SKINVISIBLE, INC. 10-Q

Item 1. Financial Statements Our condensed consolidated financial statements included in this Form 10-Q are as follows: F-1 Condensed consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 (unaudited); F-2 Condensed consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (unaudited); F-3 Condensed consolidated Statements of Stockholders’ Equity ( Deficit) for the three months ended March 31, 2026 and 2025 (unaudited); F-4 Condensed consolidated Statements of Cash Flow for the three months ended March 31, 2026 and 2025 (unaudited); F-5 Notes to Condensed consolidated Financial Statements. These condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended March 31, 2026 are not necessarily indicative of the results that can be expected for the full year. 3 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) March 31, 2026 December 31, 2025 ASSETS Current assets Cash $ 1,798 $ 2,620 Accounts receivable 5,000 5,000 Due from related party 17,592 17,592 Prepaid expense and other current assets — 2,319 Total current assets 24,390 27,531 Patents and trademarks, net 95,029 100,036 Total assets $ 119,419 $ 127,567 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accounts payable and accrued liabilities $ 1,354,961 $ 1,253,669 Accrued interest payable 3,498,401 3,357,157 Loans from related party 61,544 45,044 Loans payable 10,000 10,000 Convertible notes payable 352,075 352,075 Total current liabilities 5,276,981 5,017,945 Convertible notes payable related party 5,372,403 5,372,403 Total liabilities 10,649,384 10,390,348 Stockholders' deficit Common stock; $ 0.001 par value; 200,000,000 shares authorized; 5,403,843 and 5,403,843 shares issued and outstanding at March 31, 2026 and December 31, 2025, respectively 5,404 5,404 Additional paid-in capital 30,741,991 30,741,991 Accumulated deficit ( 41,277,360 ) ( 41,010,176 ) Total stockholders' deficit ( 10,529,965 ) ( 10,262,781 ) Total liabilities and stockholders' deficit $ 119,419 $ 127,567 See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements. F- 1 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) For the periods ended March 31, 2026 March 31, 2025 Revenues $ 5,000 $ 5,000 Cost of revenues — — Gross profit 5,000 5,000 Operating expenses Depreciation and amortization 5,007 4,940 Selling general and administrative 125,931 139,912 Total operating expenses 130,938 144,852 Loss from operations ( 125,938 ) ( 139,852 ) Other income and (expense) Interest expense ( 141,246 ) ( 141,153 ) Total other income (expense) ( 141,246 ) ( 141,153 ) Net loss $ ( 267,184 ) $ ( 281,005 ) Basic loss per common share $ ( 0.05 ) $ ( 0.05 ) Basic weighted average common shares outstanding 5,403,843 5,362,787 See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements. F- 2 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT (UNAUDITED) Common Stock Shares Amount Additional Paid-in Capital Shares payable Accumulated Deficit Total Stockholders' Deficit Balance, December 31, 2025 5,403,843 $ 5,404 $ 30,741,991 $ — $ ( 41,010,176 ) $ ( 10,262,781 ) Net loss — — — — ( 267,184 ) ( 267,184 ) Balance, March 31, 2026 $ 5,403,843 $ 5,404 $ 30,741,991 $ — $ ( 41,277,360 ) $ ( 10,529,965 ) Balance, December 31, 2024 5,316,843 $ 5,317 $ 30,707,298 $ 10,000 $ ( 39,946,142 ) $ ( 9,223,527 ) Shares issued for cash 87,000 87 34,693 ( 10,000 ) — 24,780 Net loss — — — — ( 281,005 ) ( 281,005 ) Balance, March 31, 2025 $ 5,403,843 $ 5,404 $ 30,741,991 $ — $ ( 40,227,147 ) $ ( 9,479,752 ) See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements. F- 3 Table of Contents SKINVISIBLE, INC. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the periods ended March 31, 2026 March 31, 2025 Cash flows from operating activities: Net loss $ ( 267,184 ) $ ( 281,005 ) Adjustments to reconcile net loss to net cash provided (used) by operating activities: Depreciation and amortization 5,007 4,940 Changes in operating assets and liabilities: Decrease (Increase) in prepaid assets 2,319 2,253 Decrease (Increase) in accounts receivable — 4,530 Increase (decrease) in accounts payable and accrued liabilities 101,292 100,331 Decrease in due from related party 16,500 ( 3,920 ) Increase in accrued interest 141,244 141,151 Net cash provided used in operating activities ( 822 ) ( 31,720 ) Cash flows from investing activities: Purchase of intangible assets — — Net cash used in investing activities — — Cash flows from financing activities: Common stock issued for cash — 24,780 Proceeds from notes payable — 10,000 Net cash provided by (used in) financing activities — 34,780 Net change in cash ( 822 ) 3,060 Cash, beginning of period 2,620 10,336 Cash, end of period $ 1,798 $ 13,396 Supplemental disclosure of cash flow information: Cash paid for interest $ — $ — Cash paid for tax $ — $ — See Accompanying Notes to Unaudited Condensed Consolidated Financial Statements. F- 4 Table of Contents SKINVISIBLE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. DESCRIPTION OF BUSINESS AND HISTORY Description of business Skinvisible, Inc., (referred to as the “Company”) is focused on the development, manufacture and sales of innovative topical, transdermal and mucosal polymer-based delivery system technologies and formulations incorporating its patent-pending formula/process for combining hydrophilic and hydrophobic polymer emulsions. The technologies and formulations have broad industry applications within the pharmaceutical, over-the-counter, personal skincare and cosmetic arenas. Additionally, the Company’s non-dermatological formulations offer solutions for a broad spectrum of markets including women’s health, pain management, and others. The Company maintains executive and sales offices in Las Vegas, Nevada. History The Company was incorporated in Nevada on March 6, 1998 , under the name of Microbial Solutions, Inc. The Company underwent a name change on February 26, 1999, when it changed its name to Skinvisible, Inc. The Company’s subsidiary’s name of Manloe Labs, Inc. was also changed to Skinvisible Pharmaceuticals, Inc. Skinvisible, Inc., together with its subsidiaries, shall herein be collectively referred to as the “Company.” 2. BASIS OF PRESENTATION AND GOING CONCERN Basis of presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the period presented have been reflected herein. Going concern The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. For the three months ended March 31, 2026, the Company had a net loss of $ 267,184 The Company has also incurred cumulative net losses of $ 41,277,360 since its inception and requires capital for its contemplated operational and marketing activities to take place. These factors, among others, raises substantial doubt about the Company’s ability to continue as a going concern within one year from the date of filing. Managements plans for the Company are to generate the necessary funding through licensing of its core products and to seek additional debt and equity funding. However, the Company’s ability to generate the necessary funds through licensing or raise additional capital through the future issuances of common stock or debt is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The consolidated financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. 3. SUMMARY OF SIGNIFICANT POLICIES This summary of significant accounting policies of Skinvisible Inc. is presented to assist in understanding the Company’s consolidated financial statements. The consolidated financial statements and notes are representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the consolidated financial statements. Principles of consolidation The consolidated financial statements include the accounts of the Company and its subsidiary Skinvisible Pharmaceuticals Inc. All significant intercompany balances and transactions have been eliminated. F- 5 Table of Contents Use of estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include estimates used to review the Company’s impairments and estimations of long-lived assets, allowances for uncollectible accounts, inventory valuation, and the valuations of non-cash capital stock issuances. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable in the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Cash and cash equivalents For purposes of the statement of cash flows, the Company considers all highly liquid investments and short-term instruments with original maturities of three months or less to be cash equivalents. Fair Value of financial instruments The carrying value of cash, accounts payable and accrued expenses, and debt (See Notes 6 & 8) approximate their fair values because of the short-term nature of these instruments. Management believes the Company is not exposed to significant interest or credit risks arising from these financial instruments. The carrying amount of the Company’s convertible debt is also stated at a fair value of $ 5,724,477 since the stated rate of interest approximates market rates. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The Company utilizes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable. • Level 1 Quoted prices in active markets for identical assets or liabilities. These are typically obtained from real-time quotes for transactions in active exchange markets involving identical assets. The Company uses Level 1 measurements to value the transactions when it issues shares, warrants, options and debt with beneficial conversion features. • Level 2 Quoted prices for similar assets and liabilities in active markets; quoted prices included for identical or similar assets and liabilities that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. These are typically obtained from readily available pricing sources for comparable instruments. The Company did not rely on any Level 2 measurements for any of its transactions in the periods included in these financial statements. • Level 3 Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The Company did not rely on any Level 3 measurements for any of its transactions in the periods included in these financial statements. Revenue recognition We recognize revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board's (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which requires that five steps be followed in evaluating revenue recognition: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation. Product sales – Revenues from the sale of products (Invisicare® polymers) are recognized when title to the products are transferred to the customer and only when no further contingencies or material performance obligations are warranted, and thereby have earned the right to receive reasonably assured payments for products sold and delivered. F- 6 Table of Contents Royalty sales – We also recognize royalty revenue from licensing our patented product formulations only when earned, with no further contingencies or material performance obligations are warranted and thereby have earned the right to receive and retain reasonably assured payments. Distribution and license rights sales – We also recognize revenue from distribution and license rights when no further contingencies or material performance obligations are warranted and thereby have earned the right to receive and retain reasonably assured payments. The Company has made an accounting policy election to exclude from the measurement of the transaction price all taxes assessed by governmental authorities that are collected by the Company from its customers (sales and use taxes, value added taxes, some excise taxes). Accounts Receivable Accounts receivable is comprised of uncollateralized customer obligations due under normal trade terms requiring payment within 30 days from the invoice date. The carrying amount of accounts receivable is reviewed periodically for collectability. If management determines that collection is unlikely, an allowance that reflects management’s best estimate of the amounts that will not be collected is recorded. Management reviews each accounts receivable balance that exceeds 30 days from the invoice date and, based on an assessment of creditworthiness, estimates the portion, if any, of the balance that will not be collected. As of March 31, 2026 and 2025, the Company had determined it was not necessary to recognize a reserve for doubtful accounts. Intangible assets The Company follows Financial Accounting Standard Board’s (FASB) Codification Topic 350-10 (“ASC 350-10”), “ Intangibles – Goodwill and Other ”. According to this statement, intangible assets with indefinite lives are no longer subject to amortization, but rather an annual assessment of impairment by applying a fair-value based test. Under ASC 350-10, the carrying value of assets are calculated at the lowest level for which there are identifiable cash flows. Stock-based compensation The Company follows the guidelines in FASB Codification Topic ASC 718-10 “ Compensation-Stock Compensation ”, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees and directors including employee stock options and employee stock purchases related to an Employee Stock Purchase Plan based on the estimated fair values. Earnings (loss) per share The Company reports earnings (loss) per share in accordance with FASB Codification Topic ASC 260-10 “Earnings Per Share”, Basic earnings (loss) per share is computed by dividing income (loss) available to common shareholders by the weighted average number of common shares available. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. Diluted earnings (loss) per share has not been presented for the three months ending March 31, 2026 since the effect of the assumed exercise of options and warrants to purchase common shares (common stock equivalents) would have an anti-dilutive effect. There were 82,981,326 additional shares issuable in connection with outstanding options, warrants, stock payable and convertible debts as of March 31, 2026 The shares issuable under each instrument is as follows; 82,981,326 shares issuable under convertible notes. F- 7 Table of Contents Segment Reporting The Company determined its reporting units in accordance with ASC 280, Segment Reporting. Reportable operating segments are determined based on the management approach, as defined by ASC 280, which is based on the way that the chief operating decision-maker (“CODM”) organizes segments within the Company for making operating decisions, assessing performance, and allocating resources. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates the Company. The Company operates as a single operating and reportable segment. The Company has identified its Chief Executive Officer as the CODM, who reviews the Company’s financial information for purposes of making operating decisions and assessing financial performance. The net loss is the measure of segment profit (loss) most consistent with U.S. GAAP that is regularly reviewed by the CODM to allocate resources and assess financial performance. Recently issued accounting pronouncements 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"). ASU 2025-05 provides a practical expedient that all entities can use when estimating expected credit losses for current accounts receivable and current contract assets arising from transactions accounted for under ASC 606, Revenue from Contracts with Customers. Under this practical expedient, an entity is allowed to assume that the current conditions it has applied in determining credit loss allowances for current accounts receivable and current contract assets remain unchanged for the remaining life of those assets. ASU 2025-05 is effective for fiscal years beginning after December 15, 2025, and interim reporting periods in those years. Entities that elect the practical expedient and, if applicable, make the accounting policy election are required to apply the amendments prospectively. The Company has evaluated the impact of ASU 2025-05 on its financial statements and disclosures and has determined that it does not a have material impact on the financial statements. In November 2025, the FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. The amendments clarify and reorganize existing interim reporting guidance, including the scope of Topic 270 and interim disclosure requirements, and introduce a disclosure principle requiring entities to disclose material events or changes occurring since the most recent annual reporting period. ASU 2025-11 is effective for interim reporting periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the impact of ASU 2025-11 on its financial statements and related disclosures. In December 2025, the FASB issued ASU 2025-12, Accounting Standards Codification Improvements, which clarifies guidance and makes minor improvements across various topics, including earnings per share, receivables, revenue, income taxes, and equity. This ASU is effective for annual periods beginning after December 15, 2026, and interim periods within those annual periods, with early adoption permitted. The Company is currently evaluating the impact of the new guidance on its financial statements and disclosures. The Company does not believe that other standards, which have been issued but are not yet effective, will have a significant impact on its financial statements. 4. INTANGIBLE AND OTHER ASSETS Patents and other intangible assets are capitalized at their historical cost and are amortized over their estimated useful lives. As of March 31, 2026 intangible assets total $ 95,029 , net of $ 212,729 of accumulated amortization. As of December 31, 2025, intangible assets total $ 100,036 , net of $ 207,722 of accumulated amortization. F- 8 Table of Contents 5. RELATED PARTY TRANSACTIONS Convertible Notes Related Party March 31, 2026 December 31, 2025 On January 31, 2023, the Company negotiated accrued salaries, vacation, and outstanding convertible notes for its two officers. Under the terms of the agreements, all outstanding notes totaling $ 4,220,209 , accrued salaries of $ 1,062,000 , accrued vacation of $ 90,193 were converted to promissory notes convertible into common stock with a warrant feature. The convertible promissory notes are unsecured, due five years from issuance, and bear an interest rate of 10 % . At the investor’s option until the repayment date, the note may be converted to shares of the Company’s common stock at a fixed price of $0.10 per share along with warrants to purchase one share for every two shares issued at the exercise price of $0.15 per share for three years after the conversion date. 5,372,402 5,372,402 — — Total, net of unamortized discount $ 5,372,402 $ 5,372,402 6. NOTES PAYABLE On February 7, 2025, the Company issued a $ 10,000 promissory note payable. The promissory note is unsecured, due one years from issuance, and bears an interest rate of 10 % . At the noteholder’s option until the repayment date, the note may be converted to 33,334 shares of the Company’s common stock. 7. CONVERTIBLE NOTES PAYABLE Convertible Notes Payable consists of the following: March 31, December 31, 2026 2025 On June 30, 2019, the Company renegotiated accrued salaries and interest and outstanding convertible notes for a former employee. Under the terms of the agreements, all outstanding notes totaling $ 224,064 , accrued interest of $ 119,278 , accrued salaries of $ 7,260 and accrued vacation of $ 1,473 were converted to a promissory note convertible into common stock with a warrant feature. The convertible promissory note is unsecured, due five years from issuance, and bears an interest rate of 10 % . At the noteholder’s option until the repayment date, the note may be converted to shares of the Company’s common stock at a fixed price of $0.20 per share along with warrants to purchase one share for every two shares issued at the exercise price of $0.30 per share for three years after the conversion date. The Company has determined the value associated with the beneficial conversion feature in connection with the notes to be $ 152,642 as valued under the intrinsic value method. 352,075 352,075 Unamortized debt discount — — Total, net of unamortized discount 352,075 352,075 Total Convertible Notes $ 352,075 $ 352,075 Current portion: 352,075 352,075 Total long-term convertible notes $ — $ — F- 9 Table of Contents 8. STOCK WARRANTS Following is a summary of stock warrant activity during the periods ended March 31, 2026 and December 31, 2025: Warrants Weighted average exercise price Outstanding December 31, 2025 189,000 $ 0.60 Granted — $ — Expired — — Outstanding March 31, 2026 189,000 $ 0.60 9. COMMITMENTS AND CONTINGENCIES License Agreement On October 17, 2019, Skin visible entered an Exclusive License Agreement with Quoin pursuant to which Skinvisible granted to Quoin a license to certain patents for the development of products for commercial sale. In exchange for the license, Quoin agreed to pay to Skinvisible a license fee of $ 1,000,000 and a royalty percentage on all net sales on the licensed products subject to adjustment in certain situations. The agreement also requires that Quoin make certain milestone payments to Skinvisible upon achieving regulatory approval milestones for certain drug products. The agreement is subject to termination, if among other things, 50 % of the license fee is not paid by December 31, 2019 and if the full License Fee is not paid by March 31, 2020. No payments were made by Quoin and the agreement was terminated on December 31, 2019. Both Parties subsequently determined that they continue to see the value in a partnership and therefore on May 8, 2020 and again on July 31, 2020 the companies agreed to extend the Exclusive License Agreement, as amended under the same terms to expire on September 30, 2020 and on January 27, 2021 the companies agreed to revise the milestone payments due under the agreement and to extend the agreement indefinitely. On June 14, 2021, the Company entered into an amendment to change the terms of the license Fee as shown below As partial consideration for the rights conveyed by Skinvisible under this Agreement, Licensee agrees to pay to Skinvisible a one-time, non-refundable, non-creditable license issue fee of one million USD dollars ( $ 1,000,000 ) On February 3, 2020, we entered into a License Agreement with Ovation Science Inc. pursuant to which Skinvisible granted to Ovation Science Inc. a license for the manufacture and distribution rights to its hand sanitizer product, DermSafe. In exchange for the license, Ovation Science Inc. agreed to pay to Skinvisible a royalty percentage on all net sales on the licensed products subject to adjustment in certain situations plus a license fee payable in year 3 of the agreement if it chooses to continue the license. On June 10, 2020, the agreement was further amended to provide additional assignment rights for its hand sanitizer products in exchange for $ 100,000 . 10. STOCKHOLDERS’ DEFICIT The Company is authorized to issue 200,000,000 shares of $ 0.001 par value common stock. The Company had issued 5,403,843 and 5,403,843 and outstanding shares of common stock as of March 31, 2026 and December 31, 2025, respectively. 11. SUBSEQUENT EVENTS In accordance with ASC Topic 855-10, the Company has analyzed its operations subsequent to March 31, 2026 to the date these financial statements were available to be issued and has determined that it does not have any material subsequent events to disclose in these financial statements. 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