What changed in this filing

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Item 1. Business

2021-03-16 compared with 2020-03-25 · 137 added, 117 removed, 338 unchanged (43% of the section changed)

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The information

contained in or accessible through the foregoing website is not part of this prospectus, or the registration statement of which

this prospectus forms a part, and is for informational purposes only.

contained in or accessible through the foregoing website is not part of this Report and is for informational purposes only.

Our Technology

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issues that we perceive are hindering the growth of the home theater:

complexity and cost.

We believe that consumers want to experience

theater quality surround sound from the comfort of their homes.

However, wired home theater systems often require expensive audio-visual

(“AV”) receivers to decode the audio stream, leaving the consumer with the burden of concealing the wires.

professional to hide the wires into the walls or floor is invasive, complicated, costly and time consuming.

Further, people that

rent as opposed to own may not be able to install these systems as the installation construction needed may not be permitted under

a lease agreement.

Our first-generation wireless technology addresses these problems by transmitting wireless audio to each speaker

at Blu-ray quality (uncompressed 24-bit audio up to 96 kHz sample rates) and emphasizing ease of setup.

To our knowledge, Summit’s

custom chips and modules technology is one of the only technologies available today that can stream up to eight (8) separate wireless

audio channels with low latency, removing lip-sync issues between the audio and video sources.

In addition, every speaker within

a system that utilizes our technology can be synchronized to less than one microsecond, thus eliminating phase distortion between

Summit’s first-generation technology shows that wireless home theater systems are viable home audio solutions for

the average consumer and audio enthusiast alike.

complexity of installation and cost.

We believe that consumers

want to experience theater quality surround sound from the comfort of their homes.

However, wired home theater systems often require

expensive audio-visual (“AV”) receivers to decode the audio stream, leaving the consumer with the burden of concealing

Hiring a professional to hide the wires into the walls or floor is invasive, complicated, costly and time consuming.

Further, people who rent as opposed to own their home may not be able to install these systems as the installation construction

needed may not be permitted under a lease agreement.

Our first-generation wireless technology addresses these problems by transmitting

wireless audio to each speaker at Blu-ray quality (uncompressed 24-bit audio up to 96 kHz sample rates) and emphasizing ease of

To our knowledge, Summit’s custom chips and modules technology is one of the only technologies available today that

can stream up to eight (8) separate wireless audio channels with low latency, removing lip-sync issues between the audio and

video sources.

In addition, every speaker within a system that utilizes our technology can be synchronized to less than one microsecond,

thus eliminating phase distortion between speakers.

Summit’s first-generation technology shows that wireless home theater

systems are viable home audio solutions for the average consumer and audio enthusiast alike.

Summit is currently developing certain

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A prototype version of our software technology has been demonstrated

to select customers (pursuant to confidentiality agreements) at recent Consumer Electronics Shows in Las Vegas, Nevada.

to select customers (pursuant to confidentiality agreements) at the Consumer Electronics Show 2020 in Las Vegas, Nevada.

is to commercialize a software based-solution, which other brands can integrate into their devices, that will (i) reduce integration

costs for mass market use, (ii) utilize Wi-Fi for wireless connectivity, making it easy to integrate into today’s high volume,

low cost systems on a chip (“SOC”) and modules, (iii) provide a low power consumption option to allow for use in battery

powered devices, and (iv) provide compatibility with popular consumer electronic operating systems.

costs for mass market use, (ii) utilize Wi-Fi for wireless connectivity, making it easy to integrate into today’s high

volume, low cost systems on a chip (“SOC”) and modules, (iii) provide a low power consumption option to allow

for use in battery powered devices, and (iv) provide compatibility with popular consumer electronic operating systems.

WiSA Association

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As the sole owner of WiSA, LLC, we certify all WiSA Association products.

LG Electronics introduced two premium model lines, OLED and Nanocell TVs, as WiSA Ready TM TVs in 2019 and has continued

the feature in their 2020 TVs.

The Company expects three to four additional TV brands to be marketing WiSA projects in 2021.

In 2018, the Company introduced the WiSA

Ready TM certification.

The WiSA Ready certification identifies entertainment sources –

such as TVs, gaming

systems or computers –

that are equipped to deliver up to eight (8) channels of HD audio to WiSA-certified speakers when

connected with a WiSA Universal Serial Bus (“USB”) transmitter.

This program simplifies consumer set-up and reduces

costs by replacing AV receivers or wireless hubs with a low-cost USB accessory.

We believe that using WiSA Ready products allows

consumers to more simply and conveniently enjoy wireless multi-channel sound, eliminating the clutter, wires and complicated installs

generally required to create immersive audio experiences.

The WiSA Ready TM certification identifies entertainment sources –

as TVs, gaming systems or computers –

that are equipped to deliver up to eight (8) channels of HD audio to WiSA-certified

speakers when connected with a WiSA Universal Serial Bus (“USB”) transmitter.

This program simplifies consumer set-up

and reduces costs by replacing AV receivers or wireless hubs with a low-cost USB accessory.

We believe that using WiSA Ready TM

products allows consumers to more simply and conveniently enjoy wireless multi-channel sound, eliminating the clutter, wires and

complicated installs generally required to create immersive audio experiences.

Currently, WiSA-certified products are

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industry leadership in solving the challenges facing the home theater and commercial markets in the integration of wireless audio

WiSA Association has dramatically

increased consumer awareness, as measured by web traffic through their website.

There were 365,000 web visits in 2020,

representing an increase of 339,000 from 26,000 visits in 2019.

The WiSA Association utilizes Google analytics to

identify and measure unique user web traffic.

Summit has designed wireless modules that

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digital amplifier and is designed to be integrated directly into a home theater speaker.

The (4) printed circuit board (PCB) antennas

simplify system integration while providing robust reception of 24-bit audio up to 96 kHz sample rates virtually anywhere within

a 10-meter by 10-meter space.

The four (4) printed circuit board

(PCB) antennas simplify system integration while providing robust reception of 24-bit audio up to 96 kHz sample rates virtually

anywhere within a 10-meter by 10-meter space.

It supports one or two separate audio outputs via I2S.

An optional interface on the receiver module

can be enabled to configure the speaker type and provide volume/mute control at the speaker.

Alternatively, the speaker type can

be assigned at the factory for preconfigured Home Theater in a Box applications.

An optional interface on the

receiver module can be enabled to configure the speaker type and provide volume/mute control at the speaker.

Alternatively, the

speaker type can be assigned at the factory for preconfigured Home Theater in a Box applications.

The Summit Opportunity

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and components gives consumers the ability to express their individual preference and needs and provides the assurance that the

devices will interoperate, delivering the highest standard in HD wireless surround sound.

devices will interoperate, delivering what we believe is the highest standard in HD wireless surround sound.

Dissatisfaction with Bluetooth Performance and Quality

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Profitability of Audio Component Accessories

High-definition televisions (“HDTVs”)

are getting thinner and it is becoming increasingly difficult to incorporate the latest electronic advances into such thin displays.

We expect that eventually most of the electronics will be external to the display.

We believe that the first physical feature to

be removed from HDTVs will be the audio component, since there is very little room for quality speakers in today’s thin displays.

We believe that HDTV manufacturers know that they need to provide an audio alternative.

Additionally, since cost is a significant

consideration, we believe that some manufacturers may offer external sound bars which will satisfy some consumers, but perhaps

not the consumers who desire a high-quality audio alternative.

We believe that these developments are creating an inflection point

in the market, and manufacturers are looking to Summit’s technology to create a standard for wireless audio interoperability

that will support a long-term product strategy for the successful development of high quality, wireless audio products.

speaker systems that incorporate Summit’s technology, consumer electronics companies will be able to sell easy-to-install

surround sound audio solutions alongside TVs.

High-definition televisions (“HDTVs”) are getting thinner and it is becoming increasingly difficult to incorporate the latest

electronic advances into such thin displays.

Over two hundred million smart TVs are currently sold annually.

We expect that eventually

most of the electronics will be external to the display.

We believe that the first physical feature to be removed from HDTVs will be the

audio component, since there is very little room for quality speakers in today’s thin displays.

We believe that HDTV manufacturers

know that they need to provide an audio alternative.

Additionally, since cost is a significant consideration, we believe that some manufacturers

may offer external sound bars which will satisfy some consumers, but perhaps not the consumers who desire a high-quality audio alternative.

Over nine million sound bars are forecasted to be sold in the United States in 2021 by CTA (Consumer Technology Association) which would

equate to 30 to 40 million worldwide.

We believe that these developments are creating an inflection point in the market, and manufacturers

are looking to Summit’s technology to create a standard for wireless audio interoperability that will support a long-term product

strategy for the successful development of high quality, wireless audio products.

By designing speaker systems that incorporate Summit’s

technology, consumer electronics companies will be able to sell easy-to-install surround sound audio solutions alongside TVs.

Enjoyment of improved audio on existing content

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adoption of the technology by leaders in consumer electronics are differentiating factors for Summit.

Management believes that

Our management believes that

Summit is one of the only companies with the technical capabilities of transmitting high resolution, low latency, and speaker synchronization

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Category Defining Wireless Audio

Our wireless audio technology delivers

8 channels of uncompressed audio directly to the speakers in 24-bit and up to 96 kHz sample rates.

This means that a consumer can

experience audio exactly as it was mastered in the studio.

Summit’s technology supports surround sound systems up to 7.1

or 5.1.2 for Dolby ATMOS configurations.

Alternative technologies such as, standard

Bluetooth and WiFi protocols were not designed to transmit real-time audio synchronized to video.

Standard Bluetooth and WiFi technologies

work best for audio only applications when video is not a part of the listening experience.

In audio only applications latency

is less critical and can be buffered in memory to insure proper speaker synchronization even when audio data retransmissions are

needed in today’s congested wireless environments.

In video applications retransmissions add to latency.

Standard Bluetooth

and WiFi protocols have long variable latency that can exceed 50ms resulting in lip-sync issues and variable speaker synchronization

making quality multichannel audio experience unachievable.

A few custom software and or silicon based solutions exist today that

improve performance, but compared to Summit, have longer latencies, lower performing speaker synchronization, and are limited to

2-4 audio channels and often limited to 16 bit CD quality audio.

Our first generation wireless audio technology

delivers industry leading 8 channels of uncompressed audio directly to the speakers in 24-bit and up to 96 kHz sample rates.

means that a consumer can experience audio exactly as it was mastered in the studio.

Summit’s technology supports surround

sound systems up to 7.1 or 5.1.2 for Dolby Atmos®

configurations.

Alternative technologies such as, Bluetooth

and Wi-Fi standards were not designed to transmit fixed low latency audio that is synchronized to video.

However, Bluetooth and

Wi-Fi standards can work well for audio-only wireless transmission, when video is not a part of the listening experience.

In audio-only

applications, latency is less critical and audio data can be buffered in memory to ensure proper speaker synchronization even when

data retransmissions are needed in today’s congested wireless environments.

In video applications, retransmissions add to

Standard Bluetooth and Wi-Fi standards have long variable latency that can exceed acceptable audio to video synchronization

and make quality multichannel audio experience unachievable.

A few custom silicon-based solutions exist today that improve on Bluetooth

and Wi-Fi standards based performance, but compared to Summit, such products have longer latencies, lower performing speaker synchronization,

and are limited to 2-4 audio channels and often only support 16-bit CD quality audio.

Summit’s technology roadmap includes

proprietary software, currently in development, that will support Wi-Fi protocol.

This proprietary software has been designed

to scale in audio channel count and sample rates even as Wi-Fi performance or network utilization changes.

proprietary software that will enable standard Wi-Fi protocol to support multi-channel audio for video applications, while permitting

Summit to leverage Wi-Fi’s lower chip and module cost structure.

Summits first generation technology was designed for the

mid to high end home theater market and offers a unique feature set that is expected to be included in new product designs for

Summit’s new Wi-Fi strategy enables the Company to compete in the entry level home theater market at Bluetooth price

points, while delivering superior multi-channel performance for higher volume applications.

The Company’s recently announced

Discovery module is the first product that integrates Summit’s new software which enables a transceiver module to keep up

to four independent wireless audio channels synchronized in a room size up to 10 meters square.

The Discovery modules is ideally

suited for entry level home entertainment systems, including sound bars, TVs, subwoofers and Dolby Atmos®

applications.

Summit Customers

Summit currently sells wireless modules

containing custom semiconductor chips to a growing list of consumer electronics customers, including major brands such as Axiim,

Bang & Olufsen, Enclave Audio, Klipsch, LG, Harman International, a division of Samsung, Sharp, Savant and System Audio.

believe that the use of our products by well-known consumer electronics brands will provide an opportunity to create wireless

audio products that are simple to install and perform at high levels.

containing custom semiconductor chips to a growing list of consumer electronics customers, including major brands such as Bang &

Olufsen, Enclave Audio, Klipsch, LG, Harman International, a division of Samsung, Savant, Skyworth and System Audio.

believe that the use of our products by well-known consumer electronics brands will provide an opportunity to create wireless audio

products that are simple to install and perform at high levels.

Brands such as Bang & Olufsen and Klipsch have chosen

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Interoperability is a key aspect of wireless

We believe that this is especially true in audio, where unique designs, price points, audio quality and capabilities

as well as consumer brand loyalties are significant factors for the end consumer.

Creating home theater and audio components that

all work with an interoperable standard creates a high level of confidence in retailers and consumers and helps drive the entire

Interoperability also increases the opportunity for specialized brands to create new and innovative products knowing

they can focus on their specific part of the market and rely on others to create the necessary cohort components.

We believe that this is especially true with audio technology, where unique designs, price points, audio quality and

capabilities as well as consumer brand loyalties are significant factors for the end consumer.

Creating home theater and audio

components that all work with an interoperable standard creates a high level of confidence in retailers and consumers in the functionality

of the entire entertainment system.

Interoperability also increases the opportunity for specialized brands to create new and innovative

products knowing they can focus on their specific part of the market and rely on others to create the necessary cohort components.

Proprietary Software

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Research and Development

As of December 31, 2019, our research and

development department consisted of 30 dedicated employees, 7 of which were working part-time.

As of December 31, 2020, our research

and development department consisted of 25 dedicated employees, 1 of which was working part-time.

Summit’s engineering team

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vast channel of retailers and dealer networks.

Internationally known brands such as Bang & Olufsen, Harman International, a

division of Samsung, LG, System Audio, Klipsch, Hansong, GGEC, Axiim, Enclave and many others are among our current customers,

Internationally known brands such as Bang & Olufsen, Harman International,

a division of Samsung, LG, System Audio, Klipsch, Axiim, Enclave and many others are among our current customers,

with products aimed at the wireless home theater market.

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and other resources than we have with which to pursue engineering, manufacturing, marketing and distribution of their products.

Microchip Technology, Inc .

Technology, Inc .

Microchip Technology, Inc.

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Bluetooth SIG, Inc.

is a globally recognized

technology that has applications to wireless audio.

We believe Bluetooth SIG technology currently cannot match the technical capabilities

of our modules.

is a globally

recognized technology that has applications to wireless audio.

We believe Bluetooth SIG technology currently cannot match the technical

capabilities of our modules.

However, Bluetooth SIG, is still a very inexpensive and widely used technology for wireless audio.

We believe that

our technological advantages over Bluetooth SIG include our ability to provide to consumers surround sound, a more reliable connection,

higher fidelity, fixed low latency, tight speaker to speaker synchronization, and uncompressed audio.

We believe that our technological advantages over Bluetooth SIG include our ability to provide to consumers surround sound, a more

reliable connection, higher fidelity, fixed low latency, tight speaker to speaker synchronization, and uncompressed audio.

In addition to these companies that compete

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and trade secrets developed based on our technical expertise.

As of December 31, 2019, we had 8 issued patents and 5 pending patent

applications in the United States and 2 application outside the United States.

As of December 31, 2020, we had 10 issued patents and 5 pending

patent applications in the United States and 2 applications outside the United States.

The patents cover several areas of a multi-channel

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We have multiple patents covering aspects and improvements for many of our technologies.

Our trademarks cover our various products,

technologies, improvements, and features, as well as the services that we provide.

These trademarks are an integral part of our

technology licensing program, and licensees typically elect to place our trademarks on their products to inform consumers that

their products incorporate our technology and meet our quality specifications.

Our trademarks cover our various products, technologies, improvements,

and features, as well as the services that we provide.

These trademarks are an integral part of our technology licensing program,

and licensees typically elect to place our trademarks on their products to inform consumers that their products incorporate our

technology and meet our quality specifications.

We protect our IP rights both domestically

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countries, the effectiveness of patents obtained or that may in the future be obtained, if any, is uncertain.

As of December 31, 2019, we had a total

45 employees working in the United States and internationally.

In the United States, we had 43 employees, 7 of which were working

part-time, including 30 employees that work in our research and development department, 8 employees in our sales and marketing

department, 2 employees that work in our manufacturing/logistics/fulfillment departments and 5 employees that work in our general

As of December 31, 2020, we had a

total 40 employees working in the United States and internationally.

In the United States, we had 38 employees, 1 of which was

working part-time, including 25 employees that work in our research and development department, 7 employees in our sales and marketing

department, 1 employee that works in our manufacturing/logistics/fulfillment department and 5 employees that work in our general

and administrative department.

Additionally, we have one sales employee in Japan and one logistics employee in Taiwan.

our employees are currently covered by a collective bargaining agreement, and we have experienced no work stoppages.

our relationship with our employees to be good.

Additionally, we have one logistics employee and one sales employee in Taiwan.

None of our employees

are currently covered by a collective bargaining agreement, and we have experienced no work stoppages.

We consider our relationship

with our employees to be good.

Risk Factors.

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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