What changed in this filing

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Item 1. Business

2026-06-26 compared with 2025-06-30 · 99 added, 123 removed, 239 unchanged (48% of the section changed)

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February 18, 2016, we announced the completion of an asset purchase of Thrust-UAV, a privately-held company focused on drone technology.

March 27, 2017, the Company filed a Form 15-12g with the Securities and Exchange Commission (the “Commission”) whereby, under

Rule 12g-4(a)(1) and Rule 12h-3 (b)(1)(i), it terminated its duty to file reports with the Commission.

March 27, 2017, the Company filed a Form 15-12g with the United States Securities and Exchange Commission (the “Commission”)

whereby, under Rule 12g-4(a)(1) and Rule 12h-3 (b)(1)(i), it terminated its duty to file reports with the Commission.

December 31, 2017, the Company’s Executive Vice President, Director, and highest-ranking operations officer, resigned to pursue

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January 22, 2025, the Board of Directors appointed Sean P.

Iddings to the Board, bringing the Board members to three (3) Directors.

Iddings to the Board of Directors, bringing the Board members to three (3)

April 10, 2025, the Board of Directors announced that it had authorized a share repurchase program allowing the Company to repurchase

up to 10 million shares (pre-reverse split) of its common stock over the next three (3) years.

The post-reverse split amount of the share

repurchase program is 833,334 shares of common stock.

September 15, 2025, the Company announced the appointment of Suzanne DeZego as its Chief Operating Officer.

March 23, 2026, the Company filed a Definitive 14C Information Statement with the SEC (the “Definitive 14C”), announcing

a Special Meeting of Shareholders to be held on April 20, 2026, to vote on a one (1) for 12 reverse stock split and reducing our 125,000,000

authorized shares of common stock to 12 million shares.

The Board of Directors held a majority of our outstanding shares and indicated

their intent to vote in favor of the proposals in the Definitive 14C.

The reverse split became effective May 4, 2026, before the filing

of this fiscal year 2026 10-K Annual Report (the “Annual Report”).

Consequently, all share metrics contained in this Annual

Report will use the post-reverse split share numbers, unless otherwise notated.

share repurchase program announced on April 10, 2025, allows up to 833,334 shares to be repurchased.

As of March 31, 2026, the Company

has repurchased 481,561 shares under this program.

Company specializes in creating experiential, hands-on, transitional kindergarten through 12 th grade (TK-12) STEM (Science,

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Annual Report and make no significant distinction between the two (2) terms.

Through our acquisition of Thrust-UAV, we developed educational

drones and drone curriculum.

Our customers include schools and school districts from the collegiate to transitional kindergarten level,

and providers of out-of-school programming, which include after-school programs, military education programs, home-schooling programs,

Through our acquisition of Thrust-UAV, we have developed

educational drones and drone curriculum.

Our customers include schools and school districts from the collegiate to transitional kindergarten

level, and providers of out-of-school programming, which include after-school programs, military education programs, home-schooling programs,

summer programs, and corporate outreach programs.

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The Company offers approximately 36 different enrichment programs and typically develops at least two (2) new programs each year.

Some of the more popular programs include Podcasting;

Ready, Set, Drone!;Drone Designers;

Some of the more popular programs include Drone Designers;

Ready, Set, Drone!;

Rockin Robots;

Influencer Camp;

The Science of Super Powers;

Flight and Aerodynamics;

and Build a Better World.

Cubelets Bot Builder;

Oceanic Exploration;

Cosmic Coders;

and World of Wonders.

Series Products

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Discover STEM;

Discover Digital Video;

and Discover Blocksmith:

3D Coding & Design.

and Discover Digital Video.

products are designed for the grade school market and use the Company’s proprietary bricks (which are Lego compatible) and

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grade-specific BrickLAB products.

Drones, Add-on Drone Packages, and Ala Carte Drone Items

Drones, Drone Pathways, Add-on Drone Packages, and Ala Carte Drone Items

products are designed around using drones as a platform for STEM education and career exploration.

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Discover Drones Indoor Coding Bundle;

Discover Drones Indoor Racing Add-On;

Discover Drones Outdoor

Practice Add-on ;

and all the spare parts and ala carte drone items offered in the Company’s comprehensive drone packages.

Indoor Racing Add-On;

Outdoor Practice Add-on ;

spare parts and ala carte drone items offered in the Company’s comprehensive drone packages.

STEAMventures

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Company sells its products directly to customers and through resellers.

The Company kits all of its products at its Meridian, Idaho facility

and ships the products directly to customers.

Resellers do not typically inventory the Company’s products and the Company “drop

ships” its products directly to the resellers’ customers.

Trainings and Professional Development sessions are conducted either

at the Company’s facilities or at the customer’s location, depending on the desires of the customer.

Customers can buy from

the Company’s website, from a reseller’s website, or by presenting the Company with a valid purchase order.

The Company kits all of its products at its Meridian, Idaho,

facility and ships the products directly to customers.

Resellers do not typically inventory the Company’s products, and the Company

“drop ships” its products directly to the resellers’ customers.

Trainings and Professional Development sessions are

conducted either at the Company’s facilities or at the customer’s location, depending on the desires of the customer.

can buy from the Company’s website, from a reseller’s website, or by presenting the Company with a valid purchase order.

STEM education market is not well defined and is very fragmented.

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We employ STEM teachers who, through experience, understand the

environment that educators operate within and the unique challenges they face, and we develop our curriculum with the educator in mind

for an easy, successful, and consistent implementation.

Many of our competitors’ products focus on the product or the student,

with the educator left to figure out the details of implementation.

environment that educators operate within and the unique challenges they face, and

we develop our curriculum with the educator in mind for an easy, successful, and consistent implementation.

Many of our competitors’

products focus on the product or the student, with the educator left to figure out the details of implementation.

Manufacturing,

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Backlogs created availability problems

for a few items, shipping congestion from time to time significantly delayed shipment of many items, and prices of nearly all items increased

chains recovered as the Covid-19 pandemic receded, but recent tariff activity by the U.S.

has complicated supply chain management once

We expect continued inflation in the materials we use in our final products.

for a few items, while shipping congestion significantly delayed shipment of many items from time to time, and prices of nearly all items

increased materially.

chains recovered as the Covid-19 pandemic receded, but tariff activity by the U.S.

again complicated supply chain management.

Consequently,

we experienced moderate inflation in the materials we use in our final products.

recent closure of the Strait of Hormuz has again elevated inflationary expectations.

While we have experienced only modest raw materials

cost increases, we expect that this could accelerate the longer the Strait remains closed.

few exceptions, we can generally source materials from multiple vendors, although the pricing from different vendors varies considerably.

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However, supply problems that cause us

to procure from higher-priced sources negatively affect our gross margin as we cannot adjust our prices as quickly as the prices of our

raw materials increase.

response these challenging environments, we have raised prices on selected items every year to reset our margins back to desirable levels

after price increases of inputs.

Additionally, we buy in bulk to achieve better pricing, and have increased general inventory levels.

to procure from higher-priced sources negatively affect our gross margins as we cannot adjust our prices as quickly as the prices of

our raw materials increase.

response to these challenging environments, we have raised prices on selected items every year to reset our margins back to desirable

levels after price increases of inputs.

Additionally, we buy in bulk to achieve better pricing, and we have increased general inventory

While we purchase from numerous vendors, below are our most used vendors by dollar volume:

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Customer Designation

A is a reseller.

The sales from reseller customers represent the aggregation of many purchase orders each of these customers placed with

us throughout the year.

B and C are resellers.

The sales from reseller customers represent the aggregation of many purchase orders each of these customers placed

with us throughout the year.

Our reseller customers place an order with us when their customer orders our product from them.

This cycle recurs

numerous times throughout any given year.

recurs numerous times throughout any given year.

work closely and frequently with our larger customers to ensure that they are receiving the value proposition and service from us they

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that there is a risk to any of these relationships over the next year.

Customer C, being a contract with a specified ending date with

no minimum order requirement in any given year, is not likely to experience the duration with us as our other major customers have, although

the possibility exists that a new contract will be created to replace the current one when it expires.

believe that the risk of losing any one (1) of these customers is small, and we are actively, and successfully, soliciting larger customers

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slowest time, coinciding with the holiday season, as most schools observe the holidays with significant time off during this period.

The table below demonstrates this seasonality:

Quarterly Revenue

Trademarks, Licenses, Franchises, Concessions, Royalty Agreements or Labor Contracts, including Duration

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currently expense our costs under a general operating expense category instead of capitalizing any research and development expenses.

of March 31, 2025, we had 25 full-time employees.

of the Covid-19 Pandemic

pandemic affected our end markets considerably for a period of time when lockdown orders were enacted at schools and after-school programs.

We sell to educational program providers, and our products are designed to be used in-person with group collaboration encouraged.

closures and a movement to remote learning during much of calendar year 2020 significantly and negatively impacted our revenue.

for fiscal year 2021 (ending March 31, 2021) declined 57.7% from our revenue for fiscal year 2020.

For fiscal year 2022, the impact from

the pandemic was negligible, as most TK-12 learning institutions and after-school programs resumed in-person learning and services.

reported record revenue in fiscal year 2023 and again in fiscal year 2024, indicating that the any lingering effects of the pandemic

were insignificant.

the pandemic when our markets were significantly impaired by mandated lockdowns, we developed a STEM activity book, titled STEAMventures,

which could be used in a distance-learning environment.

We also modified two (2) of our enrichment programs to be used at the individual

level instead of at the group level, to accommodate areas where in-person learning was not possible.

Through these developments, we believe

that we have a better suite of offerings for distance-learning environments, should that environment arise again.

of the Policies of the New Administration

January, we had a change in the Presidency of the United States and, with it, a sharp turn from past education policy.

The current administration

wants to end the Department of Education, which administers billions of dollars of grants nationwide.

Some of these grants will likely

cease, and some will likely be administered by a different agency or allocated to the states to administer.

While nothing has been finalized

yet, the uncertainty of what might happen has created confusion and anxiety in our market, which has frozen decision makers.

that promote DEI policies have had funding terminated or have received threats of doing so should these policies continue to be promoted.

Some of these schools have pursued legal action against the administration.

This has also added to the confusion and anxiety in our market.

Additionally,

as early as April of 2024, the prior administration granted extensions to the deadline of using ESSER funds, from September 30, 2024,

to March of 2026.

The new administration rescinded these extensions, complicating budgets for many schools that were counting on this

funding extension.

This has further added to the confusion and anxiety in our market.

believes that as these uncertainties are removed, these disruptions to our market will recede.

Additionally,

the new administration has used tariffs as a policy tool to address trade imbalances.

While nothing has been finalized yet, management

believes that costs of raw materials procured from overseas suppliers will likely increase due to some sort of permanent tariff policy.

While the ultimate magnitude of these cost increases is yet unknown, the likelihood of their continued existence is high, which translates

into increased raw materials costs.

The Company has been working with its vendors, one at a time, to manage through these uncertain times

regarding tariff rates.

The Company reprices its products once per year, and will likely pass the majority of any tariff-related cost

increases on to the customer.

of March 31, 2026, we had 28 full-time employees and one (1) part-time employee.

primary focus is to continue penetrating the U.S.

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There is considerable overlap between federal standards and many of the state’s standards.

the new administration’s vocal desire to return education administration to the states, we believe that if it is successful in

that endeavor, then paying more attention to state-level priorities will enhance the competitiveness and attractiveness of our products.

the administration’s vocal desire to return education administration to the states, we believe that if it is successful in that

endeavor, then paying more attention to state-level priorities will enhance the competitiveness and attractiveness of our products.

includes the Career and Technical Education (“CTE”) space, which is well-funded.

second initiative is to provide evidence that our products accomplish certain desired educational outcomes.

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We anticipate that the evidence-based requirement

will grow over time, so we are commissioning studies to be done on a handful of our products to produce evidence of various positive

We are early in this process and do not expect to have the final results until early in calendar year 2026.

will grow over time, so we have commissioned studies to be conducted on our Drone Pathways and Bugs & Slugs.

We expect to have the

results from these studies later this summer.

In December of 2026, we plan to commission similar studies for our Content Creators and

AI Innovators products.

and Environmental Compliance

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of our Company at a special or annual meeting thereof or pursuant to a written consent will require that we provide our stockholders

with the information outlined in Schedules 14A or 14C of Regulation 14;

preliminary copies of this information must be submitted to the

Commission at least 10 days prior to the date that definitive copies of this information are forwarded to our stockholders.

with the information outlined in Schedules 14A or 14C of Regulation 14 of the SEC;

preliminary copies of this information must be submitted

to the Commission at least 10 days prior to the date that definitive copies of this information are forwarded to our stockholders.

the effectiveness of our Form 10 Registration Statement, we also became required to file annual reports on Form 10-K and quarterly reports

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and bankruptcy) in a Current Report on Form 8-K.

Company currently does not hold any intellectual property rights.

While we use reasonable efforts to protect our trade and business secrets,

we cannot assure that our employees, consultants, contractors, or advisors will not, unintentionally or willfully, disclose our trade

secrets to competitors or other third parties.

In addition, courts outside the United States are sometimes

less willing to protect trade secrets.

Moreover, the Company’s competitors may independently develop equivalent knowledge, methods,

and know-how.

If we are unable to defend our trade secrets from others use, or if our competitors develop equivalent knowledge, it could

have a material adverse effect on our business.

Any infringement of our proprietary rights could result in significant litigation costs,

and any failure to adequately protect our proprietary rights could result in our competitors offering similar products, potentially resulting

in loss of a competitive advantage and decreased revenue.

Existing patent, copyright, trademark, and trade secret laws afford only limited

In addition, the laws of some foreign countries do not protect our proprietary rights to the same extent as do the laws of

the United States.

Therefore, we may not be able to protect our proprietary rights against unauthorized third-party use.

claim that a third party illegally obtained and is using the Company’s trade secrets could be expensive and time-consuming, and

the outcome of such a claim is unpredictable.

Litigation may be necessary in the future to protect our trade secrets or to determine

the validity and scope of the proprietary rights of others.

This litigation could result in substantial costs and diversion of resources

and could materially adversely affect our future operating results.

do not hold any intellectual property rights.

While we use reasonable efforts to protect our trade and business secrets, we cannot assure

that our employees, consultants, contractors, or advisors will not, unintentionally or wilfully, disclose our trade secrets to competitors

or other third parties.

In addition, courts outside the United States are sometimes less willing to protect trade secrets.

our competitors may independently develop equivalent knowledge, methods, and know-how.

If we are unable to defend our trade secrets from

others use, or if our competitors develop equivalent knowledge, it could have a material adverse effect on our business.

Any infringement

of our proprietary rights could result in significant litigation costs, and any failure to adequately protect our proprietary rights

could result in our competitors offering similar products, potentially resulting in loss of a competitive advantage and decreased revenue.

Existing patent, copyright, trademark, and trade secret laws afford only limited protection.

In addition, the laws of some foreign countries

do not protect our proprietary rights to the same extent as do the laws of the United States.

Therefore, we may not be able to protect

our proprietary rights against unauthorized third-party use.

Enforcing a claim that a third party illegally obtained and is using the

Company’s trade secrets could be expensive and time-consuming, and the outcome of such a claim is unpredictable.

Litigation may

be necessary in the future to protect our trade secrets or to determine the validity and scope of the proprietary rights of others.

litigation could result in substantial costs and diversion of resources and could materially adversely affect our future operating results.

a smaller reporting company, we are not required to respond to this Item.

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-K

Item 1. Business