SkyAI, Inc. 10-Q

ITEM 1A. RISK FACTORS Except for the additional risk factors set forth below, factors that could cause our actual results to differ materially from those in this Quarterly Report are described in the Form 10-K for the year ended December 31, 2025, any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. Except as described below, as of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in the Form 10-K for the year ended December 31, 2025. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC. We have recently undergone a fundamental transformation of our business and strategic direction, and there can be no assurance that our new strategy will be successful. Beginning in the second quarter of 2026, we discontinued our legacy business of marketing and distribution of syringe products and related drug-delivery systems, and adopted a new business strategy focused on building an agentic finance platform serving the global south. We have limited operating history in the agentic finance platform markets, and our ability to execute our new strategy is unproven. Our management team, while experienced in corporate strategy, mergers and acquisitions and capital markets, has not previously managed a publicly traded finance platform company. There can be no assurance that our strategic pivot will result in successful acquisitions, revenue growth or profitability, and the failure to execute our strategy could have a material adverse effect on our business, financial condition and results of operations. Our use and integration of AI, including generative AI, in connection with our Solana treasury strategy and broader business operations expose us to operational, legal, regulatory, reputational, and competitive risks. AI technologies, particularly generative AI, remain in relatively early stages of commercial deployment and are inherently complex and rapidly evolving. These technologies may produce inaccurate, incomplete, misleading, or “hallucinatory” outputs and may embed unintended biases or discriminatory or otherwise flawed results that may not be readily detectable. To the extent that AI-driven analyses, forecasts, or decision-making tools are used in connection with our treasury management, digital asset strategies, or related services, any deficiencies, inaccuracies or perceived flaws in such outputs could adversely affect our decision-making, financial performance, reputation, and competitive position. 10 In addition, our reliance on AI-powered tools may increase the risk of inadvertent disclosure or misuse of confidential or proprietary information. If our employees, contractors, or service providers input sensitive information into third-party AI systems, such information could become part of external training datasets or otherwise be exposed to third parties, potentially impairing our ability to protect our intellectual property or maintain the confidentiality of our strategic or financial data. Our ability to mitigate these risks depends in large part on the effectiveness of our internal controls, policies, and safeguards governing the use of AI technologies. The legal and intellectual property landscape surrounding generative AI is uncertain and evolving. Content generated using AI tools may not be eligible for copyright protection, which could limit our ability to commercialize such content or assert ownership rights. Furthermore, AI-generated outputs may inadvertently infringe upon third-party intellectual property, privacy, or publicity rights, including where such outputs are derived from or resemble protected materials used in training underlying models. Any such claims could result in litigation, liability, regulatory scrutiny, or restrictions on our use of AI technologies. Our use of AI may also increase our exposure to cybersecurity risks, including potential data breaches or unauthorized access to sensitive information processed through AI systems. Any such incidents could result in legal liability, regulatory enforcement, reputational harm, and increased costs associated with remediation and compliance. Additionally, competitors or other market participants may adopt AI technologies more effectively or more rapidly than we do, which could impair our ability to compete, particularly in the context of digital asset treasury management and analytics. As AI adoption continues to expand, we expect to incur additional costs and devote significant resources to developing, maintaining, and monitoring our AI capabilities, as well as addressing associated ethical, operational, and compliance challenges. As a result of the foregoing, our use of AI technologies could materially and adversely affect our business, financial condition and results of operations. Evolving laws, regulations, and regulatory interpretations relating to artificial intelligence may adversely affect our business, including our ability to use AI in connection with our Solana treasury strategy. The regulatory environment governing AI, machine learning, and automated decision-making is rapidly developing and remains uncertain across jurisdictions. New laws and regulations may be adopted, and existing laws may be interpreted or applied in ways that restrict or impose additional requirements on our use of AI technologies. We may be required to modify our operations, limit certain uses of AI, or incur significant costs to achieve compliance, any of which could adversely affect our business, financial condition and results of operations. For example, the European Union’s Artificial Intelligence Act (the “AI Act”), which entered into force on August 1, 2024 and is expected to become fully applicable by August 2, 2026, establishes a risk-based framework governing the development and deployment of AI systems. The AI Act imposes varying levels of obligations depending on the classification of AI systems, including prohibitions on certain uses and stringent requirements for systems deemed “high-risk.” To the extent our current or future AI applications fall within the scope of the AI Act or similar regulatory regimes, we may be subject to increased compliance burdens, operational constraints, and potential liability. Similarly, in the United States and other jurisdictions, regulatory authorities have begun adopting and enforcing laws and guidance relating to AI, data privacy, and consumer protection. These developments may require us to obtain additional consents, implement enhanced governance frameworks, or modify our use of AI technologies. Regulatory authorities, including the Federal Trade Commission, have also taken enforcement actions requiring companies to disgorge data or models derived from allegedly non-compliant AI practices. Any such actions directed or expected to be directed against us could have a material impact on our operations. If we are unable to effectively anticipate, manage, and comply with evolving AI-related legal and regulatory requirements, or if our use of AI technologies becomes restricted or economically impractical, our business may become less efficient, we may face increased costs or liability, our financial condition or results of operations could suffer, and our competitive position could be adversely affected. 11 Sales, or the perception of sales, of our shares of common stock by us or our existing stockholders in the public market could cause the market price for our common stock to decline. The sale of substantial amounts of shares of common stock in the public market or the perception that such sales could occur, could harm the prevailing market price of our common stock. These sales, by us or our existing stockholders, or the possibility that these sales may occur, also might make it more difficult for us to sell equity securities in the future at a time and at a price that we deem appropriate.