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Item 1. Financial Statements

2025-05-09 compared with 2025-02-11 · 525 added, 425 removed, 181 unchanged (84% of the section changed)

1 unchanged sentence

and Subsidiary

Balance Sheets

Consolidated Balance Sheets

March 31, 2025

Current assets:

Cash and cash equivalents

Certificate of deposit

Accounts receivable

15 unchanged sentences

Lease liability, long-term portion

Derivative liabilities

Convertible notes (Note 3)

Total liabilities

2 unchanged sentences

Preferred stock, $ 0.0001 par value:

10,000,000 authorized, and none issued and outstanding at December 31, 2024 and June 30, 2024

10,000,000 authorized, and none issued and outstanding at March 31, 2025 and June 30, 2024

Common stock, $ 0.0001 par value:

50,000,000 shares authorized, and 12,242,481 and 12,817,500 shares issued and outstanding at December 31, 2024 and June 30, 2024

50,000,000 shares authorized, and 15,795,467 and 12,817,500 shares issued and outstanding at March 31, 2025 and June 30, 2024

Additional paid-in capital

3 unchanged sentences

Total stockholders’ equity

( 1,032,088 )

Total liabilities and stockholders’ equity

accompanying notes are an integral part of these financial statements

The accompanying notes are an integral part of

these financial statements

and Subsidiary

Statements of Operations (unaudited)

Consolidated Statements of Operations (unaudited)

Three Months Ended

Six Months Ended

Nine Months Ended

Operating expenses:

3 unchanged sentences

Total operating expenses

Income (loss) from operations

Loss from operations

( 1,173,252 )

2 unchanged sentences

Interest income

Other expense

Amortization of discount on convertible notes

Changes in fair value of derivative liabilities

( 3,001,480 )

( 2,855,045 )

Total other income (expense), net

( 3,284,422 )

( 3,282,661 )

Loss before income tax expense

( 2,894,824 )

( 1,128,520 )

Income (loss) before income tax expense

( 2,163,550 )

1 unchanged sentence

Income tax expense

$ ( 2,894,824 )

Net income (loss)

$ ( 962,651 )

1 unchanged sentence

$ ( 3,573,480 )

Loss per share - basic and diluted

Weighted average common shares outstanding - basic and diluted

accompanying notes are an integral part of these financial statements

Net income (loss) per share:

Weighted average common shares outstanding:

The accompanying notes are an integral part of

these financial statements

and Subsidiary

Statement of Stockholders’ Equity (unaudited)

Months Ended December 31, 2024 and 2023

Consolidated Statement of Stockholders’

Equity (unaudited)

Three Months Ended March 31, 2025 and 2024

Stockholders’

Balance, October 1, 2024

Balance, January 1, 2025

$ ( 17,248,804 )

$ ( 1,032,088 )

Issuance of common stock, net of offering costs (Note 4)

Conversion of convertible notes (Note 3)

Conversion of derivative liabilities (Note 2)

Stock options exercised

1 unchanged sentence

Stock-based compensation

( 2,894,824 )

Balance, December 31, 2024

$ ( 17,248,804 )

Balance, March 31, 2025

$ ( 15,787,911 )

Stockholders’

Balance, October 1, 2023

Balance, January 1, 2024

$ ( 11,672,895 )

Stock warrant exercised

Stock-based compensation

( 1,128,520 )

Balance, December 31.

Balance, March 31, 2024

$ ( 12,635,546 )

Months Ended December 31, 2024 and 2023

Nine Months Ended March 31, 2025 and 2024

Stockholders’

1 unchanged sentence

$ ( 13,624,361 )

Issuance of common stock, net of offering costs (Note 4)

Conversion of convertible notes (Note 3)

Conversion of derivative liabilities (Note 2)

Stock options exercised

3 unchanged sentences

( 2,163,550 )

Balance, December 31, 2024

$ ( 17,248,804 )

Balance, March 31, 2025

$ ( 15,787,911 )

3 unchanged sentences

Repurchase of common stock

Stock options exercised

Stock-based compensation

1 unchanged sentence

( 3,573,480 )

Balance, December 31, 2023

Balance, March 31, 2024

$ ( 12,635,546 )

accompanying notes are an integral part of these financial statements

The accompanying notes are an integral part of

these financial statements

and Subsidiary

Statements of Cash Flows (unaudited)

Six Months Ended

Consolidated Statements of Cash Flows (unaudited)

Nine Months Ended

Operating activities:

21 unchanged sentences

Repurchase of common stock

Proceeds from convertible notes issuance

Proceeds from stock option exercise

Proceeds from convertible notes issuance (Note 3)

Proceeds from Public Offering, net of offering costs (Note 4)

Net cash provided by (used in) financing activities

Net change in cash

Net change in cash and cash equivalent, and certificate of deposit

( 3,197,125 )

Cash, beginning of period

Cash, end of period

accompanying notes are an integral part of these financial statements

Cash and cash equivalent, and certificate of deposit, beginning of period

Cash and cash equivalent, and certificate of deposit, end of period

Supplemental non-cash disclosures:

Conversion of convertible notes to stockholders’ equity

Conversion of derivative liabilities to stockholders’ equity

The accompanying notes are an integral part of

these financial statements

and Subsidiary

to Consolidated Financial Statements (unaudited)

1 – The Company

develops novel optoelectronic and electronic devices for sensing, communication, and computing applications.

Aeluma has pioneered a technique

to produce semiconductor materials and chips using high-performance compound semiconductors on large diameter substrates that are commonly

used to manufacture mass market microelectronics.

Notes to Consolidated Financial Statements (unaudited)

Note 1 – The Company

(the “Company”) develops

novel optoelectronic and electronic devices for sensing, communication, and computing applications.

Aeluma has pioneered a technique to

produce semiconductor materials and chips using high-performance compound semiconductors on large-diameter substrates commonly used to

manufacture mass market microelectronics.

This enables cost-effective manufacturing of high-performance photodetectors and photodetector

arrays for imaging applications in mobile devices, as well as other applications.

Aeluma’s technology is broadly applicable across

mobile, automotive, AI, defense & aerospace, communication, AR/VR, high-performance computing, and quantum computing.

Aeluma is based

in Goleta, California, where the Company operates in a 9,000 sq.

facility with a state-of-the-art R&D/manufacturing cleanroom

and access to world-class rapid prototyping capabilities.

arrays for imaging applications in mobile devices and other applications.

Aeluma’s technology is broadly applicable across mobile,

automotive, AI, defense & aerospace, communication, AR/VR, high-performance computing, and quantum computing.

Aeluma is based in Goleta,

California, where the Company operates in a 9,000 sq.

facility with a state-of-the-art R&D/manufacturing cleanroom and access

to world-class rapid prototyping capabilities.

The facility houses unique equipment for scalable manufacturing.

partners with production-scale fabrication foundries and packaging companies.

Aeluma maintains extensive patent protection and trade

secrets that relate to its materials, manufacturing technology and applications.

Company incurred a net loss of $ 3,624,443 and $ 2,610,829 for the six months ended December 31, 2024 and 2023, respectively, and has accumulated

deficit of $ 17,248,804 at December 31, 2024.

In addition, the Company is in the research and development stage and has generated limited

revenue to date.

In order to support its operations, the Company will require additional infusions of cash from the sale of equity instruments

or the issuance of debt instruments, or the commencement of profitable revenue generating activities.

If adequate funds are not available

or are not available on acceptable terms, the Company’s ability to fund its operations, develop or enhance its sensors in the future

or respond to competitive pressures would be significantly limited.

Such limitations could require the Company to curtail, suspend or

discontinue parts of its business plan.

conditions raise doubt about the Company’s ability to continue as a going concern.

The accompanying financial statements have been

prepared in conformity with U.S.

Generally Accepted Accounting Principles (“GAAP”), which contemplate continuation of the

Company as a going concern.

The financial statements do not include any adjustments relating to the recoverability and classification

of recorded asset amounts or the amounts and classification of liabilities that could result from the outcome of this uncertainty.

financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

2 – Summary of Significant Accounting Policies

of Presentation

accompanying consolidated financial statements have been presented in accordance with GAAP.

The summary of significant accounting policies

presented below is designed to assist in understanding the Company’s financial statements.

Such financial statements and accompanying

notes are the representations of the Company’s management, who is responsible for the Company’s integrity and objectivity.

This Quarterly Report on Form 10-Q for the quarter ended December 31, 2024, should be read in conjunction with our Annual Report on Form

10-K for the fiscal year ended June 30, 2024.

The accompanying consolidated financial statements and footnotes have been condensed and

therefore do not contain all disclosures required by GAAP.

Aeluma also partners with

production-scale fabrication foundries and packaging companies.

Aeluma maintains extensive patent protection and trade secrets related

to its materials, manufacturing technology, and applications.

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

The accompanying consolidated financial statements

have been presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”).

The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements.

Such financial statements and accompanying notes are the representations of the Company’s management, who is responsible for the

Company’s integrity and objectivity.

This Quarterly Report on Form 10-Q for the quarter ended March 31, 2025, should be read in

conjunction with our Annual Report on Form 10-K for the fiscal year ended June 30, 2024.

The accompanying consolidated financial statements

and footnotes have been condensed and therefore do not contain all disclosures required by GAAP.

The interim financial data are unaudited;

however, in the opinion of Aeluma,

Inc., the interim data include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of

the results for the interim periods.

Results for interim periods are not necessarily indicative of those to be expected for the full

of Estimates and Assumptions

preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported

amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the

reporting period.

The Company bases its estimates and assumptions on current facts, historical experience and various other factors that

it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values

of assets and liabilities.

The actual results experienced by the Company may differ materially and adversely from the Company’s

To the extent there are material differences between the estimates and the actual results, future results of operations will

Reclassification

of Prior Year Presentation

prior year amounts have been reclassified for consistency with the current year presentation.

These reclassifications had no effect on

the reported consolidated financial statements.

and Cash Equivalents

Company considers cash in banks, deposits in transit, and highly liquid debt instruments purchased with original maturities of three

months or less to be cash and cash equivalents.

Concentration

Company maintains its cash in bank deposit accounts which, at times, may exceed federally insured limits.

The Company has not experienced

any losses in such accounts.

The Company’s accounts are insured by the FDIC but at times may exceed federally insured limits.

Debt Instruments

Company evaluates agreements, including any convertible debt instruments to determine if those agreements or any embedded components

of those agreements qualify as derivative financial instruments to be separately accounted for in accordance with FASB ASC Topic 815 “ Derivatives

and Hedging ” (“ASC 815” ).

The accounting treatment of derivative financial instruments requires

that the Company record any bifurcated embedded features at their fair values as of the inception date of the agreement and at fair value

as of each subsequent balance sheet date.

however, in the opinion of Aeluma, Inc., the interim data include all adjustments, consisting only of normal recurring adjustments, necessary

for a fair presentation of the results for the interim periods.

Results for interim periods are not necessarily indicative of those to

be expected for the full year.

Use of Estimates and Assumptions

The preparation of financial statements in conformity

with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date

of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The Company bases its estimates

and assumptions on current facts, historical experience, and various other factors that it believes to be reasonable under the circumstances,

the results of which form the basis for making judgments about the carrying values of assets and liabilities.

The actual results experienced

by the Company may differ materially and adversely from the Company’s estimates.

To the extent there are material differences between

the estimates and the actual results, future results of operations will be affected.

Reclassification of Prior Year Presentation

Certain prior year amounts have been reclassified

for consistency with the current year presentation.

These reclassifications had no effect on the reported consolidated financial statements.

Cash and Cash Equivalents, and Certificate of Deposit

The Company considers cash in banks, deposits

in transit, and highly liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents.

The Company invests its excess cash in certificates of deposit issued by financial institutions with high credit ratings.

31, 2025, the Company held a certificate of deposit with a carrying value of $ 12,000,000 and an accrued interest receivable of $ 2,459 .

The certificate of deposit has a seven-month maturity period, bears interest at a rate of 3.74 %, and is subject to penalties for early

Concentration of Risk

The Company maintains its cash in bank deposit

accounts, which, at times, may exceed federally insured limits.

The Company has not experienced any losses in such accounts.

The Company’s

accounts are insured by the FDIC, but at times may exceed federally insured limits.

Convertible Debt Instruments

The Company evaluates agreements, including any

convertible debt instruments, to determine if those agreements or any embedded components of those agreements qualify as derivative

financial instruments to be separately accounted for in accordance with FASB ASC Topic 815 “ Derivatives and

Hedging ” (“ASC 815” ).

The accounting treatment of derivative financial instruments requires that

the Company record any bifurcated embedded features at their fair values as of the inception date of the agreement and at fair value as

of each subsequent balance sheet date.

Any change in fair value is recorded in earnings as non-operating, non-cash income or expense.

The Company reassesses the classification of its derivative instruments at each balance sheet date.

If the classification changes as

a result of events during the period, the agreement is reclassified as of the date of the event that caused the reclassification.

Bifurcated embedded features are recorded at their initial fair values which create additional debt discount to the host instrument.

If the classification changes as a

result of events during the period, the agreement is reclassified as of the date of the event that caused the reclassification.

embedded features are recorded at their initial fair values which create an additional debt discount to the host instrument.

Company amortizes the respective debt discount over the term of the notes, using the effective interest method.

Convertible Notes.

Value of Financial Instruments

defined in Financial Accounting Standards Board (“FASB”) ASC Topic No.

820, “Fair Value Measurements and Disclosures”

(“ASC 820”), fair value is the price that would be received to sell an asset or paid to transfer the liability in an orderly

transaction between market participants at the measurement date.

Fair Value of Financial Instruments

As defined in Financial Accounting Standards Board

(“FASB”) ASC Topic No.

820, “Fair Value Measurements and Disclosures” (“ASC 820”), fair value is the

price that would be received to sell an asset or paid to transfer the liability in an orderly transaction between market participants

at the measurement date.

In determining fair value, the Company uses the market or income approach.

Based on this approach, the Company utilizes certain assumptions about the risk inherent in the inputs to the valuation technique.

inputs can be readily observable, market-corroborated or generally unobservable inputs.

The Company utilizes valuation techniques that

maximize the use of observable inputs and minimize the use of unobservable inputs.

Based on the observability of the inputs used in the

valuation techniques, the Company is required to provide the following information according to the fair value hierarchy.

The fair value

hierarchy ranks the quality and the reliability of the information used to determine fair values.

As a basis for considering these assumptions,

ASC 820 defines a three-tier value hierarchy that prioritizes the inputs used in the valuation methodologies in measuring fair value.

1 – Unadjusted quoted prices in active, accessible market for identical assets or liabilities

2 – Other inputs that are directly or indirectly observable in the marketplace

3 – Unobservable inputs which are supported by little or no market activity

fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when

measuring fair value.

carrying values of the Company’s cash, accounts receivable, accounts payable, accrued expenses and other current liabilities approximate

their fair value due to the relatively short maturity of these items.

Financial assets and liabilities measured on a non-recurring basis

are those that are adjusted to fair value when a significant event occurs.

The Company had no financial assets or liabilities carried

and measured on a nonrecurring basis during the reporting periods.

Financial assets and liabilities measured on a recurring basis are

those that are adjusted to fair value each time a financial statement is prepared.

recurring fair value measurement categorized within Level 3 assets and liabilities include those whose value is determined using market

standard valuation technique described below.

When observable inputs are not available, the market standard techniques for determining

the estimated fair value of certain securities that trade infrequently, and therefore have little transparency, rely on inputs that are

significant to the estimated fair value and that are not observable in the market or cannot be derived principally from or corroborated

by observable market data.

Management believes these inputs are based on assumptions deemed appropriate given the circumstances and consistent

with what other market participants would use when pricing similar assets and liabilities.

The Company’s embedded derivatives are

classified in Level 3 using Black-Scholes option-pricing model since their values include significant unobservable inputs.

derivative liabilities are recognized at fair value on a recurring basis at December 31, 2024 and are Level 3 measurements.

been no transfers between levels.

Based on this approach, the Company

utilizes certain assumptions about the risk inherent in the inputs to the valuation technique.

These inputs can be readily observable,

market-corroborated, or generally unobservable.

The Company utilizes valuation techniques that maximize the use of observable inputs and

minimize the use of unobservable inputs.

Based on the observability of the inputs used in the valuation techniques, the Company is required

to provide the following information according to the fair value hierarchy.

The fair value hierarchy ranks the quality and the reliability

of the information used to determine fair values.

As a basis for considering these assumptions, ASC 820 defines a three-tier value hierarchy

that prioritizes the inputs used in the valuation methodologies in measuring fair value.

Level 1 – Unadjusted

quoted prices in active, accessible markets for identical assets or liabilities

Level 2 – Other inputs

that are directly or indirectly observable in the marketplace

Level 3 – Unobservable

inputs, which are supported by little or no market activity

The fair value hierarchy also requires an entity

to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The carrying values of the Company’s cash,

accounts receivable, accounts payable, accrued expenses, and other current liabilities approximate their fair value due to the relatively

short maturity of these items.

Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair

value when a significant event occurs.

The Company had no financial assets or liabilities carried and measured on a nonrecurring basis

during the reporting periods.

Financial assets and liabilities measured on a recurring basis are those that are adjusted to fair value

each time a financial statement is prepared.

For recurring fair value measurement categorized

within Level 3, assets and liabilities whose value is determined using a market standard valuation technique are included and described

When observable inputs are not available, the market standard techniques for determining the estimated fair value of certain securities

that trade infrequently, and therefore have little transparency, rely on inputs that are significant to the estimated fair value and that

are not observable in the market or cannot be derived principally from or corroborated by observable market data.

Management believes

these inputs are based on assumptions deemed appropriate given the circumstances and consistent with what other market participants would

use when pricing similar assets and liabilities.

The Company’s embedded derivatives are classified in Level 3 using the Black-Scholes

option-pricing model since their values include significant unobservable inputs.

During the three months ended March 31, 2025,

holders of convertible promissory notes elected to convert the convertible notes into common stock.

As part of the conversion, the Company

remeasured the fair value of the embedded derivative liabilities immediately prior to conversion.

The fair value of the embedded derivatives

in our convertible notes as of the conversion date was determined based on a fair market value of $6.25 as of March 25, 2025.

All derivative liabilities were exercised, and

as of March 31, 2025, the Company had no remaining outstanding derivative liabilities.

Fair Value of Embedded Derivatives

2 unchanged sentences

Change in fair value of derivative liabilities

Ending balance at December 31, 2024

fair value of the embedded derivatives in our convertible notes at the balance sheet date were valued using the Black-Scholes option-pricing

model with the following assumptions:

Expected volatility

Expected term

Dividend yield

Risk-free interest rate

and Equipment

equipment and leasehold improvements are reported at historical cost, net of accumulated depreciation and amortization.

is computed using the straight-line method over the estimated useful lives of the assets.

Leasehold improvements are amortized over the

less of the remaining lease term or the estimated useful life of the improvements.

Repairs and maintenance to these assets are charged

to expenses as incurred;

major improvements enhancing the function and/or the asset’s useful life are capitalized.

When items are

sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gains or losses arising from such

transactions are recognized.

assets are associated with the Aeluma.com domain name and are amortized on a straight-line basis over 10 years.

Company follows a five-step approach for recognizing revenue, consisting of the following:

Conversion of derivative liabilities

( 2,471,071 )

Ending balance at March 31, 2025

Property and Equipment

Property, equipment, and leasehold improvements

are reported at historical cost, net of accumulated depreciation and amortization.

Depreciation is computed using the straight-line method

over the estimated useful lives of the assets.

Leasehold improvements are amortized over the lessor of the remaining lease term or the

estimated useful life of the improvements.

Repairs and maintenance to these assets are charged to expenses as incurred;

major improvements

enhancing the function and/or the asset’s useful life are capitalized.

When items are sold or retired, the related cost and accumulated

depreciation are removed from the accounts, and any gains or losses arising from such transactions are recognized.

Intangible Assets

Intangible assets are associated with the Aeluma.com

domain name and are amortized on a straight-line basis over 10 years.

Revenue Recognition

The Company follows a five-step approach for recognizing

(1) identifying the contract with a customer;

(2) identifying the performance obligations in the contract;

(3) determining the transaction price;

(4) allocating the transaction price

to the performance obligations in the contract;

and (5) recognizing revenue when, or as, the entity satisfies a performance obligation.

Sales and other taxes the Company collects concurrent with revenue-producing activities are excluded from revenue.

Incidental items that

are immaterial in the context of the contract are recognized as expenses.

The Company does not have any significant financing components

associated with its revenue contracts, as payment is received within one year.

Commercial product and

service contracts:

Revenue is currently generated from multiple customers for research and development related services and small-volume

Government contracts:

is principally generated under research and development contracts with agencies of the U.S.

government or with prime contractors.

These contracts may include cost reimbursement and fixed firm price terms.

the three and six months ended December 31, 2024, the Company was awarded two government contracts of $ 11,866,384 for providing

services and delivering materials.

The awards are firm fixed contracts that shall be paid upon completion of performance and recognized

as revenue over an expected term of 36 months.

the three months ended December 31, 2024, the Company recognized its revenue of $ 1,612,519 , of which $ 1,461,524 was from government contracts

and $ 150,995 was from product sales for sampling purposes or development.

For the six months ended December 31, 2024, the Company recognized

its revenue of $ 2,093,254 , of which $ 1,892,259 was from government contracts and $ 200,995 was from product sales for sampling purposes

or development.

As of December 31, 2024, the aggregate amount to remaining performance obligations for the government contracts was $ 10,664,948 .

loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding

during the period.

Diluted loss per share is computed by dividing the net loss attributable to common stockholders by the sum of the

weighted average number of common shares outstanding plus potential dilutive common shares outstanding during the period.

Potential dilutive

securities, comprised of stock warrants and stock options, are not reflected in diluted loss per share because such shares are anti–dilutive.

Dilutive impact of potential common shares resulting from common stock equivalents is determined by applying the treasury stock method.

Company accounts for stock-based compensation arrangements in accordance with guidance issued by the FASB, which requires the measurement

and recognition of compensation expense for all share-based payment awards made to employees, consultants, and directors based on estimated

Company estimates the fair value of stock-based compensation awards on the date of grant using an option-pricing model.

the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s

consolidated statements of operations.

The Company estimates the fair value of stock-based compensation awards using the Black-Scholes

This model requires the Company to estimate the expected volatility and value of its common stock and the expected term of the

stock options, all of which are highly complex and subjective variables.

For employees and directors, the expected life was calculated

based on the simplified method as described by the SEC Staff Accounting Bulletin No.

(3) determining the

transaction price;

(4) allocating the transaction price to the performance obligations in the contract;

and (5) recognizing revenue when,

or as, the entity satisfies a performance obligation.

Sales and other taxes the Company collects concurrent with revenue-producing activities

are excluded from revenue.

Incidental items that are immaterial in the context of the contract are recognized as expenses.

does not have any significant financing components associated with its revenue contracts, as payment is received within one year.

Company currently draws revenue from two primary sources:

product and service contracts:

Revenue is currently generated from multiple customers for research and development-related services and

small-volume orders.

Revenue is principally generated under research and development contracts with agencies of the U.S.

government or with prime

These contracts may include cost reimbursement or fixed firm price terms.

For the nine months ended March 31, 2025, the

Company was awarded two government contracts totaling $ 11,866,384 for the provision of services and delivery of materials.

awards are firm-fixed-price contracts, under which payment will be made upon completion of performance milestones.

Revenue associated

with these contracts will be recognized over the expected performance period of 36 months.

For the three months ended March 31, 2025,

the Company recognized total revenue of $ 1,254,966 , all of which was attributable to government contracts.

For the nine months ended

March 31, 2025, the Company recognized total revenue of $ 3,348,220 , consisting of $ 3,147,225 from all obligated government contracts

and $ 200,995 from product sales related to sampling or development activities.

For the three months ended March 31, 2024, the

Company recognized total revenue of $ 343,894 , all of which was attributable to government contracts.

For the nine months ended March

31, 2024, the Company recognized total revenue of $ 639,286 , consisting of $ 606,886 from government contracts and $ 32,400 from

product sales related to sampling or development activities.

As of March 31, 2025, total remaining performance

obligations under the all obligated government contracts amounted to $ 9,409,984 .

Income (Loss) Per Share

Basic income (loss) per share is computed by dividing

net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period.

income (loss) per share is computed by dividing the net income (loss) attributable to common stockholders by the sum of the weighted average

number of common shares outstanding plus potential dilutive common shares outstanding during the period.

Potential dilutive securities,

comprised of stock warrants and stock options, are not reflected in diluted loss per share because such shares are anti–dilutive.

The dilutive impact of potential common shares resulting from common stock equivalents is determined by applying the treasury stock method.

For the three months ended March 31, 2025, 734,858 shares—comprising 452,364 stock options and 282,494 stock warrants were considered

dilutive and included in the calculation of diluted earnings per share.

For the three months ended March 31, 2025, 405,521 stock options

were excluded from the calculation of diluted income per share as their inclusion would have been anti-dilutive.

Stock-Based Compensation

The Company accounts for stock-based compensation

arrangements in accordance with guidance issued by the FASB, which requires the measurement and recognition of compensation expense for

all share-based payment awards made to employees, consultants, and directors based on estimated fair values.

The Company estimates the fair value of stock-based

compensation awards on the date of grant using an option-pricing model.

The value of the portion of the award that is ultimately expected

to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations.

Company estimates the fair value of stock-based compensation awards using the Black-Scholes model.

This model requires the Company to

estimate the expected volatility and value of its common stock and the expected term of the stock options, all of which are highly complex

and subjective variables.

For employees and directors, the expected life was calculated based on the simplified method as described by

the Securities and Exchange Commission (“SEC”) Staff Accounting Bulletin No.

110, Share-Based Payment.

7 unchanged sentences

The Company accounts for forfeitures upon occurrence.

Company is expected to have net operating loss carryforwards that it can use to offset a certain amount of taxable income in the future.

The Company is currently analyzing the amount of loss carryforwards that will be available to reduce future taxable income.

The resulting

deferred tax assets will be offset by a valuation allowance due to the uncertainty of its realization.

The primary difference between

income tax expense attributable to continuing operations and the amount of income tax expense that would result from applying domestic

federal statutory rates to income before income taxes relates to the recognition of a valuation allowance for deferred income tax assets.

Company has adopted FASB ASC 740-10, “ Income Taxes” which clarifies the accounting for uncertainty in income

taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold of more likely than not as a measurement

process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return.

this assessment, a Company must determine whether it is more likely than not that a tax position will be sustained upon examination,

based solely on the technical merits of the position and must assume that the tax position will be examined by taxing authorities.

Company’s policy is to include interest and penalties related to unrecognized tax benefits in income tax expense.

penalties totaled $ 0 for the periods presented.

The Company’s net operating loss carryforwards are subject to IRS examination

until they are fully utilized, and such tax years are closed.

Company will file tax returns in the U.S.

The Company is expected to have net operating

loss carryforwards that it can use to offset a certain amount of taxable income in the future.

The Company is currently analyzing the

amount of loss carryforwards that will be available to reduce future taxable income.

The resulting deferred tax assets will be offset

by a valuation allowance due to the uncertainty of their realization.

The primary difference between income tax expense attributable to

continuing operations and the amount of income tax expense that would result from applying domestic federal statutory rates to income

before income taxes relates to the recognition of a valuation allowance for deferred income tax assets.

The Company has adopted FASB ASC 740-10, “ Income

Taxes” which clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements

and prescribes a recognition threshold of more likely than not as a measurement process for financial statement recognition and measurement

of a tax position taken or expected to be taken in a tax return.

In making this assessment, a Company must determine whether it is more

likely than not that a tax position will be sustained upon examination, based solely on the technical merits of the position and must

assume that the tax position will be examined by taxing authorities.

The Company’s policy is to include interest and penalties related

to unrecognized tax benefits in income tax expense.

Interest and penalties totaled $ 0 for the periods presented.

The Company’s

net operating loss carryforwards are subject to IRS examination until they are fully utilized, and such tax years are closed.

The Company will file tax returns in the U.S.

federal jurisdiction and the state of California.

The Company’s federal and state return

forms are subject to review by the taxing authorities.

The Company is not currently under examination by any taxing authority, nor has

it been notified of an impending examination.

Accounting Pronouncements

Company has evaluated all issued but not yet effective accounting pronouncements and determined that they are either immaterial or not

relevant to the Company.

3 – Convertible Notes

August 5, 2024 and August 27, 2024, we issued convertible promissory notes in the aggregate principal amount of $ 3,145,000 to 10 accredited

investors, pursuant to a private note financing.

The Notes mature in June 2026 and do not carry any interest.

The Notes are convertible

into shares of the Company’s common stock par value $ 0.0001 per share (the “Common Stock”) upon the occurrence of certain

events, (i.e., qualified financing resulting in at least $ 5,000,000 to the Company, if the Common Stock is uplisted to a national securities

exchange or if neither of those such events occur prior to the maturity date, (together with Sale of the Company (as hereinafter defined),

a “Conversion Event”)).

In the event the Company does not complete qualified financing or uplist at or before the maturity

date, the outstanding balance of the Notes shall automatically convert without any further action by the Holder into shares of the Company’s

common stock equal to eighty-five percent ( 85 %) to the VWAP of the Common Stock on the OTC Markets for the five trading days immediately

prior to maturity date.

The Note also provides that if there is a Sale of the Company, as defined in the Note, the Holder may elect to

receive a cash payment equal to the aggregate amount of principal then outstanding under such Holder’s Note or convert the Note

into shares of Common Stock equal to 85 % of the VWAP of the Common Stock on the OTC Markets for the five trading days immediately prior

to the Sale of the Company.

Although the conversion price is dependent upon the type of Conversion Event that occurs, the Note does carry

a ceiling and floor price:

the applicable conversion price will not be lower than 85 % of the 5-day VWAP on the applicable Closing Date

(the “Floor Price”) nor will the applicable conversion price be higher than $ 3.50 per share (the “Ceiling Price”);

the Floor Price and Ceiling Price shall automatically adjust in the event of a stock split or consolidation by the Company.

Floor Price is tied to the Closing Date, the Floor Price may be different for investors that are part of different closings.

Price for the investors who participated in the closings is equal to $ 2.47 or $ 2.68 per share.

The Investors were granted piggyback registration

rights for the shares of Common Stock underlying the Note.

Note Purchase Agreement also contains customary representation and warranties of the Company and the Investors, indemnification obligations

of the Company, termination provisions, and other obligations and rights of the parties.

Company analyzed the embedded features of the convertible notes and the debt discount is being amortized over the term of the convertible

notes using the effective interest method and the derivative liabilities are marked-to-market at each reporting date.

Value of Financial Instruments in Note 2 – Summary of Significant Accounting Policies for additional information.

of December 31, 2024, the Company’s convertible notes are as follows:

The Company’s federal and state return forms are subject to review by the taxing

The Company is not currently under examination by any taxing authority, nor has it been notified of an impending examination.

Recent Accounting Pronouncements

The Company has evaluated all issued but not yet

effective accounting pronouncements and determined that they are either immaterial or not relevant to the Company.

Note 3 – Convertible Notes

Between August 5, 2024 and August 27, 2024,

we issued convertible promissory notes in the aggregate principal amount of $ 3,145,000 to 10 accredited investors, pursuant to a

private note financing.

The Notes were set to mature in June 2026 and did not carry any interest.

The Notes were convertible into

shares of the Company’s common stock par value $ 0.0001 per share (the “Common Stock”) upon the occurrence of

certain events, (i.e., qualified financing resulting in at least $ 5,000,000 to the Company, if the Common Stock was uplisted to a

national securities exchange or if neither of those such events occurred prior to the maturity date, (together with Sale of the

Company (as hereinafter defined), a “Conversion Event”)).

In the event the Company did not complete a qualified

financing or uplist at or before the maturity date, the outstanding balance of the Notes shall automatically converted without any

further action by the Holder into shares of the Company’s common stock at a conversion price equal to eighty-five percent

( 85 %) to the VWAP of the Common Stock on the OTC Markets for the five trading days immediately prior to maturity date.

The Note also

provided that if there was a Sale of the Company, as defined in the Note, the Holder could elect to receive a cash payment equal to

the aggregate amount of principal then outstanding under such Holder’s Note or convert the Note into shares of Common Stock

equal to 85 % of the VWAP of the Common Stock on the OTC Markets for the five trading days immediately prior to the Sale of the

Although the conversion price was dependent upon the type of Conversion Event that occurred, the Note carried a

ceiling and floor price:

the applicable conversion price was not lower than 85 % of the 5-day VWAP on the applicable Closing Date

(the “Floor Price”) nor was the applicable conversion price be higher than $ 3.50 per share (the “Ceiling

the Floor Price and Ceiling Price shall automatically adjusted in the event of a stock split or consolidation by the

Since the Floor Price was tied to the Closing Date, the Floor Price differed for investors who were part of different

The Floor Price for the investors who participated in the closings was equal to $ 2.47 or $ 2.68 per share.

The Investors

were granted piggyback registration rights for the shares of Common Stock underlying the Note.

The Note Purchase Agreement also contained customary

representations and warranties of the Company and the Investors, indemnification obligations of the Company, termination provisions, and

other obligations and rights of the parties.

The Company analyzed the embedded features of

the convertible notes and the debt discount is being amortized over the term of the convertible notes using the effective interest

method and the derivative liabilities are marked-to-market at each reporting date.

See Fair Value of Financial Instruments

in Note 2 – Summary of Significant Accounting Policies for additional information.

On March 25, 2025, the Company determined that

a Conversion Event had occurred pursuant to the terms of the Notes.

As a result, certain holders elected to convert their Notes at the

applicable Ceiling Price of $ 3.50 per share, resulting in the issuance of an aggregate of 898,573 shares of Common Stock in exchange for

$ 3,145,000 in outstanding principal under the Notes.

Following the conversion, the Company has no further obligations under the converted

The shares issued upon conversion are subject to piggyback registration rights previously granted to the investors.

Offering of Common Stock in Note 4 – Stockholders’ Equity

For the three and nine months ended March 31,

2025, the Company recorded discounts on convertible notes of $ 278,298 and $ 715,117 , respectively.

The carrying amount of convertible notes,

totaling $ 1,666,988 , including unamortized debt discount of $ 1,478,012 , was reclassed to equity.

As of March 31, 2025, the Company’s convertible

notes are as follows:

Principal amounts of convertible notes

2 unchanged sentences

Convertible notes, net of discount

4 – Stockholders’ Equity

Company’s Articles of Incorporation authorize the issuance of two classes of shares of stock.

The total number of shares which

this corporation is authorized to issue is 50,000,000 shares of $ 0.0001 par value common stock and 10,000,000 of

$ 0.0001 par value preferred stock.

No preferred shares were issued as of December 31, 2024.

and Vested Shares to Officers

October 27, 2020, the Company issued 1,623,920 shares of common stock to Jonathan Klamkin, Director and Chief Executive Officer

for $ 10,000 .

Initially 20 % or 324,784 shares vested on October 27, 2020, and the remaining 1,299,136 shares vest in equal amounts, monthly

over the subsequent 4 years.

The stock purchase agreement contains a repurchase option whereby unvested shares may be repurchased by

the Company, at the Company’s option.

At December 31, 2024, all shares of Jonathan Klamkin vested.

Rights Agreement

Company entered into a registration rights agreement that provides for certain liquidated damages upon the occurrence of a “Registration

Event,” which is defined as the occurrence of any of the following events:

(a) the Company fails to file with the Commission the

Registration Statement on or before the Registration Filing Date;

(b) the Registration Statement is not declared effective by the Commission

on or before the Registration Effectiveness Date;

to remain effective or the Holders of Registrable Securities covered thereby are otherwise not permitted to utilize the prospectus therein

to resell the Registrable Securities covered thereby, except for Blackout Periods permitted herein;

or (d) following the listing or inclusion

for quotation on an Approved Market, the Registrable Securities, if issued and outstanding, are not listed or included for quotation

on an Approved Market, or trading of the Common Stock is suspended or halted on the Approved Market, which at the time constitutes the

principal markets for the Common Stock, for more than three (3) full, consecutive Trading Days (other than as a result of (A) actions

or inactions of parties other than the Company or its affiliates or of the Approved Market not reasonably in the control of the Company,

or (B) suspension or halt of substantially all trading in equity securities (including the Common Stock) on the Approved Market).

maximum amount of liquidated damages that may be paid by the Company shall be an amount equal to eight percent ( 8 %) of the shares covered

by the registration rights agreement.

This filing covered 11,010,002 shares.

The Company currently expects to satisfy all of

its obligations under the Registration Agreement and does not expect to pay any damages pursuant to this agreement;

therefore, no liability

has been recorded.

5 – Stock-Based Compensation

June 2021, the Company sold 723,008 shares of common stock to certain individuals in exchange for future management advisory

services, for discounted prices price ranging from $ .0104 to $ .0195 per share.

The shares are subject to restrictions that

allow for repurchase of the shares by the Company due to a termination of the service agreement or other certain provisions.

This repurchase

right declines on a pro-rata basis over vesting periods (corresponding to the service period) ranging from 2 - 4 years.

to these issuances, the Company has recorded deferred compensation of $ 1,372,435 for the value of the shares in excess of the purchase

price paid by the advisors.

The deferred compensation was expensed as consulting expense in the consolidated statements of operation

over the service period.

March 2022, the Company signed an agreement to issue 150,000 shares of common stock valued at $ 300,000 to a consultant

for providing consulting services to the Company for eighteen months.

Related to these issuances, the Company has recorded deferred compensation

of $ 300,000 , which was expensed as consulting expense in the consolidated statements of operation over the eighteen months.

the three months ended December 31, 2024 and 2023, $ 6,981 have been amortized in the consolidated statements of operations and, for the

six months ended December 31, 2024 and 2023, $ 13,962 and $ 18,938 , respectively, have been amortized in the consolidated statements of

At December 31, 2024, $ 6,171 of deferred compensation included in the balance sheets is expected to be expensed within six

following is a schedule summarizing restricted stock awards for the periods indicated:

December 31, 2024

Conversion of convertible notes

( 1,666,988 )

Principal amounts of convertible notes

Note 4 – Stockholders’ Equity

Authorized Shares

The Company’s Articles of Incorporation

authorize the issuance of two classes of shares of stock.

The total number of shares which this corporation is authorized to issue is 50,000,000 shares

of $ 0.0001 par value common stock and 10,000,000 of $ 0.0001 par value preferred stock.

No preferred shares

were issued as of March 31, 2025.

Issued and Vested Shares to Officers

On October 27, 2020, the Company issued

1,623,920 shares of common stock to Jonathan Klamkin, Director and Chief Executive Officer for $ 10,000 .

Initially, 20 % or 324,784 shares

vested on October 27, 2020, and the remaining 1,299,136 shares vest in equal amounts, monthly over the subsequent 4 years.

The stock purchase

agreement contains a repurchase option whereby unvested shares may be repurchased by the Company, at the Company’s option.

March 31, 2025, all shares of Jonathan Klamkin vested.

Registration Rights Agreement

The Company entered into a registration rights

agreement that provides for certain liquidated damages upon the occurrence of a “Registration Event,” which is defined as

the occurrence of any of the following events:

(a) the Company fails to file with the Commission the Registration Statement on or before

the Registration Filing Date;

(b) the Registration Statement is not declared effective by the Commission on or before the Registration

Effectiveness Date;

of Registrable Securities covered thereby are otherwise not permitted to utilize the prospectus therein to resell the Registrable Securities

covered thereby, except for Blackout Periods permitted herein;

or (d) following the listing or inclusion for quotation on an Approved

Market, the Registrable Securities, if issued and outstanding, are not listed or included for quotation on an Approved Market, or trading

of the Common Stock is suspended or halted on the Approved Market, which at the time constitutes the principal markets for the Common

Stock, for more than three (3) full, consecutive Trading Days (other than as a result of (A) actions or inactions of parties other than

the Company or its affiliates or of the Approved Market not reasonably in the control of the Company, or (B) suspension or halt of substantially

all trading in equity securities (including the Common Stock) on the Approved Market).

The maximum amount of liquidated damages that may

be paid by the Company shall be an amount equal to eight percent ( 8 %) of the shares covered by the registration rights agreement.

filing covered 11,010,002 shares.

The Company currently expects to satisfy all of its obligations under the Registration Agreement

and does not expect to pay any damages pursuant to this agreement;

therefore, no liability has been recorded.

The Company filed the Registration Statement on

Form S-1 with the SEC, and it was declared effective on March 26, 2025.

As a result, the Company has satisfied the applicable filing and

effectiveness obligations under the Registration Rights Agreement and does not expect to pay any damages pursuant to this agreement.

no liability has been recorded.

Public Offering of Common Stock

On March 26, 2025, the Company entered into an

Underwriting Agreement (“UA”) with Craig-Hallum Capital Group LLC in connection with a public offering of 2,285,714 shares

of its common stock at a price of $ 5.25 per share.

The Company also granted the Underwriter a 30-day option to purchase up to an additional

342,857 shares to cover over-allotments, which was exercised in full on March 27, 2025.

The offering closed on March 28, 2025.

The offering was conducted pursuant to the Company’s

registration statements on Form S-1 (File No.

333-285469), declared effective by the SEC on March 25, 2025, and on Form S-1MEF filed under

Rule 462(b), effective March 26, 2025.

Total gross proceeds from the offering, including

the over-allotment option, were $ 13,799,998 .

Net proceeds, after underwriting discounts and offering expenses, were $ 12,587,439 .

intends to use the proceeds for business development, scaling manufacturing operations, and general corporate purposes.

Under the terms of the UA, the Company provided

a 7.0 % underwriting discount per share and issued to the Underwriter warrants to purchase up to 5.0 % of the total shares sold in the offering

(including the over-allotment shares), with an exercise price equal to 115 % of the public offering price.

See Note 7 - Warrants

In connection with the offering, the Company,

as well as its directors and officers, agreed to a 90-day lock-up period restricting sales or transfers of Company securities, subject

to customary exceptions.

The Underwriter has the discretion to release these restrictions at any time.

Note 5 – Stock-Based Compensation

Restricted Stock Awards

The Company has entered into various consulting

agreements that involved the issuance of common stock in exchange for future services.

These agreements included time-based vesting provisions

and repurchase rights tied to service terms.

In connection with these agreements, the Company recorded deferred compensation for the fair

value of the shares in excess of the amounts paid.

The deferred compensation is recognized as consulting expense in the consolidated statements

of operations over the respective service periods.

For the three months ended March 31, 2025 and

2024, $ 3,085 and $ 6,981 , respectively, have been amortized as consulting expense in the consolidated statements of operations and, for

the nine months ended March 31, 2025 and 2024, $ 17,047 and $ 25,919 , respectively, have been amortized in the consolidated statements of

At March 31, 2025, $ 3,086 of deferred compensation included in the consolidated balance sheets is expected to be recognized

as an expense within the next three months.

The following is a schedule summarizing restricted stock awards for

the periods indicated:

March 31, 2025

Three Months Ended

Six Months Ended

Nine Months Ended

Beginning balance

Ending balance

December 31, 2023

March 31, 2024

Three Months Ended

Six Months Ended

Nine Months Ended

Beginning balance

Ending balance

the three months ended September 30, 2023, the Company issued 6,500 options to purchase common stock to consultants.

expire in 10 years and have an exercise prices that range from $ 2.90 to $ 3.90 with immediate vesting.

the three months ended December 31, 2023, the Company issued 7,000 options to purchase common stock to a consultant.

expire in 10 years and have an exercise price that ranges from $ 2.50 to $ 3.43 with immediate vesting.

the three months ended March 31, 2024, the Company issued 6,500 options to purchase common stock to consultants.

expire in 10 years and have an exercise prices that range from $ 2.99 to $ 3.50 with immediate vesting.

Common Stock Options

During the three months ended September 30, 2023,

the Company granted 6,500 stock options to consultants.

The options expire in 10 years and have exercise prices that range from

$ 2.90 to $ 3.90 with immediate vesting.

During the three months ended December 31, 2023,

the Company granted 7,000 stock options to a consultant.

The options expire in 10 years and have an exercise price that ranges

from $ 2.50 to $ 3.43 with immediate vesting.

During the three months ended March 31, 2024,

31, 2024, the Company issued 100,821 options to purchase common stock to the board of directors.

The options expire in 10 years and vest

in nine months with an exercise price of $ 2.99 .

the three months ended September 30, 2024, the Company issued 12,000 options to purchase common stock to a consultant.

The options expire

in 10 years and have vest equally in twelve months with an exercise price of $ 3.13 .

the three months ended December 31, 2024, the Company issued 54,000 options to purchase common stock to consultants.

The options expire

in 10 years and have an exercise prices that range from $ 2.97 to $ 3.51 with vesting periods from six months to two years .

Company estimates the fair value of each option award using the Black-Scholes option-pricing model.

The Company used the following assumptions

for to estimate the fair value of stock options for the period presented:

Six Months Ended

the Company granted 6,500 stock options to consultants.

The options expire in 10 years and have exercise prices that range from

$ 2.99 to $ 3.50 with immediate vesting.

During the three months ended March 31, 2024, the Company issued 100,821 options to purchase common

stock to the board of directors.

The options expire in 10 years and vest in nine months with an exercise price of $ 2.99 .

During the three months ended September 30, 2024,

the Company issued 12,000 stock options to a consultant.

The options expire in 10 years and vest equally in twelve months with an exercise

price of $ 3.13 .

During the three months ended December 31, 2024,

the Company granted 54,000 stock options to consultants.

The options expire in 10 years and have exercise prices that range from $ 2.97

to $ 3.51 with vesting periods from six months to two years .

During the three months ended March 31, 2025,

the Company granted 451,354 stock options to employees and directors.

These options have a contractual term of 10 years and exercise prices

ranging from $ 5.93 to $ 8.86 .

Vesting schedules vary by grant and range from one month to 48 months.

The Company estimates the fair value of each option

award using the Black-Scholes option-pricing model.

The Company used the following assumptions to estimate the fair value of stock options

for the period presented:

Nine Months Ended

Weighted-average fair value

9 unchanged sentences

3.94 % - 4.92

the three months ended December 31, 2024 and 2023, stock-based compensation expenses for options granted were $ 149,103 and $ 135,919 ,

respectively.

For the six months ended December 31, 2024 and 2023, stock-based compensation expenses for options granted were $ 316,194

and $ 376,496 , respectively Unrecognized stock-based compensation expense was $ 620,570 and the average expected recognition period was

1.0 years as of December 31, 2024.

following is a schedule summarizing stock option activities for the periods presented:

For the three months ended March 31, 2025 and

2024, stock-based compensation expenses for options granted were $ 832,793 and $ 191,844 , respectively.

For the nine months ended March

31, 2025 and 2024, stock-based compensation expenses for options granted were $ 1,148,987 and $ 568,340 respectively.

Unrecognized stock-based

compensation expense was $ 2,562,963 , and the average expected recognition period was 1.0 years as of March 31, 2025.

The following is a schedule summarizing stock option activities for

the periods presented:

Three Months Ended

Exercise Price

Outstanding at October 1, 2024

Outstanding at January 1, 2025

Expired/forfeited

Outstanding at December 31, 2024

Exercisable at December 31, 2024

Outstanding at October 1, 2023

Outstanding at March 31, 2025

Exercisable at March 31, 2025

Outstanding at January 1, 2024

Expired/forfeited

Outstanding at December 31, 2023

Exercisable at December 31, 2023

Outstanding at March 31, 2024

Exercisable at March 31, 2024

(1) Represents

the excess of the fair value on the last day of period (which was $ 7.65 and $ 2.90 as of December 31, 2024 and 2023, respectively) over

the excess of the fair value on the last day of the period (which was $ 7.21 and $ 3.00 as of March 31, 2025 and 2024, respectively) over

the exercise price, multiplied by the number of options.

Nine Months Ended

Exercise Price

1 unchanged sentence

Expired/forfeited

Outstanding at December 31, 2024

Exercisable at December 31, 2024

Outstanding at March 31, 2025

Exercisable at March 31, 2025

Outstanding at July 1, 2023

Expired/forfeited

Outstanding at December 31, 2023

Exercisable at December 31, 2023

(1) Represents

the excess of the fair value on the last day of period (which was $7.65 and $2.90 as of December 31, 2024 and 2023, respectively) over

the exercise price, multiplied by the number of options.

6 – Facility Operating Lease

April 1, 2021, the Company commenced a 5 -year operating lease for a facility in Santa Barbara, California with total lease payments of

The Company determined the lease constitutes a Right of Use (ROU) asset and has recorded the present value of the lease

payments as an asset and liability per ASC 842.

Outstanding at March 31, 2024

Exercisable at March 31, 2024

Represents the excess of the fair value on the last day of the period (which was $7.21 and $3.00 as of March 31, 2025 and 2024, respectively) over the exercise price, multiplied by the number of options.

Note 6 – Facility Operating Lease

On April 1, 2021, the Company commenced a 5 -year

operating lease for a facility in Santa Barbara, California with total lease payments of $ 781,813 .

The Company determined the lease

constitutes a Right of Use (ROU) asset and has recorded the present value of the lease payments as an asset and liability per ASC 842.

The lease agreement waived the first three months of rent with payments commencing July 1, 2021.

At the commencement of the lease, the net present value of the lease payments was $ 767,553 .

In addition to these lease payments,

the Company is also responsible for its shares of common area operating expenses and electricity.

Such expenses are considered variable

costs and are not included in the measurement of the lease liability.

The lease agreement also provides for the option to extend the

lease for two additional sixty-month periods.

On July 1, 2023, one of the two options to extend was considered reasonably certain of

exercise and the Company remeasured the ROU asset and lease liability.

The Company recorded the net present value of $ 1,189,606 for both

the ROU asset and lease liability on July 1, 2023.

following table presents maturities of operating lease liabilities on an undiscounted basis as of December 31, 2024:

At the commencement of the lease, the

net present value of the lease payments was $ 767,553 .

In addition to these lease payments, the Company is also responsible for its shares

of common area operating expenses and electricity.

Such expenses are considered variable costs and are not included in the measurement

of the lease liability.

The lease agreement also provides for the option to extend the lease for two additional sixty-month periods.

July 1, 2023, one of the two options to extend was considered reasonably certain of exercise, and the Company remeasured the ROU asset

and lease liability.

The Company recorded the net present value of $ 1,189,606 for both the ROU asset and lease liability on July 1, 2023.

The following table presents maturities of operating

lease liabilities on an undiscounted basis as of March 31, 2025:

For the years ending June 30,

4 unchanged sentences

Lease liability, long term portion

lease term and the discount rate for the lease at December 31, 2024 is 6.3 years and 4.00 %, respectively.

The total lease expenses were

$ 41,441 and $ 49,344 for the three months ended December 31, 2024 and 2023, respectively, and $ 82,882 and $ 94,258 for the six months ended

December 31, 2024 and 2023, respectively.

The variable costs for common area operating expenses and electricity were $ 54,480 and $ 58,800

for the three months ended December 31, 2024 and 2023, respectively and $ 138,015 and $ 151,846 for the six months ended December 31, 2024

and 2023, respectively.

7 – Warrants to Purchase Common Stock

connection with the Offering held from December 2022 through May 2023, the Company issued warrants of 85,653 to purchase common stock

to the Placement Agents.

The warrants carry a term of 5 years and an exercise price of $ 3.00 .

following warrants to purchase common stock were outstanding as of December 31, 2024:

The lease term and the discount rate for the lease

at March 31, 2025 are 6.0 years and 4.00 %, respectively.

The total lease expenses were $ 48,349 and $ 31,398 for the three months ended

March 31, 2025 and 2024, respectively, and $ 131,231 and $ 125,656 for the nine months ended March 31, 2025 and 2024, respectively.

variable costs for common area operating expenses and electricity were $ 30,801 and $ 42,821 for the three months ended March 31, 2025 and

2024, respectively, and $ 168,816 and $ 194,667 for the nine months ended March 31, 2025 and 2024, respectively.

Note 7 – Warrants to Purchase Common

In connection with the public offering completed

on March 26, 2025, the Company issued warrants to the underwriter to purchase up to 131,427 shares, representing 5.0 % of the total shares

sold in the offering (including any shares issued pursuant to the underwriter’s over-allotment option).

The warrants are exercisable at

a price of $ 6.04 per share, which is equal to 115 % of the public offering price of $ 5.25 per share.

The following warrants to purchase common stock

were outstanding as of March 31, 2025:

Number of Shares Exercise Price Expiration Date

6 unchanged sentences

44,933 3.00 May 10, 2028

8 – Concentration of Credit Risk and Significant Customers

Company manages its credit risk associated with exposure to its direct customers on outstanding accounts receivable through the application

of credit approvals and other monitoring procedures.

131,427 6.04 March 26, 2030

Note 8 – Concentration of Credit Risk and Significant Customers

The Company manages its credit risk associated

with exposure to its direct customers on outstanding accounts receivable through the application of credit approvals and other monitoring

The Company closely monitors the aging of accounts receivable from its direct customers.

Significant customers are those that represent 10% or more of revenue or accounts receivable.

revenues, by percentage, from individual customers representing 10% or more of total revenues in the respective periods were as follows:

Significant customers are those that

represent 10% or more of revenue or accounts receivable.

Total revenues, by percentage, from individual

customers representing 10% or more of total revenues in the respective periods were as follows:

Three Months Ended

Six Months Ended

* Less than 10% of total

receivable, by percentage, from individual customers representing 10% or more of accounts receivable are set forth in the following table:

December 31, 2024

Nine Months Ended

than 10% of total

A, B, C, D and E are government agencies.

9 – Subsequent Event

Company has evaluated subsequent events through the filing date or the issuance of these financial statements and is not aware of any

material items that would require disclosure in the notes to the financial statements or would be required to be recognized as of December

Accounts receivable, by percentage, from individual customers representing

10% or more of accounts receivable are set forth in the following table:

March 31, 2025

than 10% of total

Customers A, B, C, D and E are government agencies.

Note 9 – Subsequent Event

The Company has evaluated subsequent events through

the filing date or the issuance of these financial statements and is not aware of any material items that would require disclosure in

the notes to the financial statements or would be required to be recognized as of March 31, 2025.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements