What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-03-19 compared with 2025-03-31 · 69 added, 71 removed, 242 unchanged (37% of the section changed)

We were originally incorporated in the state of New York in 1994 as Intelli-Check, Inc.

We originally were incorporated in the state of New York in 1994 as Intelli-Check, Inc.

In August 1999, we reincorporated in Delaware.

6 unchanged sentences

(“Intellicheck,” “we,” “our,” “us,” or “the Company”).

On August 31, 2009, the Company acquired 100% of the common stock of Positive Access Corporation (“Positive Access”), a developer of driver license reading technology.

On August 31, 2009, the Company acquired 100% of the common stock of Positive Access Corporation (“Positive Access”), a developer of driver's license reading technology.

The acquisition of Positive Access expanded the Company’s technology portfolio and related product offerings and allowed the Company to reach a larger number of customers through Positive Access’s extensive distribution network.

On December 31, 2018, we formally merged the Mobilisa and Positive Access subsidiaries into one corporation under the name Intellicheck, Inc.

We are a prominent technology company that delivers on-demand digital identity validation solutions for KYC, fraud, and age verification needs.

We validate both digital and physical identities for financial services, fintech companies, BNPL providers, e-commerce, and retail commerce businesses, law enforcement and government agencies across North America.

We are a prominent technology company that delivers on-demand digital identity validation solutions for Know Your Customer ("KYC") fraud, and age verification needs.

We validate both digital and physical identities for financial services, fintech companies, BNPL providers, e-commerce, retail commerce businesses, law enforcement and government agencies across North America.

Our software solutions can be used through a mobile device, a browser, or a retail point-of-sale scanner.

1 unchanged sentence

For example, we have extended our technologies into online applications to provide identity validation and fraud prevention for the billions of transactions that occur online each day.

We have also incorporated biometric, facial recognition and other enhancements to several of our current product offerings in order to stay on the leading edge of technology.

We also have incorporated biometric, facial recognition and other enhancements to several of our current product offerings in order to stay on the leading edge of technology.

We plan to leverage our intellectual property in the markets we are targeting to strengthen our competitive position.

1 unchanged sentence

Our technologies address problems such as:

■ Commercial Fraud – financial institutions and merchants use our technology to prevent economic losses from check cashing, debit and credit card transactions, account take overs, e-commerce as well as other types of fraud such as identity theft that principally use fraudulent identification documents as proof of identity;

■ Instant Credit Card Approval – retail stores and financial institutions use our technology to scan a driver license at a kiosk or at the Point of Sale (POS) to confirm that an applicant is who they claim to be with additional certainty.

Once confirmed that the driver license is valid, the transaction can proceed to the underwriting stage where qualified applicants can get instant approval for a loyalty-branded credit card.

■ Commercial Fraud – financial institutions and merchants use our technology to prevent economic losses from check cashing, debit and credit card transactions, account take overs, and e-commerce as well as other types of fraud such as identity theft that principally use fraudulent identification documents as proof of identity;

■ Instant Credit Card Approval – retail stores and financial institutions use our technology to scan a driver's license at a kiosk or at the Point of Sale (POS) to confirm that an applicant is who they claim to be with additional certainty.

Once confirmed that a driver's license is valid, the transaction can proceed to the underwriting stage where qualified applicants can get instant approval for a loyalty-branded credit card.

This technique protects consumer data and is significantly more likely to result in a completed transaction compared to in-store personnel asking customers to fill out a paper form and then entering the data;

■ Age Restricted Product Access – products validate driver licenses and other government forms of identification to confirm the age of customers purchasing age restricted products.

■ Age Restricted Product Access – products validate driver's licenses and other government forms of identification to confirm the age of customers purchasing age restricted products.

Target industries include alcohol, cannabis, tobacco, gambling, bars and nightclubs.

■ Unauthorized Access – our systems and software are designed to increase security and deter terrorism at airports, shipping ports, rail and bus terminals, military installations, high profile buildings and infrastructure where security is a concern;

■ Fraudulent Retail Purchase Returns – implementing our validation software solutions can prevent fraudulent retail returns in situations where customers are seeking store credit or cash compensation for items being returned without a receipt when the transaction requires a driver license for identification;

■ Inefficiencies Associated with Manual Data Entry – by reading encoded data contained in the bar code and magnetic stripe of an identification card with a quick swipe or scan of the card, where permitted by law, customers are capable of accurately and instantaneously inputting information into forms, applications and the like without the errors associated with manual data entry.

1 unchanged sentence

Background on Identification Documentation

Driver license

The driver license is the most widely used form of government issued photo identification in North America.

The Real ID Act, which became federal law in May 2005, recognizes that the driver license is also a quasi-identification card.

Driver's license

The driver's license is the most widely used form of government issued photo identification in North America.

The Real ID Act, which became federal law in May 2005, recognizes that the driver's license is also a quasi-identification card.

In addition to its primary function, the driver license is used to verify identity for social services, firearm sales, check cashing, credit card issuance and use and other applications.

Our technology can read the digitally stored barcode information on all currently issued driver licenses even those that do not comply with the standards of the American Association of Motor Vehicle Administrators (“AAMVA”), the American National Standards Institute (“ANSI”) and the International Standards Organization (“ISO”).

Our technology can read the digitally stored barcode information on all currently issued driver's licenses even those that do not comply with the standards of the American Association of Motor Vehicle Administrators (“AAMVA”), the American National Standards Institute (“ANSI”) and the International Standards Organization (“ISO”).

Today, all 50 states, the District of Columbia, territories of the United States, United States Military, and all 13 Canadian provinces/territories digitally store information on their driver license.

Non-driver identification card

and Canadian jurisdiction also provides a non-driver identification card as an alternative form of identification for those unable to acquire a driver license.

These identification cards are issued with most of the same data found on a driver license.

and Canadian jurisdictions also provide a non-driver identification cards as an alternative form of identification for those unable to acquire a driver's license.

These identification cards are issued with most of the same data found on a driver's license.

Military documents and passports also provide a means of identification and contain encoded data as well.

Since driver licenses are the most widely used form of legally acceptable government documentation, we refer to all these identification documents as “driver licenses.” Our software can perform its function on all these forms of identification.

Since driver's licenses are the most widely used form of legally acceptable government documentation, we refer to all these identification documents as “driver's licenses.” Our software can perform its function on all these forms of identification.

Current Challenges Associated with Verifying Identification Documents

2 unchanged sentences

These fakes appear so real, even law enforcement agencies have encountered difficulty distinguishing them from legally issued documents.

Additionally, high-tech equipment can easily alter properly issued forms of ID.

Additionally, high-tech equipment easily can alter properly issued forms of ID.

Therefore, anyone can gain access to a false identity that gives them the ability, in a commercial transaction, to present fake and stolen credit cards or checks that are supported by false identification.

Additionally, starting with only a fraudulent driver license, an individual may be able to create multiple credit accounts, commit fraud, buy age restricted products such as alcohol, tobacco and cannabis while underage, evade law enforcement and engage in other criminal activities, such as:

Additionally, starting with only a fraudulent driver's license, an individual may be able to create multiple credit accounts, commit fraud, and buy age restricted products such as alcohol, tobacco and cannabis while underage, evade law enforcement and engage in other criminal activities, such as:

• committing identity theft

3 unchanged sentences

• committing credit card, debit card and check cashing fraud

• purchasing age restricted products such as alcohol, cannabis and tobacco while underage

• purchasing age-restricted products such as alcohol, cannabis, or tobacco while underage

• illegally purchasing firearms

2 unchanged sentences

• committing refund fraud

Given the ease with which identification can be falsified, simply looking at a driver license may not be sufficient to verify age or identity and determine if it is fraudulent.

Since merchants and financial institutions are facing significant economic losses due to these frauds, we believe that a document authentication system which can accurately read the digitally stored information is needed.

We possess patented technology that provides an analysis of the data contained on the encoded formats of these identification documents by reading and analyzing the encoded format on the bar code on the driver license and comparing it against known standards.

Given the ease with which identification can be falsified, simply looking at a driver's license may not be sufficient to verify age or identity and determine if it is fraudulent.

Since merchants and financial institutions are facing significant economic losses due to these frauds, we believe that a document authentication system that can accurately read the digitally stored information is needed.

OUR PRODUCTS AND SERVICES

Our Products and Services are generally sold as Software-as-a-Service (“SaaS”) where customers pay for our cloud-based service.

Our Products and Services generally are sold as Software-as-a-Service (“SaaS”) where customers pay for our cloud-based service.

Identity Systems Products and Services

1 unchanged sentence

Commercial Identification

Intellicheck ® Identity Service

Intellicheck ® Service

The Intellicheck Service is a complete identity solution that checks whether an ID is valid, matches the ID to the person presenting it, and provides a risk score to help determine the risk of doing business with that person.

It is designed to be used in online and retail settings using devices that can include a mobile phone or tablet, a PC or retail scanner.

The Intellicheck Service is designed to address the needs of users across a variety of use cases including account access, account openings, receipt-less returns, receipt of delivery, age restricted purchases and more.

It is designed to be used online and in retail settings using devices that can include a mobile phone or tablet, a PC or retail scanner.

The Intellicheck Service is designed to address the needs of users across a variety of use cases including account access, account openings, receiptless returns, receipt of delivery, age restricted purchases and more.

Validating the ID

Using its own proprietary technology, Intellicheck utilizes an iOS or Android phone, or a retail scanner to read and verify the encoded format contained on U.S.

and Canadian driver licenses, state issued non-driver identification cards, military IDs and passports.

and Canadian driver's licenses, state issued non-driver identification cards, military IDs and passports.

Our technology has the ability to verify the encoded formats on all currently encoded documents, even those that do not comply with the standards of the AAMVA, ANSI and ISO.

Using integrated third-party technology, Intellicheck offers the ability, through certain platforms, to scan and verify over 10,000 documents around the world including drivers licenses, state identity documents and passports.

Our Intellicheck Service can quickly determine if:

• the format of the document is valid;

• the document has been altered or is fake, by displaying the parsed, encoded data for comparison with the printed information;

• the document has expired;

• the encoded data contains a date of birth equal to or greater than the legal age to purchase age restricted products, such as alcohol, vaping products, cannabis and tobacco.

Using integrated third-party technology, Intellicheck offers the ability, through certain platforms, to scan and verify more than 10,000 documents around the world including drivers licenses, state identity documents and passports.

Our Intellicheck Service quickly can determine:

• if the format of the document is valid;

• if the document has been altered or is fake by displaying the parsed, encoded data for comparison with the printed information;

• if the document has expired;

• if the encoded data contains a date of birth equal to or greater than the legal age to purchase age-restricted products, such as alcohol, vaping products, cannabis and tobacco.

Matching the person to the ID

Intellicheck integrates third party software to provide the ability to match a selfie of a person to the picture on the driver license.

These facial biometrics capabilities allow the Intellicheck platform to check for likeness to ensure that static photos are not being used as a stand-in for the user on both ends of the match, in addition to the ability to match the ID

photo to the selfie and provide a match score.

Intellicheck integrates third-party software to provide the ability to match a selfie of a person to the picture on the driver's license.

ID photo to the selfie and provide a match score.

This capability is integrated into the Intellicheck platform to allow for fast deployment and is an option for platform subscribers.

2 unchanged sentences

Intellicheck provides access to a wide variety of data signals including device fingerprinting, IP address, phone number, time zone, geographic location and more to analyze, using machine learning, the risk of doing business with that person.

How the Service is delivered

How Intellicheck Service is delivered

The Intellicheck Service consists of the following elements:

• IDN-Mobile is an Intellicheck-branded identity validation application that can be typically set-up for a user in under an hour.

• IDN-Mobile is an Intellicheck-branded identity validation application that typically can be set-up for a user in under an hour.

It provides the ability to scan an ID using a mobile phone or tablet.

IDN-Mobile provides the flexibility to allow the Intellicheck customer or their customer to perform the scan and enables the Intellicheck customer to manage their application online using the PC.

IDN-Mobile provides the flexibility to allow the Intellicheck customer or their customer to perform the scan.

This enables the Intellicheck customer to manage their application online using the PC.

• IDN-Portal has all the features of IDN-Mobile and additionally includes the ability to perform a facial biometrics test to match the picture on the ID to a selfie of the user presenting the ID.

Additionally, Portal also adds global document validation, retail POS integration, additional data for analytics and analysis and online validation among other features.

• IDN-Direct provides the capabilities of the Intellicheck service within user's own apps and integrated with their systems.

• IDN-Direct provides the capabilities of the Intellicheck Service within the user's own apps and integrated with their systems.

IDN-Direct is accessible through the Intellicheck API to aid integration into customer applications and systems.

IDN-Direct also provides an SDK to simplify integration into the user’s mobile applications.

IDN-Direct provides access to additional data and also provides the ability to use the platform’s Risk Score capability to help with decision-making.

IDN-Direct provides a Software Development Kit ("SDK") to simplify integration into the user’s mobile applications.

IDN-Direct also provides access to additional data along with the ability to use the platform’s Risk Score capability to help with decision making.

• IDN-Capture

5 unchanged sentences

• Fast deployment

• With IDN-Mobile or IDN-Portal, customers can typically be up and running in under an hour.

• With IDN-Mobile or IDN-Portal, customers typically can be up and running in under an hour.

• Accurate ID validation

• For North American documents, Intellicheck provides market-leading identity validation accuracy.

Accuracy that can remove the need for manual review, and accuracy that leading businesses use to enable real time processes.

• For North American documents, Intellicheck provides market-leading identity validation accuracy that can remove the need for manual review, as well as accuracy that leading businesses use to enable real-time processes.

For the rest of the world, Intellicheck provides best of breed document accuracy.

5 unchanged sentences

These are custom software applications that Intellicheck developed for a variety of major financial service companies and retail stores.

The software installed on multiple kiosk devices provides the customers of the major financial service companies and retail stores with the ability to perform in-store instant credit approval on these devices.

The software installed on multiple kiosk devices provides the customers of the major financial service companies and retail stores with the ability to perform in-store instant credit approval.

The hardware platforms, on which the software applications run, range from stationary devices to handhelds to tablet PCs.

The process involves the swiping or scanning of the driver license to verify the encoded format and after verification, the information parsed from the encoded data is populated into the proper fields on the application displayed on the kiosk.

The applicant then completes the application by entering the remaining required information that is not encoded on the driver license, such as social security number and telephone numbers.

The process involves the swiping or scanning of the driver's license to verify the encoded format and after verification, the information parsed from the encoded data is populated into the proper fields on the application displayed at the kiosk.

The applicant then completes the application by entering the remaining required information that is not encoded on the driver's license, such as social security number and telephone numbers.

The software application then sends the data to the financial service company’s backend “decisioning” tool for credit approval.

If approved, the applicant is granted instant credit which can then be used to make purchases.

If approved, the applicant is granted instant credit which then can be used to make purchases.

Upgrade Capability

4 unchanged sentences

Commercial Systems

Productivity Enhancement.

Enhance Productivity.

We market our technology as a key productivity enhancement tool.

3 unchanged sentences

The automation resulting from the intelligence added to the form dramatically increases throughput and data integrity, and it significantly enhances the customer’s experience.

Develop Additional Strategic Alliances with Solutions Providers .

We have entered strategic alliances to utilize our systems and software as the proposed or potential enrollment application for their technologies and to jointly market these security applications with multiple solution providers.

Some of these companies have included Accio Data, Doma Title Insurance, and Dealer SafeGuard Solutions.

Develop Additional Strategic Alliances .

We have entered strategic alliances to utilize our systems and software as the proposed or potential enrollment application for their technologies and to jointly market these security applications.

We are an associate member of AAMVA and a member of AAMVA’s Industry Advisory Board.

6 unchanged sentences

We intend to continue to license our software for use with a customer’s system.

We are currently licensing our SDK software product for Windows, iOS, Android and other operating system platforms and intend to similarly continue to license our PC software solutions.

We currently are licensing our SDK software product for Windows, iOS, Android and other operating system platforms and intend to similarly continue to license our PC software solutions.

Our software is intended to be used with a compatible hardware device.

10 unchanged sentences

Commercial Identity Systems

The use of false identification cards, primarily driver licenses and non-driver identification cards, to engage in commercial fraud, to gain access to unauthorized areas and to gain entry to critical infrastructure is all too common and the problem is growing with each passing day.

Given the ease with which identification can be falsified, we believe that simply looking at a driver license is not sufficient to verify identity and determine if such an identification card is fraudulent.

The use of false identification cards, primarily driver's licenses and non-driver identification cards, to engage in commercial fraud, to gain access to unauthorized areas and to gain entry to critical infrastructure is all too common and the problem is growing with each passing day.

Given the ease with which identification can be falsified, we believe that simply looking at a driver's license is not sufficient to verify identity and determine if such an identification card is fraudulent.

Since merchants and financial institutions are facing significant economic losses due to these frauds, we believe that what they need is a document authentication system that can accurately read the digitally stored information.

60 unchanged sentences

We generate revenues from the licensing of our software, and to a much lesser extent, the selling of bundled solutions that contain hardware and software.

Depending on the specific needs of our clients, we tailor the appropriate solution for them.

Depending on the specific needs of our clients, we tailor the solution for them.

Our Intellicheck Platform software is available to customers via the cloud (SaaS) and is available for Microsoft Windows, Android and iOS platforms in addition to devices such as credit card terminals and other operating systems such as Linux.

10 unchanged sentences

MAJOR CUSTOMERS

Although the composition of our largest customers has changed from year to year, a significant portion of our revenues have been attributable to a limited number of major customers.

In 2024 and 2023, our top ten customers accounted for approximately 71% of total revenues.

Although the composition of our largest customers has changed from year to year, a significant portion of our revenues has been attributable to a limited number of major customers.

In 2025 and 2024, our top ten customers accounted for approximately 77% and 71%, respectively, of total revenues.

While we believe that one or more major customers could account for a significant portion of our sales for at least the next two years, we anticipate that our customer base will continue to expand and that in the future we will be less dependent on major customers.

The sale and use of our Identity Service products are subject to regulation, such as on data protection and storage, by government authorities.

The sale and use of our products are subject to regulation, such as on data protection and storage, by government authorities.

We work on an ongoing basis with our customers to facilitate their compliance with such regulations.

Additionally, we believe that we are currently in compliance with applicable United States federal laws, state and local laws and regulations relating to the protection of the environment.

Additionally, we believe that we currently are in compliance with applicable United States federal laws, state and local laws and regulations relating to the protection of the environment.

Commercial Identity Systems

We compete in an industry that is intensely competitive and rapidly changing.

Unless a device can read, decode and analyze all the information that is legally permitted to be analyzed, which is digitally stored within the barcode on a driver license, the user may not obtain accurate and reliable confirmation that a driver license is valid and has not been altered or tampered with.

We are aware of several companies that are currently offering products that electronically read and calculate age from a driver license.

Unless a device can read, decode and analyze all the information that is legally permitted to be analyzed, which is digitally stored within the barcode on a driver's license, the user may not obtain accurate and reliable confirmation that a driver's license is valid and has not been altered or tampered with.

We are aware of several companies that currently are offering products that electronically read and calculate age from a driver's license.

We have tested and compared some of these products to the Intellicheck Service and believe that our product is superior in quality and functionality.

We believe that units unable to read bar codes are at a significant disadvantage because all states and Canadian provinces currently utilize bar codes to encode their driver licenses, as well as all U.S.

We believe that units unable to read bar codes are at a significant disadvantage because all states and Canadian provinces currently utilize bar codes to encode their driver's licenses, as well as all U.S.

military IDs and uniformed services cards.

8 unchanged sentences

RESEARCH AND DEVELOPMENT

Our research and development efforts are mainly concentrated in the area of identity verification.

Our research and development efforts mainly are concentrated in the area of identity verification.

Research and development expenses consist primarily of employee salaries, benefits, bonuses, and stock-based compensation.

1 unchanged sentence

INTELLECTUAL PROPERTY

We currently hold thirteen (13) U.S.

We currently hold ten (10) U.S.

patents and one (1) Canadian patent.

16 unchanged sentences

For instance, a name contained on an individual’s driver’s license is automatically compared with a name contained on the individual’s airline boarding pass.

In 2012, we were granted a patent relating to a system and method for comparing information contained in at least two documents, but not limited to just a driver license and passport.

In 2012, we were granted a patent relating to a system and method for comparing information contained in at least two documents, but not limited to just a driver's license and passport.

This patent compares “like information” on different documents to determine whether the information is the same on each document.

12 unchanged sentences

As of March 19, 2026, we had 38 full-time employees.

Three are engaged in executive management — our Chief Executive Officer, Chief Financial Officer and Chief Technology Officer.

We have twenty-two employees in information technology including those participating in our research and development efforts, nine employees in sales and marketing, seven employees in customer and support integration, and nine employees in administration.

Four are engaged in executive management — our Chief Executive Officer, Chief Financial Officer, Chief Technology Officer, and Chief Commercial Officer.

We have twenty employees in information technology including those participating in our research and development efforts, four employees in sales and marketing, seven employees in customer and support integration, and seven employees in administration.

All employees are employed “at will.” We believe our relations with our employees are generally positive and we have no collective bargaining agreements with any labor unions.

5 unchanged sentences

and that offer choice where possible so they can customize their benefits to meet their needs and the needs of their families.

In response to the COVID-19 pandemic, we implemented and have continued significant changes that we determined were in the best interest of our employees, as well as the community in which we operate, and which comply with government regulations, including working in a remote environment where appropriate or required.

Forward Looking Statements

4 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