What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2025-03-20 compared with 2024-03-15 · 255 added, 171 removed, 238 unchanged (64% of the section changed)

Corporate Overview

are a robotics company developing an advanced robotics system that enables remote, real-time, pinpoint accurate firing of small arms and

light weapons.

Our advanced robotics system is able to achieve pinpoint accuracy regardless of the movement of the weapons platform or

are a robotics company developing advanced robotics and drone-based systems.

Our advanced robotic system enables remote, real-time, pinpoint

accurate firing of small arms and light weapons that can achieve pinpoint accuracy regardless of the movement of the weapons platform

or the target.

We also introduced an insulator cleaning drone, which is a drone technology for conducting routine maintenance of critical

1 unchanged sentence

were founded in 2014 as Unlimited Aerial Systems, LLP (“UAS LLP”), and until the consummation of the Share Exchange Agreement

(as hereinafter defined), we were a developer and manufacturer of commercial unmanned aerial systems, or drones, with the goal of providing

(as hereinafter defined), we were a developer and manufacturer of commercial unmanned aerial systems, or drones, intending to provide

a superior Quadrotor aerial platform at an affordable price point in the law enforcement and first responder markets.

March 9, 2020, we closed on the Share Exchange Agreement (the “Share Exchange Agreement”), pursuant to which Duke Robotics,

Inc., a Delaware corporation (“Duke”) became our majority-owned subsidiary (the “Share Exchange”).

March 9, 2020, we closed on the Share Exchange Agreement (the “Share Exchange Agreement”), under which Duke Robotics, Inc.,

a Delaware corporation (“Duke Inc.”) became our majority-owned subsidiary (the “Share Exchange”).

date is referred to as the “Effective Time.” As a result of the Share Exchange, the Company adopted the business plan of Duke

April 29, 2020, we, Duke, and UAS Acquisition Corp., a Delaware corporation and our wholly-owned subsidiary (“UAS Sub”), executed

an Agreement and Plan of Merger (the “Merger Agreement”), pursuant to which UAS Sub was to merge, upon the satisfaction of

customary closing conditions, with and into Duke, with Duke surviving as our wholly-owned subsidiary (the “Short-Form Merger”).

Pursuant to the Merger Agreement, we intended to acquire the remaining outstanding shares of Duke held by those certain Duke shareholders

that did not participate in the Share Exchange.

On June 25, 2020, Duke filed a Certificate of Merger with the State of Delaware, and consequently,

Duke became our wholly-owned subsidiary and the Short-Form Merger was consummated.

January 29, 2021, we, through Duke Israel (as hereinafter defined), and Elbit Systems Land Ltd., an Israeli corporation (“Elbit”),

entered into a collaboration agreement (the “Collaboration Agreement”) for the global marketing and sales, and the production

and further development of our developed advanced robotic system mounted on an UAS, armed with lightweight firearms, which we market under

the commercial name “TIKAD.”

April 29, 2020, we, Duke Inc., and UAS Acquisition Corp., a Delaware corporation and our wholly-owned subsidiary (“UAS Sub”),

executed an Agreement and Plan of Merger (the “Merger Agreement”), under which UAS Sub was to merge, upon the satisfaction

of customary closing conditions, with and into Duke Inc., with Duke Inc.

surviving as our wholly-owned subsidiary (the “Short-Form

Under the Merger Agreement, we intended to acquire the remaining outstanding shares of Duke Inc.

held by those certain

shareholders who did not participate in the Share Exchange.

On June 25, 2020, Duke Inc.

filed a Certificate of Merger with the

State of Delaware, and consequently, Duke Inc.

became our wholly-owned subsidiary and the Short-Form Merger was consummated.

January 29, 2021, we, through Duke Airborne Systems Ltd.

(“Duke Israel”), and Elbit Systems Land Ltd., an Israeli corporation

(“Elbit”), entered into a collaboration agreement (the “Collaboration Agreement”) for the global marketing and

sales, and the production and further development of our developed advanced robotic system mounted on a UAS, armed with lightweight firearms,

which we market under the commercial name “TIKAD.”

August 15, 2022, Duke Israel introduced the Insulator Cleaning (“IC”) Drone, a drone technology for conducting routine maintenance

1 unchanged sentence

systems for cleaning electric utility cable insulators.

During October 2023, we successfully completed our obligations under its

agreement with the IEC.

has a wholly-owned subsidiary, Duke Airborne Systems Ltd.

(“Duke Israel”), which was formed under the laws of the State of

Israel in March 2014 and became the sole subsidiary of Duke after its incorporation.

Our mailing address is 10 HaRimon Street, Mevo Carmel

Science and Industrial Park, Israel 2069203, and our telephone number is 011-972-4-8124101.

Our web site address is https://dukeroboticsys.com/.

as of October 22, 2020, the Company’s common stock began to be quoted on the OTCQB tier Venture Market, under the symbol “USDR”.

During October 2023, we completed our obligations under the agreement with

This was followed in August 2024, by a new agreement with the IEC to utilize our innovative IC Drone system for cleaning electric

utility cable insulators.

has a wholly-owned subsidiary, Duke Israel, which was formed under the laws of the State of Israel in March 2014 and became the sole

subsidiary of Duke Inc.

after its incorporation.

Our mailing address is 10 HaRimon Street, Mevo Carmel Science and Industrial Park, Israel

2069203, and our telephone number is 011-972-4-8124101.

Our website address is https://dukeroboticsys.com/.

as of October 22, 2020, our Common Stock began to be quoted on the OTCQB tier Venture Market, under the symbol “USDR”.

October 28, 2024, we filed a certificate of amendment (the “Certificate of Amendment”) to our Articles of Incorporation with

the Nevada Secretary of State to change the Company’s corporate name from UAS Drone Corp.

to DUKE Robotics Corp.

effective as of

November 4, 2024.

connection with the Certificate of Amendment, we also filed an issuer notification form with the Financial Industry Regulatory Authority

(“FINRA”) reflecting our name change and requesting a change in our trading symbol from “USDR” to “DUKR”.

Effective as of market open on Monday, November 4, 2024, the name changed to DUKE Robotics Corp.

and the transition of our OTCQB ticker

symbol from “USDR” to “DUKR” took effect.

February 18, 2025, we announced that we established Duke Robotics Hellas M I.K.E (“Duke Greece”), a wholly owned subsidiary,

formed under the laws of Greece.

Company Overview

7 unchanged sentences

with an emphasis on the field of infrastructure maintenance.

Our advanced robotics system is able to achieve pinpoint accuracy regardless

of the movement of the weapons platform or the target.

Although the first product

has been designed to be used by an unmanned aerial system (a “UAS”), the robotic solutions are also adaptable to other military

vehicles, boats and stationary environments, as well as civilian purposes, such as, high definition, high-end stabilized cameras.

the first product has been designed to be used by an Unmanned Aerial System (a “UAS”), the robotic solutions are also adaptable

to other military vehicles, boats and stationary environments, as well as civilian purposes, such as our IC Drone solution.

that the system is to small arms and light weapons (e.g., weapons weighing less than 9 kilograms, or kg, or approximately 19.9 pounds)

as drones are to air-to-ground missiles.

We have completed our first

generation of our robotic systems.

Prior to marketing our systems to potential customers, for security reasons, we are required to obtain

various governmental approvals for each sale.

We have filed marketing applications with the Israeli Ministry of Defense (“IMOD”)

and as a result thereof, currently hold marketing approvals for about 50 countries, including the United States.

Currently, our commercialization

efforts are primarily focused on the U.S.

market, with secondary efforts outside of the United States focused primarily on Western Europe.

Prior to marketing our

systems to potential defense and military customers, for security reasons, we are required to obtain various governmental approvals for

On January 29, 2021, we, through

1 unchanged sentence

of our developed advanced robotic system mounted on an UAS, armed with lightweight firearms, which we market under the commercial name

“TIKAD.” Following the Collaboration Agreement, we are in the process of evaluating additional different applications for

use of our technology and know-how including for its use in the civilian market.

“TIKAD.” Following the Collaboration Agreement, we have expanded our technology beyond military applications and continue

to explore additional uses for our technology and know-how.

Our commercialization efforts

in the civilian market are primarily focused in Europe, with secondary efforts focused on other global markets, including the United States.

On May 11, 2021, we entered

2 unchanged sentences

we agreed to issue and sell an aggregate of:

(i) 12,500,000 shares of common stock, par value $0.0001 per share at a price of $0.40 per

and (ii) warrants to purchase 12,500,000 Company’s Common Stock.

The warrants were exercisable immediately and for a term

of 18 months and had an exercise price of $0.40 per share.

The aggregate gross proceeds from the offering were approximately $5,000,000

and the offering closed on May 11, 2021.

On April 5, 2022, we entered into an agreement with the

Investors pursuant to which we extended the term of the warrants, to expire on November 11, 2023.

On November 1, 2023, we and the Investors

executed a second extension agreement, such that the term of the warrants was extended so that they now expire on November 11, 2024.

(i) 12,500,000 shares of Common Stock at a price of $0.40 per share;

and (ii) warrants to

purchase 12,500,000 Common Stock.

The warrants were exercisable immediately and for a term of 18 months and had an exercise price of $0.40

The aggregate gross proceeds from the offering were approximately $5,000,000 and the offering closed on May 11, 2021.

5, 2022, we entered into an agreement with the Investors pursuant to which we extended the term of the warrants, to expire on November

On November 1, 2023, we and the Investors executed a second extension agreement, such that the term of the warrants was to expire

on November 11, 2024.

On June 20, 2024, we entered

into a Warrant Amendment Agreement (the “Warrant Amendment Agreement”) with the Investors to amend the terms of the warrants

issued in connection with the May 11, 2021 securities purchase agreements.

Under the Warrant Amendment Agreement, we and the Investors

(i) extend the warrant exercise term to May 11, 2026;

(ii) amend the warrant exercise price, increasing it from $0.40 per share

to $0.65 per share;

and (iii) include a beneficial ownership blocker that limits the exercise of such warrants if the exercise would result

in the holder beneficially owning more than 19.99% of our Common Stock immediately following the exercise.

On May 27, 2021, our board

of directors approved the 2021 Equity Incentive Plan (the “2021 Plan”) pursuant to which the Company may issue awards,

from time to time, consisting of non-qualified stock options, restricted stock grants and restricted stock units (“RSUs”).

In addition, stock option awards that qualify under Section 102 of the Israeli Tax Ordinance (New Version) 1961 (the “ITO”),

and/or under Section 3(i) of the ITO, may be granted.

of directors approved the 2021 Equity Incentive Plan (the “2021 Plan”) pursuant to which the Company may issue awards, from

time to time, consisting of non-qualified stock options, restricted stock grants and restricted stock units (“RSUs”).

stock option awards that qualify under Section 102 of the Israeli Tax Ordinance (New Version) 1961 (the “ITO”), and/or under

Section 3(i) of the ITO, may be granted.

On March 18, 2025, our board of directors approved an increase in the amount of shares of Common

Stock available under the 2021 Plan from 4,800,000 to 9,000,000.

On June 15, 2021, we announced

4 unchanged sentences

that Duke Israel, introduced the IC Drone, a drone technology for conducting routine maintenance of critical infrastructure, and

has signed a collaboration and development agreement with the IEC, a public and 99% government-owned

company, to provide drone-enabled systems for cleaning electric utility cable insulators.

has signed a collaboration and development agreement with the IEC, a 99% government-owned company, to provide drone-enabled

systems for cleaning electric utility cable insulators.

In October 2023, we successfully fulfilled our obligations under this agreement,

demonstrating the efficiency and safety of its IC Drone in real-world conditions.

On July 8, 2024, we announced

that we are advancing our commercial activity, following the successful completion of the pilot program for our IC Drone with the IEC,

and that we are working to expand our services globally and plan to offer insulation maintenance and washing services to electrical companies

worldwide, either independently or in collaboration with strategic partners.

On November 11, 2024, following

our commercial agreement with IEC from August 2024, we announced the commercial launch of our innovative IC Drone, a first-of-its-kind

system for washing high-voltage electric insulators and the transition to active service of our IC Drone technology.

The IC Drone’s

advanced technology provides utility companies with a safer, more efficient, and environmentally sustainable solution for maintaining

high-voltage electric infrastructure than the currently available methods.

This drone-enabled system replaces traditional methods that

rely on large, resource-intensive tanker trucks or helicopters, achieving significant water savings and operational cost reductions per

insulator or electric pole.

Key Features and Benefits

of the IC Drone:

- Enhanced Safety and Precision:

Enables high-voltage insulator cleaning with minimal personnel risk and

greater precision compared to traditional methods.

- Environmental Sustainability:

Reduces water usage significantly, supporting sustainability initiatives

within utility maintenance.

- Cost-Effective Operations:

Cuts operational costs by tens of percent per insulator and simplifies access

to remote or difficult-to-reach infrastructure.

On November 25, 2024, we announced

initial revenue generation from our August 2024 agreement with the IEC for high-voltage insulator washing services using our innovative

The August 2024 agreement with IEC represents a significant milestone, transitioning us from the development stage to active

service and revenue generation within the civilian sector.

The agreement establishes us as a provider of advanced aerial cleaning solutions

designed to enhance the safety, efficiency, and sustainability of utility maintenance operations.

The IEC has committed to a minimum utilization

of services, with a guaranteed payment in the low seven figures (in NIS) within the first year of the agreement.

With the IC Drone now

fully operational, we aim to expand our offering to other utility providers globally, leveraging the proven success of the IC Drone with

On February 18, 2025, we announced

that we established Duke Greece, our wholly owned subsidiary, to support the ongoing global commercialization efforts of our IC Drone.

This initiative follows our initial revenue generation from the IC Drone technology through a service agreement with the IEC.

will serve as a platform for promoting and deploying our innovative IC Drone technology, as well as other potential applications of the

Company’s technologies and capabilities, in the Greek market, which provides utility companies with a safer, more efficient, and

environmentally sustainable solution for maintaining high-voltage electric infrastructure as well as potential other applications of our

technologies and capabilities.

Market Opportunity

Civilian sector

Insulator Cleaning Drone

Insulators are key components

of every high voltage electrical infrastructure around the world while routine cleaning and maintenance of insulators is crucial in order

to optimize system efficiency, prevent power outages, reducing risks of flashovers and corrosion.

Cleaning of high voltage infrastructure

leads to better system performance and efficiency, improves safety by reducing the risk of electricity failure and accidents especially

in urban areas, and extends the life of the insulators.

Currently, the global standard

for routine cleaning of insulators involves the use of helicopter fleets and crane trucks.

The cleaning routine requires getting near

to active high voltage lines and using high-pressure washers carried by the helicopters or crane trucks.

Such process is considered extremely

dangerous and bears significant risks of electricity shock or an impact of the helicopter blades with the electricity grid resulting in

damages to the grid line and possible harm to human life.

IC Drone offers a revolutionary,

safer and cost-efficient method for maintenance of high voltage electrical infrastructure.

The worldwide electricity transmission market

is huge and estimated in millions of insulators.

The current cost per insulator cleaning is high and electricity operators around the

world fail to meet cleaning plans.

Defense and military market

Despite of Russia’s

invasion of Ukraine and the Nagorno-Karabakh conflict between Armenia and Azerbaijan, the classic confrontation of army against army has

become rare, while guerilla (or asymmetric) warfare has unfortunately become commonplace.

Further, the foreign policy of the United States

and other countries is increasingly designed around the parameter of not employing “boots on the ground” while at the same

time minimizing collateral damage.

The United States and other countries around the world have significantly increased their use of UASs

for intelligence gathering, surveillance and tactical applications, such as delivery of heavy ordnance bombs and missiles.

UASs to fire small arms and light weapons from the air, however, has not yet become a viable option.

Our technology thus addresses a crucial

need of modern warfare to bring a wide range of weapons other than bombs and missiles to bear on remote hostile targets without risk to

the military personnel deploying the weapons, while at the same time minimizing collateral damage.

In addition, the rapid evolution of

small, unmanned air systems (“sUAS”) technologies, along with their size and low cost, enables novel concepts of employment

that present challenges to current defense systems, creating new asymmetric threats for warfighters.

Our system also addresses this crucial

The United States and other

countries around the world have significantly increased their use of UASs for intelligence gathering, surveillance and tactical applications,

such as delivery of heavy ordnance bombs and missiles.

The use of UASs to fire small arms and light weapons from the air are becoming

a viable option as demonstrated by recent conflicts in the Ukraine and the near Middle East.

Our technology thus addresses a crucial need

of modern warfare to bring a wide range of weapons other than bombs and missiles to bear on remote hostile targets without risk to the

military personnel deploying the weapons, while at the same time minimizing collateral damage.

In addition, the rapid evolution of small,

unmanned air systems (“sUAS”) technologies, along with their size and low cost, enables novel concepts of employment that

present challenges to current defense systems, creating new asymmetric threats for warfighters.

Our system also addresses the crucial

need for counter sUAS solutions and offers a kinetic interception, or “drone kill drone,” capability for defeating enemy sUAS.

8 unchanged sentences

MIT Enterprise Forum of Israel.

Civilian sector

Insulator Cleaning Drone

Insulators are key components of every high voltage electrical infrastructure

around the world while routine cleaning and maintenance of insulators is crucial in order to optimize system efficiency, prevent power

outages, reducing risks of flashovers and corrosion.

Cleaning of high voltage infrastructure leads to better system performance and efficiency,

improves safety by reducing the risk of electricity failure and accidents especially in urban areas, and extends the life of the insulators.

Our IC Drone is a first-of-its-kind

robotic, drone-enabled system for cleaning electric utility insulators.

The IC Drone unique system, based on Duke’s advanced intellectual

property and know-how that integrates algorithms, autonomous systems, and robotic technologies used in mission-critical applications.

Our IC Drone offers a revolutionary,

safer and cost-efficient, method for maintenance of high voltage electrical infrastructure.

which require routine cleaning of insulators

in order to optimize system efficiency and prevent power outages.

Currently, the global standard for routine cleaning of insulators involves

the use of helicopter fleets and crane trucks.

The cleaning routine requires getting near to active high voltage lines and using high-pressure

washers carried by the helicopters or crane trucks.

Such process is considered extremely dangerous and bears significant risks of electricity

shock or an impact of the helicopter blades with the electricity grid resulting in damages to the grid line and possible harm to human

IC Drone offers a revolutionary,

safer and cost-efficient method for maintenance of high voltage electrical infrastructure.

The worldwide electricity transmission market

is huge and estimated in millions of insulators.

The current cost per insulator cleaning is high and electricity operators around the

world fail to meet cleaning plans.

Our aim is to expand our IC

Drone service offerings to additional utility providers worldwide while continuing to develop new solutions to address evolving industry

UAS Octocopter Integrated with Six Degrees

28 unchanged sentences

We will also address, as needed, evolving regulation of civilian

Our IC Drone is a first-of-its-kind

robotic, drone-enabled system for cleaning electric utility insulators.

The IC Drone unique system, based on Duke’s advanced intellectual

property and know-how that integrates algorithms, autonomous systems, and robotic technologies used in mission-critical applications.

Our IC Drone offers a revolutionary, safer and cost-efficient, method

for maintenance of high voltage electrical infrastructure.

which require routine cleaning of insulators in order to optimize system efficiency

and prevent power outages.

Currently, the global standard for routine cleaning of insulators involves the use of helicopter fleets and

crane trucks.

Assembly and Testing

While we maintain the ability

to assemble our robots and UAS Octocopter at our facility in Israel, we currently outsource the assembly and production to third-party

manufacturers, from which we also purchase supplies and custom-made machined parts required for the production of our robots and UAS Octocopter.

We currently source our parts and materials from approximately twenty (20) suppliers located primarily in the United States, Europe, Israel

We are not, however, dependent on any single manufacturer.

In addition, while the components we purchase are built according

to our specific designs and requests, we believe the components and materials we purchase are common in nature and can easily be obtained

from alternative suppliers, if necessary.

Components are tested and approved against the expected points of failure during extended and

aggressive operations.

For example, we test items such as the load carrying capacity of our products as well as various software components.

After the lab testing phase, the robot and UASs undergoes a series of field tests which examine the operation of each function.

are combined with multi-phased airborne testing.

to assemble our robots, IC Drone system for cleaning electric utility insulators and UAS Octocopter at our facility in Israel, we currently

outsource the assembly and production to third-party manufacturers, from which we also purchase supplies and custom-made machined parts

required for the production of our IC Drone system for cleaning electric utility insulators.

We currently source our parts and materials

from approximately twenty (20) suppliers located primarily in the United States, Europe, Israel and China.

We are not, however, dependent

on any single manufacturer.

In addition, while the components we purchase are built according to our specific designs and requests, we

believe the components and materials we purchase are common in nature and can easily be obtained from alternative suppliers, if necessary.

Components are tested and approved against the expected points of failure during extended and aggressive operations.

For example, we test

items such as the load carrying capacity of our products as well as various software components and compliance with live power line rigid

After the lab testing phase, the IC Drone system for cleaning electric utility insulators and UASs undergoes a series of field

tests which examine the operation of each function.

The IC Drone system for cleaning electric utility insulators is mounted on and integrated

with third parties commercially available suitable drones.

Results are combined with multi-phased airborne testing.

In addition, we have not executed

7 unchanged sentences

Market Strategy

Civilian Market

We are currently focused on

expending the commercialization of the IC Drone, a first-of-its-kind robotic, drone-enabled system for cleaning electric utility insulators,

in the civilian market.

The unique system, based on our advanced intellectual property and know-how, integrates algorithms, autonomous

systems, and robotic technologies used in mission-critical applications.

On August 15, 2022, we signed

an agreement with the IEC to provide drone-enabled systems for cleaning electric utility cable insulators.

During October 2023, we

successfully completed our obligations under our agreement with the IEC by proving the efficiency and safety that comes by using our IC

Following that successful pilot, in August 2024, we, through Duke Israel, entered into another agreement with the IEC to provide

high-voltage insulator washing services using IC Drone system.

On February 18, 2025, we announced

that we established Duke Greece, which is focused on expanding our innovative IC Drone technology in Greece.

Our IC Drone technology provides

utility companies with a safer, more efficient, and environmentally sustainable solution for maintaining high-voltage electric infrastructure

as well as potential other applications of our technologies and capabilities.

The IC Drone’s proven success with the IEC demonstrates

its significant market potential for broader deployment across additional regions and sectors.

We are currently in the initial

phases of our global expansion strategy and remain focused on leveraging our proprietary technologies to unlock new growth opportunities

in the civilian sector.

We aim to expand our IC Drone service offerings to additional utility providers worldwide while continuing to

develop new solutions to address evolving industry needs.

Defense and Military Market

We expect that our growth

in the defense and military market will initially derive from sales of TIKAD (our robot mounted on UAS Octocopter platform), and later

from sales of our robot mounted on other platforms, such as light all-terrain vehicles and sea-mounted on boats.

Focus on sales in the United States .

We believe that the United States military will be our lead and reference customer.

The United States alone presents a significant and diverse market opportunity - special operation forces units, various counter-terrorism (federal, state and city) units, regular local police forces (the use of less-lethal weapons), U.S.

in the defense and military market, through our Collaboration Agreement with Elbit, will initially derive from sales of robotic technology

mounted on UAS Octocopter platform, and later from sales of our robot mounted on other platforms, such as light all-terrain vehicles and

sea-mounted on boats.

● Focus on sales in the United

We believe that the United States military will be a lead and reference customer.

The United States alone presents a significant

and diverse market opportunity - special operation forces units, various counter-terrorism (federal, state and city) units, regular local

police forces (the use of less-lethal weapons), U.S.

Army, National Guard, U.S.

Navy, Coast Guard and the Border Police.

Sales to NATO .

We believe adoption of our products in the United

States will open the markets in countries that are U.S.

● Sales to the North Atlantic

Treaty Organization (NATO) Countries .

We believe adoption of such products in the United States will open the markets in countries

that are U.S.

allies such as the NATO countries.

Civilian Market .

We believe that our robot, due to its novel

and unique capabilities, including stabilization of six degrees of freedom in real-time, can bring solutions that do not yet exists for

different tasks that require high end stabilization, such as VTOL robotic landing gear for drones and aircraft that enables take-offs

and landings on uneven terrain and on steep slopes and medical uses for robotic procedures which need high accuracy.

On August 15, 2022, we signed an agreement with the IEC to provide

drone-enabled systems for cleaning electric utility cable insulators.

During October 2023, we successfully completed our obligations

under our agreement with the IEC by proving the efficiency and safety that comes by using our IC Drone.

plan is to provide insulation maintenance and washing services to electrical companies over the globe, throughout separate entities over

the world, either alone or with strategic partners.

Intellectual Property

2 unchanged sentences

the proprietary rights of others.

We rely on a combination of trade secrets, know-how, and other contractual rights (including confidentiality

and invention assignment agreements) to protect our intellectual property rights.

We also restrict access to our sensitive intellectual

property information to our most senior management.

We rely on a combination of patents, trade secrets, know-how, and other contractual rights (including

confidentiality and invention assignment agreements) to protect our intellectual property rights.

We also restrict access to our sensitive

intellectual property information to our most senior management.

To protect certain key technologies,

4 unchanged sentences

Sales and Marketing

Civilian Sector

Marketing and sales efforts

are currently concentrated on the IC Drone as well as other potential applications of the Company’s technologies and capabilities,

using company employees, service providers, agent and related electric infrastructure companies.

The current marketing efforts increased

significantly following the official launch of the latest version of the IC Drone in November 2024 and the establishment of our wholly

owned subsidiary Duke Greece in February 2025.

Defense and Military Market

Our robot has been designated

as a unique system by the IMOD and has received official approval as the sole supplier of this solution to the IMOD.

The IMOD has also

publicly endorsed our combined robotic and UAS system, which we market under the commercial name TIKAD, as an innovative future battlefield

technology that may be implemented by the Israeli Defense Forces (the “IDF”).

We intend to focus our sales efforts in the United States because the

military in general and special operation forces units in particular are expected to be our largest customers.

On January 29, 2021, we, through

13 unchanged sentences

Office for a patent titled “Stabilization System” regarding its stabilization technology incorporated in its advanced robotic

Marketing and sales efforts related to TIKAD are being led by Elbit

due to our Collaboration Agreement with Elbit.

Civilian Sector

Marketing and sales efforts are currently concentrated on the IC Drone

using company employees, agent and related electric infrastructure companies that are in cooperation with the IEC.

The current marketing

volume and efforts are limited and are expected to increase significantly upon the next version of the IC Drone which is expected to be

release in the fourth quarter of 2024.

Defense and Military Market

While we believe that our

products are novel, and that we have unique knowledge of military operational demands and challenges and years of developing complex military

airborne systems and advanced robotics, the defense industry is a competitive environment.

Marketing and sales efforts related to TIKAD were originally anticipated

to be led by Elbit due to our Collaboration Agreement with Elbit, and we are aware that Elbit is marketing drone-mounted remote weapon

systems, including a system in the name of “Bird of Prey”.

We requested reports from Elbit regarding sales and royalties related

to drone-mounted remote weapon systems, as outlined in the Collaboration Agreement and it is in discussion with Elbit.

Civilian Sector

19 unchanged sentences

or defense products, obtaining regulatory approval for those products and commercializing those products around the world.

Defense and Military Market

While we believe that our

products are novel, and that we have unique knowledge of military operational demands and challenges and years of developing complex military

airborne systems and advanced robotics, the defense industry is a competitive environment.

Government Regulation

18 unchanged sentences

It is expected that in the

mid-term more than seventy-five (75%) of our revenue will be derived from exports subject to Israeli export regulations.

mid-term more than seventy-five percent (75%) of our revenue will be derived from exports subject to Israeli export regulations.

Approval of Israeli

32 unchanged sentences

of Agreement between the United States and Israeli governments waives the “Buy American” laws for specified products, including

most of the products we are currently selling in the United States.

most of the products we may sell in the United States.

Procurement Regulations.

15 unchanged sentences

program, including specific procedures, record keeping and training.

Audit Regulations.

IMOD may audit our books and records relating to its contracts with us.

Our books and records and other aspects of projects that will

be related to the U.S.

The IMOD may audit our books and records relating to its contracts with us.

Our books and records and other

aspects of projects that will be related to the U.S.

defense contracts will be subject to audit by U.S.

government audit agencies.

Such audits review compliance with

government contracting cost accounting and other applicable standards.

If discrepancies are found this could result in a downward adjustment

of the applicable contract’s price.

Some other customers have similar rights under specific contract provisions.

audits review compliance with government contracting cost accounting and other applicable standards.

If discrepancies are found this could

result in a downward adjustment of the applicable contract’s price.

Some other customers have similar rights under specific contract

Civil Aviation Regulations.

1 unchanged sentence

Federal Aviation

Administration and similar civil aviation authorities in Israel, Europe and other countries.

Administration and similar civil aviation authorities in Israel, Greece, the EU, and other countries.

Environmental, Health

5 unchanged sentences

We currently have one full-time

employee, our Chief Executive Officer, and two (2) executive officers, our Chief Technology Officer and our Chief Financial Officer.

hire freelance contractors and consultants in order to limit our operating expenses and therefore allowing us to scale as necessary.

maintain long-term relationships with these freelance contractors and consultants.

All of our consulting agreements

employee, our Chief Executive Officer.

Additionally, we engage two (2) executive officers:

our Chief Technology Officer (“CTO”)

and our Chief Financial Officer.

We engage freelance contractors and consultants in order to limit our operating expenses and therefore

allowing us to scale as necessary.

We maintain long-term relationships with these freelance contractors and consultants.

Some of our consulting agreements

include undertakings with respect to non-competition and assignment to us of intellectual property rights developed in the course of employment

13 unchanged sentences

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

What changed 10-K

Item 1. Business