What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-06-11 compared with 2025-12-11 · 152 added, 292 removed, 427 unchanged (51% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

October 31, 2025

April 30, 2026

January 31, 2026

2 unchanged sentences

$ 17,656 $ 19,050

Accounts receivable, net of allowance for credit losses of $ 332 at each of October 31, 2025 and January 31, 2025

Accounts receivable, net of allowance for credit losses of $ 332 at each of April 30, 2026 and January 31, 2026

16,515 12,570

24 unchanged sentences

40,000 shares authorized;

8,974 shares issued and outstanding at October 31, 2025 and 7,969 shares issued and outstanding at January 31, 2025

9,089 shares issued and outstanding at April 30, 2026 and at January 31, 2026

Additional paid-in capital

11 unchanged sentences

(in thousands, except per share data)

For the Three Months Ended October 31,

For the Nine Months Ended October 31,

For the Three Months Ended April 30,

Sales of marine technology products

$ 9,688 $ 12,105 31,151 31,819

Cost of sales:

Sales of marine technology products

5,175 6,684 16,478 17,402

4,513 5,421 14,673 14,417

Operating expenses:

Selling, general and administrative

3,021 2,762 10,042 8,305

Research and development

506 562 1,197 1,352

Depreciation and amortization

212 221 654 724

Total operating expenses

3,739 3,545 11,893 10,381

Operating income

774 1,876 2,780 4,036

Operating income (loss)

Other income (expense):

4 ( 189 ) ( 79 ) 320

Total other income (expense)

4 ( 189 ) ( 79 ) 320

Income before income taxes

778 1,687 2,701 4,356

Income (loss) before income taxes

Provision for income taxes

( 716 ) ( 396 ) ( 1,680 ) ( 1,313 )

$ 62 $ 1,291 $ 1,021 $ 3,043

Preferred stock dividends - undeclared

— ( 368 ) — ( 2,262 )

Effect of preferred stock conversion

— 14,785 — 14,785

Net income attributable to common stockholders

$ 62 $ 15,708 $ 1,021 $ 15,566

Net income per common share - Basic and diluted

$ 0.01 $ 2.87 $ 0.13 $ 5.62

Shares used in computing net income per common share:

Net loss per common share - Basic and diluted

Shares used in computing net loss per common share:

Basic and diluted

8,046 5,473 7,980 2,772

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

MIND TECHNOLOGY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

For the Three Months Ended October 31,

For the Nine Months Ended October 31,

$ 62 $ 1,291 $ 1,021 $ 3,043

Comprehensive income

$ 62 $ 1,291 1,021 3,043

For the Three Months Ended April 30,

Comprehensive loss

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

2 unchanged sentences

(in thousands)

For the Nine Months Ended October 31,

For the Three Months Ended April 30,

Cash flows from operating activities:

$ 1,021 $ 3,043

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

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

Depreciation and amortization

1 unchanged sentence

Provision for inventory obsolescence

Gross profit from sale of other equipment

Deferred tax benefit

Accounts receivable

1,228 ( 3,006 )

Unbilled revenue

1,986 ( 3,944 )

Prepaid expenses and other current and long-term assets

Income taxes receivable and payable

( 51 ) ( 24 )

Accounts payable, accrued expenses and other current liabilities

Deferred revenue and customer deposits

( 1,235 ) ( 289 )

Net cash provided by (used in) operating activities

3,803 ( 1,407 )

Net cash (used in) provided by operating activities

Cash flows from investing activities:

Purchases of property and equipment

( 512 ) ( 213 )

Sale of other equipment

Net cash (used in) provided by investing activities

Net cash used in investing activities

Cash flows from financing activities:

Preferred stock conversion transaction costs

Net proceeds from issuance of common stock

Net cash provided by (used in) financing activities

10,754 ( 619 )

Net cash provided by financing activities

Effect of changes in foreign exchange rates on cash and cash equivalents

Net change in cash and cash equivalents

14,051 ( 1,784 )

Cash and cash equivalents, beginning of period

Cash and cash equivalents, end of period

$ 19,387 $ 3,505

Supplemental cash flow information:

Income taxes paid

$ 1,903 $ 1,411

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

3 unchanged sentences

Preferred Stock

Additional Other

Comprehensive

Balances, January 31, 2026

7,969 $ 80 — $ — $ 135,666 $ — $ ( 108,448 ) $ 34 $ 27,332

— — — — — — ( 970 ) — ( 970 )

Stock-based compensation

— — — — 272 — — — 272

Balances, April 30, 2026

7,969 $ 80 — $ — $ 135,938 $ — $ ( 109,418 ) $ 34 $ 26,634

— — — — — — 1,929 — 1,929

Stock-based compensation

— — — — 281 — — — 281

Balances, July 31, 2025

7,969 $ 80 — $ — $ 136,219 $ — $ ( 107,489 ) $ 34 $ 28,844

— — — — — — 62 — 62

Issuance of common stock

1,005 10 — — 10,744 — — — 10,754

Stock-based compensation

— — — — 283 — — — 283

Balances, October 31, 2025

8,974 $ 90 — $ — $ 147,246 $ — $ ( 107,427 ) $ 34 $ 39,943

MIND TECHNOLOGY, INC.

4 unchanged sentences

Balances, January 31, 2025

1,406 $ 14 1,683 $ 37,779 $ 113,121 $ — $ ( 128,307 ) $ 34 $ 22,641

— — — — — — 954 — 954

Stock-based compensation

— — — — 48 — — — 48

Balances, April 30, 2025

1,406 $ 14 $ 1,683 $ 37,779 $ 113,169 $ — $ ( 127,353 ) $ 34 $ 23,643

— — — — — — 798 — 798

Stock-based compensation

— — — — 46 — — — 46

Balances, July 31, 2024

1,406 $ 14 1,683 $ 37,779 $ 113,215 $ — $ ( 126,555 ) $ 34 $ 24,487

— — — — — — 1,291 — 1,291

Preferred stock conversion

6,563 66 ( 1,683 ) ( 37,779 ) 22,310 — 14,785 — ( 618 )

Stock-based compensation

— — — — 47 — — — 47

Balances, October 31, 2024

7,969 $ 80 — $ — $ 135,572 $ — $ ( 110,479 ) $ 34 $ 25,207

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

4 unchanged sentences

The Company, through its wholly owned subsidiaries, Seamap Pte Ltd, MIND Maritime Acoustics, LLC, Seamap (Malaysia) Sdn Bhd and Seamap (UK) Ltd, collectively “Seamap”, designs, manufactures and sells a broad range of proprietary products for the seismic, hydrographic and offshore industries with product sales and support facilities based in Singapore, Malaysia, the United Kingdom and the state of Texas.

Liquidity —As of October 31, 2025 , the Company had working capital of approximately $ 36.0 million, including cash and cash equivalents of approximately $ 19.4 million, compared to working capital of approximately $ 23.5 million, including cash and cash equivalents of approximately $ 5.3 million as of January 31, 2025 .

The Company does not have a credit facility in place and depends on cash on hand and cash flows from operations to satisfy its liquidity needs.

However, the Company believes it will have adequate liquidity to meet its future operating requirements through a combination of cash on hand, cash expected to be generated from operations, disciplined working capital management, potential financing secured by company-owned real property, and the issuance of equity securities or some other form of financing.

Liquidity —As of April 30, 2026 , the Company had working capital of approximately $ 37.8 million, including cash and cash equivalents of approximately $ 17.7 million, compared to working capital of approximately $ 37.4 million, including cash and cash equivalents of approximately $ 19.1 million as of January 31, 2026 .

The Company has a trade finance facility with HSBC Singapore for the issuance from time-to-time of letters of credit or bank guarantees for up to $ 5.0 million.

As of June 10, 2026, there has been no activity associated with the trade facility.

The Company believes it will have adequate liquidity to meet its future operating requirements through a combination of cash on hand, cash expected to be generated from operations and disciplined working capital management.

Summary of Significant Accounting Policies —We describe our significant accounting policies in Note 1 of the Notes to Consolidated Financial Statements in our Annual Report on Form 10 -K for the fiscal year ended January 31, 2026 .

During the three and nine months ended October 31, 2025 , there were no changes to those accounting policies.

During the three months ended April 30, 2026 , there were no changes to those accounting policies.

Basis of Presentation

3 unchanged sentences

These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the related notes included in the Company’s Annual Report on Form 10 -K for the year ended January 31, 2026 (“fiscal 2026” ).

In the opinion of the Company’s management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position as of October 31, 2025 , the results of operations for the three and nine months ended October 31, 2025 and 2024 , the cash flows for the nine months ended October 31, 2025 and 2024 , and the statement of stockholders’ equity for the three and nine months ended October 31, 2025 and 2024 , have been included in these condensed consolidated financial statements.

In the opinion of the Company’s management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the financial position as of April 30, 2026 , the results of operations for the three -months ended April 30, 2026 and 2025 , the cash flows for the three months ended April 30, 2026 and 2025 , and the statement of stockholders’ equity for the three -months ended April 30, 2026 and 2025 , have been included in these condensed consolidated financial statements.

The foregoing interim results are not necessarily indicative of the results of operations to be expected for the full fiscal year ending January 31, 2027 (“fiscal 2027 ”).

New Accounting Pronouncements

In December 2023, the FASB issued ASU 2023 - 09, Income Taxes (Topic 740 ):

Improvements to Income Tax Disclosures (“ASU 2023 - 09” ).

ASU 2023 - 09 seeks to improve transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disclosures.

The updated guidance is effective for the Company on February 1, 2025.

The adoption of this accounting standard did not have a material impact on the Company's consolidated financial statements.

In November 2024, the FASB issued ASU No.

2 unchanged sentences

The Company is evaluating the new guidance to determine the impact it will have on the disclosures to its consolidated financial statements.

In December 2025, the FASB issued ASU 2025 - 11, Interim Reporting (Topic 270 ):

Narrow-Scope Improvements.

This ASU intends to improve the guidance for interim reporting and clarify when that guidance is applicable.

ASU 2025 - 11 provides a comprehensive list of required disclosures and also requires entities to disclose events since the last annual reporting period that have a material impact on the entity.

ASU 2025 - 11 is effective for the Company for annual periods beginning February 1, 2027, and interim periods within fiscal years beginning February 1, 2028.

The Company is evaluating the new guidance to determine the impact it will have on the disclosures to its consolidated financial statements.

Revenue from Contracts with Customers

The following table presents revenue from contracts with customers disaggregated by timing of revenue recognition:

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

Revenue recognized at a point in time:

4 unchanged sentences

Total revenue recognized over time

267 700 959 1,376

Total revenue from contracts with customers

1 unchanged sentence

The following table presents revenue from contracts with customers disaggregated by geography, based on the location of our customers' headquarters:

Three Months Ended October 31,

Nine Months Ended October 31,

Three Months Ended April 30,

(in thousands)

United States

$ 529 $ 460 $ 1,815 $ 1,231

1,623 4,439 $ 2,500 $ 11,669

6,337 5,769 $ 18,518 $ 14,744

580 474 $ 1,789 $ 712

238 238 $ 2,678 $ 709

89 74 1,039 298

226 651 2,077 2,456

The Netherlands

Total revenue from contracts with customers

7 unchanged sentences

We do not have elements of variable consideration within these contracts.

As of October 31, 2025 and January 31, 2025, due to the nature of our contracts and the services and products we provide, there were no significant outstanding liability balances for refunds or returns.

As of April 30, 2026 and January 31, 2026, due to the nature of our contracts and the services and products we provide, there were no significant outstanding liability balances for refunds or returns.

Our warranties are limited to assurance warranties that are of a standard length and are not considered to be material rights.

For the nine months ended October 31, 2025 and October 31, 2024, we did not recognize revenue from performance obligations satisfied in a prior period.

For the three months ended April 30, 2026 and April 30, 2025, we did not recognize revenue from performance obligations satisfied in a prior period.

Contract Balances

3 unchanged sentences

Costs to obtain and fulfill contracts are considered immaterial and are expensed during the period when incurred.

Contract liabilities decreased by approximately $ 1.2 million during the nine months ended October 31, 2025 due primarily to recognition of revenue during the current fiscal year.

As of October 31, 2025 , and October 31, 2024, contract assets and liabilities consisted of the following:

October 31, 2025

October 31, 2024

Contract liabilities increased by approximately $ 208,000 during the three months ended April 30, 2026 due primarily to additional deferred revenue during the current fiscal year.

As of April 30, 2026 , and April 30, 2025, contract assets and liabilities consisted of the following:

April 30, 2026

April 30, 2025

Contract Assets:

18 unchanged sentences

Balance Sheet

October 31, 2025

April 30, 2026

January 31, 2026

10 unchanged sentences

$ 10,977 $ 11,150

October 31, 2025

April 30, 2026

January 31, 2026

12 unchanged sentences

As of January 31, 2026 , the Company completed an annual review of property and equipment noting no indications that the recorded value of assets may not be recoverable, and no impairment was recorded for fiscal 2026 .

Since January 31, 2025 , there have been no changes to the market, economic or legal environment in which the Company operates or overall performance of the Company, that would, in the aggregate, indicate additional impairment analysis is necessary as of October 31, 2025 .

Depreciation expense on property and equipment for the three and nine months ended October 31, 2025 was approximately $ 79,000 and $ 221,000 , respectively.

Depreciation expense on property and equipment for the three and nine months ended October 31, 2024 was approximately $ 75,000 and $ 233,000 , respectively.

Since January 31, 2026 , there have been no changes to the market, economic or legal environment in which the Company operates or overall performance of the Company, that would, in the aggregate, indicate additional impairment analysis is necessary as of April 30, 2026 .

Depreciation expense on property and equipment for the three months ended April 30, 2026 and April 30, 2025 was approximately $ 115,000 and $ 77,000 , respectively

The Company has certain non-cancelable operating lease agreements for office, production and warehouse space in Texas, Singapore, Malaysia, and the United Kingdom.

Lease expense for the three and nine months ended October 31, 2025 , was approximately $ 232,000 and $ 697,000 , respectively.

Lease expense for the three and nine months ended October 31, 2024 , was approximately $ 221,000 and $ 643,000 , respectively, and was recorded as a component of operating income.

Supplemental balance sheet information related to leases as of October 31, 2025 and January 31, 2025 was as follows:

October 31, 2025

Lease expense for the three months ended April 30, 2026 , was approximately $ 232,000 .

Lease expense for the three months ended April 30, 2025 , was approximately $ 232,000 , and was recorded as a component of operating income.

Supplemental balance sheet information related to leases as of April 30, 2026 and January 31, 2026 was as follows:

April 30, 2026

January 31, 2026

9 unchanged sentences

$ 910 $ 1,092

Lease-term and discount rate details as of October 31, 2025 and January 31, 2025 were as follows:

Lease-term and discount rate details as of April 30, 2026 and January 31, 2026 were as follows:

Lease term and discount rate

October 31, 2025

April 30, 2026

January 31, 2026

5 unchanged sentences

Supplemental cash flow information related to leases was as follows:

For the Nine Months Ended October 31,

For the Three Months Ended April 30,

Cash paid for amounts included in the measurement of lease liabilities:

1 unchanged sentence

Operating cash flows from operating leases

$ ( 697 ) $ ( 643 )

Changes in lease balances resulting from new and modified leases:

Operating leases

Maturities of lease liabilities as of October 31, 2025 were as follows:

October 31, 2025

Maturities of lease liabilities as of April 30, 2026 were as follows:

April 30, 2026

(in thousands)

3 unchanged sentences

Intangible Assets

October 31, 2025

April 30, 2026

January 31, 2026

1 unchanged sentence

Gross Carrying

October 31, 2025

April 30, 2026

(in thousands)

11 unchanged sentences

Based on a review of qualitative factors, it was determined that there were no events or changes in circumstances indicating that the carrying value of amortizable intangible assets was not recoverable.

During the nine months ended October 31, 2025 , there have been no substantive indicators of impairment.

Aggregate amortization expense was approximately $ 138,000 and $ 432,000 for the three and nine months ended October 31, 2025 , respectively, and approximately $ 146,000 and $ 491,000 for the three and nine months ended October 31, 2024 , respectively.

As of October 31, 2025 , future estimated amortization expense related to amortizable intangible assets was estimated to be:

During the three months ended April 30, 2026 , there have been no substantive indicators of impairment.

Aggregate amortization expense was approximately $ 113,000 and $ 148,000 for the three months ended April 30, 2026, and April 30, 2025, respectively.

As of April 30, 2026, future estimated amortization expense related to amortizable intangible assets was estimated to be:

For fiscal years ending January 31,

(in thousands)

For the three - and nine -month periods ended October 31, 2025 , our income tax expense, pre-tax income, and effective tax rate were approximately $ 716,000 , $ 778,000 , and 92 %, respectively, and $ 1.7 million, $ 2.7 million, and 63 %, respectively.

The effective tax rate for the three -month period is driven primarily by net discrete tax expense recognized in the period consisting of return-to-provision and transfer pricing tax adjustments recorded by our Singapore entity, and because we do not benefit from tax losses in the U.S.

and certain foreign jurisdictions where we have valuation allowances recorded against our deferred tax assets.

The effective rate for the nine -month period is driven primarily by tax losses in the U.S.

and certain foreign jurisdictions for which no tax benefit is recognized due to valuation allowances recorded against our deferred tax assets, and by the net discrete tax expense described above.

For the three and nine -month periods ended October 31, 2024, our income tax expense, pre-tax income, and effective tax rate were approximately $ 396,000 , $ 1.7 million, and 23 %, respectively, and $ 1.3 million, $ 4.4 million, and 30 %, respectively.

The variance between our effective tax rate and the U.S.

statutory rate of 21 % for the three - and nine -month periods is due primarily to the impact of income taxes accrued in certain foreign jurisdictions, mainly Singapore, which do not have net operating losses available to offset taxable income, and because we do not benefit from tax losses in the U.S.

For the three -month period ended April 30, 2026 , our income tax expense was approximately $ 476,000 on pre-tax income of approximately $ 65,000 .

For the three -month period ended April 30, 2025, the income tax expense was approximately $ 294,000 , on a pre-tax loss of approximately $ 676,000 .

The variance between our actual provision and the expected provision when applying the U.S.

statutory rate of 21 % is due primarily to the impact of income taxes accrued in certain foreign jurisdictions, mainly Singapore, which do not have net operating losses available to offset taxable income, and because we do not benefit from tax losses in the U.S.

and certain foreign jurisdictions where we have valuation allowances recorded against our deferred tax assets.

11 unchanged sentences

The Company’s tax returns in other foreign jurisdictions are generally subject to examination for the fiscal years ended January 31, 2019 through 2026.

The Company has determined that the undistributed earnings of foreign subsidiaries are not deemed to be indefinitely reinvested outside of the United States as of October 31, 2025 .

The Company has determined that the undistributed earnings of foreign subsidiaries are not deemed to be indefinitely reinvested outside of the United States as of April 30, 2026 .

Furthermore, the Company has concluded that any deferred taxes with respect to the undistributed foreign earnings would be immaterial.

Therefore, the Company has not recorded a deferred tax liability associated with the undistributed foreign earnings as of October 31, 2025 .

For the three - and nine -month periods ended October 31, 2025 and 2024 , the Company did not recognize any tax expense or benefit related to uncertain tax positions.

Therefore, the Company has not recorded a deferred tax liability associated with the undistributed foreign earnings as of April 30, 2026 .

For the three -month period ended April 30, 2026 and 2025 , the Company did not recognize any tax expense or benefit related to uncertain tax positions.

Earnings per Share

2 unchanged sentences

Potential common shares result from the assumed exercise of outstanding common stock options having a dilutive effect and from the assumed vesting of unvested shares of restricted stock.

For the three months ended October 31, 2025 and October 31, 2024 , dilutive potential common shares outstanding had no effect on the calculation of earnings per share.

The total basic weighted average common shares outstanding for the three months ended October 31, 2025 , and October 31, 2024 , was approximately 8.0 million and 5.5 million shares, respectively.

The total basic weighted average common shares outstanding for the nine months ended October 31, 2025 and October 31, 2024 were approximately 8.0 million and 2.8 million shares, respectively.

On September 4, 2024, all outstanding shares of our 9.00% Series A Cumulative preferred stock (the “preferred stock”) were converted into common stock and retired.

The Company issued approximately 6,600,000 shares of common stock in connection with the conversion (see Note 11 - "Equity and Stock Based Compensation" for additional details).

On August 28, 2025, the Company entered into an equity distribution agreement (the “Sales Agreement”) with Lucid Capital Markets, LLC (the “Lucid”), pursuant to which the Company may offer and sell up to $ 25.0 million of shares (the “Shares”) of the Company’s common stock, par value $ 0.01 per share, through an at-the-market (“ATM”) offering program administered by Lucid.

Under the Sales Agreement, Lucid is entitled to compensation of up to 2 % of the gross proceeds from the sale of Shares under the ATM offering program.

For the three months ended April 30, 2026 and April 30, 2025 , dilutive potential common shares outstanding had no effect on the calculation of earnings per share.

The total basic weighted average common shares outstanding for the three months ended April 30, 2026 , and April 30, 2025 , was approximately 9.1 million and 8.0 million shares, respectively.

On August 28, 2025, the Company entered into an equity distribution agreement (the “Sales Agreement”) with Lucid Capital Markets, LLC (“Lucid”), pursuant to which the Company may offer and sell up to $ 25.0 million of shares of the Company’s common stock, par value $ 0.01 per share, through an at-the-market (“ATM”) offering program administered by Lucid.

Under the Sales Agreement, Lucid is entitled to compensation of up to 2 % of the gross proceeds from the sale of Shares (the "Shares") under the ATM offering program.

The Company has no obligation to sell any of the Shares under the Sales Agreement and may suspend solicitations and offers under the Sales Agreement at any time.

During the three and nine months ended October 31, 2025, the Company sold approximately 1.0 million shares of common stock at-the-market pursuant to the Sales Agreement.

Proceeds from the sales of common stock, net of Lucid's commissions and other expenses, for the three and nine months ended October 31, 2025 were approximately $ 10.8 million.

During the three months ended April 30, 2026, the Company did not have any activity related to the Sales Agreement.

Related Party Transaction

In February 2025, the Company retained Lucid to provide advisor and arrangement services for investigation and analysis of opportunities for growth and additional scale.

Lucid received $ 100,000 in retainer fees for such potential services.

In February 2025, the Company retained Lucid to provide advisor and arrangement services (the "Services Agreement") for investigation and analysis of opportunities for growth and additional scale.

During fiscal 2026, Lucid received $ 100,000 in retainer fees for such potential services.

The Vice Chairman of Lucid is the Non-Executive Chairman of the Company's board of directors (the "Board").

Our Non-Executive Chairman of the Board received no portion of the above-mentioned compensation.

For the three and nine months ended October 31, 2025, Lucid received compensation of approximately $ 221,000 related to sales of common stock pursuant to the Sales Agreement.

The Non-Executive Chairman of the Board received no portion of the compensation paid to Lucid.

See Note 9 - "Earnings per Share" for discussion of the Company's entry into the Sales Agreement with Lucid.

For the three months ended April 30, 2026, the Company did not have any activity related to the Sales Agreement or the Services Agreement and no compensation related to either agreement was received by Lucid.

Equity and Stock-Based Compensation

At the virtual Special Meeting of Preferred Stockholders held on August 29, 2024, our preferred stockholders approved an amendment (the “Amendment”) to our Certificate of Designations, Preferences and Rights of 9.00 % Series A Cumulative Preferred Stock, to provide that, at the discretion of the Board deciding to file the Amendment with the Secretary of State of the State of Delaware at any time prior to October 31, 2024, each share of 9.00% Series A Cumulative preferred stock, $ 1.00 par value per share (the “preferred stock”) would be converted (the “Conversion”) into 3.9 shares of common stock upon the effective time of the Amendment.

On August 30, 2024, the Board elected to proceed with the Conversion by filing the Amendment with the Delaware Secretary of State.

Effective on September 4, 2024, all outstanding shares of preferred stock were converted into common stock and retired.

The Company issued approximately 6,600,000 shares of common stock in connection with the Conversion.

Accordingly, the Company no longer has obligations regarding preferred stock dividends, including undeclared dividends from previous periods.

The common stock issued was recorded at its market value at the date of issuance less transaction costs related to the conversion.

The excess of the carrying value of the preferred stock over the market value of the common stock issued, which amounted to approximately $ 14.8 million, was credited directly to accumulated deficit and was reflected in the calculation of earnings per share attributable to common stockholders for the fiscal year ended January 31, 2025.

Total compensation expense recognized for stock-based awards granted under the Company’s equity incentive plan during the three - and nine -month periods ended October 31, 2025 was approximately $ 283,000 and $ 836,000 , respectively and for the three - and nine -month periods ended October 31, 2024 , was approximately $ 47,000 and $ 141,000 , respectively.

Total compensation expense recognized for stock-based awards granted under the Company’s equity incentive plan during the three -month periods ended April 30, 2026 and April 30, 2025, was approximately $ 518,000 and $ 272,000 , respectively.

Segment Reporting

As of October 31, 2025, Seamap Marine Products is the Company’s sole reporting segment.

Our Seamap Marine Products segment provides the following:

Seamap is the Company’s sole reportable segment and contains the following product and service lines:

• GunLink seismic source acquisition and control systems

1 unchanged sentence

• SeaLink marine sensors and solid streamer systems

Our Seamap Marine Products segment provides services and products, including engineering, repairs and software licensing, utilized in marine exploration, marine survey and maritime security for marine survey companies, seismic survey contractors, research institutes, non-military government organizations and operators of port facilities and other offshore installations.

Our Seamap segment provides services and products, including engineering, repairs and software licensing, utilized in marine exploration, marine survey and maritime security for marine survey companies, seismic survey contractors, research institutes, non-military government organizations and operators of port facilities and other offshore installations.

Our chief operating decision maker ("CODM") is our chief executive officer.

Our CODM analyzes each segment's performance using revenue and operating income.

Our CODM analyzes segment performance using revenue and operating income.

Inter-company revenue and expenses have been eliminated in the reported revenue and operating income.

1 unchanged sentence

Financial information by business segment is set forth below net of any allocations (in thousands):

Three Months Ended October 31,

Seamap Marine Products

Corporate Expenses

Seamap Marine Products

Corporate Expenses

$ 9,688 $ — $ 9,688 $ 12,105 $ — $ 12,105

Cost of sales

5,175 — 5,175 6,684 — 6,684

Selling, general and administrative

1,454 1,567 3,021 1,677 1,085 2,762

Research and development

427 79 506 468 94 562

Depreciation and amortization expense

212 — 212 217 4 221

Operating income (loss)

2,420 ( 1,646 ) 774 3,059 ( 1,183 ) 1,876

Capital expenditures

92 1 93 64 3 67

Nine Months Ended October 31,

Seamap Marine Products

Three Months Ended April 30,

Corporate Expenses

Seamap Marine Products

Corporate Expenses

13 unchanged sentences

Corporate selling, general and administrative expense primarily includes salary and benefit costs of corporate personnel, directors’ fees, professional services, office rent, and insurance premiums.

The following table presents a reconciliation of operating income to income before income taxes (in thousands):

Three Months Ended October 31,

Nine Months Ended October 31,

Seamap Marine Products

2,420 3,059 8,333 7,815

The following table presents a reconciliation of operating income (loss) to income (loss) before income taxes (in thousands):

Three Months Ended April 30,

Corporate Expenses

( 2,207 ) ( 1,790 )

Operating income

774 1,876 2,780 4,036

4 ( 189 ) ( 79 ) 320

Income before income taxes

778 1,687 2,701 4,356

Operating income (expense)

Other income (expense)

Income (loss) before income taxes

Total assets by business segment is set forth below (in thousands):

As of October 31,

Seamap Marine Products

As of April 30,

$ 38,855 $ 35,574

1 unchanged sentence

Depreciation and Amortization Expense

Depreciation expense on property and equipment, reflected in the table above, was approximately $ 79,000 and $ 221,000 for the three and nine months ended October 31, 2025, respectively, and approximately $ 75,000 and $ 233,000 for the three and nine months ended October 31, 2024, respectively.

Amortization expense primarily relating to intangible assets, reflected in the table above was approximately $ 138,000 and $ 432,000 for the three and nine months ended October 31, 2025, respectively, and approximately $ 146,000 and $ 491,000 for the three and nine months ended October 31, 2024, respectively.

Essentially all depreciation and amortization expense relate to the Seamap Marine Products segment.

Amortization in Corporate expenses relates to enterprise resource planning software.

All property and equipment is allocated to the Seamap Marine Products segment.

Depreciation expense on property and equipment, reflected in the table above, was approximately $ 115,000 and $ 77,000 for the three months ended April 30, 2026 and April 30, 2025, respectively.

Amortization expense primarily relating to intangible assets, reflected in the table above was approximately $ 113,000 for the three months ended April 30, 2026 and approximately $ 148,000 for the three months ended April 30, 2025.

Essentially all depreciation and amortization expense relates to the Seamap segment.

All property and equipment is allocated to the Seamap segment.

Corporate assets primarily consist of cash, right of use assets for an operating lease, and prepaid corporate expenses.

24 unchanged sentences

defaults by customers on amounts due to us;

possible further impairment of our long-lived assets due to technological obsolescence or changes in anticipated cash flow generated from those assets;

possible impairment of our long-lived assets due to technological obsolescence or changes in anticipated cash flow generated from those assets;

inability to obtain funding or to obtain funding under acceptable terms;

fluctuations in demand for seismic data, which is dependent on the level of spending by oil and gas companies for exploration, production and development activities, and may potentially negatively impact the value of our assets held for sale;

inflation and price volatility in the global economy that could negatively impact our business and results of operations;

9 unchanged sentences

Management ’ s Discussion and Analysis of Financial Condition and Results of Operations

Management believes that the performance of our Seamap business is indicated by revenues from sales of products and by gross profit from those sales.

Management believes that the performance of our Seamap segment is indicated by revenues from sales of products and by gross profit from those sales.

Management monitors EBITDA and Adjusted EBITDA, both as defined and reconciled to the most directly comparable financial measures calculated and presented in accordance with United States generally accepted accounting principles (“GAAP”), in the following table, as key indicators of our overall performance and liquidity.

For the Three Months Ended October 31,

For the Nine Months Ended October 31,

Reconciliation of Net income to EBITDA and Adjusted EBITDA

For the Three Months Ended April 30,

Reconciliation of Net loss to EBITDA and Adjusted EBITDA

(in thousands)

9 unchanged sentences

Taxes paid, net of refunds

Gross profit from sale of other equipment

Changes in inventory

Changes in accounts payable, accrued expenses and other current liabilities and deferred revenue

Changes in accounts payable, accrued expenses and other current liabilities, deferred revenue and customer deposits

Changes in prepaid expenses and other current and long-term assets

16 unchanged sentences

Our results of operations can experience fluctuations in activity levels due to a number of factors outside of our control.

These factors include budgetary or financial concerns, supply chain issues, labor or political issues, inclement weather, and global pandemics.

These factors include budgetary or financial concerns, supply chain issues, labor issues, inclement weather, and geopolitical events.

See Part II, Item 1A- “Risk Factors.”

Business Outlook

Our financial performance has improved significantly in recent periods.

Although we had a history of generating operating losses prior to fiscal 2024, we generated operating income in fiscal 2024, fiscal 2025 and year-to-date through the first nine months of fiscal 2026.

This was due to increased demand within our primary markets and efforts to reduce costs and improve product margins.

During the nine-month period ended October 31, 2025, our facility in Huntsville, Texas underwent an expansion to handle an expected increase in activity and, as a result, repair and production activities were suspended for several months during the period.

The expansion of the facility was completed at the end of the second quarter of fiscal 2026 and repair and production operations recommenced in the third quarter of fiscal 2026.

We therefore expect a corresponding increase in revenue from this facility.

As of October 31, 2025, our backlog of firm orders was approximately $7.2 million, compared to approximately $16.9 million as of January 31, 2025.

However, subsequent to October 31, 2025 we received additional orders totaling approximately $9.5 million.

We believe a significant portion of our current backlog and the newly received orders will be completed and shipped by the end of fiscal 2026.

Our financial performance has improved significantly in recent periods, evidenced by the fact that we generated operating income in each of the past three fiscal years.

This has been due to increased demand within our primary markets and efforts to reduce costs and improve product margins.

Recently, we have experienced decreased visibility for future business activity, as partially indicated by decreased firm backlog as discussed below.

We believe this is due in large part to uncertainties in the marine exploration and survey markets.

Global economic, political and security concerns have, in our opinion, contributed to this uncertainty.

As an example, certain of our customers have experienced disruptions in operations due to the current conflict in the Middle East.

However, we believe these disruptions are temporary and that the longer-term outlook in the marine exploration and survey market is quite positive.

Certain of our customers have recently reported increasing backlogs and many industry commentators predict a strong resurgence in marine exploration and survey activity.

As of April 30, 2026, our backlog of firm orders was approximately $7.6 million, compared to approximately $13.9 million as of January 31, 2026.

We believe a significant portion of our current backlog will be completed and shipped by the end of fiscal 2027.

In addition to our backlog of firm orders, we have a significant pipeline of pending and potential orders, and we have recently identified new opportunities for later this fiscal year and subsequent periods.

We believe our backlog of firm orders, pending and potential orders, and identified new opportunities provide visibility for the balance of fiscal 2026 and into the next fiscal year.

We believe our backlog of firm orders, pending and potential orders, and identified new opportunities provide a solid revenue outlook for the balance of fiscal 2027.

The level of backlog at a particular point in time may not necessarily be indicative of results in subsequent periods as the size and delivery period of individual orders can vary significantly.

Based on this visibility and expected delivery schedules, we expect revenue in the fourth quarter of fiscal 2026 to improve related to the third quarter of fiscal 2026.

Based on this visibility and expected delivery schedules, we expect a decline in revenue in fiscal 2027 from the level of revenue recognized in fiscal 2026.

While our long-term outlook for our existing product lines is optimistic, the outlook for fiscal 2027 is less clear.

We believe this uncertainty is due to recent delays in certain projects and temporary changes in capital allocations by ultimate end-users.

We are currently pursuing a number of initiatives, including new products and significant project opportunities, which could have a positive impact on our future financial results, including those in fiscal 2027.

On September 4, 2024, all outstanding shares of preferred stock were converted into common stock and retired.

The Company issued approximately 6.6 million shares of common stock in connection with the conversion.

Accordingly, the Company no longer has obligations regarding preferred stock dividends, including undeclared dividends from previous periods (see Note 11- “Equity and Stock-Based Compensation” for additional details).

During the third quarter of fiscal 2026, we raised approximately $10.8 million in new capital through the sale of common stock pursuant to the ATM program.

The proceeds from sale of common stock significantly increased our liquidity and therefore our ability to take advantage of opportunities or address challenges that may arise.

Our revenues tend to fluctuate from quarter to quarter due to delivery schedules and other factors.

We currently expect revenue in fiscal 2026 to be consistent with the revenue reported in fiscal 2025.

However, no assurances of such results can be made, and a number of risks exist which could cause results to be less than anticipated.

Those risks include the following:

We believe this expected decline in fiscal 2027 revenue is due to recent delays in certain projects and temporary changes in capital allocations by ultimate end-users.

We are currently pursuing a number of initiatives, including new products and significant project opportunities, which we believe could have a positive impact on our future financial results.

During fiscal 2026, our facility in Huntsville, Texas underwent an expansion to handle an expected increase in activity.

As a result, repair and production activities were suspended for several months until the expansion activities were completed and repair and production operations resumed in the third quarter of fiscal 2026.

We expect incremental activity and increased revenue from this facility in fiscal 2027.

Our revenues tend to fluctuate from quarter to quarter due to delivery schedules and other factors, including the following:

Inability of our customers to accept delivery of orders as scheduled;

3 unchanged sentences

Other unanticipated delays beyond our control.

In our Seamap business, we address the marine survey and exploration markets.

In our Seamap segment, we address the marine survey and exploration markets.

We see a number of opportunities to add to our technology and to apply existing technology and products to new applications.

2 unchanged sentences

However, we can give no assurance that any of these initiatives will ultimately have a material impact on our financial position or results of operations.

We believe there are certain developments within the marine technology industry that can have a significant impact on our business.

These developments include the following:

We believe the following developments within the marine technology industry may have a significant impact on our business:

Increased activity within the marine exploration space, including applications for alternative energy projects such as offshore windfarms and carbon capture projects;

Increased marine exploration for oil and gas as a result of recent disruptins in Middle East supplies;

Demand for economical, commercially developed, technology for maritime security applications.

In response to these, and other, developments we have prioritized certain strategic initiatives to exploit these perceived opportunities.

These initiatives include adaption of our SeaLink solid streamer technology to:

In an effort to exploit these, and other, developments and perceived opportunities, we have prioritized certain strategic initiatives, including adaption of our SeaLink solid streamer technology to:

Alternative applications, such as hydrographic surveys for windfarm and carbon capture projects;

1 unchanged sentence

We believe that the above applications expand our addressable markets and provide opportunities for further revenue growth.

General inflation levels have increased in recent years due in part to supply chain issues, increased energy costs and geopolitical uncertainty.

We also believe there are other initiatives that can expand our business and enhance stockholder value.

These include development of new technology and products, the acquisition of technology, products or businesses or the combination with other companies.

We continue to identify and evaluate these opportunities.

We believe the Company is well positioned to take advantage of any such opportunities should they arise.

General inflation levels have increased in recently due in part to supply chain issues, increased energy costs and geopolitical uncertainty.

In addition, shortages of certain components, such as electronic components, have caused prices for available components to increase in some cases.

Although these factors have had a negative impact on our costs, our revenues and results of operations have not been materially impacted by inflation or changing prices in the past two fiscal years.

Although these factors have had a negative impact on our costs, our revenues and results of operations have not been materially impacted by inflation or changing prices in the past several years.

Results of Operations

Revenues for the three and nine months ended October 31, 2025 were approximately $9.7 million and $31.2 million, respectively, compared to approximately $12.1 million and $31.8 million for the three and nine months ended October 31, 2024, respectively.

For the three and nine months ended October 31, 2025, we generated operating income of approximately $774,000 and $2.8 million, respectively, compared to operating income of approximately $1.9 million and $4.0 million for the three months ended October 31, 2024, respectively.

Revenues for the three months ended April 30, 2026 were approximately $9.7 million, compared to approximately $7.9 million for the three months ended April 30, 2025,.

For the three months ended April 30, 2026, we generated operating income of approximately $14,000, compared to an operating loss of approximately $658,000 for the three months ended April 30, 2025.

A more detailed explanation of these variations follows.

Revenues and Cost of Sales

Revenues and cost of sales for our Seamap business were as follows:

Revenues and cost of sales for our Seamap segment were as follows:

Three Months Ended

Nine Months Ended

(in thousands)

Cost of sales

3 unchanged sentences

A significant portion of Seamap’s sales consist of large discrete orders, the timing of which is dictated by our customers.

This timing generally relates to the availability of a vessel so that our products can be installed.

This timing generally relates to the availability of the vessel in port so that our products can be delivered and installed.

Accordingly, sales can significantly vary from one period to another.

The remaining sales relate to “after-market” activity such as the sale of spare parts, repairs and services.

The gross profit margin in the three- and nine-month periods ended October 31, 2025 increased from the prior year comparable periods primarily due to revenue mix.

The gross profit margin in the three-month period ended April 30, 2026 remained consistent with the prior year comparable period.

Operating Expenses

General and administrative expenses for the three and nine months ended October 31, 2025, were approximately $3.0 million and $10.0 million, respectively compared to approximately $2.8 million and $8.3 million for the three and nine months ended October 31, 2024, respectively.

The increase in general and administrative expenses in the comparable three-month periods is due primarily to higher stock-based compensation.

The increase in the nine months ended October 31, 2025, as compared to the comparable prior year period relates primarily to increased stock-based compensation and employee compensation, plus certain expenses we consider to be non-recurring, including costs related to restructuring our Seamap operations in the United Kingdom, tax planning and analysis arising from the preferred stock conversion in fiscal 2025, and franchise tax expense impacted by the preferred stock conversion.

Research and development costs were approximately $506,000, and $1.2 million, respectively, for the three- and nine-month periods ended October 31, 2025, compared to approximately $562,000, and $1.4 million, respectively for the three- and nine-month periods ended October 31, 2024.

General and administrative expenses for the three months ended April 30, 2026, were approximately $3.5 million compared to approximately $3.4 million for the three months ended April 30, 2025 and $3.3 million for the three months ended January 31, 2026.

The increase compared to the three months ended April 30, 2025, primarily relates to higher stock-based compensation expense and the increase compared to the three months ended January 31, 2026 primarily relates to the timing of incentive compensation awards.

Research and development costs were approximately $310,000 for the three- month period ended April 30, 2026, compared to approximately $380,000 for the three-month period ended April 30, 2025.

Costs in each of the periods are related primarily to development of our next generation towed streamer system and other new products.

Depreciation and amortization expense, which includes depreciation of equipment, furniture and fixtures and the amortization of intangible assets, decreased primarily attributable to assets becoming fully depreciated and amortized over the year.

These costs were approximately $212,000 and $654,000, respectively in the three- and nine-month periods ended October 31, 2025, and approximately $221,000 and $724,000, for the three- and nine-month periods ended October 31, 2024, respectively.

These costs were approximately $228,000 and $225,000 in the three-month periods ended April 30, 2026, and April 30, 2025, respectively.

Other Income and Expense

Other expense recognized for the three and nine months ended October 31, 2025, related primarily to foreign exchange losses.

Other income recognized for the three and nine months ended October 31, 2024 related primarily to gains on the sale of certain ancillary equipment and scrap sales.

Other income recognized for the three months ended April 30, 2026, related primarily to interest income on cash balances.

Other losses recognized for the three months ended April 30, 2025 related primarily to foreign exchange losses.

Provision for Income Taxes

For the three and nine months ended October 31, 2025, our income tax expense was approximately $716,000 and $1.7 million, respectively, on pre-tax income of approximately $778,000 and $2.7 million, respectively.

For the three and nine months ended October 31, 2024, our income tax expense was approximately $396,000 and $1.3 million, respectively, on pre-tax income of approximately $1.7 million and $4.4 million, respectively.

For the three months ended April 30, 2026, our income tax expense was approximately $476,000 on pre-tax income of approximately $65,000.

For the three months ended April 30, 2025, our income tax expense was approximately $294,000 on a pre-tax loss of approximately $676,000.

These amounts differed from the result expected when applying the U.S.

statutory rate of 21% to our income before income taxes for the respective periods due primarily to the impact of income taxes accrued in certain foreign jurisdictions, primarily Singapore, which do not have net operating losses available to offset taxable income, and because we do not benefit tax losses in the U.S.

and certain foreign jurisdictions where we have valuation allowances recorded against our deferred tax assets.

Valuation allowances have been provided against all deferred tax assets in the United States and certain foreign jurisdictions, including the United Kingdom.

Income tax expense for the three months ended October 31, 2025 includes approximately $178,000 of net discrete tax expense consisting primarily of $326,000 of tax expense resulting from return-to-provision and transfer pricing adjustments recorded by our Singapore entity, plus tax expense from other individually immaterial items, partially offset by $153,000 of tax benefit resulting from the release of valuation allowance against deferred tax assets of our Malaysia entity.

Liquidity and Capital Resources

Prior to fiscal 2024, the Company had a history of generating operating losses and negative cash from operating activities and relied on cash from the sale of lease pool equipment and the sale of preferred stock and common stock.

However, the Company generated income from operations and positive Adjusted EBITDA for fiscal 2024 and fiscal 2025.

The Company also generated net income from operations and cash provided by operating activities for the nine months ended October 31, 2025.

We anticipate generating net income for fiscal 2026.

As of October 31, 2025, the Company had working capital of approximately $36.0 million, including cash and cash equivalents of approximately $19.4 million, compared to working capital of approximately $23.5 million, including cash and cash equivalents of approximately $5.3 million, as of January 31, 2025.

The Company does not have a credit facility in place and has depended on cash on hand and cash flows from operations to satisfy its liquidity needs.

The Company has generated income from operations and positive Adjusted EBITDA for each of the past three fiscal years.

The Company also generated net income from operations and cash provided by operating activities for each of fiscal 2025 and fiscal 2026.

As of April 30, 2026, the Company had working capital of approximately $37.8 million, including cash and cash equivalents of approximately $17.7 million, compared to working capital of approximately $37.4 million, including cash and cash equivalents of approximately $19.1 million, as of January 31, 2026.

On March 17, 2026, the Company entered into a trade finance facility with The Hong Kong Bank Corporation Limited, Singapore Branch (“HSBC Singapore”) for the issuance, from time to time, of letters of credit or bank guarantees.

The Company has entered into this facility to provide flexibility for potential future projects and to allow the Company to respond efficiently and economically as these potential projects may arise.

As of June 10, 2026, there has been no activity associated with this trade facility.

During the nine-month period ended October 31, 2025, the Company generated positive cash from operating activities in the amount of approximately $5.9 million.

In September 2025 we initiated an at-the-market “ATM” offering program whereby we may issue common stock from time to time for gross proceeds of up to $25.0 million.

6 unchanged sentences

We believe both of these liquidity programs are consistent with our stated objective of furthering stockholder value by whatever means feasible.

In order to fund future growth, we may explore sources of additional capital, which could include secured debt financing, the sale of assets or investment from strategic industry participants.

The following table sets forth selected historical information regarding cash flows from our Consolidated Statements of Cash Flows:

For the Nine Months Ended

For the Three Months Ended

(in thousands)

Net cash provided by (used in) operating activities

Net cash (used in) provided by investing activities

Net cash provided by (used in) financing activities

Net cash (used in) provided by operating activities

Net cash used in investing activities

Net cash provided by financing activities

Effect of changes in foreign exchange rates on cash and cash equivalents

Net increase (decrease) in cash and cash equivalents

As of October 31, 2025, we had working capital of approximately $36.0 million, including cash and cash equivalents of approximately $19.4 million, as compared to working capital of approximately $23.5 million, including cash and cash equivalents of approximately $5.3 million, at January 31, 2025.

The increase in working capital and cash and cash equivalents is due primarily to the proceeds of approximately $10.8 million from the issuance of common stock under our ATM program during the third quarter.

Net (decrease) increase in cash and cash equivalents

As of April 30, 2026, we had working capital of approximately $37.8 million, including cash and cash equivalents of approximately $17.7 million, as compared to working capital of approximately $37.4 million, including cash and cash equivalents of approximately $19.1 million, at January 31, 2026.

Cash Flows from Operating Activities .

Net cash provided by operating activities was approximately $3.8 million in the first nine months of fiscal 2026 as compared to cash used in operating activities of approximately $1.4 million in the first nine months of fiscal 2025.

The increase in net cash provided by operating activities was due mainly to collections on accounts receivable and reduction of inventory balances.

Net cash used in operating activities was approximately $1.3 million in the first three months of fiscal 2027 as compared to cash provided by operating activities of approximately $4.1 million in the first three months of fiscal 2026.

The decrease in net cash provided by operating activities was due mainly to increases in accounts receivable.

Cash Flows from Investing Activities .

Net cash used in investing activities during the first nine months of fiscal 2026 relates primarily to the purchase of assets and investment related to the expansion of our facility in Huntsville, Texas as discussed above, compared to cash provided by investing activities in the prior year period, which related primarily to proceeds from the sale of other assets.

Net cash used in investing activities during the first three months of fiscal 2026 relates primarily to the purchase of assets and investment related to the expansion of our facility in Huntsville, Texas.

Cash Flows from Financing Activities .

For the nine months ended October 31, 2025, Net cash provided by financing activities was approximately $10.8 million and relates to sales of common stock pursuant to the ATM program.

Net cash used in financing activities for the nine months ended October 31, 2024, was approximately $619,000 of transaction costs associated with the conversion of preferred stock to common stock.

We have determined that the undistributed earnings of foreign subsidiaries are not deemed indefinitely reinvested outside of the United States as of October 31, 2025.

For the three months ended April 30, 2026 and April 30, 2025, there was no cash flow related to financing activities.

We have determined that the undistributed earnings of foreign subsidiaries are not deemed indefinitely reinvested outside of the United States as of April 30, 2026.

Furthermore, we have concluded that any deferred taxes with respect to the undistributed foreign earnings would be immaterial.

As of October 31, 2025, we had deposits in foreign banks equal to approximately $4.9 million, all of which we believe could be distributed to the United States without adverse tax consequences.

As of April 30, 2026, we had deposits in foreign banks equal to approximately $6.1 million, all of which we believe could be distributed to the United States without adverse tax consequences.

However, in certain cases, the transfer of these funds may result in withholding taxes payable to foreign taxing authorities.

4 unchanged sentences

Information regarding our critical accounting estimates is included in Part II, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended January 31, 2026.

There have been no material changes to our critical accounting estimates during the three- and nine-month periods ended October 31, 2025.

There have been no material changes to our critical accounting estimates during the three-month period ended April 30, 2026.

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