Financial Statements
−Removed: Condensed Consolidated Balance Sheets as of March 3 1 , 202 6 (Unaudited) and December 31, 2 025
−Removed: Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three Months Ended March 31 , 202 6 and 2 025
−Removed: Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three Months Ended March 31 , 202 6 and 20 25
−Removed: Unaudited Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31 , 202 6 and 20 25
+Added: Condensed Consolidated Balance Sheets as of June 3 0 , 2026 (Unaudited) and December 31, 2025
+Added: Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three and Six Months Ended June 30 , 2026 and 2025
+Added: Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three and Six Months Ended June 30 , 2026 and 2025
+Added: Unaudited Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 3 0 , 2026 and 2025
Notes to Unaudited Condensed Consolidated Financial Statements
5 unchanged sentences
Cash and cash equivalents $ 25,233,369 $ 51,018,657
−Removed: Accounts receivable, net of allowance for credit loss of $ 8,503,759 and $ 8,299,053 as of March 31, 2026 and December 31, 2025, respectively
+Added: Accounts receivable, net of allowance for credit loss of $ 8,540,616 and $ 8,299,053 as of June 30, 2026 and December 31, 2025, respectively
86,219,100 92,893,216
5 unchanged sentences
Restricted cash and cash equivalents 6,937,746 1,466,121
−Removed: Restricted investments (amortized cost of $ 13,101,884 and $ 15,737,694 as of March 31, 2026 and December 31, 2025, respectively)
+Added: Restricted investments (amortized cost of $ 15,952,661 and $ 15,737,694 as of June 30, 2026 and December 31, 2025, respectively)
15,900,466 15,845,875
19 unchanged sentences
Total liabilities 91,035,190 91,231,675
−Removed: Commitments and contingencies
+Added: Commitments and contingencies (Note 19)
Stockholders’ equity:
Common stock ($ 0.0001 par value;
−Removed: 500,000,000 shares authorized as of March 31, 2026 and December 31, 2025;
−Removed: 98,778,413 and 98,640,059 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively)
+Added: 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025;
+Added: 98,858,369 and 98,640,059 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively)
Additional paid-in-capital 331,260,586 325,416,366
10 unchanged sentences
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Revenues, net $ 73,424,719 $ 80,417,622 $ 148,975,203 $ 176,450,677
8 unchanged sentences
Loss from operations ( 17,922,223 ) ( 17,480,244 ) ( 36,633,314 ) ( 31,477,682 )
−Removed: Other income (expense):
+Added: Other (expense) income:
Interest expense, net ( 97,583 ) ( 443,662 ) ( 197,315 ) ( 869,946 )
3 unchanged sentences
Loss on remeasurement of operating and finance leases — ( 6,607 ) — ( 47,444 )
−Removed: (Loss) gain on disposal of fixed assets ( 62,493 ) 15,139
+Added: Loss on disposal of fixed assets ( 39,574 ) ( 48,354 ) ( 102,067 ) ( 33,215 )
Other income (expense) 123,211 101,046 388,175 ( 211,823 )
−Removed: Total other income (expense) 2,030,537 ( 805,549 )
−Removed: Net loss before income tax (expense) benefit ( 16,680,554 ) ( 14,802,987 )
+Added: Total other (expense) income ( 13,946 ) ( 436,394 ) 2,016,591 ( 1,241,943 )
+Added: Net loss before income tax (provision) benefit ( 17,936,169 ) ( 17,916,638 ) ( 34,616,723 ) ( 32,719,625 )
(Provision for) benefit from income taxes ( 56,129 ) 4,626,745 ( 75,412 ) 8,350,432
4 unchanged sentences
Other comprehensive (loss) income
−Removed: Unrealized loss on investments, net of tax ( 71,904 ) —
+Added: Unrealized (loss) gain on investments, net of tax ( 54,965 ) 76,733 ( 126,869 ) 76,733
Foreign currency translation adjustment ( 23,730 ) 927,462 ( 91,246 ) 1,423,000
25 unchanged sentences
Balance - March 31, 2025 100,183,888 $ 10,018 $ 318,417,191 $ ( 10,807,482 ) $ 1,717,407 $ ( 7,412,331 ) $ 301,924,803
+Added: Common stock repurchased ( 2,527,900 ) ( 253 ) ( 5,076,699 ) — — — ( 5,076,952 )
+Added: Stock-based compensation 166,042 17 3,308,137 — — — 3,308,154
+Added: Shares withheld for taxes ( 64,955 ) ( 6 ) ( 139,569 ) — — — ( 139,575 )
+Added: Net loss attributable to noncontrolling interests — — — — — ( 2,134,647 ) ( 2,134,647 )
+Added: Other comprehensive income — — — — 1,004,195 — 1,004,195
+Added: Net loss attributable to stockholders of DocGo Inc.
+Added: and Subsidiaries
+Added: — — — ( 11,155,246 ) — — ( 11,155,246 )
+Added: Balance - June 30, 2025 97,757,075 $ 9,776 $ 316,509,060 $ ( 21,962,728 ) $ 2,721,602 $ ( 9,546,978 ) $ 287,730,732
Common Stock Additional
6 unchanged sentences
Balance - December 31, 2025 98,640,059 $ 9,864 $ 325,416,366 $ ( 183,801,795 ) $ 2,387,404 $ ( 18,140,502 ) $ 125,871,337
−Removed: Common stock repurchased — — — — — — —
Stock-based compensation 173,085 17 3,224,767 — — — 3,224,784
7 unchanged sentences
Balance - March 31, 2026 98,778,413 $ 9,878 $ 328,618,933 $ ( 198,564,926 ) $ 2,247,984 $ ( 21,101,478 ) $ 111,210,391
+Added: Stock-based compensation 103,484 10 2,655,516 — — — 2,655,526
+Added: Shares withheld for taxes ( 23,528 ) ( 2 ) ( 13,863 ) — — — ( 13,865 )
+Added: Net loss attributable to noncontrolling interests — — — — — ( 2,172,021 ) ( 2,172,021 )
+Added: Other comprehensive loss — — — — ( 78,695 ) — ( 78,695 )
+Added: Net loss attributable to stockholders of DocGo Inc.
+Added: and Subsidiaries
+Added: — — — ( 15,820,277 ) — — ( 15,820,277 )
+Added: Balance - June 30, 2026 98,858,369 $ 9,886 $ 331,260,586 $ ( 214,385,203 ) $ 2,169,289 $ ( 23,273,499 ) $ 95,781,059
The accompanying notes are an integral part of these unaudited Condensed Consolidated Financial Statements.
1 unchanged sentence
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Three Months Ended
+Added: Six Months Ended
CASH FLOWS FROM OPERATING ACTIVITIES:
4 unchanged sentences
Amortization of finance lease right-of-use assets 2,750,495 2,558,381
−Removed: Loss (gain) on disposal of fixed assets 62,493 ( 15,139 )
+Added: Loss on disposal of fixed assets 102,067 33,215
Deferred income tax expense 12,963 ( 8,806,213 )
20 unchanged sentences
Proceeds from disposal of property and equipment 44,563 177,329
−Removed: Net cash provided by (used in) investing activities 1,659,120 ( 5,294,314 )
+Added: Net cash used in investing activities ( 2,216,990 ) ( 27,110,236 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayments of notes payable ( 28,210 ) ( 6,258 )
+Added: Due to seller ( 75,835 ) ( 750,919 )
Earnout payments on contingent liabilities — ( 265,538 )
5 unchanged sentences
Effect of exchange rate changes on cash and cash equivalents ( 69,477 ) 968,129
−Removed: Net decrease in cash, cash equivalents, restricted cash and restricted cash equivalents ( 5,669,442 ) ( 4,278,263 )
+Added: Net (decrease) increase in cash, cash equivalents, restricted cash and restricted cash equivalents ( 20,313,663 ) 1,217,265
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period 52,484,778 107,337,307
3 unchanged sentences
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: Three Months Ended
+Added: Six Months Ended
Supplemental disclosure of cash and non-cash transactions:
37 unchanged sentences
Liquidity and Going Concern
−Removed: The Company experienced a decline in current operating results, incurred operating losses both in 2025 and for the three months ended March 31, 2026, and had large customer contracts that were not renewed and ended, specifically in regard to its municipal migrant-related programs.
−Removed: These conditions have continued to extend into 2026.
−Removed: As of March 31, 2026, the Company had $ 35,675,081 of unrestricted cash and cash equivalents and working capital of $ 60,949,080 .
−Removed: During 2025, the Company collected older invoices from municipal customers for services provided in 2024 and early 2025, and operating
+Added: The Company experienced a decline in current operating results, incurred operating losses in 2025 and for the three and six months ended June 30, 2026, and had large customer contracts that were not renewed and ended, specifically in regard to its municipal migrant-related programs.
+Added: As of June 30, 2026, the Company had $ 25,233,369 of unrestricted cash and cash equivalents and working capital of $ 47,463,865 .
+Added: During 2025, the Company collected older invoices from municipal customers for services provided in 2024 and early 2025, and operating cash flows were sufficient to offset the Company’s
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: cash flows were sufficient to offset the Company’s operating losses.
+Added: operating losses.
The Company expects that near-term operating results will continue to generate operating losses and will require utilization of its available unrestricted cash and cash equivalents.
2 unchanged sentences
There can be no assurance that the Company will be successful in reaching a resolution or that the credit facility will remain available;
−Removed: however, these discussions are still progressing as of March 31, 2026.
−Removed: As a result, the Company, along with its Board of Directors, has reviewed and extensively discussed certain plans to reduce cash utilization and operating costs.
+Added: however, these discussions were still progressing as of June 30, 2026.
+Added: The Company was also in the process of obtaining a term loan which would serve to replace the credit facility.
+Added: As a result of the ongoing operating losses, the Company, along with its Board of Directors, has reviewed and extensively discussed certain plans to reduce cash utilization and operating costs.
These plans include, among other options, a larger portion of compensation paid utilizing stock in lieu of cash, intensified collection efforts focused on closing out open municipal receivables from ended contracts, reduction in workforce, delayed spending on certain business growth strategies, and utilization of the Company’s available line of credit, subject to the resolution described above.
20 unchanged sentences
Moreover, the PCs do not have sufficient equity to finance their activities without additional subordinated financial support.
−Removed: Based on the foregoing, these entities are considered VIEs, and an enterprise having a controlling financial interest in a VIE must consolidate the VIE if it is the primary beneficiary, meaning it has (1) the power to direct the activities of the VIE that most significantly impacts the VIE’s economic performance (power) and (2) the obligation to absorb losses of the VIE that
+Added: Based on the foregoing, these entities are considered VIEs, and an enterprise having a controlling financial interest in a VIE must consolidate the VIE if it is the primary beneficiary, meaning it has (1) the power to direct the activities of the VIE that most
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits).
+Added: significantly impacts the VIE’s economic performance (power) and (2) the obligation to absorb losses of the VIE that potentially could be significant to the VIE or the right to receive benefits from the VIE that potentially could be significant to the VIE (benefits).
In accordance with corporate practice of medicine restrictions, all clinical treatment decisions are made solely by licensed healthcare professionals engaged by the PCs.
2 unchanged sentences
The Company has therefore determined that it is the primary economic beneficiary of the PCs and appropriately consolidates them as VIEs.
−Removed: Net loss for the Company’s VIEs was $ 1,767,756 and $ 1,711,511 for the three months ended March 31, 2026 and 2025, respectively.
−Removed: Total assets, exclusive of intercompany assets, amounted to $ 10,270,219 and $ 7,039,301 as of March 31, 2026 and December 31, 2025, respectively.
−Removed: Total liabilities, exclusive of intercompany liabilities, were $ 22,781,072 and $ 17,782,198 as of March 31, 2026 and December 31, 2025, respectively.
−Removed: The Company’s VIEs’ total stockholders’ deficit was $ 12,510,853 and $ 10,742,897 as of March 31, 2026 and December 31, 2025, respectively.
+Added: Net loss for the Company’s VIEs was $ 2,292,093 and $ 2,392,937 for the three months ended June 30, 2026 and 2025, respectively, and $ 4,059,850 and $ 4,104,448 for the six months ended June 30, 2026 and 2025, respectively.
+Added: Total assets, exclusive of intercompany assets, amounted to $ 8,719,363 and $ 7,039,301 as of June 30, 2026 and December 31, 2025, respectively.
+Added: Total liabilities, exclusive of intercompany liabilities, were $ 23,522,309 and $ 17,782,198 as of June 30, 2026 and December 31, 2025, respectively.
+Added: The Company’s VIEs’ total stockholders’ deficit was $ 14,802,946 and $ 10,742,897 as of June 30, 2026 and December 31, 2025, respectively.
Foreign Currency
3 unchanged sentences
The unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss are translated at the weighted average rate of exchange during the applicable period.
−Removed: The resulting unrealized translation adjustment for the three months ended March 31, 2026 and 2025 were $( 67,516 ) and $ 495,538 , respectively.
+Added: The resulting unrealized translation adjustment for the three months ended June 30, 2026 and 2025 were $( 23,730 ) and $ 927,462 , respectively, and $( 91,246 ) and $ 1,423,000 for the six months ended June 30, 2026 and 2025, respectively.
Use of Estimates
15 unchanged sentences
The Company attempts to minimize concentration of credit risk by maintaining its cash and restricted cash with institutions of sound financial quality.
−Removed: At times, cash balances may exceed limits federally insured by the Federal Deposit Insurance Corporation (“FDIC”).
−Removed: The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the funds are held.
−Removed: Most of the Company’s cash equivalents, restricted cash equivalents, and
+Added: At times, cash balances may exceed limits federally insured by the Federal Deposit Insurance Corporation
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: restricted investments are invested in U.S.
+Added: The Company believes it is not exposed to significant credit risk due to the financial strength of the depository institutions in which the funds are held.
+Added: Most of the Company’s cash equivalents, restricted cash equivalents, and restricted investments are invested in U.S.
treasury securities and corporate bonds, all of which have credit ratings of “A” or above.
Major Customers
−Removed: The Company had two customers that each accounted for approximately 10 % of revenues for the three months ended March 31, 2026, one of which is the same customer that accounted for approximately 47 % of revenues for the three months ended March 31, 2025.
−Removed: As of March 31, 2026, the Company had two customers that accounted for approximately 23 % and 10 %, respectively, of net accounts receivable.
+Added: The Company had two customers that accounted for approximately 13 % and 11 % of revenues, respectively, for the three months ended June 30, 2026, one of which is the same customer that accounted for approximately 34 % of revenues for the three months ended June 30, 2025.
+Added: The Company had two customers that accounted for approximately 11 % and 10 % of revenues, respectively, for the six months ended June 30, 2026, one of which is the same customer that accounted for approximately 42 % of revenues for the six months ended June 30, 2025.
+Added: As of June 30, 2026, the Company had two customers that accounted for approximately 16 % and 14 %, respectively, of net accounts receivable.
As of December 31, 2025, the Company had the same two customers that accounted for approximately 23 % and 12 %, respectively, of net accounts receivable.
−Removed: The Company had no significant vendor concentration for the three months ended March 31, 2026.
−Removed: For the three months ended March 31, 2025, one vendor accounted for 20 % of total costs.
+Added: The Company had no significant vendor concentration for the three and six months ended June 30, 2026.
+Added: For the three and six months ended June 30, 2025, one vendor accounted for 13 % and 16 % of total costs, respectively.
Reclassifications
6 unchanged sentences
are insured by the FDIC and are in excess of FDIC insured limits.
−Removed: The Company had cash balances of approximately $ 1,474,896 and $ 1,788,119 with foreign financial institutions as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company had cash balances of approximately $ 1,335,238 and $ 1,788,119 with foreign financial institutions as of June 30, 2026 and December 31, 2025, respectively.
Restricted Cash and Cash Equivalents and Restricted Investments
8 unchanged sentences
maintains certain levels of cash and cash equivalents related to its self-insurance exposures.
−Removed: The Company also maintains certain cash balances related to its insurance programs, which are held in a self-depleting trust and restricted as to withdrawal or use by the Company other than to pay or settle self-insured claims and costs.
−Removed: These amounts are reflected in restricted cash and cash equivalents in the accompanying unaudited Condensed Consolidated Balance Sheets.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: The Company also maintains certain cash balances related to its insurance programs, which are held in a self-depleting trust and restricted as to withdrawal or use by the Company other than to pay or settle self-insured claims and costs.
+Added: These amounts are reflected in restricted cash and cash equivalents in the accompanying unaudited Condensed Consolidated Balance Sheets.
Beginning in April 2025, the Company invested a portion of its restricted cash and cash equivalents held in the self-depleting trust into a restricted investment portfolio of marketable fixed income securities.
5 unchanged sentences
Realized gains and losses on the sale of available-for-sale securities, including other-than-temporary impairments, are determined using the specific identification method.
−Removed: The following tables present the Company’s restricted cash equivalents and restricted investments as of March 31, 2026 and December 31, 2025, respectively.
−Removed: March 31, 2026
+Added: The following tables present the Company’s restricted cash equivalents and restricted investments as of June 30, 2026 and December 31, 2025, respectively.
+Added: June 30, 2026
Amortized Cost Basis Gross Unrealized Gains Gross Unrealized Losses Fair Value
13 unchanged sentences
Included in restricted investments $ 15,737,694 $ 108,678 $ ( 497 ) $ 15,845,875
−Removed: The following table summarizes the contractual maturities of the Company’s restricted cash equivalents and restricted investments as of March 31, 2026 and December 31, 2025, respectively:
+Added: The following table summarizes the contractual maturities of the Company’s restricted cash equivalents and restricted investments as of June 30, 2026 and December 31, 2025, respectively:
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 December 31, 2025
+Added: June 30, 2026 December 31, 2025
Amortized Cost Fair Value Amortized Cost Fair Value
3 unchanged sentences
Total $ 22,890,406 $ 22,838,212 $ 17,203,597 $ 17,311,996
−Removed: Proceeds from the sales and maturities of the fixed income marketable securities were $ 15,499,834 and $ 0 for the three months ended March 31, 2026 and March 31, 2025, respectively.
−Removed: The Company included in other income (expense) in the unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss, a net realized gain of $ 7,112 and $ 0 for the three months ended March 31, 2026 and March 31, 2025, respectively.
−Removed: There were no significant credit losses recognized during the three months ended March 31, 2026 and March 31, 2025.
+Added: Proceeds from the sales and maturities of the fixed income marketable securities were $ 25,930,902 and $ 9,323,535 for the three months ended June 30, 2026 and June 30, 2025, respectively.
+Added: Proceeds from the sales and maturities of the fixed income marketable securities were $ 41,430,736 and $ 9,323,535 for the six months ended June 30, 2026 and June 30, 2025, respectively.
+Added: The Company included in other income (expense) in the unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss, a net realized gain of $ 168 and $ 7,280 for the three and six months ended June 30, 2026, respectively, and $ 435 for the three and six months ended June 30, 2025.
+Added: There were no significant credit losses recognized during the three and six months ended June 30, 2026 and June 30, 2025.
Fair Value of Financial Instruments
6 unchanged sentences
Unobservable inputs that are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation.
−Removed: Fair value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of March 31, 2026 and December 31, 2025.
+Added: Fair value measurements discussed herein are based upon certain market assumptions and pertinent information available to management as of June 30, 2026 and December 31, 2025.
For certain financial instruments, including cash, accounts receivable, prepaid expenses, other current assets, restricted cash, accounts payable, accrued expenses, and due to seller, the carrying amounts approximate their fair values as they are short term in nature.
5 unchanged sentences
Contingent Consideration
−Removed: In connection with the acquisition of Exceptional Medical Transportation, LLC (“Exceptional”), the Company also agreed to pay up to $ 2,000,000 in contingent consideration upon meeting certain performance conditions within two years of the closing date of such acquisition.
−Removed: The Company did not record a change in fair value of contingent consideration for the
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: three months ended March 31, 2026 and 2025.
−Removed: During the three months ended March 31, 2025, the Company made a payment for the final installment due on the contingent liability in the amount of $ 265,538 .
−Removed: There was no remaining contingent liability balance for Exceptional as of March 31, 2026 and December 31, 2025 (see Note 4).
+Added: In connection with the acquisition of Exceptional Medical Transportation, LLC (“Exceptional”), the Company also agreed to pay up to $ 2,000,000 in contingent consideration upon meeting certain performance conditions within two years of the closing date of such acquisition.
+Added: The Company did not record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.
+Added: During the six months ended June 30, 2025, the Company made a payment for the final installment due on the contingent liability in the amount of $ 265,538 .
+Added: There was no remaining contingent liability balance for Exceptional as of June 30, 2026 and December 31, 2025 (see Note 4).
In connection with the acquisition of Cardiac RMS, LLC (“CRMS”), the Company recorded $ 15,822,190 in contingent consideration, consisting of an estimated true-up payment of $ 2,088,243 to be paid in 2024 based on the attainment of full-year 2023 EBIDTA targets (the “True-Up Payment”) and estimated earn out payments amounting to $ 13,733,947 .
The earn out payments are to be paid out over 36 months, beginning in 2025, for the remaining 49 % equity of CRMS, based on CRMS’ attainment of full-year EBITDA targets.
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2026 and 2025.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.
On May 29, 2024, the Company made a portion of the True-up Payment in the amount of $ 1,000,000 .
2 unchanged sentences
The settlement amount exceeded the estimated contingent consideration for the CRMS Earn Out Payment by $ 196,488 .
−Removed: The estimated contingent consideration amount payable for CRMS was $ 5,076,592 as of March 31, 2026 and December 31, 2025 (see Note 4).
+Added: The estimated contingent consideration amount payable for CRMS was $ 5,076,592 as of June 30, 2026 and December 31, 2025 (see Note 4).
In connection with the acquisition of Professional Technicians, LLC (“PTI”), the Company recorded $ 240,000 in contingent consideration to be paid upon meeting certain performance conditions during the period beginning on April 1, 2025 and ending on March 31, 2026.
−Removed: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 60,000 for the three months ended March 31, 2026.
−Removed: The Company did not record a change in the fair value of contingent consideration for the three months ended March 31, 2025.
−Removed: The estimated contingent liability for PTI was $ 300,000 and $ 240,000 as of March 31, 2026 and December 31, 2025, respectively (see Note 4).
+Added: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 0 and $ 60,000 for the three and six months ended June 30, 2026, respectively.
+Added: The Company did not record a change in the fair value of contingent consideration for the three and six months ended June 30, 2025.
+Added: The estimated contingent liability for PTI was $ 300,000 and $ 240,000 as of June 30, 2026 and December 31, 2025, respectively (see Note 4).
In connection with the acquisition of SteadyMD, Inc.
(“SteadyMD”), the Company recorded $ 2,300,000 in contingent consideration to be paid upon achieving certain revenue targets during the 12 month period between January 1, 2026 and December 31, 2026.
−Removed: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 2,700,000 for the three months ended March 31, 2026.
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025.
−Removed: The estimated contingent liability for SteadyMD was $ 5,000,000 and $ 2,300,000 as of March 31, 2026 and December 31, 2025, respectively (see Note 4).
+Added: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 0 and $ 2,700,000 for the three and six months ended June 30, 2026, respectively.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2025.
+Added: The estimated contingent liability for SteadyMD was $ 5,000,000 and $ 2,300,000 as of June 30, 2026 and December 31, 2025, respectively (see Note 4).
In connection with the acquisition of Primary Care Ambulance (“PCA”), the Company recorded $ 200,000 in contingent consideration to be paid upon meeting certain continued employment conditions.
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2026 and 2025.
−Removed: The estimated contingent liability for PCA was $ 200,000 as of March 31, 2026 and December 31, 2025 (see Note 4).
+Added: During the three and six months ended June 30, 2026, the Company reclassified the contingent liability to due to seller.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.
+Added: The estimated contingent liability for PCA was $ 0 and $ 200,000 as of June 30, 2026 and December 31, 2025, respectively (see Note 4).
Impairment of Goodwill
1 unchanged sentence
The Company concluded that one reporting unit within the Mobile Health Services operating segment, Rapid Temps, LLC (“Rapid Temps”), had a fair value less than its carrying value due to its financial performance and downward revisions in projected financial outlook.
−Removed: As a result of the quantitative assessment, the Company recognized a non-cash goodwill impairment charge of $ 8,718,398 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
+Added: As a result of the quantitative assessment, the Company recognized a non-cash goodwill impairment charge of $ 8,718,398 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive Loss.
The charge has no impact on cash flow, liquidity, or compliance with debt covenants (see Note 5).
The Company estimated the fair value of the Rapid Temps reporting unit by utilizing a discounted cash flow model based on the present value of estimated future cash flows, discounted at an appropriate rate.
−Removed: This calculation contains uncertainties as it requires management to make assumptions including, but not limited to, forecasted revenue and EBITDA, appropriate discount rates, and perpetual growth rates.
−Removed: Fair value of the reporting unit is, therefore, determined using significant unobservable inputs, or level 3 in the fair value hierarchy.
−Removed: During the fourth quarter of fiscal 2025, the Company identified an additional impairment triggering event associated with a sustained decrease in its publicly quoted share price and market capitalization, and accordingly, performed a goodwill quantitative assessment.
−Removed: As a result of the quantitative assessment, the Company concluded that several reporting units
+Added: This calculation contains uncertainties as it requires management to make assumptions including, but not limited to, forecasted revenue and
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: within the Mobile Health Services, Transportation Services and Corporate operating segments had fair values less than their respective carrying values.
−Removed: The Company therefore recognized a non-cash goodwill impairment charge of $ 49,509,698 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
+Added: EBITDA, appropriate discount rates, and perpetual growth rates.
+Added: Fair value of the reporting unit is, therefore, determined using significant unobservable inputs, or level 3 in the fair value hierarchy.
+Added: During the fourth quarter of fiscal 2025, the Company identified an additional impairment triggering event associated with a sustained decrease in its publicly quoted share price and market capitalization, and accordingly, performed a goodwill quantitative assessment.
+Added: As a result of the quantitative assessment, the Company concluded that several reporting units within the Mobile Health Services, Transportation Services and Corporate operating segments had fair values less than their respective carrying values.
+Added: The Company therefore recognized a non-cash goodwill impairment charge of $ 49,509,698 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive Loss.
The charge has no impact on cash flow, liquidity or compliance with debt covenants (see Note 5).
8 unchanged sentences
The undiscounted cash flows were not sufficient to recover the carrying value of each asset group, and therefore, the Company then compared the carrying value of each finite-lived intangible asset group to its respective fair value to measure the impairment loss.
−Removed: As a result of the quantitative assessment, the Company recognized a total non-cash finite-lived intangible asset impairment charge of $ 8,020,343 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
+Added: As a result of the quantitative assessment, the Company recognized a total non-cash finite-lived intangible asset impairment charge of $ 8,020,343 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive Loss.
The charge has no impact on cash flow, liquidity, or compliance with debt covenants (see Note 6).
2 unchanged sentences
These asset groups consist of both finite-lived and indefinite-lived intangible assets within the Mobile Health Services, Transportation Services, and Corporate operating segments.
−Removed: As a result of the assessment, the Company recognized a total non-cash impairment charge of $ 22,627,902 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
+Added: As a result of the assessment, the Company recognized a total non-cash impairment charge of $ 22,627,902 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive Loss.
The charge has no impact on cash flow, liquidity, or compliance with debt covenants (see Note 6).
4 unchanged sentences
The Company has invested in equity securities without readily determinable fair values and has elected to measure them using the measurement alternative in accordance with ASC 321, Investments — Equity Securities (“ASC 321”).
−Removed: This investment is carried at cost less any impairment and adjusted to fair value if there are observable price changes for an identical or similar investment of the same issuer.
−Removed: During the fourth quarter of the year ended December 31, 2025, the Company recognized an impairment loss of $ 5,000,000 based on the latest available financial information and estimated recoverable value of the investment (see Note 7).
−Removed: Accounts Receivable
+Added: This investment is carried at cost less any impairment and adjusted to fair value if there are observable price changes for an
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: identical or similar investment of the same issuer.
+Added: During the fourth quarter of the year ended December 31, 2025, the Company recognized an impairment loss of $ 5,000,000 based on the latest available financial information and estimated recoverable value of the investment (see Note 7).
+Added: Accounts Receivable
The Company contracts with hospitals, healthcare facilities, businesses, state and local government entities, and insurance providers to provide Mobile Health Services and Transportation Services at specified rates.
14 unchanged sentences
As of January 1, 2026, the Company held a beginning balance in its allowance for credit losses on accounts receivable of $ 8,299,053 .
−Removed: The Company recognized an additional provision for credit losses and write offs of $ 1,727,270 and $( 1,522,564 ), respectively, for the three months ended March 31, 2026.
−Removed: The Company’s balance in its allowance for credit losses amounted to $ 8,503,759 as of March 31, 2026.
+Added: The Company recognized an additional provision for credit losses and write offs of $ 1,106,983 and $( 1,070,126 ), respectively, for the three months ended June 30, 2026 and $ 2,834,253 and $( 2,592,690 ), respectively for the six months ended June 30, 2026.
+Added: The Company’s balance in its allowance for credit losses amounted to $ 8,540,616 as of June 30, 2026.
Property and Equipment
9 unchanged sentences
Leasehold improvements Shorter of useful life of asset or lease term
−Removed: Expenditures for repairs and maintenance are charged to expense as incurred.
−Removed: Expenditures that improve an asset or extend its estimated useful life are capitalized.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Expenditures for repairs and maintenance are charged to expense as incurred.
+Added: Expenditures that improve an asset or extend its estimated useful life are capitalized.
Software Development Costs
29 unchanged sentences
(iii) current, historical or projected deterioration of the Company’s financial performance;
−Removed: or (iv) a sustained decrease in the Company’s market capitalization, as indicated by its publicly quoted share price, below its net carrying value.
+Added: or (iv) a sustained
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: decrease in the Company’s market capitalization, as indicated by its publicly quoted share price, below its net carrying value.
Line of Credit
4 unchanged sentences
Related party transactions are recorded within operating expenses in the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
−Removed: For details regarding the related party transactions that occurred during the three months ended March 31, 2026 and 2025, refer to Note 16.
+Added: For details regarding the related party transactions that occurred during the three and six months ended June 30, 2026 and 2025, refer to Note 16.
Revenue Recognition
23 unchanged sentences
This segment also provides solutions to large, typically underserved, population groups, typically through arrangements with municipalities, which include a variety of healthcare services.
−Removed: The services offered by this segment include virtual care and diagnostics, remote patient monitoring, phlebotomy, addressing gaps in care and primary care physician services.
+Added: The services offered by this segment include
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: virtual care and diagnostics, remote patient monitoring, phlebotomy, addressing gaps in care and primary care physician services.
Transportation Services :
19 unchanged sentences
Revenue Breakdown Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Primary Geographical Markets
9 unchanged sentences
The Company accounts for stock-based compensation using the provisions of ASC 718, Stock-Based Compensation , which requires the recognition of the fair value of stock-based compensation.
−Removed: The Company expenses stock-based compensation over the requisite service period based on the estimated grant-date fair value of the awards.
−Removed: The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
+Added: The Company expenses stock-based compensation over the requisite service period based on the
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Company accounts for forfeitures as they occur.
+Added: estimated grant-date fair value of the awards.
+Added: The Company estimates the fair value of stock option grants using the Black-Scholes option pricing model, and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
+Added: The Company accounts for forfeitures as they occur.
For performance-based awards with a market condition, the Company estimates the fair value of awards using a Monte Carlo simulation.
9 unchanged sentences
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Net loss attributable to stockholders of DocGo Inc.
15 unchanged sentences
Equity investments (except those accounted for under the equity method of accounting or those that result in consolidation with the Company) that do not have readily determinable fair values are recorded as equity investments without readily determinable fair value in accordance with ASC 321.
−Removed: All equity investments without readily determinable fair value are assessed for impairment when events or changes in circumstances indicate that the carrying amounts may not be recoverable, and measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer.
−Removed: The recoverable value of the investment is determined based on the Company’s best estimate of the amount that could be realized from the investment, which considers the latest financial information.
+Added: All equity investments without readily determinable fair value are assessed for impairment when events or changes in circumstances indicate that the carrying amounts may not be
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: recoverable, and measured at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer.
+Added: The recoverable value of the investment is determined based on the Company’s best estimate of the amount that could be realized from the investment, which considers the latest financial information.
The Company categorizes a lease at its inception as either an operating or finance lease based on the criteria in ASC 842, Leases (“ASC 842”).
57 unchanged sentences
Property and Equipment, Net
−Removed: Property and equipment, net as of March 31, 2026 and December 31, 2025 are as follows:
+Added: Property and equipment, net as of June 30, 2026 and December 31, 2025 are as follows:
2026 December 31,
8 unchanged sentences
Property and equipment, net $ 12,711,083 $ 14,558,427
−Removed: During the three months ended March 31, 2026, the Company disposed of assets with a cost of $ 450,189 and accumulated depreciation of $ 365,793 for proceeds of $ 21,903 .
−Removed: The Company recorded a loss on disposal of $ 62,493 for the three months ended March 31, 2026.
−Removed: During the three months ended March 31, 2025, the Company disposed of assets with a cost of $ 725,303 and accumulated depreciation of $ 646,101 for proceeds of $ 94,341 .
−Removed: The Company recorded a gain on disposal of $ 15,139 for the three months ended March 31, 2025.
+Added: During the six months ended June 30, 2026, the Company disposed of assets with a cost of $ 603,348 and accumulated depreciation of $ 456,718 for proceeds of $ 44,563 .
+Added: During the six months ended June 30, 2025, the Company disposed of assets with a cost of $ 1,194,489 and accumulated depreciation of $ 983,945 for proceeds of $ 177,329 .
+Added: The Company recorded a loss on disposal of $ 39,574 and $ 48,354 for the three months ended June 30, 2026 and June 30, 2025, respectively.
+Added: The Company recorded a loss on disposal of $ 102,067 and $ 33,215 for the six months ended June 30, 2026 and June 30, 2025, respectively.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The Company recorded depreciation expense of $ 1,266,513 and $ 1,220,806 for the three months ended March 31, 2026 and 2025, respectively.
+Added: The Company recorded depreciation expense of $ 1,238,431 and $ 1,211,772 for the three months ended June 30, 2026 and 2025, respectively.
+Added: The Company recorded depreciation expense of $ 2,504,944 and $ 2,432,577 for the six months ended June 30, 2026 and 2025, respectively.
Exceptional Medical Transportation, LLC
1 unchanged sentence
The Company also agreed to pay up to $ 2,000,000 in contingent consideration upon meeting certain performance conditions within two years of the closing date of such acquisition.
−Removed: During the three months ended March 31, 2026, the Company recorded $ 1,378 additional pre-acquisition accounts receivable through due to seller, the liability established during acquisition.
−Removed: During the three months ended March 31, 2025, the Company recorded $ 19,891 additional pre-acquisition accounts receivable through due to seller.
−Removed: As of March 31, 2026 and December 31, 2025, there were remaining due to seller balances pertaining to pre-acquisition accounts receivable of $ 55,804 and $ 54,426 , respectively.
−Removed: The Company did not record a change in fair value of contingent consideration for the three months ended March 31, 2026 and 2025.
−Removed: During the three months ended March 31, 2025, the Company made a payment for the second installment due on the contingent liability in the amount of $ 265,538 .
−Removed: There was no contingent consideration amount payable for Exceptional as of March 31, 2026 and December 31, 2025.
+Added: During the three and six months ended June 30, 2026, the Company recorded $ 1,543 and $ 2,921 additional pre-acquisition accounts receivable through due to seller, the liability established during acquisition, respectively.
+Added: During the three and six months ended June 30, 2025, the Company recorded $ 874 and $ 20,765 additional pre-acquisition accounts receivable through due to seller, respectively.
+Added: As of June 30, 2026 and December 31, 2025, there were remaining due to seller balances pertaining to pre-acquisition accounts receivable of $ 57,347 and $ 54,426 , respectively.
+Added: The Company did not record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.
+Added: During the six months ended June 30, 2025, the Company made a payment for the second installment due on the contingent liability in the amount of $ 265,538 .
+Added: There was no contingent consideration amount payable for Exceptional as of June 30, 2026 and December 31, 2025.
Cardiac RMS, LLC
6 unchanged sentences
As the Company already controlled CRMS, and retained control over CRMS subsequent to the CRMS Earnout Payment, the Company accounted for the acquisition of equity interest in CRMS as an equity transaction that increased the carrying value of noncontrolling interest, and decreased the Company’s additional paid-in-capital within stockholders’ equity, by $ 1,741,202 .
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2026 and 2025.The estimated contingent consideration amount payable for CRMS was $ 5,076,592 as of March 31, 2026 and December 31, 2025.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.The estimated contingent consideration amount payable for CRMS was $ 5,076,592 as of June 30, 2026 and December 31, 2025.
Professional Technicians, LLC
4 unchanged sentences
Additionally, the Company recorded pre-acquisition accounts receivable in the amount of $ 521,806 and other current assets in the amount of $ 388,641 through due to seller, the liability established during acquisition.
−Removed: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 60,000 for the three months ended March 31, 2026.
−Removed: The Company did not record a change in the fair value of contingent consideration for the three months ended March 31, 2025.
−Removed: The estimated contingent liability for PTI was $ 300,000 and $ 240,000 as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 0 and $ 60,000 for
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The Company did no t make any payments for pre-acquisition accounts receivable and other current assets during the three months ended March 31, 2026 and 2025.
−Removed: There was a due to seller balance of $ 103,475 for PTI as of March 31, 2026 and December 31, 2025.
+Added: the three and six months ended June 30, 2026, respectively.
+Added: The Company did not record a change in the fair value of contingent consideration for the three and six months ended June 30, 2025.
+Added: The estimated contingent liability for PTI was $ 300,000 and $ 240,000 as of June 30, 2026 and December 31, 2025, respectively.
+Added: The Company paid $ 75,835 of pre-acquisition accounts receivable during the three and six months ended June 30, 2026.
+Added: During the three and six months ended June 30, 2025, the Company paid the other current assets and pre-acquisition accounts receivable in the amount of $ 388,641 and $ 362,278 , respectively.
+Added: There was a due to seller balance of $ 27,640 and $ 103,475 for PTI as of June 30, 2026 and December 31, 2025, respectively.
SteadyMD, Inc.
7 unchanged sentences
All of the goodwill was assigned to the Company’s Mobile Health Services operating segment.
−Removed: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 2,700,000 for the three months ended March 31, 2026.
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2025.
−Removed: The estimated contingent liability for SteadyMD was $ 5,000,000 and $ 2,300,000 as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company recorded a loss on the change in fair value of contingent consideration in the amount of $ 0 and $ 2,700,000 for the three and six months ended June 30, 2026, respectively.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2025.
+Added: The estimated contingent liability for SteadyMD was $ 5,000,000 and $ 2,300,000 as of June 30, 2026 and December 31, 2025, respectively.
Primary Care Ambulance Corporation
7 unchanged sentences
All of the goodwill was assigned to the Company’s Transportation Services operating segment.
−Removed: The Company did no t record a change in fair value of contingent consideration for the three months ended March 31, 2026 and 2025.
−Removed: The estimated contingent liability for PCA was $ 200,000 as of March 31, 2026 and December 31, 2025.
+Added: The Company did no t record a change in fair value of contingent consideration for the three and six months ended June 30, 2026 and 2025.
+Added: During the six months ended June 30, 2026, the Company reclassified $ 200,000 of the contingent consideration liability to due to seller.
+Added: The estimated contingent liability for PCA was $ 0 and $ 200,000 as of June 30, 2026 and December 31, 2025, respectively.
+Added: During the six months ended June 30, 2026, the Company recorded an additional $ 315,265 to due to seller for the expenses paid by the previous owners.
+Added: As of June 30, 2026, the remaining balance of due to seller was $ 515,265 .
and Subsidiaries
29 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The Company did not record any changes in the carrying value of goodwill in the unaudited Condensed Consolidated Balance Sheets for the three months ended March 31, 2026.
+Added: The Company did not record any changes in the carrying value of goodwill in the unaudited Condensed Consolidated Balance Sheets for the six months ended June 30, 2026.
During the third quarter of fiscal 2025, the Company noted a sustained reduction of revenue and forecasts in connection with its Mobile Health Services operating segment, which represented a triggering event that required a goodwill impairment assessment.
14 unchanged sentences
Refer to Note 2 for the Company’s policy of testing goodwill for impairment.
−Removed: The carrying value of goodwill amounted to $ 0 as of March 31, 2026 and December 31, 2025.
+Added: The carrying value of goodwill amounted to $ 0 as of June 30, 2026 and December 31, 2025.
The following table summarizes goodwill by applicable operating segments:
−Removed: March 31, 2026 December 31, 2025
+Added: June 30, 2026 December 31, 2025
Goodwill Accumulated Impairment Losses Carrying Value Goodwill Accumulated Impairment Losses Carrying Value
5 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Intangible assets consisted of the following as of March 31, 2026 and December 31, 2025:
−Removed: March 31, 2026
+Added: Intangible assets consisted of the following as of June 30, 2026 and December 31, 2025:
+Added: June 30, 2026
Estimated Useful
Life (Years) Gross Carrying
−Removed: Amount Additions Accumulated
+Added: Amount Additions Impairment Accumulated
Amortization Net Carrying
+Added: Computer software 5 years — 30,000 — — 30,000
Internally developed software 4 - 5 years
23 unchanged sentences
$ 43,838,360 $ 10,559,422 $ ( 30,648,245 ) $ ( 23,749,537 ) $ —
−Removed: The Company did not record any disposal of intangible assets for the three months ended March 31, 2026 and 2025.
+Added: The Company did not record any disposal of intangible assets for the six months ended June 30, 2026 and 2025.
In connection with the evaluation of the goodwill impairment in the Mobile Health Services operating segment during the third quarter of fiscal 2025 due to the sustained reduction in revenue and forecasts for the business, the Company assessed tangible and intangible assets for impairment testing prior to performing the goodwill impairment test.
7 unchanged sentences
These asset groups consist of both finite-lived and indefinite-lived intangible assets within the Mobile Health Services, Transportation Services and Corporate operating segments.
−Removed: As a result of the assessment, the
+Added: As a result of the assessment, the Company recognized a total non-cash intangible impairment charge of $ 22,627,902 for the year ended December 31, 2025
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Company recognized a total non-cash intangible impairment charge of $ 22,627,902 for the year ended December 31, 2025 in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
+Added: in the Consolidated Statements of Operations and Comprehensive (Loss) Income.
The charge has no impact on cash flow, liquidity, or compliance with debt covenants.
3 unchanged sentences
Refer to Note 2 for the Company’s policy of testing long-lived assets and indefinite-lived assets for impairment.
−Removed: The Company recorded amortization expense of $ 21,038 and $ 1,299,142 for the three months ended March 31, 2026 and 2025, respectively.
−Removed: Future amortization expense as of March 31, 2026 for the next five years and in the aggregate are as follows:
+Added: The Company recorded amortization expense of $ 62,041 and $ 1,452,299 for the three months ended June 30, 2026 and 2025, respectively.
+Added: The Company recorded amortization expense of $ 83,079 and$ 2,751,441 for the six months ended June 30, 2026 and 2025, respectively.
+Added: Future amortization expense as of June 30, 2026 for the next five years and in the aggregate are as follows:
2026, remaining $ 148,582
1 unchanged sentence
Total $ 1,410,254
−Removed: The carrying amount of the Company’s investments was $ 0 as of March 31, 2026 and December 31, 2025.
+Added: The carrying amount of the Company’s investments was $ 0 as of June 30, 2026 and December 31, 2025.
Equity Investment without Readily Determinable Fair Value
3 unchanged sentences
During the year ended December 31, 2025, the Company recognized an impairment loss of $ 5,000,000 based on the latest available financial information and the estimated recoverable value of the investment.
−Removed: As of March 31, 2026 and December 31, 2025 the Company’s investments in equity securities without readily determinable fair values totaled $ 0 , respectively.
+Added: As of June 30, 2026 and December 31, 2025, the Company had no investments in equity securities without readily determinable fair values.
Equity Method Investment
5 unchanged sentences
During the year ended December 31, 2025, the Company recorded a non-cash impairment charge of $ 434,222 in its RND investment, which represented an other-than-temporary impairment as a result of RND’s bankruptcy declaration.
−Removed: The carrying value of the Company’s investment in RND was $ 0 as of March 31, 2026 and December 31, 2025.
+Added: The carrying value of the Company’s investment in RND was $ 0 as of June 30, 2026 and December 31, 2025.
and Subsidiaries
1 unchanged sentence
Accrued Liabilities
−Removed: Accrued liabilities consisted of the following as of March 31, 2026 and December 31, 2025:
+Added: Accrued liabilities consisted of the following as of June 30, 2026 and December 31, 2025:
2026 December 31,
27 unchanged sentences
The Credit Agreement is subject to a certain minimum liquidity financial covenant based on the prior twelve months’ cash burn and the Company’s available cash balances and borrowing ability under the Credit Agreement.
−Removed: As of March 31, 2026 and December 31, 2025, the Company had no borrowings outstanding and the unused portion of the Revolving Facility was $ 55,000,000 .
−Removed: The Company incurred $ 0 and $ 411,517 in interest charges relating to its Prior Revolving Facility for the three months ended March 31, 2026 and 2025, respectively, which is reflected in interest expense, net on the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
−Removed: Standby Letters of Credit
+Added: As of June 30, 2026 and December 31, 2025, the Company had no borrowings outstanding and the unused portion of the Revolving Facility was $ 55,000,000 .
+Added: The Company incurred $ 0 and $ 441,282 in interest charges relating to its Prior Revolving Facility for the three months ended June 30, 2026 and 2025, respectively, and $ 0 and $ 852,799 for the six months ended June 30, 2026 and 2025, respectively, which is reflected in interest expense, net on the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Standby Letters of Credit
On October 20, 2023, the Company obtained an unconditional and irrevocable letter of credit from a financial institution in the amount of $ 1,080,000 .
The letter of credit had an initial one-year term, and is renewed automatically for successive one-year periods, unless earlier terminated by the institution.
−Removed: As of March 31, 2026, no amounts had been drawn.
+Added: As of June 30, 2026, no amounts had been drawn.
On December 20, 2024, the Company obtained an irrevocable letter of credit from a financial institution in the amount of $ 133,303 .
The letter of credit had an initial one-year term, and is renewed automatically for successive one-year periods, unless earlier terminated by the institution.
−Removed: As of March 31, 2026, no amounts had been drawn.
+Added: As of June 30, 2026, no amounts had been drawn.
Notes Payable
−Removed: The Company has various loans with finance companies with monthly installments aggregating $ 6,374 , inclusive of interest ranging from 2.50 % through 8.15 %.
−Removed: The loan notes mature at various times from May 2026 through April 2030 and are secured by transportation equipment.
+Added: The Company has various loans with finance companies with monthly installments aggregating $ 5,264 , inclusive of 8.15 % interest.
+Added: The loan notes mature at various times through April 2030 and are secured by transportation equipment.
+Added: In May 2026, one of the loans reached its scheduled maturity and was repaid in full in accordance with its terms.
The following table summarizes the Company’s notes payable:
2026 December 31,
−Removed: Equipment and financing loans payable, between 2.50 % and 8.15 % interest and maturing between May 2026 and April 2030
+Added: Equipment and financing loans payable, 8.15 % interest maturing on April 2030
$ 207,373 $ 235,583
2 unchanged sentences
Total non-current portion of notes payable $ 159,337 $ 183,843
−Removed: Interest expense was $ 4,562 and $ 105 for the three months ended March 31, 2026 and 2025, respectively.
−Removed: Future minimum annual maturities of notes payable as of March 31, 2026 are as follows:
+Added: Interest expense was $ 4,310 and $ 91 for the three months ended June 30, 2026 and 2025, respectively.
+Added: Interest expense was $ 8,872 and $ 196 for the six months ended June 30, 2026 and 2025 respectively.
+Added: Future minimum annual maturities of notes payable as of June 30, 2026 are as follows:
Notes Payable
10 unchanged sentences
The Company’s Chief Executive Officer and Chief Financial Officer evaluate the Company’s financial information and resources and assess the performance of these resources by revenue stream and by operating income or loss performance.
−Removed: In accordance with ASU 2023-07, the Company has also included disclosure in the tables below about the significant expense categories that are regularly provided to the chief operating decision makers.
−Removed: The Company has also disclosed an amount for other segment items, which are amounts included in loss from operations that are not regularly provided to the
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: chief operating decision makers.
+Added: In accordance with ASU 2023-07, the Company has also included disclosure in the tables below about the significant expense categories that are regularly provided to the chief operating decision makers.
+Added: The Company has also disclosed an amount for other segment items, which are amounts included in loss from operations that are not regularly provided to the chief operating decision makers.
Other segment items primarily consist of technology and development expenses, legal and professional fees, medical supplies, and other general and administrative expenses such as management fees, occupancy expense, and insurance costs.
1 unchanged sentence
The Company evaluates the performance of its Mobile Health Services, Transportation Services, and Corporate segments based primarily on results of operations.
−Removed: Operating results for the business segments of the Company as of and for the three months ended March 31, 2026 and March 31, 2025 are as follows:
+Added: Operating results for the business segments of the Company as of and for the three months ended June 30, 2026 and June 30, 2025 are as follows:
Mobile Health
1 unchanged sentence
Services Corporate Total
−Removed: Three Months Ended March 31, 2026
+Added: Three Months Ended June 30, 2026
Revenues $ 21,417,771 $ 52,006,948 $ — $ 73,424,719
11 unchanged sentences
Capital expenditures 187,731 825,221 804,846 1,817,798
−Removed: Three Months Ended March 31, 2025
+Added: Three Months Ended June 30, 2025
Revenues $ 30,780,993 $ 49,636,629 $ — 80,417,622
10 unchanged sentences
Capital expenditures 284,529 2,089,796 786,348 3,160,673
−Removed: Long-lived assets include property and equipment, intangible assets, operating lease right-of-use assets and finance lease right-of-use assets.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Operating results for the business segments of the Company as of and for the six months ended June 30, 2026 and June 30, 2025 are as follows:
+Added: Mobile Health
+Added: Services Transportation
+Added: Services Corporate Total
+Added: Six Months Ended June 30, 2026
+Added: Revenues $ 45,043,018 $ 103,932,185 $ — $ 148,975,203
+Added: Significant segment expenses 44,388,682 83,357,169 17,475,351 145,221,202
+Added: Personnel costs 31,064,219 69,179,569 15,979,435 116,223,223
+Added: Subcontractor costs 12,465,699 5,190,272 1,495,916 19,151,887
+Added: Vehicle costs 858,764 8,987,328 — 9,846,092
+Added: Other segment items 9,627,585 20,467,680 10,292,051 40,387,316
+Added: Income (loss) from operations ( 8,973,249 ) 107,336 ( 27,767,401 ) ( 36,633,314 )
+Added: Depreciation and amortization expense 761,870 4,322,416 254,232 5,338,518
+Added: Stock compensation 959,021 14,894 4,906,368 5,880,283
+Added: Change in fair value of contingent consideration
+Added: 2,760,000 — — 2,760,000
+Added: Total assets 59,546,926 91,303,902 35,965,421 186,816,249
+Added: Long-lived assets 4,478,575 31,946,554 3,712,804 40,137,933
+Added: Capital expenditures 201,657 3,124,068 1,440,115 4,765,840
+Added: Six Months Ended June 30, 2025
+Added: Revenues $ 75,990,537 $ 100,460,140 $ — 176,450,677
+Added: Significant segment expenses 64,921,150 79,593,108 22,152,998 166,667,256
+Added: Personnel costs 42,381,030 65,507,007 20,002,683 127,890,720
+Added: Subcontractor costs 19,991,019 6,576,194 2,150,315 28,717,528
+Added: Vehicle costs 2,549,101 7,509,907 — 10,059,008
+Added: Other segment items 9,198,865 20,391,907 11,670,331 41,261,103
+Added: Income (loss) from operations 1,870,522 475,125 ( 33,823,329 ) ( 31,477,682 )
+Added: Depreciation and amortization expense 1,938,480 3,952,084 1,851,835 7,742,399
+Added: Stock compensation 2,524,882 110,514 7,021,049 9,656,445
+Added: Total assets 123,778,104 138,287,638 146,198,009 408,263,751
+Added: Long-lived assets 39,664,030 69,637,798 12,057,703 121,359,531
+Added: Capital expenditures 3,013,672 5,901,358 4,174,599 13,089,629
+Added: Long-lived assets include property and equipment, intangible assets, operating lease right-of-use assets and finance lease right-of-use assets.
Geographic Information
−Removed: The following table summarizes long-lived assets by geographic location as of March 31, 2026 and March 31, 2025:
−Removed: 2026 March 31,
+Added: The following table summarizes long-lived assets by geographic location as of June 30, 2026 and December 31, 2025:
+Added: 2026 December 31,
Primary Geographical Markets
3 unchanged sentences
Revenues by geographic location are included in Note 2.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Unregistered Sales of Equity Securities
6 unchanged sentences
The New Repurchase Program was originally set to expire on December 31, 2024.
−Removed: On December 20, 2024, the Board approved an extension of the expiration date to June 30, 2025;
−Removed: on June 12, 2025, the Board approved a further extension to December 31, 2025;
−Removed: and on December 12, 2025, the Board approved an additional extension to June 30, 2026.
+Added: The Board of Directors subsequently approved extensions of the program through June 30, 2025, December 31, 2025, and June 30, 2026.
+Added: On June 26, 2026, the Board approved a further extension through December 31, 2026.
The New Repurchase Program may be suspended, extended, modified or discontinued at any time without prior notice.
3 unchanged sentences
Repurchases under the New Repurchase Program may be funded from the Company’s existing cash and cash equivalents, future cash flow or proceeds of borrowings or debt offerings.
−Removed: There were no shares repurchased during the three months ended March 31, 2026.
−Removed: During the three months ended March 31, 2025, the Company repurchased and subsequently cancelled 1,953,169 shares of Common Stock for $ 5,751,954 .
−Removed: and Subsidiaries
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: There were no shares repurchased during the three months ended June 30, 2026.
+Added: During the three months ended June 30, 2025, the Company repurchased and subsequently cancelled 2,527,900 shares of Common Stock for $ 5,076,952 .
+Added: There were no shares repurchased during the six months ended June 30, 2026.
+Added: During the six months ended June 30, 2025, the Company repurchased and subsequently cancelled 4,481,069 shares of Common Stock for $ 10,828,906 .
Stock-Based Compensation
6 unchanged sentences
Stock options granted have a maximum contractual term of 10 years.
−Removed: As of March 31, 2026, approximately 5.4 million employee stock options had vested.
+Added: As of June 30, 2026, approximately 5.5 million employee stock options had vested.
The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model.
Before the consummation of the Business Combination, the management of Ambulnz took the average of several publicly traded companies that were representative of Ambulnz’ size and industry in order to estimate its expected stock volatility.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Subsequent to the Business Combination, the Company utilized publicly available pricing.
3 unchanged sentences
Expected dividend yield was zero based on the fact that the Company had not historically paid and does not intend to pay a dividend in the foreseeable future.
−Removed: No stock options were granted during the three months ended March 31, 2026 and 2025.
−Removed: The following table summarizes the Company’s stock option activity under the Plan during the three months ended March 31, 2026:
+Added: No stock options were granted during the six months ended June 30, 2026 and 2025.
+Added: The following table summarizes the Company’s stock option activity under the Plan during the six months ended June 30, 2026:
Shares Weighted
6 unchanged sentences
Cancelled ( 1,248,988 ) 6.78 — —
−Removed: Balance as of March 31, 2026 6,519,607 6.78 6.00 —
−Removed: Options vested and exercisable as of March 31, 2026 5,394,985 $ 6.89 5.70 $ —
+Added: Balance as of June 30, 2026 6,097,547 6.96 5.39 —
+Added: Options vested and exercisable as of June 30, 2026 5,498,627 $ 6.92 5.24 $ —
The aggregate intrinsic value in the above table is calculated as the difference between the fair value of the Common Stock price and the exercise price of the stock options.
−Removed: For the three months ended March 31, 2026 and 2025, the total recorded stock-based compensation related to stock option awards granted was $ 701,793 and $ 1,389,257 , respectively.
−Removed: As of March 31, 2026 and December 31, 2025, the total unrecognized compensation related to unvested stock option awards granted was $ 2,533,438 and $ 3,245,364 , respectively.
−Removed: This cost is expected to be recognized over a weighted-average period of approximately 0.98 years as of March 31, 2026.
+Added: For the three months ended June 30, 2026 and 2025, the total recorded stock-based compensation related to stock option awards granted was $ 302,621 and $ 1,557,492 , respectively.
+Added: For the six months ended June 30, 2026 and 2025, the total recorded stock-based compensation related to stock option awards granted was $ 1,004,413 and $ 2,946,749 , respectively.
+Added: As of June 30, 2026 and December 31, 2025, the total unrecognized compensation related to unvested stock option awards granted was $ 1,499,035 and $ 3,245,364 , respectively.
+Added: This cost is expected to be recognized over a weighted-average period of approximately 0.83 years as of June 30, 2026.
Restricted Stock Units
4 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The following is a summary of the RSU activity for the three months ended March 31, 2026:
+Added: The following is a summary of the RSU activity for the six months ended June 30, 2026:
RSUs Weighted-
3 unchanged sentences
Forfeited ( 826,313 ) 1.63
−Removed: Balance as of March 31, 2026 7,629,499 2.00
−Removed: Vested and unissued as of March 31, 2026 —
−Removed: Non-vested as of March 31, 2026 7,629,499 $ 2.00
−Removed: The total grant-date fair value of RSUs granted during the three months ended March 31, 2026 was $ 179,000 .
−Removed: For the three months ended March 31, 2026 and 2025, the Company recorded stock-based compensation expense related to RSUs of $ 1,505,545 and $ 1,773,094 , respectively.
−Removed: As of March 31, 2026 and December 31, 2025, the total unrecognized compensation related to unvested RSUs granted was $ 13,195,136 and $ 15,607,125 , respectively.
−Removed: This cost is expected to be recognized over a weighted-average period of approximately 2.93 years as of March 31, 2026.
+Added: Balance as of June 30, 2026 7,822,922 1.88
+Added: Vested and unissued as of June 30, 2026 10,000 0.60
+Added: Non-vested as of June 30, 2026 7,812,922 $ 1.88
+Added: The total grant-date fair value of RSUs granted during the six months ended June 30, 2026 was $ 227,000 .
+Added: For the three months ended June 30, 2026 and 2025, the Company recorded stock-based compensation expense related to RSUs of $ 1,324,161 and $ 1,750,655 , respectively.
+Added: For the six months ended June 30, 2026 and 2025, the Company recorded stock-based compensation expense related to RSUs of $ 2,829,706 and $ 3,523,749 , respectively.
+Added: As of June 30, 2026 and December 31, 2025, the total unrecognized compensation related to unvested RSUs granted was $ 11,660,870 and $ 15,607,125 , respectively.
+Added: This cost is expected to be recognized over a weighted-average period of approximately 2.67 years as of June 30, 2026.
Performance-based Restricted Stock Units
1 unchanged sentence
PSU awards are subject to service-based and either performance-based or market-based vesting conditions.
−Removed: For the three months ended March 31, 2026 and 2025, the Company recorded stock-based compensation expense related to PSUs of $ 1,017,429 and $ 1,667,961 , respectively.
−Removed: As of March 31, 2026 and December 31, 2025, the total unrecognized compensation related to unvested PSUs granted was $ 6,533,223 and $ 7,550,652 , respectively.
−Removed: This cost is expected to be recognized over a weighted-average period of approximately 2.76 years as of March 31, 2026.
+Added: For the three months ended June 30, 2026 and 2025, the Company recorded stock-based compensation expense related to PSUs of $ 1,028,734 and $ 1,517,986 , respectively.
+Added: For the six months ended June 30, 2026 and 2025, the Company recorded stock-based compensation expense related to PSUs of $ 2,046,163 and $ 3,185,947 , respectively.
+Added: As of June 30, 2026 and December 31, 2025, the total unrecognized compensation related to unvested PSUs granted was $ 5,504,489 and $ 7,550,652 , respectively.
+Added: This cost is expected to be recognized over a weighted-average period of approximately 2.51 years as of June 30, 2026.
PSU Grants with Performance Conditions (Revenue Performance Share Unit Grants)
−Removed: As of March 31, 2026, the Company had outstanding PSUs with a performance condition from 2024.
+Added: As of June 30, 2026, the Company had outstanding PSUs with a performance condition from 2024.
The fair value of these awards is based on the Company’s quoted stock price on the grant date and is expected to vest based on the achievement of specific revenue targets in 2024.
The Company records compensation expenses in the unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss on a straight-line basis over the four year vesting period.
−Removed: There were no revenue PSUs granted during the three months ended March 31, 2026 and 2025.
−Removed: The following is a summary of the revenue PSU activity for the three months ended March 31, 2026:
+Added: There were no revenue PSUs granted during the six months ended June 30, 2026 and 2025.
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: The following is a summary of the revenue PSU activity for the six months ended June 30, 2026:
Revenue PSUs Weighted-
2 unchanged sentences
Performance adjustment — —
−Removed: Balance as of March 31, 2026 356,587 $ 5.16
+Added: Balance as of June 30, 2026 356,587 $ 5.16
PSU Grants with Market Condition (TSR Performance Share Unit Grants)
−Removed: As of March 31, 2026, the Company had outstanding PSUs with a market condition that will vest based on the Company’s total shareholder return (“TSR”) relative to the TSR of the Nasdaq Healthcare Index in 2025 to 2028.
+Added: As of June 30, 2026, the Company had outstanding PSUs with a market condition that will vest based on the Company’s total shareholder return (“TSR”) relative to the TSR of the Nasdaq Healthcare Index in 2025 to 2028.
The fair value is determined on the grant date using a Monte Carlo simulation model.
1 unchanged sentence
The Company accounts for forfeitures as they occur.
−Removed: There were no TSR PSUs granted during the three months ended March 31, 2026 and 2025.
−Removed: The following is a summary of the TSR PSU activity for the three months ended March 31, 2026:
+Added: There were no TSR PSUs granted during the six months ended June 30, 2026.
+Added: The following is a summary of the TSR PSU activity for the six months ended June 30, 2026:
TSR PSUs Weighted-
1 unchanged sentence
Forfeited — —
−Removed: Balance as of March 31, 2026 2,524,257 $ 3.13
+Added: Balance as of June 30, 2026 2,524,257 $ 3.13
The Company has lease arrangements for properties, vehicles and transportation equipment.
8 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: The table below comprises lease expenses for the three months ended March 31, 2026 and 2025:
+Added: The table below comprises lease expenses for the three and six months ended June 30, 2026 and 2025:
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Components of total lease cost:
7 unchanged sentences
Lease Payments
−Removed: The table below presents lease payments for the three months ended March 31, 2026 and 2025:
+Added: The table below presents lease payments for the three and six months ended June 30, 2026 and 2025:
Three Months Ended
+Added: June 30, Six Months Ended
+Added: 2026 2025 2026 2025
Components of total lease payments:
6 unchanged sentences
Loss on Lease Remeasurement
−Removed: During the three months ended March 31, 2026, there were no recorded gain or loss.
−Removed: The Company recorded a loss from remeasurement of operating lease of $ 6,589 during the three months ended March 31, 2025.
+Added: During the three and six months ended June 30, 2026, there were no recorded gains or losses from operating lease measurement.
+Added: The Company recorded a (gain) loss from remeasurement of operating lease of $( 6,425 ) and $ 164 during the three and six months ended June 30, 2025, respectively.
Sublease Income
−Removed: During the three months ended March 31, 2026, the Company subleased a portion of its corporate office space in New York, NY.
−Removed: The sublease entered into has a lease term of one year and four months and has been classified as an operating lease by the Company.
−Removed: Sublease income was $ 93,724 and $ 55,678 for the three months ended March 31, 2026 and 2025, respectively.
−Removed: The Company also continues to sublease its office space in Houston, TX.
−Removed: The sublease was entered in 2023, has a lease term of three years and has been classified as an operating lease by the Company.
−Removed: Sublease income was $ 19,792 and $ 19,324 for the three months ended March 31, 2026 and 2025, respectively.
−Removed: The Company recognizes sublease income as rental income, presented in the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss under other income (expense).
+Added: The Company subleases a portion of its corporate office space in New York, NY.
+Added: The subleases have lease terms ranging from one year and four months to one year and seven months and are classified as operating leases by the Company.
+Added: The Company also subleases its office space in Houston, Texas under a sublease entered in 2023 with a three-year lease term, which is also classified as an operating lease.
+Added: For the three months ended June 30, 2026 and 2025, the Company recognized sublease income of $ 91,284 and $ 109,758 , respectively, related to its New York office space, and $ 19,792 and $ 18,869 , respectively, related to its Houston office space.
+Added: For the six months ended June 30, 2026 and 2025, the Company recognized sublease income of $ 185,009 and $ 184,760 , respectively, related to its New York office space, and $ 39,583 and
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Lease Position as of March 31, 2026
+Added: $ 37,739 , respectively, related to its Houston office space.
+Added: The Company recognizes sublease income as rental income, presented in the Company’s unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss under other income (expense).
+Added: Lease Position as of June 30, 2026
Right-of-use assets and lease liabilities for the Company’s operating leases were recorded in the unaudited Condensed Consolidated Balance Sheets as follows:
8 unchanged sentences
Lease Terms and Discount Rate
−Removed: The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s operating leases as of March 31, 2026:
+Added: The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s operating leases as of June 30, 2026:
Weighted average remaining lease term (in years) - operating leases 2.85
1 unchanged sentence
Undiscounted Cash Flows
−Removed: Future minimum lease payments under the operating leases as of March 31, 2026 were as follows:
+Added: Future minimum lease payments under the operating leases as of June 30, 2026 were as follows:
2026, remaining $ 2,370,181
7 unchanged sentences
Finance Leases
−Removed: The Company leases vehicles under non-cancellable finance lease agreements with a liability of $ 17,386,771 and $ 16,727,594 as of March 31, 2026 and December 31, 2025, respectively, and a right-of-use net of $$ 18,120,270 and $ 17,420,424 as of March 31, 2026 and December 31, 2025, respectively (accumulated depreciation of $ 12,605,574 and $ 11,739,994 as of March 31, 2026 and December 31, 2025, respectively).
−Removed: Loss on Lease Remeasurement
+Added: The Company leases vehicles under non-cancellable finance lease agreements with a liability of $ 15,869,957 and $ 16,727,594 as of June 30, 2026 and December 31, 2025, respectively, and a right-of-use net of $ 16,756,910 and
and Subsidiaries
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: During the three months ended March 31, 2026, there were no recorded gain or loss.
−Removed: The Company recorded a loss on remeasurement of finance lease of $ 34,248 during the three months ended March 31, 2025.
−Removed: Lease Position as of March 31, 2026
+Added: $ 17,420,424 as of June 30, 2026 and December 31, 2025, respectively (accumulated depreciation of $ 13,117,717 and $ 11,739,994 as of June 30, 2026 and December 31, 2025, respectively).
+Added: Loss on Lease Remeasurement
+Added: During the three and six months ended June 30, 2026, there were no recorded gains or losses from finance lease measurement.
+Added: The Company recorded a gain on remeasurement of finance lease of $ 13,032 and $ 47,280 during the three and six months ended June 30, 2025, respectively.
+Added: Lease Position as of June 30, 2026
Right-of-use assets and lease liabilities for the Company’s finance leases were recorded in the unaudited Condensed Consolidated Balance Sheets as follows:
8 unchanged sentences
Lease Terms and Discount Rate
−Removed: The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s finance leases as of March 31, 2026:
+Added: The table below presents certain information related to the weighted average remaining lease term and the weighted average discount rate for the Company’s finance leases as of June 30, 2026:
Weighted average remaining lease term (in years) - finance leases 3.17
Weighted average discount rate - finance leases 5.91 %
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Undiscounted Cash Flows
−Removed: Future minimum lease payments under the finance leases as of March 31, 2026 are as follows:
+Added: Future minimum lease payments under the finance leases as of June 30, 2026 are as follows:
Finance Leases
9 unchanged sentences
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Other Income (Expense)
−Removed: The Company recognized $ 2,030,537 and $( 805,549 ) of other income (expense) for the three months ended March 31, 2026 and 2025, respectively, as set forth in the table below.
+Added: Other (Expense) Income
+Added: The Company recognized $ 13,946 and $ 436,394 of other expense for the three months ended June 30, 2026 and 2025, respectively, as set forth in the table below.
+Added: The Company recognized $ 2,016,591 and $( 1,241,943 ) of other income (expense) for the six months ended June 30, 2026 and 2025, respectively, as set forth in the table below.
Three Months Ended
−Removed: Other income (expense):
+Added: June 30, Six Months Ended June 30,
+Added: 2026 2025 2026 2025
+Added: Other (Expense) Income
Interest expense, net $ ( 97,583 ) $ ( 443,662 ) $ ( 197,315 ) $ ( 869,946 )
3 unchanged sentences
Loss on remeasurement of operating and finance leases — ( 6,607 ) — ( 47,444 )
−Removed: (Loss) gain on disposal of fixed assets ( 62,493 ) 15,139
+Added: Loss on disposal of fixed assets ( 39,574 ) ( 48,354 ) ( 102,067 ) ( 33,215 )
Other income (expense) 123,211 101,046 388,175 ( 211,823 )
−Removed: Total other income (expense) $ 2,030,537 $ ( 805,549 )
+Added: Total other (expense) income $ ( 13,946 ) $ ( 436,394 ) $ 2,016,591 $ ( 1,241,943 )
Related Party Transactions
7 unchanged sentences
The Company’s payments to EDTSLS for Mr.
−Removed: Tendler’s services totaled $ 265,373 and $ 279,748 for the three months ended March 31, 2026 and 2025, respectively .
−Removed: Included in accounts payable were $ 105,925 a nd $ 0 due to related parties as of March 31, 2026 and December 31, 2025 , respectively .
−Removed: Included in accrued liabilities were $ 0 and $ 57,615 due to related parties as of March 31, 2026 and December 31, 2025, respectively, related to legal services.
+Added: Tendler’s services totaled $ 245,943 and $ 287,798 for the three months ended June 30, 2026 and 2025, respectively and $ 511,315 and $ 567,545 for the six months ended June 30, 2026 and 2025, respectively .
+Added: Included in accounts payable were $ 108,343 a nd $ 0 due to related parties as of June 30, 2026 and December 31, 2025 , respectively .
+Added: Included in accrued liabilities were $ 0 and $ 57,615 due to related parties as of June 30, 2026 and December 31, 2025, respectively, related to legal services.
Subcontractor Services
1 unchanged sentence
PrideStaff is owned by a former operations manager of the Company and his spouse, and therefore, is a related party.
−Removed: The Company made subcontractor payments to PrideStaff totaling $ 0 and $ 35,706 for the three months ended March 31, 2026 and 2025, respectively .
−Removed: There were no amounts included in accounts payable and accrued liabilities due to related parties as of March 31, 2026 and December 31, 2025, respectively, related to subcontractor services.
+Added: The Company made subcontractor payments to PrideStaff totaling $ 0 and $ 20,613 for the three months ended June 30, 2026 and 2025, respectively, and $ 0 and $ 56,319 for the six months ended June 30, 2026 and 2025, respectively.
+Added: There were no amounts included in accounts payable and accrued liabilities due to related parties as of June 30, 2026 and December 31, 2025, related to subcontractor services.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Consulting Agreement - Stan Vashovsky
3 unchanged sentences
During the Vashovsky Consulting Period, Mr.
−Removed: Vashovsky provided advisory services as requested from time to time by the Company’s executive officers or the Board of Directors and assisted with maintaining the Company’s existing customer and investor relationships and, as consideration for his services, received an equity grant during each quarter of the Vashovsky Consulting Period having a grant date fair value of
−Removed: and Subsidiaries
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: approximately $ 35,000 .
+Added: Vashovsky provided advisory services as requested from time to time by the Company’s executive officers or the Board of Directors and assisted with maintaining the Company’s existing customer and investor relationships and, as consideration for his services, received an equity grant during each quarter of the Vashovsky Consulting Period having a grant date fair value of approximately $ 35,000 .
In consideration for a release of claims, Mr.
2 unchanged sentences
Vashovsky will be bound by and comply with certain restrictive covena nts.
+Added: The were no amounts in RSUs granted to Mr.
+Added: Vashovsky under the Vashovsky Consulting Agreement for the three and six months ended June 30, 2026.
The Company granted approximately $ 0 and $ 35,000 in RSUs to Mr.
−Removed: Vashovsky under the Vashovsky Consulting Agreement for the three months ended March 31, 2026 and 2025, respectively.
−Removed: There were no amounts included in accounts payable and accrued liabilities as of March 31, 2026 and December 31, 2025 related to the Vashovsky Consulting Agreement.
+Added: Vashovsky under the Vashovsky Consulting Agreement for the three and six months ended June 30, 2025, respectively.
+Added: There were no amounts included in accounts payable and accrued liabilities as of June 30, 2026 and December 31, 2025 related to the Vashovsky Consulting Agreement.
Consulting Agreement - Steven Katz
9 unchanged sentences
The Company m ade no payments to Mr.
−Removed: Katz under the Katz Consulting Period for the three months ended March 31, 2026, and made payments totaling $ 2,500 for the three months ended March 31, 2025.
−Removed: There were no amounts i ncluded in accounts payable and accrued liabilities due to related parties as of March 31, 2026 and December 31, 2025 related to the Katz Consulting Agreement.
+Added: Katz under the Katz Consulting Period for the three months ended June 30, 2026 and 2025, and made payments totaling $ 0 and $ 2,500 for the six months ended June 30, 2026 and 2025, respectively.
+Added: There were no amounts i ncluded in accounts payable and accrued liabilities due to related parties as of June 30, 2026 and December 31, 2025 related to the Katz Consulting Agreement.
As a result of the Company’s history of net operating losses, the Company has provided for a valuation allowance against its deferred tax assets for assets that were not more-likely-than-not to be realized.
−Removed: The Company’s (provision for) benefit from income taxes for the three months ended March 31, 2026 and 2025 were $( 19,283 ) and $ 3,723,687 , respectively.
+Added: The Company’s (provision for) benefit from income taxes for the three months ended June 30, 2026 and 2025 were $( 56,129 ) and $ 4,626,745 , respectively, and $( 75,412 ) and $ 8,350,432 for the six months ended June 30, 2026 and 2025, respectively.
In determining the quarterly provision for income taxes, the Company uses an estimated annual effective tax rate adjusted for discrete items.
4 unchanged sentences
The Company notes that these tax laws did not have a material impact on its unaudited Condensed Consolidated Financial Statements or the effective income tax rate.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The Company established a 401(k) plan in January 2022 that qualifies as a deferred compensation arrangement under Section 401 of the Internal Revenue Code.
employees that complete two months of service with the Company are eligible to participate in the plan.
−Removed: The Company has not made any employer contributions to this plan as of March 31, 2026.
+Added: The Company has not made any employer contributions to this plan as of June 30, 2026.
+Added: Commitments and Contingencies
Legal Proceedings
2 unchanged sentences
The Company provides disclosure and records loss contingencies in accordance with the loss contingencies accounting guidance.
−Removed: In accordance with such guidance, the Company establishes accruals for such matters when potential
−Removed: and Subsidiaries
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: losses become probable and can be reasonably estimated.
+Added: In accordance with such guidance, the Company establishes accruals for such matters when potential losses become probable and can be reasonably estimated.
If the Company determines that a loss is reasonably possible and the loss or range of loss can be estimated, the Company discloses the possible loss in the unaudited Condensed Consolidated Financial Statements.
15 unchanged sentences
The hearing on the motion for preliminary approval of the settlement was held on February 6, 2026, at which the court ordered that the parties revise minor terms in the settlement agreement and file supplemental papers.
−Removed: The hearing on the motional for final approval of the settlement is scheduled for August 3, 2026.
+Added: The hearing on the motion for final approval of the settlement was held on August 10, 2026.
Stockholder Actions
7 unchanged sentences
The parties reached an agreement to settle the action for an amount of $ 12,500,000 (covered by the Company’s insurance policy, subject to retention), and on March 24, 2026, the court approved the settlement.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
On May 13, 2025 and June 3, 2025, respectively, two derivative actions were filed nominally on behalf of the Company in the Delaware Court of Chancery by Ryne Shetterly and Salma Daboul against certain current and former members of the Board of Directors, including the Company’s Chief Executive Officer and General Counsel, along with two former Chief Executive Officers, the Company’s Chief Financial Officer and Treasurer and its Executive Vice President of Strategy.
2 unchanged sentences
The defendants moved to dismiss the consolidated action in October 2025, and rather than oppose, plaintiffs amended their complaint.
−Removed: Defendants moved to dismiss the amended complaint on February 2, 2026, and their motion is fully briefed.
+Added: Defendants moved to dismiss the amended complaint on February 2, 2026, and their motion is fully briefed, with argument scheduled for February 4, 2027.
Due to the early stage of these proceedings, the Company cannot reasonably estimate the potential range of loss, if any.
On August 19, 2025, Jung Jae Hyung filed another derivative complaint in the United States District Court for the Southern District of New York.
−Removed: The complaint asserts claims similar to those asserted in the consolidated action pending in the
−Removed: and Subsidiaries
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Delaware Court of Chancery and seeks relief similar to the relief sought in the consolidated action.
+Added: The complaint asserts claims similar to those asserted in the consolidated action pending in the Delaware Court of Chancery and seeks relief similar to the relief sought in the consolidated action.
He further alleges that he previously made a demand on the Board to assert his claims and the Board ignored it, which he deemed a refusal.
22 unchanged sentences
In recent years, the Company’s government contract work has represented a substantial portion of its overall revenue.
−Removed: While the Company’s government contract work declined in 2025 and for the three months ended March 31, 2026, both in absolute dollar terms and as a percentage of overall consolidated revenue, due primarily to the ending of large migrant-related projects in New York, the Company continues to bid on government contracts and expects some revenue from this sector in the future.
+Added: While the Company’s government contract work declined in 2025 and for the three and six months ended June 30, 2026, both in absolute dollar terms and as a percentage of overall consolidated revenue, due primarily to the ending of large
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: migrant-related projects in New York, the Company continues to bid on government contracts and expects some revenue from this sector in the future.
However, government contract work is subject to risks and uncertainties.
5 unchanged sentences
Refer to Note 2 for the Company’s liquidity and going concern assessment.
−Removed: and Subsidiaries
−Removed: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Nasdaq Notice
−Removed: On January 26, 2026, the Company received a letter from the Listing Qualifications Department of Nasdaq notifying the Company that, based upon the closing bid price of the Common Stock from December 9, 2025 to January 23, 2026, the Company is not currently in compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market.
+Added: On January 26, 2026, the Company received a letter from the Listing Qualifications Department of Nasdaq notifying the Company that, based upon the closing bid price of the Common Stock from December 9, 2025 to January 23, 2026, the Company is not currently in compliance with Nasdaq Listing Rule 5550(a)(2), which requires the Company to maintain a minimum bid price of $1.00 per share for continued listing on The Nasdaq Capital Market (the “Minimum Bid Requirement”).
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from the date of the Notice - or until July 27, 2026 - to regain compliance with the Minimum Bid Requirement.
To regain compliance, the closing bid of the Common Stock must meet or exceed $1.00 per share for a minimum of ten consecutive bid days prior to July 27, 2026.
−Removed: If the Company is not in compliance with the Minimum Bid Requirement by July 27, 2026, the Company may be eligible for a second 180 calendar day compliance period.
−Removed: To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Minimum Bid Requirement, and the Company would be required to notify Nasdaq of its intent to cure the deficiency during the second compliance period, which may include effecting a reverse stock split, if necessary.
−Removed: If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days.
+Added: On July 28, 2026, the Company received a letter from the Listing Qualifications Department of Nasdaq granting the Company a second 180 calendar day compliance period.
+Added: In accordance with this letter, the Company has until January 25, 2027, to regain compliance with the Minimum Bid Requirement.
+Added: The Company intends to actively monitor the closing bid price of the Common Stock and will evaluate available options to regain compliance with the Minimum Bid Requirement, including initiating a reverse stock split.
However, if it appears to the Staff that the Company will not be able to cure the deficiency, or if the Company is otherwise not eligible, Nasdaq will provide notice that the Company’s securities are subject to delisting.
2 unchanged sentences
Subsequent Events
−Removed: The Company has evaluated subsequent events through the filing date of this Form 10-Q and has determined that there were no events occurring after the balance sheet date that would require adjustments to the financial statements or additional disclosures.
+Added: Hicuity Health Merger
+Added: On August 16, 2026, the Company, Holdings and HH Merger Sub, LLC, a wholly owned subsidiary of Holdings ("MergerCo"), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hicuity Health, Inc.
+Added: ("Hicuity"), a provider of tele-critical care services, pursuant to which MergerCo will merge with and into Hicuity, with Hicuity surviving as a wholly owned subsidiary of Holdings (the “Merger”).
+Added: The aggregate merger consideration consists of (i) a number of shares of DocGo common stock (the "Closing Stock Consideration") equal to 2.0 % of the total number of shares of DocGo common stock issued and outstanding on a fully diluted basis as of the effective time of the Merger, and (ii) additional shares of DocGo common stock (the "Earnout Shares") equal to 3.5 % of the total number of shares of DocGo common stock issued and outstanding on a fully diluted basis as of immediately prior to the effective time, subject to a downward only post-closing adjustment based on the final determination of closing indebtedness and transaction expenses.
+Added: In connection with the Merger, Holdings agreed to assume Hicuity's outstanding indebtedness under Hicuity's existing credit agreement with Perceptive Credit Holdings IV, LP on a joint and several basis with Hicuity as co-borrowers.
+Added: The assumed indebtedness will include the original principal and interest accumulated at the time of closing for a total of up to $ 52,000,000 .
+Added: Such assumed indebtedness will not be repaid at closing.
+Added: and Subsidiaries
+Added: NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
+Added: Consulting Services Agreement
+Added: On August 16, 2026, Holdings and Hicuity entered into a Consulting Services Agreement, pursuant to which, upon the satisfaction of certain conditions, Holdings will manage Hicuity’s day-to-day non-clinical operations, fund Hicuity’s operating expenses (advancing funds if Hicuity’s operating account is insufficient), and receive a weekly management fee equal to Hicuity’s gross revenue collections less its operating expenses.
+Added: The Consulting Services Agreement terminates upon the earlier of the Closing or the termination of the Merger Agreement.
+Added: Commitment Letter
+Added: In connection with the Merger, Perceptive Credit Holdings IV, LP, as administrative agent and lender, committed to provide financing through an amendment and restatement of Hicuity’s existing credit agreement.
+Added: The financing commitment consists of up to $ 50,000,000 in new senior secured term loans, comprised of (i) a term loan in the amount of $ 12,500,000 , (ii) a second term loan in the amount of $ 12,500,000 , and (iii) a third term loan in the amount of $ 25,000,000 , in addition to the continuation of $ 52,000,000 of outstanding term loans under Hicuity’s existing credit agreement.
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.