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PRSO on Nasdaq

Peraso Inc.

Peraso Inc. is an American semiconductors and related devices company based in San Jose.2 Its shares trade on Nasdaq under the symbol PRSO.2

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Last updated Oct 21, 2026.

Overview

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  • TickerPRSO on Nasdaq2
  • IndustrySemiconductors & Related Devices2
  • HeadquartersSan Jose, United States2
  • Incorporated inDE3
  • Business address2033 Gateway Place, Suite 500, San Jose, Ca 951103
  • Filer categoryNon-accelerated filer, Smaller reporting company3
  • Legal formCorporation2
  • LEI5493000OBQ3XDIK7IG322
  • StatusActive2
  • LEI statusIssued and current2
  • Registered addressc/o THE CORPORATION TRUST COMPANY, CORPORATION TRUST CENTER 1209 ORANGE ST, 19801 Wilmington, United States2
  • Registered withDivision of Corporations, Department of State, 32684892

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IEEE 802.11ad and IEEE 802.11ay. We have developed silicon products that comply with both the licensed and unlicensed standards.4 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

58.0%Gross margin5
-39.0%Operating margin5
-39.0%Net margin5
-16.3%Revenue growth, 20255
-102.5%Return on equity5
-$5.7MFree cash flow5

What sells

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

Products and services

mm Wave ICs brought in 55% of the revenue Peraso Inc. broke down this way in fiscal 2025.

  1. mm Wave ICs$6.7M555%up 2130% from 2024
  2. Memory ICs$2.7M522%down 79% from 2024
  3. mm Wave Modules$2.3M519%up 128% from 2024
  4. Royalty And Other$348.0K53%up 7% from 2024
  5. mm Wave Other Products$98.0K51%up 292% from 2024
Products and services by year
Products and services20242025
mm Wave ICs$302.0K$6.7M
Memory ICs$12.9M$2.7M
mm Wave Modules$1.0M$2.3M
Royalty And Other$325.0K$348.0K
mm Wave Other Products$25.0K$98.0K

Regions

Taiwan brought in 43% of the revenue Peraso Inc. broke down this way in fiscal 2025.

  1. Taiwan$5.3M543%up 2116% from 2024
  2. Europe$3.1M526%up 215% from 2024
  3. North America$2.4M519%down 81% from 2024
  4. Rest of World$1.4M512%up 265% from 2024
  5. Hong Kong$14.0K50%down 97% from 2024
Regions by year
Regions20242025
Taiwan$238.0K$5.3M
Europe$995.0K$3.1M
North America$12.5M$2.4M
Rest of World$388.0K$1.4M
Hong Kong$474.0K$14.0K

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Cost of revenue30¢$5.1M
  • Research and development36¢$6.2M
  • Selling, general and admin34¢$5.8M

Out of $12.2M in revenue.5 The company lost money this year.

Financial statements

Revenue67895$12.2M in 2025+21% since 2019
0$5.0M$10.0M$15.0M2019: $10.1M$10.1M20192020: $9.1M$9.1M2020−10%2021: $5.7M$5.7M2021−38%2022: $14.9M$14.9M2022+162%2023: $13.7M$13.7M2023−8%2024: $14.6M$14.6M2024+6%2025: $12.2M$12.2M2025−16%
Gross profit6710895$7.1M in 2025+15% since 2019
0$2.0M$4.0M$6.0M$8.0M2019: $6.2M$6.2M20192020: $7.3M$7.3M2020+19%2021: $2.4M$2.4M2021−67%2022: $6.0M$6.0M2022+147%2023: $1.9M$1.9M2023−69%2024: $7.5M$7.5M2024+302%2025: $7.1M$7.1M2025−6%
Operating income6710895-$4.8M in 2025+93% since 2019
-$40.0M-$30.0M-$20.0M-$10.0M02019: -$2.5M-$2.5M20192020: -$8.1M-$8.1M2020+231%2021: -$16.1M-$16.1M2021+97%2022: -$32.3M-$32.3M2022+101%2023: -$20.6M-$20.6M2023−36%2024: -$12.4M-$12.4M2024−40%2025: -$4.8M-$4.8M2025−62%
Net income6710895-$4.8M in 2025+84% since 2019
-$40.0M-$30.0M-$20.0M-$10.0M02019: -$2.6M-$2.6M20192020: -$10.2M-$10.2M2020+296%2021: -$10.9M-$10.9M2021+7%2022: -$32.4M-$32.4M2022+197%2023: -$16.8M-$16.8M2023−48%2024: -$10.7M-$10.7M2024−36%2025: -$4.8M-$4.8M2025−56%

Every line of the income statement as filed: the last 2 fiscal years, latest first.5

Period ending2025-12-312024-12-31
Total net revenue$12.2M$14.6M
Cost of net revenue$5.1M$7.0M
Gross profit$7.1M$7.5M
Research and development$6.2M$9.2M
Selling, general and administrative$5.8M$8.7M
Severance and software license obligations-$223.0K$2.1M
Total operating expenses$11.8M$20.0M
Loss from operations-$4.8M-$12.4M
Interest expense-$1.0K-$10.0K
Change in fair value of warrant liabilities$31.0K$1.7M
Other income (expense), net-$23.0K$24.0K
Net loss-$4.8M-$10.7M
Basic (in Dollars per share)-$0.67-$3.57
Diluted (in Dollars per share)-$0.67-$3.57
Basic (in Shares)7.1M shares3.0M shares
Diluted (in Shares)7.1M shares3.0M shares

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Corporate structure

Peraso Inc. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Peraso Inc.

  • Peraso Inc. San Jose, California, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Peraso 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

ItemLatestA year beforeChange
Machinery and equipment$4.8M9 Dec 31, 2024$4.8M9 Dec 31, 20230%
Furniture and fixtures$93.0K9 Dec 31, 2024$93.0K9 Dec 31, 20230%
Computer equipment and software$377.0K9 Dec 31, 2024$377.0K9 Dec 31, 20230%
Leasehold improvements$428.0K9 Dec 31, 2024$428.0K9 Dec 31, 20230%
Property and equipment, before depreciation$5.9M5 Dec 31, 2025$5.7M5 Dec 31, 2024+2.3%
Accumulated depreciation$5.5M5 Dec 31, 2025$5.2M5 Dec 31, 2024+5.4%
Property and equipment, net$363.0K5 Dec 31, 2025$512.0K5 Dec 31, 2024−29.1%
Finance-lease assets$54.0K5 Dec 31, 2024$193.0K9 Dec 31, 2023−72.0%
Operating-lease assets (leased space)$143.0K5 Dec 31, 2025$213.0K5 Dec 31, 2024−32.9%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$2.9M5 Dec 31, 2025$3.3M5 Dec 31, 2024−13.7%

Intangibles and goodwill

ItemLatestA year beforeChange
Intangible assets, net (excluding goodwill)$6.0K5 Dec 31, 2025$13.0K5 Dec 31, 2024−53.8%
Finite-lived intangibles, gross$8.5M5 Dec 31, 2025$8.5M5 Dec 31, 20240%
Accumulated amortization$8.4M5 Dec 31, 2025$8.3M5 Dec 31, 2024+0.1%
Finite-lived intangibles, net$6.0K5 Dec 31, 2025$13.0K5 Dec 31, 2024−53.8%

Inventory

ItemLatestA year beforeChange
Inventory, total$1.2M5 Dec 31, 2025$2.1M5 Dec 31, 2024−43.8%
Raw materials$342.0K5 Dec 31, 2025$627.0K5 Dec 31, 2024−45.5%
Work in process$361.0K5 Dec 31, 2025$473.0K5 Dec 31, 2024−23.7%
Finished goods$465.0K5 Dec 31, 2025$979.0K5 Dec 31, 2024−52.5%

Properties, in its own words

We currently maintain leased facilities for our administrative, sales, marketing, support and research and development functions. We believe that our existing facilities are adequate to meet our current needs. The table below summarizes our leased facilities.

Location · Square Footage (approximate) · Lease Expiration

The rest of Item 2

Markham, Ontario, Canada · 9,500 · September 2027

Toronto, Ontario, Canada · 6,535 · December 2026

Item 2 of the 10-K filed Mar 30, 2026.4

Leadership

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

Chief executive

  1. Leonard Charles Perham2007–2017
  2. Daniel Lee Lewis2018–2021
  3. Ronald Glibbery2021–now

President

  1. Leonard Charles Perham2007–2016
  2. Daniel Lee Lewis2022

Chief financial officer

  1. James R. Pekarsky2006–2007

Chief operating officer

  1. Bathaee Mehdi2007
  2. Brad Lynch2021–now
2010201520202025
Board members and other officers (25)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Chief Financial OfficerJames Sullivan named Dec 9, 2022 to Jul 6, 202642

Former names

  • MoSys, Inc.May 31, 2006 to Dec 14, 20213
  • MONOLITHIC SYSTEM TECHNOLOGY INCOct 23, 2000 to May 19, 20063

Timeline

  1. Sep 11, 20268-K Executive or director change; Shareholder vote43
  2. Aug 21, 20268-K Executive or director change44
  3. Aug 11, 20268-K Results of operations45
  4. Jul 29, 20268-K Executive or director change46
  5. Jul 24, 20268-K Listing notice or transfer; Director nominations47
  6. Jul 10, 20268-K Entered a material agreement48
  7. Jul 2, 20268-K Entered a material agreement; Unregistered sale of shares; Regulation FD disclosure49
  8. May 14, 20268-K Other events50
  9. May 11, 20268-K Results of operations51
  10. Apr 14, 20268-K Other events52
  11. Apr 10, 20268-K Results of operations; Regulation FD disclosure; Other events53
  12. Mar 16, 20268-K Results of operations54
  13. Dec 20, 2021New chief executive Ronald Glibbery becomes CEO13
  14. Dec 11, 2018New chief executive Daniel Lee Lewis becomes CEO14
  15. Nov 13, 2007New chief executive Leonard Charles Perham becomes CEO15
  16. Aug 1, 2000Founded Peraso Inc. is founded2

Calendar

Coming up

  1. Nov 9, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.17) a share, on Nov 10, 2025.55

When it reported results

  1. Aug 11, 2026Reported quarterly or annual results45
  2. May 11, 2026Reported quarterly or annual results51
  3. Apr 10, 2026Reported quarterly or annual results53
  4. Mar 16, 2026Reported quarterly or annual results54
  5. Nov 10, 2025Reported quarterly or annual results56
  6. Aug 11, 2025Reported quarterly or annual results57
  7. May 12, 2025Reported quarterly or annual results58
  8. Mar 19, 2025Reported quarterly or annual results59

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

Filings

297 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 78 major events, 94 insider forms, 14 large holders, 5 private raises, 86 other. The latest 20:

  1. Oct 8, 2026S-8 REGISTRATION STATEMENT EDGAR
  2. Sep 11, 20268-K CURRENT REPORT EDGAR
  3. Aug 21, 20268-K CURRENT REPORT EDGAR
  4. Aug 13, 202610-Q QUARTERLY REPORT EDGAR
  5. Aug 11, 20268-K EDGAR
  6. Aug 10, 2026ARS EDGAR
  7. Aug 10, 2026DEF 14A PROXY STATEMENT EDGAR
  8. Jul 29, 2026PRE 14A PROXY STATEMENT EDGAR
  9. Jul 29, 20268-K CURRENT REPORT EDGAR
  10. Jul 24, 20268-K CURRENT REPORT EDGAR
  11. Jul 15, 2026424B3 PROSPECTUS EDGAR
  12. Jul 14, 2026EFFECT EDGAR
  13. Jul 10, 20268-K CURRENT REPORT EDGAR
  14. Jul 6, 2026D EDGAR
  15. Jul 2, 2026S-1 REGISTRATION STATEMENT EDGAR
  16. Jul 2, 20268-K CURRENT REPORT EDGAR
  17. May 29, 2026SD SPECIALIZED DISCLOSURE REPORT EDGAR
  18. May 14, 20268-K CURRENT REPORT EDGAR
  19. May 14, 2026424B5 PROSPECTUS SUPPLEMENT EDGAR
  20. May 14, 202610-Q QUARTERLY REPORT EDGAR

The 297 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

18 open-market trades by officers, directors and large owners since October 2021: 18 buys and 0 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Jun 14, 2024Tomkins AlexChief Technology OfficerBuy4,800$1.53$7.3KForm 4
Jun 11, 2024McWalter IanDirectorBuy100,000$1.27$127.0KForm 4
Jun 9, 2023McWalter IanDirectorBuy50,000$0.63$31.5KForm 4
Jun 8, 2023McWalter IanDirectorBuy50,000$0.64$32.0KForm 4
Jun 15, 2022Newell Robert Y IVDirectorBuy7,000Form 4
May 24, 2022McWalter IanDirectorBuy15,000$1.65$24.8KForm 4
May 23, 2022McWalter IanDirectorBuy18$1.62$29Form 4
May 23, 2022Newell Robert Y IVDirectorBuy10,000$1.65$16.5KForm 4
May 13, 2022Newell Robert Y IVDirectorBuy3,000$1.88$5.6KForm 4
May 12, 2022Newell Robert Y IVDirectorBuy10,000$1.63$16.3KForm 4
Mar 15, 2022McWalter IanDirectorBuy10,000Form 4
Mar 15, 2022Newell Robert Y IVDirectorBuy10,400Form 4
Mar 14, 2022Melder AndreasDirectorBuy4,150Form 4
Mar 14, 2022McWalter IanDirectorBuy5,000$2.09$10.4KForm 4
Mar 14, 2022Newell Robert Y IVDirectorBuy10,000Form 4
Mar 11, 2022Newell Robert Y IVDirectorBuy4,600Form 4
Dec 13, 2021Newell Robert Y IVDirectorBuy15,000$4.04$60.6KForm 4
Dec 10, 2021Lewis Daniel LeeDirectorBuy5,000$3.94$19.7KForm 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
2025Ronald Glibbery65$400.0K$499.0K68
2025James Sullivan$305.0K$404.0K68
2025Bradley Lynch$275.0K$374.0K68
2024Chief Executive Officer$400.0K68
2024Chief Financial Officer$305.0K68
2024Chief Operating Officer$275.0K68

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.

Money received by year$17.8M 2022–2025
Money received by yearMoney received by year, 2022–2025: $17.8M in all. Private raises (Form D) $17.8M.$0$2M$4M$6M$8M2022 · Private raises (Form D): $5.0M20222023 · Private raises (Form D): $4.0M20232024 · Private raises (Form D): $7.5M20242025 · Private raises (Form D): $1.3M2025
Figures by year
YearPrivate raises (Form D)Total
2025$1.3M$1.3M
2024$7.5M$7.5M
2023$4.0M$4.0M
2022$5.0M$5.0M

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.

  1. Jul 6, 2026Filed a private offering of equity42 Form D: $25 million offered in all Form D
  2. Sep 11, 2025Raised $1.3 million in a private offering of equity69 Form D: 1 investor so far Form D
  3. Nov 5, 2024Raised $7.5 million in a private offering of securities70 Form D: 5 investors so far Form D
  4. May 31, 2023Raised $4 million in a private offering of securities71 Form D: 1 investor so far Form D
  5. Nov 28, 2022Raised $5 million in a private offering of securities72 Form D: 1 investor so far Form D

Held by these funds

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

FundSharesValueShare of the fundChange
Geode Capital Management, LLC119,343$108.5K0.0%+19,752
Vanguard Fiduciary Trust Co97,828$88.9K0.0%+53,986
Vanguard Capital Management LLC90,838$82.6K0.0%No change
State Street Corp57,965$52.7K0.0%No change
StoneX Group Inc.30,209$29.0K0.0%New
Northern Trust Corp30,148$27.4K0.0%+9,793
XTX Topco Ltd20,186$18.3K0.0%New
Annis Gardner Whiting Capital Advisors, LLC10,102$9.2K0.0%No change
Kestra Advisory Services, LLC10,000$9.1K0.0%No change
Tower Research Capital LLC (TRC)4,186$3.8K0.0%−3,694
Barclays PLC1,241$1.1K0.0%New
Osaic Holdings, Inc.500$4540.0%No change
SBI Securities Co., Ltd.288$2620.0%No change
Arax Advisory Partners111$1010.0%New
Virtu Financial LLC74,867$680.0%+54,871
BlackRock, Inc.64$580.0%No change
Citigroup Inc22$200.0%−20,525
NFSG Corp13$120.0%No change
Royal Bank Of Canada83$00.0%No change

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

SEC filer profile

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

  • Name on EDGARPeraso Inc.1
  • CIK0000890394
  • Employer ID (EIN)77-02919414
  • Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)3674 Semiconductors & Related Devices1
  • SEC reviewing officeOffice of Manufacturing, Division of Corporation Finance1
  • Business address2033 Gateway Place, Suite 500, San Jose, CA 951101
  • Phone408 418 75001
  • Shares outstanding15,064,476 as of Aug 7, 202612
  • Public float$6.3M as of Jun 30, 20254
  • AuditorWeinberg & Company, Los Angeles, California PCAOB ID 572; no auditor attestation of internal control over financial reporting4
  • On EDGAR sinceAug 4, 20001
  • Filings1,167 in all: 4 (363), 8-K (245), SC 13G/A (91), 10-Q (76), SC 13G (43), 3 (33), 10-K (25), S-8 (25)1
    All 51 form types

    DEF 14A (24), CORRESP (23), UPLOAD (23), 424B5 (17), EFFECT (16), DEFA14A (13), SD (13), S-1/A (12), 4/A (10), S-3 (9), 425 (7), S-1 (7), S-8 POS (7), SC 13D (7), 424B3 (6), ARS (6), D (6), PRE 14A (6), SC TO-I/A (5), 10-K/A (4), 5 (4), 8-A12G/A (4), SC 13D/A (4), S-3/A (3), SC TO-C (3), SC TO-T/A (3), SCHEDULE 13G/A (3), 3/A (2), 424B4 (2), 8-K/A (2), DEFR14A (2), SC TO-I (2), 424B1 (1), 5/A (1), 8-A12G (1), DEFM14A (1), FWP (1), POS AM (1), PREM14A (1), SC 14D9 (1), SC 14D9/A (1), SC 14F1 (1), SC TO-T (1)

  • Latest filingsAnnual report (10-K) Mar 30, 2026
    Quarterly report (10-Q) Aug 13, 2026
    Proxy statement (DEF 14A) Aug 10, 2026
    Latest 8-K (8-K) Sep 11, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.001 per sharePRSONasdaq

From the cover page of the 10-K filed Mar 30, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Peraso Inc. names in Item 1A of its 10-K filed Mar 30, 2026: 43 risks under these headings, as written.4

  • Risks Related to Our Business, Operations and Industry
  • Risks Related to Our Securities
  • We might not be able to continue as a going concern.
  • We discontinued the production of our memory products.
  • Our gross profit may fluctuate due to a variety of factors, which could negatively impact our results of operations and our financial condition.
  • We have a history of losses, and we will need to raise additional capital.
  • Our failure to generate the significant capital necessary or raise additional capital to expand our operations and invest in new products could reduce our ability to compete and could harm our business.
  • Our failure to successfully market our products could seriously harm our ability to execute our business strategy and may force us to curtail our research and development plans or existing operations.
  • Future revenue growth depends on our winning designs with existing and new customers, retaining current customers, and having those customers design our solutions into their product offerings and successfully selling and marketing such products. If we do not continue to win designs in the short term, our product revenue in the following years will not grow.
  • The design-win process for our products is generally lengthy, expensive and competitive, with no guarantee of revenue, and, if we fail to generate sufficient revenue to offset our expenses, our business and operating results would suffer.
  • If our foundries do not achieve satisfactory yields or quality, our cost of net revenue will increase, our operating margins will decline and our reputation and customer relationships could be harmed.
  • We may experience difficulties in transitioning to new wafer fabrication process technologies or in achieving higher levels of design integration, which may result in reduced manufacturing yields, delays in product deliveries and increased costs.
The other 33 risks
  • To date, we have not achieved the anticipated benefits of conducting business as a fabless semiconductor company.
  • Our main objective is the development and sale of our technologies to OEMs, service providers and other equipment manufacturers and their subsystem and component vendors and, if demand for these products does not grow, we may not achieve revenue growth and our strategic objectives.
  • Our failure to continue to develop new products and enhance our products on a timely basis could diminish our ability to attract and retain customers.
  • Our products have a lengthy sales cycle, which makes it difficult to predict success in this market and the timing of future revenue.
  • The semiconductor industry is cyclical in nature and subject to periodic downturns, which can negatively affect our revenue.
  • Our revenue has been highly concentrated among a small number of customers, and our results of operations could be harmed if we lose a key revenue source and fail to replace it.
  • Our revenue concentration may also pose credit risks which could negatively affect our cash flow and financial condition.
  • Our products must meet exact specifications and defects and failures may occur, which may cause customers to return or stop buying our products.
  • Because we sell our products on a purchase order basis and rely on estimated forecasts of our customers’ needs, inaccurate forecasts could adversely affect our business.
  • We rely on independent foundries and contractors for the manufacture, assembly, testing and packaging of our integrated circuits and modules, and the failure of any of these third parties to deliver products or otherwise perform as requested could damage our relationships with our customers and harm our sales and financial results.
  • Our third-party wafer foundry and testing and assembly vendors are located in regions at high risk for earthquakes and other natural disasters and adverse consequences related to the outbreak of contagious diseases, such as COVID-19. Any disruption to the operations of these foundries and vendors resulting from earthquakes or other natural disasters could cause significant delays in the development, production, shipment and sales of our IC products.
  • Disruptions in our supply chain due to shortages in the global semiconductor supply chain could cause delays for customers and impact revenue.
  • Price increases from our supply chain can adversely impact revenue or reduce margins.
  • Any claim that our products or technology infringe third party IP rights could increase our costs of operation and distract management and could result in expensive settlement costs or the discontinuance of our technology licensing or product offerings. In addition, we may incur substantial litigation expense which would adversely affect our profitability.
  • The discovery of defects in our technology and products could expose us to liability for damages.
  • We might not be able to protect and enforce our IP rights, which could impair our ability to compete and reduce the value of our technology.
  • Our existing patents might not provide us with sufficient protection of our IP, and our patent applications might not result in the issuance of patents, either of which could reduce the value of our core technology and harm our business.
  • If we fail to retain key personnel, our business and growth could be negatively affected.
  • Our evaluation of strategic alternatives, including Mobix Labs’ proposal, may not result in a transaction or increased value for our stockholders and could create business disruption and stock price volatility.
  • We currently maintain and may expand operations outside of the United States, which exposes us to significant risks.
  • International trade policies, including protectionist trade policies, such as tariffs and sanctions, could adversely affect our business, results of operations and financial condition.
  • Our ability to utilize our net operating loss carryforwards is limited as a result of an “ownership change,” as defined in Section 382 of the Internal Revenue Code of 1986, as amended.
  • Third parties might attempt to gain unauthorized access to our network or seek to compromise our products and services.
  • Acquisitions or other business combinations that we pursue in the future, whether or not consummated, could result in other operating and financial difficulties.
  • War, terrorism, other acts of violence, natural disasters and global pandemics, such as the COVID-19 pandemic and associated macroeconomic pressures in the markets in could adversely impact our business.
  • Sustained inflation could have a material adverse effect on our business, financial condition, results of operations and liquidity.
  • There may be future sales of our common stock, which could adversely affect the market price of our common stock and dilute a stockholder’s ownership of common stock.
  • Potential volatility of the price of our common stock could negatively affect your investment.
  • Provisions of our certificate of incorporation and bylaws or Delaware law might delay or prevent a change-of-control transaction and depress the market price of our stock.
  • Certain of our common stock warrants outstanding at December 31, 2025 are accounted for as liabilities and recorded at fair value with changes in fair value each period reported in earnings, which may have an adverse effect on the market price of our common stock.
  • If we are unable to satisfy the continued listing requirements of the Nasdaq, our common stock could be delisted and the price and liquidity of our common stock may be adversely affected.
  • We are a “smaller reporting company” and, as a result of the reduced disclosure and governance requirements applicable to smaller reporting companies, our common stock may be less attractive to investors.
  • Holders of exchangeable shares are expected to experience a delay in receiving shares of our common stock from the date they request an exchange, which may affect the value of the shares the holder receives in an exchange.

Legal proceedings

The information set forth under the “Legal Matters” subheading in Note 5 (Commitments and Contingencies) of the Notes to Consolidated Financial Statements in Part II, Item 15, of this Report is incorporated herein by reference.

The opening of Item 3, Legal Proceedings.4

Sources

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