What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-08-18 compared with 2026-05-20 · 81 added, 34 removed, 98 unchanged (54% of the section changed)

37 unchanged sentences

a more detailed discussion of some of the foregoing risks and uncertainties, see Item 1A — “Risk Factors” in our 2025

Form 10-K and Item 1A — “Risk Factors” in this Quarterly Report on Form 10-Q for the quarterly period ended March 31,

Form 10-K and Item 1A — “Risk Factors” in this Quarterly Report on Form 10-Q for the quarterly period ended June 30,

2026, as well as other reports and registration statements filed by us with the SEC.

31 unchanged sentences

and analysis should be read in conjunction with our unaudited condensed consolidated financial statements contained in this Form 10-Q.

Company’s sales from operations for the three months ended March 31, 2026, were $7.7 million, a decrease of approximately $299

thousand or 4%, over the three months ended March 31, 2025.

loss from operations for the three months ended March 31, 2026, was $1.26 million, an increase of $841 thousand compared with the loss in

the three months ended March 31, 2025, of $425 thousand.

Basic loss per share from continuing operations for the three months ended March

Company’s sales from operations for the six months ended June 30, 2026, were $15 million, a decrease of approximately $727 thousand

or 4%, over the six months ended June 30, 2025.

loss from operations for the six months ended June 30, 2026, was $3.5 million, an increase of $2.4 million compared with the loss in

the six months ended June 30, 2025, of $678 thousand.

Basic loss per share from continuing operations for the six months ended June 30,

2026, was ($0.16) versus ($0.00) per share for the same period in 2025.

Comprehensive loss for the three months ended March 31, 2026

and 2025 was $1.7 million and $1.6 million respectively, the only component to comprehensive loss besides net loss is foreign currency

Comprehensive

loss for the six months ended June 30, 2026 and 2025 was $2.5 million and $1.9 million respectively, the only component to comprehensive

loss besides net loss is foreign currency translation.

AND CAPITAL RESOURCES

of March 31, 2026, the Company had cash in the amount of $787 thousand and a working capital deficit of $14.6 million, compared to cash

of June 30, 2026, the Company had cash in the amount of $1.1 million and a working capital deficit of $15.2 million, compared to cash

in the amount of $679 thousand, and a working capital deficit of $13.2 million as of December 31, 2025.

The Company had stockholders’

deficit attributable to OmniQ stockholders of $14.1 million and $12.7 million as of March 31, 2026, and December 31, 2025, respectively.

deficit attributable to OmniQ stockholders of $14.9 million and $12.7 million as of June 30, 2026, and December 31, 2025, respectively.

This increase in our stockholders’ deficit was primarily attributable to net losses.

Company’s accumulated deficit was $125.7 million and $124 million as of March 31, 2026, and December 31, 2025.

Company’s operations provided (used) net cash of $70 thousand and provided $1 million in the three months ended March 31,

2026, and 2025, respectively.

The decrease in cash provided in operations of $1 million is due to the decrease in

Company’s cash used in investing activities was $26 thousand for the three months ended March 31, 2026, compared to cash used

in investing activities of $31 thousand for the three months ended March 31, 2025.

Company’s financing activities used $0.68 million of cash during the three months ended March 31, 2026, and used $1.2 million during

the three months ended March 31, 2025.

of Operations

Company’s accumulated deficit was $126.4 million and $124 million as of June 30, 2026, and December 31, 2025.

The Company’s operations provided net cash of $877 thousand and provided

$6.1 million in the six months ended June 30, 2026, and 2025, respectively.

The decrease in cash provided in operations of $5.2 million

is due to the decrease in revenue.

Company’s cash provided in investing activities was $870 thousand for the six months ended June 30, 2026, compared to cash used in

investing activities of $2.5 million for the six months ended June 30, 2025.

Company’s financing activities used $2.3 million of cash during the six months ended June 30, 2026, and used $1.7 million during

the six months ended June 30, 2025.

of Operations – for the 6 months ended

following tables set forth certain selected unaudited condensed consolidated statements of operations data for the periods indicated

In addition, we note that the period-to-period comparison may not be indicative of future performance.

For the Three months ended

For the 6 months ended

Cost of Goods sold

Operating Expenses

Loss from operations

Income (Loss) from operations

Net income (loss) from continuing operations

Loss from discontinued operations (net of tax)

Net income (loss)

Net Loss per common Share from continuing operations

the three months ended March 31, 2026, and 2025, the Company generated net revenues in the amount of $7.7 million and $7.9 million, respectively.

the six months ended June 30, 2026, and 2025, the Company generated net revenues in the amount of $15 million and $15.8 million, respectively.

The decrease between the six-month periods was attributable to timing of projects by customers.

In addition, the strengthening of the Israeli Shekel during the quarter resulted in the decrease in sales to be less

in the USD presentation currency.

of Goods Sold

the six months ended June 30, 2026, and 2025, the Company recognized a total of $11.3 million and $11.6 million, respectively, of cost

of goods sold.

For the six months ended June 30, 2026, and 2025, cost of goods sold were 75% and 74% of net revenues, respectively.

operating expenses for the six months ended June 30, 2026, and 2025 recognized was $7.3 million and $4.8 million, respectively, representing

a 50% increase.

The increase in operating expenses was due primarily to increase costs in selling and general administrative expenses,

specifically salaries.

and Development – Research and development expenses for the six months ended June 30, 2026, and 2025 totaled $1.1 million

and $969 thousand, respectively.

general and Administrative – Selling, general and administrative expenses for the six months ended June 30, 2026, and 2025

totaled $5.6 million and $3.4 million, respectively, representing a 66% increase.

The increase was due primarily to increased costs for

selling and general administrative expenses.

– Depreciation expenses for the six months ended June 30, 2026, and 2025 totaled $31 thousand and $36 thousand, respectively,

representing a 14% decrease.

The decrease is directly related to the reduction in fixed assets.

amortization – Intangible amortization expenses for the six months ended June 30, 2026, and 2025 totaled $513 thousand

and $468 thousand, respectively.

The increase is due to life of intangibles and what is remaining to be amortized.

income and expenses

Expense – Interest expense for the six months ended June 30, 2026, totaled $605 thousand, as compared to $403 thousand

for the six months ended June 30, 2025.

The increase is primarily attributable to the line of credit.

of Operations – for the 3 months ended

following tables set forth certain selected unaudited condensed consolidated statements of operations data for the periods indicated

In addition, we note that the period-to-period comparison may not be indicative of future performance.

For the 3 months ended

Cost of Goods sold

Operating Expenses

Income (Loss) from operations

Net income (loss) from continuing operations

Loss from discontinued operations (net of tax)

Net income (loss)

Net Loss per common Share from continuing operations

the three months ended June 30, 2026, and 2025, the Company generated net revenues in the amount of $7.4 million and $7.8 million, respectively.

The decrease between the three-month periods was attributable to timing of projects by customers.

In addition, the strengthening of the Israeli Shekel during the quarter resulted in the decrease in sales to be less

in the USD presentation currency.

of Goods Sold

the three months ended March 31, 2026, and 2025, the Company recognized a total of $5.4 million and $5.8 million, respectively, of cost

the three months ended June 30, 2026, and 2025, the Company recognized a total of $5.9 million and $5.8 million, respectively, of cost

of goods sold.

For the three months ended March 31, 2026, and 2025, cost of goods sold were 70% and 73% of net revenues, respectively.

operating expenses for the three months ended March 31, 2026, and 2025 recognized was $3.5 million and $2.6 million, respectively, representing

For the six months ended June 30, 2026, and 2025, cost of goods sold were 79% and 75% of net revenues, respectively.

operating expenses for the three months ended June 30, 2026, and 2025 recognized was $3.7 million and $2.5 million, respectively, representing

a 52% increase.

The increase in operating expenses was due primarily to increase costs in selling and general administrative expenses, specifically salaries.

and Development – Research and development expenses for the three months ended March 31, 2026, and 2025 totaled $478 thousand

The increase in operating expenses was due primarily to increase costs in selling and general administrative expenses,

specifically salaries.

and Development – Research and development expenses for the three months ended June 30, 2026, and 2025 totaled $626 thousand

and $556 thousand, respectively.

general and Administrative – Selling, general and administrative expenses for the three months ended March 31, 2026, and

general and Administrative – Selling, general and administrative expenses for the three months ended June 30, 2026, and

2025 totaled $2.8 million and $1.7 million, respectively, representing a 72% increase.

The increase was due primarily to increased

costs for selling and general administrative expenses.

– Depreciation expenses for the three months ended March 31, 2026, and 2025 totaled $16 thousand and $26 thousand, respectively,

The increase was due primarily to increased costs

for selling and general administrative expenses.

– Depreciation expenses for the three months ended June 30, 2026, and 2025 totaled $15 thousand and $17 thousand, respectively,

representing a 12% decrease.

The decrease is directly related to the reduction in fixed assets.

amortization – Intangible amortization expenses for the three months ended March 31, 2026, and 2025 totaled $256 thousand

amortization – Intangible amortization expenses for three six months ended June 30, 2026, and 2025 totaled $257 thousand

and $237 thousand, respectively.

1 unchanged sentence

income and expenses

Expense – Interest expense for the three months ended March 31, 2026, totaled $306 thousand, as compared to $260 thousand

for the three months ended March 31, 2025.

Expense – Interest expense for the three months ended June 30, 2026, totaled $299 thousand, as compared to $131 thousand

for the six months ended June 30, 2025.

The increase is primarily attributable to the line of credit.

5 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 2. Management’s Discussion and Analysis