What changed in this filing

/stocks — the workspaceLOADING

Item 1A. Risk Factors

2025-10-30 compared with 2025-05-01 · 31 added, 23 removed, 1 unchanged (98% of the section changed)

Our business, future financial

condition, and results of operations are subject to a number of factors, risks and uncertainties, which are disclosed in Item 1A, entitled

“Risk Factors” in Part I of our Annual Report on Form 10-K for our fiscal year ended June 30, 2024, as well as any amendments

thereto or additions and changes thereto contained in this quarterly report on Form 10-Q for the quarter ended March 31, 2025.

information regarding some of those risks and uncertainties is contained in the notes to the condensed consolidated financial statements

included elsewhere in this report and in Part I, Item 2, entitled “Management’s Discussion and Analysis of Financial Condition

and Results of Operations.” The risks and uncertainties disclosed in our Form 10-K, our quarterly reports on Form 10-Q and other

reports filed with the SEC are not necessarily all of the risks and uncertainties that may affect our business, financial condition and

results of operations in the future.

There have been no material changes to the risk factors as disclosed in our Annual Report on Form

10-K for the fiscal year ended June 30, 2024, except as provided in any amendments thereto and those set forth below.

Recently proposed tariffs could have

a negative effect on our business, results of operations, financial condition, and liquidity.

Starting in the first quarter

of 2025, the United States government announced additional tariffs on goods imported into the U.S.

from numerous countries and multiple

nations countered with reciprocal tariffs and other actions in response.

government stated that it is willing to negotiate with

other countries regarding the tariffs.

While we manufacture our products locally, we source raw materials and purchased components through

an extensive supply chain, and the tariffs may negatively impact demand and result in an increase in some product costs.

We are currently

analyzing the impacts of tariffs and actions that can be taken to moderate and/or minimize their effects.

business, future financial condition, and results of operations are subject to a number of factors, risks, and uncertainties, which are

disclosed in Item 1A, entitled “Risk Factors,” in Part I of our Annual Report on Form 10-K for our fiscal year ended June

30, 2025, as well as any amendments thereto or additions and changes thereto contained in this quarterly report on Form 10-Q for the

quarter ended September 30, 2025.

Additional information regarding some of those risks and uncertainties is contained in the notes to

the condensed consolidated financial statements included elsewhere in this report and in Part I, Item 2, of this report entitled “Management’s

Discussion and Analysis of Financial Condition and Results of Operations.” The risks and uncertainties disclosed in our Form 10-K,

our quarterly reports on Form 10-Q, and other reports filed with the SEC are not necessarily all of the risks and uncertainties that

may affect our business, financial condition, and results of operations in the future.

There have been no material changes to the risk

factors as disclosed in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025, except those set forth below.

intelligence (“AI”) may be generating information that is used incorrectly and may lead to an adverse effect on our business.

August 2025, a law firm that practices securities litigation posted a press release and had a link on its website inviting our shareholders

to request an investigation into Pro-Dex.

The press release erroneously attributed a Form 8-K that we had filed nearly two years earlier,

as well as other stale information, to a 20 percent decline in our stock price that occurred in August 2025.

This law firm quickly removed

these items from the internet, including from its website, before we initiated a request for them to do so.

While we have no way of knowing

for certain that AI led to the generation of the press release, it seems possible to us that misinformation was attributable to AI.

PDEX symbols exist in the marketplace, and the association may create confusion.

we announced in a press release on October 16, 2025, Polkadex, which to our understanding trades on certain crypto exchanges (and possibly

on certain other platforms) under the symbol PDEX may be creating confusion.

Our common stock trades on the Nasdaq Capital Market under

the symbol PDEX and there is no relationship or affiliation between Pro-Dex, In, and Polkadex.

We do not know whether our shareholders

obtain alerts or automated messages related to Polkadex that are misconstrued as being related to Pro-Dex, Inc.

or vice versa.

we have no idea whether any trades in our common stock were intended for trades in cryptocurrencies or vice versa.

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

DEFAULTS UPON SENIOR SECURITIES

MINE SAFETY DISCLOSURES

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 1A. Risk Factors