording

In parallel, our first African nation-state project continues to progress albeit at a slower pace than we would hope. We anticipate announcing specific revenue commitments in the third quarter of 2026.

Current wording

In parallel, our first African nation-state project continues to progress albeit at a slower pace than we would hope.

Previous wording

The IT 2 replaces biometric templates and scans with meaningless numbers, letters, and symbols to remove sensitive data from the reach of criminals using a proprietary process by which a deep neural network irreversibly converts biometric and other identifying data, from any source, into the secure tokenized identity. This IT 2 is unique to the user, is different every time it is generated from a live subject, and cannot be reverse-engineered and rebuilt into the user’s face or other original identity data.

Current wording

The IT2 replaces biometric templates and scans with meaningless numbers, letters, and symbols to remove sensitive data from the reach of criminals using a proprietary process by which a deep neural network irreversibly converts biometric and other identifying data, from any source, into the secure tokenized identity. This IT2 is unique to the user, is different every time it is generated from a live subject, and cannot be reverse-engineered and rebuilt into the user’s face or other original identity data.

Previous wording

Effective July 1, 2025, the Company's agreement with the S&P 500 bank was extended to May 31, 2031, subject to either party having the right to terminate for cause and a right for the customer to cancel for convenience on giving 6 months' notice.

Current wording

Historically, the Company has generated most of its income through long-term partnerships with an S&P 500 bank. Effective July 1, 2025, the Company's agreement with the bank was extended to May 31, 2031, subject to either party having the right to terminate for cause and a right for the customer to cancel for convenience on giving 6 months' notice.

Previous wording

As of March 31, 2026, 100 financial institutions, representing over $350 billion in aggregate assets, had been onboarded through FIS. As of the same date, 114 customers (including both FIS and non-FIS customers) had been onboarded to the Orchestration Layer, including those that have fully implemented the platform and those currently undergoing implementation.

Current wording

As of June 30, 2026, 100 financial institutions, representing over $350 billion in aggregate assets, had been onboarded through FIS. As of the same date, 115 customers (including both FIS and non-FIS customers) had been onboarded to the Orchestration Layer, including those that have fully implemented the platform and those currently undergoing implementation.

Previous wording

The first (non-FIS) client onboarded to the Orchestration Layer in the third quarter of 2022 has generated $611 thousand of revenue for the Company to date, including generating $35 thousand during thethree months ended March 31, 2026.

Current wording

The first (non-FIS) client onboarded to the Orchestration Layer in the third quarter of 2022 has generated $652 thousand of revenue for the Company to date, including generating $75 thousand during the six months ended June 30, 2026.

Previous wording

Overall Orchestration Layer transaction volumes increased by approximately 20% over 2025 with a circa 200% increase in FIS-related transactions, but the rate of implementation and transaction volumes are far lower than we consider satisfactory and the channel structure in place does not provide us with adequate opportunities to work with the individual institutions and accelerate implementation. To address this we have budgeted for additional sales support staff and for participation in industry events where we can directly engage with the enrolled institutions. We will be carefully monitoring and reporting on progress throughout 2026.

Current wording

Overall Orchestration Layer transaction volumes increased by approximately 20% over 2025 with a circa 200% increase in FIS-related transactions, but the rate of implementation and transaction volumes are far lower than we consider satisfactory and the channel structure in place does not provide us with adequate opportunities to work with the individual institutions and accelerate implementation. To address this we are currently integrating with another major banking platform to provide access to a larger range of financial institutions.

Previous wording

On February 20, 2025, the Company executed a Master Technology Service Agreement ("MTSA") (effective January 1, 2025) with QID Technologies LLC (“QID”) to provide technical services as agreed from time to time and documented by statements of work. The MTSA provided for an initial minimum payment of $100,000 per calendar month, with the budgeted payment thereafter not to exceed $300,000 per month without mutual agreement. The MTSA will remain in effect for one year and will be renewed automatically for successive one-year periods, until it is terminated. Either Party may terminate for convenience by giving notice of non-renewal no less than 90 days’ before the expiry of each one-year term. The Company owns a 10% equity interest in QID but is not involved in its management. Reaching the maximum monthly revenue of $300,000 would require QID ramping up its customer-facing activities, a process that is not controlled by the Company. QID is currently a finalist in an RFP for a major project that would utilize our technology, but at this time, the ramp-up process has taken longer than anticipated, and despite assurances by QID’s majority owner as to their ongoing commitment to the enterprise, there is no certainty as to the speed at which the services will be delivered and consequently the billing levels in a given month.

Current wording

On February 20, 2025, the Company executed a Master Technology Service Agreement ("MTSA") (effective January 1, 2025) with QID Technologies LLC (“QID”) to provide technical services as agreed from time to time and documented by statements of work. The MTSA provided for an initial minimum payment of $100,000 per calendar month, with the budgeted payment thereafter not to exceed $300,000 per month without mutual agreement. The MTSA will remain in effect for one year and will be renewed automatically for successive one-year periods, until it is terminated. Either Party may terminate for convenience by giving notice of non-renewal no less than 90 days’ before the expiry of each one-year term. The Company owns a 10% equity interest in QID but is not involved in its management. Reaching the maximum monthly revenue of $300,000 would require QID ramping up its customer-facing activities, a process that is not controlled by the Company. The Company is currently renegotiating its contract with QID to provide a structure that better aligns the interests of the parties in a manner that will facilitate revenue growth for QID and hence revenue for the Company.

Previous wording

The increase in net revenue was partially offset by increases in research and development expenses as well as SG&A expenses. The increase in R&D expense was primarily driven by an increase of$160 thousand primarily due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments that took effect in June 2025. This figure also included$82 thousand related to the reengaging of personnel from 10Clouds to assist the Company's development team support the Company’s WoW project. Meanwhile, the increase in SG&A expense was driven by a$170 thousand increase in salaries, stock-based compensation, payroll costs, and sales commissions during the three months ended March 31, 2026 compared to the prior period.

Current wording

Adjusted EBITDA loss (non-GAAP) for the three months ended June 30, 2026, increased by $894 thousand, to $2.12 million loss from a $1.23 million loss for the three months ended June 30, 2025. The overall increase of $894 thousand in Adjusted EBITDA loss (non-GAAP) was driven primarily by an increase in Cost of services, Research and development ("R&D"), and Selling, general, and administrative ("SG&A") expenses. The increase in SG&A expense was driven by a$196 thousand increase in salaries, stock-based compensation, payroll costs, and sales commissions during the three months ended June 30, 2026 compared to the prior period. Cost of services increased by $94 thousand during the three months ended June 30, 2026 in tandem with the increase in Net revenue. Additionally, during thethree months ended June 30, 2026, R&D expense increased by$227 thousand due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments that took effect in June 2026, retroactive to January 2026. This increase in R&D also included$30 thousand for the reengaging of personnel from 10Clouds to assist the Company's development team. Additionally, the Company incurred$250 thousand for financial advisory fees in relation to the closing of the Streeterville Capital LLC Note Purchase Agreement and recorded the fees to Other expense during the three months ended June 30, 2026.

Previous wording

Adjusted EBITDA loss (non-GAAP) for the three months ended March 31, 2026, decreased by $120 thousand, to $1.80 million loss from a $1.92 million loss for the three months ended March 31, 2025. The overall decrease of $120 thousand in Adjusted EBITDA loss (non-GAAP) was driven partially by an increase in net revenue. The majority of the increase in net revenue during the three months ended March 31, 2026 was attributable to the Company's S&P 500 bank customer resulting from the Company entering into a contract amendment with this customer. The amendment extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million. It provides for changes to the fee structure as well as a new feature development and platform updates.

Current wording

The overall increase in Adjusted EBITDA loss (non-GAAP) during the six months ended June 30, 2026 was partially offset by an increase in Net revenue of $299 thousand when compared to six months ended June 30, 2025. The majority of the increase in Net revenue during the six months ended June 30, 2026, or $415 thousand, was attributable to the Company's S&P 500 bank customer resulting from the Company entering into a contract amendment with this customer. The amendment extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million. It provides for changes to the fee structure as well as a new feature development and platform updates.

Previous wording

The following table summarizes our unaudited condensed consolidated statements of operations for the three March 31, 2026 and 2025:

Current wording

The following table summarizes our unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2026 and 2025:

Previous wording

During the three months ended March 31, 2026, Net revenue increased to$757 thousand, or a 38.75% increase from the Net revenue of$545 thousand for the three months ended March 31, 2025. During the three months ended March 31, 2026, the$757 thousand in Net revenue consisted of$583 thousand from an S&P 500 bank,$39 thousand from Cyberfish, $39 thousand from FIS,$35 thousand from a software development company,$26 thousand from a computer programming company,$18 thousand froma Tokyo, Japan-based digital platform company, $10 thousand from Mastercard, and various other customers for the remaining$6 thousand.

Current wording

During the three months ended June 30, 2026, Net revenue increased to$900 thousand, or a 10.74% increase from the Net revenue of$813 thousand for the three months ended June 30, 2025. During the three months ended June 30, 2026, the$900 thousand in Net revenue primarily consisted of$609 thousand from an S&P 500 bank,$192 thousand from a multinational telecommunications corporation operating in Africa, $40 thousand from a software development company,$28 thousand from a computer programming company,$23 thousand froma Tokyo, Japan-based digital platform companyand $23 thousand from FIS.

Previous wording

On March 15, 2026, a new customer was onboarded under a software license agreement between Trust Stamp Denmark ApS and a Tokyo, Japan-based digital platform company which increased Net revenue by$18 thousand during the three months ended March 31, 2026. Under the agreement, Trust Stamp Denmark ApS will provide products and software services, including application programming interfaces that enable access to platform functionality, as well as professional services in accordance with the applicable Statement of Work. Furthermore, the Company, with the participation of a third party, has signed a commercial agreement with the Tokyo, Japan-based digital platform company, a leader in decentralized solutions to deploy and develop technologies that advance financial security, identity verification, and privacy protection across Japan's financial services sector and the wider region.

Current wording

On March 15, 2026, a new customer was onboarded under a software license agreement between Trust Stamp Denmark ApS and a Tokyo, Japan-based digital platform company which increased Net revenue by $23 thousand during the three months ended June 30, 2026. Under the agreement, Trust Stamp Denmark ApS will provide products and software services, including application programming interfaces that enable access to platform functionality, as well as professional services in accordance with the applicable statement of work. Furthermore, the Company, with the participation of a third party, has signed a commercial agreement with the Tokyo, Japan-based digital platform company, a leader in decentralized solutions to deploy and develop technologies that advance financial security, identity verification, and privacy protection across Japan's financial services sector and the wider region.

Previous wording

The Company also had an increase of $17 thousand in Net revenue during the three months ended March 31, 2026 resulting from increased services provided to a computer programming company, as the customer continues to ramp up their Orchestration Layer usage.

Current wording

The Company also had an increase of $19 thousand in Net revenue during the three months ended June 30, 2026 resulting from increased services provided to a computer programming company, as the customer continues to ramp up their Orchestration Layer usage.

Previous wording

Another factor offsetting the increases in Net revenue was the decrease in Statement of Works under the Master Technology Services Agreement with QID. The Company provided services to QID of $100 thousand per month from January 2025 - June 2025 which was the maximum allowed under the agreement. Starting in July 2025, the agreement allows for billingup to$300 thousand per month thereafter, which the Company has not reached. This resulted in the recognition of $88 thousand during the three months ended March 31, 2025, meanwhile no revenue was recognized during the three months ended March 31, 2026.

Current wording

Another factor offsetting the increases in Net revenue was the decrease in Statement of Works under the Master Technology Services Agreement with QID. The Company provided services to QID of $100 thousand per month from January 2025 - June 2025 which was the maximum allowed under the agreement. Starting in July 2025, the agreement allows for billingup to$300 thousand per month thereafter, which the Company has not reached. This resulted in the recognition of $251 thousand during the three months ended June 30, 2025, meanwhile no revenue was recognized during the three months ended June 30, 2026.

Previous wording

Partially offsetting the aforementioned increases was a decrease of$41 thousand in internal developer cost of services allocations, primarily due to the completion of work performed under the QID Master Services Agreement during the three months ended March 31, 2025. No work was performed under the QID Master Services Agreement during thethree months ended March 31, 2026, resulting in no corresponding internal developer cost allocations during the current period.

Current wording

Partially offsetting the aforementioned increases was a decrease of$31 thousand in internal developer cost of services allocations, primarily due to the completion of work performed under the QID Master Services Agreement during the three months ended June 30, 2025. No work was performed under the QID Master Services Agreement during thethree months ended June 30, 2026, resulting in no corresponding internal developer cost allocations during the current period.

Previous wording

Research and development (“R&D”) expenses increased by$160 thousand, or 36.70% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in R&D expense was primarily driven by an increase of$154 thousand was noted in R&D expense during thethree months ended March 31, 2026 primarily due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments. This figure also included the re-engaging of personnel from 10 Clouds to assist the Company's development team primarily with respect to development support on the Company’s WoWproject.

Current wording

Research and development (“R&D”) expenses increased by$244 thousand, or 47.53% for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase in R&D expense was primarily driven by an increase of$227 thousand was noted in R&D expense during thesix months ended June 30, 2026 primarily due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments. This figure also included the re-engaging of personnel from 10 Clouds to assist the Company's development team primarily with respect to development support on the Company’s WoWproject.

Previous wording

Another increase of$14 thousand in stock-based compensation allocation during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 occurred due to the timing of the awards and the extended vesting period for the awards granted in 2025.

Current wording

Another increase of$17 thousand in stock-based compensation allocation during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 occurred due to the timing of the awards and the extended vesting period for the awards granted in 2025.

Previous wording

Selling, general, and administrative expense (“SG&A”)increased by$67 thousand, or 3.75%, for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in SG&A expense was driven by a$170 thousand increase in salaries, stock-based compensation, payroll costs, and sales commissions during the three months ended March 31, 2026 compared to the prior period. The$170 thousand increase includes a$108 thousand increase in stock-based compensation awards during the three months ended March 31, 2026. Stock-based compensation expense increased primarily due to the timing of executive award grants. During the three months ended March 31, 2026, 2025 executive RSUs were awarded in January 2026 while during the three months ended March 31, 2025, 2024 discretionary executive RSUs were awarded in April 2025, thus recognition for those awards began in the second quarter of 2025. In addition, there was an increase in salaries of$62 thousand, primarily a result of annual salary increases approved by management in June 2025.

Current wording

Selling, general, and administrative expense (“SG&A”)increased by$473 thousand, or 33.08%, for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase in SG&A expense was driven by a$196 thousand increase in salaries, stock-based compensation, payroll costs, and sales commissions during the three months ended June 30, 2026 compared to the prior period. The$196 thousand increase includes a$19 thousand increase in stock-based compensation awards during the three months ended June 30, 2026. Stock-based compensation expense increased due to the timing of restricted stock awarded to executives in 2026 and shorter vesting terms for restricted stock awarded to employees in 2026 than the restricted stock awarded in 2025. In addition, there was also an increase in salaries of$176 thousand, primarily a result of annual salary increases approved by management in June 2026 that retrospectively effective as of January 2026..

Previous wording

The Company also incurred a$211 thousand increase in external IT services, rent, educational fees, taxes, travel costs, and other operating expenses during the three months ended March 31, 2026 compared to the three months ended March 31, 2025, mainly due to increased investment in technology infrastructure to support product development and customer deployments.

Current wording

The Company also incurred a$295 thousand increase in legal and professional fees, external IT services, rent, educational fees, marketing, taxes and travel expenses during the three months ended June 30, 2026 compared to the three months ended June 30, 2025. The increases related toincreased investment in technology infrastructure to support product development and customer deployments.

Previous wording

Depreciation and amortization (“D&A”)increased by$26 thousand, or 14.45% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The primary driver for the increase in D&A is due to an increase of $25 thousand in software amortization when comparing thethree months ended March 31, 2026 to thethree months ended March 31, 2025, brought about by the increase in Capitalized internal-use software of noted as of March 31, 2026.

Current wording

Depreciation and amortization (“D&A”)increased by$29 thousand, or 15.34% for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The primary driver for the increase in D&A is due to an increase of $21 thousand in software amortization when comparing thethree months ended June 30, 2026 to thethree months ended June 30, 2025, brought about by the increase in Capitalized internal-use software of noted as of June 30, 2026.

Previous wording

The Company’s Operating loss increased by$106 thousand or 4.91% for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in Operating loss was mainly related to the increase in research and development and increase in SG&A when comparing the three months ended March 31, 2026 to the three months ended March 31, 2025. This increase in operating loss was partially offset by an increase in net revenue noted during the three months ended March 31, 2026.

Current wording

The Company’s Operating loss increased by$715 thousand or 42.47% for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase in Operating loss was mainly related to the increases in Cost of services, R&D and SG&A when comparing the three months ended June 30, 2026 to the three months ended June 30, 2025. This increase in Operating loss was partially offset by an increase in Net revenue noted during the three months ended June 30, 2026.

Previous wording

The Company invested excess cash balances through its JPMorgan Chase & Co. account in an end-of-day investment sweep program, under which approximately $2.40 million of principal generated interest income during the period. Interest was earned daily on swept balances, resulting in total interest income of $6 thousand during the three months ended March 31, 2026. No such investment was made during the three months ended March 31, 2025.

Current wording

Offsetting the majority of the interest expense was Interest income. Interest income increased by$4 thousand for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025. This increase was primarily attributable to the Company's investment of excess cash balances through an end-of-day investment sweep program maintained with its JPMorgan Chase & Co. account, under which approximately $2.40 million in principal generated interest income during the period.

Previous wording

The Company recognized a gain in Change in fair value of warrant liability during the three months ended March 31, 2026 of $1 thousand compared to a gain of $5 thousand during the three months ended March 31, 2025. This change is based on the fair value assessment and adjustment for one warrant liability as described in Note 3 to the unaudited condensed consolidated financial statements provided under Item 1 of this report.

Current wording

The Company recognized a gain in Change in fair value of warrant liability during the three months ended June 30, 2026 of $156 compared to a loss of $395 during the three months ended June 30, 2025. This change is based on the fair value assessment and adjustment for one warrant liability as described in Note 3 to the unaudited condensed consolidated financial statements provided under Item 1 of this report.

Previous wording

Other income increased by$19 thousand for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase was primarily attributable to higher grant income recognized under the agreements entered into between the Company and Xjenza Malta in May 2024 and November 2024 respectively. During the three months ended March 31, 2026, the Company achieved a higher percentage of completion on both grant-funded projects, as determined by the respective project managers, compared to the three months ended March 31, 2025. As a result, a greater amount of grant income was recognized from the two separate Malta grants during the three months ended March 31, 2026.

Current wording

Other income increased by$33 thousand for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily attributable to higher grant income recognized under the agreements entered into between the Company and Xjenza Malta in May 2024 and November 2024 respectively. Serving as Malta's national R&D and Space-funding agency, Xjenza Malta is the government body responsible for policy development and implementation in the areas of Research, Innovation, and Space. During the three months ended June 30, 2026, the Company achieved a higher percentage of completion on both grant-funded projects, as determined by the respective project managers, compared to the three months ended June 30, 2025. As a result, a greater amount of grant income was recognized from the two separate Malta grants during the three months ended June 30, 2026.

Previous wording

Other expense decreased by$3 thousand for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The Company incurred$5 thousand and$2 thousand in unrealized loss on foreign currency translation expense for the three months ended March 31, 2026 and 2025, respectively, for intercompany transactions between the parent company, T Stamp Inc., and its subsidiaries, Trust Stamp Rwanda Limited with currencies denominated in United States Dollars and Rwandan Franc, respectively.

Current wording

Other expense increased by$258 thousand for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase was primarily driven by$250 thousand for financial advisory fees in relation to the closing of the Streeterville Capital LLC Note Purchase Agreement during thethree months ended June 30, 2026. The Company also incurred$8 thousand and$27 in unrealized loss on foreign currency translation expense for the three months ended June 30, 2026 and 2025, respectively, for intercompany transactions between the parent company, T Stamp Inc., and its subsidiaries, Trust Stamp Rwanda Limited with currencies denominated in United States Dollars and Rwandan Franc, respectively.

Previous wording

During the three months ended March 31, 2026 the Net revenue increased by$211 thousand compared to the three months ended March 31, 2025, with increases coming from new and existing customers, which was offset by decreases in revenues from certain existing customers described further below (i.e. Mastercard and QID). Of this increase,$236 thousand was attributable to the Company's S&P 500 bank customer resulting from the Company entering into a contract amendment with this customer. The amendment extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million. It provides for changes to the fee structure as well as a new feature development and platform updates.

Current wording

During thesix months ended June 30, 2026 the Net revenue increased by$87 thousand compared to thesix months ended June 30, 2025 with increases coming from new and existing customers. The Company recorded a$415 thousand increase in Net revenue during the six months ended June 30, 2026 attributable to the Company's S&P 500 bank customer resulting from the Company entering into a contract amendment with this customer effective July 1, 2025. The amendment extended the term of the existing agreement until May 31, 2031, with minimum gross revenue exceeding $12.7 million. It provides for changes to the fee structure as well as a new feature development and platform updates.

Previous wording

The Company had an increase of $39 thousand in Net revenue during the three months ended March 31, 2026 as a result of the non-cash considerations, development services, delivered to Cyberfish under the Share Purchase Agreement with Cyberfish executed on March 9, 2026. The development services delivered to Cyberfish in exchange for the equity interest in Cyberfish meet the criteria to be recognized as revenue under ASC 606. The development services are recognized as revenue as the development services are delivered to Cyberfish using the cost incurred input method. Upon execution of the transaction and establishing the contract under ASC 606, the Company recognized revenues of $39 thousand related to services provided during the quarter and prior to the effective date of the agreement (March 9, 2026), and the remaining balance will be recognized as costs are incurred with delivering services to the customer.

Current wording

The Company had an increase of $18 thousand in Net revenue during thesix months ended June 30, 2026 as a result of the non-cash considerations, development services, delivered to CyberFish under the Share Purchase Agreement with CyberFish executed on March 9, 2026. The development services delivered to CyberFish in exchange for the equity interest in CyberFish meet the criteria to be recognized as revenue under ASC 606. The development services are recognized as revenue as the development services are delivered to CyberFish using the cost incurred input method. Upon execution of the transaction and establishing the contract under ASC 606, the Company recognized revenues of $18 thousand related to services provided during the quarter and prior to the effective date of the agreement (March 9, 2026), and the remaining balance will be recognized as costs are incurred with delivering services to the customer.

Previous wording

The increases to Net revenue were partially offset by an amendment to the Mastercard agreement executed in February 2025 that reduced fixed monthly license fees and has not been extended beyond February 2026. As a result, during the three months ended March 31, 2026, the Company recognized $10 thousand for software license fees and no revenue for other services, meanwhile, during the three months ended March 31, 2025 the Company recognized $30 thousand for software license fees and $5 thousand for other services.

Current wording

The increases to Net revenue were partially offset by an amendment to the Mastercard agreement executed in February 2025 that reduced fixed monthly license fees and has not been extended beyond February 2026. As a result, during thesix months ended June 30, 2026, the Company recognized no software license fees and no revenue for other services, meanwhile, during thesix months ended June 30, 2025 the Company recognized$60 thousand for software license fees and$10 thousand for other services.

Previous wording

Cost of services (“COS”)increasedby$64 thousand or 21.18%for the three months ended March 31, 2026, compared to the three months ended March 31, 2025. The increase in COS during the three months ended March 31, 2026 was primarily driven bya$47 thousand increase ininternal developer costs and due toincreased service requests by our S&P 500 bank customer as a result of the Company entering into a contract amendment with the customer. The Company also recordeda $36 thousand increase in web services costs primarily due to higher costs related to the Orchestration Layer including expansion of services for a new region, increased S&P 500 bank usage, and increased third party vendor expense. Additionally, there was a $11 thousand increase in COS due toincreased usage of driver license validations under our existing contract with the S&P 500 bank, as well as a$7 thousand increase related to the Share Purchase Agreement entered into between the Company and Cyberfish, which was not in place during thethree months ended March 31, 2025. The remaining variance primarily relates to an increase of$4 thousand in stock-based compensation award expense during the three months ended March 31, 2026 compared to the three months ended March 31, 2025 due to increased internal developer costs allocated to COS and increase in internal developer's stock-based compensation award expense resulting from the increase in the fair value of stock-based compensation awards on the award date.

Current wording

Cost of services (“COS”)increasedby$119 thousand or 18.00%for thesix months ended June 30, 2026, compared to thesix months ended June 30, 2025. The increase in COS during the six months ended June 30, 2026 was primarily driven bya$84 thousand increase ininternal developer costs and due toincreased service requests by our S&P 500 bank customer as a result of the Company entering into a contract amendment effective July 1, 2025. The Company also recordeda $57 thousand increase in web services costs primarily due to higher costs related to the Orchestration Layer including expansion of services for a new region, increased S&P 500 bank usage, and increased third party vendor expense. Additionally, there was a $33 thousand increase in COS due toincreased usage of driver license validations under our existing contract with the S&P 500 bank, as well as a$21 thousand increase related to the Share Purchase Agreement entered into between the Company and CyberFish, which was not in place during the six months ended June 30, 2025. The remaining variance primarily relates to an increase of$8 thousand in stock-based compensation award expense during thesix months ended June 30, 2026 compared to thesix months ended June 30, 2025 due to increased internal developer costs allocated to COS and increase in internal developer's stock-based compensation award expense resulting from the increase in the fair value of stock-based compensation awards on the award date.

Previous wording

The increases in SG&A were partially offset by decreases for legal and professional, accounting and audit fees, dues and subscription and marketing amounting to$314 thousand for the three months ended March 31, 2026.

Current wording

The increases in SG&A were partially offset by decreases for accounting and audit fees, dues and subscription amounting to$17 thousand for thesix months ended June 30, 2026.

Showing the first 40 of 49 pairs. Open the source sections for the rest.

Rearranged current paragraphs (17)

Current report — wording carried from elsewhere

•Acquiring ownership of Lexverify Ltd. and a 50% ownership interest in CyberFish CyberPsychology Solutions Ltd (both companies in the United Kingdom).

Current report — wording carried from elsewhere

(UNECA), countries adopting digital ID programs could unlock economic value equivalent to 3% and 13% of their GDP by 2030.

Current report — wording carried from elsewhere

The increases to Net revenue were offset by the loss of license fee from an agreement with Mastercard that expired in February 2026 and was not renewed. As a result, during the three months ended June 30, 2026, the Company recognized no software license fees or revenue for other services, meanwhile, during the three months ended June 30, 2025 the Company recognized $30 thousand for software license fees and $5 thousand for other services.

Current report — wording carried from elsewhere

Cost of services (“COS”)increasedby$56 thousand or 15.37%for the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The increase in COS during the three months ended June 30, 2026 was primarily driven by increased service requests from our S&P 500 bank customer under the new contract amendment effective July 1,2025, which, in tandem with the increase in Net revenue, resulted ina$26 thousand increase ininternal developer costs, a $21 thousand increase in web services costs primarily due to higher costs related to the Orchestration Layer including expansion of services for a new region and increased third party vendor expense anda $23 thousand increase in COS from increased usage of driver license validations under our existing contract with the S&P 500 bank.

Current report — wording carried from elsewhere

Additionally a$14 thousand increase related to the Share Purchase Agreement entered into between the Company and CyberFish, which was not in place during thethree months ended June 30, 2025. The remaining variance primarily relates to an increase of$4 thousand in stock-based compensation award expense during the three months ended June 30, 2026 compared to the three months ended June 30, 2025 due to increased internal developer costs allocated to COS and increase in internal developer's stock-based compensation award expense resulting from the increase in the fair value of stock-based compensation awards on the award date.

Current report — wording carried from elsewhere

The increases in SG&A were partially offset by decreases for dues and subscription amounting to$17 thousand for the three months ended June 30, 2026.

Current report — wording carried from elsewhere

On March 15, 2026, a new customer was onboarded under a software license agreement between Trust Stamp Denmark ApS and a Tokyo, Japan-based digital platform company which increased Net revenue by$41 thousand during thesix months ended June 30, 2026. Under the agreement, Trust Stamp Denmark ApS will provide products and software services, including application programming interfaces that enable access to platform functionality, as well as professional services in accordance with the applicable Statement of Work. Furthermore, the Company, with the participation of a third party, has signed a commercial agreement with the Tokyo, Japan-based digital platform company, a leader in decentralized solutions to deploy and develop technologies that advance financial security, identity verification, and privacy protection across Japan's financial services sector and the wider region.

Current report — wording carried from elsewhere

The Company also had an increase of$35 thousand in Net revenue during thesix months ended June 30, 2026 resulting from increased services provided to a computer programming company, as the customer continues to ramp up their Orchestration Layer usage.

Current report — wording carried from elsewhere

Another factor offsetting the increases in Net revenue was the decrease in Statement of Works under the Master Technology Services Agreement with QID. The Company provided services to QID of $100 thousand per month from January 2025 - June 2025 which was the maximum allowed under the agreement. Starting in July 2025, the agreement allows for billing up to $300 thousand per month thereafter, which the Company has not reached. This resulted in the recognition of$339 thousand during thesix months ended June 30, 2025, meanwhile no revenue was recognized during thesix months ended June 30, 2026.

Current report — wording carried from elsewhere

Partially offsetting the aforementioned increases was a decrease of$82 thousand in internal developer cost of services allocations, primarily due to the completion of work performed under the QID Master Services Agreement during thesix months ended June 30, 2025. No work was performed under the QID Master Services Agreement during thesix months ended June 30, 2026, resulting in no corresponding internal developer cost allocations during the current period.

Current report — wording carried from elsewhere

Research and development (“R&D”) expenses increased by$405 thousand, or 42.55% for thesix months ended June 30, 2026, compared to thesix months ended June 30, 2025. The increase in R&D expense was primarily driven by an increase of$373 thousand was noted in R&D expense during thesix months ended June 30, 2026 primarily due to higher personnel-related costs associated with the expansion of the Company’s development team and annual merit adjustments. This figure also included the re-engaging of personnel from 10 Clouds to assist the Company's development team primarily with respect to development support on the Company’s WoW project.

Current report — wording carried from elsewhere

Another increase of$31 thousand in stock-based compensation allocation during thesix months ended June 30, 2026 compared to thesix months ended June 30, 2025 occurred due to the timing of the awards and the extended vesting period for the awards granted in 2025.

Current report — wording carried from elsewhere

The primary driver for the increase in D&A is due to an increase of $46 thousand in software amortization when comparing the six months ended June 30, 2026 to the six months ended June 30, 2025, brought about by the increase in Capitalized internal-use software of noted as of June 30, 2026.

Current report — wording carried from elsewhere

Change in fair value of warrant liability

Current report — wording carried from elsewhere

The Company recognized again in Change in fair value of warrant liability during thesix months ended June 30, 2026 of $1 thousand compared to again of $4 thousand during thesix months ended June 30, 2025. This change is based on the fair value assessment and adjustment for one warrant liability as described in Note 3 to the unaudited condensed consolidated financial statements provided under Item 1 of this report.

Current report — wording carried from elsewhere

Other income increased by$47 thousand for thesix months ended June 30, 2026, compared to thesix months ended June 30, 2025. The increase was primarily attributable to higher grant income recognized under the agreements entered into between the Company and Xjenza Malta in May 2024 and November 2024 respectively. During thesix months ended June

Current report — wording carried from elsewhere

30, 2026, the Company achieved a higher percentage of completion on both grant-funded projects, as determined by the respective project managers, compared to thesix months ended June 30, 2025. As a result, a greater amount of grant income was recognized from the two separate Malta grants during thesix months ended June 30, 2026.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

•Adding senior business development advisors in Ghana, Nigeria, Kenya and Malta primarily compensated based on revenue received

Previous report — wording carried elsewhere

•In 2024, global losses from payment card fraud alone reached approximately $33.8 billion, according to the Nilson Report, surpassing the previous year’s figures and driven by escalating card‑not‑present and e‑commerce fraud. In the broader digital payments sphere, including ACH, digital wallets, BNPL, and e‑commerce, the Merchant Risk

Previous report — wording carried elsewhere

Saharan Africa. By 2050, the region’s working-age population will still be rising while it is falling virtually everywhere else, and Africa will be home to an estimated 2.5 billion people, or 25% of all humanity.