What changed in this filing

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Item 1. Financial Statements

2026-05-06 compared with 2025-11-06 · 165 added, 270 removed, 417 unchanged (51% of the section changed)

4 unchanged sentences

(in thousands, except share and per share amounts)

September 30, 2025 December 31, 2024

March 31, 2026 December 31, 2025

ASSETS (unaudited)

1 unchanged sentence

Cash and cash equivalents $ 59,153 $ 69,910

Accounts receivable, net of allowance for credit losses of $ 833 and $ 1,006 as of September 30, 2025 and December 31, 2024, respectively

Accounts receivable, net of allowance for credit losses of $ 742 and $ 712 as of March 31, 2026 and December 31, 2025, respectively

28,812 25,049

1 unchanged sentence

Prepaid expenses and other current assets 19,884 7,980

Current assets held for sale — 11,410

Total current assets 121,073 117,798

2 unchanged sentences

Intangible assets, net

Goodwill 732 732

Right of use assets 4,230 4,382

7 unchanged sentences

Accrued compensation and employee-related expenses 2,714 5,175

Accrued loss on future firm purchase commitments — 919

Accrued other 2,496 2,358

13 unchanged sentences

Authorized 30,000,000 shares;

21,293,839 and 21,240,525 shares issued at September 30, 2025 and December 31, 2024, respectively;

and 19,573,517 and 19,784,416 shares outstanding at September 30, 2025 and December 31, 2024, respectively

21,294,283 and 21,294,655 shares issued at March 31, 2026 and December 31, 2025, respectively;

and 19,477,178 and 19,511,836 shares outstanding at March 31, 2026 and December 31, 2025, respectively

Additional paid-in capital 169,295 168,900

2 unchanged sentences

145,566 144,817

treasury stock at cost, common stock, 1,720,322 and 1,456,109 shares as of September 30, 2025 and December 31, 2024, respectively.

treasury stock at cost, common stock, 1,817,105 and 1,782,819 shares as of March 31, 2026 and December 31, 2025, respectively.

( 14,039 ) ( 13,833 )

6 unchanged sentences

(in thousands, except earnings per share amounts, unaudited)

Three Months Ended Nine Months Ended

September 30, September 30,

2025 2024 2025 2024

Three Months Ended

Service $ 28,154 $ 21,642

7 unchanged sentences

General and administrative 3,882 3,535

Long-lived assets impairment charge — 1,137 — 1,137

Total costs and expenses 32,436 27,657

3 unchanged sentences

Other income (expense), net 230 ( 9 )

Loss before income tax expense ( 6,918 ) ( 1,148 ) ( 7,568 ) ( 6,612 )

Income (loss) before income tax expense 713 ( 1,685 )

Income tax expense 125 25

Net loss $ ( 6,934 ) $ ( 1,199 ) $ ( 7,714 ) $ ( 6,738 )

Net loss per common share

Net income (loss) $ 588 $ ( 1,710 )

Net income (loss) per common share

Basic $ 0.03 $ ( 0.09 )

6 unchanged sentences

AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands, unaudited)

Three Months Ended Nine Months Ended

September 30, September 30,

2025 2024 2025 2024

Net loss $ ( 6,934 ) $ ( 1,199 ) $ ( 7,714 ) $ ( 6,738 )

Three Months Ended

Net income (loss) $ 588 $ ( 1,710 )

Other comprehensive (loss) income, net of tax:

1 unchanged sentence

Other comprehensive (loss) income, net of tax (1)

( 676 ) 134 324 328

Total comprehensive loss $ ( 7,610 ) $ ( 1,065 ) $ ( 7,390 ) $ ( 6,410 )

Total comprehensive income (loss) $ 354 $ ( 988 )

(1) Tax impact was nominal for all periods.

9 unchanged sentences

Shares Amount Shares Amount

Balance at June 30, 2025 21,224 $ 212 $ 168,082 $ ( 13,532 ) $ ( 3,032 ) ( 1,698 ) $ ( 13,346 ) $ 138,384

Net loss — — — ( 6,934 ) — — — ( 6,934 )

Balance at December 31, 2025 21,295 $ 213 $ 168,900 $ ( 20,135 ) $ ( 4,161 ) ( 1,783 ) $ ( 13,833 ) $ 130,984

Net income — — — 588 — — — 588

Other comprehensive loss — — — — ( 234 ) — — ( 234 )

Stock-based compensation — — 306 — — — — 306

Issuance of common stock under employee stock purchase plan 4 — 17 — — — — 17

Acquisition of treasury stock — — — — — ( 34 ) ( 206 ) ( 206 )

Exercise of stock options and issuance of restricted stock awards, net of forfeitures ( 1 ) — 89 — — — — 89

Balance at September 30, 2025 21,294 $ 213 $ 168,470 $ ( 20,466 ) $ ( 3,708 ) ( 1,720 ) $ ( 13,462 ) $ 131,047

Balance at March 31, 2026 21,294 $ 213 $ 169,295 $ ( 19,547 ) $ ( 4,395 ) ( 1,817 ) $ ( 14,039 ) $ 131,527

Common Stock Additional

7 unchanged sentences

Stock-based compensation — — 337 — — — — 337

Issuance of common stock under employee stock purchase plan 4 — 17 — — — — 17

Acquisition of treasury stock — — — — — ( 31 ) ( 163 ) ( 163 )

Exercise of stock options and issuance of restricted stock awards, net of forfeitures ( 21 ) — — — — — — —

Balance at September 30, 2025 21,294 $ 213 $ 168,470 $ ( 20,466 ) $ ( 3,708 ) ( 1,720 ) $ ( 13,462 ) $ 131,047

Common Stock Additional

Capital Retained Deficit Accumulated

Comprehensive Loss Treasury Stock Total

Stockholders’

Shares Amount Shares Amount

Balance at June 30, 2024 21,170 $ 212 $ 166,490 $ ( 7,243 ) $ ( 3,991 ) ( 1,456 ) $ ( 12,090 ) $ 143,378

Net loss — — — ( 1,199 ) — — — ( 1,199 )

Other comprehensive loss — — — — 134 — — 134

Stock-based compensation — — 385 — — — — 385

Exercise of stock options and issuance of restricted stock awards, net of forfeitures 85 1 ( 1 ) — — — — —

Balance at September 30, 2024 21,255 $ 213 $ 166,874 $ ( 8,442 ) $ ( 3,857 ) ( 1,456 ) $ ( 12,090 ) $ 142,698

Common Stock Additional

Capital Retained Deficit Accumulated

Comprehensive Loss Treasury Stock Total

Stockholders’

Shares Amount Shares Amount

Balance at December 31, 2023 21,067 $ 211 $ 165,140 $ ( 1,704 ) $ ( 4,185 ) ( 1,456 ) $ ( 12,090 ) $ 147,372

Net loss — — — ( 6,738 ) — — — ( 6,738 )

Other comprehensive income — — — — 328 — — 328

Stock-based compensation — — 1,629 — — — — 1,629

Issuance of common stock under employee stock purchase plan 24 — 95 — — — — 95

Exercise of stock options and issuance of restricted stock awards, net of forfeitures 164 2 10 — — — — 12

Balance at September 30, 2024 21,255 $ 213 $ 166,874 $ ( 8,442 ) $ ( 3,857 ) ( 1,456 ) $ ( 12,090 ) $ 142,698

Balance at March 31, 2025 21,220 $ 212 $ 167,624 $ ( 14,462 ) $ ( 3,310 ) ( 1,487 ) $ ( 12,253 ) $ 137,811

See accompanying Notes to Unaudited Consolidated Financial Statements.

3 unchanged sentences

(in thousands, unaudited)

Nine Months Ended

September 30,

Three Months Ended

Cash flows from operating activities:

Net loss $ ( 7,714 ) $ ( 6,738 )

Adjustments to reconcile net loss to net cash used in operating activities:

Net income (loss) $ 588 $ ( 1,710 )

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Provision for credit losses 39 97

Depreciation and amortization 2,445 2,888

Impairment charge to goodwill and long-lived assets — 1,137

Deferred income taxes — 46

(Gain) loss on disposals of fixed assets ( 88 ) ( 27 )

Gain on sale of fixed assets located at 50 Enterprise Center Middletown, Rhode Island

Loss on sale of fixed assets located at 75 Enterprise Center Middletown, Rhode Island

Compensation expense related to stock-based awards and employee stock purchase plan

8 unchanged sentences

Accrued compensation, product warranty and other ( 2,745 ) ( 2,518 )

Net cash provided by (used in) operating activities $ 13,715 $ ( 13,573 )

Net cash used in operating activities $ ( 8,259 ) $ ( 1,277 )

Cash flows from investing activities:

2 unchanged sentences

Proceeds from sale of fixed assets 235 635

Proceeds from the sale of fixed assets located at 50 Enterprise Center Middletown, Rhode Island 4,926 —

Proceeds from the sale of fixed assets located at 75 Enterprise Center Middletown, Rhode Island 7,838 —

Purchases of marketable securities — ( 1,892 )

Maturities and sales of marketable securities — 25,000

Net cash provided by investing activities $ 9,759 $ 16,507

Net cash used in investing activities $ ( 2,362 ) $ ( 557 )

Cash flows from financing activities:

1 unchanged sentence

Purchase of treasury stock ( 206 ) ( 163 )

Net cash (used in) provided by financing activities $ ( 1,326 ) $ 96

Net cash used in by financing activities $ ( 114 ) $ ( 162 )

Effect of exchange rate changes on cash and cash equivalents ( 22 ) 24

Net increase in cash and cash equivalents 22,232 3,102

Net decrease in cash and cash equivalents ( 10,757 ) ( 1,972 )

Cash and cash equivalents at beginning of period 69,910 50,572

9 unchanged sentences

KVH Industries, Inc.

(together with its subsidiaries, the Company or KVH) develops, markets, and supports mobile connectivity and managed services and products for the marine and land markets.

(together with its subsidiaries, the Company or KVH) develops, markets, and supports mobile connectivity and managed services and products for the maritime and land markets.

KVH’s service sales primarily represent revenue earned from satellite internet airtime services.

In March 2023, KVH began selling terminals for the Starlink Low Earth Orbit (LEO) service and in September 2023 became a Starlink authorized hardware and airtime reseller.

In October 2024, we expanded our portfolio to include Starlink Local Priority data plans, which is primarily for stationary and in-motion commercial use on land.

KVH further expanded its LEO service and hardware portfolio in January 2025 with the launch of OneWeb service for maritime applications.

In October 2024, KVH expanded its portfolio to include Starlink Local Priority data plans, which is suitable for fixed and mobile uses on land and inland waterways, including lakes and rivers.

KVH further expanded its LEO service and hardware portfolio in January 2025 with the launch of the Eutelsat OneWeb service for maritime applications.

In addition, KVH provides, for monthly fixed and per-usage fees, satellite connectivity encompassing broadband internet and Voice over Internet Protocol (VoIP) services, to its TracNet® H-series and TracPhone® V-HTS series customers via KVH’s global high-throughput satellite (HTS) network.

Revenue from our cellular airtime service supplements KVH’s satellite-only airtime revenue following the July 2022 launch of the KVH ONE® hybrid network and TracNet H-series terminals and the subsequent introduction of the TracNet Coastal cellular/Wi-Fi terminal.

Following the July 2022 launch of the KVH ONE® hybrid network and TracNet H-series terminals and the subsequent introduction of the TracNet Coastal cellular/Wi-Fi terminal, KVH began to supplement its satellite-only airtime revenue with revenue from its cellular airtime service.

KVH provides this combination of services and products in more than 130 countries.

1 unchanged sentence

AgilePlans, KVH’s connectivity as a service offering, is a monthly subscription model that provides global connectivity to commercial maritime customers.

The subscription can include KVH VSAT terminals and data service, Starlink and OneWeb terminals and data service, KVH’s CommBox™ Edge Communications Gateway and associated service licensing, VoIP, daily news, subsidized shipping and installation, and global support for a monthly fee with no minimum contract commitment.

The subscription can include KVH VSAT terminals and data service, Starlink and Eutelsat OneWeb terminals and data service, KVH’s CommBox™ Edge Communications Gateway and associated service licensing, VoIP, daily news, subsidized shipping and installation, and global support for a monthly fee with no minimum contract commitment.

KVH offers AgilePlans subscribers a variety of airtime data plans with varying data speeds and fixed data usage levels with per megabyte overage charges.

These airtime plans are similar to those that the Company offers to customers who elect to purchase or lease a TracNet H-series, TracPhone V-HTS series, Starlink, or OneWeb terminal.

These airtime plans are similar to those that the Company offers to customers who elect to purchase or lease a TracNet H-series, TracPhone V-HTS series, Starlink, or Eutelsat OneWeb terminal.

The Company recognizes the monthly AgilePlans subscription fee as service revenue over the service delivery period.

7 unchanged sentences

Service sales also include sales from product repairs and extended warranty sales.

KVH’s satellite-only and hybrid products enable marine customers to receive data, VoIP, and value-added services via satellite, cellular, and shore-based Wi-Fi networks onboard commercial, leisure, and military/government vessels.

In addition, the Company’s in-motion television terminals permit customers to receive live digital television via regional satellite services in marine vessels, recreational vehicles, buses and automobiles.

KVH’s satellite-only and hybrid products enable maritime customers to receive data, VoIP, and value-added services via satellite, cellular, and shore-based Wi-Fi networks onboard commercial and leisure vessels.

In addition, the Company’s in-motion television terminals permit customers to receive live digital television via regional satellite services in maritime vessels, recreational vehicles, buses and automobiles.

KVH sells its products through an extensive international network of dealers and distributors.

KVH also sells and leases products to service providers and end users.

In February 2024, the Company announced a staged wind-down of its product manufacturing operations at its Middletown, Rhode Island location.

KVH’s maritime leisure business is highly seasonal.

Seasonality can also impact the Company’s commercial maritime business, particularly the fishing market, although typically to a lesser degree.

Temporary suspensions of the Company’s airtime services typically increase in the fourth and first quarters of each year as leisure boats are placed out of service during the winter months.

Historically, the Company has generated the majority of its maritime leisure product revenues during the first and second quarters of each year, and these revenues typically decline in the third and fourth quarters of each year, compared to the first two quarters.

In February 2024, the Company announced a staged wind-down of its product manufacturing operations.

The Company expects that it will continue its product manufacturing activities in order to generate a targeted amount of inventory of maritime satellite connectivity and satellite television terminals to meet anticipated demand and that it will cease substantially all manufacturing activity by the end of 2026.

The wind-down has been extended from the end of 2025 because the reduced workforce has been prioritizing fulfillment of LEO product orders and refurbishing AgilePlan terminals over manufacturing new units.

The Company expects to continue to facilitate customer transition to third-party hardware products compatible with its mobile satellite communications services.

Please see Note 17 for additional details surrounding the wind-down of the Company's manufacturing activities.

(2) Summary of Significant Accounting Policies

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These consolidated interim financial statements do not include all disclosures associated with annual financial statements and accordingly should be read in conjunction with the Company’s consolidated financial statements and related notes included in the Company’s annual report on Form 10-K for the year ended December 31, 2025 filed on March 10, 2026 with the Securities and Exchange Commission.

The results for the three and nine months ended September 30, 2025 are not necessarily indicative of operating results for the remainder of the year.

The results for the three months ended March 31, 2026 are not necessarily indicative of operating results for the remainder of the year.

Significant Estimates and Assumptions and Other Significant Non-Recurring Transactions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of sales and expenses during the reporting periods.

The estimates and assumptions used by management affect the Company’s revenue recognition, valuation of accounts receivable, valuation of inventory, valuation of prepaid assets, expected future cash flows (including growth rates, discount rates, terminal values and other assumptions and estimates used to evaluate the recoverability of long-lived assets), estimated fair values of long-lived assets (including amortization methods and amortization periods), certain accrued expenses and other related charges, stock-based compensation, contingent liabilities, forfeitures and key valuation assumptions for its share-based awards, estimated fulfillment costs for warranty obligations, tax reserves and recoverability of the Company’s net deferred tax assets and related valuation allowance, and the valuation of right-of-use assets and lease liabilities.

The estimates and assumptions used by management affect the Company’s revenue recognition, valuation of accounts receivable, valuation of inventory, valuation of prepaid assets, expected future cash flows (including growth rates, discount rates, terminal values and other assumptions and estimates used to evaluate the recoverability of long-lived assets and goodwill), estimated fair values of long-lived assets (including goodwill, amortization methods and amortization periods), certain accrued expenses and other related charges, stock-based compensation, contingent liabilities, forfeitures and key valuation assumptions for its share-based awards, estimated fulfillment costs for warranty obligations, tax reserves and recoverability of the Company’s net deferred tax assets and related valuation allowance, and the valuation of right-of-use assets and lease liabilities.

Although the Company regularly assesses these estimates, actual results could differ materially from these estimates.

1 unchanged sentence

The Company bases its estimates on historical experience and various other assumptions that it believes to be reasonable under the circumstances.

Asset Held for Sale

The Company classifies an asset as held for sale when management, having the authority to approve the action, commits to a plan to sell the asset, the sale is probable within one year and the asset is available for immediate sale in its present condition.

The Company also considers whether an active program to locate a buyer has been initiated, whether the asset is marketed actively for sale at a price that is reasonable in relation to its current fair value and whether actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn.

The Company initially measures an asset that is classified as held for sale at the lower of its carrying amount or fair value less costs to sell.

Any loss resulting from this measurement is recognized in the period in which the held for sale criteria are met.

Conversely, gains are not recognized until the date of sale.

The Company assesses the fair value of an asset less costs to sell for each reporting period that it remains classified as held for sale and reports any subsequent changes as an adjustment to the carrying amount of the asset, as long as the new carrying amount does not exceed the carrying amount of the asset at the time it was initially classified as held for sale.

Assets are not depreciated or amortized while they are classified as held for sale.

Foreign Currency Translation

Foreign Currency Translation and Transaction

The financial statements of the Company’s foreign subsidiaries located in Denmark, Singapore, Brazil and Cyprus are maintained using the United States dollar as the functional currency.

Exchange rates in effect on the date of the transaction are used to record monetary assets and liabilities.

Exchange rates in effect on the date of the transaction (i.e., the date on which the underlying revenue, expense, asset or liability-creating event occurs) are used to record monetary assets and liabilities.

Revenue and other expense elements are recorded at rates that approximate the rates in effect on the transaction dates.

Foreign currency exchange gains and losses are recognized within “other expense, net” in the accompanying consolidated statements of operations.

The Company recorded net foreign currency exchange losses, which are comprised of both realized and unrealized foreign currency exchange gains and losses, in its accompanying consolidated statements of operations of $( 9 ) and $( 48 ) for the three months ended September 30, 2025 and 2024, respectively, and $( 141 ) and $( 317 ) for the nine months ended September 30, 2025 and 2024, respectively.

The Company recorded net foreign currency exchange gains (losses), which are comprised of both realized and unrealized foreign currency exchange gains and losses, in its accompanying consolidated statements of operations of $ 76 and $( 31 ) for the three months ended March 31, 2026 and 2025, respectively.

The financial statements of the Company’s foreign subsidiaries located in the United Kingdom, Norway, India and Japan use the foreign subsidiaries’ respective local currencies as the functional currency.

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(3) Recently Issued Accounting Standards and Accounting Standards Not yet Adopted

In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

The amendments in this ASU apply to all entities that are subject to Topic 740, Income Taxes.

The amendments require public business entities to disclose specific categories in their tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold.

These amendments also require all entities to disclose income taxes paid, net of refunds received, disaggregated by federal, state, and foreign taxes and by individual jurisdictions in which income taxes paid, net of refunds received, are equal to or greater than five percent of total income taxes paid.

For public business entities, the amendments in this ASU are effective for annual periods beginning after December 15, 2024.

The amendments in this ASU should be applied on a prospective basis.

The adoption of ASU No.

2023-09 is not expected to have a material impact on the Company’s financial statements, including disclosures.

In November 2024, the FASB issued ASU No.

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The adoption will result in disclosure changes only.

There are no other recent accounting pronouncements that have been issued by the FASB that are not yet effective and that the Company expects would have a material impact on the Company’s financial statements, including disclosures.

(4) Marketable Securities

In the fourth quarter of 2024, the balance of our marketable securities held by Wells Fargo was liquidated and transferred to an interest-bearing account held by Bank of America, N.A.

Interest income from marketable securities was $ 0 and $ 466 during the three months ended September 30, 2025 and 2024, respectively, and $ 0 and $ 1,892 during the nine months ended September 30, 2025 and 2024, respectively.

We held no marketable securities as of September 30, 2025 and December 31, 2024.

(5) Stockholder's Equity

There are no other recent accounting pronouncements that have been issued by the FASB that are not yet effective that the Company expects would have a material impact on the Company’s financial statements, including disclosures.

(4) Stockholders' Equity

(a) Stock Equity and Incentive Plan

The Company recognizes stock-based compensation in accordance with the provisions of ASC Topic 718, Compensation-Stock Compensation .

Stock-based compensation expense was $ 367 and $ 384 , excluding $( 1 ) and $ 1 of compensation expense related to our Amended and Restated 1996 Employee Stock Purchase Plan, or the ESPP, for the three months ended September 30, 2025 and 2024, respectively, and $ 1,134 and $ 1,622 , excluding $ 3 and $ 7 of compensation expense related to ESPP, for the nine months ended September 30, 2025 and 2024, respectively.

As of September 30, 2025, there was $ 1,708 of total unrecognized compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 2.87 years.

As of September 30, 2025, there was $ 1,117 of total unrecognized compensation expense related to restricted stock awards, which is expected to be recognized over a weighted-average period of 1.52 years.

Stock-based compensation expense was $ 302 and $ 335 , excluding $ 4 and $ 2 of compensation expense related to our Amended and Restated 1996 Employee Stock Purchase Plan, or the ESPP, for the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026, there was $ 2,271 of total unrecognized compensation expense related to stock options, which is expected to be recognized over a weighted-average period of 3.08 years.

As of March 31, 2026, there was $ 593 of total unrecognized compensation expense related to restricted stock awards, which is expected to be recognized over a weighted-average period of 1.02 years.

Stock Options

During the three months ended September 30, 2025, no shares of common stock were issued upon the exercise of stock options.

No shares were surrendered to the Company to satisfy minimum tax withholding obligations.

Additionally, during the three months ended September 30, 2025, no stock options were granted and 132 stock options expired, were canceled or were forfeited.

During the three months ended September 30, 2024, no shares of common stock were issued upon the exercise of stock options.

No shares were surrendered to the Company to satisfy minimum tax withholding obligations.

Additionally, during the three months ended September 30, 2024, no stock options were granted and 230 stock options expired, were canceled or were forfeited.

During the nine months ended September 30, 2025, 6 shares of common stock were issued upon the exercise of stock options.

During the three months ended March 31, 2026, 18 shares of common stock were issued upon the exercise of stock options.

No shares were surrendered to the Company to satisfy minimum tax withholding obligations.

Additionally, during the nine months ended September 30, 2025, 575 stock options were granted and 259 stock options expired, were canceled or were forfeited.

During the nine months ended September 30, 2024, no shares of common stock were issued upon the exercise of stock options.

Additionally, during the three months ended March 31, 2026, 460 stock options were granted and 159 stock options expired, were canceled or were forfeited.

During the three months ended March 31, 2025, the Company issued less than 1 shares of common stock upon the exercise of stock options.

No shares were surrendered to the Company to satisfy minimum tax withholding obligations.

Additionally, during the nine months ended September 30, 2024, 266 stock options were granted and 501 stock options expired, were canceled or were forfeited.

Additionally, during the three months ended March 31, 2025, 525 stock options were granted and 63 stock options expired, were canceled or were forfeited.

The Company has historically estimated the fair value of each option grant on the date of grant using the Black-Scholes option-pricing model.

The weighted average assumptions utilized to determine the fair value of options granted during the nine months ended September 30, 2025 and 2024 are as follows:

Nine Months Ended September 30,

The weighted average assumptions utilized to determine the fair value of options granted during the three months ended March 31, 2026 and 2025 are as follows:

Three Months Ended March 31,

Risk-free interest rate 3.66 % 3.95 %

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Dividend yield 0 % 0 %

As of September 30, 2025, there were 1,264 options outstanding with a weighted average exercise price of $ 7.09 per share and 380 options exercisable with a weighted average exercise price of $ 9.22 per share.

As of September 30, 2024, there were 995 options outstanding with a weighted average exercise price of $ 8.23 per share and 410 options exercisable with a weighted average exercise price of $ 9.32 per share.

As of March 31, 2026, there were 1,543 options outstanding with a weighted average exercise price of $ 6.48 per share and 484 options exercisable with a weighted average exercise price of $ 7.47 per share.

As of March 31, 2025, there were 1,415 options outstanding with a weighted average exercise price of $ 7.33 per share and 531 options exercisable with a weighted average exercise price of $ 9.02 per share.

Restricted Stock

During the three months ended September 30, 2025, 70 shares of restricted stock were granted with a weighted average grant date fair value of $ 5.50 per share and 4 shares of restricted stock were forfeited.

Additionally, during the three months ended September 30, 2025, 1 shares of restricted stock vested.

During the three months ended September 30, 2024, 85 shares of restricted stock were granted with a weighted average grant date fair value of $ 4.51 per share and no share of restricted stock were forfeited.

Additionally, during the three months ended September 30, 2024, 16 shares of restricted stock vested.

During the nine months ended September 30, 2025, 70 shares of restricted stock were granted with a weighted average grant date fair value of $ 5.50 per share and 26 shares of restricted stock were forfeited.

Additionally, during the nine months ended September 30, 2025, 147 shares of restricted stock vested.

During the nine months ended September 30, 2024, 207 shares of restricted stock were granted with a weighted average grant date fair value of $ 4.82 per share and 43 shares of restricted stock were forfeited.

Additionally, during the nine months ended September 30, 2024, 158 shares of restricted stock vested.

As of September 30, 2025 and 2024, the Company had no unvested outstanding options and no outstanding shares of restricted stock that were subject to performance-based or market-based vesting conditions.

During the three months ended March 31, 2026, no shares of restricted stock were granted and 18 shares of restricted stock were forfeited.

Additionally, during the three months ended March 31, 2026, 60 shares of restricted stock vested.

During the three months ended March 31, 2025, no shares of restricted stock were granted and 21 shares of restricted stock were forfeited.

Additionally, during the three months ended March 31, 2025, 83 shares of restricted stock vested.

As of March 31, 2026 and 2025, the Company had no unvested outstanding options and no outstanding shares of restricted stock that were subject to performance-based or market-based vesting conditions.

(b) Employee Stock Purchase Plan

The Company's ESPP affords eligible employees the right to purchase common stock, via payroll deductions, through various offering periods at a purchase price equal to 85 % of the fair market value of the common stock on the first or last day of the offering period, whichever is lower.

During the three months ended September 30, 2025 and 2024, 4 and 0 shares were issued under the ESPP, respectively.

During the nine months ended September 30, 2025 and 2024, 4 and 24 shares were issued under the ESPP, respectively.

The Company recorded compensation charges related to the ESPP of $( 1 ) and $ 1 for the three months ended September 30, 2025 and 2024, respectively, and $ 3 and $ 7 for the nine months ended September 30, 2025 and 2024, respectively.

During the three months ended March 31, 2026 and 2025, no shares were issued under the ESPP.

The Company recorded compensation charges related to the ESPP of $ 4 and $ 2 for the three months ended March 31, 2026 and 2025, respectively.

The following table presents stock-based compensation expense, including expense for the ESPP, in the Company's consolidated statements of operations for the nine months ended September 30, 2025 and 2024, respectively:

Three Months Ended September 30, Nine Months Ended September 30,

2025 2024 2025 2024

The following table presents stock-based compensation expense, including expense for the ESPP, in the Company's consolidated statements of operations for the three months ended March 31, 2026 and 2025, respectively:

Three Months Ended March 31,

Cost of service sales $ 6 $ 7

3 unchanged sentences

General and administrative 259 297

$ 366 $ 385 $ 1,137 $ 1,629

(d) Accumulated Other Comprehensive Loss (AOCL)

1 unchanged sentence

The components of the Company’s comprehensive income (loss) and the effect on earnings for the periods presented are detailed in the accompanying consolidated statements of comprehensive income (loss).

The balances for the three months ended September 30, 2025 and 2024 are as follows:

Foreign Currency Translation Total Accumulated Other Comprehensive Loss

Balance, June 30, 2025 $ ( 3,032 ) $ ( 3,032 )

Other comprehensive loss ( 676 ) ( 676 )

Net other comprehensive loss ( 676 ) ( 676 )

Balance, September 30, 2025 $ ( 3,708 ) $ ( 3,708 )

Foreign Currency Translation Total Accumulated Other Comprehensive Loss

Balance, June 30, 2024 $ ( 3,991 ) $ ( 3,991 )

Other comprehensive income 134 134

Net other comprehensive income 134 134

Balance, September 30, 2024 $ ( 3,857 ) $ ( 3,857 )

The balances for the nine months ended September 30, 2025 and 2024 are as follows:

The balances for the three months ended March 31, 2026 and 2025 are as follows:

Foreign Currency Translation Total Accumulated Other Comprehensive Loss

Balance, December 31, 2025 $ ( 4,161 ) $ ( 4,161 )

Other comprehensive income 324 324

Net other comprehensive income 324 324

Balance, September 30, 2025 $ ( 3,708 ) $ ( 3,708 )

Other comprehensive loss ( 234 ) ( 234 )

Balance, March 31, 2026 $ ( 4,395 ) $ ( 4,395 )

Foreign Currency Translation Total Accumulated Other Comprehensive Loss

1 unchanged sentence

Other comprehensive income 722 722

Net other comprehensive income 328 328

Balance, September 30, 2024 $ ( 3,857 ) $ ( 3,857 )

(6) Net Loss per Common Share

Basic net loss per share is calculated based on the weighted average number of common shares outstanding during the period.

Balance, March 31, 2025 $ ( 3,310 ) $ ( 3,310 )

(5) Net Income (Loss) per Common Share

Basic net income (loss) per share is calculated based on the weighted average number of common shares outstanding during the period.

Diluted net income per share incorporates the dilutive effect of common stock equivalent options, warrants and other convertible securities, if any, as determined with the treasury stock accounting method.

For the three and nine months ended September 30, 2025, since there was a net loss, the company excluded 1,350 and 1,187 shares underlying outstanding stock options and non-vested restricted shares from its diluted loss per share calculation as inclusion of these convertible securities would have reduced the net loss per share.

For the three and nine months ended September 30, 2024, since there was a net loss, the company excluded 1,165 and 1,088 shares, respectively, in outstanding stock options and non-vested restricted shares from its diluted loss per share calculation, as inclusion of these convertible securities would have reduced the net loss per share.

For the three months ended March 31, 2025, since there was a net loss, the company excluded 1,141 shares in underlying outstanding stock options and non-vested restricted shares from its diluted loss per share calculation, as inclusion of these convertible securities would have reduced the net loss per share.

A reconciliation of the basic and diluted weighted average common shares outstanding is as follows:

Three Months Ended Nine Months Ended

September 30, September 30,

2025 2024 2025 2024

Three Months Ended

Weighted average common shares outstanding—basic 19,331 19,492

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Inventories are stated at the lower of cost or net realizable value using the first-in first-out costing method.

Inventories as of September 30, 2025 and December 31, 2024 include the costs of material, labor, and factory overhead.

Inventories as of March 31, 2026 and December 31, 2025 include the costs of material, labor, and factory overhead.

Components of inventories consist of the following:

September 30,

2026 December 31,

3 unchanged sentences

$ 13,224 $ 14,859

During the three and nine months ended September 30, 2025, the Company recorded a $ 5,510 inventory write-down related primarily to further reduced demand for certain of the Company’s hardware products as well as a reduction in the prices the Company charges for certain TracNet H-series terminals.

The Company implemented this price reduction at the end of the third quarter of 2025 and, as a result, reduced the value of its remaining inventory of those products to net realizable value based on lower customer pricing.

Please see Note 17 for additional details surrounding the wind-down of the Company’s manufacturing activities.

(7) Prepaid Expenses and Other Current Assets

September 30,

2026 December 31,

2 unchanged sentences

$ 19,884 $ 7,980

During the second quarter of 2024, KVH expanded its relationship with Starlink through a bulk data distribution agreement.

Under the agreement, KVH prepaid for access to a large block of Starlink Global Priority data at favorable rates.

The agreement provides KVH flexibility in the development and sales of custom, cost-effective airtime plans using Starlink’s Global Priority service.

KVH began drawing from this prepaid pooled data in the third quarter of 2024.

This block of data is expected to be fully consumed by the end of the fourth quarter of 2025.

KVH anticipates that it will purchase another, substantially larger block of Starlink Global Priority data in the fourth quarter of 2025.

In the fourth quarter of 2025, KVH entered into an agreement to purchase a block of Starlink Global Priority data for $ 45.0 million.

The agreement provided KVH flexibility in the development and sales of custom, cost-effective airtime plans using Starlink's Global Priority service.

We made an upfront payment of $ 5.0 million upon entry into the agreement, a payment of $ 10.0 million in January 2026 and a payment of $ 6.0 million in February 2026.

The remainder of the $ 45.0 million obligation is due in quarterly payments from the second quarter of 2026 through the first quarter of 2027.

(8) Property and Equipment

Property and equipment, net, as of September 30, 2025 and December 31, 2024 consist of the following:

September 30,

Property and equipment, net, as of March 31, 2026 and December 31, 2025 consist of the following:

2026 December 31,

3 unchanged sentences

Office and computer equipment 8,797 8,038

Motor vehicles — 31

70,115 69,313

1 unchanged sentence

$ 22,221 $ 22,032

Depreciation expense was $ 2,525 and $ 3,163 for the three months ended September 30, 2025 and 2024, respectively, and $ 7,809 and $ 9,947 for the nine months ended September 30, 2025 and 2024, respectively.

Depreciation expense was $ 2,240 and $ 2,784 for the three months ended March 31, 2026 and 2025, respectively.

Certain revenue-generating hardware assets are utilized by the Company in the delivery of the Company's airtime services, media and other content.

As of September 30, 2025 and December 31, 2024, the long-lived tangible assets related to the Company’s international subsidiaries were less than 10% of the Company’s long-lived tangible assets.

As of March 31, 2026 and December 31, 2025, the long-lived tangible assets related to the Company’s international subsidiaries were less than 10% of the Company’s long-lived tangible assets.

In the third quarter of 2024, the Company commenced its plan to sell the warehouse building and surface parking lot located at 75 Enterprise Center in Middletown, Rhode Island (“75 Enterprise Center”).

As of September 30, 2024, 75 Enterprise Center had a carrying value of approximately $ 7.8 million.

The Company determined that all of the criteria to classify 75 Enterprise Center as held for sale had been met as of September 30, 2024.

The estimated fair value was determined based upon the anticipated sales price of these assets based on current market conditions and assumptions made by management, less selling costs.

The Company recorded an impairment charge of $ 1.1 million during the three and nine months ended September 30, 2024, as the carrying value of 75 Enterprise Center at the time the asset for sale criteria were met exceeded the fair value less costs to sell.

The sale was completed in September 2025, resulting in a loss of $ 0.3 million, which is included in other income (expense), net in the Company's consolidated statement of operations for the three and nine months ended September 30, 2025.

The Company also entered into an agreement with the buyer to lease this property until the end of March 2026 for approximately $ 0.1 million.

The sale was completed in September 2025.

The Company also entered into an agreement with the buyer to lease this property for the period October 2025 through the end of March 2026, which was subsequently extended through April 30, 2026.

Total lease expense under this agreement was $ 0.2 million.

The Company has now fully migrated its Rhode Island operations to the leased facility located in Bristol, Rhode Island.

Additionally, in the third quarter of 2024, the Company commenced its plan to sell the property, building, improvements, and land located at 50 Enterprise Center in Middletown, Rhode Island (“50 Enterprise Center”).

As of September 30, 2024, 50 Enterprise Center had a carrying value of approximately $ 3.6 million.

The Company determined that all of the criteria to classify 50 Enterprise Center as held for sale had been met as of September 30, 2024.

The estimated fair value of 50 Enterprise Center at that date exceeded its carrying value.

In March 2025, the Company entered into an agreement with another buyer to sell 50 Enterprise Center for $ 5.3 million.

The sale was completed in June 2025, resulting in a gain of $ 1.3 million, which is included in other income (expense), net in the Company's consolidated statement of operations for the nine months ended September 30, 2025.

In March 2025, the Company entered into an agreement with a buyer to sell 50 Enterprise Center for $ 5.3 million.

The sale was completed in June 2025.

(9) Product Warranty

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The warranty period begins on the date of retail purchase or lease by the original purchaser.

The Company also offers extended warranties on its products for up to five years , The Company accrues estimated product warranty costs at the time of sale and any additional amounts are recorded when such costs are probable and can be reasonably estimated.

The Company also offers extended warranties on its products for up to five years .

The Company accrues estimated product warranty costs at the time of sale and any additional amounts are recorded when such costs are probable and can be reasonably estimated.

Factors that affect the Company’s warranty liability include the number of units sold or leased, historical and anticipated rates of warranty repairs and the cost per repair.

Warranty and related costs are reflected within sales, marketing and support in the accompanying consolidated statements of operations.

As of September 30, 2025 and December 31, 2024, the Company had accrued product warranty costs of $ 754 and $ 607 , respectively.

As of March 31, 2026 and December 31, 2025, the Company had accrued product warranty costs of $ 654 and $ 644 , respectively.

The following table summarizes product warranty activity during 2026 and 2025:

Nine Months Ended

September 30,

Three Months Ended

Beginning balance $ 644 $ 607

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Unobservable inputs that are supported by little or no market activity and are developed based on the best information available given the circumstances.

No financial assets or liabilities were measured at fair value based upon the ASC 820 fair value hierarchy as of September 30, 2025 or December 31, 2024.

No financial assets or liabilities were measured at fair value based upon the ASC 820 fair value hierarchy as of March 31, 2026 or December 31, 2025.

The carrying amount of certain financial instruments approximates fair value due to their short-term, highly liquid nature.

These instruments include cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses.

The carrying amount of the Company's operating and financing lease liabilities approximates fair value based on currently available quoted rates of similarly structured borrowings.

Assets Measured and Recorded at Fair Value on a Nonrecurring Basis

The Company's non-financial assets, such as intangible assets, and other long-lived assets resulting from business combinations, are measured at fair value using income approach valuation methodologies at the date of acquisition and subsequently re-measured if indications of impairment exist.

There was no impairment of the Company's non-financial assets noted during the nine months ended September 30, 2025.

There was a $ 1.1 million impairment of the Company's long-lived assets during the nine months ended September 30, 2024.

See note 9 for further information.

The Company’s non-financial assets, such as goodwill, intangible assets, and other long-lived assets resulting from business combinations, are measured at fair value using income approach valuation methodologies at the date of acquisition and subsequently re-measured if indications of impairment exist.

There was no impairment of the Company's non-financial assets noted during the three months ended March 31, 2026 and 2025.

The Company does not have any liabilities that are recorded at fair value on a non-recurring basis.

(12) Goodwill and Intangible Assets

Intangible Assets

5 unchanged sentences

Accordingly, the Company's asset groups were determined to be its reporting units (MBB and Media).

The changes in the carrying amount of intangible assets during the nine months ended September 30, 2025 are as follows:

The changes in the carrying amount of intangible assets during the three months ended March 31, 2026 are as follows:

Intangible Assets

Balance at December 31, 2025

1 unchanged sentence

Intangible assets acquired in asset acquisition 8

Foreign currency translation adjustment —

Balance at September 30, 2025

Intangible assets arose from the purchase of distribution rights from Kognitive Networks Inc.

Balance at March 31, 2026

Intangible assets arose from the purchase of the maritime satellite service business of a satellite services provider operating in the Asia-Pacific region in October 2025, the purchase of distribution rights from Kognitive Networks Inc.

in October 2023 and the purchase of KVH Industries Norway AS in September 2010.

The assets that are related to the purchase of the maritime satellite service business of a satellite services provider are being amortized on a straight-line basis over the estimated useful life of 9 years.

The assets that are related to the distribution rights from Kognitive Networks are being amortized on a straight-line basis over the estimated useful life of 3 years.

6 unchanged sentences

Acquired intangible assets are subject to amortization.

The following table summarizes acquired intangible assets at September 30, 2025 and December 31, 2024, respectively:

The following table summarizes acquired intangible assets at March 31, 2026 and December 31, 2025, respectively:

Gross Carrying Amount Accumulated Amortization Net Carrying Value

September 30, 2025

March 31, 2026

Subscriber relationships $ 92 $ 55 $ 37

Distribution rights 1,250 954 296

Customer and vendor agreements 3,374 187 3,187

Intellectual property 2,284 2,284 —

3 unchanged sentences

Distribution rights 1,250 855 395

Customer and vendor agreements 3,374 94 3,280

Intellectual property 2,284 2,284 —

$ 6,993 $ 3,276 $ 3,717

Amortization expense related to intangible assets was $ 107 and $ 102 for the three months ended September 30, 2025 and 2024, respectively, and $ 317 and $ 303 for the nine months ended September 30, 2025 and 2024, respectively.

Amortization expense related to intangible assets was $ 205 and $ 104 for the three months ended March 31, 2026 and 2025, respectively.

Amortization expense was categorized as general and administrative expense.

As of September 30, 2025, the total weighted average remaining useful lives of the definite-lived intangible assets was 1.3 years.

Estimated future amortization expense for intangible assets recorded by the Company at September 30, 2025 is as follows:

As of March 31, 2026, the total weighted average remaining useful lives of the definite-lived intangible assets was 7.8 years.

Estimated future amortization expense for intangible assets recorded by the Company at March 31, 2026 is as follows:

Years ending December 31, Amortization

Thereafter 1,405

Total amortization expense $ 3,520

As of March 31, 2026, the Company's goodwill is associated with the purchase of the maritime satellite service business of a satellite services provider operating in the Asia-Pacific region in October 2025.

Goodwill is recorded when the consideration for an acquisition exceeds the fair value of net tangible and identifiable intangible assets acquired.

The changes in the carrying amount of goodwill during the three months ended March 31, 2026 is as follows:

Balance at December 31, 2025

Acquisitions of goodwill —

Balance at March 31, 2026

(13) Revenue from Contracts with Customers

2 unchanged sentences

Disaggregation of Revenue

The following table summarizes net sales from contracts with customers for the three and nine months ended September 30, 2025 and 2024:

Three Months Ended Nine Months Ended

September 30, September 30,

2025 2024 2025 2024

The following table summarizes net sales from contracts with customers for the three months ended March 31, 2026 and 2025:

Three Months Ended

Service - over time $ 28,154 $ 21,642

4 unchanged sentences

Revenues for these service agreements are recognized over time using an output method based upon the passage of time, as this provides a faithful depiction of the pattern of transfer of control.

The Company's performance is impacted by the levels of activity in the marine and land mobile markets, among other factors.

The Company’s performance is impacted by the levels of activity in the maritime and land mobile markets, among other factors.

Performance in any particular period could be impacted by the timing of sales to certain large customers.

The Company offers a comprehensive family of mobile satellite antenna services and products that provide access to the internet, television, and VoIP services while on the move.

Service sales of airtime service accounted for 83 % and 79 % of the Company's consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 80 % of the Company's consolidated net sales for both the nine months ended September 30, 2025 and 2024.

Service sales of airtime service accounted for 82 % and 79 % of the Company's consolidated net sales for the three months ended March 31, 2026 and 2025, respectively.

The balance of service sales are comprised of distribution of commercially licensed entertainment and news, product repairs, and extended warranty sales.

Product sales accounted for 11 % and 16 % of the Company's consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 13 % and 15 % of the Company's consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively.

Product sales accounted for 13 % and 15 % of the Company's consolidated net sales for the three months ended March 31, 2026 and 2025, respectively.

No other single product class accounts for 10% or more of the Company's consolidated net sales.

1 unchanged sentence

Revenues from international locations primarily include Singapore, Canada, South American countries, European Union countries and other European countries, and countries in Africa, the Middle East and Asia/Pacific, including India.

Revenues are based upon customer location, and revenues from international locations represented 77 % and 71 % of consolidated net sales for the three months ended September 30, 2025 and 2024, respectively, and 78 % and 72 % of consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively.

Sales to Singapore customers represented 21 % and 20 % of the Company's consolidated net sales for the three months ended September 30, 2025 and 2024, respectively.

No other individual foreign country represented 10% or more of the Company's consolidated net sales for the three months ended September 30, 2025 or 2024.

Sales to Singapore customers represented 22 % and 21 % of the Company's consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively.

No other individual foreign country represented 10% or more of the Company's consolidated net sales for the nine months ended September 30, 2025 or 2024.

Revenues are based upon customer location, and revenues from international locations represented 76 % and 80 % of consolidated net sales for the three months ended March 31, 2026 and 2025, respectively.

Sales to Singapore customers represented 21 % and 23 % of the Company's consolidated net sales for the three months ended March 31, 2026 and 2025, respectively.

No other individual foreign country represented 10% or more of the Company's consolidated net sales for the three months ended March 31, 2026 or 2025.

Business and Credit Concentrations

1 unchanged sentence

To mitigate these risks, the Company maintains cash and cash equivalents with reputable and nationally recognized financial institutions.

As of September 30, 2025, substantially all of the cash and cash equivalents were held by Bank of America, N.A.

As of March 31, 2026, substantially all of the cash and cash equivalents were held by Bank of America, N.A.

Concentrations of risk with respect to trade accounts receivable are generally limited due to the large number of customers and their dispersion across several geographic areas.

1 unchanged sentence

The Company establishes allowances for credit losses and evaluates, on a monthly basis, the adequacy of those reserves based upon expected losses, historical experience and its expectation for future collectability concerns.

One customer accounted for 12 % and 11 % of consolidated net sales for the nine months ended September 30, 2025 and 2024, respectively.

No other customers accounted for 10% or more of consolidated net sales for the nine months ended September 30, 2025 and 2024.

One customer accounted for approximately 18 % and 19 % of accounts receivable at September 30, 2025 and December 31, 2024, respectively.

One customer accounted for 28 % and 45 % of long-term accounts receivable included in other non-current assets on the consolidated balance sheets related to sales-type leases at September 30, 2025 and December 31, 2024, respectively.

No customers accounted for 10% or more of consolidated net sales for the three months ended March 31, 2026.

One customer accounted for 13 % of consolidated net sales for the three months ended March 31, 2025.

No other customers accounted for 10% or more of consolidated net sales for the three months ended March 31, 2025.

One customer accounted for approximately 14 % and 16 % of accounts receivable at March 31, 2026 and December 31, 2025, respectively.

One customer accounted for 22 % and 29 % of long-term accounts receivable included in other non-current assets on the consolidated balance sheets related to sales-type leases at March 31, 2026 and December 31, 2025, respectively.

Certain components from third parties used in the Company’s products are procured from single sources of supply.

1 unchanged sentence

(14) Income Taxes

The Company’s effective tax rate for the three and nine months ended September 30, 2025 was ( 0.2 )% and ( 1.9 )%, respectively, compared with ( 4.4 )% and ( 1.9 )%, for the corresponding periods in the prior year.

The Company’s effective tax rate for the three months ended March 31, 2026 was 17.5 % compared with ( 1.5 )%, for the three months ended March 31, 2026.

The effective income tax rate is based on estimated income for the year, the estimated composition of the income in different jurisdictions and discrete adjustments, if any, in the applicable periods, including retroactive changes in tax legislation, settlements of tax audits or assessments, and the resolution or identification of tax position uncertainties.

For the three and nine months ended September 30, 2025 and 2024, the effective tax rates differed from the statutory tax rate primarily due to the Company maintaining a valuation allowance reserve on its U.S.

For the three months ended March 31, 2026 and 2025, the effective tax rates differed from the statutory tax rate primarily due to the Company maintaining a valuation allowance reserve on its U.S.

deferred tax assets, discrete tax adjustments and the composition of income from foreign jurisdictions taxed at lower rates.

As of September 30, 2025 and December 31, 2024, the Company had reserves for uncertain tax positions of $ 788 and $ 724 , respectively.

There were no material changes during the nine months ended September 30, 2025 to the Company’s reserve for uncertain tax positions.

The Company estimates that it is reasonably possible that the balance of unrecognized tax benefits as of September 30, 2025 may decrease $ 16 in the next twelve months as a result of a lapse of statutes of limitations and settlements with taxing authorities.

As of March 31, 2026 and December 31, 2025, the Company had reserves for uncertain tax positions of $ 817 and $ 793 , respectively.

There were no material changes during the three months ended March 31, 2026 to the Company’s reserve for uncertain tax positions.

The Company estimates that it is reasonably possible that the balance of unrecognized tax benefits as of March 31, 2026 may decrease $ 9 in the next twelve months as a result of a lapse of statutes of limitations and settlements with taxing authorities.

The Company’s tax jurisdictions include the United States, the United Kingdom, Denmark, Cyprus, Norway, Brazil, Singapore, Japan and India.

4 unchanged sentences

The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027.

The Company does not expect the OBBBA to have a material impact on its consolidated financial statements.

The enactment of the OBBBA did not materially affect the Company's consolidated financial statements.

The Company has operating leases for office facilities, equipment, and satellite service capacity and related equipment.

Lease expense was $ 232 and $ 376 for the three months ended September 30, 2025 and 2024, respectively, and $ 738 and $ 1,095 for the nine months ended September 30, 2025 and 2024, respectively.

Short-term operating lease costs were $ 24 and $ 20 for the three months ended September 30, 2025 and 2024, respectively, and $ 70 and $ 59 for the nine months ended September 30, 2025 and 2024, respectively.

Maturities of lease liabilities as of September 30, 2025 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows:

Lease expense was $ 116 and $ 271 for the three months ended March 31, 2026 and 2025, respectively.

Short-term operating lease costs were $ 24 and $ 22 for the three months ended March 31, 2026 and 2025, respectively.

Maturities of lease liabilities as of March 31, 2026 under operating leases having an initial or remaining non-cancelable term of one year or more are as follows:

Remainder of 2026 $ 622

8 unchanged sentences

On July 23, 2025, the Company entered into a new lease agreement for approximately 32,000 square feet of office and warehouse space in Bristol, Rhode Island.

The Company currently plans to migrate its Rhode Island operations to this leased facility in the spring of 2026, at which point its costs of sales and operational expenditures will include lease expense at the rate of approximately $ 0.6 million for the first year of the lease (excluding three months of free rent), with fixed annual increases thereafter.

The Company has fully migrated its Rhode Island operations to this leased facility.

The Company's costs of sales and operational expenditures will include lease expense at the rate of approximately $ 0.6 million for the first year of the lease (excluding three months of free rent), with fixed annual increases thereafter.

The lease agreement is for a term of 87 months with an option to extend the lease an additional 10 years.

This lease agreement resulted in a right of use asset and operating lease liabilities of approximately $ 3,600 as of September 30, 2025.

The Company enters into leases with certain customers primarily for the TracPhone and TracNet VSAT systems.

This lease agreement resulted in a right of use asset and operating lease liabilities of approximately $ 3,600 as of March 31, 2026.

The Company enters into leases with certain customers primarily for the TracNet and TracPhone VSAT systems.

These leases are classified as sales-type leases because title to the equipment transfers to the customer at the end of the lease term.

5 unchanged sentences

The practical expedient also allows a lessor to account for the combined lease and non-lease components under ASC 606, Revenue from Contracts with Customers, when the non-lease component is the predominant element of the combined component.

The current portion of the net investment in these leases was $ 3,056 as of September 30, 2025 and the non-current portion of the net investment in these leases was $ 2,971 as of September 30, 2025.

The current portion of the net investment in the leases is included in accounts receivable, net of allowance for doubtful accounts on the accompanying consolidated balance sheets, and the non-current portion of the net investment in these leases is included in other non-current assets on the accompanying consolidated balance sheets.

Interest income from sales-type leases was $ 90 and $ 108 during the three months ended September 30, 2025 and 2024, respectively, and $ 293 and $ 354 during the nine months ended September 30, 2025 and 2024, respectively.

The future undiscounted cash flows from these leases as of September 30, 2025 are:

The current portion of the net investment in these leases was $ 2,490 as of March 31, 2026 and the non-current portion of the net investment in these leases was $ 2,187 as of March 31, 2026.

The current portion of the net investment in the leases is included in accounts receivable, net of allowance for credit losses on the accompanying consolidated balance sheets and the non-current portion of the net investment in these leases is included in other non-current assets on the accompanying consolidated balance sheets.

Interest income from sales-type leases was $ 90 and $ 102 during the three months ended March 31, 2026 and 2025, respectively.

The future undiscounted cash flows from these leases as of March 31, 2026 are:

Remainder of 2026 $ 2,169

3 unchanged sentences

(16) Restructuring

On February 9, 2024, the Board of Directors of the Company voted to implement a staged wind-down of the Company’s manufacturing activities at its facility in Middletown, Rhode Island.

On February 9, 2024, the Board of Directors of the Company voted to implement a staged wind-down of the Company’s manufacturing activities.

The Board made this determination following a strategic review of the Company’s manufacturing operations, driven by reduced demand for the Company’s hardware products in the face of intensifying competition during the third and fourth quarters of 2023.

2 unchanged sentences

The Company expects to continue to facilitate customer transition to third-party hardware products compatible with the Company’s mobile satellite communications services.

The Company also plans to continue to conduct maintenance, refurbishment service, warehousing, shipping and receiving activities at the Middletown, Rhode Island location until the Company's anticipated relocation in the spring of 2026.

As part of this restructuring, the Company reduced its headcount by approximately 75 employees, or approximately 20 % of its total workforce as of the time the Company announced the restructuring.

In 2024, the Company incurred aggregate severance charges of approximately $ 3.9 million, consisting of approximately $ 3.6 million of cash charges and approximately $ 0.3 million of non-cash charges arising from pre-existing contractual obligations to accelerate vesting of certain outstanding equity compensation awards.

For the aggregate severance charges of approximately $ 3.9 million, the Company recorded in its consolidated statement of operations $ 0.9 million in cost of product sales, $ 1.4 million in research and development, $ 0.7 million in sales, marketing and support, and $ 0.8 million in general and administrative.

The Company did no t incur restructuring charges in the three and nine months ended September 30, 2025 related to the staged wind-down of the Company's manufacturing activities.

The Company also plans to continue to conduct maintenance, refurbishment service, warehousing, shipping and receiving activities at our Bristol, Rhode Island location.

(17) Segment Information

4 unchanged sentences

This is reviewed against budgeted expectations to assess segment performance and allocate resources.

The Company’s segment net income for the nine months ended September 30, 2025 and 2024 consisted of the following:

Three Months Ended Nine Months Ended

September 30, September 30,

2025 2024 2025 2024

The Company’s segment net income for the three months ended March 31, 2026 and 2025 consisted of the following:

Three Months Ended

Service $ 28,154 $ 21,642

7 unchanged sentences

Cost of product sales

VSAT 514 834 1,698 1,816

LEO 2,025 1,455

TracVision & land mobile

302 742 1,622 2,685

Other (2) 1,705 1,071

9,846 4,714 16,863 14,321

Research and development

2 unchanged sentences

Other (3) 137 198

969 1,407 3,072 6,771

Sales, marketing and support

2 unchanged sentences

Other (4) 1,200 1,509

4,884 4,932 14,854 15,650

General and administrative

2 unchanged sentences

Other (5) 1,235 1,021

3,691 3,789 10,806 13,214

Long-lived asset impairment charge — —

Other segment items (6) ( 706 ) ( 533 )

Net loss $ ( 6,934 ) $ ( 1,199 ) $ ( 7,714 ) $ ( 6,738 )

(1) Includes costs related to Inmarsat, service activations, content service, CommBox Edge and other miscellaneous

Net income (loss) $ 588 $ ( 1,710 )

(1) Includes costs related to Viasat/Inmarsat, service activations, content service, CommBox Edge and other miscellaneous

(2) Includes costs related to CommBox Edge, TracNet Coastal, obsolete inventory write-off and other miscellaneous

5 unchanged sentences

and income tax expense (benefit) line items on the face of the income statement

Regarding the Company's long-lived assets of $ 26,931 , $ 8,995 of these assets are located inside of the United States.

Regarding the Company's long-lived assets of $ 26,451 for the period end March 31, 2026, $ 9,797 of these assets are located inside of the United States.

Regarding the assets located outside of the United States, $ 5,529 are located in Singapore.

The geographic location of the Company's AgilePlans revenue-generating assets has been determined based upon the customer shipping address.

Regarding the Company's long-lived assets of $26,414 for the period ended December 31, 2025, $8,788 of these assets are located in the United States.

Regarding the assets located outside the United States, $5,612 are located in Singapore.

The geographic location of the Company's AgilePlans revenue-generating assets has been determined based upon the customer shipping address.

(18) Share Buyback Program

On December 9, 2024, the Board of Directors of the Company authorized a share repurchase program pursuant to which the Company may purchase outstanding shares of the Company’s common stock for an aggregate purchase price of up to $ 10 million.

On March 6, 2026, the Board of Directors of our Company authorized an increase in the size of the repurchase program from $ 10,000 to $ 15,000 .

Under the program, the Company, at management’s discretion, may repurchase shares from time to time through various means, including on the open market, in privately negotiated transactions or block transactions, or through an accelerated repurchase agreement.

2 unchanged sentences

The program does not obligate the Company to repurchase any minimum number or dollar amount of shares, and the program may be modified, suspended or terminated at any time without prior notice.

During the three months ended September 30, 2025, the Company repurchased 22 shares of common stock in open market transactions at a cost of approximately $ 116 .

During the nine months ended September 30, 2025, the Company repurchased 264 shares of common stock in open market transactions at a cost of approximately $ 1,372 .

During the three months ended March 31, 2026, the Company repurchased 34 shares of common stock in open market transactions at a cost of approximately $ 206 .

Except as noted above, there were no other repurchase programs outstanding.

(20) Subsequent Events

On October 8, 2025, the Company acquired certain customer and vendor agreements and other assets from a satellite services provider operating in the Asia-Pacific region for a purchase price consisting of approximately $ 3.1 million in cash.

The Company also paid approximately $ 0.6 million for certain satellite communications equipment related inventory.

The Company expects to record one or more intangible assets with respect to these transactions.

In connection with the acquisition, a subsidiary of the Company made offers of employment to eleven employees of the seller, all of which have been accepted.

The Company also entered into transition arrangements with the seller to facilitate the orderly transfer of acquired assets.

(19) Business Combination

On October 8, 2025 (the “Closing Date”), the Company entered into an agreement (the “Agreement”) to purchase the maritime satellite service business of a satellite services provider operating in the Asia-Pacific region (the “Seller”).

The transfer of control from the Seller to the Company is referred to as the “Acquisition”.

The Acquisition was consummated on the Closing Date.

The Acquisition was funded from existing cash of the Company.

In connection with the acquisition, a subsidiary of the Company made offers of employment to eleven employees of the Seller, all of which were accepted.

The Company also entered into transition arrangements with the Seller to facilitate the orderly transfer of the business.

The transfer of certain agreements requires the consent of the counterparty.

2 unchanged sentences

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What changed 10-Q

Item 1. Financial Statements