UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
10-Q
☒
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the quarterly period ended March 31, 2026
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the transition period from __________ to ____________
Commission
File No. 001-41345
IVEDA
SOLUTIONS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
20-2222203
(State
or other jurisdiction of
(I.R.S.
Employer
incorporation
or organization)
Identification
No.)
1744
S Val Vista , Suite 213
Mesa ,
Arizona
85204
(Address
of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code: (480) 307-8700
Securities
registered pursuant to Section 12(b) of the Act: None
Securities
registered pursuant to Section 12(g) of the Act: Common Stock, par value $0.00001 per share
Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data
File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding
12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company”
in Rule 12b-2 of the Exchange Act. (Check one):
Large
accelerated filer ☐
Accelerated
filer ☐
Non-accelerated
filer ☒
Smaller
reporting company ☒
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act): Yes ☐ No ☒
Title
of each class
Trading
Symbol(s)
Name
of each exchange on which registered
Common
Stock, $0.00001 par value per share
IVDA
The
Nasdaq Stock Market LLC
Common
Stock Purchase Warrants
IVDAW
The
Nasdaq Stock Market LLC
Class
Outstanding
as of May 10, 2026
Common
Stock, $ 0.00001 par value per share
11,594,027
TABLE
OF CONTENTS
Page
PART I - FINANCIAL INFORMATION
ITEM
1.
FINANCIAL STATEMENTS
3
ITEM
2.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
18
ITEM
3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
24
ITEM
4.
CONTROLS AND PROCEDURES
24
PART II - OTHER INFORMATION
ITEM
1.
LEGAL PROCEEDINGS
25
ITEM
1A.
RISK FACTORS
25
ITEM
2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
25
ITEM
3.
DEFAULTS UPON SENIOR SECURITIES
25
ITEM
4.
MINE SAFETY DISCLOSURES
25
ITEM
5.
OTHER INFORMATION
25
ITEM
6.
EXHIBITS
25
SIGNATURES
26
2
PART
1 – FINANCIAL INFORMATION
ITEM
1.
FINANCIAL
STATEMENTS.
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED BALANCE SHEETS
March 31, 2026
December 31, 2025
(UNAUDITED)
ASSETS
CURRENT ASSETS
Cash and Cash Equivalents
$ 5,632,622
$ 5,156,252
Restricted Cash
62,488
63,694
Accounts Receivable, Net
745,311
256,699
Deferred Cost of Goods
120,185
116,951
Inventory, Net
247,974
235,958
Other Current Assets
717,366
326,005
Total Current Assets
7,525,946
6,155,559
Property
and Equipment, Net
41,147
47,093
Right of Use Asset, Net
138,405
148,943
Other Assets
152,993
76,195
Total Assets
$ 7,858,491
$ 6,427,790
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts and Other Payables
$ 1,491,813
$ 938,560
Short Term Debt
-
159,500
Current Portion of Long-Term Debt
125,184
127,600
Current Portion of Lease Liability
42,898
41,632
Total Current Liabilities
1,659,895
1,267,292
Long Term Debt
229,503
265,832
Long Term Lease Liability, Net of Current Portion
104,834
114,904
Total Liabilities
1,994,232
1,648,028
STOCKHOLDERS’ EQUITY
Preferred Stock, $ 0.00001 par value; 12,500,000 shares authorized, no preferred shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
-
-
Common Stock, $ 0.00001 par value; 300,000,000 shares authorized; 11,594,027 and 5,879,741 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
117
59
Additional Paid-In Capital
63,040,326
61,403,700
Accumulated Other Comprehensive Loss
( 268,524 )
( 249,168 )
Accumulated Deficit
( 56,907,660 )
( 56,374,829 )
Total Stockholders’ Equity
5,864,259
4,779,762
Total Liabilities and Stockholders’ Equity
$ 7,858,491
$ 6,427,790
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
3
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the Three
Months ended
March 31, 2026
For the Three
Months ended
March 31, 2025
REVENUE
Equipment Sales
$ 1,419,340
$ 1,408,732
Service Revenue
74,834
65,844
TOTAL REVENUE
1,494,174
1,474,576
COST OF REVENUE
998,966
1,186,365
GROSS PROFIT
495,208
288,211
OPERATING EXPENSES
General & Administrative
1,030,910
1,090,770
Research & Development
30,000
33,000
Total Operating Expenses
1,060,910
1,123,770
LOSS FROM OPERATIONS
( 565,702 )
( 835,559 )
OTHER INCOME (EXPENSE)
Miscellaneous Income (Expense)
6,141
32,422
Interest Income
32,336
15,261
Interest Expense
( 5,606 )
( 5,796 )
Total Other Income (Expense), Net
32,871
41,887
NET LOSS
$ ( 532,831 )
$ ( 793,672 )
BASIC AND DILUTED LOSS PER SHARE
$ ( 0.06 )
$ ( 0.28 )
WEIGHTED AVERAGE SHARES
8,927,360
2,808,071
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
4
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(UNAUDITED)
For the Three
Months ended
March 31, 2026
For the Three
Months ended
March 31, 2025
Net Loss
$ ( 532,831 )
$ ( 793,672 )
Other Comprehensive Loss
Change in Equity Adjustment from Foreign Currency Translation, Net of Tax
( 19,356 )
( 10,880 )
Comprehensive Loss
$ ( 552,187 )
$ ( 804,552 )
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements .
5
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(UNAUDITED)
Accumulated
Common
Additional
Other
Total
Common
Stock
Paid-in-
Accumulated
Comprehensive
Stockholders’
Stock
Amount
Capital
Deficit
(Loss)
Equity
BALANCE AT December 31, 2024
2,808,071
$ 28
$ 55,962,337
$ ( 53,176,717 )
$ ( 280,209 )
$ 2,505,439
Net Loss
-
-
-
( 793,672 )
-
( 793,672 )
Comprehensive Loss
-
-
-
-
( 10,880 )
( 10,880 )
BALANCE AT March 31, 2025
2,808,071
$ 28
$ 55,962,337
$ ( 53,970,389 )
$ ( 291,089 )
$ 1,700,887
BALANCE AT December 31, 2025
5,879,741
$ 59
$ 61,403,700
$ ( 56,374,829 )
$ ( 249,168 )
$ 4,779,762
Sale of Common Stock
5,714,286
58
1,624,626
1,624,684
Stock Option Compensation
12,000
12,000
Net Loss
( 532,831 )
( 532,831 )
Comprehensive Loss
( 19,356 )
( 19,356 )
BALANCE AT March 31, 2026
11,594,027
$ 117
$ 63,040,326
$ ( 56,907,660 )
$ ( 268,524 )
$ 5,864,259
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements
6
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR
THE THREE MONTHS ENDING MARCH 31, 2026 AND 2025 (UNAUDITED)
March 31, 2026
March 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss
$ ( 532,831 )
$ ( 793,672 )
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities
Depreciation and Amortization
5,872
7,285
Stock Compensation Expense
12,000
-
Increase in allowance for uncollectible accounts
20,000
Changes in operating assets and liabilities
Accounts Receivable
( 508,612 )
457,885
Inventory
( 12,016 )
( 69,508 )
Deferred Cost of Goods
( 3,234 )
147,920
Right of Use Asset
10,538
3,314
Other Current Assets
( 386,488 )
138,253
Other Assets
( 76,798 )
12,704
Increase in Accounts and Other Payables
553,253
( 29,010 )
Lease Liability
( 8,804 )
( 1,137 )
Net Cash Used in Operating Activities
( 927,120 )
( 125,966 )
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of Property and Equipment
-
109
Net Cash Used in Investing Activities
-
109
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on Short-Term Debt, net
( 159,500 )
-
Proceeds from Short-Term Debt
-
37,909
Proceeds from (Payments on) Long-Term Debt
( 38,745 )
( 37,070 )
Common Stock Issued, Net of Cost of Financing
1,624,684
-
Net Cash Provided by Financing Activities
1,426,439
839
EFFECT OF EXCHANGE RATE CHANGES ON CASH
( 24,155 )
( 14,194 )
NET DECREASE IN CASH, RESTRICTED CASH AND CASH EQUIVALENTS
475,164
( 139,212 )
Cash, Restricted Cash and Cash Equivalents- Beginning of Period
5,219,946
2,658,300
CASH, RESTRICTED CASH AND CASH EQUIVALENTS - END OF PERIOD
$ 5,695,110
$ 2,519,088
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
7
IVEDA
SOLUTIONS, INC.
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS - CONTINUED
FOR
THE THREE MONTHS ENDING MARCH 31, 2026 AND 2025 (UNAUDITED)
March 31, 2026
March 31, 2025
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Interest Paid
$ 2,525
$ 6,063
Income Tax Paid
$ -
$ 476
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES
Present Value of Right of Use Asset and Lease Obligations on New Lease
$ -
$ 182,668
See
accompanying Notes to Unaudited Condensed Consolidated Financial Statements.
8
IVEDA
SOLUTIONS, INC.
NOTES
TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE THREE MONTHS ENDING MARCH 31, 2026 AND 2025 (UNAUDITED)
NOTE
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Iveda
Solutions, Inc. (“Iveda”, or the “Company”) was incorporated in Nevada as Charmed Homes, Inc. in June 2006. On
October 15, 2009, IntelaSight, d/b/a Iveda, a Washington corporation, became a wholly owned subsidiary of the Company. In December 2010,
IntelaSight merged with and into the Company and the Company became the surviving company. Iveda offered the first cloud hosting of streaming
and recorded video from security cameras for its customers and real-time remote surveillance service utilizing intervention specialists
to watch our customers’ cameras in real time, 24/7. Iveda offers smart city technologies globally, offering advanced AI-driven
video surveillance solutions and a robust suite of Internet of Things (IoT) platforms that power digital transformation for cities and
commercial clients worldwide.
Consolidation
Effective
April 30, 2011, we completed our acquisition of Sole Vision Technologies (fka MEGAsys and dba Iveda Taiwan), a company based in Taiwan.
We consolidate our financial statements with the financial statements of Iveda Taiwan. All intercompany balances and transactions have
been eliminated in consolidation.
Liquidity
The
Company recorded a net loss of $ 0.5
million and used cash in operations of $ 0.9
million during the period ended March 31, 2026. During 2025,
and subsequently, the Company took significant steps to raise capital to fund operations, and to reduce its historical operating losses.
In accordance with Accounting Standards Codification (“ASC”) 205-40, Going Concern, the Company’s management has evaluated
whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company’s ability
to continue as a going concern within one year after the date the accompanying financial statements were issued. As of the issuance date
of these financial statements, management expects that the Company’s cash of $ 5.7
million at March 31, 2026, will be sufficient to fund the Company’s
current operating plan for at least twelve months from the date of issuance of these financial statements.
Management’s
assessment whether there is sufficient cash on hand, together with expected capital raises, to assure operations for a period of at least
twelve months from the date these financial statements are issued, is based on conditions that are known and reasonably knowable to management,
considering various scenarios, projections, and estimates and certain key assumptions. These assumptions include, among other factors,
management’s ability to increase operating efficiencies, raise additional capital, and the expected timing and nature of the Company’s
forecasted cash expenditures.
Historically,
the Company has financed its operations through public and private sales of common stock, credit lines from financial institutions, and
cash generated from operations. As we seek additional sources of financing, there can be no assurance that such financing would be available
to us on favorable terms or at all. Our ability to obtain additional financing in the debt and equity capital markets is subject to several
factors, including market and economic conditions, our performance and investor sentiment with respect to us and our industry.
Use
of Estimates
The
preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires
us to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Accordingly,
actual results could differ from those estimates. On an ongoing basis, we evaluate our estimates, including those related to accounts
receivable, deferred cost of revenue, share-based compensation, deferred income taxes, provisions for losses, and inventory reserve,
among other items.
Revenue
and Expense Recognition
The
Company applies the provisions of Accounting Standards Codification (ASC) 606-10, Revenue from Contracts with Customers , and all
related appropriate guidance. The Company recognizes revenue under the core principle to depict the transfer of control to its customers
in an amount reflecting the consideration to which it expects to be entitled. In order to achieve that core principle, the Company applies
the following five-step approach: (1) identify the contract with a customer, (2) identify the performance obligations in the contract,
(3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize
revenue when a performance obligation is satisfied.
9
The
Company considers customer purchase orders, which in some cases are governed by master sales agreements, to be the contracts with the
customer. In situations where sales are to a distributor, the Company had concluded its contracts are with the distributor as the Company
holds a contract bearing enforceable rights and obligations only with the distributor. As part of its consideration for the contract,
the Company evaluates certain factors including the customers’ ability to pay (or credit risk). For each contract, the Company
considers the promise to transfer products, each of which is distinct, to be the identified performance obligations. In determining the
transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which
it expects to be entitled. As the Company’s standard payment terms are less than one year, it has elected the practical expedient
under ASC 606-10-32-18 to not assess whether a contract has a significant financing component. The Company allocates the transaction
price to each distinct product based on its relative standalone selling price. The product price as specified on the purchase order is
considered the standalone selling price as it is an observable input which depicts the price as if sold to a similar customer in similar
circumstances. Revenue is recognized when control of the product is transferred to the customer ( i.e. , when the Company’s
performance obligations is satisfied), which typically occurs at shipment unless installation is required as with certain of our Taiwan
sales – see below. Further in determining whether control has been transferred, the Company considers if there is a present right
to payment and legal title, along with risks and rewards of ownership having transferred to the customer. Customers do not have a right
to return the product other than for warranty reasons for which they would only receive repair services or replacement product. The Company
has also elected the practical expedient under ASC 340-40-25-4 to expense commissions for product sales when incurred as the amortization
period of the commission asset the Company would have otherwise recognized is less than one year.
The
Company sells its products and services primarily to municipalities and commercial customers in the following manner:
●
The
majority of Iveda Taiwan sales are project sales to Taiwan customers and are made direct to the end customer (typically a municipality
or a commercial customer) through its sales force, which is composed of its employees. Revenue is recorded when the equipment is
shipped to the end customer unless the contract requires the inventory to be installed before it can be billed and charged for service
when installation or maintenance work is performed. If inventory is shipped to the customer before it is installed the inventory
is reclassified to Deferred Cost of Goods.
Revenue
for product and software sales without installation is recorded when the product and/or software has been shipped to the customer. Revenue
from fixed-price equipment installation contracts, if any, is recognized as the contracts allow for invoicing at various milestones.
General
and administrative costs are charged to expense as incurred. Provisions for estimated losses on uncompleted contracts are made in the
period in which such losses are determined. Changes in job performance, job conditions, and estimated profitability may result in revisions
to costs and income and are recognized in the period in which the revisions are determined. Changes in estimated job profitability resulting
from job performance, job conditions, contract penalty provisions, claims, change orders, and settlements are accounted for as changes
in estimates in the current period. Profit incentives are included in revenue when their realization is deemed earned by the contract.
●
Iveda
US hardware sales are to domestic and international independent distributors or integrators who purchase products from the Company
at a wholesale price and sell to the end user (typically municipalities or a commercial customer) at a retail price. The Company
will maintain product inventory and ship to the distributor or integrator or product is drop shipped from the manufacturer at the
request of the Company to the distributor or integrator, and the Company at all times maintains the obligation to pay vendors and
all related risks and rewards of ownership of customer receivables. Accordingly, upon application of steps one through five above,
revenue is recorded when the product is shipped to the distributor or as directed by the distributor consistent with the terms of
the distribution agreement.
●
Iveda
US also sells a one time software license to customers that allows them to activate software embedded in the purchased hardware.
The software revenues are recorded as the license is delivered.
●
Iveda
US also sells hardware and software warranty and maintenance for an annual fee that are paid yearly. The revenues are recorded annually,
if the revenue is a material amount it will be recorded as deferred revenue and amortized on a straight-line basis over the respective
time period.
The
Company sells and installs video surveillance systems comprised of various components of hardware and software.
The
following table presents our net sales by revenue source and the period over period percentage change, for the period presented:
SCHEDULE OF DISAGGREGATION OF REVENUE
For the three
months ended
March 31, 2026
For three
months ended
March 31, 2025
Net Sales Source
Commercial Enterprises
$ 503,430
$ 666,394
Distributors
$ 23,482
$ 178,166
Municipalities
$ 18,724
$ 18,131
Taiwan Government
$ 948,538
$ 611,885
Net Sales Source
$ 1,494,174
$ 1,474,576
The
Company sells and installs video surveillance systems comprised of various components of hardware and software.
10
Concentrations
Financial
instruments, which potentially subject us to concentrations of credit risk, consist principally of cash and cash equivalents and trade
accounts receivable.
Substantially
all cash is deposited in three financial institutions, two in the United States and one in Taiwan. At times, amounts on deposit in the
United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (Central Deposit
Insurance Corporation) with maximum coverage of 3 million New Taiwan Dollar (NTD). At times, amounts on deposit in Taiwan may be in excess
of the CDIC Insurance limit.
Revenue
from two customers out of approximately 74 total customers represented approximately 79 % of total revenue for the three months ended
March 31, 2026. These specific customers were 1) National Chung Shan Institute of Science and Technology with 63 %, 2) Chunghwa Telecom
with 16 % (both Taiwan companies). Revenue from two customers out of approximately 70 total customers represented approximately 58 % of
total revenue for the three months ended March 31, 2025. These specific customers were 1) National Chung Shan Institute of Science and
Technology with 41 % and 2) Chunghwa Telecom with 17 % (both Taiwan companies).
No
other customers represented greater than 10% of total revenues the three months ended March 31, 2026 and 2025.
84 %
of the total accounts receivable at March 31, 2026 was from one customer out of a total of 32 customer accounts receivable accounts.
This specific customers was National Chung Shan Institute of Science and Technology. Our accounts receivables are unsecured, and we are
at risk to the extent such amounts become uncollectible. Although we perform periodic evaluations of our customers’ credit and
financial condition, we do not require collateral in exchange for our products and services provided on credit. These customers are longtime
customers, and we don’t expect any problem with the collectability of these accounts receivable.
Cash
and Cash Equivalents
For
purposes of the statement of cash flows, we consider all highly liquid debt instruments purchased with an original maturity of three
months or less to be cash equivalents.
The
Company’s consolidated financial statements include the results of operations and financial position of its subsidiary located
in Taiwan. The subsidiary’s functional currency is the Taiwan New Dollar (TWD). For consolidation purposes, the subsidiary’s
financial statements are translated into US Dollars (USD) using the following methods: Assets and liabilities are translated using the
exchange rate at the balance sheet date. Income statement items are translated using the average exchange rate for the period. Exchange
rate fluctuations between TWD and USD result in gains or losses that are included in Other Comprehensive Income (Loss) until they are
realized. The Company had approximately $ 1 million and $ 1.4 million of its cash and cash equivalents in Taiwan New Dollars at March 31,
2026 and December 31, 2025, respectively.
Accounts
Receivable
We
provide an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information,
and existing economic conditions. For our U.S.-based segment, receivables past due more than 120 days, if any, are considered delinquent.
For our Taiwan-based segment, receivables over one year, if any, are considered delinquent. Delinquent receivables are written off based
on individual credit valuation and specific circumstances of the customer. There was no reserve necessary at March 31, 2026 or December
31, 2025.
Warrant
Instruments
The
Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’
specific terms and applicable authoritative guidance in ASC 480 and ASC 815. The assessment considers whether the instruments are freestanding
financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all
of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own
Common Stock and whether the instrument holders could potentially require net cash settlement in a circumstance outside of the Company’s
control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted
at the time of warrant issuance and, for liability-classified warrants, at each reporting period end date while the warrants are outstanding.
Restricted
Cash
Restricted
cash represents time deposits on account to secure short-term bank loans in our Taiwan-based segment.
11
Stock-Based
Compensation
The
Company periodically issues stock, stock options and restricted stock awards to employees and non-employees in non-capital raising transactions
for services and for financing costs. The Company accounts for such grants issued and vesting based on ASC 718, Compensation-Stock Compensation
whereby the value of the award is measured on the date of grant and recognized for employees as compensation expense on the straight-line
basis over the vesting period. Recognition of compensation expense for non-employees is in the same period and manner as if the Company
had paid cash for the services. The fair value of the Company’s stock options is estimated using the Black-Scholes-Merton Option
Pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the stock options
or restricted stock, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes-Merton
Option Pricing model and based on actual experience. The assumptions used in the Black-Scholes-Merton Option Pricing model could materially
affect compensation expense recorded in future periods. We recognized $ 12,000 and $ 0 of stock-based compensation expense for the three
months ended March 31, 2026 and 2025, respectively, related to the amortization of stock options.
Fair
Value of Financial Instruments
The
Company uses various inputs in determining the fair value of its financial assets and liabilities and measures these assets on a recurring
basis. Financial assets recorded at fair value are categorized by the level of subjectivity associated with the inputs used to measure
their fair value. Accounting Standards Codification Section 820 defines the following levels of subjectivity associated with the inputs:
Level
1—Quoted prices in active markets for identical assets or liabilities.
Level
2—Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly.
Level
3—Unobservable inputs in which there is little or no market data for the asset or liability which requires the Company to develop
its own assumptions.
Fair
value estimates discussed herein are based upon certain market assumptions and pertinent information available to us as of March 31,
2026 and 2025. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These
financial instruments include cash, accounts receivable, accounts payable, accrued expenses, and amounts due to related parties. Fair
values were assumed to approximate carrying values for these financial instruments because they are short-term in nature and their carrying
amounts approximate their fair values or because they are receivable or payable on demand. The carrying values of financing obligations
approximate their fair values because interest rates on these obligations are based on prevailing market interest rates.
New
Accounting Standards
In
November 2024, FASB issued ASU 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures
(Subtopic 220-40) Disaggregation of Income Statement Expenses. The guidance in ASU 2024-03 requires public business entities to disclose
in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases
of inventory; employee compensation; and depreciation and amortization expense for each caption on the income statement where such expenses
are included. The update is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning
after December 15, 2027. Early adoption is permitted, and the amendments may be applied prospectively to reporting periods after the
effective date or retrospectively to all periods presented in the financial statements. We are currently evaluating the provisions of
this guidance and assessing the potential impact on our financial statement disclosures.
Other
recent accounting pronouncements and guidance issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified
Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on
the Company’s present or future financial statements.
12
NOTE
2 Accounts and Other Payables
ACCOUNTS AND OTHER PAYABLES
SCHEDULE
OF ACCOUNTS AND OTHER PAYABLES
March 31, 2026
December 31, 2025
Accounts Payable
$ 876,327
$ 459,308
Accrued Expenses
302,331
479,057
Deferred Revenue and Customer Deposits
313,155
195
Accounts and Other Payables
$ 1,491,813
$ 938,560
NOTE
3 SHORT-TERM AND LONG-TERM DEBT
The
short-term debt balances were as follows:
SCHEDULE OF SHORT-TERM DEBT
March 31, 2026
December 31, 2025
Loan from HuaNam Bank at 3.45% interest rate per annum. Due in July 2026.
-
159,500
Loan from HuaNam Bank at 3.45 % interest rate per annum. Due in July 2026.
-
159,500
Balance at end of period
$ -
$ 159,500
The Company repaid the outstanding loan balance during
the period ended March 31, 2026, and there are no further obligations due to this bank.
The
Long-term debt balances were as follows:
SCHEDULE OF LONG-TERM DEBT
Loans from Shanghai Commercial Bank with interest rates 2.1% per annum due January 2029 (1)
$ 354,687
$ 393,432
Loans from Shanghai Commercial Bank with interest rates 2.1 % per annum due January 2029 (1)
$ 354,687
$ 393,432
Current Portion of Long-term debt
( 125,184 )
( 127,600 )
Balance at end of period
$ 229,503
$ 265,832
On
January 24, 2024, the Company received a facility notice from Shanghai Commercial Bank, granting a revolving loan facility totaling up
to TWD 10,000,000 (approximately $ 300,000 USD) and term loan facility amounting of TWD 20,000,000 (approximately ($ 600,000 USD). The
term for the revolving loan is 1 year and for the term loan is 5 years. The 5 year term loan requires monthly payments including interest
and principal, and the revolving loan requires a full principal repayment at the maturity date. The guarantors of this loan are Mr. Siu
and Mr. Cheung, who are both part of Iveda Taiwan’s management team.
As of March 31, 2026 ,
and December 31, 2025, there was $ 62,488 and $ 63,694 , respectively, of restricted cash pledged as security for the Shanghai Commercial
Bank long term loan.
NOTE
4 PREFERRED STOCK
We
are currently authorized to issue up to 12,500,000 shares of preferred stock, par value $ 0.00001 per share, 1,250,000 shares of which
are designated as Series A Preferred Stock and 500 shares of which are designated as Series B Preferred Stock. Our Articles of Incorporation
authorize the issuance of shares of preferred stock with designations, rights, and preferences determined from time to time by our Board
of Directors. Accordingly, our Board of Directors is empowered, without stockholder approval, to issue preferred stock with dividend,
liquidation, conversion, voting, or other rights which could adversely affect the voting power or other rights of the stockholders of
our common stock. In the event of issuance, the preferred stock could be utilized, under certain circumstances, as a method of discouraging,
delaying, or preventing a change in control of our company.
NOTE
5 EQUITY
Common
Stock
We
are authorized to issue up to 300,000,000 shares of common stock, par value $ 0.00001 per share. We effectuated a reverse stock split
on September 17, 2024 of 1 for 8 shares of common stock. All share values within this report have been retroactively adjusted to the
post reverse split values. All outstanding shares of our common stock are of the same class and have equal rights and attributes. The
holders of our common stock are entitled to one vote per share on all matters submitted to a vote of the stockholders of our company.
Our common stock does not have cumulative voting rights. Persons who hold a majority of the outstanding shares of our common stock entitled
to vote on the election of directors can elect all of the directors who are eligible for election. Holders of our common stock are entitled
to share equally in dividends, if any, as may be declared from time to time by our Board of Directors. In the event of liquidation, dissolution,
or winding up of our company, subject to the preferential liquidation rights of any series of preferred stock that we may from time to
time designate, the holders of our common stock are entitled to share ratably in all of our assets remaining after payment of all liabilities
and preferential liquidation rights. Holders of our common stock have no conversion, exchange, sinking fund, redemption, or appraisal
rights (other than such as may be determined by the Board of Directors in its sole discretion) and have no preemptive rights to subscribe
for any of our securities.
On
February 11, 2026, Iveda Solutions, Inc., a Delaware corporation (the “Company”) consummated a public offering (the
“Offering”) for aggregate gross proceeds of approximately $ 2
million before deducting placement agent fees and other offering expenses payable by the Company. Net proceeds to the Company after
the payment of all costs was $ 1.6 Million. The Offering included (i) 5,259,999
shares (the “Shares”) of the Company’s common stock, par value $ 0.00001
per share (“Common Stock”) at an offering price of $ 0.35
per share of Common Stock, and (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 454,287
shares of Common Stock, at an offering price of $ 0.3499
per Pre-Funded Warrant and (iii) accompanying series X warrants (the “Series X Warrants”) to purchase up to 11,428,572
shares of Common Stock.and accompanying Series X Warrant.
The
Pre-Funded Warrants are immediately exercisable subject to certain ownership limitations, have an exercise price of $ 0.0001
per share, and may be exercised at any time until all of the
Pre-Funded Warrants have been exercised in full. The Series X Warrants are exercisable at a price of $ 0.35
per share, are exercisable from and after the date of their
issuance and expire on the second (2)-year anniversary of the original issuance date. All of the pre-funded warrants were exercised
during the period ended March 31, 2026 resulting in an aggregate issuance of 5,714,286 shares of common stock from the offering.
In addition, the Company issued two
year placement agent warrants to purchase 400,000
shares of common stock at an exercise price of $ 0.4375
per share.
13
NOTE
6 STOCK OPTION PLANS
Stock
Options
On
January 18, 2010, we adopted the 2010 Stock Option Plan (the “2010 Option Plan”), which allows the Board to grant options
to purchase up to 15,625 shares of common stock to directors, officers, key employees, and service providers of our company. In 2011,
the 2010 Option Plan was amended to increase the number of shares issuable under the 2010 Option Plan to 375,000 shares. In 2012, 2010
Option Plan was again amended to increase the number of shares issuable under the 2010 Option Plan to 203,125 shares. The shares issuable
pursuant to the 2010 Option Plan are registered with the SEC under Forms S-8 filed on February 4, 2010 (No. 333- 164691), June 24, 2011
(No. 333-175143), and December 4, 2013 (No. 333-192655). The 2010 Option Plan expired on January 18, 2020 . As of March 31, 2026 there
were 14,308 options outstanding under the 2010 Option Plan and as of December 31, 2025 there were 14,778 options outstanding under the
2010 Option Plan.
On
December 15, 2020, we adopted the Iveda Solutions, Inc. 2020 Plan (the “2020 Plan”). The 2020 Plan had a maximum of 156,250
shares authorized with similar terms and conditions to the 2010 Option Plan. The shares issuable pursuant to the 2020 Option Plan are
registered with the SEC under Forms S-8 filed on October 7, 2022 (No. 333- 267792). In 2025 and 2024, the 2020 Option Plan was amended
to increase the number of shares issuable under the 2020 Option Plan to 1,156,250 and 656,250 shares, respectively. As of March 31, 2026
there were 717,834 options outstanding under the 2020 Option Plan. As of December 31, 2025 there were 720,959 options outstanding under
the 2020 Option Plan.
As
of March 31, 2026 and December 31, 2025, there were 732,142 and 735,737 options outstanding, respectively, under all the option plans.
Stock
options may be granted as either incentive stock options intended to qualify under Section 422 of the Internal Revenue Code of 1986,
as amended (the “Code”), or as options not qualified under Section 422 of the Code. All options are issued with an exercise
price at or above the fair market value of the common stock on the date of the grant as determined by our Board of Directors. Incentive
stock option plan awards of restricted stock are intended to qualify as deductible performance-based compensation under Section 162(m)
of the Code. Incentive Stock Option awards of unrestricted stock are not designed to be deductible to us under Section 162(m). Under
the plans, stock options will terminate on the tenth anniversary date of the grant or earlier if provided in the grant.
We
have also granted non-qualified stock options to employees and contractors. All non-qualified options are generally issued with an
exercise price no less than the fair value of the common stock on the date of the grant as determined by our Board of Directors.
Options may be exercised up to ten years following the date of the grant, with vesting schedules determined by us upon grant.
Vesting schedules vary by grant, with some fully vesting immediately upon grant to others that ratably vest over a period of time up
to four years. Standard vested options may be exercised up to three months following date of termination of the relationship unless
alternate terms are specified at grant. The fair values of options are determined using the Black-Scholes option-pricing model. The
estimated fair value of options is recognized as expense on the straight-line basis over the options’ vesting periods.. During
the three months ended March 31, 2026, the Company repriced 535,000
which resulted in an incremental compensation cost of $ 12,000 that was recorded during the period.
Stock
option transactions during three months ended March 31, 2026 were as follows:
SCHEDULE
OF STOCK OPTION TRANSACTIONS
March 31, 2026
Shares
Weighted-
Average
Exercise Price
Outstanding at Beginning of Period
735,737
5.50
Granted
-
-
Exercised
-
-
Forfeited or Cancelled
( 3,595 )
6.90
Outstanding at End of Period
732,142
5.11
Options Exercisable at Period-End
730,267
$ 5.12
During
the three months ended March 31, 2026 and 2025 the Company recognized $ 12,000 and $ 0 of compensation cost relating to the vesting of
options.
SCHEDULE
OF STOCK OPTION OUTSTANDING AND EXERCISABLE
Options Outstanding
Options Exercisable
Range of
Exercise
Prices
Number
Outstanding at
March 31,
2026
Weighted-
Average
Remaining
Contractual
Life
Weighted-
Average
Exercise
Price
Number
Exercisable at
December 31,
2025
Weighted-
Average
Exercise
Price
$
0.29 - 142.08
732,142
8.9
$ 5.11
730,267
$ 5.12
14
The
Black-Scholes option pricing model, used to estimate fair value of the option awards, requires the use of the following assumptions:
●
Fair value of common stock. The fair value of the common stock is the Company’s closing price per share on the NASDAQ listing at
the grant date.
●
Expected Term. The expected term of options granted represents the period of time that the options are expected to be outstanding. Due
to the lack of historical exercise history, the expected term of the Company’s stock options has been determined by calculating
the midpoint of the contractual term of the options and the weighted-average vesting period.
●
Expected Volatility. The expected stock price volatility assumption was determined by examining the historical volatilities for industry
peers, as the Company did not have any trading history for the common stock. The Company will continue to analyze the historical stock
price volatility and expected term assumption as more historical data for the common stock becomes available.
●
Risk-Free Interest Rate. The risk-free interest rate assumption is based on the U.S. Treasury instrument whose term was consistent with
the expected term of the Company’s stock options.
●
Dividends. The Company has not paid any cash dividends on common stock since inception and does not anticipate paying any dividends in
the foreseeable future. Consequently, an expected dividend yield of zero was used.
The
fair value of options granted was estimated using the Black-Scholes valuation model using the following assumptions for the three months
ended March 31, 2026:
SCHEDULE
OF WEIGHTED-AVERAGE ASSUMPTIONS
Three months ended
March 31, 2026
Expected volatility
136 %
Expected dividend yield
— %
Expected term (in years)
4.92
Risk-free interest rate
4.0 %
There was no intrinsic value of the outstanding options at March 31, 2026.
NOTE
7 WARRANTS
Warrants
Warrant
transactions during the Three Months ended March 31, 2026 were as follows:
SCHEDULE OF WARRANT TRANSACTIONS
For the Three Months ended
March 31, 2026
Shares
Weighted-Average
Exercise Price
Outstanding at Beginning of Period
1,863,069
$ 9.13
Granted
11,828,572
0.35
Exercised
-
-
Forfeited or Cancelled
-
-
Outstanding at End of Period
13,691,641
1.55
Warrant Exercisable at Period-End
13,691,641
1.55
Weighted-Average Fair Value of Warrants Granted During the Period
$ 0.18
Information
with respect to warrants outstanding and exercisable at March 31, 2026 is as follows:
SUMMARY OF WARRANTS OUTSTANDING AND EXERCISABLE
Warrants Outstanding
Warrants Exercisable
Range of
Exercise Prices
Number
Outstanding at
March 31, 2026
Weighted-
Average Remaining Contractual
Life
Weighted-
Average
Exercise Price
Number
Exercisable at
March 31, 2026
Weighted-
Average
Exercise Price
$ 0.35 -$ 34.00
13,691,641
1.9
$ 1.55
13,691,641
$ 1.55
There was no intrinsic value of the outstanding warrants at March 31, 2026.
15
NOTE
8 EARNINGS (LOSS) PER SHARE
Basic
earnings per share (“EPS”) is computed by dividing reported earnings available to stockholders by the weighted average shares
outstanding. We had net losses for the three months ended March 31, 2026 and 2025 and the effect of including dilutive securities in
the earnings per common share would have been anti-dilutive for the purpose of calculating EPS. Accordingly, all options, warrants, and
shares potentially convertible into common shares were excluded from the calculation of diluted earnings per share for the periods ended
March 31, 2026 and 2025.
SCHEDULE OF EARNINGS PER SHARE BASIC AND DILUTED
March 31, 2026
March 31, 2025
Basic EPS
Net Loss
$ ( 532,831 )
$ ( 793,672 )
Weighted Average Shares
8,927,360
2,808,071
Basic Loss Per Share
$ ( 0.06 )
$ ( 0.28 )
For
the three months ended March 31, 2026 and 2025, the calculations of basic and diluted loss per share are the same because potential dilutive
securities would have had an anti-dilutive effect. The potentially dilutive securities consisted of the following:
SCHEDULE OF BASIC AND DILUTED LOSS PER SHARES SECURITIES
March 31, 2026
March 31, 2025
Warrants
13,691,641
1,863,069
Options
732,142
214,819
Total
14,423,783
2,077,888
NOTE
9 COMMITMENTS AND CONTINGENCIES
The
Company may be involved in certain legal proceedings that arise from time to time in the ordinary course of our business. Except for
income tax contingencies, we record accruals for contingencies to the extent that our management concludes that the occurrence is probable
and that the related amounts of loss can be reasonably estimated. Management believes the accompanying financial statements include all
provisions, of any, for any potential losses. Legal expenses associated with the contingency are expensed as incurred.
Pursuant
to certain contracts with Chicony Power Technology Co., Ltd., Shihlin Electric & Engineering Corporation, National Chung Shan Institute
of Science and Technology and Chung-Hsin Electric and Machinery Manufacturing Corp., Iveda Taiwan is required to provide after-project
services. If Iveda Taiwan fails to provide these after-project services in the future, other parties of the related contract would have
recourse. The financial exposure to Iveda Taiwan in the event of failure to provide after- project services in the future as of March
31, 2026 is $ 361,953 .
NOTE
10 SEGMENT INFORMATION
The
Company operates and manages its business as two reportable and operating segments. The Company’s CODM reviews financial information
presented and decides how to allocate resources based on net income (loss). Net income (loss) is used for evaluating financial performance.
Significant
segment expenses include salaries and payroll, marketing, public company expenses, audit and accounting, consulting, research and development,
travel and entertainment, software subscription and other administrative expenses for the US and salaries and payroll, rent, travel and
entertainment, and other administrative expenses. The following table presents the significant segment expenses and other segment items
regularly reviewed by our CODM.
SCHEDULE OF SEGMENT INFORMATION
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Three Months Ended March 31, 2026
Three Months Ended March 31, 2025
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Revenues
$ 1,494,174
$ 23,482
$ 1,470,692
$ 1,474,576
$ 238,426
$ 1,236,150
Cost of Goods Sold
998,966
24,186
974,780
1,186,365
183,628
1,002,737
Gross Profit
495,208
( 704 )
495,912
288,211
54,798
233,413
33 %
( 3 % )
34 %
20 %
23 %
19 %
Operating Expenses
Salaries and Payroll Expenses
348,453
234,190
114,264
344,210
253,965
90,245
Travel and Entertainment
65,443
54,664
10,779
142,578
129,964
12,614
Marketing
106,476
106,476
-
76,255
76,255
-
Public Company expenses
61,705
61,705
-
57,076
57,076
-
Audit and Accounting
90,087
90,087
-
167,883
167,883
-
Research and Development
30,000
30,000
-
33,000
33,000
-
Rent
37,256
24,306
12,951
35,006
22,915
12,091
Other operating expenses
321,488
257,774
63,714
267,762
200,755
67,007
Total Operating Expenses
1,060,910
859,202
201,708
1,123,770
941,813
181,957
Income (Loss) from Operations
( 565,702 )
( 859,908 )
294,204
( 835,559 )
( 887,015 )
51,456
Interest Income and Other (Expenses), net
32,871
26,981
5,890
41,887
39,141
2,746
Net loss
$ ( 532,831 )
$ ( 832,925 )
$ 300,094
$ ( 793,672 )
$ ( 847,874 )
$ 54,202
16
Furthermore,
due to operations in various geographic locations, we are susceptible to changes in national, regional, and local economic conditions,
demographic trends, consumer confidence in the economy, and discretionary spending priorities that may have a material adverse effect
on our future operations and results.
We
are required to collect certain taxes and fees from customers on behalf of government agencies and remit them back to the applicable
governmental agencies on a periodic basis. The taxes and fees are legal assessments to the customer, for which we have a legal obligation
to act as a collection agent. Because we do not retain the taxes and fees, we do not include such amounts in revenue. We record a liability
when the amounts are collected and relieve the liability when payments are made to the applicable governmental agencies.
The
Net Revenues for our significant geographic regions are as follows:
SCHEDULE OF REVENUES BY GEOGRAPHIC REGIONS
Net Revenues
For the
Three Months ended
For the
Three Months ended
March 31, 2026
March 31, 2025
United States
$ 23,482
$ 238,426
Republic of China (Taiwan)
$ 1,470,692
$ 1,236,150
Total Consolidated
$ 1,494,174
$ 1,474,576
The
net assets (liabilities) for our significant geographic regions are as follows:
SCHEDULE OF NET ASSETS LIABILITIES BY GEOGRAPHIC REGIONS
Net Assets (Liabilities)
As of
As of
March 31, 2026
December 31, 2025
United States
$ 4,722,729
$ 3,918,970
Republic of China (Taiwan)
$ 1,141,530
$ 860,792
Republic
of China (Taiwan) [Member]
Total Consolidated
$ 5,864,259
$ 4,779,762
NOTE
11 SUBSEQUENT EVENTS
The
Company evaluates subsequent events and transactions that occur after the balance sheet date up to the date that the financial statements
are available to be issued. Any material events that occur between the balance sheet date and the date that the financial statements
were available for issuance are disclosed as subsequent events, while the financial statements are adjusted to reflect any conditions
that existed at the balance sheet date.
17
Item 2.
Financial Information.
MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The
following discussion should be read in conjunction with our unaudited condensed consolidated financial statements and associated notes
appearing elsewhere in this Form 10-Q Quarterly Report.
Note
Regarding Forward-Looking Information
This
Report on Form 10-Q Quarterly Report contains forward-looking statements that involve risks and uncertainties. All statements other than
statements of historical fact contained in this Form 10-Q Quarterly Report, including statements regarding future events, our future
financial performance, business strategy, and plans and objectives for future operations, are forward-looking statements. In many cases,
you can identify forward-looking statements by terminology such as “anticipates,” “believes,” “can,”
“continue,” “could,” “estimates,” “expects,” “intends,” “may,”
“plans,” “potential,” “predicts,” “should,” or “will” or the negative of
these terms or other comparable terminology. Although we do not make forward-looking statements unless we believe we have a reasonable
basis for doing so, we cannot guarantee their accuracy. These statements are only predictions and involve known and unknown risks, uncertainties,
and other factors, including the risks outlined under “Risk Factors”, “Liquidity and Capital Resources” with
respect to our ability to continue to generate cash from operations or new investment, or elsewhere in this Report on Form 10-Q Quarterly
Report or discussed in our consolidated financial statements for the year ended December 31, 2025, which may cause our or our industry’s
actual results, levels of activity, performance, or achievements to differ materially from those expressed or implied by these forward-looking
statements. Moreover, we operate in a very competitive and rapidly changing environment. New risks emerge from time to time, and it is
not possible for us to predict all risk factors, nor can we address the impact of all factors on our business or the extent to which
any factor, or combination of factors, may cause our actual results to differ materially from those contained in any forward-looking
statements.
Overview
Iveda
offers smart city technologies globally, offering advanced AI-driven video surveillance solutions and a robust suite of Internet of Things
(IoT) platforms that power digital transformation for cities and commercial clients worldwide. The smart cities market, as well as the
AI and IoT segments, are poised for significant growth in the coming years.
A
new report from Verified Market Research projects that the global smart city platforms market size will grow at a CAGR of 9% from 2026
to 2032, increasing from USD 208.8 billion to USD 416.1 billion. Meanwhile, Fortune Business Insights reports that the global IoT market—valued
at USD 308.97 billion in 2020—expanded by 23.1% that year, substantially outpacing the average annual growth rate from 2017 to
2019. Looking ahead, IoT is expected to surge from USD 381.30 billion in 2021 to USD 1,854.76 billion in 2028.
Additionally,
the International Data Corporation (IDC) projects that global spending on artificial intelligence will double from USD 50.1 billion in
2020 to over USD 110 billion in 2024. These trends underscore the rising demand for connected solutions and highlight the promising future
of innovative technologies that enhance the safety and efficiency of urban environments. With its cutting-edge products and global reach,
Iveda is uniquely positioned to lead this transformation, providing the advanced solutions that cities need to move forward smartly and
securely.
Technology
/ Products
Iveda
offers AI intelligent video search, smart utility, smart sensors, gateways, and trackers, and IoT platforms (Products).
IvedaAI
IvedaAI
consists of deep-learning video analytics software running in a computer/server environment that can either be deployed at an edge level
or data center for centralized cloud model. We combined hardware and artificial intelligence software for fast and efficient video search
for objects stored in an external (NVR) or storage device and live streaming video data from any IP camera.
IvedaAI
works with any ONVIF-compliant IP cameras and most popular NVR/VMS (Video Management System) platforms, enabling accurate search across
dozens to thousands of cameras in less than 1 second. IvedaAI products are designed to maximize efficiency, save time, and cut cost.
Instead of watching hours of video recording after-the-fact, users can set up alerts.
AI
Functions
●
Object Search
●
Face Search (No Database
Required)
●
Face Recognition (from
a Database)
●
License Plate Recognition
(100+ Countries), includes make and model
●
Intrusion Detection
●
Weapon Detection
●
Fire Detection
●
People Counting
●
Vehicle Counting
●
Temperature Detection
●
Public Health Analytics
(Facemask Detection)
●
QR and Barcode Detection
18
Key
Features
●
Live Camera View
●
Live Tracking
●
Abnormality Detection –
Vehicle/Person wrong direction detection
●
Vehicle/Person Loitering
Detection
●
Fall Detection
●
Illegal Parking Detection
●
Heatmap Generation
IvedaAI
consists of deep-learning video analytics software running in a computer/server environment that can either be deployed at an edge
level or data center for centralized cloud model. We combined hardware and artificial intelligence software for fast and efficient video
search for objects stored in an external (NVR) or storage device and live streaming video data from any IP camera.
IvedaAI
works with any ONVIF-compliant IP cameras and most popular NVR/VMS (Video Management System) platforms, enabling accurate search
across dozens to thousands of cameras in less than 1 second. IvedaAI products are designed to maximize efficiency, save time, and cut
cost. Instead of watching hours of video recording after-the-fact, users can set up alerts.
Iveda
offers many IoT sensors and devices for various applications, such as energy management, smart home, smart building, smart community
and patient/elder care. Our gateway and station serve as the main hub for sensors and devices in any given area. They are equipped with
high-level communication protocols such as Zigbee, WiFi, Bluetooth, and USB. They connect to the Internet via Ethernet or cellular data
network. We provide IoT platforms that enable centralized device management and push digital services on a massive scale. Our smart devices
include water sensor, environment sensor, entry sensor, smart plug, siren, body temperature pad, a care wrist watch and tracking devices.
We
also offer smart power technology for office buildings, schools, shopping centers, hotels, hospitals, and smart city projects. Our smart
power hardware is equipped with an RS485 communication interface allowing the meters to be connected to various third-party SCADA (supervisory
control and data acquisition) software for monitoring and control purposes. This line of product includes smart power, water meter, smart
lighting controls systems, and smart payment system.
Iveda’s
Cerebro is a software technology platform that integrates a multitude of disparate systems for central access and management of applications,
subsystems, and devices throughout an entire environment. It is system agnostic and will support cross-platform interoperability. Cerebro’s
roadmap includes a dashboard for all of Iveda’s platforms for central management of all devices. It provides remote access to a
Dashboard for a single user interface, providing convenient anywhere, anytime access and analysis of relevant information in a timely
manner for managing an entire organization or city. Cerebro links city systems and subsystems inseparably to each other. This integration
and unification of all subsystems enable acquisition and analysis of all information on one central entity allowing comprehensive, effective
and overall management and protection of a city.
IvedaSPS
is our smart power solution, utilizing our Cerebro IoT platform. This completes our digital transformation solution crucial in smart
city deployments as well as in large organizations. We offer smart power technology for office buildings, schools, shopping centers,
hotels, hospitals, and smart city projects. This product includes smart power, water meter, smart lighting controls systems, and smart
payment system.
In
the last few years, smart city has been a hot topic among cities across the globe. With little to no human interaction, technology increases
efficiency, expedites decision making, and reduces response time. Dwindling public safety budgets and resources have necessitated this
transformation. More and more municipalities are using next-generation technologies to improve the safety and security of its citizens.
Our response is our complete suite of IoT technologies, including AI intelligent video search technology, smart sensors, tracking devices,
video surveillance systems, and smart power.
19
Utilus
is our smart pole solution, utilizing our Cerebro IoT platform. This completes our digital transformation solution crucial in smart
city deployments as well as in large organizations. Iveda leverages infrastructure already available in most modern cities – Light
poles with power We equip existing poles with Utilus. Utilus consists of power and Internet, establishing a communication network for
access and management of sensors and devices that the city requires to keep its citizens safe and secure and to effectively manage utility
consumption. Our smart pole offering is also ideal for:
●
Government or large-scale
city deployments
●
Supporting and Improving
City Services
●
Reducing Emergency Response
Times
●
Crime& Hazard Protection
●
Monitoring and Improving
Air Quality
●
Sound Detection
●
Traffic Monitoring and
Mobility as a Service
●
Data Analytics and Monetization
Opportunities
vumastAR
is an AI vision software that uses video taken on IP cameras, AR glasses, Androids, and tablets to analyze and process data in real-time.
vumastAR is fully customizable to the user’s needs, with one short video the AI can be trained in as little as two hours. Deployable
in multiple industries for uses such as:
●
Quality and Maintenance
Exams: vumastAR has the power to assist with critical measuring of carcinogenic chemical compound levels, electrical wiring,
and welding inspections.
●
Factory and Line Work:
Fast and accurate machine recognition enables itemized counting, inventory audits, and assembly kitting.
●
Pharma: Accurately
identify and quantify medication, greatly reducing the manual labor of counting pills while eliminating human error.
●
Supply Chain: Detect
defects and anomalies for improved accuracy, increasing the bottom line by actively reducing lost revenue incurred from manual mistakes.
●
Manufacturing: Digitalize
meter and gauge reading and monitoring, as well as part number identification, with the ability to turn analog information into digital
data
●
Transportation: Enhance
safety and security for operations including loading and unloading tanker trucks, protecting both personnel and products/equipment.
●
Retail: Ensure correct
item identification and organization, providing increased accuracy for retail checkout and product categorization, ultimately impacting
revenue streams.
vumastAR
is sold as a license per device with a monthly subscription requirement for cloud access to trained AI models.
IvedaXpress
is a system that enables users to use pre-existing IP cameras and apply AI analytics without the need for large servers or a dedicated
IT department. Designed to be plug-and-play IvedaXpress provides a hassle free set up process with no maintenance required for hardware.
Each IP camera is hosted from a local computer or smartphone for live viewing and playback. Video may be stored on that local computer
or stored remotely using free storage from Amazon or Dropbox.
Iveda
Smart UVC is a Commercial-grade, AI-driven Ultraviolet Germicidal Irradiation (UVGI). Iveda Smart UVC adds UV lights to standard
HVAC vents for quick, easy, and inexpensive deployment to homes and commercial buildings. Leveraging the existing air circulation system,
Iveda Smart UVC vents disinfect the air by irradiating UV light on the passing air. Eliminating the need to manually disinfect offices,
meeting rooms, and other workspaces. Iveda Smart UVC can be Integrated with Iveda SPS (smart power management) and sensors to efficiently
and effectively operate the light source upon detected movement.
20
Iveda’s
Smart Drones are flown to perform certain functions from an aerial view without the need for a pilot onboard. Smart Drones utilize
AI-based software for autonomous operation and navigation from taking off, returning to base, carrying out mission-critical tasks or
simply doing an aerial patrol, without the need of human intervention. Unlike typical drones, Iveda Smart Drones are cloud-based and
can be part of a network of drones for central management. They are equipped with Iveda’s Sentir Video Surveillance System and
IvedaAI Intelligent Video Search Technology.
Iveda
Smart Drone product offering is robust and expansive for a multitude of industrial, commercial, and military applications.
Key
Features of Iveda’s Smart Drone:
Fully
Autonomous
Scheduled
autonomous take-off, flight mission execution, monitoring, landing and recharging
Easy
operation and 24-7 flight mission
Intelligent
Computing
Live
video streaming - real-time object recognition and tracking
Onboard
(edged) AI and data analysis
Safety
Design
Multiply
redundant and fail-safe systems
Weather
resistant industrial grade systems (IP54)
Designed
and made in Taiwan (MIT)
Skywatch
Planning
and editing real-time/timed missions
User/Group
permission control & flight data management
Failsafe
alarm and FPV gimbal control
Insight
Automated
orthorectified service of imagery (2D/3D)
AI
technology for inspecting natural disaster, vehicle & pedestrian tracking, and energy facilities inspection.
Visualizing
geographic data and analysis report
●
Propellers: 8 (multiply
redundant)
●
Diagonal Footprint: 29.76″
/ 756 mm
●
Weight: 14.1lbs / 6.4 Kg
●
Hover time: 30 mins
●
Wind tolerance: Beaufort
scale – 6
●
IP rating: IP54
●
Camera sensor: Dual RGB,
IR/thermal
●
Network: 5G/4G LTE and
2.4G Wi-Fi
The
Smart Utility Cabinet gives end users a convenient tool to monitor their daily energy consumption, to pinpoint electrical leaks,
and to prevent power line overload and potential fire. It utilizes IoT sensors to detect abnormalities in consumption, temperature and
tampering. Iveda Smart Utility Cabinet has an internal environment control design, housed in a durable industrial-grade cabinet. It includes
a smart edge computing gateway with multi-RF communication protocols such as 4G, Z-Wave and WiFi and tampering sensor for unauthorized
access. Smart water meter and gas meter may be added to the Cabinet.
Vemo
Body Camera streams live video, using 4G, to headquarters and doubles as a walkie talkie with a push-to-talk feature. With its multi-mode
audio, it can also be used for broadcasting and hands-free audio conferencing for group talk. Vemo has WiFi capability which is ideal
for city-wide deployments. Vemo transmits live streaming video instantaneously to the cloud without additional software or hardware.
Vemo’s cloud management platform can centrally manage an unlimited number of devices and video can be accessed on a PC, Android,
and iOS client. Moreover, Vemo can stream directly into the IvedaAI platform for real-time video analytics to search for faces, objects
or license plates in real time.
IvedaCare ,
launched in November 2022, is a simple, easy to use suite of wireless health and wellness devices intended to help you monitor the health
and activities of your loved ones, even when you can’t be there yourself. Our mission is to help ensure your loved one’s
safety and independence. Stay connected to your elderly loved ones with our advanced IoT devices for real-time monitoring, fall detection,
medication reminders and more. With IvedaCare, you not only can monitor your home and loved ones from afar but can potentially make life-saving
decisions using the app. Cloud-based, wireless sensors collect real-time data shared with the entire family circle within the app. Customers
may add a subscription service for Pro Monitoring. If the Trusted Circle is unavailable, our emergency call center will dispatch emergency
services quickly.
21
LevelNOW
is an advanced IoT-based solution that transforms the way liquid levels are monitored and managed. With two unique IoT sensors—a
standard cap valve sensor designed for 200-liter drums and a patent- pending external sensor that fits various container sizes—LevelNOW
provides real-time data to ensure efficiency, safety, and cost savings. Its user-friendly AI-backed platform optimizes operations for
industries that rely on large fluid containers, such as oil, gas, and industrial storage. Know exactly when customers are running low
and deploy fleets in real time to refill your liquids.
Customers
Our
business model in the US is to primarily sell hardware and license our software to organizations already providing services to an existing
customer base and facilitating hardware acquisition through third party partners. This business model provides dual revenue streams –
one from surveillance camera and analytics hardware sales to the service providers and the other from software licensing fees.
Iveda
Taiwan continues to service its enterprise and government clients on a per-project basis. Some of its customers include Chunghwa Telecom,
the Taiwan Stock Exchange, New Taipei City Police Department, Chicony Power Technology Co, Ltd. and Taiwan Energy Systems.
Critical
Accounting Policies and Estimates
Management’s
Discussion and Analysis of Financial Conditions and Results of Operations is based upon our financial statements, which have been prepared
in accordance with GAAP. The preparation of these financial statements requires us to make estimates and judgments that affect the reported
amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities. We base our estimates
on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may
differ from these estimates under different assumptions or conditions. A description of our critical accounting policies and related
judgments and estimates that affect the preparation of our financial statements is set forth in our consolidated financial statements
for the year ended December 31, 2025. Such policies are unchanged.
New
Accounting Standards
There
were no new standards recently issued which would have an impact on our operations or disclosures.
Results
of Operations for the Three Months Ended March 31, 2026 Compared with the Three Months Ended March 31, 2025
The
table below sets forth the Net Revenue, Cost of Goods Sold, Operating Expenses, Other Income and Expenses, Tax Expense and Net Income
by segment for each of the respective periods and a comparison period over period.
Three Months Ended March 31, 2026
Three Months Ended March 31, 2025
Three Months Ended March 31, 2026
Compared to Three Months Ended March 31, 2025
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Consolidated
US
Taiwan
Revenues
1,494,174
23,482
1,470,692
1,474,576
238,426
1,236,150
19,598
1 %
(214,944 )
(90 )%
234,542
19 %
Cost of Goods Sold
998,966
24,186
974,780
1,186,365
183,628
1,002,737
(187,399 )
(16 )%
(159,442 )
(87 )%
(27,957 )
(3 )%
Gross Profit
495,208
(704 )
495,912 %
288,211
54,798
233,413
206,997
71 %
(55,502 )
(101 )%
262,499
112 %
33 %
(3 )%
34 %
20 %
23 %
19 %
13 %
65 %
(26 )%
(113 )%
15 %
79 %
Total Operating Expenses
1,060,910
859,202
201,708
1,123,770
941,813
181,957
(62,860 )
(6 )%
(82,611 )
(9 )%
19,751
11 %
Income (Loss) from Operations
(566,691 )
(859,908 )
293,215
(835,559 )
(887,015 )
51,456
268,868
(32 )%
27,107
(3 )%
241,759
470 %
Interest Income and Other (Expenses), net
32,871
26,981
5,890
41,887
39,141
2,746
(9,016 )
(22 )%
(12,160 )
(31 )%
3,144
114
Net loss
(532,831 )
(832,925 )
300,094
(793,672 )
(847,874 )
54,202
260,841
(33 )%
14,949
(2 )%
245,892
94 %
The
increase in revenue for the three months ended March 31, 2026 compared with the same period in 2025 is attributable primarily to increased
equipment sales from Iveda Taiwan as a result of delivery timing related to long-term government contracts.
The
increase in overall gross margin was primarily attributed to the higher margin contract sales in Taiwan.
The
net decrease in operating expenses in the three months ended March 31, 2026 compared with the same period in 2025 is due primarily to
reduction in general operation expenses in the US based operations during this period.
A
majority of the decrease in loss from operations was primarily due to increased gross margins and reduction in operating expenses.
The
decrease in net loss was primarily due to a reduction in operating expenses for the three months ended March 31, 2026 compared to the
same period in 2025.
Liquidity
and Capital Resources
As
of March 31, 2026, we had cash and cash equivalents of $5.7 million compared to $5.2 million as of December 31, 2025. This increase in
our cash and cash equivalents for the three months ended March 31, 2026 is related to the sale of common stock offset by the operating
losses during the three months ended March 31, 2026. There are no legal or economic factors that materially impact our ability to transfer
funds between our U.S.-based and Taiwan-based segments.
22
Net
cash used in operating activities during the three months ended March 31, 2026 was ($0.9) million compared to ($0.1) million net cash
used during the three months ended March 31, 2025. Net cash used in operating activities for the t hree months ended March 31,
2026 consisted primarily of the net loss of ($0.5) million. Net cash used by operating activities for the three months ended March 31,
2025 consisted primarily of the net loss of ($0.8) million.
Net
cash used in investing activities for the three months ended March 31, 2026 and 2024 were negligible.
Net
cash provided by financing activities for the three months ended March 31, 2026 were $1.4 million compared with $0 million provided
during the three months ended March 31, 2025. Net cash provided by financing activities in 2026 included $1.6 million from the sale of
stock in a direct offering managed by H.C.Wainwright.
We
have experienced significant operating losses since our inception. At December 31, 2025, we had approximately $38 million in net operating
loss carryforwards available for federal income tax purposes, which will begin to expire in 2025. We did not recognize any benefit from
the federal net operating loss carryforwards in 2025 or 2024. We also had approximately $12.0 million in state net operating loss carryforwards,
which expire after five years.
Pursuant
to the Internal Revenue Code of 1986, as amended (“IRC”), specifically Sections 382 and 383, the Company’s ability
to use tax attribute carryforwards to offset future taxable income is limited if the Company experiences a cumulative change in ownership
of more than 50% within a three-year testing period. The Company has not completed an ownership change analysis pursuant to IRC Section
382 therefore the ability to offset taxable income in the future may be impacted by ownership changes occurring prior to December 31,
2025. If ownership changes within the meaning of IRC Section 382 occur in the future, the amount of remaining tax attribute carryforwards
available to offset future taxable income and income tax expense in future years may be significantly restricted or eliminated. Further,
the Company’s deferred tax assets associated with such tax attributes could be significantly reduced or eliminated upon realization
of an ownership change within the meaning of IRC Section 382. If eliminated, the related asset would be removed from the deferred tax
asset schedule, with a corresponding reduction in the valuation allowance. Additionally, limitations on the utilization of the Company’s
tax attribute carryforwards can increase the amount of taxable income and current income tax expense recognized. Due to the existence
of the valuation allowance, ownership change limitations that are not significant may not impact the Company’s effective tax rate.
We
have limited liquidity and have not yet established a stabilized source of revenue sufficient to cover operating costs, based on our
current estimated burn rate. Accordingly, our continuation as a going concern is dependent upon our ability to generate greater revenue
through increased sales and/or our ability to raise additional funds through the capital markets. No assurance can be given that we will
be successful in future financing and revenue-generating efforts. Even if funding is available, we cannot assure investors that it will
be available on terms that are favorable to our existing stockholders. Additional funding may be achieved through the issuance of equity
or debt securities that could be significantly dilutive to the percentage ownership of our existing stockholders. In addition, these
newly issued securities may have rights, preferences, or privileges senior to those of our existing stockholders. Accordingly, such a
financing transaction could materially and adversely impact the price of our common stock.
Substantially
all of our cash is deposited in three financial institutions, two in the United States and one in Taiwan. At times, amounts on deposit
in the United States may be in excess of the FDIC insurance limit. Deposits in Taiwan financial institutions are insured by CDIC (“Central
Deposit Insurance Corporation”) with maximum coverage of New Taiwan Dollar (NTD) $3 million. At times, amounts on deposit in Taiwan
may be in excess of the CDIC insurance limit.
Our
accounts receivable are unsecured, and we are at risk to the extent such amounts become uncollectible. Although we perform periodic evaluations
of our customers’ credit and financial condition, we generally do not require collateral in exchange for our products and services
provided on credit.
We
provide an allowance for doubtful collections, which is based upon a review of outstanding receivables, historical collection information,
and existing economic conditions. Payment terms for our U.S.-based segment require prepayment for most products before they are shipped
and monthly Sentir licensing fees, which are due in advance on the first day of each month. For our U.S.-based segment, accounts receivable
that are more than 120 days past due are considered delinquent. Payment terms for our Taiwan-based segment vary based on our agreements
with our customers. Generally, we receive payment for our products and services within one year of commencing the project, except that
we retain 5% of the total payment amount and release such amount one year after the completion of the project. For our U.S.-based segment,
we had no doubtful accounts receivable allowances for the Three Months ended March 31, 2026 and year ended December 31, 2025. For our
Taiwan-based segment, we set up no doubtful accounts receivable allowances for the Three Months ended March 31, 2026 and year ended December
31, 2025. We deem the rest of our accounts receivable to be collectible based on certain factors, including the nature of the customer
contracts and past experience with similar customers. Delinquent receivables are written off based on individual credit valuation and
specific circumstances of the customer, and we generally do not charge interest on past due receivables.
Effects
of Inflation
For
the periods for which financial information is presented, we do not believe that the current levels of inflation in the United States
have had a significant impact on our operations. Likewise, we do not believe that the current levels of inflation in Taiwan have had
a significant impact on the operations of Iveda Taiwan.
Off
Balance Sheet Arrangements
We
do not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured
finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements
or other contractually narrow or limited purposes. In addition, we do not have any undisclosed borrowings or debt, and we have not entered
into any synthetic leases. We are, therefore, not materially exposed to any financing, liquidity, market, or credit risk that could arise
if we had engaged in such relationships.
23
ITEM 3.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
We
are a smaller reporting company as defined by 17 C.F.R. 229 (10)(f)(i) and are not required to provide information under this item.
ITEM 4.
CONTROLS AND PROCEDURES.
Evaluation
of Disclosure Controls and Procedures
Our
Chief Executive Officer and Principal Financial Officer, after evaluating the effectiveness of our “disclosure controls and procedures”
(as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Annual
Report on Form 10-K (the “Evaluation Date”), concluded that as of the Evaluation Date, our disclosure controls and procedures
were not effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under
the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission
rules and forms.
Based
on their evaluation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as
of March 31, 2026, our Principal Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures
were not effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under
the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and that such
information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as
appropriate, to allow timely decisions regarding required disclosure.
Management’s
Annual Report on Internal Control over Financial Reporting
Our
management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined
in the Securities Exchange Act of 1934 Rule 13a-15(f). Our management conducted an evaluation of the effectiveness of our internal
control over financial reporting based on the framework in Internal Control - Integrated Framework, issued by the Committee of Sponsoring
Organizations of the Treadway Commission (the “COSO Framework”). Our internal control over financial reporting is a process
designed to provide reasonable assurance regarding the reliability of our financial reporting and the preparation of our financial statements
for external purposes in accordance with U.S. GAAP.
As
of March 31, 2026, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective
internal control over financial reporting established in Internal Control-Integrated Framework of 2013 issued by the Committee of Sponsoring
Organizations of the Treadway Commission (“COSO”) and SEC guidance on conducting such assessments. Based on that evaluation
under this framework, our management concluded that as of March 31, 2026, our internal control over financial reporting was not effective
because of the following material weaknesses:
The
material weaknesses identified include (i) the Company had inadequate segregation of duties consistent with control objectives and (ii)
the Company had an insufficient number of personnel with an appropriate level of U.S. GAAP knowledge and experience and ongoing training
in the application of U.S. GAAP and SEC disclosure requirements commensurate with the Company’s financial reporting requirements.
We
are working to remediate the deficiencies and material weaknesses. Our remediation efforts are ongoing, and we will continue our initiatives
to implement and document policies, procedures, and internal controls. We have taken steps to enhance our internal control environment
and plan to take additional steps to remediate the deficiencies and address material weaknesses. In addition, we continue to evaluate,
remediate and improve our internal control over financial reporting, executive management may elect to implement additional measures
to address control deficiencies or may determine that the remediation efforts described above require modification. Executive management,
in consultation with and at the direction of our Audit Committee, will continue to assess the control environment and the above-mentioned
efforts to remediate the underlying causes of the identified material weaknesses.
Although
we plan to complete this remediation process as quickly as possible, we are unable, at this time to estimate how long it will take; and
our efforts may not be successful in remediating the deficiencies or material weaknesses.
Changes
in Internal Control over Financial Reporting
There
were no changes in our internal control over financial reporting during the Three Months ended March 31, 2026, that have materially affected,
or are reasonably likely to materially affect, our internal control over financial reporting.
Inherent
Limitations on Effectiveness of Controls
Because
of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation
of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that
the degree of compliance with the policies or procedures may deteriorate. All internal control systems, no matter how well designed,
have inherent limitations. These include the fact that human judgment in decision-making can be faulty and that breakdowns in internal
control can occur because of human failures such as simple errors or mistakes or intentional circumvention of the established process.
Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation
and presentation. Because of the inherent limitations of internal control, there is a risk that material misstatements may not be prevented
or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of
the financial reporting process.
Changes
in Disclosure Controls and Procedures
None
24
PART
II – OTHER INFORMATION
ITEM 1.
LEGAL PROCEEDINGS.
From
time to time we may become involved in various legal proceedings that arise in the ordinary course of business, including actions related
to our intellectual property. Although the outcomes of these legal proceedings cannot be predicted with certainty, we are currently not
aware of any such legal proceedings or claims that we believe, either individually or in the aggregate, will have a material adverse
effect on our business, financial condition, or results of operations.
ITEM 1A.
RISK FACTORS.
We
are a smaller reporting company as defined by 17 C.F.R. 229 (10)(f)(i) and are not required to provide information under this item.
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES AND USE
OF PROCEEDS.
None.
ITEM 3.
DEFAULT UPON SENIOR SECURITIES.
None.
ITEM 4.
MINE SAFETY DISCLOSURES.
Not
applicable.
ITEM 5.
OTHER INFORMATION.
(a)
None.
(b)
There have been no material changes to the procedures by which security holders may recommend nominees to the Company’s Board of
Directors since the Company last provided disclosure in response to the requirements of Item 407(c)(3) of Regulation S-K.
(c)
Insider Trading Arrangements and Policies
During
the quarter ended March 31, 2026, no director or officer of the Company “ adopted ” or “ terminated ” a “Rule
10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation
S-K.
ITEM 6.
EXHIBITS.
Exhibit
Description
31.1
Certificate of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a)
31.2
Certificate of Principal Financial Officer Pursuant to Exchange Act Rule 13a-14(a) or Rule 15d-14(a)
32.1
Certificate of Principal Executive Officer Pursuant to Section 1350
32.2
Certificate of Principal Financial Officer Pursuant to Section 1350
101.INS
Inline XBRL Instance Document
101.SCH
Inline XBRL Taxonomy Extension
Schema Document
101.CAL
Inline XBRL Taxonomy Extension
Calculation Linkbase Document
101.DEF
Inline XBRL Taxonomy Extension
Definition Linkbase Document
101.LAB
Inline XBRL Taxonomy Extension
Label Linkbase Document
101.PRE
Inline XBRL Taxonomy Extension
Presentation Linkbase Document
104
Cover Page Interactive
Data File (embedded within the Inline XBRL document)
25
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
IVEDA SOLUTIONS, INC.
Date: May 15, 2026
/s/
David Ly
David Ly
Chief
Executive Officer and Chairman
(Principal
Executive Officer)
/s/ Robert
J. Brilon
Robert J. Brilon
Chief
Financial Officer
(Principal
Financial and Accounting Officer)
26
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.