What changed in this filing

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Item 1. Financial Statements

2025-08-13 compared with 2025-05-13 · 135 added, 72 removed, 466 unchanged (31% of the section changed)

27 unchanged sentences

1,100,000,000 shares authorized;

917,285,149 and 917,285,149 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively

917,285,149 and 917,285,149 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively

18,179 18,179

15 unchanged sentences

($ in thousands, except share and per share data)

Three Months Ended March 31,

Three months ended June 30,

Six months ended June 30,

Licensing and royalties

23 unchanged sentences

Stock-based compensation

Other comprehensive loss

Balance - March 31, 2025

Other comprehensive gain

Balance - June 30, 2025

Balance - December 31, 2023

1 unchanged sentence

Other comprehensive loss

Balance - June 30, 2024

Balance - March 31, 2025

Stock-based compensation

Other comprehensive gain

Balance - June 30, 2025

Balance - March 31, 2024

Stock-based compensation

Other comprehensive loss

Balance - June 30, 2024

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

3 unchanged sentences

($ in thousands, except share and per share data)

Three months ended March 31,

Other comprehensive income, net of tax

Net unrealized gains on available-for-sale securities

Other comprehensive income, net of tax

Three months ended June 30,

Six months ended June 30,

Other comprehensive income (loss), net of tax

Net unrealized gains (losses) on available-for-sale securities

Other comprehensive income (loss), net of tax

Comprehensive loss

6 unchanged sentences

($ in thousands, except per share data)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities:

15 unchanged sentences

Net cash provided by (used in) investing activities

Net increase (decrease) in cash, cash equivalents, and restricted cash

Net decrease in cash, cash equivalents, and restricted cash

Cash, cash equivalents, and restricted cash at beginning of period

6 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2025 and 2024

For the Six Months Ended June 30, 2025 and 2024

(numbers in thousands, except percentages, share and per share data)

16 unchanged sentences

BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS

The accompanying unaudited interim consolidated financial statements as of and for the three months ended March 31, 2025 and 2024 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with the instructions to Form 10 -Q.

The accompanying unaudited interim consolidated financial statements as of and for the six months ended June 30, 2025 and 2024 have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with the instructions to Form 10 -Q.

Accordingly, they do not include all of the information and notes required by US GAAP for complete financial statements.

1 unchanged sentence

All intercompany balances and transactions have been eliminated in consolidation.

Operating results for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2025.

Operating results for the six months ended June, 2025 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2025.

The accompanying unaudited consolidated financial statements should be read in conjunction with the Company's 2024 Annual Report on Form 10 -K filed with the Securities and Exchange Commission (“SEC”) on March 13, 2025.

5 unchanged sentences

The Company evaluates its debt securities with unrealized losses on a quarterly basis for potential other-than-temporary impairments in value.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the three months ended March 31, 2025 and 2024.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the six months ended June 30, 2025 and 2024.

Investments in Debt Securities

4 unchanged sentences

The Company evaluates its debt securities with unrealized losses on a quarterly basis for potential other-than-temporary impairments in value.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the three months ended March 31, 2025 and 2024.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the six months ended June 30, 2025 and 2024.

The Company will invest excess funds to maximize investment yield, while maintaining liquidity and minimizing credit risk.

3 unchanged sentences

The Company evaluates its debt securities with unrealized losses on a quarterly basis for potential other-than-temporary impairments in value.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the three months ended March 31, 2025 and 2024.

As a result of this assessment, the Company did not recognize any other-than-temporary impairment losses considered to be credit related for the six months ended June 30, 2025 and 2024.

Fair Value Measurements

8 unchanged sentences

Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

As of March 31, 2025, the following table represents the Company’s fair value hierarchy for items that are required to be measured at fair value on a recurring basis:

As of June 30, 2025, the following table represents the Company’s fair value hierarchy for items that are required to be measured at fair value on a recurring basis:

Investments in debt securities (short-term)

35 unchanged sentences

The transaction occurred in multiple closings, with the Investor having purchased 105,000,000 shares at a purchase price of $ 8,400 (or $ 0.08 per share) at the initial closing on March 10, 2016 and the remaining 200,000,000 shares at $ 0.15 per share and 100,000,000 shares at $ 0.25 per share for an aggregate purchase price of $ 55,000 on October 26, 2016.

In addition to the shares issuable under the 2016 Purchase Agreement, the Company issued to the Investor a warrant to acquire 10,066,809 shares of common stock (of which the right to exercise 2,609,913 of the warrant shares vested on March 10, 2016 and the right to exercise the remaining 7,456,896 warrant shares vested on October 26, 2016 at an exercise price of $ 0.07 per share).

On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 225,212,112 shares of our common stock owned by the Investor as of December 31, 2024.

In addition to the shares issuable under the 2016 Purchase Agreement, the Company issued to the Investor a warrant to acquire 10,066,809 shares of common stock at an exercise price of $ 0.07 per share.

The warrant will expire on the tenth anniversary of its issuance date.

38 unchanged sentences

3,099 2,820 3,146 2,841

Certificates of deposit

16,040 16,235 16,212 16,329

Income from these investments totaled $ 251 and $ 236 during the three months ended March, 2024 and 2023, respectively.

Income from these investments totaled $ 168 and $ 410 during the three and six months ended June 30, 2025, respectively, and $ 274 and $ 517 during three and six months ended June 30, 2024, respectively.

Such amounts are included as a portion of interest and investment income on the Company’s consolidated statements of operations.

Based on the Company’s review of its debt securities that are individually in an unrealized loss position at March 31, 2025, it was determined that the losses were primarily the result current economic factors, impacting all global debt and equity markets, that are the result of global macro events.

Based on the Company’s review of its debt securities that are individually in an unrealized loss position at June 30, 2025, it was determined that the losses were primarily the result current economic factors, impacting all global debt and equity markets, that are the result of global macro events.

The impact of the Company’s investment portfolio is considered to be temporary, rather than a deterioration of overall credit quality.

As of March 31, 2025, all investments are current on their scheduled interest and dividend payments.

As of June 30, 2025, all investments are current on their scheduled interest and dividend payments.

The Company does not intend to sell and it is not likely that the Company will be required to sell these securities prior to recovering their amortized cost.

As such, the Company does not consider these securities to be other-than-temporarily impaired as of March 31, 2025.

As such, the Company does not consider these securities to be other-than-temporarily impaired as of June 30, 2025.

Investment in debt securities activities consisted of the following:

Three months ended March 31,

Three months ended June 30,

Six months ended June 30,

Investment in debt securities – beginning balance

$ 17,205 $ 13,685 $ 16,330 $ 14,390

269 5,928 4,927 8,973

Sales at cost

2 unchanged sentences

Interest and dividend income

153 270 341 454

Unrealized gain

45 ( 13 ) 172 185

Professional management fees and other fees

31 unchanged sentences

$ 7,202 $ 7,357

Depreciation expense for three months ended March 31, 2025 and 2024 were $ 78 and $ 78 , respectively.

Depreciation expense were $ 77 and $ 155 for three and six months ended June 30, 2025 , respectively, and were $ 77 and $ 155 for three and six months ended June 30, 2024, respectively.

Such amounts were included in selling, marketing, general, and administrative expenses within Company’s consolidated statements of operations.

11 unchanged sentences

The Company amortizes capitalized patents and trademarks over an average of 10 -to- 17 -year periods.

Amortization expense for patents and trademarks was $ 4 and $ 4 for the three months ended March 31, 2025 and 2024, respectively.

Amortization expense for patents and trademarks was $ 3 and $ 7 for the three and six months ended June 30, 2025, respectively, and $ 5 and $ 9 for the three and six months ended June 30, 2024, respectively.

Other assets were comprised of the following:

Utility deposits

Prepaid lease costs and receivables- long term

ACCRUED LIABILITIES

1 unchanged sentence

Accrued payroll, vacation, and bonuses

Other accrued liabilities

Accrued audit fees

OTHER CURRENT LIABILITIES

Other long-term liabilities was $ 902 as of March 31, 2025 and December 31, 2024, and consisted of $ 859 of long-term, aged payables to vendors, individuals, and other third parties that have been outstanding for more than 5 years.

Other long-term liabilities was $ 902 as of June 30, 2025 and December 31, 2024, and consisted of $ 859 of long-term, aged payables to vendors, individuals, and other third parties that have been outstanding for more than 5 years.

Also included in the balance is $ 43 in tenant deposits under the Facility Lease.

1 unchanged sentence

On June 28, 2012, the Company adopted the 2012 Equity Incentive Plan ( “2012 Plan”), with the approval of the shareholders, which provided for the grant of stock options to officers, employees, consultants and directors of the Company and its subsidiaries.

Under this plan, the Company had outstanding grants of options to purchase 3,048,000 and 3,073,000 shares of the Company’s common stock as of March 31, 2025 and December 31, 2024, respectively.

Under this plan, the Company had outstanding grants of options to purchase 2,432,500 and 3,073,000 shares of the Company’s common stock as of June 30, 2025 and December 31, 2024, respectively.

The 2012 Plan expired in June 2022.

2 unchanged sentences

All options granted under the 2015 Plan had exercise prices that were equal to the fair market value on the dates of grant.

Under this plan, the Company had outstanding grants of options to purchase 37,844,992 and 23,511,667 as of March 31, 2025 and December 31, 2024, respectively.

Under this plan, the Company had outstanding grants of options to purchase 37,361,667 and 23,511,667 as of June 30, 2025 and December 31, 2024, respectively.

The 2015 Plan expired in January 2025.

1 unchanged sentence

Under ASC 718, the Company is required to measure the cost of employee services received in exchange for stock options and similar awards based on the grant-date fair value of the award and recognize this cost in the income statement over the period during which an employee is required to provide service in exchange for the award.

Stock based compensation expense attributable to these plans was $ 54 and $ 25 for the three months ended March 31, 2025 and 2024, respectively.

Stock based compensation expense attributable to these plans was $ 33 and $ 87 for the three and six months ended June 30, 2025, respectively, and $ 38 and $ 63 for the three and six months ended June 30, 2024.

Expected volatilities are based on historical volatility expected over the expected life of the options.

9 unchanged sentences

The future minimum rents due to the Company under the Facility Lease are as follows:

2025 (remaining nine months)

2025 (remaining six months)

Loss Per Common Share

1 unchanged sentence

Diluted EPS reflects the potential dilution of securities that could share in the earnings.

Options to purchase 40,892,992 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at March 31, 2025, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 26,724,667 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at March 31, 2024, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, priced at $ 0.07 per share, outstanding at each of March 31, 2025 and March 31, 2024 were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 39,794,167 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at June 30, 2025, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Options to purchase 26,584,667 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at June 30, 2024, but were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Warrants to purchase 10,066,809 shares of common stock, priced at $ 0.07 per share, outstanding at each of June 30, 2025 and June 30, 2024 were not included in the computation of diluted EPS for the same period as the inclusion would have been antidilutive, given the Company’s net loss.

Related Party Transactions

3 unchanged sentences

Eontec is an affiliate of Yihao which is currently the Company’s primary contract manufacturer.

As of March 31, 2025 and December 31, 2024, Professor Li is a greater-than 5 % beneficial owner of the Company and serves as the Company’s Chairman.

Equipment and services procured from Yihao were $ 117 and $ 115 during the three months ended March 31, 2025 and 2024, respectively.

As of March 31, 2025 and December 31, 2024, the Company has outstanding payables to Yihao of $ 59 and $ 70 , respectively.

As of June 30, 2025 and December 31, 2024, Professor Li is a greater-than 5 % beneficial owner of the Company and serves as the Company’s Chairman.

Equipment and services procured from Yihao were $ 121 and $ 238 for the three and six months ended June 30, 2025, respectively, and $ 143 and $ 258 during the three and six months ended June 30, 2024, respectively.

As of June 30, 2025 and December 31, 2024, the Company has outstanding payables to Yihao of $ 40 and $ 70 , respectively.

On May 10, 2022, Mr.

Abdi Mahamedi resigned as a director of the Company.

In connection with Mr.

Mahamedi’s resignation, the Board of Directors of the Company approved an amendment to Mr.

Mahamedi’s previously granted options to purchase an aggregate of 1,870,000 shares of Company common stock to provide for the extension of the exercise period of the options through May 10, 2025.

Mahamedi’s resignation as a director, the Company entered into a Consulting Agreement, dated May 10, 2022, with Rosewood LLC pursuant to which Mr.

Mahamedi as the owner of Rosewood LLC will assess and present business opportunities for the licensing and sublicensing of the Company’s technology.

Mahamedi will also provide business development services and perform other special projects as requested by the Company.

The Consulting Agreement has a term of 5 years, subject to the right of the Company or Mr.

Mahamedi to terminate the agreement at any time after December 1, 2022 and subject to certain other early-termination rights.

As sole consideration for the Consulting Agreement, the Company granted to Mr.

Mahamedi’s departure, the Company entered into a Consulting Agreement with Mr.

Mahamedi to present business opportunities for the licensing and sublicensing of the Company’s technology.

The Consulting Agreement has a term of 5 years and granted to Mr.

Mahamedi an option to purchase up to 2.0 million shares of Company common stock at an exercise price of the closing market price of the Company’s common stock on May 10, 2022 that will vest 33 % on the first anniversary of the grant date and the remainder vesting monthly over the ensuing two years, provided that Mr.

4 unchanged sentences

ASC 855 sets forth (i) the period after the balance sheet date during which management of a reporting entity evaluates events or transactions that may occur for potential recognition or disclosure in the consolidated financial statements, (ii) the circumstances under which an entity should recognize events or transactions occurring after the balance sheet date in its consolidated financial statements, and (iii) the disclosures that an entity should make about events or transactions that occurred after the balance sheet date.

Accordingly, the Company did not have any subsequent events that require disclosure.

Accordingly, the Company did not have any subsequent events that require disclosure other than the following:

On July 4, 2025, Liquidmetal Asia Holdings Limited (“Liquidmetal Asia”), a Hong Kong based, wholly owned subsidiary of the Company, entered into a shareholders agreement with Mr.

Chong Liu, an individual investor to form a new joint venture company named Hangzhou Feifeng Liquidmetal Co.

Ltd., a limited liability company formed under the Peoples Republic of China (the “Joint Venture Company”).

The Joint Venture Company was formed for the principal purpose of developing a manufacturing facility in Hangzhou, China for the manufacture of amorphous metal products.

The Joint Venture Company will be owned 70 % by Liquidmetal Asia and 30 % by Mr.

Liu and will be capitalized with $ 6.0 million USD of initial capital, of which $ 4.2 million has been contributed by Liquidmetal Asia, and $ 1.8 million will be contributed by Mr.

Liu on or before May 25, 2028.

Item 2 – Management ’ s Discussion and Analysis of Financial Condition and Results of Operations

28 unchanged sentences

On January 12, 2022, Liquidmetal Technologies entered into a manufacturing agreement (“Manufacturing Agreement”) with Dongguan Yihao Metal Materials Technology Co.

(“Yihao”) to become the primary outsourced manufacturer of our products.

(“Yihao”) to become the primary contract manufacturer of our products.

Under the Manufacturing Agreement, which has a term of five years, Yihao has agreed to serve as a non-exclusive contract manufacturer for amorphous alloy parts offered and sold by the us at prices determined on a “cost-plus” basis.

1 unchanged sentence

and Professor Lugee Li, our Chairman and largest beneficial owner of our capital stock.

Liquidmetal Golf License

On January 13, 2022, our Liquidmetal Golf subsidiary (“Liquidmetal Golf” or “LMG”) entered into a sublicense agreement (“LMG Sublicense Agreement”) with Amorphous Technologies Japan, Inc.

(“ATJ”), a newly formed Japanese entity that was established by Twins Corporation, a sporting goods company operating in Japan.

Under the agreement, LMG granted ATJ a nonexclusive worldwide sublicense to our amorphous alloy technology and related trademarks to manufacture and sell golf clubs and golf related products.

The original term of three years as extended to have automatic, annual renewals and provided for the payment of a running royalty to LMG of 3% of the net sales price of licensed products.

Corporate Facility Purchase and Lease

2 unchanged sentences

On January 23, 2020, 20321 Valencia, LLC, a Delaware limited liability company and our wholly owned subsidiary, entered into a lease agreement pursuant to which we leased to MatterHackers, Inc., a Delaware corporation (“Tenant”), an approximately 32,534 square foot portion of the Facility.

The lease term was for 5 years and 2 months and is scheduled to expire on April 30, 2025.

The lease term was for 5 years and 2 months and expired on April 30, 2025.

On March 26, 2025, we entered into a new lease agreement (the “Facility Lease”) for a 5 year term commencing on May 1, 2025 and expanded the leased square footage to 40,090 square feet.

7 unchanged sentences

On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 225,212,112 shares of our common stock owned by the Investor as of December 31, 2024.

In addition to the shares issuable under the 2016 Purchase Agreement, we issued to the Investor a warrant to acquire 10,066,809 shares of common stock (of which the right to exercise 2,609,913 of the warrant shares vested on March 10, 2016 and the right to exercise the remaining 7,456,896 warrant shares vested on October 26, 2016, all at an exercise price of $0.07 per share).

In addition to the shares issuable under the 2016 Purchase Agreement, we issued to the Investor a warrant to acquire 10,066,809 shares of common stock at an exercise price of $0.07 per share.

The warrant will expire on the tenth anniversary of its issuance date.

13 unchanged sentences

On August 5, 2010, we entered into a license transaction with Apple pursuant to which (i) we contributed substantially all of our intellectual property assets to a newly organized special-purpose, wholly-owned subsidiary, Crucible Intellectual Property, LLC (“CIP”), (ii) CIP granted to Apple a perpetual, worldwide, fully-paid, exclusive license to commercialize such intellectual property in the field of consumer electronic products, as defined in the license agreement, in exchange for a license fee, and (iii) CIP granted back to us a perpetual, worldwide, fully-paid, exclusive license to commercialize such intellectual property in all other fields of use.

Liquidmetal Golf License

On January 13, 2022, our Liquidmetal Golf subsidiary (“Liquidmetal Golf” or “LMG”) entered into a sublicense agreement (“LMG Sublicense Agreement”) with Amorphous Technologies Japan, Inc.

(“ATJ”), a newly formed Japanese entity that was established by Twins Corporation, a sporting goods company operating in Japan.

Under the agreement, LMG granted ATJ a nonexclusive worldwide sublicense to our amorphous alloy technology and related trademarks to manufacture and sell golf clubs and golf related products.

The original term of three years was extended to have automatic, annual renewals and provided for the payment of a running royalty to LMG of 3% of the net sales price of licensed products.

Swatch Group License

15 unchanged sentences

RESULTS OF OPERATIONS

Comparison of the three months ended March 31, 2025 and 2024

Three Months Ended March 31,

Comparison of the three months ended June 30, 2025 and 2024

Three months ended June 30,

Licensing and royalties

12 unchanged sentences

Revenue and operating expenses

Total revenue increased by $109 to $282 for the three months ended March 31, 2025 from $173 for the three months ended March 31, 2024.

Total revenue increased by $47 to $289 for the three months ended June 30, 2025 from $242 for the three months ended June 30, 2024.

The increase was attributable to increase in product shipments primarily related to recurring customer orders and medical device orders.

Cost of Sales .

Cost of sales was $204, or 72.3% of total revenue, for the three months ended March 31, 2025, as compared to $134, or 77.5% of total revenue, for the three months ended March 31, 2024.

Cost of sales was $212, or 73.4% of total revenue, for the three months ended June 30, 2025, as compared to $187, or 77.3% of total revenue, for the three months ended June 30, 2024.

The increase in our cost of sales was primarily driven by lower product revenues during Q2 2024 compared to Q2 2025.

1 unchanged sentence

Gross Profit .

Our gross profit increased by $39 from $39 for the three months ended March 31, 2024 to $78 for the three months ended March 31, 2025.

Our gross profit increased by $22 from $55 for the three months ended June 30, 2024 to $77 for the three months ended June 30, 2025.

Our gross margin percentage increased slightly from Q2 2024 to Q2 2025.

2 unchanged sentences

Selling, marketing, general, and administrative expenses .

Selling, marketing, general, and administrative expenses increased by $212 to $975, or 345.7% of revenue, for the three months ended March 31, 2025 from $763, or 441.0% of revenue, for the three months ended March 31, 2024.

Selling, marketing, general, and administrative expenses increased by $70 to $927, or 320.8% of revenue, for the three months ended June 30, 2025 from $857, or 354.1% of revenue, for the three months ended June 30, 2024.

The increase in expenses was primarily attributable to increase in payroll expenses, a one-time severance payment to an administrative staff, and stock compensation in Q2 2025 compared to Q2 2024.

Research and development expenses .

Research and development expenses remained unchanged at $4, or 1.4% of revenue, for the three months ended March 31, 2025, and $4, or 2.3% of revenue, for the three months ended March 31, 2024.

Research and development expenses remained unchanged at $3, or 1.0% of revenue, for the three months ended June 30, 2025, and $5, or 2.1% of revenue, for the three months ended June 30, 2024.

This was primarily due to continuing efforts to perform research and development on new Liquidmetal alloys and related processing capabilities, albeit on a reduced basis.

4 unchanged sentences

Investment income relates to realized gains earned from our investments in debt securities for the respective periods.

Investment income was $63 and $54 for the three months ended March 31, 2025 and 2024, respectively.

The increase during the three months ended March 31, 2025 is primarily due to higher overall yields on debt securities as a result of an increase in overall interest rate increases by the government and holding onto debt securities until maturity.

Investment income was $5 and $34 for the three months ended June 30, 2025 and 2024, respectively.

The decrease during the three months ended June 30, 2025 is primarily due to higher overall yields on debt securities as a result of an increase in overall interest rate increases by the government and holding onto debt securities until maturity.

Interest income .

Interest income relates to interest earned from our cash deposits and investments in debt securities for the respective periods.

Interest income was $179 and $189 for the years ended December 31, 2024 and 2023, respectively.

The decrease during the three months ended March 31, 2025 is primarily due to lower overall yields on debt securities as a result of an increase in overall interest rate decreases by the government during the three months ended March 31, 2025.

Interest income was $160 and $89 for three months ended June 30, 2025 and 2024, respectively.

The decrease during the three months ended June 30, 2025 is primarily due to withdrawals from debt securities.

Lease income .

Lease income relates to straight-line rental income received under the Facility Lease.

Such amounts were $89 and $89 for the three months ended March 31, 2025 and 2024, respectively.

Our annual net losses of $568 for the three months ended March 31, 2025 and $314 for the three months ended March 31, 2024 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.

Such amounts were $160 and $89 for the three months ended June 30, 2025 and 2024, the increase in lease income was due to our tenant signing a new lease agreement with higher base rents.

Our annual net losses of $525 for the three months ended June 30, 2025 and $260 for the three months ended June 30, 2024 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.

Comparison of the six months ended June 30, 2025 and 2024

Six months ended June 30,

Licensing and royalties

Total revenue

Cost of sales

Operating expenses:

Selling, marketing, general and administrative

Research and development

Operating loss

Other income (expense):

Investment income

Interest income

Loss from operations

Net loss attributable to non-controlling interest

Net loss attributable to Liquidmetal Technologies shareholders

Revenue and operating expenses

Total revenue increased by $156 to $571 for the six months ended June 30, 2025 from $415 for the six months ended June 30, 2024.

The increase was attributable to increase in product shipments primarily related to recurring customer orders and medical device orders.

Cost of Sales .

Cost of sales was $416, or 72.9% of total revenue, for the six months ended June 30, 2025, as compared to $321, or 77.3% of total revenue, for the six months ended June 30, 2024.

The increase in our cost of sales was primarily driven by lower product revenues during Q2 2024 compared to Q2 2025.

Once we are able to sustain and increase shipments of routine, commercial products and parts through our contract manufacturers, we expect our cost of sales percentages to decrease, stabilize, and be more predictable.

Gross Profit .

Our gross profit increased by $61 from $94 for the six months ended June 30, 2024 to $155 for the six months ended June 30, 2025.

Our gross margin percentage increased slightly from Q2 2024 to Q2 2025.

Our gross profit percentages have fluctuated and may continue to fluctuate based on production volumes and quoted production prices per unit and may not be representative of our future business.

If we are able to sustain and increase shipments of routine, commercial products and parts through future orders to third party contract manufacturers, we expect our gross profit percentages to stabilize, increase, and be more predictable.

Selling, marketing, general, and administrative expenses .

Selling, marketing, general, and administrative expenses increased by $282 to $1,902, or 333.1% of revenue, for the six months ended June 30, 2025 from $1,620, or 390.4% of revenue, for the six months ended June 30, 2024.

The increase in expenses was primarily attributable to increase in payroll expenses, a one-time severance payment to an administrative staff, and stock compensation in Q2 2025 compared to Q2 2024.

Research and development expenses .

Research and development expenses remained unchanged at $7, or 1.2% of revenue, for the six months ended June 30, 2025, and $9, or 2.2% of revenue, for the six months ended June 30, 2024.

This was primarily due to continuing efforts to perform research and development on new Liquidmetal alloys and related processing capabilities, albeit on a reduced basis.

We continue to invest in our technology infrastructure to expedite the adoption of our technology, but we have experienced long sales lead times for customer adoption of our technology.

Until that time when we can either (i) increase our revenues with shipments of routine, commercial products and parts through third party contract manufacturers or (ii) obtain significant licensing revenues, we expect to continue to have operating losses for the foreseeable future.

Non-operational income and expenses

Investment income .

Investment income relates to realized gains earned from our investments in debt securities for the respective periods.

Investment income was $68 and $86 for the six months ended June 30, 2025 and 2024, respectively.

The decrease during the six months ended June 30, 2025 is primarily due to higher overall yields on debt securities as a result of an increase in overall interest rate increases by the government and holding onto debt securities until maturity.

Interest income .

Interest income relates to interest earned from our cash deposits and investments in debt securities for the respective periods.

Interest income was $342 and $430 for six months ended June 30, 2025 and 2024, respectively.

The decrease during the six months ended June 30, 2025 is primarily due to withdrawals from debt securities.

Lease income .

Lease income relates to straight-line rental income received under the Facility Lease.

Such amounts were $249 and $179 for the six months ended June 30, 2025 and 2024, respectively.

Our annual net losses of $1,093 for the six months ended June 30, 2025 and $574 for the six months ended June 30, 2024 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.

LIQUIDITY AND CAPITAL RESOURCES

Cash used in operating activities

Cash used in operating activities totaled $299 and $196 for the three months ended March 31, 2025 and 2024, respectively.

Cash used in operating activities totaled $579 and $143 for the six months ended June 30, 2025 and 2024, respectively.

The cash was primarily used to fund operating expenses related to our business and product development efforts.

Cash provided by (used in) investing activities

Cash used in investing activities totaled $812 and cash provided by $757 for the three months ended March 31, 2025 and 2024, respectively.

Cash provided by investing activities totaled $186 and cash used in investing activities totaled $1,327 for the six months ended June 30, 2025 and 2024, respectively.

Investing inflows primarily consist of proceeds from the sale of debt securities.

4 unchanged sentences

These factors have previously required that we engage in equity sales under various stock purchase agreements to support its operations and strategic initiatives.

However, as of March 31, 2025, we had $4,900 in cash and restricted cash, as well as $17,205 in investments in debt securities.

However, as of June 30, 2025, we had $5,618 in cash, as well as $16,212 in investments in debt securities.

We view this total of $21,830 as readily available sources of liquidity in the event needed to advance our existing strategy, and/or pursue an alternative strategy.

2 unchanged sentences

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

What changed 10-Q

Item 1. Financial Statements