What changed in this filing

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Item 1. Financial Statements

2026-08-11 compared with 2026-02-06 · 89 added, 167 removed, 341 unchanged (43% of the section changed)

11 unchanged sentences

Intangible assets, net

Deferred tax asset

LIABILITIES AND STOCKHOLDERS’ EQUITY

25 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATION S

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands, except per share amounts)

Three Months Ended June 30,

(In thousands, except per share amounts)

3 unchanged sentences

Selling, general and administrative

Gain from sale of assets

Total operating expenses

1 unchanged sentence

Interest income, net

Gain on change in fair value of warrants liability

Issuance costs associated with warrants liability

Other expense, net

6 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

Net unrealized gain on available-for-sale investments

Total comprehensive loss

4 unchanged sentences

Stockholders'

Three months ended December 31, 2025

(In thousands, except share amounts)

Balance, September 30, 2025

Issuance of common stock under employee stock option plans

Issuance of common stock net of issuance costs of $ 314

Warrants exercised

Stock-based compensation expense

Balance, December 31, 2025

Comprehensive

Stockholders'

Three months ended December 31, 2024

Balance, September 30, 2024

Issuance of common stock under employee stock option plans

Stock-based compensation expense

Balance, December 31, 2024

Comprehensive

Stockholders'

Nine months ended December 31, 2025

Three months ended June 30, 2026

(In thousands, except share amounts)

2 unchanged sentences

Issuance of common stock under employee stock option plans

Issuance of common stock net of issuance costs of $ 314

Warrants exercised

Stock-based compensation expense

Balance, December 31, 2025

Balance, June 30, 2026

Comprehensive

Stockholders'

Nine months ended December 31, 2024

Three months ended June 30, 2025

Balance, March 31, 2025

Issuance of common stock pursuant to an At-the-Market offering, net of offering costs of $ 411

Issuance of common stock under employee stock option plans

Stock-based compensation expense

Balance, December 31, 2024

Balance, June 30, 2025

The accompanying notes are an integral part of these condensed consolidated financial statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW S

Nine Months Ended December 31,

Three Months Ended June 30,

(In thousands)

4 unchanged sentences

Non-cash lease expense

Change in fair value of contingent consideration

Depreciation and amortization

Gain from sale of assets

Change in fair value of warrants liability

Stock-based compensation

6 unchanged sentences

Cash flows from investing activities:

Proceeds from sale of assets

Purchases of property and equipment

Net cash provided by (used in) investing activities

Net cash used in investing activities

Cash flows from financing activities:

Proceeds from issuance of common stock under At-the-Market offering, net of issuance costs of $ 573

Proceeds from common stock, net of issuance costs of $ 314

Proceeds from issuance of warrants

Proceeds from warrants exercised

Proceeds from issuance of common stock under At-the-Market offering, net of issuance costs of $ 321 and $ 411

Proceeds from issuance of common stock under employee stock plans

3 unchanged sentences

Cash and cash equivalents at end of the period

Non-cash investing and financing activities:

Operating lease right-of-use assets exchanged for lease obligations

Supplemental cash flow information:

Net cash paid for income taxes

Cash paid (received) for income taxes

The accompanying notes are an integral part of these condensed consolidated financial statements.

9 unchanged sentences

However, these financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2026.

The consolidated results of operations for the nine months ended December 31, 2025 are not necessarily indicative of the results to be expected for the entire fiscal year.

The consolidated results of operations for the three months ended June 30, 2026 are not necessarily indicative of the results to be expected for the entire fiscal year.

Significant accounting policies

3 unchanged sentences

GAAP does not have specific accounting standards covering agreements between the government and business entities.

The Company applies International Accounting Standards 20 (“IAS 20”), Accounting for Government Grants and Disclosure of Government Assistance, by analogy when accounting for agreements entered into with the government.

The Company applies International Accounting Standard 20 (“IAS 20”), Accounting for Government Grants and Disclosure of Government Assistance, by analogy when accounting for agreements entered into with the government.

Under IAS 20, government grants or awards are initially recognized when there is reasonable assurance the conditions of the grant or award will be met and the grant or award will be received.

12 unchanged sentences

Accounts receivable are recorded at the amounts billed less estimated allowances for credit losses for any potential uncollectible amounts.

At December 31, 2025, three customers accounted for 41 %, 34 % and 15 % of our accounts receivable, respectively.

If any of these customers do not pay us, our financial position and operating results will be harmed.

At June 30, 2026, one customer accounted for 62 % of our accounts receivable.

If this customer does not pay us, our financial position and operating results will be harmed.

The Company continually monitors customer payments and maintains an allowance for estimated losses resulting from a customer’s inability to make required payments.

1 unchanged sentence

Accounts receivable are written-off and charged against an allowance for credit losses when the Company has exhausted collection efforts without success.

Warrant Liabilities

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, including warrant liabilities, the derivative instrument is initially recorded at its fair value on the issuance date and is then re-valued upon exercise or at each reporting date for unexercised warrants, with changes in the fair value reported in the condensed consolidated statements of operations.

The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period.

Derivative warrant liabilities are classified as non-current liabilities as their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.

Risk and uncertainties

The challenging global economic environment due to, among other things, increased or new tariffs, export controls and other trade barriers and trade disputes, worldwide inflationary pressures and increasing geopolitical tensions, has affected the business activities of the Company, its customers, suppliers, and other business partners in the fiscal year ended March 31, 2025 and into the nine months ended December 31, 2025.

The Company believes that during the next 12 months disruptions in the capital markets as a result of increased or new tariffs, export controls and other trade barriers, trade disputes and increasing geopolitical tensions, worldwide inflationary pressures and the challenging global economic environment could impact general economic activity and demand in the Company’s end markets.

The decline in the global economic environment due to, among other things, increased or new tariffs, export controls and other trade barriers and trade disputes, worldwide inflationary pressures and increasing geopolitical tensions, has affected the business activities of the Company, its customers, suppliers, and other business partners in the fiscal year ended March 31, 2026 and into the three months ended June 30, 2026.

The Company believes that during the next 12 months disruptions in the capital markets as a result of these conditions could impact general economic activity and demand in the Company’s end markets.

Accounting pronouncements effective for fiscal 2027

In July 2025, the FASB issued Accounting Standards Update 2025-05, “Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (ASU 2025-05).” ASU 2025-05 provides a practical expedient that all entities can use when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers.

Under this practical expedient, an entity is allowed to assume that the current conditions it has applied in determining credit loss allowances for current accounts receivable and current contract assets remain unchanged for the remaining life of those assets.

We adopted the provisions of ASU 2025-05 on April 1, 2026.

The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures.

Accounting pronouncements not yet adopted by the Company

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740).” ASU No.

2023-09 improves the transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information.

It also includes certain other amendments to improve the effectiveness of income tax disclosures regarding (a) income or loss from continuing operations disaggregated between domestic and foreign and (b) income tax expense or benefit from continuing operations disaggregated by federal, state and foreign.

2023-09 is effective for annual periods beginning after December 15, 2024.

The Company is currently evaluating the disclosure requirements and its effect on the condensed consolidated financial statements.

In November 2024, the FASB issued ASU No.

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The Company is currently evaluating the disclosure requirements and its effect on the condensed consolidated financial statements.

In July 2025, the FASB issued Accounting Standards Update 2025-05, “Financial Instruments – Credit Losses (Topic 326):

ASU 2025-05 is effective for fiscal years beginning after December 15, 2025, and interim reporting periods in those years.

Entities that elect the practical expedient and, if applicable, make the accounting policy election are required to apply the amendments prospectively.

We are currently evaluating the potential impact of adopting ASU 2025-05 on our condensed consolidated financial statements and disclosures.

In December 2025, the FASB issued ASU No.

22 unchanged sentences

Payment terms vary by contract type and type of customer and generally range from 30 to 60 days from shipment.

Additionally, the Company has right to payment upon shipment.

Additionally, the Company has a right to payment upon shipment.

The Company records revenue net of sales tax, value added tax, excise tax and other taxes collected concurrent with product sales.

3 unchanged sentences

Warranty costs and the accrued warranty liability were not material in all periods presented.

Substantially all of the Company’s revenue is derived from sales of SRAM products, which represent approximately 99 % and 99 % of total revenues in the nine months ended December 31, 2025 and 2024.

Nokia, the Company’s largest end user customer in fiscal 2024 and 2023, purchases products directly from the Company and through contract manufacturers and distributors.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by Nokia represented approximately 11 % and 4 % of the Company’s net revenues in the three months ended December 31, 2025 and 2024, respectively and 8 % and 14 % of the Company’s net revenue in the nine months ended December 31, 2025 and 2024, respectively.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by KYEC, which was the Company’s largest end user customer in fiscal 2025, represented approximately 18 % and 23 % of the Company’s net revenues in the three months ended December 31, 2025 and 2024, respectively and 11 % and 20 % of the Company’s net revenue in the nine months ended December 31, 2025 and 2024, respectively.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by Cadence Design Systems represented approximately 4 % and 18 % of the Company’s net revenues in the three months ended December 31, 2025 and 2024, respectively and 17 % and 7 % of the Company’s net revenue in the nine months ended December 31, 2025 and 2024, respectively.

Substantially all of the Company’s revenue is derived from sales of SRAM products, which represent approximately 99 % and 100 % of total revenues in the three months ended June 30, 2026 and 2025.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by KYEC, which was the Company’s largest end user customer in fiscal 2026 and 2025, represented approximately 16 % and 4 % of the Company’s net revenues in the three months ended June 30, 2026 and 2025, respectively.

Nokia purchases products directly from the Company and through contract manufacturers and distributors.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by Nokia represented approximately 5 % and 9 % of the Company’s net revenues in the three months ended June 30, 2026 and 2025, respectively.

Based on information provided to the Company by its contract manufacturers and distributors, purchases by Cadence Design Systems represented approximately 7 % and 24 % of the Company’s net revenues in the three months ended June 30, 2026 and 2025, respectively.

See “Note 12 — Segment and Geographic Information” for revenue by shipment destination.

The following table presents the Company’s revenue disaggregated by customer type.

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

3 unchanged sentences

The following table sets forth the computation of basic and diluted net loss per share:

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands, except per share amounts)

Three Months Ended June 30,

(In thousands, except per share amounts)

2 unchanged sentences

Dilutive effect of employee stock options

Dilutive effect of employee stock purchase plan options

Dilutive effect of employee stock purchase plan shares

Weighted average shares—Dilutive

2 unchanged sentences

The following shares of common stock underlying outstanding stock options and unissued ESPP shares, determined on a weighted average basis, were excluded from the computation of diluted net loss per share as they had an anti-dilutive effect:

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

1 unchanged sentence

NOTE 4—BALANCE SHEET DETAIL

December 31, 2025

June 30, 2026

March 31, 2026

3 unchanged sentences

Inventory at distributors

December 31, 2025

June 30, 2026

March 31, 2026

3 unchanged sentences

Allowances for credit losses

December 31, 2025

June 30, 2026

March 31, 2026

4 unchanged sentences

Other prepaid expenses and other current assets

December 31, 2025

June 30, 2026

March 31, 2026

5 unchanged sentences

Accumulated depreciation

Depreciation expense was $ 104,000 and $ 100,000 for the three months ended December 31, 2025 and 2024, respectively and $ 289,000 and $ 336,000 for the nine months ended December 31, 2025 and 2024, respectively.

The following tables summarize the components of intangible assets and related accumulated amortization balances at December 31, 2025 and March 31, 2025 (in thousands):

As of December 31, 2025

Depreciation expense was $ 114,000 and $ 90,000 for the three months ended June 30, 2026 and 2025, respectively.

The following tables summarize the components of intangible assets and related accumulated amortization balances at June 30, 2026 and March 31, 2026 (in thousands):

As of June 30, 2026

Intangible assets:

3 unchanged sentences

Product designs

Amortization of intangible assets included in cost of revenues was $ 59,000 and $ 59,000 for the three months ended December 31, 2025 and 2024, respectively and $ 176,000 and $ 175,000 for the nine months ended December 31, 2025 and 2024, respectively.

Amortization of intangible assets included in cost of revenues was $ 58,000 and $ 59,000 for the three months ended June 30, 2026 and 2025, respectively.

The Company reviews identifiable amortizable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable.

1 unchanged sentence

Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value.

There were no impairment indicators noted as of December 31, 2025.

As of December 31, 2025, the estimated future amortization expense of intangible assets in the table above is as follows (in thousands):

There were no impairment indicators noted as of June 30, 2026.

As of June 30, 2026, the estimated future amortization expense of intangible assets in the table above is as follows (in thousands):

Fiscal year ending March 31,

2026 (remaining three months)

December 31, 2025

2027 (remaining nine months)

June 30, 2026

March 31, 2026

3 unchanged sentences

Accrued commissions

Production mask set

Miscellaneous accrued expenses

In August 2024, the Company implemented strategic cost-cutting measures.

These initiatives consisted of workforce reductions across all departments and enhanced operational efficiencies.

The cost reduction initiatives included an approximate 16 % reduction in the Company’s global workforce.

There were no severance related charges in the three and nine months ended December 31, 2025.

The Company incurred $ 357,000 in severance related charges during the nine months ended December 31, 2024, including $ 204,000 recorded as cost of revenues, $ 128,000 recorded as research and development expense and $ 24,000 recorded as selling, general and administrative expense in the condensed consolidated statements of operations.

The Company does not expect to incur any additional severance related charges resulting from these measures.

There were no severance charges accrued as of December 31, 2025 and March 31, 2025 as severance payments to all impacted employees have been completed as of March 31, 2025.

Purchased intellectual property

NOTE 5—GOODWILL

3 unchanged sentences

The Company has one reporting unit.

The Company had a goodwill balance of $ 8.0 million as of both December 31, 2025 and March 31, 2025.

The Company had a goodwill balance of $ 8.0 million as of both June 30, 2026 and March 31, 2026.

The goodwill resulted from the acquisition of MikaMonu Group Ltd.

9 unchanged sentences

Fiscal years 2020 through 2025 are subject to audit by the Israeli tax authorities.

For the nine months ended December 31, 2025 and December 31, 2024, the Company incurred income tax expense (benefit) of ($ 156,000 ) and $ 124,000 on net losses before income taxes of ($ 8.6 million) and ($ 8.3 million), respectively.

For the three months ended June 30, 2026 and June 30, 2025, the Company incurred income tax expense (benefit) of ($ 76,000 ) and $ 54,000 on net losses before income taxes of ($ 4.9 million) and ($ 2.2 million), respectively.

The provision was calculated using the annualized effective tax rate method.

The Company’s estimated annual effective income tax rate, excluding discrete items, was approximately 0.84 % and ( 1.66 %) for the nine months ended December 31, 2025 and 2024, respectively.

The annual effective tax rates for the nine months ended December 31, 2025 and 2024 vary from the United States statutory income tax rate primarily due to valuation allowances in the United States, whereby pre-tax losses do not result in the recognition of corresponding income tax benefits and foreign tax differential.

The Company’s estimated annual effective income tax rate, excluding discrete items, was approximately ( 1.18 %) and ( 2.58 %) for the three months ended June 30, 2026 and 2025, respectively.

The annual effective tax rates for the three months ended June 30, 2026 and 2025 vary from the United States statutory income tax rate primarily due to valuation allowances in the United States, whereby pre-tax losses do not result in the recognition of corresponding income tax benefits and foreign tax differential.

For the three months ended June 30, 2026 and June 30, 2025, the Company received net cash for income taxes of $ 52,000 and paid net cash for income taxes of $ 10,000 , respectively, as reflected in the Condensed Consolidated Statements of Cash Flows.

NOTE 7—FINANCIAL INSTRUMENTS

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Identical Assets

December 31, 2025

June 30, 2026

Money market funds

4 unchanged sentences

Money market funds

There were no unrealized gains or unrealized losses for money market funds as of December 31, 2025 or March 31, 2025.

The following table sets forth the changes in fair value of contingent consideration for the nine months ended December 31, 2025 and 2024, respectively:

Nine Months Ended December 31,

(In thousands)

Contingent consideration, beginning of period

Change due to accretion

Re-measurement of contingent consideration

Contingent consideration, end of period

There were no unrealized gains or unrealized losses for money market funds as of June 30, 2026 or March 31, 2026.

Short-term investments

The Company had money market funds of $ 52.3 million and $ 4.8 million at December 31, 2025 and March 31, 2025, respectively, included in cash and cash equivalents on the Condensed Consolidated Balance Sheets.

The Company had money market funds of $ 57.2 million and $ 49.7 million at June 30, 2026 and March 31, 2026, respectively, included in cash and cash equivalents on the Condensed Consolidated Balance Sheets.

The Company monitors its investments for impairment periodically and records appropriate reductions in carrying values when declines are determined to be other-than-temporary.

There were no available-for-sale investments at December 31, 2025 or March 31, 2025, respectively.

There were no available-for-sale investments at June 30, 2026 or March 31, 2026, respectively.

NOTE 8—LEASES

1 unchanged sentence

The Company’s leases have remaining lease terms of 2 months to 95 months , some of which include options to extend for up to 10 years .

On June 6, 2024, the Company completed a sale and leaseback transaction pursuant to a previously executed purchase and sale agreement (the “Agreement”) with an unrelated party, as purchaser, for the sale of the Company’s 1213 Elko Drive property in Sunnyvale, California (the “Sunnyvale Property”) for a purchase price, net of closing and other expenses payable by the Company, of $ 11.3 million in cash.

Concurrent with the sale, the Company entered into a lease agreement (the “Lease”) to lease all of the Sunnyvale Property that it occupied from the purchaser for an initial term of ten years from the closing of the sale of the Sunnyvale Property.

The Company has the option to renew the term of the Lease for two additional five-year periods.

Pursuant to the Lease, the Company is responsible for base rent initially at a rate of approximately $ 90,768 per month and the monthly operational expenses, such as maintenance, insurance, property taxes and utilities.

The rental rate increases three percent (3%) per year beginning on June 30, 2025.

The transaction was accounted for as a sale and leaseback and operating lease accounting classification.

The Company recorded a gain of $ 5.7 million that was recorded in the gain from sale of assets in the Condensed Consolidated Statements of Operations in the quarter ended June 30, 2024.

Supplemental balance sheet information related to leases was as follows:

December 31, 2025

June 30, 2026

March 31, 2026

6 unchanged sentences

The following table provides the details of lease costs:

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

2 unchanged sentences

The following table provides other information related to leases:

Nine Months Ended December 31,

Three Months Ended June 30,

(In thousands)

1 unchanged sentence

Operating cash flows from operating leases

Right-of-use assets obtained in exchange for lease obligations

Operating leases

Weighted-average remaining lease term (years):

2 unchanged sentences

Operating leases

The following table provides the maturities of the Company’s operating lease liabilities as of December 31, 2025:

The following table provides the maturities of the Company’s operating lease liabilities as of June 30, 2026:

Operating Lease

(In thousands)

2026 (remaining three months)

2027 (remaining nine months)

Total undiscounted future cash flows

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NOTE 10—STOCK-BASED COMPENSATION

As of December 31, 2025, 2,280,755 shares of common stock were available for grant under the Company’s Amended and Restated 2016 Equity Incentive Plan.

The following table summarizes the Company’s stock option activities for the nine months ended December 31, 2025:

As of June 30, 2026, 1,883,935 shares of common stock were available for grant under the Company’s Amended and Restated 2016 Equity Incentive Plan.

The following table summarizes the Company’s stock option activities for the three months ended June 30, 2026:

Number of Shares

2 unchanged sentences

Value Per Share

Balance at March 31, 2025

Balance at December 31, 2025

Balance, March 31, 2026

Balance at June 30, 2026

Options vested and exercisable

1 unchanged sentence

Options unvested

The aggregate intrinsic value of options exercised during the nine month period ended December 31, 2025 was $ 3,983,345 .

The aggregate intrinsic value of options exercised during the three month period ended June 30, 2026 was $ 4,076,649 .

The following table summarizes stock-based compensation expense by line item in the Condensed Consolidated Statements of Operations, all relating to employee stock plans:

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

3 unchanged sentences

NOTE 11—RELATED PARTY TRANSACTIONS

The Company incurred manufacturing services of approximately $ 0 and $ 55,000 during the three months ended December 31, 2025 and 2024, respectively, and $ 40,000 and $ 77,000 for the nine months ended December 31, 2025 and 2024, respectively, from Wistron Neweb Corp (“WNC”) in connection with the manufacturing of single-APU PCIe boards, to be used in the Company’s in-place associative computing product.

The Company incurred manufacturing services of approximately $ 4,000 and $ 16,000 during the three months ended June 30, 2026 and 2025, respectively, from Wistron Neweb Corp (“WNC”) in connection with the manufacturing of single-APU PCIe boards, to be used in the Company’s in-place associative computing product.

Haydn Hsieh, a member of the Company’s board of directors, is the Chairman and Chief Strategy Officer of WNC.

The amount owed to WNC, $ 0 and $ 8,000 at December 31, 2025 and March 31, 2025, respectively, is included in accounts payable in the Condensed Consolidated Balance Sheets.

The amount owed to WNC of $ 24,000 and $ 87,000 at June 30, 2026 and March 31, 2026, respectively, is included in accounts payable in the Condensed Consolidated Balance Sheets.

NOTE 12—SEGMENT AND GEOGRAPHIC INFORMATION

1 unchanged sentence

the design, development and sale of integrated circuits.

The key measure of segment profit or loss utilized by the CODM to assess performance of and allocate resources to the Company’s operating segment is consolidated net income (loss).

The key measure of segment profit or loss utilized by the chief operating decision maker to assess performance of and allocate resources to the Company’s operating segment is consolidated net income (loss).

Net income (loss) is used in monitoring budget versus actual results.

3 unchanged sentences

The following is a summary of net revenues by geographic area based on the location to which product is shipped:

Three Months Ended December 31,

Nine Months Ended December 31,

(In thousands)

Three Months Ended June 30,

(In thousands)

3 unchanged sentences

NOTE 13—GOVERNMENT AGREEMENTS

In June 2023, the Company entered into a prototype agreement with the Space Development Agency for the development of a Next-Generation Associative Processing Unit-2 for Enhanced Space-Based Capabilities (“SDA Agreement”).

Under the SDA Agreement, the Company will receive an award funded by the Small Business Innovation Research program.

Pursuant to an agreed-upon schedule, the Company will receive milestone payments which total an estimated $ 1.25 million upon successful completion of each milestone, all of the original milestones were completed at December 31, 2025.

In September 2025, the prototype agreement was amended to increase the total award amount to $ 2.0 million by adding milestones related to determining the radiation hardened capability of the APU2 device.

Under the Prototype Agreement, the Company will receive an award funded by the Small Business Innovation Research program.

Pursuant to an agreed-upon schedule, the Company will receive milestone payments which total an estimated $ 1.3 million upon successful completion of each milestone.

All of the original milestones were completed as of March 31, 2026.

In September 2025, the Prototype Agreement was amended to increase the total award amount to $ 2.0 million by adding milestones related to determining the radiation hardened capability of the Next-Generation Compute-In-Memory Associative Processing Unit (“APU2”) device.

The Company received milestone payments of $ 178,000 during the quarter ended June 30, 2026.

In November 2023, the Company entered into a second prototype agreement with the U.S.

Air Force Research Laboratory (“AFRL”) for the development of specialized algorithms for a Next-Generation Compute-In-Memory Associative Processing Unit (APU2) to Enable High-Performance Computing in Space.

Pursuant to an agreed-upon schedule, the Company will receive milestone payments which total an estimated $ 1.1 million upon successful completion of each milestone, of which $ 48,000 remains at December 31, 2025.

Air Force Research Laboratory (“AFRL”) for the development of specialized algorithms for APU2 to Enable High-Performance Computing in Space.

Pursuant to an agreed-upon schedule, the Company will receive milestone payments which total an estimated $ 1.1 million upon successful completion of each milestone.

All of the milestones were completed as of March 31, 2026.

In October 2024, the Company was selected by the U.S.

Army for a potential contract award of up to $ 250,000 under the DoD SBIR program to develop advanced, Army-specific edge computing AI solutions using its groundbreaking Gemini-II technology.

Army for a contract award of up to $ 250,000 under the DoD Small Business Innovation Research (SBIR) program to develop advanced, Army-specific edge computing AI solutions using its groundbreaking Gemini-II technology.

All of the milestones were completed as of March 31, 2026.

In April 2026, the Company announced that it was awarded a Phase II award under the U.S.

Army’s xTech SBIR program to develop a ruggedized edge AI platform using the Gemini-II APU for the tactical edge.

Pursuant to an agreed-upon schedule, the Company will receive milestone payments which total an estimated $ 2.0 million upon successful completion of each milestone.

These funds will offset the cost of designing and developing a ruggedized edge-processing platform based on the Gemini-II APU, with testing in representative operational environments intended to validate performance across real-time AI workloads, such as sensor data processing, object detection, and command-and-control analytics.

No milestone payments for the SBIR have been received as of June 30, 2026.

The prototype agreements are unrelated to the Company’s ordinary business activities.

1 unchanged sentence

The Company applies IAS 20, by analogy, and recognizes the award as a reduction of research and development expenses based on a cost incurred method.

During the three and nine months ended December 31, 2025, the Company recognized $ 180,000 and $ 1.0 million, respectively, as a reduction to research and development expense in the Condensed Consolidated Statements of Operations compared to $ 0 and $ 318,000 , respectively, in the three and nine months ended December 31, 2024.

During the nine months ended December 31, 2025 and 2024, the Company received total milestone payments of $ 1.6 million and $ 281,000 , respectively.

NOTE 14—WARRANTS

On October 21, 2025, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with an institutional investor (the “Purchaser”) pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “Registered Direct Offering”) an aggregate of (i) 1,508,462 shares (the “Shares”) of the Company’s common stock, $ 0.001 par value per share (the “Common Stock”) at a price of $ 10.00 per Share and (ii) pre-funded warrants to purchase 3,491,538 shares of Common Stock (the “Pre-Funded Warrants”

and, collectively with the Shares, the “Offered Securities”).

Each of the Pre-Funded Warrants is exercisable for one share of Common Stock at the exercise price of $ 0.01 per Pre-Funded Warrant, immediately exercisable, and may be exercised at any time.

The Purchaser’s ability to exercise its Pre-Funded Warrants in exchange for shares of Common Stock is subject to certain beneficial ownership limitations set forth therein.

The Pre-Funded Warrants were classified as a liability upon issuance.

All of the Pre-Funded Warrants were exercised during the quarter ended December 31, 2025 resulting in a gain of $ 6.2 million on the change in the fair value of the Pre-Funded Warrants.

The gross proceeds to the Company from the Registered Direct Offering were $ 50.0 million, before deducting the placement agents’ fees and other offering expenses payable by the Company of $ 3.1 million.

The Registered Direct Offering closed on October 22, 2025.

During the three months ended June 30, 2026 and 2025, the Company recognized $ 336,000 and $ 543,000 , respectively, as a reduction to research and development expense in the Condensed Consolidated Statements of Operations.

During the three months ended June 30, 2026 and 2025, the Company received total milestone payments of $ 178,000 and $ 594,000 , respectively.

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

What changed 10-Q

Item 1. Financial Statements