What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-14 compared with 2025-11-19 · 112 added, 222 removed, 263 unchanged (56% of the section changed)

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

September 30,

Current assets:

8 unchanged sentences

Operating lease right-of-use assets (see note 5)

LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY

LIABILITIES, REDEEMABLE CONVERTIBLE PREFERRED STOCK, AND STOCKHOLDERS’ DEFICIT

Current liabilities:

7 unchanged sentences

Total long-term liabilities

Stockholders’ equity:

Stockholders’ deficit:

Preferred stock, 10,000,000 shares authorized:

1 unchanged sentence

shares issued and outstanding:

123,685 as of September 30, 2025 and December 31, 2024 (see note 6)

123,685 at March 31, 2026 and December 31, 2025 (see note 6)

Common stock, $ 0.001 par value, 150,000,000 shares authorized, shares issued and outstanding:

90,477,798 as of September 30, 2025 and December 31, 2024

90,477,798 at March 31, 2026 and December 31, 2025

Additional paid-in capital

2 unchanged sentences

( 23,505,303 )

Total stockholders’ (deficit) equity

Total liabilities and stockholders’ (deficit) equity

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

Total stockholders’ deficit

( 1,460,954 )

Total liabilities and stockholders’ deficit

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

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three-months ended

September 30,

Nine-months ended

September 30,

Three-months ended March 31,

REVENUE (see note 3)

5 unchanged sentences

OPERATING LOSS

( 1,541,178 )

OTHER INCOME (EXPENSES)

Foreign exchange gain (loss)

OTHER INCOME (EXPENSES), NET

Foreign exchange income

Interest expense

NET LOSS BEFORE INCOME TAXES

( 1,651,621 )

Income tax expense

1 unchanged sentence

$ ( 499,811 )

$ ( 1,720,585 )

$ ( 720,290 )

LOSS PER SHARE (see note 7)

Basic loss per share – basic & diluted

Basic and diluted loss per share

WEIGHTED AVERAGE SHARES OUTSTANDING (see note 7)

Basics & diluted

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

For the three and nine-months ended September 30, 2025

Series A Redeemable Convertible

Preferred Stock

Total Stockholders’

Three-months ended

September 30, 2025:

Number of Shares

Accumulated Deficit

Balance, June 30, 2025

$ ( 22,541,272 )

Balance, September 30, 2025

$ ( 22,908,464 )

$ ( 262,703 )

Basic and diluted

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

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SERIES A REDEEMABLE

CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT

For the three-months ended March 31, 2026 and 2025

Series A Redeemable Convertible

Preferred Stock

Total Stockholders’

Nine-months ended

September 30, 2025:

Number of Shares

Paid-in Capital

Accumulated Deficit

Stockholders’ Deficit

Balance, December 31, 2025

$ ( 23,505,303 )

Stock-based compensation

$ ( 840,342 )

( 1,720,585 )

Balance, September 30, 2025

$ ( 22,908,464 )

$ ( 262,703 )

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

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

For the three and nine-months ended September 30, 2024

Series A Redeemable Convertible

Preferred Stock

Three-months ended

September 30, 2024:

Number of Shares

Accumulated Deficit

Stockholders’ Equity

Balance, June 30, 2024

Balance, March 31, 2026

$ ( 24,125,915 )

Balance, September 30, 2024

$ ( 1,460,954 )

1 unchanged sentence

Preferred Stock

Total Stockholders’

Nine-months ended

September 30, 2024:

Number of Shares

Paid-in Capital

Accumulated Deficit

Stockholders’ Deficit

Balance, December 31, 2024

$ ( 21,187,879 )

$ ( 859,881 )

Reclassification of preferred stock warrants

Reclassification of series A redeemable convertible preferred stock

Stock-based compensation

Balance, September 30, 2024

Balance, March 31, 2025

$ ( 21,687,690 )

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

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

QUOTEMEDIA, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Nine-months ended

September 30,

Three-months ended March 31,

OPERATING ACTIVITIES:

1 unchanged sentence

$ ( 499,811 )

Adjustments to reconcile net income to net cash provided by operating activities:

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization

Allowance for doubtful accounts

Stock-based compensation expense – common stock warrants

Changes in assets and liabilities:

8 unchanged sentences

Capitalized application software

( 1,093,748 )

( 2,591,750 )

Net cash used in investing activities

( 1,136,331 )

( 2,626,124 )

Net decrease in cash

Net increase (decrease) in cash

Cash and equivalents, beginning of period

Cash and equivalents, end of period

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

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

QUOTEMEDIA, INC.

5 unchanged sentences

Operating results for any quarter are not necessarily indicative of the results for any other quarter or for a full year.

In connection with the preparation of the condensed consolidated financial statements, management evaluated subsequent events after the balance sheet date of September 30, 2025 through the filing of this report.

In connection with the preparation of the condensed consolidated financial statements, management evaluated subsequent events after the balance sheet date of March 31, 2026 through the filing of this report.

These consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2025 contained in the Form 10-K filed with the Securities and Exchange Commission dated April 7, 2026.

10 unchanged sentences

All intercompany transactions and balances have been eliminated.

c) Foreign currency translation and transactions

c) Foreign currency remeasurement and transactions

dollar is the functional currency of all of the Company’s operations.

6 unchanged sentences

The Company maintains an allowance for doubtful accounts for estimated losses resulting from the inability of the Company’s customers to make required payments.

The Company believes that the historical loss information it has compiled is a reasonable base on which to determine expected credit losses for trade receivables held at September 30, 2025, because the composition of the trade receivables at that date is consistent with that used in developing the historical credit-loss percentages (i.e., the similar risk characteristics of its customers and its credit practices have not changed significantly over time).

The allowance for doubtful accounts was $ 430,000 as of September 30, 2025 and $ 330,000 at December 31, 2024.

Bad debt expenses were $ 9,289 and $ 182,171 for the three-months ended September 30, 2025 and 2024, respectively.

Bad debt expenses were $ 121,159 and $ 323,150 for the nine-months ended September 30, 2025 and 2024, respectively.

The Company believes that the historical loss information it has compiled is a reasonable base on which to determine expected credit losses for trade receivables held at March 31, 2026, because the composition of the trade receivables at that date is consistent with that used in developing the historical credit-loss percentages (i.e., the similar risk characteristics of its customers and its credit practices have not changed significantly over time).

The allowance for doubtful accounts was $ 370,000 as of March 31, 2026 and $ 570,000 at December 31, 2025, respectively.

Bad debt (recovery) expenses were $( 936 ) and $ 9,312 for the three-months ended March 31, 2026 and 2025, respectively.

The Company generates substantially all of its revenue from subscriptions for access to its software products and related support.

7 unchanged sentences

Portfolio Management and Real-Time Quote Systems

Corporate QuotestreamTM (Business-to-Business)

Corporate Quotestream TM (Business-to-Business)

Web-delivered, embedded applications providing real-time, streaming market quotes and research information targeted to both professionals and non-professional users.

23 unchanged sentences

Cost of revenue primarily consists of customer support personnel-related compensation expenses, including salaries, bonuses, benefits, payroll taxes, and stock-based compensation expense, as well as expenses related to third-party hosting costs, software license fees, amortization of capitalized software development costs, amortization of acquired technology intangible assets, and allocated overhead.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

f) Accounting Pronouncements

Not Yet Adopted

In September 2025, the FASB issued ASU No.

2025-06, “ Intangibles--Goodwill and Other--Internal-Use Software ” (“ASU No.

2025-06”), which removes all references to sequential software development project stages and establishes new capitalization criteria.

In order for capitalization to begin under the new guidance, management must authorize and commit to funding a project and meet a probable-to-complete recognition threshold.

In evaluating whether the probable-to-complete recognition threshold has been met, management is required to consider whether there is a significant development uncertainty associated with the software project.

The amendments in this ASU may be applied using (1) a prospective transition approach applying the guidance to new software costs incurred as of the beginning of the period of adoption for all projects, including in-process projects, (2) a retrospective transition approach by recasting comparative periods and recognizing a cumulative-effect adjustment to the opening balance of retained earnings, or (3) a modified transition approach applying the amendments on a prospective basis to new software costs incurred except for in-process projects that, as of the date of adoption the entity determines do not meet the capitalization requirements under the new guidance.

2025-06 is effective for the Company in the first quarter of fiscal year 2029.

In September 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):

Targeted Improvements to the Accounting for Internal-Use Software (“ASU 2025-06”), which modernizes the accounting for internal-use software.

ASU 2025-06 removes all references to software development stages and requires capitalization of software costs when management has committed to the software project and it is probable the software will be completed and perform its intended use.

ASU 2025-06 will be effective for the Company in its first quarter of 2028, and early adoption is permitted.

The Company is currently evaluating the timing and method of its adoption of ASU 2025-06.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

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

Narrow-Scope Improvements (“ASU 2025-11”).

ASU 2025-11 clarifies the applicability of the interim reporting guidance, the types of interim reporting, and the form and content of interim financial statements in accordance with GAAP.

The ASU is not intended to change the fundamental nature of interim reporting or expand or reduce current interim disclosure requirements but rather provide clarity and improve navigability of the existing interim reporting requirements.

This guidance is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027.

Early adoption is permitted.

The Company is currently assessing the impact that the adoption of ASU 2025-06 will have on the Company’s Consolidated Financial Statements.

In September 2025, the FASB issued ASU No.

2025-07, “ Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606)”, which refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting.

The guidance also provides clarification under Topic 606 for share-based payments from a customer in a revenue contract.

2025-07 is effective for the Company in the first quarter of fiscal year 2027.

The amendments in this ASU must be applied either (1) prospectively to financial statements issued for reporting periods after the effective date of this ASU or (2) modified retrospectively to any or all prior periods presented in the financial statements.

Early adoption of the amendments is permitted.

The Company is currently assessing the impact that the adoption of ASU No.

2025-07 will have on the Company’s Consolidated Financial Statements.

In July 2025, the FASB issued Accounting Standards Update 2025-05, Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses for Accounts Receivable and Contract Assets (ASU 2025-05).

This accounting standard provides a practical expedient allowing entities to assume that current conditions as of the balance sheet date remain unchanged over the remaining life of the asset when estimating expected credit losses.

ASU 2025-05 is effective for annual reporting periods, including interim reporting periods within those annual periods, beginning after December 15, 2025, with early adoption permitted and should be applied prospectively.

The Company is evaluating the impact of ASU 2025-05 and expects the standard will not have a material impact on the consolidated financial statements and related disclosures

In November 2024, the FASB issued ASU No.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40).

The ASU requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses, including purchases of inventory, employee compensation, depreciation, and intangible asset amortization included in each relevant expense caption.

Additionally, the amendment requires a qualitative description of the amounts remaining in the relevant expense captions that are not separately disaggregated quantitatively, and to disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses.

For public business entities, the new guidance is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

An entity may apply the amendments prospectively for reporting periods after the effective date or retrospectively to any or all prior periods presented in the financial statements.

The Company does not expect that the adoption of ASU 2023-09 will have a significant impact on the Company’s consolidated financial statements.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

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

This standard provides transparency to income tax disclosures related to the rate reconciliation and income taxes paid information.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 for public entities with early adoption permitted.

The amendments in ASU 2023-09 will be applied prospectively in the consolidated financial statements.

The Company does not expect that the adoption of ASU 2023-09 will have a significant impact on the Company’s consolidated financial statements other than the additional disclosures.

We are evaluating the impact of this guidance on our interim disclosures.

In December 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-12, Codification Improvements.

The guidance addresses suggestions received from stakeholders regarding the Accounting Standards Codification and makes other incremental improvements to U.S.

The update represents changes to the Codification that (1) clarify, (2) correct errors, or (3) make minor improvements.

The amendments make the Codification easier to understand and apply.

ASU 2025-12 is effective for fiscal years beginning after December 15, 2026 and interim periods within those fiscal years.

We are currently evaluating the ASU to determine its impact on our disclosures;

however, we do not expect there to be a material impact.

Other accounting standards that have been issued by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption.

2 unchanged sentences

Revenue by type of service consists of the following:

Three-months ended

September 30,

Nine-months ended

September 30,

Three-months ended March 31,

Portfolio Management Systems

3 unchanged sentences

Total revenue

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Deferred Revenue

Changes in deferred revenue were as follows for the nine-month periods ended September 30,

Changes in deferred revenue were as follows for the three-month periods ended March 31,

Beginning balance at Jan 1,

Revenue recognized in the current period from the amounts in the beginning balance

( 1,505,205 )

( 1,374,128 )

New deferrals, net of amounts recognized in the current period

Effects of foreign currency translation

Effects of foreign currency remeasurement

Total deferred revenue

2 unchanged sentences

Total deferred revenue

For contracts greater than one year in duration, revenue allocated to remaining performance obligations, which includes unearned revenue and amounts that will be invoiced and recognized as revenue in future periods, was $ 4.5 million as of September 30, 2025.

The Company expects to recognize approximately 82 % of our total remaining performance obligation revenue over the next 12 months and the remainder thereafter.

We expect to recognize approximately 70 % of our total remaining performance obligation revenue over the next 12 months and the remainder thereafter.

Practical Expedients

The Company applies a practical expedient and does not disclose the value of the remaining performance obligations for contracts that are less than one year in duration.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

RELATED PARTIES

2 unchanged sentences

Shworan, CEO of Quotemedia Ltd., is a control person of 410734 B.C.

At September 30, 2025 $ 41,053 was due to 410734 B.C.

At March 31, 2026 $ 82,968 was due to 410734 B.C.

and at December 31, 2025 $ 62,883 was due to 410734 B.C.

1 unchanged sentence

(“Bravenet”).

At September 30, 2025 and December 31, 2024, there was $ 55,483 and $ 28,483 due to Bravenet related to this agreement, respectively.

At March 31, 2026 and December 31, 2025, there was $ 73,629 and $ 62,883 due to Bravenet related to this agreement, respectively.

Also, on February 25, 2025, Bravenet advanced the Company $ 69,000 .

1 unchanged sentence

Shworan is a control person of Bravenet.

As of September 30, 2025 and December 31, 2024, there were $ 138,760 and $ 185,002 in unreimbursed expenses owed to Keith Randall, CEO of Quotemedia, Inc., respectively.

At March 31, 2026 and December 31, 2025, there was $ 71,757 and $ 72,924 due to Bravenet related to this advance.

At March 31, 2026 and December 31, 2025, there were $ 151,299 and $ 139,670 in unreimbursed expenses owed to Keith Randall, CEO of Quotemedia, Inc., respectively.

Amounts due to related parties are included in accounts payable and accrued liabilities.

5 unchanged sentences

Finance lease assets and liabilities are included in property and equipment and finance lease liabilities, respectively, on the Company’s consolidated balance sheets.

The Company entered into a new lease for office space in Vancouver, Canada as of September 1, 2025 for 5 years resulting in a right of use asset and an offsetting lease liability of $ 141,903 .

Operating lease right-of-use assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date.

As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments.

The Company elected the short-term lease exception and therefore only recognizes right-of-use assets and lease liabilities for leases with a term greater than one year.

The Company elected the short-term lease exception and therefore only recognize right-of-use assets and lease liabilities for leases with a term greater than one year.

When determining lease terms, the Company factors in options to extend or terminate leases when it is reasonably certain that the Company will exercise that option.

1 unchanged sentence

For certain leases the Company accounts for the lease and non-lease components as a single lease component.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Supplemental balance sheet information related to leases was as follows:

Operating Leases

Changes in right-of-use assets and operating lease liabilities were as follows for the nine-month periods ended September 30:

Right-of-use Assets, net

Beginning balance at January 1,

Additions during the period

Right-of-use credits for the period

Right-of-use assets, net

Operating Lease Liability

Beginning balance at January 1,

Additions during the period

Interest portion of lease payments made during the period

Lease payments made during the period

Total operating lease liability

Operating lease right-of-use assets

Current portion of operating lease liability

1 unchanged sentence

Total operating lease liability

Supplemental information related to operating leases:

September 30,

Weighted Average Remaining Lease Term

2 unchanged sentences

Operating leases

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Maturities of lease liabilities were as follows:

Year ending December 31,

2025 (excluding the nine-months ended September 30, 2025)

2026 (excluding the three-months ended March 31, 2026)

Total lease payments

Less imputed interest

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The components of lease expense for the three and nine-months ended September 30, 2025 and 2024 were as follows:

Three-months ended

September 30,

Nine-months ended

September 30,

The components of lease expense for the three-months ended March 31, 2026 and 2025 were as follows:

Three-months ended March 31,

Operating lease costs:

2 unchanged sentences

Total operating lease costs

Supplemental cash flow information for the nine-months ended September 30, 2025 and 2024 related to leases was as follows:

Supplemental cash flow information for the three-months ended March 31, 2026 and 2025 related to leases was as follows:

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

Operating cash flows from operating leases

Right-of-use assets obtained in exchange for lease obligations:

Operating leases

STOCKHOLDERS’ EQUITY

There were no additional right of use assets obtained in exchange for lease obligations for the three-months ended March 31, 2026 and 2025.

REDEEMABLE CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT

a) Redeemable Convertible Preferred Stock

1 unchanged sentence

A total of 550,000 shares of the Company’s preferred stock are designated as “Series A Redeemable Convertible Preferred Stock.” The Series A redeemable convertible preferred stock has no dividend or voting rights.

As of September 30, 2025 and December 31, 2024, 123,685 shares of Series A redeemable convertible preferred stock were outstanding.

No shares of Series A redeemable convertible preferred stock were issued or redeemed during the three and nine-months ended September 30, 2025 and 2024.

At March 31, 2026 and December 31, 2025, 123,685 shares of Series A redeemable convertible preferred stock were outstanding.

No shares of Series A redeemable convertible preferred stock were issued or redeemed during the three-months ended March 31, 2026 and 2025.

Redemption Rights

2 unchanged sentences

In the event of any liquidation, dissolution, or winding up of the Company, whether voluntary or involuntary, before any distribution or payment is made to any holders of any shares of common stock, the holders of shares of Series A redeemable convertible preferred stock shall be entitled to be paid first out of the assets of the Company available for distribution to holders of the Company’s capital stock whether such assets are capital, surplus, or earnings, an amount equal to $25.00 per share of Series A redeemable convertible preferred stock.

Reclassification of Redeemable Convertible Preferred Stock resulting from Amendment to Redemption Rights

Prior to April 26, 2024, 1,000 Series A redeemable convertible preferred stock could be redeemed at the holder’s option at the liquidation value of $ 25 per share if the cash balance of the Company as reported at the end of each fiscal quarter exceeds $ 400,000 .

In accordance with Accounting Standards Update (“ASU”) 480-10-S99, because a limited number of Series A redeemable convertible preferred stock could be redeemed at the holder’s option if the above criteria are met, it was classified as mezzanine equity and not permanent equity.

On April 26, 2024, the Certificate of Designation of the Series A Redeemable Convertible Preferred Stock was amended removing the above redemption right, at no cost to the Company, resulting in a change in the classification of Series A redeemable preferred stock from mezzanine equity to permanent equity.

In addition, the amendment resulted in a change to the classification of warrants to purchase shares of Series A redeemable convertible preferred stock (“preferred stock warrants”) from preferred stock warrant liability to additional paid-in capital.

There was no impact on the consolidated statement of operations resulting from the amendment.

b) Common stock

No shares of common stock were issued during the three-months ended March 31, 2026 and 2025.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

b) Common stock

No shares of common stock were issued during the three and nine-months ended September 30, 2025 and 2024.

c) Stock Options and Warrants

1 unchanged sentence

The impact of forfeitures that may occur prior to vesting is also estimated and considered in the amount recognized.

Total stock-based compensation expense, related to all of the Company’s stock-based awards, recognized for the three and nine-months ended September 30, 2025 and 2024 was comprised as follows:

Three-months ended

September 30,

Nine-months ended

September 30,

Sales and marketing

Total stock-based compensation expense

There were no stock-based compensation expenses related to the Company’s stock-based awards for the three-months ended March 31, 2026 and 2025.

Common Stock Options and Warrants

The following table summarizes the Company’s common stock option and warrant activity for the nine-months ended September 30, 2025:

Common Stock Options

Weighted-Average Grant Date Exercise Price

Outstanding at December 31, 2024

Granted during the period

Canceled during the period

( 8,458,803 )

Outstanding at September 30, 2025

On May 14, 2025, the Company canceled a total of 8,458,803 common stock options and warrants, granting 8,458,803 new options and warrants with expiry dates extended an additional five years.

The stock-based compensation expense related to this extension was $ 42,294 .

The following table summarizes the weighted average remaining contractual life and exercise price of common stock options and warrants outstanding and exercisable at September 30, 2025:

At September 30, 2025, there was no unrecognized compensation cost related to non-vested options and warrants granted to purchase common stock.

There were 25,772,803 fully vested common stock warrants and options outstanding at March 31, 2026 and December 31, 2025 at a weighted-average grant date exercise price of $ 0.06 .

No stock options or warrants to purchase common stock were granted or exercised during the three-months ended March 31, 2026 and 2025.

The following table summarizes the weighted average remaining contractual life and exercise price of common stock options and warrants outstanding and exercisable at March 31, 2026:

At March 31, 2026, there was no unrecognized compensation cost related to non-vested options and warrants granted to purchase common stock.

All stock options and warrants to purchase common stock have been granted with exercise prices equal to or greater than the market value of the underlying common shares on the date of grant.

At September 30, 2025, the aggregate intrinsic value of options and warrants outstanding and exercisable was $ 2,890,110 .

At March 31, 2026, the aggregate intrinsic value of options and warrants outstanding and exercisable was $ 2,116,926 .

The intrinsic value of stock options and warrants are calculated as the amount by which the market price of the Company’s common stock exceeds the exercise price of the option or warrant.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Preferred Stock Warrants

8 unchanged sentences

The probability of the liquidity event performance condition is not currently determinable or probable;

therefore, no compensation expense has been recognized as of September 30, 2025.

therefore, no compensation expense has been recognized as of March 31, 2026.

The probability is re-evaluated each reporting period.

As of September 30, 2025, there was $ 7,480,496 in unrecognized stock-based compensation expense related to these liquidity preferred stock warrants.

As of March 31, 2026, there was $ 7,480,496 in unrecognized stock-based compensation expense related to these liquidity preferred stock warrants.

Since the liquidity preferred stock warrants only vest and become exercisable on the consummation of a liquidity event which is currently determined not to be probable, management is also unable to determine the weighted-average period over which the unrecognized compensation cost will be recognized.

As of September 30, 2025, there were a total of 413,493 preferred stock warrants outstanding with a weighted average remaining contractual life of 22.3 years.

As of September 30, 2025, 31,250 preferred stock warrants were exercisable.

No preferred stock warrants were granted or exercised for the three and nine-months ended September 30, 2025 and 2024.

Reclassification of Preferred Stock Warrant Liability resulting from Amendment to Redemption Rights

As discussed in note 6 a), the amendment to the redemption rights for the Series A redeemable convertible preferred stock resulted in a change to the classification of preferred stock warrants on April 26, 2024.

The preferred stock warrant liability of $ 611,563 was reclassified to additional paid-in capital.

There was no impact on the consolidated statement of operations resulting from the amendment.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

As of March 31, 2026, there were a total of 413,493 preferred stock warrants outstanding with a weighted average remaining contractual life of 21.8 years.

As of March 31, 2026, 31,250 preferred stock warrants were exercisable.

No preferred stock warrants were granted or exercised for the three-months ended March 31, 2026 and 2025.

LOSS PER SHARE

5 unchanged sentences

Therefore, in periods when a loss is reported, the calculation of basic and dilutive loss per share results in the same value.

The calculations for basic and diluted net income per share for the three and nine-months ended September 30, 2025 and 2024 are as follows:

Three-months ended

September 30,

Nine-months ended

September 30,

$ ( 367,192 )

$ ( 440,941 )

The calculations for basic and diluted net income per share for the three-months ended March 31, 2026 and 2025 are as follows:

Three-months ended March 31,

$ ( 620,612 )

$ ( 499,811 )

Weighted average common shares used to calculate net income per share

Weighted average common shares used to calculate net loss per share

Warrants to purchase redeemable convertible preferred stock

1 unchanged sentence

Stock options and warrants to purchase common stock

Weighted average common shares used to calculate diluted net income per share

Net loss per share – basic & diluted

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

The number of shares of potentially dilutive common stock related to options and warrants that were excluded from the calculation of dilutive shares since the inclusion of such shares would be anti-dilutive for the three and nine-months ended September 30, 2025 and 2024 are shown below:

Three-months ended

September 30,

Nine-months ended

September 30,

Weighted average common shares used to calculate diluted net loss per share

Net loss per share – basic and diluted

The number of shares of potentially dilutive common stock related to options and warrants that were excluded from the calculation of dilutive shares since the inclusion of such shares would be anti-dilutive for the three-months ended March 31, 2026 and 2025 are shown below:

Three-months ended March 31,

Warrants to purchase redeemable convertible preferred stock

10 unchanged sentences

The accounting policies of the financial market data segment are the same as those described in the summary of accounting policies.

The CODM assesses performance and decides how to allocate resources based on consolidated net loss that is also reported on the consolidated statements of operations as consolidated net loss.

The Chief Operating Decision Makers (CODM) are the CEOs of QuoteMedia, Inc.

and its wholly owned subsidiary QuoteMedia Ltd.

CODM assesses performance and decides how to allocate resources based on consolidated net loss that is also reported on the consolidated statements of operations as consolidated net loss.

The measure of segment assets is reported on the consolidated balance sheets as total consolidated assets.

3 unchanged sentences

The monitoring of budgeted versus actual results is used in assessing performance of the segment and in establishing management’s compensation.

QUOTEMEDIA, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

All expense categories on the consolidated statements of operations are significant and there are no other significant segment expenses that would require disclosure or are regularly provided to the CODM.

Assets provided to the CODM are consistent with those reported on the consolidated balance sheets with particular emphasis on the Company’s available liquidity, including its cash and cash equivalents.

REVENUE CONCENTRATION

A significant portion of the Company’s revenue has historically been derived from customers outside of the United States, primarily in Canada.

For the years ended March 31, 2026 and 2025, revenue from Canada accounted for approximately 37 % and 35 %, respectively, of total revenue.

Customer Concentration

The following table summarizes customers comprising 10 % or more of revenue for the three-months ended March 31,

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