Overview
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- TickerCSAI on Nasdaq2
- IndustryServices-Computer Programming, Data Processing, Etc.2
- HeadquartersPalo Alto, United States2
- Incorporated inDE4
- Business address3000 El Camino Real, Bldg 4, Ste 200, Palo Alto, Ca 943064
- Filer category, Emerging growth company4
- Legal formCorporation2
- LEI5299000Q085TE1ELFH332
- StatusActive2
- LEI statusIssued and current2
- Registered addressc/o Corporation Service Company, 251 Little Falls Drive, 19808 Wilmington, United States2
- Registered withDivision of Corporations, Department of State, 36389912
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Deter crime and improve overall safety by leveraging AI-driven monitoring and rapid-response remote guarding;6 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Products and services
Installation And Other brought in 42% of the revenue CLOUDASTRUCTURE, INC. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Installation And Other | $416.8K | $2.1M |
| Subscription Services | $606.3K | $1.5M |
| Hardware Sales | $341.2K | $1.5M |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue66¢$3.6M
- Research and development34¢$1.9M
Out of $5.1M in revenue.3 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenues | $5.1M | $1.4M |
| Cost of goods sold | -$3.6M | -$990.0K |
| Gross profit (loss) | $1.5M | $374.0K |
| General and administrative | $2.4M | $1.2M |
| Research and development | $1.9M | $1.3M |
| Sales and marketing | $2.9M | $1.8M |
| Non-cash expenses | $2.4M | $2.2M |
| Total operating expenses | $9.6M | $6.6M |
| Loss from operations | -$8.1M | -$6.2M |
| Interest income | $203.0K | $88.0K |
| State & sales taxes | -$4.0K | -$6.0K |
| Preferred dividends | -$513.0K | $0 |
| SEC settlements | $0 | -$426.0K |
| Realized gain/loss | -$2.0K | $0 |
| Net loss | -$8.5M | -$6.5M |
| Deemed dividend for original issue discount on preferred shares | -$2.0M | $0 |
| Net Loss Available to Common Stockholders | -$10.4M | -$6.5M |
| Basic | -$0.55 | -$0.45 |
| Diluted | -$0.55 | -$0.45 |
| Basic | 18.8M shares | 14.6M shares |
| Diluted | 18.8M shares | 14.6M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.3
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $8.5M | $52.0K | |
| Accounts receivable | $874.0K | $196.0K | |
| Inventory | $304.0K | $249.0K | |
| Other current assets | $186.0K | $38.0K | |
| Total current assets | $9.8M | $535.0K | |
| Fixed assets, net | $305.0K | $80.0K | |
| TOTAL ASSETS | $10.1M | $615.0K | |
| Accounts payable | $531.0K | $629.0K | |
| Accrued expenses | $8.0K | $0 | |
| Deferred revenue | $590.0K | $489.0K | |
| Preferred Dividends Payable | $83.0K | $0 | |
| Total current liabilities | $1.2M | $1.1M | |
| TOTAL LIABILITIES | $1.2M | $1.1M | |
| Preferred Stock, $0.0001 par value; 150,000,000 shares authorized; 5,166 and 0 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $0 | $0 | |
| Additional paid-in capital | $60.2M | $40.4M | |
| Accumulated deficit | -$51.3M | -$40.9M | |
| Accumulated other Comprehensive Income | -$2.0K | $0 | |
| TOTAL STOCKHOLDERS EQUITY | $8.9M | -$503.0K | $4.7M |
| TOTAL LIABILITIES AND STOCKHOLDERS EQUITY | $10.1M | $615.0K | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares authorized | 150.0M shares | 150.0M shares | |
| Preferred stock, shares issued | 5.2K shares | 0 shares | |
| Preferred stock, shares outstanding | 5.2K shares | 0 shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash and cash equivalents | $8.5M | $52.0K | |
| Accounts receivable | $874.0K | $196.0K | |
| Inventory | $304.0K | $249.0K | |
| Other current assets | $186.0K | $38.0K | |
| Total current assets | $9.8M | $535.0K | |
| Fixed assets, net | $305.0K | $80.0K | |
| TOTAL ASSETS | $10.1M | $615.0K | |
| Accounts payable | $531.0K | $629.0K | |
| Accrued expenses | $8.0K | $0 | |
| Deferred revenue | $590.0K | $489.0K | |
| Preferred Dividends Payable | $83.0K | $0 | |
| Total current liabilities | $1.2M | $1.1M | |
| TOTAL LIABILITIES | $1.2M | $1.1M | |
| Preferred Stock, $0.0001 par value; 150,000,000 shares authorized; 5,166 and 0 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively | $0 | $0 | |
| Additional paid-in capital | $60.2M | $40.4M | |
| Accumulated deficit | -$51.3M | -$40.9M | |
| Accumulated other Comprehensive Income | -$2.0K | $0 | |
| TOTAL STOCKHOLDERS EQUITY | $8.9M | -$503.0K | $4.7M |
| TOTAL LIABILITIES AND STOCKHOLDERS EQUITY | $10.1M | $615.0K | |
| Preferred stock, par value | $0.00 | $0.00 | |
| Preferred stock, shares authorized | 150.0M shares | 150.0M shares | |
| Preferred stock, shares issued | 5.2K shares | 0 shares | |
| Preferred stock, shares outstanding | 5.2K shares | 0 shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.3
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net Loss | -$8.5M | -$6.5M |
| Depreciation and amortization | $89.0K | $72.0K |
| Foreign currency translation adjustments | -$2.0K | $0 |
| Stock-based compensation | $2.3M | $2.0M |
| (Increase) Decrease in accounts receivable | -$678.0K | $155.0K |
| (Increase) Decrease in other current assets | -$195.0K | $151.0K |
| Increase (Decrease) in accounts payable | -$98.0K | $601.0K |
| Increase (Decrease) in accrued expenses | $8.0K | -$48.0K |
| Increase (Decrease) in deferred revenue | $101.0K | $292.0K |
| (Increase) Decrease in other assets | -$9.0K | $0 |
| (Increase) Decrease in other current liabilities | $1.0K | $0 |
| Net Cash Used in Operating Activities | -$6.9M | -$3.3M |
| Purchase of fixed assets | -$315.0K | -$27.0K |
| Net cash provided by (used in) investing activities | -$315.0K | -$27.0K |
| Proceeds from issuances of Class A shares | $128.0K | $7.0K |
| Proceeds from issuance of Preferred Shares | $17.2M | $0 |
| Preferred dividends payable | $512.0K | $0 |
| S1 filing costs | -$2.3M | -$692.0K |
| Net Cash Provided by Financing Activities | $15.6M | -$685.0K |
| Net Change in Cash | $8.4M | -$4.0M |
| Equity issued for non-cash consideration | $429.0K | $0 |
| Accrued preferred dividends | $83.0K | $0 |
| Equity issuance costs | $2.0M | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
CLOUDASTRUCTURE, INC. sits at the top of its group. 2 entities, 2 countries on record. Switch between the flow chart and the network, and select any entity to see its details.
- CLOUDASTRUCTURE, INC. Palo Alto, California, United States
- Cloudastructure India Private Limited Subsidiary · India
Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC. Each entity in the chart links to its source.
What it owns
What CLOUDASTRUCTURE, INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, net | $305.0K3 Dec 31, 2025 | $80.0K3 Dec 31, 2024 | +281.2% |
Investments
| Item | Latest | A year before | Change |
|---|---|---|---|
| Cash and cash equivalents | $8.5M3 Dec 31, 2025 | $52.0K3 Dec 31, 2024 | +16155.8% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Intangible assets, net (excluding goodwill) | $07 Dec 31, 2024 | $07 Dec 31, 2023 |
Inventory
Properties, in its own words
Our principal executive offices are located at 228 Hamilton Avenue, 3rd Floor, Palo Alto, California 94301, which is a shared office space. The space serves as the location of our corporate headquarters.
We also lease space in San Carlos, California, on a month-to-month basis for $7,368 per month, which serves as our development offices, and Kalispell, Montana, on a month-to-month basis for $1,800 per month, which provides space for an additional data center.
The rest of Item 2
We believe that our facilities are adequate for our current and anticipated near-term needs and that suitable additional or substitute space would be available if needed.
Item 2 of the 10-K filed Mar 31, 2026.6
Leadership
Who has led CLOUDASTRUCTURE, INC., and when. Pick a name to see everywhere that person has worked.
Chief financial officer
- Chief financial officerGreg Smitherman Jan 29, 2025 to now12
Board members and other officers (5)
- Chief Technology OfficerGregory Rayzman Jan 29, 2025 to now13
- Chief Revenue OfficerLauren O'Brien Jan 29, 2025 to Jan 29, 202514
- Board memberCraig K. Johnson Jan 29, 2025 to now15
- Board memberJeffrey E. Kirby Jan 29, 2025 to now16
- Board memberRuba Qashu Apr 28, 2025 to now17
Named in SEC Form D filings
People the company listed in its private-offering notices.
- Chief Executive Officer and DirectorJames McCormick named Apr 2, 202518
Subsidiaries and ownership
Subsidiaries (Exhibit 21)
- Cloudastructure India Private Limited India5
The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.
Timeline
- Oct 2, 20268-K Entered a material agreement; Unregistered sale of shares19
- Sep 2, 20268-K Executive or director change20
- Aug 17, 20268-K Results of operations; Listing notice or transfer21
- Aug 10, 20268-K Entered a material agreement; Unregistered sale of shares22
- Aug 3, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed; Other events23
- Jul 17, 20268-K Executive or director change; Shareholder vote24
- Jul 6, 20268-K Entered a material agreement; New debt or obligation; Change to shareholders' rights25
- May 29, 20268-K Listing notice or transfer26
- May 21, 20268-K Other events27
- May 18, 20268-K Results of operations28
- May 12, 20268-K Other events29
- Apr 22, 20268-K Change of auditor30
- Mar 28, 2003Founded CLOUDASTRUCTURE, INC. is founded2
Calendar
Coming up
- Nov 12, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($3.90) a share, on Nov 13, 2025.31
When it reported results
- Aug 17, 2026Reported quarterly or annual results21
- May 18, 2026Reported quarterly or annual results28
- Jan 15, 2026Reported quarterly or annual results32
- Nov 13, 2025Reported quarterly or annual results33
- Oct 21, 2025Reported quarterly or annual results34
- Aug 13, 2025Reported quarterly or annual results35
- May 15, 2025Reported quarterly or annual results36
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
204 filings to the SEC since October 2021: 2 annual reports, 5 quarterly reports, 26 major events, 54 insider forms, 1 private raises, 116 other. The latest 20:
- Oct 14, 2026144 EDGAR
- Oct 2, 20268-K CURRENT REPORT EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20264/A EDGAR
- Sep 2, 20268-K CURRENT REPORT EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 31, 20264 EDGAR
- Aug 18, 202610-Q FORM 10-Q FOR JUNE 2026 EDGAR
- Aug 17, 20268-K CURRENT REPORT EDGAR
- Aug 17, 2026NT 10-Q EXTENSION FOR JUNE 10Q EDGAR
The 204 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
61 open-market trades by officers, directors and large owners since October 2021: 0 buys and 61 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Feb 11, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.59 | $14.8K | Form 4 |
| Feb 10, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.63 | $15.8K | Form 4 |
| Feb 4, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.55 | $13.8K | Form 4 |
| Feb 3, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.61 | $15.2K | Form 4 |
| Jan 28, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.82 | $20.5K | Form 4 |
| Jan 27, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.86 | $21.5K | Form 4 |
| Jan 21, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.82 | $20.5K | Form 4 |
| Jan 20, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.86 | $21.5K | Form 4 |
| Jan 14, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.85 | $21.2K | Form 4 |
| Jan 13, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.88 | $22.0K | Form 4 |
| Jan 7, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.85 | $21.2K | Form 4 |
| Jan 6, 2026 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.85 | $21.2K | Form 4 |
| Dec 31, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.80 | $20.0K | Form 4 |
| Dec 30, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $0.88 | $22.0K | Form 4 |
| Dec 24, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.02 | $25.5K | Form 4 |
| Dec 23, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.04 | $26.0K | Form 4 |
| Dec 17, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.08 | $27.0K | Form 4 |
| Dec 16, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.04 | $26.0K | Form 4 |
| Dec 10, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.09 | $27.2K | Form 4 |
| Dec 9, 2025 | Bentley Sheldon Richard10% owner | Sale | 25,000 | $1.11 | $27.8K | Form 4 |
All 61 trades can be filtered by person here when JavaScript is on.
From Forms 4 filed with the SEC.
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Greg Smitherman | 62 | $247.8K | $414.3K37 |
| 2025 | James McCormick | 67 | $283.8K | $394.7K37 |
| 2025 | Gregory Rayzman | 63 | $196.6K | $276.8K37 |
| 2024 | Chief Executive Officer and Chairman of the Board of Directors | $43.3K | $2.5M37 | |
| 2024 | Chief Technology Officer | $158.3K | $774.3K37 | |
| 2024 | Chief Financial Officer | $161.7K | $727.7K37 |
Funding
Where the company's money came from, by calendar year: private offerings filed with the SEC, federal grants, loans, contracts and other assistance from USAspending.gov, and PPP loans from the SBA. Each bar links to the records below.
- Private raises (Form D) $4.5M
Figures by year
| Year | Private raises (Form D) | Total |
|---|---|---|
| 2025 | $4.5M | $4.5M |
Private raises
Private offerings the company reported to the SEC on Form D. The amount is what the latest filing says was sold so far, charted in the year of the first sale. Covers filings since Oct 1, 2021.
SEC filer profile
How CLOUDASTRUCTURE, INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARCLOUDASTRUCTURE, INC.1
- CIK0001709628
- Employer ID (EIN)87-06905646
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company6
- Incorporated inDelaware6
- Fiscal year endsDecember 311
- Industry code (SIC)7370 Services-Computer Programming, Data Processing, Etc.1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address3000 El Camino Real, Bldg 4, Ste 200, Palo Alto, CA 943061
- Phone650-644-41601
- Shares outstanding24,510,140 Common Class A shares; 5,638 Common Class B shares as of Feb 28, 20266
- Public float$38.0M as of Jun 30, 20256
- AuditorBush & Associates CPA LLC, Henderson, Nevada PCAOB ID 6797; no auditor attestation of internal control over financial reporting6
- On EDGAR sinceSep 7, 20171
- Filings235 in all: 4 (39), 8-K (25), CORRESP (21), UPLOAD (18), S-1/A (14), 424B3 (11), 253G2 (8), 3 (8)1
All 42 form types
1-U (7), 4/A (7), 1-A/A (6), 144 (6), 1-SA (5), 10-Q (5), EFFECT (5), 1-K (4), C-AR (4), S-1 (4), QUALIF (3), 1-A (2), 1-A POS (2), 10-K (2), 424B4 (2), C (2), C/A (2), D (2), DEF 14A (2), DRS (2), DRSLTR (2), NT 10-Q (2), PRE 14A (2), 8-A12B (1), 8-K/A (1), C-TR (1), C-U (1), CERT (1), DEFA14A (1), DEFR14A (1), DRS/A (1), S-3 (1), S-8 (1), SEC STAFF ACTION (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 18, 2026
Proxy statement (DEF 14A) Jun 2, 2026
Latest 8-K (8-K) Oct 2, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Class A common stock | CSAI | Nasdaq |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).6
Risk factors and legal proceedings
The risks CLOUDASTRUCTURE, INC. names in Item 1A of its 10-K filed Mar 31, 2026: 40 risks under these headings, as written.6
- Risks Related to Our Business
- Our technology continues to be developed, and it is unlikely that we will ever develop our technology to a point at which no further development is required.
- If our security measures are breached or unauthorized access to individually identifiable biometric or other personally identifiable information is otherwise obtained, our reputation may be harmed, and we may incur significant liabilities.
- Our collection, processing, use and disclosure of individually identifiable biometric or other personally identifiable information is subject to evolving and expanding privacy and security regulations.
- Our success is highly dependent on our ability to attract and retain highly skilled executive officers and employees.
- Privacy and data security laws and regulations could require us to make changes to our business, impose additional costs on us and reduce the demand for our software solutions.
- Issues raised by the use of AI (including machine learning) in our platforms may result in reputational harm or liability.
- We operate in a highly competitive industry that is dominated by multiple very large, well-capitalized market leaders and is constantly evolving. New entrants to the market, existing competitor actions, or other changes in market dynamics could adversely impact us.
- We may not be as successful as our competitors incorporating AI into our business or adapting to a rapidly changing marketplace.
- Successful infringement claims against us could result in significant monetary liability or prevent us from selling some of our products.
- We rely on other companies to provide certain hardware and software solutions for our products.
- We plan to implement new lines of business or offer new products and services within existing lines of business.
The other 29 risks
- Certain acquisitions could adversely affect our financial results.
- Our business may be adversely impacted by leverage in connection with acquisitions.
- We incur increased costs as a result of operating as a public company, and our management is required to devote substantial time to compliance initiatives. We are subject to financial reporting and other requirements for which our accounting and other management systems and resources may not be adequately prepared.
- Intellectual property rights do not necessarily address all potential threats to our competitive advantage.
- Intellectual property litigation may lead to unfavorable publicity that harms our reputation and causes the market price of our common shares to decline.
- If we are unable to protect the confidentiality of our trade secrets, our business and competitive position would be harmed.
- Risks Related to Our Financial Condition and Capital Requirements
- We have a limited operating history, which may make it difficult for you to evaluate our current business and predict our future success and viability.
- We have historically operated at a loss, which has resulted in an accumulated deficit.
- We anticipate sustaining operating losses for the foreseeable future.
- We will require substantial additional capital to finance our operations. If we are unable to raise such capital when needed, or on acceptable terms, we may be forced to delay, reduce and/or eliminate one or more of our research and drug development programs or future commercialization efforts.
- Raising additional capital may cause dilution to our existing stockholders.
- We may need additional financing, and if such financing is not available to us or is not available on acceptable terms, we may be limited in our ability to grow our business.
- We have a limited number of customers accounting for a substantial portion of our revenue, and such substantial customer concentration could adversely affect our business, operating results and financial condition.
- Risks Related to the Ownership of Our Class A common stock
- We received a notice from Nasdaq that our Class A common stock may be delisted from trading on the Nasdaq Capital Market if we fail to comply with the continued listing requirements, including the minimum bid price requirement. A delisting of our Class A common stock is likely to reduce the liquidity of our common stock and may inhibit or preclude our ability to raise additional financing.
- An active trading market for our Class A common stock may not be sustained, and the market price of shares of our Class A common stock may be volatile.
- Sales of a substantial number of our Class A common stock in the public market could cause the price of our shares of Class A common stock to further decline, which could impair our ability to raise capital through the future sale of additional equity securities.
- As of February 28, 2026, we have 5,638 shares of Class B common stock outstanding, which have super voting rights.
- You may be diluted by future issuances of preferred stock or additional Class A common stock in connection with our financing arrangements, incentive plans, acquisitions or otherwise; future sales of such shares in the public market, or the expectations that such sales may occur, could lower our stock price.
- We may issue debt and equity securities or securities convertible into equity securities, any of which may be senior to our common stock as to distributions and in liquidation, which could negatively affect the value of our common stock.
- We do not intend to pay dividends on our common stock, so any returns will be substantially limited to the value of our common stock.
- Because we have no current plans to pay cash dividends on our Class A common stock, you may not receive any return on investment unless you sell your Class A common stock for a price greater than that which you paid for it.
- We are an emerging growth company and a smaller reporting company, and the reduced disclosure requirements applicable to emerging growth companies and smaller reporting companies may make our Class A common stock less attractive to investors.
- Our charter provides that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware and, to the extent enforceable, the federal district courts of the United States of America will be the exclusive forums for certain disputes between us and our stockholders, which could limit our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers or employees.
- The uncertainty associated with the fact that few companies have undertaken direct listings to date may lead to increased volatility and pricing challenges for our Class A common stock.
- The direct listing process differs from an initial public offering underwritten on a firm-commitment basis and the impact of awareness of our brand and investor recognition of our Company on the demand for our Class A common stock is unpredictable and our marketing and brand development efforts may not be successful.
- Claims for indemnification by our directors and officers may reduce the amount of money available to us.
- General Risks
- Reports published by analysts, including projections in those reports that differ from our actual results, could adversely affect the price and trading volume of our Class A common stock.
- Our internal computer systems, or those of any of our manufacturers, contractors, consultants, collaborators or potential future collaborators, may fail or suffer security or data privacy breaches or other unauthorized or improper access to, use of, or destruction of our proprietary or confidential data, employee data or personal data, which could result in additional costs, loss of revenue, significant liabilities, harm to our brand and material disruption of our operations.
- Our operations are vulnerable to interruption by fire, severe weather conditions, power loss, telecommunications failure, terrorist activity, pandemics/epidemics and other events beyond our control, which could harm our business.
Legal proceedings
From time to time, we may be party to litigation arising in the ordinary course of business. As of December 31, 2025, we are not subject to any material legal proceedings nor, to the best of our knowledge, are any material legal proceedings pending or threatened against us.
The opening of Item 3, Legal Proceedings.6
Sources
The numbers on this page point here. Each one links to the record it came from.
- 1
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- 3
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- 5
- 6
- 7
- 8
- 9
- 10
- 11
- 12
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- 14
- 15SEC EDGARCraig K. Johnson, Board member
- 16SEC EDGARJeffrey E. Kirby, Board member
- 17SEC EDGARRuba Qashu, Board member
- 18
- 19
- 20SEC EDGARExecutive or director change
- 21
- 22
- 23
- 24
- 25
- 26SEC EDGARListing notice or transfer
- 27SEC EDGAROther events
- 28SEC EDGARResults of operations
- 29SEC EDGAROther events
- 30SEC EDGARChange of auditor
- 31NasdaqNasdaq calendar
- 32
- 33
- 34
- 35
- 36
- 37