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SOLESENCE, INC.

For the period ended Mar 31, 2025. Filed May 13, 2025.

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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.

Mar 31, 2025 · Filed May 13, 2025

SLSN$0.86-1.1%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

☒** QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF**

THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended:March 31, 2025

or

☐** TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)of

the Securities Exchange Act of 1934

For the transition period from to _______ to _______

Commission File Number:000-22333

**Solesence, Inc. **

(Exact name of registrant as specified in its charter)

Delaware36-3687863
(State or other jurisdiction of(I.R.S. Employer
incorporation or organization)Identification No.)

1319 Marquette Drive, Romeoville, Illinois 60446

(Address of principal executive offices, and zip code)

Registrant’s telephone number, including area code:(630) 771-6708

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareSLSNThe NASDAQ Capital 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 of 1934 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 and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post 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 the definitions of “accelerated filer”, “large 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 May 12, 2025, there were 70,103,279 shares outstanding of common stock, par value $.01, of the registrant.

QUARTER ENDED MARCH 31, 2025

INDEX

Page
PART I – FINANCIAL INFORMATION
Item 1.Financial Statements3
Consolidated Balance Sheets (Unaudited Consolidated Condensed) as of March 31, 2025, and December 31, 20243
Consolidated Statements of Operations (Unaudited Consolidated Condensed) for the three months ended March 31, 2025, and 20244
Consolidated Statements of Shareholders’ Equity (Unaudited Consolidated Condensed) for the three months ended March 31, 2025, and 20245
Consolidated Statements of Cash Flows (Unaudited Consolidated Condensed) for the three months ended March 31, 2025, and 20246
Notes to Unaudited Consolidated Condensed Financial Statements7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations13
Item 3.Quantitative and Qualitative Disclosures About Market Risk15
Item 4.Controls and Procedures16
PART II – OTHER INFORMATION17
Item 1.Legal Proceedings17
Item 1A.Risk Factors17
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds17
Item 3.Defaults Upon Senior Securities17
Item 4.Mine Safety Disclosures17
Item 5.Other Information17
Item 6.Exhibits18
SIGNATURES19
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