# Ainos, Inc.: Form 10-Q for the period ended Jun 30, 2026

- Company: [Ainos, Inc.](/companies/aimd.md) (CIK 1014763)
- Form: 10-Q
- Filed: 2026-08-03
- Accepted by EDGAR: Aug 3, 2026, 20:21 ET
- Period: 2026-06-30
- Accession: 0001493152-26-035833
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/1014763/000149315226035833/form10-q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/1014763/000149315226035833/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2026-06-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Revenue | 3 months, 2026-04-01 to 2026-06-30 | $152 | us-gaap:Revenues |
| Revenue | 6 months, 2026-01-01 to 2026-06-30 | $313 | us-gaap:Revenues |
| Cost of revenue | 3 months, 2026-04-01 to 2026-06-30 | $53 | us-gaap:CostOfRevenue |
| Cost of revenue | 6 months, 2026-01-01 to 2026-06-30 | $816 | us-gaap:CostOfRevenue |
| Gross profit | 3 months, 2026-04-01 to 2026-06-30 | $99 | us-gaap:GrossProfit |
| Gross profit | 6 months, 2026-01-01 to 2026-06-30 | −$503 | us-gaap:GrossProfit |
| Research and development | 3 months, 2026-04-01 to 2026-06-30 | $1.9m | us-gaap:ResearchAndDevelopmentExpense |
| Research and development | 6 months, 2026-01-01 to 2026-06-30 | $3.5m | us-gaap:ResearchAndDevelopmentExpense |
| Selling, general and administrative | 3 months, 2026-04-01 to 2026-06-30 | $2.5m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Selling, general and administrative | 6 months, 2026-01-01 to 2026-06-30 | $3.1m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Operating income | 3 months, 2026-04-01 to 2026-06-30 | −$4.4m | us-gaap:OperatingIncomeLoss |
| Operating income | 6 months, 2026-01-01 to 2026-06-30 | −$6.7m | us-gaap:OperatingIncomeLoss |
| Interest expense | 3 months, 2026-04-01 to 2026-06-30 | $200.2k | us-gaap:InterestExpenseNonoperating |
| Interest expense | 6 months, 2026-01-01 to 2026-06-30 | $377.0k | us-gaap:InterestExpenseNonoperating |
| Net income | 3 months, 2026-04-01 to 2026-06-30 | −$4.6m | us-gaap:NetIncomeLoss |
| Net income | 6 months, 2026-01-01 to 2026-06-30 | −$7.1m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2026-04-01 to 2026-06-30 | −$0.62 | us-gaap:EarningsPerShareDiluted |
| Diluted EPS | 6 months, 2026-01-01 to 2026-06-30 | −$1.05 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2026-04-01 to 2026-06-30 | −$0.62 | us-gaap:EarningsPerShareBasic |
| Basic EPS | 6 months, 2026-01-01 to 2026-06-30 | −$1.05 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2026-04-01 to 2026-06-30 | 7,357,150 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Diluted shares (weighted) | 6 months, 2026-01-01 to 2026-06-30 | 6,698,030 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 6 months, 2026-01-01 to 2026-06-30 | −$2.4m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 6 months, 2026-01-01 to 2026-06-30 | $14.3k | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2026-06-30 | $1.4m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2026-06-30 | $2.2m | us-gaap:AssetsCurrent |
| Total assets | at 2026-06-30 | $19.6m | us-gaap:Assets |
| Current liabilities | at 2026-06-30 | $16.3m | us-gaap:LiabilitiesCurrent |
| Total liabilities | at 2026-06-30 | $16.3m | us-gaap:Liabilities |
| Shareholders' equity | at 2026-06-30 | $3.3m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 24,872 characters.

*The unaudited condensed financial statements and this Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2025 and the related Management’s Discussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Form 10-K for the period ended December 31, 2025 (the “2025 Annual Report”). In addition to historical information, this discussion and analysis contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements are subject to risks and uncertainties, including those set forth under “Part I. Item 1A. Risk Factors” in our 2025 Annual Report, “Part II. Item 1A. Risk Factors” in this Quarterly Report, and elsewhere in this Quarterly Report, that could cause actual results to differ materially from historical results or anticipated results.*

When used in this Quarterly Report, all references to “Ainos,” the “Company,” “we,” “our” and “us” refer Ainos, Inc.

### Overview

Ainos, Inc. (the “Company”) was incorporated in the State of Texas in 1984. The Company is a dual-platform company engaged in the development of artificial intelligence-enabled olfactory sensing technologies, which we refer to as “SmellTech” or “Smell AI”, and related applications, as well as the development of immune therapeutics.

The Company’s principal operating focus is the commercialization of AI Nose, its proprietary scent digitization platform. AI Nose is designed to convert scent and volatile organic compound signals into structured, machine-readable data, which the Company refers to as “Smell ID,” using gas sensor arrays and proprietary artificial intelligence models, which we refer to as smell language model (“SLM”). The Company is advancing AI Nose commercialization across selected industrial, environmental, robotics, and healthcare-related applications.

In parallel, the Company continues to develop VELDONA®, its low-dose oral interferon program, with an emphasis on selective advancement, capital-efficient execution, and strategic partnerships.

### Our Execution Priorities for 2026

In 2026, the Company’s operating priorities are focused on advancing AI Nose commercialization activities while managing VELDONA® and other healthcare-related programs selectively and in a capital-efficient manner. Following initial industrial expansion activities in 2025, the Company’s current priorities include partner-led deployments, continued generation of scent-related data to support model refinement, and further advancement of commercial opportunities that may include hardware and service-based offerings, which we refer to as “SmellTech-As-A-Service”. The Company may adjust the timing, scope, and prioritization of these activities based on available capital, regulatory developments, market conditions, partner execution, and other factors.

During the first half of 2026, the Company continued to advance AI Nose deployment, validation, and research activities across semiconductor manufacturing, industrial infrastructure, and healthcare-related environments. These activities included work relating to environmental monitoring, equipment and facility safety, emergency care environments, and research involving the analysis of exhaled breath patterns. These efforts remain at varying stages of deployment, validation, research, and commercialization.

### AI Nose Operating Priorities

- Continue commercialization activities in selected applications.
- Continue semiconductor deployment and validation efforts.
- Support commercialization through channel and integration partners.
- Continue development of SLM and Smell ID datasets using deployment and pilot data.
- Continue robotics-related pilot and deployment activities.
- Continue evaluating healthcare-adjacent applications.

### VELDONA Operating Priorities

- Continue clinical activities in Taiwan, subject to study progress, regulatory review, and available resources.
- Continue pursuing partnering and out-licensing opportunities.

### Factors Affecting Our Business

Our business activities continue to be influenced primarily by our emphasis on advancing AI Nose commercialization activities and managing healthcare-related programs selectively and in a capital-efficient manner. The timing, extent, and financial impact of these activities remain subject to a number of known trends and uncertainties, including the following:

### Industrial and infrastructure-oriented applications.

We continue to prioritize AI Nose activities across industrial environments, including semiconductor manufacturing, robotics, smart manufacturing, and hospital infrastructure settings. Recent progress includes initial commercial activity in backend semiconductor manufacturing, front-end semiconductor validation efforts through industry partners, robotics-related development initiatives and activities in hospital infrastructure environments. During the first half of 2026, the Company continued AI Nose deployment and validation activities across certain facility monitoring, safety, ventilation, equipment, and chemical handling applications. These activities remain at varying stages of deployment, validation, and commercialization. The timing and extent of partner execution, customer adoption, and conversion of pilot and initial commercial activities into broader commercial arrangements may affect the timing of revenue and our near-term operating results.

### Component supply and manufacturing.

The commercialization of AI Nose depends on the timely availability of components, electronic parts, and other materials from third-party suppliers. Changes in component availability, lead times, pricing, or broader supply chain conditions could increase costs, delay customer deployments, and adversely affect our commercialization activities, operating results, and financial condition.

### Near-threshold technology development and system capabilities.

As part of our ongoing deployment and validation activities, we continue to develop AI Nose capabilities across different operating conditions and application environments. These efforts include the detection and interpretation of gas signal variations and the potential application of such capabilities in anomaly detection, environmental sensing, and operational monitoring. We are also developing AI Nose for near-threshold detection scenarios, meaning the detection of signal variations at or near traditional detection thresholds. If validated, such capabilities may support certain early-stage anomaly detection applications. We continue to develop these near-threshold detection capabilities with a focus on reliability, repeatability, and scalability across different environments, which remain subject to ongoing validation. Expanded deployments may provide additional conditions for evaluating system performance and environmental pattern recognition.

### Data-driven platform development.

AI Nose deployments are expected to generate Smell ID data across different operating environments, and we continue to use this data to refine models, improve classification performance, and expand the range of detectable patterns. Continued deployment of AI Nose is also expected to result in further accumulation of scent-related data, which may support model improvement, broaden detectable patterns, and enhance system adaptability across different operating environments. During the first half of 2026, the Company expanded data-generation activities across industrial and healthcare-related settings, including environmental signals, facility conditions, and exhaled breath patterns. While we expect these efforts to support ongoing performance improvements, the timing and extent to which they contribute to broader commercial adoption or commercial outcomes may vary, and their benefits may take time to be reflected in revenue or operating results.

### Healthcare-adjacent opportunities.

We continue to develop AI Nose applications in senior care and other healthcare-adjacent settings, including environments where non-invasive and continuous sensing may support hygiene monitoring, environmental control, and hospital operations. During the first half of 2026, the Company expanded research and validation activities in hospital infrastructure, emergency care, and exhaled breath analysis. These activities remain research- and validation-stage and are not intended to provide individual patient diagnosis. The timing and extent of these activities may be affected by regulatory requirements, partner engagement, operational validation, and resource allocation decisions.

### VELDONA® program management.

We continue to focus VELDONA® on selected indications with unmet medical needs, including oral warts in HIV-seropositive patients, Sjögren’s syndrome, and feline chronic gingivostomatitis. The timing and direction of these programs may be affected by clinical outcomes, regulatory progress, partner interest, and available resources. We also continue to pursue strategic partnerships and out-licensing opportunities, the timing and outcome of which remain uncertain.

As of June 30, 2026, we had available cash and cash equivalents of $1,422,912. We anticipate business revenues and external financing options, if necessary, to fund our operations over the next twelve months. We have based this estimate on assumptions that may prove to be incorrect, and we could exhaust our available capital resources sooner than we expect. See “Liquidity and Capital Resources” for additional information. To finance our continuing operations, we will need to raise additional capital, which cannot be assured.

### Recent Development

During the first half of the year 2026, we advanced AI Nose-related activities within industrial applications, with a focus on semiconductor and robotics environments. These activities included

- Advancing deployments associated with an initial $2.1 million commercial arrangement in backend semiconductor manufacturing environments;
- Continuing pilot programs in selected front-end semiconductor environments;
- Expanding AI Nose deployments and validation activities into industrial and healthcare infrastructure environments;
- Expanding research activities involving emergency care environments;
- Supporting use-case expansion through channel and integration partnerships;

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These activities are intended to support continued development, capacity development and potential commercial expansion of AI Nose across industrial environments.

As previously disclosed, on March 27, 2026, the Company entered into a loan agreement with ASE Test, Inc., pursuant to which ASE Test, Inc. agreed to lend the Company an aggregate principal amount of NT$90 million (approximately US$2,812,940) (the “Loan”). The Loan was scheduled to mature on March 27, 2027. On July 10, 2026, the parties agreed to extend the maturity date of NT$62 million (approximately US$1,937,800) of the outstanding principal amount of the Loan to July 31, 2027. The maturity date of the balance of the loan, an aggregate principal amount of NT$28 million (approximately US$875,140), remains March 27, 2027.

### Results of Operations for Quarter Ended June 30, 2026 (“Q2 2026”) and June 30, 2025 (“Q2 2025”):

|  | The three months ended June 30, 2026 | 2025 | Change Amount% |  |
| --- | ---: | ---: | ---: | ---: |
| Revenues | $152 | $4,663 | $(4,511) | (97)% |
| Cost of revenues | (53) | (937) | 884 | (94)% |
| Gross profit | 99 | 3,726 | (3,627) | (97)% |
| Operating expenses: |  |  |  |  |
| Research and development expenses | 1,850,409 | 1,911,800 | (61,391) | (3)% |
| Selling, general and administrative expenses | 2,548,776 | 1,837,613 | 711,163 | 39% |
| Total operating expenses | 4,399,185 | 3,749,413 | 649,772 | 17% |
| Loss from operations | (4,399,086) | (3,745,687) | (653,399) | 17% |
| Non-operating income (expenses), net |  |  |  |  |
| Interest expenses | (200,162) | (177,957) | (22,205) | 12% |
| Other income (expenses), net | 4,517 | (161,346) | 165,863 | (103)% |
| Total non-operating expenses, net | (195,645) | (339,303) | 143,658 | (42)% |
| Net loss before income taxes | (4,594,731) | (4,084,990) | (509,741) | 12% |
| Provision for income taxes | - | - | - | -% |
| Net loss | $(4,594,731) | $(4,084,990) | $(509,741) | 12% |

### Revenues, Cost and Gross Loss

The Company reported $152 and $4,663 in revenue in Q2 2026 and Q2 2025, respectively. The decrease of revenue in Q2, 2026 was primarily caused by lower sales volume on VELDONA pet supplements during the reporting period, as the Company shifts operational focus to AI Nose platform.

The cost of revenue related to product sales in Q2 2026 was $53 compared to $937 in Q2 2025. The decrease in cost of revenue was caused by the aforementioned lower produce volume for VELDONA pet supplements during the reporting period.

Gross profit from product sales in Q2 2026 was $99 as compared to $3,726 gross profit from product sales in Q2 2025. The decrease in gross profit was due to aforementioned lower sale volume.

### Research and Development (R&D) Expenses

R&D expenses in Q2 2026 and Q2 2025 were $1,850,409 and $1,911,800, respectively. The decrease of $61,391 (3%) was due to reduced expenses in share-based compensation and expenses associated with co-research for technology partially offset by increased experimental material fees. We expect that our R&D investments may continue to grow as we further develop our technologies.

The share-based compensation expense and the depreciation and amortization expense in Q2 2026 and Q2 2025 were $1,180,756 and $1,209,343, respectively. When excluding these non-cash expenses, R&D expenses decreased to $669,653 in Q2 2026 from $702,457 in Q2 2025.

### Selling, General and Administrative (SG&A) Expenses

SG&A expenses were $2,548,776 and $1,837,613 in Q2 2026 and Q2 2025, respectively, reflecting a increase of $711,163 (39%) due to a significant increase in share-based compensation and professional fees, offset by a decrease in advertisement fees and public relations and investor relations fees.

The share-based compensation expense and the depreciation and amortization expense in Q2 2026 and Q2 2025 were $2,018,095 and $1,309,358 respectively. When excluding these non-cash expenses, SG&A expenses increased to $530,681 in Q2 2026 compared to $528,255 in Q2 2025.

### Operating Loss

The Company’s operating loss was $4,399,086 and $3,745,687 in Q2 2026 and Q2 2025, respectively, reflecting a $653,399 (17%) increase in operating loss between the reporting periods. We continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

### Interest Expense

In Q2 2026, interest expense was $200,162 compared to $177,957 in Q2 2025. The increase in interest expense was due to a new loan agreement in the first quarter of the year 2026.

### Net Loss

Net loss was $4,594,731 in Q2 2026 compared to $4,084,990 in Q2 2025, resulting in an $509,741 (12%) increase in net loss attributable to our shareholders of common stock. The net loss was due to expanding operating expense as we continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

### Results of Operations for first half of the year Ended June 30, 2026 (“H1 2026”) and June 30, 2025 (“H1 2025”):

|  | The six months ended June 30, 2026 | 2025 | Change Amount% |  |
| --- | ---: | ---: | ---: | ---: |
| Revenues | $313 | $110,870 | $(110,557) | (100)% |
| Cost of revenues | (816) | (19,170) | 18,354 | (96)% |
| Gross profit (loss) | (503) | 91,700 | (92,203) | (101)% |
| Operating expenses: |  |  |  |  |
| Research and development expenses | 3,540,269 | 3,635,884 | (95,615) | (3)% |
| Selling, general and administrative expenses | 3,141,961 | 3,364,374 | (222,413) | (7)% |
| Total operating expenses | 6,682,230 | 7,000,258 | (318,028) | (5)% |
| Loss from operations | (6,682,733) | (6,908,558) | 225,825 | (3)% |
| Non-operating income (expenses), net |  |  |  |  |
| Interest expenses | (377,038) | (358,402) | (18,636) | 5% |
| Other income (expenses), net | 5,240 | (104,052) | 109,292 | (105)% |
| Total non-operating expenses, net | (371,798) | (462,454) | 90,656 | (20)% |
| Net loss before income taxes | (7,054,531) | (7,371,012) | 316,481 | (4)% |
| Provision for income taxes | - | - | - | -% |
| Net loss | $(7,054,531) | $(7,371,012) | $316,481 | (4)% |

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### Revenues, Cost and Gross Loss

The Company reported $313 and $110,870 in revenue in H1 2026 and H1 2025, respectively. The decrease of revenue in H1, 2026 was primarily caused by lower sales volume on AI Nose related programs in healthcare adjacent applications. This decrease was partly attributable to a strategic shift in focus from healthcare-adjacent applications toward industrial deployments, which are currently at earlier stages of commercialization. The Company generated nil and $105,942 in revenues from AI Nose related programs, and $313 and $4,928 from pet supplements in H1 2026 and H1 2025, respectively.

The cost of revenue related to product sales in H1 2026 was $816 compared to $19,170 in H1 2025. The decrease in cost of revenue was caused by the aforementioned lower produce volume for AI Nose related programs during the reporting period.

Gross loss from product sales in H1 2026 was $503 as compared to $91,700 gross profit from product sales in H1 2025. The decrease in gross profit was due to aforementioned lower sale volume.

### Research and Development (R&D) Expenses

R&D expenses in H1 2026 and H1 2025 were $3,540,269 and $3,635,884, respectively. The decrease of $95,615 (3%) was due to reduced expenses in share-based compensation and expenses associated with co-research for technology partially offset by increased staffing expenditures and experimental material fees. We expect that our R&D investments may continue to grow as we further develop our technologies.

The share-based compensation expense and depreciation and amortization expense in H1 2026 and H1 2025 were $2,342,023 and $2,402,213, respectively. When excluding these non-cash expenses, R&D expenses decreased to $1,198,246 in H1 2026 from $1,233,671 in H1 2025.

### Selling, General and Administrative (SG&A) Expenses

SG&A expenses were $3,141,961 and $3,364,374 in H1 2026 and H1 2025, respectively, reflecting a decrease of $222,413 (7%) due to a significant decrease in share-based compensation and public relations and investor relations fees, offset by an increase in professional related fees.

The share-based compensation expense and the depreciation and amortization expense in H1 2026 and H1 2025 were $2,030,903 and $2,211,158 respectively. When excluding these non-cash expenses, SG&A expenses decreased to $1,111,058 in H1 2026 compared to $1,153,216 in H1 2025.

### Operating Loss

The Company’s operating loss was $6,682,733 and $6,908,558 in H1 2026 and H1 2025, respectively, reflecting a $225,825 (3%) decrease in operating loss between the reporting periods. We continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

### Interest Expense

In H1 2026, interest expense was $377,038 compared to $358,402 in H1 2025. The increase in interest expense was due to the company processing a new loan agreement in the first quarter of the year 2026.

### Net Loss

Net loss was $7,054,531 in H1 2026 compared to $7,371,012 in H1 2025, resulting in an $316,481 (4%) decrease in net loss attributable to our shareholders of common stock. The net loss was due to expanding operating expense as we continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

### Liquidity and Capital Resources

As of June 30, 2026 and December 31, 2025, the Company had available cash of $1,422,912 and $417,353, respectively.

The following table summarizes our cash flow during the six months ended June 30, 2026 and 2025:

|  | For the six months ended June 30, 2026 | 2025 |
| --- | ---: | ---: |
| Net cash used in operating activities | (2,431,754) | (2,575,000) |
| Net cash provided (used) in investing activities | 7,297 | (18,045) |
| Net cash provided (used)by financing activities | 3,414,540 | (280,902) |

### Operating activities:

Cash used in operating activities decreased by $143,246 during the first half of the year 2026 compared to the first half of the year 2025. Our net loss for the first half of the year 2026 decreased by $316,481 primarily due to the company lower operating expense. The operating cash outflow as a result of changes in operating assets and liabilities was mainly attributable to:

- Non-cash expenses including share-based compensation, depreciation and amortization, issuance cost of secured convertible note, and change in fair value of senior secured convertible note, issuance common stock for paying consulting fees decreased approximately by $165,400;
- Working capital injected into accounts receivable, inventories and other current assets increased by approximately $9,600; and
- Working capital injected into accrued expenses, operating lease liabilities, contract liabilities and other current and long-term liabilities decreased by approximately $17,500.

### Investing activities

Cash provided (used) for investing activities were $7,297 and ($18,045) during the first half of the year 2026 and the first half of the year 2025, respectively. The increase was due to a reduction in refundable deposits and other noncurrent assets and decrease in purchases of property and equipment and increase in proceeds from disposal of property and equipment.

### Financing activities

Cash provided by (used in) financing activities were $3,414,540 and $(280,902) during the first half of the year 2026 and the first half of the year 2025, respectively. The $3,695,442 increase was primarily reflected by the following:

- Proceeds from loan payable financing increased by $2,812,940; and
- Proceeds from at-the-market offering, net of issuance costs decreased by $117,758; and
- Repayments of convertible note decreased by $1,000,000; and
- Fractional shares paid out in cash for the reverse stock split decrease by $260

In the near-term, we expect to invest in our product development and clinical trial activities to advance our product pipeline. We may also increase our sales and marketing efforts.

The Company anticipates that cash reserves, business revenues, and potential debt financing through convertible and non-convertible notes will fund the Company’s operations over the next twelve months. There can be no assurance that we will be successful in our efforts to make the Company profitable. If those efforts are not successful, the Company may raise additional capital through the issuance of equity securities, debt financings or other sources to further implement its business plan. However, if such financing is not available when needed and at adequate levels, the Company will need to reevaluate its operating plan.

### Critical Accounting Policies and Significant Management Estimates

Our management’s discussion and analysis of our financial condition and results of operations are based on our unaudited condensed financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States, or U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses.

We evaluate our estimates and judgments, including those related to inventory valuation, useful lives of property and equipment, valuation of stock option, warrants and convertible note, and impairment testing of intangible assets, on an ongoing basis. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

There have been no material changes to our critical accounting policies and estimates as compared to the critical accounting policies and estimates disclosed in “Management’s Discussion and Analysis - Critical Accounting Policies and Significant Management Estimates” of our 2025 Annual Report, except for those accounting subjects discussed in the Notes, if any, to the unaudited condensed financial statements included in this Quarterly Report on Form 10-Q.

## Market risk

As filed, 165 characters.

We are a smaller reporting company as defined in Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this Item 3.

## Controls and procedures

As filed, 795 characters.

### Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, have evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on the evaluation of our disclosure controls and procedures, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2026.

### Changes in Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting during the period covered by this Quarterly Report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 4,814 characters.

*This Quarterly Report contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed in this Quarterly Report. Factors that could cause or contribute to these differences include, but are not limited to, those discussed below and elsewhere in this Quarterly Report.*

*You should carefully consider the risk factors disclosed in our 2025 Annual Report, together with all other information in this Quarterly Report, including our unaudited condensed financial statements and notes thereto, and in our other filings with the Securities and Exchange Commission. If any such risks, including the risk set out below, or other risks not presently known to us or that we currently believe to not be significant, develop into actual events, then our business, financial condition, results of operations or prospects could be materially adversely affected. If that happens, the market price of our common stock could decline, and stockholders may lose all or part of their investment.*

Information on risk factors can be found in Part I, Item 1A (Risk Factors) of our 2025 Annual Report. Other than the following risk factor, there have been no material changes from the risk factors previously disclosed in our 2025 Annual Report, other than the risk factor set forth below.

***Fluctuating foreign currency and exchange rates may negatively impact our business, results of operations, and financial position.***

Due to our foreign operations, a portion of our business is denominated in foreign currencies. As a result, fluctuations in foreign currency and exchange rates may have an impact on our business, results of operations and financial position. Foreign currency exchange rates have fluctuated and may continue to fluctuate. Significant foreign currency exchange rate fluctuations may negatively impact our international revenue, which in turn would affect our consolidated revenue. Currencies may be affected by internal factors, general economic conditions and external developments in other countries, all of which can have an adverse impact on a country’s currency. We cannot predict whether we will incur foreign exchange losses in the future. Further, significant foreign exchange fluctuations resulting in a decline in the respective local currency may decrease the value of our foreign assets, as well as decrease our revenues and earnings from our foreign subsidiaries, which would reduce our profitability and adversely affect our financial position.

***Policy changes affecting international trade could adversely impact the demand for our products and our competitive position.***

Changes in government policies on foreign trade and investment can affect the demand for our products and services, impact the competitive position of our products and services or prevent us from being able to sell products and services in certain countries. The implementation of more restrictive trade policies, such as more detailed inspections, higher tariffs, import or export licensing requirements, economic sanctions, anti-boycott laws, exchange controls or new barriers to entry could have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, the Trump Administration has announced tariffs on certain imports from Canada, Mexico and the EU, among others, that could affect the demand for our products. Such tariffs and any retaliatory tariffs (including those announced by China, Canada and Mexico) may put upwards pressure on prices in other jurisdictions from which we purchase product components, which could reduce our ability to offer competitive pricing to potential customers. We cannot predict what changes to trade policy will be made by the Trump Administration, the U.S. Congress or other governments, including whether existing tariff policies will be maintained or modified or whether the entry into new bilateral or multilateral trade agreements will occur, nor can we predict the effects that any such changes would have on our business or the global economy. Changes in U.S. trade policy, or threat of such changes, have resulted and could again result in reactions from U.S. trading partners, including adopting responsive trade policies making it more difficult or costly for us to export our products or import products or product components from countries where we currently purchase products or product components or sell products or services. Such changes, or threatened changes, to trade policy or in laws and policies governing foreign trade, and any resulting negative sentiments towards the United States as a result of such changes, could materially and adversely affect our business, financial condition, results of operations and liquidity.

Filed Aug 3, 2026.
Source: SEC EDGAR, the filing index for accession 0001493152-26-035833. Last ingested by Listed: Oct 24, 2026, 15:02 ET. No prices; not investment advice.