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Aeries Technology, Inc.

For the period ended Jun 30, 2026. Filed Aug 10, 2026.

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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 10, 2026

AERT$5.33+1.2%Stored close · as of Nov 10, 2026

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

Commission file number:001-40920

Aeries Technology, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Cayman Islands98-1587626
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
60 Paya Lebar Road, #08-13 Paya Lebar Square Singapore409051
(Address of principal executive offices)(Zip Code)

**(919)**228-6404

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A ordinary shares, par value $0.0008 per shareAERTThe Nasdaq Stock Market
Redeemable warrants, each whole warrant exercisable in multiples of eight to purchase one Class A ordinary share for $92.00 per shareAERTWThe Nasdaq Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☒
Emerging growth company☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐No ☒

As of August 5, 2026, there were 5,247,852 Class A ordinary shares, $0.0008 par value, and 1 Class V ordinary share of a par value of $0.0001 par value, issued and outstanding.

AERIES TECHNOLOGY, INC.

FORM 10-Q

For the quarterly period ended June 30, 2026

TABLE OF CONTENTS

Page
PART 1 – INTERIM FINANCIAL INFORMATION
Item 1.Condensed Consolidated Financial Statements1
Condensed Consolidated Balance Sheets as of June 30, 2026 (Unaudited) and March 31, 20261
Condensed Consolidated Statements of Operations for the three months ended June 30, 2026 and 2025 (Unaudited)2
Condensed Consolidated Statements of Comprehensive Income / (Loss) for the three months ended June 30, 2026 and 2025 (Unaudited)3
Condensed Consolidated Statements of Changes in Redeemable Noncontrolling Interest and Shareholders’ Equity / (Deficit) for the three months ended June 30, 2026 and 2025 (Unaudited)4
Condensed Consolidated Statements of Cash Flows for the three months ended June 30, 2026 and 2025 (Unaudited)5
Notes to Condensed Consolidated Financial Statements (Unaudited)6
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations31
Item 3.Quantitative and Qualitative Disclosures about Market Risk43
Item 4.Controls and Procedures43
PART II – OTHER INFORMATION
Item 1.Legal Proceedings44
Item 1A.Risk Factors44
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds46
Item 3.Defaults Upon Senior Securities47
Item 4.Mine Safety Disclosures47
Item 5.Other Information47
Item 6.Exhibits48
SIGNATURES49

i

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Some of the statements contained in this report may constitute “forward-looking statements” for purposes of the federal securities laws. Our forward-looking statements include, but are not limited to, statements regarding our or our management team’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Such statements are based on expectations as to the future and are not statements of historical fact.

The forward-looking statements contained in this report are based on current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. The following factors, among others, could cause actual results and the timing of events to differ materially from the anticipated results or other expectations expressed in the forward-looking statements:

●our ability to continue as a going concern;
●our market opportunity;
●our ability to maintain compliance with the Nasdaq Stock Market (“Nasdaq”) listing standards and to maintain the listing of the Class A ordinary shares and the warrants on Nasdaq, and the potential liquidity and trading of such securities;
●our business development efforts to maximize our potential value and to retain and expand our client base;
●our estimates regarding expenses, future revenue, capital requirements and needs for additional financing;
●our financial performance;
●the sufficiency of our existing cash and cash equivalents to fund our operating expenses and capital expenditure requirements;
●our success in retaining or recruiting officers, key employees or directors, or any necessary changes to these positions;
●changes in applicable laws or regulations in the United States and foreign jurisdictions in which we conduct business;
●our ability to develop and maintain effective internal controls and risks related to internal audit findings, including the identification of material weaknesses and control deficiencies;
●risks related to cybersecurity and data privacy;
●risks related to the rapid developments in generative artificial intelligence technologies, machine learning, and other emerging technologies, including their impact on customer demand, competitive dynamics, cybersecurity risks and the regulatory environment;

ii

●risks related to reputational harm, including those arising from social media, public perception, or misinformation;
●risks related to current or future litigation, regulatory inquiries, or governmental investigations;
●geopolitical instability, armed conflicts, trade restrictions, tariffs and other international events that may adversely affect global economic conditions, customer spending and business operations, pandemics or public health emergencies, recessions, interest rates, inflation, local and national elections, fuel prices, international currency fluctuations, changes in diplomatic and trade relationships, political instability, acts of war or terrorism and natural disasters;
●the expected effects of the share consolidation on the trading price, liquidity and marketability of our Class A ordinary shares; and
●other factors discussed in this report and our other filings with the Securities and Exchange Commission.

Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Some of these risks and uncertainties may be amplified in the future and there may be additional risks that we currently consider immaterial, or which are unknown. It is not possible to predict or identify all such risks. We undertake no obligation to update or revise any forward-looking statements to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events, except as required by applicable law. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made.

iii

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