What changed in this filing

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Item 1. Financial Statements

2026-08-06 compared with 2026-05-08 · 142 added, 103 removed, 497 unchanged (33% of the section changed)

27 unchanged sentences

Total liabilities

Commitment and Contingencies

Shareholders' equity:

1 unchanged sentence

1,100,000,000 shares authorized;

917,285,149 and 917,285,149 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively

917,285,149 shares issued and outstanding at June 30, 2026 and December 31, 2025

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

5 unchanged sentences

Operating loss

( 1,138 ) ( 901 )

Other income:

1 unchanged sentence

Interest income

Loss from operations

( 765 ) ( 568 )

Loss before income taxes

Net loss attributable to non-controlling interest

Net loss attributable to Liquidmetal Technologies shareholders

$ ( 765 ) $ ( 568 )

Per common share basic and diluted:

Net loss per common share attributable to Liquidmetal Technologies shareholders, basic and diluted

$ ( 0.00 ) $ ( 0.00 )

Number of weighted average shares - basic and diluted

917,285,149 917,285,149

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

4 unchanged sentences

comprehensive

Paid-in Capital

Balance - December 31, 2025

2 unchanged sentences

Other comprehensive loss

Balance - March 31, 2026

Balance - June 30, 2026

Balance - December 31, 2024

1 unchanged sentence

Other comprehensive gain

Balance - June 30, 2025

comprehensive

Balance - March 31, 2026

Stock-based compensation

Foreign currency translation adjustment

Other comprehensive gain

Balance - June 30, 2026

Balance - March 31, 2025

Stock-based compensation

Other comprehensive loss

Balance - June 30, 2025

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,

$ ( 765 ) $ ( 568 )

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

$ ( 33 ) $ 20

Gain on foreign currency translation

Loss on foreign currency translation

Other comprehensive income (loss), net of tax

Comprehensive loss

( 766 ) ( 548 )

Comprehensive loss attributable to noncontrolling interests

Comprehensive loss attributable to Liquidmetal Technologies shareholders

$ ( 766 ) $ ( 548 )

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

3 unchanged sentences

($ in thousands, except per share data)

Three Months Ended March 31,

Six Months Ended June 30,

Operating activities:

$ ( 765 ) $ ( 568 )

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

1 unchanged sentence

Realized investment (gains) loss, net

( 10 ) ( 63 )

Unrealized investment gain (loss), net

1 unchanged sentence

Gain on foreign currency translation

Grain on sale of equipment ( 5 ) -

Gain on sale of equipment

Changes in operating assets and liabilities:

Trade accounts receivable

( 62 ) ( 50 )

Prepaid expenses and other current assets

3 unchanged sentences

Net cash used in operating activities

( 226 ) ( 299 )

Investing Activities:

Purchases of debt securities

( 570 ) ( 4,658 )

Proceeds from sales of debt securities

1 unchanged sentence

Proceeds from sale of equipment

Net cash provided by (used in) investing activities

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

240 ( 1,111 )

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

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

$ 7,404 $ 4,900

Net cash provided by investing activities

Net increase (decrease) in cash and cash equivalents

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

Supplemental disclosures of cash flow information

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

For the Three Months Ended March 31, 2026 and 2025

For the Six Months Ended June 30, 2026 and 2025

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

11 unchanged sentences

Moreover, the Company believes these advantages could enable the introduction of entirely new products and applications that are not possible or commercially viable with other materials.

The Company’s revenues are derived from i) selling bulk Liquidmetal alloy products to customers who produce medical devices, automotive assemblies, sports and leisure goods, and non-consumer electronic devices, ii) selling tooling and prototype parts such as demonstration parts and test samples for customers with products in development, iii) product licensing and royalty revenue, and iv) research and development revenue.

The Company’s revenues are derived from i) selling bulk Liquidmetal alloy products to customers who produce medical devices, robotic components, automotive assemblies, sports and leisure goods, and non-consumer electronic devices, ii) selling tooling and prototype parts such as demonstration parts and test samples for customers with products in development, iii) product licensing and royalty revenue, and iv) research and development revenue.

The Company expects that these sources of revenue will continue to significantly change the character of the Company’s revenue mix.

BASIS OF PRESENTATION AND RECENT ACCOUNTING PRONOUNCEMENTS

The accompanying unaudited interim consolidated financial statements as of and for the three months ended March 31, 2026 and 2025 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, 2026 and 2025 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, 2026 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2026.

Operating results for the six months ended June 30, 2026 are not necessarily indicative of the results that may be expected for any future periods or the year ending December 31, 2026.

The accompanying unaudited consolidated financial statements should be read in conjunction with the Company's 2025 Annual Report on Form 10 -K filed with the Securities and Exchange Commission (“SEC”) on March 12, 2026.

4 unchanged sentences

The Company classifies its investments in debt securities as available-for-sale with all unrealized gains or losses included as part of other comprehensive income.

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, 2026 and 2025.

The Company evaluates its available-for-sale debt securities in an unrealized loss position at each reporting date to determine whether a credit loss exists.

If the Company intends to sell a security, or it is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis, the security’s amortized cost basis is written down to fair value through earnings.

Otherwise, any credit-related impairment is recognized through an allowance for credit losses, limited to the amount by which the amortized cost basis exceeds fair value, with any remaining unrealized loss recognized in other comprehensive income.

Based on this assessment, the Company did not recognize an allowance for credit losses on its available-for-sale debt securities for the six months ended June 30, 2026 and 2025.

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, 2026, 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, 2026, 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)

15 unchanged sentences

The Company has operations in China.

Accounting records in foreign operations are maintained in local currencies and remeasured to the US dollars during the consolidation.

Nonmonetary assets and liabilities are translated at historical rates, and monetary assets and liabilities are translated at exchange rates in effect at the end of the year.

Income statement accounts are translated at average rates for the year.

Gains or losses from remeasurement of foreign currency financial statements into the US dollars are included in current results of comprehensive income.

The Company's foreign subsidiaries maintain their accounting records in their respective local currencies, which are their functional currencies.

For consolidation purposes, assets and liabilities are translated into U.S.

dollars using exchange rates in effect at the balance sheet date.

Revenue and expenses are translated using average exchange rates during the reporting period.

Translation adjustments resulting from the consolidation of foreign operations are recorded in accumulated other comprehensive income (loss), a component of shareholders' equity.

Other Recent Pronouncements

In June 2016, the FASB issued an accounting standards update which changes the methodology for measuring credit losses on financial instruments and the timing of when such losses are recorded.

This update replaces the existing incurred loss impairment model with an expected loss model (referred to as the Current Expected Credit Loss model, or "CECL").

The standard update, and its related amendments, will become effective for the fiscal year beginning on January 1, 2023.

This did not have a material impact on its consolidated financial statements as of and for the year ended December 31, 2025.

Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the AICPA and the SEC did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements.

29 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.

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 March 31, 2026.

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 June 30, 2026.

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.

38 unchanged sentences

2,716 3,062 2,759 3,121

Certificates of deposit

10,459 12,316 10,581 12,523

Income from these investments totaled $ 129 and $ 242 during the three months ended March 31, 2026 and 2025, respectively.

Income from these investments totaled $ 35 and $ 45 during the three and six months ended June 30, 2026, respectively, and $ 5 and $ 68 during the three and six months ended June 30, 2025, 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, 2026, 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, 2026, 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, 2026, all investments are current on their scheduled interest and dividend payments.

As of June 30, 2026, 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, 2026.

Accordingly, the Company concluded that no allowance for credit losses was required on its available-for-sale debt securities as of June 30, 2026.

Investment in debt securities activities consisted of the following:

Three months ended March 31,

Six Months Ended June 30,

Investment in debt securities – beginning balance

26 unchanged sentences

Inventories were comprised of the following:

Work in progress

Finished goods

10 unchanged sentences

$ 7,298 $ 7,050

Depreciation expense for three months ended March 31, 2026 and 2025 were $ 93 and $ 78 , respectively.

Depreciation expense for three and six months ended June 30, 2026, respectively, were $ 119 and $ 224 .

Depreciation expense for three and six months ended June 30, 2025, respectively, were $ 77 and $ 157 .

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

During the three months ended March 31, 2026, the Company disposed of equipment with a cost and accumulated depreciation of $ 90 .

As the net book value of the assets was zero , the company recognized a gain on disposal of $ 5 .

During the three and six months ended June 30, 2026, the Company disposed of equipment with a cost and accumulated depreciation of $ 0 and $ 90 , respectively.

As the net book value of the assets was zero , the company recognized a gain on disposal of $ 0 and $ 5 for the three and six months ended June 30, 2026, respectively.

PATENTS AND TRADEMARKS, NET

10 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 $ 3 and $ 4 for the three months ended March 31, 2026 and 2025, respectively.

Amortization expense for patents and trademarks was $ 3 and $ 6 for the three and six months ended June 30, 2026, respectively.

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

Other assets were comprised of the following:

7 unchanged sentences

OTHER CURRENT LIABILITIES

Other current liabilities was $ 902 as of March 31, 2026 and December 31, 2025, 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 current liabilities was $ 902 as of June 30, 2026 and December 31, 2025, and consisted of $ 859 of 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 2,380,000 and 2,432,500 shares of the Company’s common stock as of March 31, 2026 and December 31, 2025, respectively.

Under this plan, the Company had outstanding grants of options to purchase 2,380,000 and 2,432,500 shares of the Company’s common stock as of June 30, 2026 and December 31, 2025, 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 22,461,667 and 22,861,667 as of March 31, 2026 and December 31, 2025, respectively.

Under this plan, the Company had outstanding grants of options to purchase 21,761,667 and 22,861,667 as of June 30, 2026 and December 31, 2025, 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 $ 38 and $ 54 for the three months ended March 31, 2026 and 2025, respectively.

Stock based compensation expense attributable to these plans was $ 33 and $ 71 for the three and six months ended June 30, 2026, respectively, and $ 33 and $ 87 for the three and six months ended June 30, 2025, respectively.

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

8 unchanged sentences

Reimbursements for common area maintenance and utility expense are recorded as reductions to like expenses within sales, general, and administrative costs.

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

2026 (remaining nine months)

The future minimum rental payments to the Company under the Facility Lease are as follows:

2026 (remaining six months)

OPERATING LEASE

4 unchanged sentences

dollars for consolidated financial reporting purposes in accordance with ASC830.

For the Three Months Ended March 31,

In accordance with ASC 842, the components of lease expense were as follows:

For the six months ended June 30,

Operating lease expense

1 unchanged sentence

In accordance with ASC 842, other information related to leases was as follows:

For the Three Months Ended March 31,

For the six months ended June 30,

Operating cash flows from operating leases

Cash paid for amounts included in the measurement of lease liabilities

In accordance with ASC 842, the components of lease expense were as follows:

2026 (remaining nine months)

In accordance with ASC 842, the future minimum lease payments are as follows:

2026 (remaining six months)

Total undiscounted cash flows

Reconciliation of lease liabilities:

Weighted-average remaining lease terms

Weighted-average remaining lease terms (years)

Weighted-average discount rate

7 unchanged sentences

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

Options to purchase 39,841,667 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at March 31, 2026, 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 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 39,141,667 shares of common stock at prices ranging from $ 0.05 to $ 0.38 per share were outstanding at June 30, 2026, 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 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.

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, 2026 and December 31, 2025, 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 $ 105 and $ 117 during the three months ended March 31, 2026 and 2025, respectively.

As of March 31, 2026 and December 31, 2025, the Company has outstanding payables to Yihao of $ 0 and $ 47 , respectively.

As of June 30, 2026 and December 31, 2025, 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 $ 193 and $ 298 during the three and six months ended June 30, 2026, respectively, and were $ 121 and $ 238 during the three and six months ended June 30, 2025, respectively.

As of June 30, 2026 and December 31, 2025, the Company has outstanding payables to Yihao of $ 53 and $ 47 , respectively.

SUBSEQUENT EVENTS

21 unchanged sentences

Moreover, we believe these advantages could enable the introduction of entirely new products and applications that are not possible or commercially viable with other materials.

Our revenues are derived from i) selling our bulk amorphous alloy custom products and parts for applications which include, but are not limited to, non-consumer electronic devices, medical products, automotive components, and sports and leisure goods; ii) selling tooling and prototype parts such as demonstration parts and test samples for customers with products in development; and iii) product licensing and royalty revenue.

Our revenues are derived from i) selling our bulk amorphous alloy custom products and parts for applications which include, but are not limited to, non-consumer electronic devices, robotic components, medical products, automotive components, and sports and leisure goods; ii) selling tooling and prototype parts such as demonstration parts and test samples for customers with products in development; and iii) product licensing and royalty revenue.

Our cost of sales consists primarily of the costs of manufacturing, which include raw alloy and direct labor costs.

39 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.

On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 226,572,262 shares of our common stock owned by the Investor as of March 31, 2026.

On October 10, 2024, the Investor sold 179,787,888 to various buyers leaving 226,572,262 shares of our common stock owned by the Investor as of June 30, 2026.

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.

13 unchanged sentences

We are also obligated to maintain certain limited liability company formalities with respect to CIP at all times after the closing of the license transaction.

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, 2026 and 2025

Three Months Ended March 31,

Comparison of the three months ended June 30, 2026 and 2025

Three Months Ended June 30,

Licensing and royalties

8 unchanged sentences

Interest income

Loss from operations

Loss before income taxes

Net loss attributable to non-controlling interest

1 unchanged sentence

Revenue and operating expenses

Total revenue decreased by $26 to $256 for the three months ended March 31, 2026 from $282 for the three months ended March 31, 2025.

Total revenue decreased by $93 to $196 for the three months ended June 30, 2026 from $289 for the three months ended June 30, 2025.

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

Cost of Sales .

Cost of sales was $179, or 69.9% of total revenue, for the three months ended March 31, 2026, as compared to $204, or 72.3% of total revenue, for the three months ended March 31, 2025.

The decrease in our cost of sales was primarily driven by lower product revenues during Q1 2026 compared to Q1 2025.

Cost of sales was $107, or 54.6% of total revenue, for the three months ended June 30, 2026, as compared to $212, or 73.4% of total revenue, for the three months ended June 30, 2025.

The decrease in our cost of sales was primarily driven by lower costs of tariffs during Q2 2026 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 decreased by $1 from $78 for the three months ended March 31, 2025 to $77 for the three months ended March 31, 2026.

Our gross profit increased by $12 from $77 for the three months ended June 30, 2025 to $89 for the three months ended June 30, 2026.

Our gross margin percentage increased slightly from Q2 2025 to Q2 2026.

2 unchanged sentences

Selling, marketing, general, and administrative expenses .

Selling, marketing, general, and administrative expenses increased by $237 to $1,212, or 473.4% of revenue, for the three months ended March 31, 2026 from $975, or 345.7% of revenue, for the three months ended March 31, 2025.

Selling, marketing, general, and administrative expenses increased by $344 to $1,270, or 648.0% of revenue, for the three months ended June 30, 2026 from $926, or 320.4% of revenue, for the three months ended June 30, 2025.

The increase in expenses was primarily attributable to increase in payroll expenses and expenses related to our factory build out in China in Q2 2026 compared to Q2 2025.

Stock Based compensation decreased by $16 to $38 for the three months ended March 31, 2026 from $54 for the three months ended March 31, 2025.

The decrease was attributable to no new stock option issuances in the current quarter.

Stock Based compensation was $33 for the three months ended June 30, 2026 and $33 for the three months ended June 30, 2025.

Research and development expenses .

Research and development expenses decreased to $3, or 1.2% of revenue, for the three months ended March 31, 2026, and $4, or 1.4% of revenue, for the three months ended March 31, 2025.

Research and development expenses increased to $4, or 2.0% of revenue, for the three months ended June 30, 2026, and $3, or 1.0% of revenue, for the three months ended June 30, 2025.

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 $10 and $63 for the three months ended March 31, 2026 and 2025, respectively.

The decrease during the three months ended March 31, 2026 is primarily due to withdrawals from debt securities.

Investment income was $35 and $5 for the three months ended June 30, 2026 and 2025, respectively.

The increase during the three months ended June 30, 2026 is primarily due to increased income from investing activities.

Interest income .

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

Interest income was $137 and $179 for the three months ended March 31, 2026 and 2025, respectively.

The decrease during the three months ended March 31, 2026 is primarily due to withdrawals from debt securities to fund our new joint venture.

Interest income was $114 and $163 for the three months ended June 30, 2026 and 2025, respectively.

The decrease during the three months ended June 30, 2026 is primarily due to withdrawals from debt securities to fund our new joint venture and operations.

Lease income .

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

Such amounts were $196 and $89 for the three months ended March 31, 2026 and 2025, respectively.

The increase during the three months ended March 31, 2026 was primarily due to amendment of the Facility Lease on May 1, 2025 and the related increase in leased square footage.

Our annual net losses of $765 for the three months ended March 31, 2026 and $568 for the three months ended March 31, 2025 are primarily reflective of operating expenses associated with our on-going business as well as non-operational income, discussed above.

Inventory was $0 as of March 31, 2026, as all inventory had been shipped before period end.

Such amounts were $196 and $160 for the three months ended June 30, 2026 and 2025, respectively.

The increase during the three months ended June 30, 2026 was primarily due to amendment of the Facility Lease on May 1, 2025 and the related increase in leased square footage.

Our annual net losses of $841 for the three months ended June 30, 2026 and $525 for the three months ended June 30, 2025 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, 2026 and 2025

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 before income taxes

Net loss attributable to non-controlling interest

Net loss attributable to Liquidmetal Technologies shareholders

Revenue and operating expenses

Total revenue decreased by $119 to $452 for the six months ended June 30, 2026 from $571 for the six months ended June 30, 2025.

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

Cost of Sales .

Cost of sales was $286, or 63.3% of total revenue, for the six months ended June 30, 2026, as compared to $416, or 72.9% of total revenue, for the six months ended June 30, 2025.

The decrease in our cost of sales was primarily driven by lower tariffs for customer shipments in Q2 2026 compared to Q2 2025.

Gross Profit .

Our gross profit increase by $11 from $155 for the six months ended June 30, 2025 to $166 for the six months ended June 30, 2026.

Our gross margin percentage increased slightly from Q2 2025 to Q2 2026.

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 $581 to $2,482, or 549.1% of revenue, for the six months ended June 30, 2026 from $1,901, or 332.9% of revenue, for the six months ended June 30, 2025.

The increase in expenses was primarily attributable to increase in payroll expenses and expenses related to our factory build out in China in Q2 2026 compared to Q2 2025.

Stock Based compensation decreased by $16 to $71 for the six months ended June 30, 2026 from $87 for the six months ended June 30, 2025.

The decrease was attributable to no new stock option issuances in the current period.

Research and development expenses .

Research and development expenses was $7, or 1.5% of revenue, for the six months ended June 30, 2026, and $7, or 1.2% of revenue, for the six months ended June 30, 2025.

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 $45 and $68 for the six months ended June 30, 2026 and 2025, respectively.

The decrease during the six months ended June 30, 2026 is primarily due to withdrawals from debt securities.

Interest income .

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

Interest income was $251 and $342 for the six months ended June 30, 2026 and 2025, respectively.

The decrease during the six months ended June 30, 2026 is primarily due to withdrawals from debt securities to fund our new joint venture.

Lease income .

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

Such amounts were $392 and $249 for the six months ended June 30, 2026 and 2025, respectively.

The increase during the six months ended June 30, 2026 was primarily due to amendment of the Facility Lease on May 1, 2025 and the related increase in leased square footage.

Our annual net losses of $1,606 for the six months ended June 30, 2026 and $1,093 for the six months ended June 30, 2025 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 $226 and $299 for the three months ended March 31, 2026 and 2025, respectively.

Cash used in operating activities totaled $419 and $579 for the six months ended June 30, 2026 and 2025, 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 provided by investing activities totaled $466 and cash used in $812 for the three months ended March 31, 2026 and 2025, respectively.

Cash provided by investing activities

Cash provided by investing activities totaled $1,521 and $186 for the six months ended June 30, 2026 and 2025, 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, 2026, we had $7,404 in cash and restricted cash, as well as $11,757 in investments in debt securities.

However, as of June 30, 2026, we had $8,266 in cash and restricted cash, as well as $10,581 in investments in debt securities.

We view this total of $18,847 as readily available sources of liquidity in the event needed to advance our existing strategy, and/or pursue an alternative strategy.

3 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