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PHUN on Nasdaq

Phunware

Logo: phunware.com5

Mobile software company

Phunware Inc. is a publicly traded enterprise software company headquartered in Austin, Texas. Founded in 2009, Phunware builds cloud-based platforms which are intended to build user engagement for marketing and public-relations purposes. Its services include mobile app development, location-based services, digital advertising, and generative AI tools.3 It employed 93 people in 2019.1 Its revenue was $19.1 million in 2019.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

2009Founded1

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  • TickerPHUN on Nasdaq1
  • IndustryServices-Computer Processing & Data Preparation1
  • HeadquartersAustin1
  • Websitewww.phunware.com
  • Legal formDelaware corporation1
  • Business address1002 West Avenue, Austin, Tx 787016
  • Filer categoryNon-accelerated filer, Smaller reporting company6
  • LEI549300HLAJYKT2FUQZ264
  • StatusActive4
  • LEI statusLapsed (not renewed)4
  • Registered addressC/O THE CORPORATION TRUST COMPANY, 19801 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 72116474

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Phunware image from its website
Image: phunware.com5

Phunware Inc. is a publicly traded enterprise software company headquartered in Austin, Texas. Founded in 2009, Phunware builds cloud-based platforms which are intended to build user engagement for marketing and public-relations purposes. Its services include mobile app development, location-based services, digital advertising, and generative AI tools.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

50.6%Gross margin9
-803.7%Operating margin9
-446.6%Net margin9
-19.9%Revenue growth, 20259
-11.8%Return on equity9

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Software subscriptions and services brought in 89% of the revenue Phunware broke down this way in fiscal 2025.

  1. Software subscriptions and services$2.3M989%up 19% from 2024
  2. Advertising$282.0K911%down 78% from 2024
Products and services by year
Products and services20242025
Software subscriptions and services$1.9M$2.3M
Advertising$1.3M$282.0K

Business segments

Software Subscriptions And Serices brought in 89% of the revenue Phunware broke down this way in fiscal 2025.

  1. Software Subscriptions And Serices$2.3M989%up 19% from 2024
  2. Advertising$282.0K911%down 78% from 2024
Business segments by year
Business segments20242025
Software Subscriptions And Serices$1.9M$2.3M
Advertising$1.3M$282.0K

Regions

United States brought in 98% of the revenue Phunware broke down this way in fiscal 2025.

  1. United States$2.5M998%down 21% from 2024
  2. Outside the United States$45.0K92%up 150% from 2024
Regions by year
Regions20242025
United States$3.2M$2.5M
Outside the United States$18.0K$45.0K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue28¢$1.3M
  • Research and development71¢$3.2M
  • Income tax0¢$19.0K

Out of $2.6M in revenue.9 The company lost money this year.

Financial statements

Revenue10111213149$2.6M in 2025−87% since 2019
0$5.0M$10.0M$15.0M$20.0M2019: $19.1M$19.1M20192020: $10.0M$10.0M2020−48%2021: $10.6M$10.6M2021+6%2022: $6.5M$6.5M2022−39%2023: $4.8M$4.8M2023−26%2024: $3.2M$3.2M2024−34%2025: $2.6M$2.6M2025−20%
Gross profit10111213149$1.3M in 2025−87% since 2019
0$5.0M$10.0M$15.0M2019: $10.1M$10.1M20192020: $6.6M$6.6M2020−34%2021: $3.6M$3.6M2021−46%2022: $3.5M$3.5M2022−3%2023: $1.7M$1.7M2023−52%2024: $1.5M$1.5M2024−14%2025: $1.3M$1.3M2025−11%
Operating income10111213149-$20.5M in 2025+67% since 2019
-$60.0M-$40.0M-$20.0M02019: -$12.3M-$12.3M20192020: -$17.5M-$17.5M2020+42%2021: -$16.8M-$16.8M2021−4%2022: -$24.0M-$24.0M2022+43%2023: -$45.7M-$45.7M2023+90%2024: -$13.9M-$13.9M2024−70%2025: -$20.5M-$20.5M2025+48%
Net income10111213149-$11.4M in 2025−11% since 2019
-$60.0M-$40.0M-$20.0M02019: -$12.9M-$12.9M20192020: -$22.2M-$22.2M2020+72%2021: -$53.5M-$53.5M2021+141%2022: -$50.9M-$50.9M2022−5%2023: -$52.8M-$52.8M2023+4%2024: -$10.3M-$10.3M2024−80%2025: -$11.4M-$11.4M2025+11%

Every line of the income statement as filed: the last 2 fiscal years, latest first.9

Period ending2025-12-312024-12-31
Net revenue$2.6M$3.2M
Cost of revenue$1.3M$1.7M
Gross profit$1.3M$1.5M
Sales and marketing$3.4M$2.6M
General and administrative$15.3M$10.5M
Research and development$3.2M$2.3M
Total operating expenses$21.8M$15.3M
Operating loss-$20.5M-$13.9M
Interest expense-$32.0K-$135.0K
Interest income$4.3M$1.7M
Gain on extinguishment of debt$0$535.0K
Other income, net$4.9M$1.5M
Total other income$9.1M$3.6M
Loss before taxes-$11.4M-$10.3M
Income tax benefit (expense)$19.0K-$41.0K
Net loss-$11.4M-$10.3M
Earnings Per Share, Basic-$0.57-$0.94
Earnings Per Share, Diluted-$0.57-$0.94
Weighted-average shares used to compute net loss per share, basic20.2M shares11.0M shares
Weighted-average shares used to compute net loss per share, diluted20.2M shares11.0M shares

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Corporate structure

Phunware sits at the top of its group. 3 entities, 3 countries on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Phunware

  • Phunware Austin, Texas, United States
    • Dutch Holdings CV Subsidiary · Netherlands
    • PhunToken International Subsidiary · Cayman Islands

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; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Phunware 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

ItemLatestA year beforeChange
Property and equipment, net$11.0K9 Dec 31, 2025$24.0K9 Dec 31, 2024−54.2%
Operating-lease assets (leased space)$552.0K9 Dec 31, 2025$840.0K9 Dec 31, 2024−34.3%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$100.6M9 Dec 31, 2025$113.0M9 Dec 31, 2024−11.0%

Properties, in its own words

Our corporate headquarters is located in Austin, Texas, where, in June 2022, we entered into a lease agreement for approximately 7,458 square feet of professional office space, through September 2027.

We currently do not anticipate difficulty in either retaining occupancy of any of our facilities through lease renewals prior to expiration or through month-to-month occupancy arrangements or replacing them with equivalent facilities. We believe that our existing facilities are suitable and adequate for our present purposes.

Item 2 of the 10-K filed Mar 27, 2026.17

The story

In 2014, as part of a $30 million expansion, Phunware acquired Digby Mobile Commerce, also based in Austin. The acquisition included Dibgy's subsidiary Movaya, based in Seattle and Chengdu.

In 2017, the company acquired Odyssey, Simplikate, Digby, Tapit! ($23 million acquisition in 2017) and GoTV.

Their customers in 2019 included Fox Networks Group, HID Global, and MD Anderson. Previous customers included Warner Brothers, NASCAR, NFL, and NBC Sports. Applications that send data to Phunware servers include the campus map for Cedars-Sinai Medical Center and GunDealio, an app for gun sales from Gun Talk Media. Phunware's location tracking was used, for instance, to target 2018 Democratic ads at participants in the anti-Trump 2017 Women's March in DC.

During the 2020 US Presidential election, Phunware provided campaign data, including "users' daily digital trail", to the Trump reelection campaign, through a $3 million contract awarded by Brad Parscale's American Made Media Consultants. They also built the Trump–Pence reelection app for the campaign in November 2019.

Phunware performed a reverse merger with Stellar Acquisitions III, a special-purpose acquisition company (or shell company) in December 2018, placing Phunware on the NASDAQ exchange.

The company's non-GAAP adjusted net revenues were stated at $19 million in 2019, down from $22.5 million in 2018. The GAAP gross revenue was $19 million in 2019 and $30.8 million in 2018. Fox Networks Group was 50% of the company's 2019 sales, up from 42% the previous year. Phunware's active Fox contract was completed in 2019, meaning the sales could go to zero. The company had 93 employees at the end of 2019, after reducing their workforce by 44. In March 2020 the company furloughed 37 people.

In 2020, Wikipedia co-founder Larry Sanger served on their advisory board.

On April 10, 2020, Phunware received $6.1 million in federally backed small business loans from JP Morgan Chase as part of the Paycheck Protection Program. The company received scrutiny over this loan for its connections to Donald Trump and Fox News. In defense, Crowder (COO) said companies that didn't apply "aren't doing their fiduciary duty", and said "Banks aren't loaning to unprofitable tech companies. There is no access to capital".

Read the full text

On April 17, 2020, the company received a delisting notice from NASDAQ due to the stock trading below a dollar. However, the company's shares increased to above a dollar before the stock was delisted.

On October 19, 2021, Phunware acquired computer system provider Lyte technology for $10.98 million to support their blockchain research and development efforts.

In October 2024, Phunware announced that it had developed a new generative AI platform intended to simplify mobile app design and content creation and “drastically reduce” the need for expensive and time-consuming design and development investments. The company’s new AI-powered software-as-a-service platform is said to launch in mid-2025.

In November 2024, Phunware partnered with Parscale and his company, Campaign Nucleus, acquiring a controlling share of the voter engagement app "MyCanvass." This agreement was intended to strengthen Phunware's capabilities in providing voter engagement services to clients for advocacy, political campaigns, and fundraising initiatives. MyCanvass, along with the Generative AI platform will be able to personalize experiences based on demographic information, behavioral information and location.

From Wikipedia’s article on Phunware, shared under CC BY-SA 4.0.7

Leadership

Who has led Phunware, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. George Syllantavos2016
  2. Prokopios Akis Tsirigakis2016
  3. Alan S. Knitowski2019–2022
  4. Russell C. Buyse2023
  5. Michael Snavely2023–2024
  6. Dmitry Kroshka2026–now

Chair

  1. Prokopios Akis Tsirigakis2016

President

  1. Prokopios Akis Tsirigakis2016

Chief financial officer

  1. George Syllantavos2016
  2. Matt Aune2019–2023
  3. Troy Lee Reisner2023–2024

Chief operating officer

  1. Randall Crowder2019–2023
  2. Jeremy Krol2025–now
2010201520202025
Board members and other officers (24)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Dutch Holdings CV Netherlands8
  • PhunToken International Cayman Islands8

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Employees over time

  • 2019931

Former names

  • Stellar Acquisition III Inc.Feb 12, 2016 to Dec 28, 20186

Timeline

  1. Aug 6, 20268-K Results of operations47
  2. Jul 16, 20268-K Regulation FD disclosure48
  3. May 22, 2026New chief executive Dmitry Kroshka becomes CEO18
  4. May 18, 20268-K Entered a material agreement; Ended a material agreement; Executive or director change49
  5. May 7, 20268-K Results of operations50
  6. Apr 20, 20268-K Entered a material agreement; Executive or director change51
  7. Mar 20, 20268-K Results of operations52
  8. Jan 21, 20268-K Entered a material agreement; Executive or director change53
  9. Dec 18, 20258-K Shareholder vote54
  10. Dec 5, 20258-K Executive or director change55
  11. Nov 6, 20258-K Results of operations56
  12. Oct 22, 20258-K Executive or director change; Regulation FD disclosure57
  13. Oct 22, 20258-K Director nominations58
  14. Nov 14, 2023New chief executive Michael Snavely becomes CEO20
  15. Jan 6, 2023New chief executive Russell C. Buyse becomes CEO19
  16. Jan 2, 2019New chief executive Alan S. Knitowski becomes CEO21
  17. Aug 18, 2016New chief executive Prokopios Akis Tsirigakis becomes CEO23
  18. Aug 18, 2016New chief executive George Syllantavos becomes CEO22
  19. 2009Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026Reports results for the quarter ending Sep/202659

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results47
  2. May 7, 2026Reported quarterly or annual results50
  3. Mar 20, 2026Reported quarterly or annual results52
  4. Nov 6, 2025Reported quarterly or annual results56
  5. Aug 8, 2025Reported quarterly or annual results60
  6. May 12, 2025Reported quarterly or annual results61
  7. Mar 20, 2025Reported quarterly or annual results62
  8. Nov 7, 2024Reported quarterly or annual results63

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

329 filings to the SEC since October 2021: 6 annual reports, 16 quarterly reports, 96 major events, 126 insider forms, 20 large holders, 65 other. The latest 20:

  1. Oct 5, 2026SCHEDULE 13D/A EDGAR
  2. Aug 25, 2026SCHEDULE 13D/A EDGAR
  3. Aug 25, 20264 EDGAR
  4. Aug 25, 20264 EDGAR
  5. Aug 25, 20264 EDGAR
  6. Aug 10, 202610-Q EDGAR
  7. Aug 6, 20268-K EDGAR
  8. Aug 4, 20264 EDGAR
  9. Aug 4, 20264 EDGAR
  10. Jul 20, 2026SCHEDULE 13D/A EDGAR
  11. Jul 16, 20268-K EDGAR
  12. Jul 14, 2026SCHEDULE 13D/A EDGAR
  13. Jul 10, 2026SCHEDULE 13D/A EDGAR
  14. Jul 10, 2026SCHEDULE 13D/A EDGAR
  15. Jun 26, 20264 EDGAR
  16. Jun 25, 2026S-8 EDGAR
  17. Jun 10, 20264 EDGAR
  18. May 28, 2026EFFECT EDGAR
  19. May 26, 2026CORRESP EDGAR
  20. May 22, 20263 EDGAR

The 329 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

20 open-market trades by officers, directors and large owners since October 2021: 6 buys and 14 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Nov 22, 2024MEWAWALLA RAHULDirectorSale29,595$5.15$152.4KForm 4
Jul 12, 2024Snavely MichaelChief Executive OfficerSale6,000$5.67$34.0KForm 4
Jun 13, 2024Snavely MichaelChief Executive OfficerBuy3,814$5.88$22.4KForm 4
Jun 13, 2024Snavely MichaelChief Executive OfficerSale6,000$5.83$35.0KForm 4
Jun 10, 2024Snavely MichaelChief Executive OfficerBuy1,186$5.50$6.5KForm 4
Jun 4, 2024Reisner Troy LeeChief Financial OfficerBuy2,500$5.76$14.4KForm 4
May 20, 2024Snavely MichaelChief Executive OfficerBuy3,000$6.50$19.5KForm 4
Mar 14, 2024Reisner Troy LeeChief Financial OfficerBuy2,000$8.76$17.5KForm 4
Mar 14, 2024Snavely MichaelChief Executive OfficerBuy2,500$9.04$22.6KForm 4
Jan 17, 2024Snavely MichaelChief Executive OfficerSale273$0.16$44Form 4
Aug 31, 2023Manlunas EricDirectorSale25,188$0.30$7.6KForm 4
Dec 14, 2022Costello RyanDirectorSale20,000$0.92$18.4KForm 4
Dec 9, 2022KNITOWSKI ALAN SChief Executive OfficerSale259,722$0.92$239.6KForm 4
Dec 8, 2022KNITOWSKI ALAN SChief Executive OfficerSale161,068$0.97$156.0KForm 4
Dec 8, 2022KNITOWSKI ALAN SChief Executive OfficerSale115,170$0.96$110.6KForm 4
Dec 7, 2022KNITOWSKI ALAN SChief Executive OfficerSale29,119$1.00$29.1KForm 4
Nov 18, 2022Manlunas EricDirectorSale16,080$1.13$18.2KForm 4
Sep 15, 2022Costello RyanDirectorSale20,000$1.95$39.0KForm 4
Dec 8, 2021Manlunas EricDirectorSale27,173$3.13$85.1KForm 4
Nov 15, 2021Manlunas EricDirectorSale55,983$4.10$229.5KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

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.

YearExecutiveAgeSalaryTotal pay
2024Michael SnavelyFormer Chief Executive Officer$283.8K$557.6K72
2024Jeremy KiddSenior Vice President, Head of Sales$295.8K$405.7K72
2024Chris OliveChief Legal Officer55$300.0K$315.2K72
2024Stephen ChenInterim Chief Executive Officer$54.2K$54.8K72
2023Chris OliveChief Legal Officer55$300.0K$414.3K72
2023Michael SnavelyFormer Chief Executive Officer$101.1K$340.0K72

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 34. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Vanguard Capital Management LLC895,637$1.8M0.0%+12,137
UBS Group AG730,630$1.5M0.0%+54,379
BlackRock, Inc.580,395$1.2M0.0%+15,466
Geode Capital Management, LLC222,218$455.6K0.0%−6,763
Vanguard Fiduciary Trust Co120,547$247.1K0.0%+816
Bridgeway Capital Management, LLC110,996$227.5K0.0%+33,200
State Street Corp90,398$185.3K0.0%No change
Citadel Advisors LLC56,850$116.5K0.0%New
XTX Topco Ltd52,188$107.0K0.0%+13,085
Jane Street Group, LLC48,713$99.9K0.0%New
Northern Trust Corp47,392$97.2K0.0%No change
Panagora Asset Management Inc42,271$86.7K0.0%+222
Centiva Capital, LP37,430$76.7K0.0%New
IMC-Chicago, LLC11,322$23.2K0.0%New
Jpmorgan Chase & Co4,633$9.0K0.0%New
Vanguard Global Advisers, LLC3,948$8.1K0.0%No change
Citigroup Inc1,354$2.8K0.0%+1,351
Federation des caisses Desjardins du Quebec500$1.0K0.0%No change
SBI Securities Co., Ltd.404$8280.0%−10
Golden State Wealth Management, LLC200$4100.0%No change
Osaic Holdings, Inc.172$3520.0%−761
Barclays PLC166$3400.0%New
Morgan Stanley106$2180.0%−544
Harbour Investments, Inc.35$720.0%No change
Vision Retirement, LLC30$620.0%No change

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Phunware is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARPhunware, Inc.2
  • CIK0001665300
  • Employer ID (EIN)30-120579817
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company17
  • Incorporated inDelaware17
  • Fiscal year endsDecember 312
  • Industry code (SIC)7374 Services-Computer Processing & Data Preparation2
  • SEC reviewing officeOffice of Technology, Division of Corporation Finance2
  • Business address1002 West Avenue, Austin, TX 787012
  • Mailing address1401 Lavaca Street, #302, Austin, TX 787012
  • Phone512-693-41992
  • Shares outstanding20,462,675 as of Aug 5, 202616
  • Public float$6.4M as of Jun 30, 202517
  • AuditorCBIZ CPAs P.C., Houston, TX PCAOB ID 199; no auditor attestation of internal control over financial reporting17
  • On EDGAR sinceFeb 12, 20162
  • Filings691 in all: 4 (210), 8-K (154), CORRESP (36), 10-Q (30), 3 (29), UPLOAD (29), 424B5 (14), SC 13G (14)2
    All 45 form types

    SC 13G/A (13), 10-K (11), 424B3 (11), DEFA14A (11), EFFECT (11), DEF 14A (10), 8-K/A (9), S-8 (9), S-1/A (8), S-3 (7), SCHEDULE 13D/A (7), 144 (6), 425 (6), 10-K/A (5), 424B8 (5), S-4/A (5), 4/A (4), PRE 14A (4), D (3), DRSLTR (3), S-3/A (3), SCHEDULE 13G/A (3), 25-NSE (2), 3/A (2), DRS/A (2), NT 10-K (2), S-1 (2), SCHEDULE 13D (2), 10-Q/A (1), 424B4 (1), 8-A12B (1), CERTNAS (1), DRS (1), POS AM (1), S-3MEF (1), S-4 (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Mar 27, 2026
    Quarterly report (10-Q) Aug 10, 2026
    Proxy statement (DEF 14A) Oct 31, 2025
    Latest 8-K (8-K) Aug 6, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.0001 per sharePHUNNASDAQ

From the cover page of the 10-K filed Mar 27, 2026 (Section 12(b) of the Exchange Act).17

Risk factors and legal proceedings

The risks Phunware names in Item 1A of its 10-K filed Mar 27, 2026: 65 risks under these headings, as written.17

  • Risks Related to Our Business, Operations and Industry
  • We have a history of losses, we expect to continue to incur losses and we may not achieve or sustain profitability in the future.
  • Our future performance will depend on the successful transition of our Chief Executive Officer (CEO).
  • If we are unable to expand or renew sales to existing customers, or attract new customers, our growth could be slower than expected and our business may be harmed.
  • Current and future litigation and arbitration proceedings could adversely affect us.
  • Our results of operations and ability to grow could be negatively affected if we cannot adapt and expand our technology and product and service offerings in response to ongoing market changes.
  • The actual market for our products and services could be significantly smaller than estimates of total potential market opportunity, and if customer demand for our products and services does not meet expectations, our ability to generate revenue and meet our financial targets could be adversely affected.
  • Substantial competition could reduce our market share and significantly harm our financial performance.
  • Our future results will depend on our ability to continue to focus our resources and manage costs effectively.
  • Our profitability could suffer if we are not able to manage large and complex projects and complete fixed price, fixed timeframe contracts on budget and on time.
  • Our business strategy is evolving. Investments in new services and technologies may not be successful and may involve pursuing new lines of business or strategic transactions and investments, or dispositions of assets or businesses that may no longer help us meet our objectives. Such efforts may not be successful.
  • Artificial Intelligence is an emerging area of technology that has and may further impact various aspects of our business operations and customer interactions. We may not be successful in our artificial intelligence initiatives, which could adversely affect our business, financial condition and/or operating results.
The other 54 risks
  • Future acquisitions could disrupt our business and may divert management’s attention and, if unsuccessful, harm our business.
  • We may not be able to recognize revenue in the period in which our services are performed, which may cause our margins to fluctuate.
  • Our financial results may be adversely affected by changes in accounting principles applicable to us.
  • We may experience quarterly fluctuations in our operating results due to a number of factors, which makes our future results difficult to predict and could cause our operating results to fall below expectations.
  • We have identified a material weakness in our internal control over financial reporting that, if not properly remediated or if we experience additional material weaknesses, could result in us being unable to provide required financial information in a timely and reliable manner, which may cause investors to lose confidence in our reported financial information and may lead to a decline in our stock price.
  • We could be held liable for damages or our reputation could suffer from security breaches or disclosure of confidential information or personal data.
  • If we cause disruptions in our customers’ businesses or provide inadequate service, our customers may have claims for substantial damages against us, which could cause us to lose customers, have a negative effect on our corporate reputation and adversely affect our results of operations.
  • Our technology offerings and services could infringe upon the intellectual property rights of others or we might lose our ability to use intellectual property of others.
  • If we are unable to protect our intellectual property rights from unauthorized use or infringement by third parties, our business could be adversely affected.
  • If we are unable to collect our receivables from, or bill our unbilled services to, our customers, our business, results of operations or financial condition could be adversely affected.
  • Increased costs of labor and employee health and welfare benefits may adversely impact our results of operations.
  • If platform subscription renewal rates decrease, or we do not accurately predict subscription renewal rates, our future revenue and operating results may be harmed.
  • If we are unable to attract new customers or sell additional products or services to our existing customers, our revenue growth will be adversely affected.
  • Because we recognize revenue from application development services as deliverables are transferred to customers and platform subscriptions over the term of the relevant contract, downturns or upturns in sales are not immediately reflected in full in our operating results.
  • If we fail to forecast our revenue accurately, or if we fail to match our expenditures with corresponding revenue, our operating results could be adversely affected.
  • The length and unpredictability of the sales cycle for our technology, products and services could delay new sales and cause our revenue and cash flows for any given quarter to fail to meet our projections or market expectations.
  • If we fail to detect advertising fraud or other actions that impact our advertising campaign performance, our reputation with advertisers or agencies could be impacted, which could cause our revenue and business to suffer.
  • If we do not maintain and grow a critical mass of advertisers and distribution partners, the value of our services could be adversely affected.
  • Any inability to deliver successful mobile advertising campaigns due to technological challenges or an inability to persuasively demonstrate success will prevent us from growing or retaining our current advertiser base.
  • We may be unable to deliver advertising in a context that is appropriate for mobile advertising campaigns, which could harm our reputation and cause our business to suffer.
  • Activities of our advertising customers with which we do business could damage our reputation or give rise to legal claims against us.
  • Our business depends on our ability to collect and use data to deliver ads and to disclose data relating to the performance of our ads; any limitation on these practices could significantly diminish the value of our solutions and cause us to lose customers and revenue.
  • Our business practices with respect to data could give rise to liabilities, restrictions on our business or reputational harm as a result of evolving governmental regulation, legal requirements or industry standards relating to consumer privacy and data protection.
  • Our agreements with partners, employees and others may not adequately prevent disclosure of trade secrets and other proprietary technology and information.
  • We could be subject to additional income tax liabilities.
  • Taxing authorities may successfully assert that we should have collected or in the future should collect sales and use, value-added or similar taxes, and we could be subject to liability with respect to past or future sales, which could adversely affect our operating results.
  • Our net operating loss carryforwards may expire unutilized or underutilized, which could prevent us from offsetting future taxable income.
  • Our large customers have substantial negotiating leverage, which may require that we agree to terms and conditions that may have an adverse effect on our business.
  • If some of our customers experience financial distress or suffer disruptions in their business, their weakened financial position could negatively affect our own financial position and results.
  • If we are unable to obtain and maintain adequate insurance, our financial condition could be adversely affected in the event of uninsured or inadequately insured loss or damage. Our ability to effectively recruit and retain qualified officers and directors may also be adversely affected if we experience difficulty in maintaining adequate directors’ and officers’ liability insurance.
  • The requirements of being a public company may strain our systems and resources, divert management’s attention and be costly.
  • We are a "smaller reporting company" and, because we have opted to use the reduced reporting requirements available to us, our common stock may be less attractive to investors.
  • Risks Related to Capitalization Matters, Corporate Governance and Market Volatility
  • We have sold and may sell additional equity or debt securities or enter into other arrangements to fund our operations, which may result in dilution to our stockholders and impose restrictions or limitations on our business. Future sales or issuances of our common stock, or the perception that such sales could occur, could depress the trading price of our common stock.
  • The failure of financial institutions or transactional counterparties could adversely affect our current and projected business operations and our financial condition and results of operations.
  • The price of our common stock has been, and may continue to be, volatile, and you could lose all or part of your investment.
  • Our failure to meet the continued listing requirements of the Nasdaq Capital Market could adversely affect our business and our ability to maintain the listing of our common stock on the Nasdaq Capital Market.
  • If securities or industry analysts do not publish or cease publishing research or reports about us, our business or our market, or if they change their recommendations regarding our common stock adversely, the price and trading volume of our common stock could decline.
  • We do not currently intend to pay dividends on our common stock and, consequently, your ability to achieve a return on your investment will depend on appreciation in the price of our common stock.
  • Delaware law and our certificate of incorporation and bylaws contain certain provisions, including anti-takeover provisions that limit the ability of stockholders to take certain actions and could delay or discourage takeover attempts that stockholders may consider favorable.
  • Our certificate of incorporation designates a state or federal court located within the State of Delaware as the exclusive forum for substantially all disputes between us and our stockholders, and also provides that the federal district courts will be the exclusive forum for resolving any complaint asserting a cause of action arising under the Securities Act or Exchange Act, each of which could limit our stockholders’ ability to choose the judicial forum for disputes with us or our directors, officers, or employees.
  • Risks Related to our Digital Asset Holdings
  • We currently hold and may acquire additional digital assets in the future, which may expose us to various risks associated with bitcoin and other digital assets.
  • Risks Related to our Token Ecosystem and Tokens
  • We have raised capital to fund a Token Generation Event of rights to receive future PhunCoin, and beginning in 2021 we created and sold PhunToken. There can be no assurance that PhunCoin will ever be issued, and any significant difficulties we may experience with the offerings of PhunCoin or sales of PhunToken could result in claims against us. Additionally, the Token Generation Event and the offerings of PhunCoin and sales of PhunToken could subject us to various other business and regulatory uncertainties.
  • The further development and acceptance of blockchain networks, which are part of a new and rapidly changing industry, are subject to a variety of factors that are difficult to evaluate. The slowing or stopping of the development or acceptance of blockchain technology, networks and digital assets could have a material adverse effect on our business plans, which may have a material adverse effect on the Company and our stockholders.
  • Because our tokens will be digital assets built and transacted initially on top of existing blockchain technology and networks, Phunware is reliant on other blockchain networks, and users could be subject to the risk of wallet incompatibility and blockchain protocol risks.
  • The development and operation of the Token Ecosystem will likely require additional technology and intellectual property rights.
  • The Token Ecosystem is designed to distribute PhunCoin or PhunToken to consumers who provide certain personal information to us. Providing this data to us exposes us to risks of data breach and loss and cybersecurity attacks.
  • The Token Ecosystem may be the target of malicious cyberattacks or may contain exploitable flaws in its underlying code, which may result in security breaches and the loss or theft of PhunCoin or PhunToken. If Token Ecosystem’s security is compromised or if the Token Ecosystem is subjected to attacks that frustrate or thwart our users’ ability to access the Token Ecosystem, their PhunCoin, PhunToken or the Token Ecosystem, and users may cease using the Token Ecosystem altogether.
  • The Token Ecosystem is susceptible to mining attacks.
  • There is no trading market for PhunCoin.
  • Additional delays in the full development of our Token Ecosystem may result in declines in PhunToken revenue.
  • The laws and regulations applicable to digital assets, blockchain networks, digital asset exchanges and offerings of and transactions in digital assets is complex and evolving, and new laws, regulations or policies may materially adversely affect the development and the value of our tokens.
  • The sale of PhunToken or the offerings of PhunCoin may subject us to additional regulatory requirements if we are, or any of our subsidiaries is, determined to have been subject to registration as an investment company under the Investment Company Act.
  • The prices of digital assets are volatile. Fluctuations in the prices of digital assets and/or waning interest of investors in the digital asset markets could materially and adversely affect the Token Ecosystem.
  • Whether our digital assets, including PhunCoin and PhunToken, constitute a “security” is subject to a high degree of uncertainty, and if we fail to properly characterize a digital asset, we may be subject to regulatory scrutiny, inquiries, investigations, fines and other penalties, which may adversely affect our business, operating results and financial condition. Any resulting change in characterization may also affect the manner in which such digital assets are reflected in our financial statements.

Legal proceedings

The Company legal proceedings styled as Wild Basin Investments, LLC, et al. v. Phunware, Inc., et al., filed in the Court of Chancery of the State of Delaware (Cause No. 2022-0168-LWW) and Phunware, Inc. v. Wilson Sonsini Goodrich & Rosati, Professional Corporation, Does 1-25, Case No. 21CV386411, originally filed in the Superior Court of the State of California and then removed to arbitration in California, have been settled and released by the Company and the other applicable parties pursuant to a Settlement Agreement and Mutual Release of Claims on or about February 25, 2026, and dismissed with prejudice on or about March 17, 2026. These settlements resolved, among other things, the outstanding accounts payable invoices that were previously alleged to be owed by the Company to WSGR. In connection with these settlements, the Company recorded approximately $4.7 million in other income and $3.8 million in additional legal fees and costs in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2025 related to the foregoing.

The opening of Item 3, Legal Proceedings.17

Sources

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  1. 1
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  5. 5
    Company websitePhunware logo
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  10. 10
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  20. 20
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  29. 29
  30. 30
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  33. 33
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  37. 37
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  39. 39
  40. 40
  41. 41
  42. 42
  43. 43
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  45. 45
  46. 46
  47. 47
  48. 48
  49. 49
  50. 50
  51. 51
  52. 52
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  54. 54
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  56. 56
  57. 57
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  59. 59
  60. 60
  61. 61
  62. 62
  63. 63
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  65. 65
  66. 66
  67. 67
  68. 68
  69. 69
  70. 70
  71. 71
  72. 72