10q10k10q10k.net

What changed in INTERLINK ELECTRONICS INC's 10-K2024 vs 2025

vs

Paragraph-level year-over-year comparison of INTERLINK ELECTRONICS INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+217 added297 removedSource: 10-K (2026-03-26) vs 10-K (2025-03-27)

Top changes in INTERLINK ELECTRONICS INC's 2025 10-K

217 paragraphs added · 297 removed · 150 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

38 edited+50 added114 removed8 unchanged
Biggest changeOur Technology Platforms and Products Force/Touch Sensing Technology and HMI . Interlink was founded on the invention and commercialization of FSR ® technology, the industry’s first force-sensing solution using printed electronics manufacturing. As we transition from an FSR ® sensor supplier to an HMI solutions provider, we are pursuing and embracing leading edge force-sensing and related technology platforms.
Biggest changeWhile development timelines can be long, they often lead to durable, multi-year production programs that strengthen customer relationships and provide sustained revenue visibility. Our Technology Platforms and Products Force/Touch Sensing Technology and HMI . Interlink was founded on the invention and commercialization of FSR® (Force-Sensing Resistor) technology, the industry’s first force-sensing solution manufactured using printed electronics processes.
Future sales of our products will be based on, among other factors, expansion into adjacent markets, continued expansion of our product line, the acceptance of our product line, expansion into additional domestic and international markets, and our ability to maintain a competitive position against other technology providers.
Future sales of our products will be based on, among other factors, expansion into adjacent product markets, continued expansion of our product line, the acceptance of our existing product line, expansion into additional domestic and international markets, and our ability to maintain a competitive position against other technology providers.
Our sales cycle for our custom solutions generally includes the following two phases: Design Opportunity to Design Win Our sales and engineering team engages with the customer to establish the nature of the design and explore various technical applications that may fit the customer’s needs. A customer might select one of our standard solutions or a custom design might be required to fulfill the customer’s product needs.
Our sales cycle for our custom solutions generally includes the following two phases: Design Opportunity to Design Win Our sales and engineering team engages with the customer to establish the nature of the design and explore various technical applications that may fit the customer’s needs. 10 Table of Contents A customer might select one of our standard solutions or a custom design might be required to fulfill the customer’s product needs.
Our Customers Our customers include many of the world’s leading electronics companies. They encompass large multinational organizations as well as start-ups, design houses, original design manufacturers, OEMs and universities.
Our Customers Our customers include many of the world’s leading electronics companies and large multinational organizations as well as start-ups, design houses, original design manufacturers, OEMs and universities.
We supply some of the world’s largest consumer 13 Table of Contents electronics manufacturers, luxury and mid-market car companies, familiar names in the medical and industrial equipment markets, research engineers and designers entering the IoT market, and companies of all different sizes in other markets.
We supply some of the world’s largest consumer electronics manufacturers, luxury and mid-market car companies, familiar names in the medical and industrial equipment markets, research engineers and designers entering the IoT market, and companies of all different sizes in other markets.
International sales constituted 56% and 52% of our revenue for the years ended December 31, 2024 and 2023, respectively, with sales in 2024 to customers in Japan and China representing 11% and 7%, respectively, compared to each representing 11% in 2023.
International sales constituted 58% and 56% of our revenue for the years ended December 31, 2025 and 2024, respectively, with sales in 2025 to customers in China and Japan representing 8% and 5%, respectively, compared to 7% and 11% in 2024, respectively.
In 1996, we re-incorporated into a Delaware corporation and, in 2012, we again changed our domicile from Delaware to Nevada by completing a merger with a newly formed Nevada corporation named Interlink Electronics, Inc. Our principal executive office is located at 48389 Fremont Boulevard, Suite 110, Fremont, California 94538 and our telephone number is (510) 244-0424.
We were incorporated in California in 1985, re-incorporated in Delaware in 1996, and changed our domicile to Nevada in 2012 through a merger with a newly formed Nevada corporation named Interlink Electronics, Inc. Our principal executive office is located at 48389 Fremont Boulevard, Suite 110, Fremont, California 94538, and our telephone number is (510) 244-0424. Our website address is www.interlinkelectronics.com.
For the year ended December 31, 2024, we had two customers that each represented over 10% of our revenue, compared to three in 2023.
For the year ended December 31, 2025, we had one customer that represented over 10% of our revenue, compared to two in 2024.
The worldwide R&D team pursues scientific research, technology platform development and advanced product development in areas of materials science, printed electronics devices, gas and environmental sensors, and manufacturing processes, and multi-disciplinary system engineering. The global R&D centers support strategic partnerships with key partners in electronics manufacturing services, air and environmental quality monitoring, digital manufacturing, including 3D printing, and product development.
The worldwide R&D team pursues scientific research, technology platform development and advanced product development in areas of materials science, printed electronics devices, gas and environmental sensors, and manufacturing processes, and multi-disciplinary system engineering.
We must identify and capture future market opportunities by developing and deploying value-added products. We compete for market share based on our customers’ selection of our components over our competitors during the design phase of their products.
Competition The markets for our products, both in force/touch-sensing and gas/environmental-sensing, are highly competitive and subject to rapid advancement in design technology. We must identify and capture future market opportunities by developing and deploying value-added products. We compete for market share based on our customers’ selection of our components over our competitors during the design phase of their products.
Our ability to attract and retain qualified personnel is essential to our continued success. None of our employees are represented by a collective bargaining agreement. We believe our employee relations are good. 15 Table of Contents
Our employees, listed in population size order from largest to smallest, are in the following departments: Production, R&D, Administration, and Sales. Our ability to attract and retain qualified personnel is essential to our continued success. None of our employees are represented by a collective bargaining agreement. We believe our employee relations are good. 12 Table of Contents
Our piezoelectric sensors consist of an electroactive polymer which generates an electric charge when a mechanical stress or strain is applied. This polymer film can be as thin as 30 micrometers (less than half the thickness of a human hair).
These sensors consist of an electroactive polymer that generates electrical charge when subjected to mechanical stress or strain. The film can be as thin as 30 micrometers less than half the thickness of a human hair and incorporates printed electrodes to collect and transmit charge.
Our HMI technology platforms are deployed in a wide range of markets, including consumer electronics, automotive, industrial and medical. The application of our HMI technology platforms includes vehicle entry, vehicle multi-media control interface, rugged touch controls, presence detection, collision detection, speed and torque controls, pressure mapping, biological monitoring and others.
Our HMI technology platforms are deployed across medical, industrial, automotive, and consumer electronics markets, supporting applications such as vehicle entry and cockpit controls, multimedia interface systems, rugged industrial touch controls, presence and collision detection, speed and torque control systems, pressure mapping, and biological monitoring.
There is no guarantee that patents will be issued from the patent applications that we have filed or may file. Our issued patents may be challenged, invalidated or circumvented, and claims of our patents may not be of sufficient scope or strength, or issued in the proper geographic regions, to provide meaningful protection or any commercial advantage.
Our competitive position depends, in part, on our ability to obtain, maintain, and enforce intellectual property protection. There can be no assurance that patent applications we have filed or may file will result in issued patents, that issued patents will not be challenged, invalidated, or circumvented, or that the scope of protection will be sufficient to provide meaningful commercial advantage.
We source certain of our components from single-source suppliers, including multinational conglomerates Henkel, DuPont, Solvay, SABIC and 3M, which increases the risk of shortages and shipment delays and decreases our ability to negotiate with that supplier. Many of our products are subject to qualification testing and approval by our customers, which includes approval of the materials used in their product.
We source certain of our components from single-source suppliers, including multinational conglomerates, which increases the risk of shortages and shipment delays and decreases our ability to negotiate with that supplier.
Engineering, Research and Development The markets for our products are characterized by rapid advancements in process technologies and increasing levels of functional integration.
Engineering, Research and Development The markets for our products are characterized by rapid advancements in process technologies and increasing levels of functional integration. We believe that our future success will depend largely on our ability to continue improving our products and our process technologies and to develop or acquire new technologies.
We also operate an engineering center in our facility in Shenzhen, China, which is focused on sustaining engineering, customer support, quality control and new product introduction in our force-sensing/HMI business, and an engineering and R&D facility in Fremont, California, focused on new product development, SBIR-funded research and quality control in our gas and environmental sensors business.
In Shenzhen, China, we operate an engineering center within our manufacturing facility focused on sustaining engineering, customer support, quality control, and new product introduction for our force-sensing and HMI products.
We also conduct manufacturing operations in our 5,183 square-foot production facility in Fremont, California, our 9,800 square-foot manufacturing facility in Irvine, Scotland, and our 10,786 square-foot manufacturing facility in Barnsley, England. We aim to meet current environmental and sustainability standards required by our customers and legislation in various geographic markets.
We plan to start the process of acquiring IATF 16949 certification as our automotive customer base expands. Fremont, California a 5,183 square-foot facility Irvine, Scotland a 9,800 square-foot facility 11 Table of Contents We aim to meet current environmental and sustainability standards required by our customers and legislation in various geographic markets.
Additionally, we offer sensors for hydrogen sulfide, ozone, nitrogen dioxide, sulfur dioxide, ethanol, hydrogen, formaldehyde, ethylene, and volatile organic compounds (VOCs) among others. We also sell gas-sensor modules that incorporate operating electronics and signal processing to deliver compensated parts per million (PPM) output off the shelf.
Our sensor portfolio includes UL-2034 recognized carbon monoxide sensors with air-quality-level sensitivity and a 10-year lifetime, as well as sensors for hydrogen sulfide, ozone, nitrogen dioxide, sulfur dioxide, ethanol, hydrogen, formaldehyde, ethylene, and volatile organic compounds (VOCs), among others. We also offer gas-sensor modules with integrated electronics and signal processing that provide compensated parts-per-million (PPM) output for simplified OEM integration.
Our ability to compete is dependent on the needs of our customers, how well our products address those needs, our corporate relationships, and a variety of other factors. In force/touch-sensing, we offer a disruptive technology that is replacing outdated and increasingly unpopular approaches including switch technology.
Our ability to compete is dependent on the needs of our customers, how well our products address those needs, our corporate relationships, and a variety of other factors. In force/touch sensing, we compete against legacy switch technologies and commoditized capacitive sensors. Our differentiation lies in multi-technology integration, sensor fusion platforms, environmental durability, embedded firmware expertise, and collaborative design partnerships.
Our website address is www.interlinkelectronics.com. Interlink makes available its annual financial statements, quarterly financial statements, and other significant reports and amendments to such reports, free of charge, on its website as soon as reasonably practicable after such reports are electronically filed with (or furnished to) the SEC. Our Industry Force/Touch Sensors .
We make our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports available free of charge on our website as soon as reasonably practicable after they are electronically filed with, or furnished to, the SEC. 6 Table of Contents Our Industry Force/Touch and Printed Electronics .
This team also explores opportunities to work on government funded research projects that are aligned with our technology competencies. Our Employees As of December 31, 2024, we had 102 full-time employees worldwide. Our employees, listed in population size order from largest to smallest, are in the following departments: operations, R&D, administration, and sales.
The global R&D centers support strategic partnerships with key partners in electronics manufacturing services, air and environmental quality monitoring, and digital manufacturing, including 3D printing, and product development. This team also explores opportunities to work on government funded research projects that are aligned with our technology competencies. Our Employees As of December 31, 2025, we had 93 full-time employees worldwide.
We manufacture our force-sensing/HMI products in our printed electronics manufacturing facility in Shenzhen, China, at the Calman facility in Irvine, Scotland, and at the Conductive Transfers facility in Barnsley, England, and we manufacture our gas and environmental sensing products in our production facility in Fremont, California.
We also perform software development, IoT application development, and custom design and configuration in Singapore. We manufacture our force-sensing products at our proprietary printed electronics facility in Shenzhen, China, and our Calman facility in Irvine, Scotland, and our Conductive Transfers facility (which we are in the process of relocating from Barnsley, England).
Our blue-chip customers trust our products and solutions which span various markets, including industrial, medical, automotive, consumer, wearables, and IoT. Our technical and engineering expertise in materials science, manufacturing, embedded electronics, firmware, and software enables us to create and deliver high-quality, cost-effective custom solutions tailored to our customers’ unique requirements.
Our technical and engineering expertise in materials science, printed electronics manufacturing, embedded electronics, and related firmware, software, and system integration allows us to deliver high-performance, cost-effective standard and custom solutions tailored to our customers’ unique requirements. Force/Touch Sensors .
In addition, we maintain a global distribution and logistics center in Hong Kong, a technical sales office in Japan, administrative and executive offices in Irvine, California and Bellevue, Washington, and several manufacturer representatives and distributors in strategic locations in our key markets, all of which allows us to support our global customer base. We were incorporated in California in 1985.
We manufacture our gas and environmental sensing products in Fremont, California. In addition, we maintain a global distribution and logistics center in Hong Kong and a technical sales office in Japan, and we work with manufacturer representatives and distributors in key markets worldwide to support our operations.
Manufacturing Operations and Principal Suppliers We have our own modern manufacturing facility of 21,763 square feet in Shenzhen, China that is ISO 9001, ISO 14001 and ISO 13485 certified. We plan to start the process of acquiring IATF 16949 certification as our automotive customer base expands.
Manufacturing Operations and Principal Suppliers We operate manufacturing facilities in: Shenzhen, China a 21,763 square foot facility that is ISO 9001, ISO 14001 and ISO 13485 certified.
We carefully select suppliers based on their ability to provide quality parts and components that meet technical specifications. We actively monitor these suppliers, but we are subject to substantial risks associated with their performance.
We carefully select suppliers based on their ability to provide quality parts and components that meet technical specifications. Many of our products are subject to qualification testing and approval by our customers, which includes approval of the materials used in their product.
ITEM 1. BUSINESS Our Company Interlink Electronics, Inc. (“we”, “us”, “our”, “Interlink” or the “Company”) is a leading provider of sensors and printed electronics used extensively in Human-Machine Interface (“HMI”) devices and Internet-of-Things (“IoT”) solutions. Our broad product and technology portfolio encompasses force, piezo-electric, rugged HMI, wearable sensors for textiles and fabrics, gas sensors, instruments, and systems.
ITEM 1. BUSINESS Our Company Interlink Electronics, Inc. (“Interlink,” “we,” “us,” “our,” or the “Company”) is a leading global provider of advanced sensing technologies and printed electronics solutions that enable Human-Machine Interface (“HMI”) devices and Internet-of-Things (“IoT”) applications.
We also make low-pressure cylinder alarms and the world’s smallest rechargeable Bluetooth-enabled carbon monoxide and harmful gas monitor, the SPARROW PROTECT+™. Our line of screen-printed electrochemical gas sensors offers high performance and a unique, small form factor at a low price. Our UL-2034 recognized carbon monoxide sensor offers air quality level sensitivity with an industry-leading 10-year lifetime.
Our portfolio also includes low-pressure cylinder alarms and the SPARROW PROTECT+™, a rechargeable Bluetooth-enabled carbon monoxide and harmful gas monitor. Screen-Printed Electrochemical Gas Sensors .
We design, develop, manufacture and sell a range of force-sensing technologies that incorporate our proprietary materials technology, firmware and software into a portfolio of standard products and custom solutions. These include sensor components, subassemblies, modules and products that support effective, efficient cursor control and novel three-dimensional user inputs.
We design, develop, manufacture, and sell a broad range of force-sensing and HMI technologies that incorporate proprietary materials, firmware, and software into scalable sensor components, subassemblies, modules, and fully integrated products. FSR® Technology and Force-Sensing Leadership . Interlink has been a leader in printed electronics for over 40 years.
Occupational Safety and Health Administration monitoring for carbon monoxide in compressed gas lines and carrying Canadian Standards Agency (CSA) approval, our carbon monoxide monitors offer a robust and reliable solution for medical gas verification and demanding supplied air applications such as sandblasting and painting.
We offer standard and custom in-line carbon monoxide monitors for supplied breathing air applications. These products are designed to meet U.S. Occupational Safety and Health Administration requirements and carry Canadian Standards Association (CSA) approval. Applications include medical gas verification and industrial supplied air systems.
At this location, we focus on new product development including, among other areas, materials science and printed electronics. We maintain a core embedded software engineering team in Singapore.
We also maintain an advanced printed electronics and materials science laboratory in Camarillo, California, that primarily supports our force-sensing product development In Singapore, we maintain a core software engineering team that supports our software and connected solutions initiatives.
We partner with leading institutions such as Georgia Institute of Technology and San Jose State University to develop novel technologies under government grants, while also performing new product development and engineering services for private partners that include companies ranging in size from startups to Fortune 500 companies.
Capabilities include proprietary high-volume electrochemical sensor fabrication, device assembly and automated calibration, advanced test and measurement systems, and custom electronics and firmware development. We collaborate with research institutions, including Georgia Institute of Technology, San Jose State University and UC Davis, on government-funded programs while also providing private product development services to customers ranging from startups to Fortune 500 companies.
Intellectual Property We believe that intellectual property protection is crucial to our business and to this end we rely on a combination of patents, copyrights, trade secrets, trademarks, nondisclosure agreements with employees and third parties, and licensing and other contractual agreements with third parties.
Intellectual Property We believe that the protection of our intellectual property is critical to maintaining our competitive position and supporting long-term growth. Our intellectual property portfolio includes patents, trademarks, copyrights, trade secrets, and other proprietary rights.
(“KWJ”), early pioneers in miniaturized, low-cost gas and environmental sensing technologies. We now offer electrochemical gas-sensing technology products and solutions for industry, community, health and home, with uses in fields such as safety, personal wellness and air quality monitoring. Our gas and environmental sensors operations focus on three primary business activities: Proprietary Product Lines .
(“KWJ”), pioneers in miniaturized, low-cost electrochemical sensing technologies. Today, we offer electrochemical gas-sensing products and integrated systems for safety, environmental monitoring, industrial compliance, community health, and smart city applications. Proprietary Product Lines. We manufacture miniature, low-power electrochemical sensors capable of detecting a wide range of gases.
Additionally, through our 2024 acquisition of the assets of Conductive Transfers Limited and Global Print Solutions Limited (jointly, “Conductive Transfers” or “CT”), which deepened our innovative patentened processes for integration of printed electronic technologies, we offer functional e-textiles and wearable technology, including heated clothing and personal protection equipment, and other products in development for medical and automotive environments and other wearable form-factors.
In 2024, we acquired the assets of Conductive Transfers Limited and Global Print Solutions Limited (collectively, “Conductive Transfers”), strengthening our patented conductive transfer processes. These capabilities enable the integration of sensors and electronics directly into textiles and fabrics. Our e-textile and wearable technology offerings include heated garments, personal protective equipment, medical wearable platforms, and automotive-integrated textile sensing systems.
Recent SBIR-funded projects include wildfire air pollution monitoring and firefighter safety devices, transdermal blood alcohol monitors, a simple lead test for drinking water safety, a grant to enable large-scale, mass-manufacturing of printed electrochemical gas sensors, and an intelligent AI-based sensing approach for monitoring plant health in greenhouses or traditional agricultural fields.
We actively pursue government-funded research through Small Business Innovation Research (“SBIR”) grants from agencies such as NIST, NASA, NIH, USDA, NSF, and EPA. Recent projects include wildfire air pollution monitoring, firefighter safety systems, transdermal alcohol monitoring, drinking water lead detection, AI-based plant health monitoring, and mass-manufacturing scale-up of printed electrochemical sensors.
Our electrochemical gas-sensing technology instruments, products and solutions are deployed in industry, community, health and home settings, with uses in fields such as carbon monoxide and ozone detection and air quality monitoring. Force/Touch Sensors .
These integrated systems serve applications in industrial safety, community monitoring, healthcare, and home environments, including carbon monoxide and ozone detection and air quality monitoring. Product Lines . Product lines based on our gas sensing technology include: Eco Sensors™ Ozone Instruments .
Removed
Our force-sensing products and solutions include sensor components, subassemblies, modules and products that support effective, efficient cursor control and novel three-dimensional user inputs. Our membrane keypads, graphic overlays, printed electronics and industrial label products are applicable for use in a wide range of fields, from industrial automation, process control and monitoring to medical and diagnostic devices and defense systems.
Added
Our broad product and technology portfolio spans force and touch sensors, piezoelectric sensors, rugged HMI sensors, wearable and textile-based sensors and electrochemical gas and environmental sensors, along with instruments and fully integrated systems based on our sensor technologies.
Removed
Our innovative conductive transfer technology enables the integration of electronics and sensors into fabrics and textiles enabling smart fabric and textile applications in the wearables, consumer, medical and automotive markets.
Added
We serve global blue-chip customers and innovative emerging companies across diverse end-use markets, including medical, industrial, automotive, consumer electronics, wearables, environmental monitoring, and specialty applications.
Removed
Through our 2023 acquisition of Calman Technology Limited (“Calman”), which brought us over 25 years of HMI design and manufacturing expertise as a leading provider of specialized printed electronics, we offer customized membrane keypads, graphic overlays, printed electronics and industrial label products for use in a wide range of fields, from industrial instrumentation, process control and monitoring to medical and diagnostic devices and defense systems.
Added
We invented and commercialized FSR® (Force-Sensing Resistor) technology, pioneering printed force-sensing solutions for rugged and reliable HMI applications. Our FSR® sensors consist of a proprietary resistive material layered between conductive electrodes, enabling force-dependent resistance changes.
Removed
Interlink has been a leader in the printed electronics industry for over 40 years with the commercialization of our patented FSR ® technology that has enabled rugged and reliable HMI solutions. Our applications and solutions have focused on handheld user input, menu navigation, cursor control, and other intuitive interface technologies for the world’s top electronics manufacturers.
Added
These sensors are extremely thin and lightweight, have no moving parts, operate reliably in harsh environments, resist moisture, dust, and contamination, and unlike capacitive sensors, measure applied force directly and are not prone to inadvertent activation. Our optimized manufacturing processes allow highly customized, high-margin solutions with strong design flexibility.
Removed
We invented FSR ® technology and pioneered commercialization of printed electronics manufacturing, paving the way for industry-wide adoption of force-sensing technology. Our extensive knowledge and experience with this technology, along with the firmware we incorporate in our HMI solutions, we believe differentiates us from other providers of HMI solutions.
Added
We incorporate proprietary firmware and algorithms into our HMI solutions, enabling sophisticated input interpretation and advanced user experiences. Our solutions are used in gaming systems, smartphones, rugged notebooks, and automotive cockpit systems and entry applications. ● HMI Technology Platforms .
Removed
We, along with our customers, incorporate our FSR ® and force-sensing sensors and modules into end-user products. Our sensors and modules are used in electronics devices and systems where user input must be converted into useful output data. Our force-sensing technology solution platforms enable industry-first implementations in gaming, smartphone, rugged notebook, automotive cockpit and automotive entry applications.
Added
As the HMI market increasingly demands smaller form factors, lower power consumption, improved durability, and multi-modal input, we have advanced a hybrid and multi-sensing strategy that integrates force, capacitive, resistive, and piezoelectric technologies. Force-sensing introduces a deliberate activation modality that complements traditional capacitive systems, while our sensor fusion approach addresses performance gaps in conventional designs.
Removed
The market is increasingly requiring innovative solutions that enable smaller, thinner devices, lower power consumption, highly refined designs, better navigation and more intuitive usability in all environments, and the need for these solutions is driving increased demand for our products.
Added
Together, these solutions enable intuitive, multi-dimensional user input and “smart surfaces” that integrate sensing, feedback, and embedded intelligence, delivering enhanced durability, reliability, and environmental resistance compared to legacy mechanical or capacitive-only systems.
Removed
High-tech products are moving towards the use of multi-modal HMI in the home, industrial, medical and automotive spaces in response to consumer and end-user demand for enhanced user experience.
Added
We continue to expand our standard product portfolio and develop new technology platforms to capture emerging markets, particularly in IoT-enabled intelligent sensing systems. ● Printed Electronics and Membrane Keypads . Through our 2023 acquisition of Calman Technology Limited (“Calman”), we expanded our specialized printed electronics and membrane keypad capabilities.
Removed
Force-sensing input provides a critical novel modality that drives a paradigm shift in HMI, and Interlink delivers cutting-edge, high-performance HMI solutions for customers who wish to replace outdated switches and knobs in these environments. 5 Table of Contents Significant market opportunities are rapidly emerging for us to improve upon the functionality of standard capacitive sensors.
Added
With over 25 years of HMI design and manufacturing expertise, Calman enhances our ability to deliver customized membrane keypads, graphic overlays, printed electronic circuits, and industrial labeling solutions. These products are used in industrial automation, instrumentation, process control, medical diagnostics, and defense applications. 5 Table of Contents ● Smart Textiles and Conductive Transfers .
Removed
Inadvertent activation, where users unintentionally activate a control, is a common problem with capacitive technology. In contrast, force-sensing solutions require a deliberate application of force to operate.
Added
These technologies position us at the intersection of printed electronics, wearable systems, and next-generation smart surfaces. ● Piezoelectric Sensors . We have expanded our sensing portfolio with piezoelectric polymer film technologies that function as dynamic strain gauges and vibration sensors. These ultra-thin electroactive polymer films generate electrical charge when subjected to mechanical stress or temperature change.
Removed
We have had success in using our force-sensing solutions in combination with capacitive technologies to minimize the latter’s performance issues, enabling force-sensing solutions to complement competitive technologies and provide hybrid solutions and open up new opportunities for growth.
Added
Their properties enable dynamic force and vibration sensing, impact detection, contact microphones, flow detection, ultrasonic transducers, and motion and vital sign monitoring. These sensors can also operate in reverse as actuators for haptic feedback and support pyroelectric sensing applications such as passive infrared motion detection.
Removed
At the same time, we continue to expand our standard product portfolio and develop new technology platforms to grow existing markets and capture emerging markets. We added a range of standard piezoelectric sensor products which are used as dynamic strain gauges and vibration sensors. These sensors are thin, flexible and light-weight while also being extremely rugged and durable.
Added
We combine these sensing elements with advanced firmware, machine learning, and artificial intelligence to convert information-rich signals into actionable insights for customers. This integration capability is a key differentiator in high-performance, custom applications. Gas and Environmental Sensors . We entered the gas and environmental sensing market in 2022 through the acquisition of SPEC Sensors, LLC (“SPEC”) and KWJ Engineering, Inc.
Removed
We possess deep domain knowledge about how to integrate these into custom applications and have developed machine learning and artificial intelligence to make information-rich data available to our customers for their unique and innovative applications. Our piezoelectric sensor solutions can be used in force-sensing, impact and vibration detection, contact microphones, air/liquid flow detection, ultrasonic transducers and many other settings.
Added
These sensors are suited for consumer and commercial IoT applications, industrial safety systems, and environmental and air quality monitoring. We also offer complete instruments, including Eco Sensors™ ozone monitors, inline carbon monoxide monitors, low-pressure gas alarms, and air quality modules for smart city deployments. ● Custom Design and Engineering .
Removed
They have applications in medical vital sign monitoring, industrial solid-state switches, structural health and condition monitoring, touch and tactile sensing and motion sensing amongst others. We believe this portfolio expansion will incorporate other complementary sensing technologies and will allow us to use our expertise in integrating multiple sensing technologies for applications in the rapidly growing IoT market.
Added
We provide end-to-end engineering services for customers requiring integrated gas-sensing solutions, including custom sensor and module design, circuit optimization, calibration and compensation algorithms, firmware development, and enclosure design and validation. Applications include carbon monoxide shutoff systems for generators and transdermal alcohol detection systems. ● In-House Research and Development .
Removed
We have already begun integrating our force sensing technology into our recently acquired Calman membrane keypad product line to create unique solutions not offered by others in this market. Gas and Environmental Sensors. We entered the gas and environmental sensing market in 2022 through our acquisition of the business assets of SPEC Sensors, LLC (“SPEC”) and KWJ Engineering, Inc.
Added
We continue to pursue strategically aligned research projects with commercialization potential. Locations and Corporate Information . We serve our global customer base from our corporate headquarters in Fremont, California, in the Silicon Valley area. Our engineering and product development teams are based in Fremont and in our Camarillo, California facility, which includes an advanced printed electronics and materials science laboratory.
Removed
We provide an extensive line of miniature, low-power, robust electrochemical sensor elements for detecting several common as well as complex gaseous compounds. These sensors are most suited for consumer and commercial IoT applications, as well as industrial and other demanding usage scenarios.
Added
Since the early adoption of HMI technologies in industrial markets, the proliferation of smartphones and touch-enabled devices has reshaped consumer expectations. Users now expect sleek, gesture-based, intuitive interfaces across all device categories. Emerging trends include smart surfaces, stretchable electronics, thin-film sensors, multi-modal input platforms, and IoT-enabled connected sensing.
Removed
Additionally, we offer our own line of full-function instruments, including, for example, Eco Sensors™ ozone monitors; a family of inline monitors for carbon monoxide and other gases; a low-pressure alarm to notify users when tanks for life-critical gases such as oxygen and nitrogen need to be replenished; and sensor modules for air quality monitoring in “smart city” projects and IoT applications. ● Custom Design and Engineering .
Added
Printed electronics, an additive manufacturing process for electrical devices, enables thin, flexible, and cost-effective sensing solutions. Gas and Environmental Sensing . The gas detection market has historically focused on industrial safety. However, demand is expanding rapidly due to factors such as environmental regulation, smart city development, consumer air quality awareness, hydrogen economy growth, breath analysis and wearable sensing.
Removed
For customers requiring specialized design and engineering work on new products incorporating gas and environmental sensing, we offer custom-built sensors and modules, circuit design and optimization, advanced characterization and compensation techniques, development of operating firmware and algorithms, enclosure design and implementation, and testing and calibration.
Added
Our screen-printed electrochemical sensors offer smaller, lower-cost alternatives to conventional bulky sensors, enabling distributed, connected sensing networks. Our Strategy Our objective is to be the global leader in multi-sensing HMI and gas-sensing solutions by expanding within existing and adjacent markets, entering select emerging markets with established technologies, and deepening long-term relationships with key OEM customers.
Removed
Examples include the world’s first carbon monoxide shutoff for portable generators and a rapid transdermal alcohol detector that can serve as a barrier to starting a vehicle while intoxicated. ● In-House R&D .
Added
Central to this strategy is a multi-technology sensor fusion roadmap, supported by scalable technology platforms and selective strategic acquisitions that broaden our capabilities. We emphasize early-stage customer engagement and vertically integrated manufacturing to deliver differentiated, application-specific solutions with high quality, responsiveness, and innovation.
Removed
We have been successful in obtaining Small Business Innovation Research (“SBIR”) grants from government agencies such as the NIST, NASA, the NIH, the USDA, the NSF, the EPA, and others, that have enabled us to conduct research and development and develop new products.
Added
A significant portion of our revenue is generated from custom solutions developed in close collaboration with OEM customers, and we plan to expand these programs. These programs typically involve application-specific engineering and extended design cycles, aligning with our focus on higher-margin solutions built on scalable platforms.
Removed
For example, SPEC’s Screen-Printed Electrochemical Sensor technology was developed in part under NSF Phase I, II and IIB grants.
Added
While our origins are in discrete sensor components, we have evolved into a provider of fully integrated HMI solutions that combine sensing hardware, materials science, embedded electronics, firmware, and software into scalable technology platforms. The two most common user-input technologies in modern devices are capacitive and resistive sensing. Capacitive sensors dominate smartphone touchscreens and other high-volume consumer applications.

122 more changes not shown on this page.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

60 edited+6 added12 removed95 unchanged
Biggest changeIf securities or industry analysts do not publish research or reports about our business, or if they publish inaccurate or unfavorable research reports, our share price and trading volume could decline. The trading market for our common stock, to some extent, depends on the research and reports that securities or industry analysts publish about us or our business.
Biggest changeThe trading market for our Common Stock, to some extent, depends on the research and reports that securities or industry analysts publish about us or our business. We do not have any control over these analysts. If analysts downgrade our shares or change their opinion of our business prospects, our share price would likely decline.
Doing so will require, among other things, that we accomplish the following: accurately predict the evolving needs of our customers and develop, in a timely manner, the technology required to support those needs; provide products that are not only technologically sophisticated and well supported but are also available at a price within market tolerances and competitive with comparable products; establish and effectively defend our ownership on the intellectual property supporting our products; and enter into relationships with other companies that have developed complementary technology on which our products also depend.
Doing so will require, among other things, that we accomplish the following: accurately predict the evolving needs of our customers and develop, in a timely manner, the technology required to support those needs; provide products that are not only technologically sophisticated and well supported but are also available at a price within market tolerances and competitive with comparable products; establish and effectively defend our ownership of the intellectual property supporting our products; and enter into relationships with other companies that have developed complementary technology on which our products also depend.
The lack of an active market may reduce the value of shares of our common stock and impair the ability of our stockholders to sell their shares at the time or price at which they wish to sell them.
The lack of an active market may reduce the value of our Common Stock and impair the ability of our stockholders to sell their shares at the time or price at which they wish to sell them.
In particular, if COVID-19 re-emerges with serious and widespread impact on public health, particularly in the United States, China,or the United Kingdom where our operations are most concentrated, and results in a prolonged period of travel, commercial, social and other similar restrictions, we could experience, among other things: Adverse impacts on our operations and financial results caused by government and regulatory measures to contain or mitigate the spread of the virus, temporary closures of our facilities or the facilities of our customers or suppliers, which could impact our ability to timely meet our customers’ orders or negatively impact our supply chain; The failure of third parties on which we rely, including our suppliers, customers and external business partners, to meet their respective obligations to us, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties including bankruptcy or default; Disruptions or restrictions on our employees’ ability to work effectively, due to illness, quarantines, travel bans, shelter-in-place orders or other limitations; Interruptions to the operations of our business if the health of our executives, management personnel and other employees are affected, particularly if a significant number of individuals are impacted; Litigation, manufacturing delays and harm to our reputation resulting from any accident, illness, or injury to our employees related to COVID-19 that could negatively affect our business, results of operations and financial condition; Changes in prices of products and services impacted by worldwide demand and by the pandemic, which price increases could materially increase our operating costs and adversely affect our profit margin; Increased cybersecurity and privacy risks and risks related to the reliability of technology to support remote operations; Sudden and/or severe declines in the market price of our common stock; and Costs incurred and revenues lost during and from the effects of the COVID-19 pandemic that likely will not be recoverable.
In particular, if COVID-19 re-emerges or another virus emerges with serious and widespread impact on public health, particularly in the United States, China,or the United Kingdom where our operations are most concentrated, and results in a prolonged period of travel, commercial, social and other similar restrictions, we could experience, among other things: Adverse impacts on our operations and financial results caused by government and regulatory measures to contain or mitigate the spread of the virus, temporary closures of our facilities or the facilities of our customers or suppliers, which could impact our ability to timely meet our customers’ orders or negatively impact our supply chain; The failure of third parties on which we rely, including our suppliers, customers and external business partners, to meet their respective obligations to us, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties including bankruptcy or default; Disruptions or restrictions on our employees’ ability to work effectively, due to illness, quarantines, travel bans, shelter-in-place orders or other limitations; Interruptions to the operations of our business if the health of our executives, management personnel and other employees are affected, particularly if a significant number of individuals are impacted; Litigation, manufacturing delays and harm to our reputation resulting from any accident, illness, or injury to our employees related to the pandemic that could negatively affect our business, results of operations and financial condition; Changes in prices of products and services impacted by worldwide demand and by the pandemic, which price increases could materially increase our operating costs and adversely affect our profit margin; Increased cybersecurity and privacy risks and risks related to the reliability of technology to support remote operations; Sudden and/or severe declines in the market price of our Common Stock; and Costs incurred and revenues lost during and from the effects of the COVID-19 pandemic that likely will not be recoverable.
These provisions include: the ability of our Board of Directors to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer; the exclusive right of our Board of Directors to elect a director to fill a vacancy created by the expansion of our Board of Directors or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on our Board of Directors; the requirement that a special meeting of stockholders may be called only by our Board of Directors, by majority vote, or by any shareholder or group of shareholders who own and have the right to vote more than 25% of our issued and outstanding securities, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; and the ability of our Board of Directors, by majority vote, to amend our bylaws, which may allow our board of directors to take additional actions to prevent an unsolicited takeover and inhibit the ability of an acquirer to amend our amended and restated bylaws to facilitate an unsolicited takeover attempt.
These provisions include: the ability of the Board to cause the company to issue shares of preferred stock and to determine the price and other terms of those shares, including preferences and voting rights, without stockholder approval, which could be used to significantly dilute the ownership of a hostile acquirer; the exclusive right of the Board to elect a director to fill a vacancy created by the expansion of the Board or the resignation, death or removal of a director, which prevents stockholders from being able to fill vacancies on the Board; the requirement that a special meeting of stockholders may be called only by the Board, by majority vote, or by any shareholder or group of shareholders who own and have the right to vote more than 25% of our issued and outstanding securities, which could delay the ability of our stockholders to force consideration of a proposal or to take action, including the removal of directors; and the ability of the Board, by majority vote, to amend our bylaws, which may allow the Board to take additional actions to prevent an unsolicited takeover and inhibit the ability of an acquirer to amend our amended and restated bylaws to facilitate an unsolicited takeover attempt.
Furthermore, changes in U.S. trade policies, such as those being implemented by the new U.S. administration. including new restrictions, tariffs or other changes, especially as regards China, and reciprocal tariffs imposed by other countries, could lead to additional costs, delays in shipments, embargos and other uncertainties that could negatively impact our relationships with our international suppliers and materially adversely affect our business.
Furthermore, changes in U.S. trade policies, such as those being implemented by the current U.S. administration. including new restrictions, tariffs or other changes, especially as regards China, and reciprocal tariffs imposed by other countries, could lead to additional costs, delays in shipments, embargos and other uncertainties that could negatively impact our relationships with our international suppliers and materially adversely affect our business.
Further, the pandemic’s ultimate impact depends in part on many factors not within our control and which may vary by region (heightening the uncertainty as to the ultimate impact COVID-19 may have on our operations and financial performance), including, without limitation: restrictive governmental and business actions that have been and continue to be taken in response (including travel restrictions, work from home requirements, and other workforce limitations); economic stimulus, funding and relief programs and other governmental economic responses; the effectiveness of governmental actions; economic uncertainty in key global markets and financial market volatility; levels of economic contraction or growth; the impact of the pandemic on health and safety; the pace of recovery if and when the pandemic subsides; and how significantly the number of cases increases as economies begin to open and restrictive governmental and business actions are relaxed.
Further, the pandemic’s ultimate impact depends in part on many factors not within our control and which may vary by region (heightening the uncertainty as to the ultimate impact COVID-19 or a subsequent pandemic may have on our operations and financial performance), including, without limitation: restrictive governmental and business actions that have been and continue to be taken in response (including travel restrictions, work from home requirements, and other workforce limitations); economic stimulus, funding and relief programs and other governmental economic responses; the effectiveness of governmental actions; economic uncertainty in key global markets and financial market volatility; levels of economic contraction or growth; the impact of the pandemic on health and safety; the pace of recovery if and when the pandemic subsides; and how significantly the number of cases increases as economies begin to open and restrictive governmental and business actions are relaxed.
Our products have in the past contained, and may in the future contain, errors or defects that may be detected at any point in the life of the product. Detection of such errors could result in delays in sales during the period required to correct such errors.
Our products have in the past contained, and may in the future contain, errors or defects that may be detected at any point in the life of the product. Detection of such errors could result in delays in sales during the period required to correct them.
These factors could also make it more difficult for us to attract and retain qualified executive officers and qualified members of our Board of Directors, particularly to serve on our audit committee and compensation committee. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
These factors could also make it more difficult for us to attract and retain qualified executive officers and qualified members of our Board, particularly to serve on our audit committee and compensation committee. ITEM 1B. UNRESOLVED STAFF COMMENTS None.
We also are subject to provisions of Nevada law found in Nevada Revised Statutes, Sections 78.411 to 78.444, inclusive, that prohibit us from engaging in any business combination with any “interested stockholder,” meaning generally that a stockholder who beneficially owns 10 percent (10%) or more of our stock, cannot acquire us for a period of time after the date this person became an interested stockholder, unless various conditions are met, such as approval of the transaction by our Board of Directors and stockholders. 23 Table of Contents Risks Related to Government Regulation Our failure to comply with U.S. laws and regulations relating to the export and import of goods, technology, and software could subject us to penalties and other sanctions and restrict our ability to license and develop our circuit designs.
We also are subject to provisions of Nevada law found in Nevada Revised Statutes, Sections 78.411 to 78.444, inclusive, that prohibit us from engaging in any business combination with any “interested stockholder,” meaning generally that a stockholder who beneficially owns 10 percent (10%) or more of our stock cannot acquire us for a period of time after the date this person became an interested stockholder, unless various conditions are met, such as approval of the transaction by the Board and stockholders. 20 Table of Contents Risks Related to Government Regulation Our failure to comply with U.S. laws and regulations relating to the export and import of goods, technology, and software could subject us to penalties and other sanctions and restrict our ability to license and develop our circuit designs.
If our stock price is volatile, we may become the target of securities litigation. Securities litigation could result in substantial costs and divert our management’s attention and resources from our business.
If our stock price is volatile, we may become the target of securities litigation, which could result in substantial costs and divert our management’s attention and resources from our business.
The current U.S. political climate, marked by rapid policy changes and regulatory shifts under the Trump-Vance administration, presents significant uncertainties for our global operations. In particular, escalating geopolitical tensions involving key global markets could impact our supply chain stability and market access. These factors collectively may adversely affect our business operations, financial condition, and future prospects.
The current U.S. political climate, marked by rapid policy changes and regulatory shifts under the current administration, presents significant uncertainties for our global operations. In particular, escalating geopolitical tensions involving key global markets could impact our supply chain stability and market access. These factors collectively may adversely affect our business operations, financial condition, and future prospects.
There is no assurance that we would be successful in enforcing our legal rights against the offending party in such circumstances. 18 Table of Contents Our success depends in part on our CEO and CFO, who simultaneously lead other public corporations. Steven N. Bronson, our Chairman of the Board, President and Chief Executive Officer, and Ryan J.
There is no assurance that we would be successful in enforcing our legal rights against the offending party in such circumstances. 15 Table of Contents Our success depends in part on our CEO and CFO, who simultaneously lead other public corporations. Steven N. Bronson, our Chairman of the Board, President and Chief Executive Officer, and Ryan J.
As a result, any compromise to the security of our systems could have a material adverse effect on our business, reputation, financial condition, and operating results. 19 Table of Contents Ransomware attacks, in particular, have become more frequent and severe, potentially resulting in the encryption or theft of critical data, operational disruptions, and financial losses.
As a result, any compromise to the security of our systems could have a material adverse effect on our business, reputation, financial condition, and operating results. 16 Table of Contents Ransomware attacks, in particular, have become more frequent and severe, potentially resulting in the encryption or theft of critical data, operational disruptions, and financial losses.
Our ability to generate significant revenue from new markets will depend on various factors, including the following: the development and growth of these markets; the ability of our technologies and product solutions to address the needs of these markets; the price and performance requirements of our customers and the preferences of end users; 17 Table of Contents our ability to provide our customers with solutions that provide advantages in terms of size, power consumption, reliability, durability, performance and value-added features compared with alternative solutions; and the effectiveness of our sales and marketing efforts in communicating all of these capabilities to the marketplace.
Our ability to generate significant revenue from new markets will depend on various factors, including the following: the development and growth of these markets; the ability of our technologies and product solutions to address the needs of these markets; the price and performance requirements of our customers and the preferences of their end-users; our ability to provide our customers with solutions that provide advantages in terms of size, power consumption, reliability, durability, performance and value-added features compared with alternative solutions; and 14 Table of Contents the effectiveness of our sales and marketing efforts in communicating all of these capabilities to the marketplace.
During the early years of the pandemic, we experienced lower demand and volume for products and services, client requests for engagement deferrals or other contract modifications, and other circumstances related directly and indirectly to the pandemic that adversely impacted our business.
During the early years of the COVID-19 pandemic, we experienced lower demand and volume for products and services, client requests for engagement deferrals or other contract modifications, and other circumstances related directly and indirectly to the pandemic that adversely impacted our business.
Risks Specific to our Company We have derived, and expect to continue to derive, a significant amount of revenue from a small number of customers. Historically, we have earned, and believe that in the future we will continue to earn, a substantial portion of our revenue from a relatively small number of customers.
Risks Specific to Our Company We have derived, and expect to continue to derive, a significant share of our revenue from a small number of customers. Historically, we have earned, and believe that in the future we will continue to earn, a substantial portion of our revenue from a relatively small number of customers.
In addition, the COVID-19 pandemic subjects our operations and financial performance to several risks, including the following: Operations-related risks : Our business is facing increased operational challenges including a heightened need to protect employee health and safety, office shutdowns, workplace disruptions, and restrictions on the movement of people, both at our own offices and at those of our clients and suppliers.
In addition, a pandemic outbreak such as COVID-19 subjects our operations and financial performance to several risks, including the following: Operations-related risks : Our business is facing increased operational challenges including a heightened need to protect employee health and safety, office shutdowns, workplace disruptions, and restrictions on the movement of people, both at our own offices and at those of our clients and suppliers.
In addition, if the market for technology stocks or the stock market, in general, experiences a loss of investor confidence, the trading price of our common stock could decline for reasons unrelated to our business, results of operations or financial condition.
In addition, if the market for technology stocks, or the stock market in general, experiences a loss of investor confidence, the trading price of our shares could decline for reasons unrelated to our business, results of operations or financial condition.
The COVID-19 pandemic may also affect our operations and financial results in a manner that is not presently known to us or that we currently do not expect to present significant risks to our operations or financial results.
The COVID-19 pandemic or another global pandemic may also affect our operations and financial results in a manner that is not presently known to us or that we currently do not expect to present significant risks to our operations or financial results.
As a result, stockholders may only receive a return on their investment in our common stock if the market price of our common stock increases. Our charter documents and Nevada law could discourage takeover attempts and lead to management entrenchment. Our articles of incorporation and bylaws contain provisions that could delay or prevent a change in control of our company.
As a result, stockholders may only receive a return on their investment in our shares if the market price increases. Our charter documents and Nevada law could discourage takeover attempts and lead to management entrenchment. Our articles of incorporation and bylaws contain provisions that could delay or prevent a change in control of our company.
In order to maintain and improve our disclosure controls and procedures and internal controls over financial reporting to meet this standard, significant resources and management oversight is required. As a result, management’s attention may be diverted from other business concerns, which could harm our business and results of operations.
In order to maintain and improve our disclosure controls and procedures and internal controls over financial reporting to meet this standard, significant resources and management oversight is required. As a 25 Table of Contents result, management’s attention may be diverted from other business concerns, which could harm our business and results of operations.
ITEM 1A. RISK FACTORS Investing in our common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Annual Report on Form 10-K, including our consolidated financial statements and related notes, before investing in our common stock.
ITEM 1A. RISK FACTORS Investing in our common stock involves a high degree of risk. You should carefully consider the risks and uncertainties described below, together with all of the other information in this Form 10-K, including our consolidated financial statements and related notes, before investing in our common stock.
If we are unable to respond effectively to change, our operations could be adversely affected and our business could be impaired. 26 Table of Contents International sales and manufacturing risks could adversely affect our operating results. Our revenue from international sales represents a substantial portion of our overall sales, and this trend will continue for the foreseeable future.
If we are unable to respond effectively to change, our operations could be adversely affected and our business could be impaired. International sales and manufacturing risks could adversely affect our operating results. Our revenue from international sales represents a substantial portion of our overall sales, and this trend will continue for the foreseeable future.
In addition, the COVID-19 pandemic adversely affected the global economy and the economies and financial markets of many countries, and a re-emergence of the pandemic could result in further economic downturns affecting demand for our products and services and impact our operations. Employee-related risks : We have experienced and may in the future experience disruptions to our operations resulting from quarantines, self-isolations, or other movement and restrictions on the ability of our employees to perform their jobs that may impact our ability to deliver our products and services in a timely manner or meet milestones or customer commitments. 25 Table of Contents The full extent of the effect of the pandemic on us, our customers, our supply chain and our business will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the outbreak or subsequent outbreaks.
In addition, the COVID-19 pandemic adversely affected the global economy and the economies and financial markets of many countries, and a recurrence of a global pandemic could result in further economic downturns affecting demand for our products and services and impact our operations. Employee-related risks : We experienced and may in the future experience disruptions to our operations resulting from quarantines, self-isolations, or other movement and restrictions on the ability of our employees to perform their jobs that may impact our ability to deliver our products and services in a timely manner or meet milestones or customer commitments. 22 Table of Contents The full extent of the effect of the COVID-19 pandemic and any future global pandemic on us, our customers, our supply chain and our business will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the duration and severity of the outbreak or subsequent outbreaks.
Factors that could cause fluctuations in the trading price of our common stock include, without limitation, the following: announcements of new offerings, products, services or technologies, commercial relationships, acquisitions or other events by us or our competitors; price and volume fluctuations in the overall stock market from time to time; significant volatility in the market price and trading volume of technology companies in general; fluctuations in the trading volume of our shares or the size of our public float; actual or anticipated changes or fluctuations in our results of operations; failure of our results of operations to meet the expectations of securities analysts or investors; actual or anticipated changes in the expectations of investors or securities analysts; litigation involving us, our industry, or both; regulatory developments in the United States, foreign countries, or both; general economic conditions and trends; economic disruptions caused by political disputes and governmental gridlock in the United States; major catastrophic events; lockup releases, and sales of large blocks of our common stock; the impact of outbreaks, and threat or perceived threat of outbreaks, of epidemics and pandemics, including, without limitation, the coronavirus outbreak in 2020 and the current avian flu outbreak, on our sourcing and manufacturing operations as well as on consumer spending; departures of key employees; or an adverse impact on the company from any of the other risks cited herein.
Factors that could cause fluctuations in the trading price of our shares include, without limitation, the following: announcements of new offerings, products, services or technologies, commercial relationships, acquisitions or other events by us or our competitors; price and volume fluctuations in the overall stock market from time to time; significant volatility in the market price and trading volume of technology companies in general; fluctuations in the trading volume of our shares or the size of our public float; actual or anticipated changes or fluctuations in our results of operations; failure of our results of operations to meet the expectations of securities analysts or investors; actual or anticipated changes in the expectations of investors or securities analysts; litigation involving us, our industry, or both; regulatory developments in the United States, foreign countries, or both; general economic conditions and trends; economic disruptions caused by political disputes and governmental gridlock in the United States; major catastrophic events; lockup releases, and sales of large blocks of our Common Stock; the impact of outbreaks, and threat or perceived threat of outbreaks, of epidemics and pandemics, including, without limitation, a resurgence of the COVID-19 coronavirus, on our sourcing and manufacturing operations as well as on consumer spending; departures of key employees; or an adverse impact on the company from any of the other risks cited herein.
Technology stocks have historically experienced high levels of volatility. The trading price of our common stock may fluctuate substantially, depending on many factors, some of which are beyond our control and may not be related to our operating performance. These fluctuations could cause investors to lose all or part of their investment in our common stock.
Technology stocks, including our Common Stock, have historically experienced high levels of volatility. The trading price of our shares may continue to fluctuate substantially, depending on many factors, some of which are beyond our control and may not be related to our operating performance. These fluctuations could cause investors to lose all or part of their investment.
An inactive market may also impair our ability to raise capital by selling our common stock (or other securities convertible into our common stock) and may impair our ability to acquire or invest in other companies, products, or technologies by using our common stock as consideration. 20 Table of Contents The price of our common stock may be volatile, and the value of a stockholder’s investment could decline.
An inactive market may also impair our ability to raise capital by issuing Common Stock (or other securities convertible into Common Stock) and may impair our ability to acquire or invest in other companies, products, or technologies by using our stock as consideration. 17 Table of Contents The price of our Common Stock may be volatile, and the value of a stockholder’s investment could decline.
Additionally, our sourcing operations may also be hurt by health concerns regarding the outbreak of viruses, widespread illness, infectious diseases, contagions and the occurrence of unforeseen epidemics (including the outbreak of the coronavirus and its potential impact on our financial results) in countries in which our products are manufactured.
Additionally, our sourcing operations may also be hurt by health concerns regarding the outbreak of viruses, widespread illness, infectious diseases, contagions and the occurrence of unforeseen epidemics (including a recurrence of the COVID-19 coronavirus and its potential impact on our financial results) in countries in which our products are manufactured.
Because the severity, magnitude and duration of the pandemic and its economic consequences are uncertain, vary by region, and are rapidly changing and difficult to predict, its full impact on our operations and financial performance, as well as its impact on our near-term ability to successfully execute our strategic objectives, remains similarly uncertain and difficult to predict.
Because the severity, magnitude and duration of a pandemic such as COVID-19 and its economic consequences are uncertain, vary by region, and are rapidly changing and difficult to predict, its full impact on our operations and financial performance, as well as its impact on our near-term ability to successfully execute our strategic objectives, remains similarly uncertain and difficult to predict.
Additional impacts and risks may arise that we or our customers, suppliers, and other partners are not aware of or able to respond to effectively, and which may adversely affect us. The impact of COVID-19 can also exacerbate other risks discussed in this Risk Factors section and throughout this report.
Additional impacts and risks may arise that we or our customers, suppliers, and other partners are not aware of or able to respond to effectively, and which may adversely affect us. The impact of a pandemic can also exacerbate other risks discussed in this Risk Factors section and throughout this report.
Our international operations involve a number of risks, including with respect to: import-export license agreements, tariffs (which may be increasing globally), taxes and other trade barriers; staffing and managing foreign operations; securing credit and funding; maintaining an effective system of internal controls at our foreign facilities; collecting foreign receivables; transfer pricing and other tax uncertainties; currency exchange fluctuations; reduced protection of intellectual property rights; the impact of outbreaks, and threat or perceived threat of outbreaks, of epidemics and pandemics, including, without limitation, the coronavirus outbreak, on our sourcing and manufacturing operations as well as consumer spending; political and economic instability, and terrorism; and transportation risks.
Our international operations involve a number of risks, including with respect to: import-export license agreements, tariffs (which have been increasing globally), taxes and other trade barriers; staffing and managing foreign operations; securing credit and funding; maintaining an effective system of internal controls at our foreign facilities; collecting foreign receivables; transfer pricing and other tax uncertainties; currency exchange fluctuations; reduced protection of intellectual property rights; the impact of outbreaks, and threat or perceived threat of outbreaks, of epidemics and pandemics, including, without limitation, the COVID 19 virus, on our sourcing and manufacturing operations as well as consumer spending; political and economic instability, and terrorism; and transportation risks.
The degree to which COVID-19 impacts our results will depend on future developments, and there is no certainty that measures we have taken or will take will be sufficient to mitigate the risks posed by the virus.
The degree to which a pandemic impacts our results will depend on future developments, and there is no certainty that measures we have taken or will take will be sufficient to mitigate the risks posed by the virus.
While these factors have begun to decline and projected demand for our products has stabilized, there can be no assurance that we will not again experience significant declines in product sales due to COVID-19. Client-related risks : Our clients have been and will continue to be disrupted by quarantines and restrictions on employees’ ability to work and office closures.
While these factors have begun to decline and projected demand for our products has stabilized, there can be no assurance that we will not again experience significant declines in product sales due to COVID-19 or another pandemic. Client-related risks : Our clients were and could again be disrupted by quarantines and restrictions on employees’ ability to work and office closures.
The declaration, amount and payment of any future dividends on shares of our common stock, if any, is subject to the designations, rights and preferences of the Series A Convertible Preferred Stock and will be at the sole discretion of our Board of Directors, which may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that our Board of Directors may deem relevant.
The declaration, amount and payment of any future dividends on our shares, if any, may be subject to the designations, rights and preferences of any Preferred Stock that we may issue in the future and will be at the sole discretion of our Board, which may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that the Board may deem relevant.
If we fail to comply with applicable rules and regulations in connection with the use and disposal of such substances or other environmental or recycling legislation, we could be subject to significant liability or loss of future sales. 24 Table of Contents General Risks Our business, financial position, results of operations, and cash flows may be adversely affected by the global COVID-19 pandemic, in particular if there is a resurgence in infections, or any broad outbreak of an avian flu or other epidemic in the human population.
If we fail to comply with applicable rules and regulations in connection with the use and disposal of such substances or other environmental or recycling legislation, we could be subject to significant liability or loss of future sales. 21 Table of Contents General Risks Our business, financial position, results of operations, and cash flows may be adversely affected by a resurgence of the global COVID-19 pandemic or any broad outbreak of any other epidemic in the human population.
Our ability to manage change effectively will require us to attract, train, motivate and manage new employees, to reallocate human and other resources to support new undertakings and to restructure our operations to manage a restructured business effectively.
Our ability to manage change effectively will require us to attract, train, motivate and manage new employees, to reallocate human and other resources to support new undertakings and to restructure our operations to manage a restructured business 23 Table of Contents effectively.
Even if our technologies successfully meet our customers’ price and performance goals, our sales would decline or fail to develop if our customers do not achieve commercial success in selling their products that incorporate our solutions.
Even if our technologies successfully meet our customers’ price and performance goals, our sales would decline or fail to develop if our customers do not achieve commercial success in selling such products.
We may continue to experience the effects of the pandemic even now that its severity has waned, and our business, results of operations and financial condition could continue to be affected.
We may continue to experience the effects of a pandemic even after its initial severity has waned, and our business, results of operations and financial condition could continue to be affected.
Risks Relating to Ownership of Our Stock There is a limited or no public market for our securities. While our common stock is quoted on The Nasdaq Capital Market, the daily trading volume is typically very low.
Risks Relating to Ownership of Our Stock There is a limited or no public market for our securities. While our common stock, $0.001 par value per share (“Common Stock”), is quoted on The Nasdaq Capital Market, the daily trading volume is typically very low.
The ongoing pandemic has the potential to continue to disrupt global supply chains, affect consumer behavior, cause significant volatility and disruption of financial markets and prompt regulatory responses, any and all of which can adversely impact our operations and financial position.
The COVID-19 pandemic demonstrated the potential of a global health crisis to to disrupt global supply chains, affect consumer behavior, cause significant volatility and disruption of financial markets and prompt regulatory responses, any and all of which can adversely impact our operations and financial position.
Any disruption in these supplier relationships could prevent us from maintaining an adequate supply of materials and could adversely affect our results of operation and financial position. 16 Table of Contents Disruptions in our manufacturing facilities or arrangements could cause our revenue and operating results to decline.
Any disruption in these supplier relationships could prevent us from maintaining an adequate supply of materials and could adversely affect our results of operation and financial position. 13 Table of Contents Disruptions in our manufacturing facilities or arrangements could cause our revenue and operating results to decline. We manufacture our products in Shenzhen, China; Fremont, California; and Irvine, Scotland.
If we are unable to raise additional funds through equity or debt financing when needed, we may be required to delay, limit, reduce or terminate our product development or commercialization efforts for our product candidates, or we may need to grant to others the rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves. 22 Table of Contents Our CEO has control over key decision making as a result of his control of a majority of our voting stock.
If we are unable to raise additional funds through equity or debt financing when needed, we may be required to delay, limit, reduce or terminate our product development or commercialization efforts for our product candidates, or we may need to grant to others the rights to develop and market product candidates that we would otherwise prefer to develop and market ourselves.
We may need to hire additional employees to comply with these requirements, which will increase our costs and expenses. 28 Table of Contents In addition, being a public company subject to these rules and regulations make it more expensive for us to obtain director and officer liability insurance, and we may be required to accept reduced coverage or incur substantially higher costs to obtain coverage.
In addition, being a public company subject to these rules and regulations make it more expensive for us to obtain director and officer liability insurance, and we may be required to accept reduced coverage or incur substantially higher costs to obtain coverage.
Such disruptions have and may continue to restrict our ability to provide products and services to our clients and have also and may continue to reduce demand for our products and services.
Such disruptions restricted and could again restrict our ability to provide products and services to our clients and reduce demand for our products and services.
Steven N. Bronson, our Chairman of the Board, President and Chief Executive Officer, beneficially owned approximately 83% of the outstanding shares of our common stock as of December 31, 2024. As a result, Mr.
Our CEO has control over key decision making as a result of his control of a majority of our voting stock. Steven N. Bronson, our Chairman of the Board, President and Chief Executive Officer, beneficially owned approximately 77% of the outstanding shares of our Common Stock as of December 31, 2025. As a result, Mr.
This could have a material adverse effect on our business, results of operations and financial condition. 21 Table of Contents The liquidation preference of shares of our Preferred Stock currently outstanding or issued in the future would reduce the amount available to our common stockholders in the event of our liquidation or winding up.
This could have a material adverse effect on our business, results of operations and financial condition. 18 Table of Contents The issuance of shares of our Preferred Stock in the future would reduce the amount available to our holders of Common Stock in the event of our liquidation or winding up, utilize cash resources in the payment of dividends, and potentially limit our ability to obtain additional financing thereafter.
The persistent challenges stemming from the COVID-19 pandemic continue to pose significant risks to our business operations, financial performance, and outlook. While there have been advancements in managing the spread of the virus and increasing vaccination rates, uncertainties remain regarding its long-term effects and potential resurgence.
While there have been advancements in managing the spread of the COVID-19 virus and increasing vaccination rates, uncertainties remain regarding its long-term effects and potential resurgence.
This concentration of ownership may have the effect of deterring, delaying or preventing a change of control of our company, could deprive our stockholders of an opportunity to receive a premium for their common stock as part of a sale of our company and might ultimately affect the market price of our common stock.
This concentration of ownership may have the effect of deterring, delaying or preventing a change of control of our company, could deprive our other common stockholders of an opportunity to receive a premium for their shares as part of a sale of our company and might ultimately affect the market price of our shares. 19 Table of Contents We do not intend to pay dividends on our Common Stock for the foreseeable future and, consequently, our common stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our shares.
Various target markets for our products and solutions may develop more slowly than anticipated or participants in those markets could choose to utilize competing technologies.
We cannot guarantee that our solutions for new markets will be successful or that we will be able to generate significant revenue from these markets. Our products and solutions may not be successful in new markets. Various of our target markets may develop more slowly than anticipated or participants in those markets could choose to utilize competing technologies.
Uncertainty surrounding government policies and regulations, including those related to taxation, trade, healthcare, environmental protection, and labor practices, may impact our costs, operations, and market competitiveness. Changes in government spending priorities or fiscal policies could also affect demand for our products/services, particularly in sectors dependent on government contracts or funding.
Uncertainty surrounding government policies and regulations, including those related to taxation, trade, healthcare, environmental protection, and labor practices, may impact our costs, operations, and market competitiveness.
This is due in part to the significant percentage (approximately 83% as of December 31, 2024) of our shares that are held by officers and directors and their affiliates. We cannot predict the extent to which investor interest in our Company will lead to the development of an active trading market or how liquid that market might become.
We cannot predict the extent to which investor interest in our Company will lead to the development of an active trading market or how liquid that market might become.
Within the last 18 months, we completed the acquisitions of SPEC, KWJ, Calman, and Conductive Transfers, and we expect to make further acquisitions in the future. Acquisitions involve numerous inherent challenges, such as properly evaluating acquisition opportunities, properly evaluating risks and other diligence matters, ensuring adequate capital availability and balancing other resource constraints.
Acquisitions involve numerous inherent challenges, such as properly evaluating acquisition opportunities, properly evaluating risks and other diligence matters, ensuring adequate capital availability and balancing other resource constraints.
We face risks associated with security breaches or cyber-attacks of our computer systems or those of our third-party representatives, vendors, and service providers.
We face risks associated with security breaches or cyber-attacks of our computer systems or those of our third-party representatives, vendors, and service providers. Heightened geopolitical tensions, armed conflicts, and broader global uncertainties may increase the likelihood of cyber threats, which could directly or indirectly disrupt our operations.
In 2024, our top three customers accounted for 15%, 12% and 5% of our revenue, respectively.
In 2025, our top two customers accounted for 18% and 9% of our revenue, respectively.
Our insurance may not cover such events and, if the event is covered, our insurance may not be sufficient to compensate us in full for any losses that may occur.
These facilities are vulnerable to damage from earthquakes, floods, fires, power loss and similar events. They could also be subject to break-ins, sabotage and intentional acts of vandalism. Our insurance may not cover such events and, if the event is covered, our insurance may not be sufficient to compensate us in full for any losses that may occur.
While we cannot predict the amount of any such issuance or the liquidation preference of any such shares, the holders likely would be similarly entitled to preference upon any liquidation or winding up of the Company.
While we cannot predict the amount of any such issuance or the liquidation preference or dividend rights of any such shares, the holders would be entitled to receive the applicable liquidation preference plus any accrued and unpaid dividends in the event of our liquidation or winding up before any payment or other distribution of assets to holders of our Common Stock, and the amount of any such payment or other distribution to such holders would be correspondingly reduced.
Furthermore, political instability and social unrest may disrupt supply chains, distribution networks, and consumer confidence, leading to operational disruptions, decreased consumer spending, and market volatility. Heightened geopolitical tensions or domestic conflicts may also contribute to economic uncertainty and market fluctuations. 27 Table of Contents Acquisitions involve multiple risks and uncertainties.
Changes in government spending priorities or fiscal policies could also affect demand for our products/services, particularly in sectors dependent on government contracts or funding. 24 Table of Contents Furthermore, political instability and social unrest may disrupt supply chains, distribution networks, and consumer confidence, leading to operational disruptions, decreased consumer spending, and market volatility.
We currently have one series of Preferred Stock outstanding, the Series A Convertible Preferred Stock.
We currently have no shares of Preferred Stock outstanding but may issue shares in the future.
The issuance of shares of common stock upon conversion of shares of our Series A Convertible Preferred Stock will result in dilution to the interests of other common stockholders. The same would be true of any shares of convertible preferred stock we may issue in the future.
In addition, the payment of dividends on such shares could reduce the amount of cash available to us to invest in our business. If such shares are convertible into shares of our Common Stock, the issuance of such shares upon such conversion would likely result in dilution to the interests of other common stockholders.
Removed
We manufacture our products in Shenzhen, China; Fremont, California; Irvine, Scotland; and Barnsley, England. These facilities are vulnerable to damage from earthquakes, floods, fires, power loss and similar events. They could also be subject to break-ins, sabotage and intentional acts of vandalism.
Added
Our insurance may not be sufficient to fully cover us against any liability arising out of such defects.
Removed
We cannot guarantee that our solutions for new markets will be successful or that we will be able to generate significant revenue from these markets. Our HMI and gas-sensing solutions may not be successful in new markets.
Added
This is due in part to the significant percentage (approximately 77% as of December 31, 2025) of our shares that are held by officers and directors and their affiliates, primarily Mr. Bronson.
Removed
Armed conflicts in the Middle East and between Russia and Ukraine, and tensions with countries such as Iran and North Korea and resulting geopolitical uncertainties also could result in an increase in cyberattacks that could either directly or indirectly impact our operations.
Added
The terms of any Preferred Stock we may issue may restrict our ability to raise additional capital on acceptable terms, or at all. If securities or industry analysts do not publish research or reports about our business, or if they publish inaccurate or unfavorable research reports, our share price and trading volume could decline.
Removed
Holders of our Series A Convertible Preferred Stock have a liquidation preference equal to the greater of $25.00 per share plus any accrued and unpaid dividends, and such amount per share as would have been payable had all shares of Series A Convertible Preferred Stock been converted into our common stock in the event of our liquidation or winding up.
Added
The persistent challenges stemming from the COVID-19 pandemic and the possibility of a resurgence in infections or the outbreak of another global pandemic continue to pose significant risks to our business operations, financial performance, and outlook.
Removed
This means that those holders are entitled to receive the liquidation preference before any payment or other distribution of assets to our common stockholders, and the amount of any such payment or other distribution to our common stockholders will be reduced by that amount.
Added
Heightened geopolitical tensions or domestic conflicts may also contribute to economic uncertainty and market fluctuations. Acquisitions involve multiple risks and uncertainties. Within the last three years, we completed the acquisitions of SPEC, KWJ, Calman, and Conductive Transfers, and we expect to make further acquisitions in the future.
Removed
The aggregate liquidation preference of the Series A Convertible Preferred Stock as of December 31, 2024 was $5 million. We may also issue additional shares of preferred stock in the future.
Added
We may need to hire additional employees to comply with these requirements, which will increase our costs and expenses.
Removed
The issuance of shares of common stock upon conversion of the Series A Convertible Preferred Stock may cause immediate and substantial dilution to our existing stockholders. Our Series A Convertible Preferred Stock is presently convertible into 600,000 shares of common stock.
Removed
Certain provisions in our Series A Convertible Preferred Stock may impact our ability to obtain additional financing in the future. In addition to cash flows generated from operations, we may need to raise capital in the future through the issuance of capital stock.
Removed
In order to issue any class of capital stock or series of preferred stock the terms of which expressly provide that such class or series will rank on parity with or senior to the Series A Convertible Preferred Stock upon our liquidation, winding-up or dissolution, we must obtain the affirmative consent of holders of a majority of the then-outstanding shares of our Series A Convertible Preferred Stock.
Removed
If we are unable to obtain the consent of these stockholders in connection with future financings, we would be unable to issue capital stock that is on parity with or senior to the Series A Convertible Preferred Stock, which may prevent us from raising additional capital on acceptable terms, or at all.
Removed
We do not have any control over these analysts. If analysts downgrade our shares or change their opinion of our business prospects, our share price would likely decline.
Removed
We do not intend to pay dividends on our common stock for the foreseeable future and, consequently, our common stockholders’ ability to achieve a return on their investment will depend on appreciation in the price of our common stock.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

4 edited+0 added0 removed7 unchanged
Biggest changeWe are committed to maintaining the confidentiality, integrity, and availability of our systems and data and to protecting the interests of our clients and stakeholders. 29 Table of Contents
Biggest changeWe are committed to maintaining the confidentiality, integrity, and availability of our systems and data and to protecting the interests of our clients and stakeholders. We did not experience any cybersecurity incidents in 2025 that materially affected us.
Below is an overview of our cybersecurity risk management and the measures we have in place: Governance and Oversight : Our Board of Directors and senior management are actively involved in overseeing our cybersecurity policies and practices and managing those responsible for coordinating and implementing cybersecurity initiatives across the organization.
Below is an overview of our cybersecurity risk management and the measures we have in place: Governance and Oversight : Our Board and senior management are actively involved in overseeing our cybersecurity policies and practices and managing those responsible for coordinating and implementing cybersecurity initiatives across the organization.
Our Board of Directors receives updates from senior management on cybersecurity-related news events, developments in technology-related risks, threats and vulnerabilities that could pertain to the Company, and discusses with senior management updates to the Company’s risk-management responses and strategies. Risk Assessment and Management : We conduct risk assessments to identify potential cybersecurity threats and vulnerabilities.
The Board receives updates from senior management on cybersecurity-related news events, developments in technology-related risks, threats and vulnerabilities that could pertain to the Company, and discusses with senior management updates to the Company’s risk-management responses and strategies. Risk Assessment and Management : We conduct risk assessments to identify potential cybersecurity threats and vulnerabilities.
While we employ security measures designed to detect, prevent, and respond to such threats, no system is entirely immune from cyberattacks. While we believe that our current cybersecurity measures are robust, we recognize that the cybersecurity landscape is constantly evolving, and we remain vigilant in monitoring and adapting our practices to address emerging threats.
While we employ security measures designed to detect, prevent, and respond to such threats, no system is entirely immune from cyberattacks. 26 Table of Contents While we believe that our current cybersecurity measures are robust, we recognize that the cybersecurity landscape is constantly evolving, and we remain vigilant in monitoring and adapting our practices to address emerging threats.

Item 2. Properties

Properties — owned and leased real estate

3 edited+0 added1 removed0 unchanged
Biggest changeITEM 2. PROPERTIES We maintain our principal office in Fremont, California, which is also our advanced and proprietary gas sensor production and product development facility. We conduct engineering, assembly and prototyping activities in Camarillo, California, where we have established a Global Product Development and Materials Science Center.
Biggest changeITEM 2. PROPERTIES We maintain our principal office in Fremont, California, which is also our advanced and proprietary gas sensor production and product development facility. We conduct engineering, assembly and prototyping activities in Camarillo, California, which includes an advanced printed electronics and materials science laboratory. We conduct production operations in our facilities in Shenzhen, China; Fremont, California; and Irvine, Scotland.
In total, we lease approximately 55,000 square feet, and do not own any real estate. We believe that our facilities are adequate to meet our needs for the immediate future, and that, should it be needed, we will be able to secure additional space to accommodate any expansion of our operations.
We believe that our facilities are adequate to meet our needs for the immediate future, and that, should it be needed, we will be able to secure additional space to accommodate any expansion of our operations.
We conduct research and development activities in our electronics lab in Singapore; distribution operations in our Hong Kong facility; sales operations in our Tokyo office and various other locations in the United States, and we maintain administrative and executive offices in Irvine, California and Bellevue, Washington.
We conduct research and development activities in our electronics lab in Singapore; distribution operations in our Hong Kong facility; and sales operations in our Tokyo office and various other locations in the United States. In total, we lease approximately 34,000 square feet, and do not own any real estate.
Removed
We conduct production operations in our facilities in Shenzhen, China; Fremont, California; Irvine, Scotland; and Barnsley, England.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

1 edited+0 added0 removed1 unchanged
Biggest changeThe outcome of litigation and claims cannot be predicted with certainty, and the resolution of any future matters could materially affect our future financial position, results of operations or cash flows. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 30 Table of Contents PART II
Biggest changeThe outcome of litigation and claims cannot be predicted with certainty, and the resolution of any future matters could materially affect our future financial position, results of operations or cash flows. ITEM 4. MINE SAFETY DISCLOSURES Not applicable. 27 Table of Contents PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

9 edited+2 added3 removed0 unchanged
Biggest changeThe declaration, amount and payment of any future dividends on shares of our common stock, if any, is subject to the designations, rights and preferences of the Series A Convertible Preferred Stock and other preferred stock that we may issue in the future, and will be at the sole discretion of our Board of Directors, which may be subject to general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that our Board of Directors may deem relevant.
Biggest changeIn exercising its discretion, the Board may consider general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions, the implications of the payment of dividends by us to our stockholders or by our subsidiaries to us, and any other factors that the Board may deem relevant.
ITEM 5. MARKET FOR REGISTRANTS’ COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information for Common Stock Our common stock is listed on The Nasdaq Capital Market under the symbol “LINK.” Holders of Record As of December 31, 2024, we had 22 holders of record of our common stock.
ITEM 5. MARKET FOR REGISTRANTS’ COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Market Information for Common Stock Our Common Stock is listed on The Nasdaq Capital Market under the symbol “LINK.” Holders of Record As of December 31, 2025, we had 22 holders of record of our Common Stock.
Except as otherwise noted, all references to common stock, common stock issuable upon conversion of preferred stock, and corresponding per share information throughout this Annual Report on Form 10-K have been retroactively adjusted to reflect the stock dividend, which is accounted for as a stock split effected in the form of a stock dividend.
Except as otherwise noted, all references to Common Stock, Common Stock issuable upon conversion of preferred stock, and corresponding per share information throughout this Form 10-K have been retroactively adjusted to reflect the stock dividend, which is accounted for as a stock split effected in the form of a stock dividend.
The designations, rights and preferences of our Series A Convertible Preferred Stock provide that we will pay, when, as and if declared by our Board of Directors, monthly cumulative cash dividends at an annual rate of 8.0%, which is equivalent to $0.16667 per month and $2.00 per annum per share, based on the $25.00 liquidation preference.
The designations, rights and preferences of our Series A Convertible Preferred Stock provided that we pay cash dividends at an annual rate of 8.0%, which was equivalent to $0.16667 per month and $2.00 per annum per share, based on the $25.00 liquidation preference.
The stock dividend increased the number of issued and outstanding shares of common stock from 6,573,570 to 9,860,368.
The stock dividend increased the number of issued and outstanding shares of Common Stock from 9,896,366 to 14,844,573.
On March 1, 2024, the Board of Directors declared a 50% common stock dividend with a record date of March 11, 2024, that was paid on March 22, 2024. Settlement of fractional share interests was made by issuing one full share of common stock in lieu of a fractional share.
On September 24, 2025, the Company declared a 50% common stock dividend with a record date of October 14, 2025, that was paid on October 28, 2025. Settlement of fractional share interests was made by issuing one full share of Common Stock in lieu of a fractional share.
The actual number of stockholders is greater than this number of record holders and includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees.
The actual number of stockholders is greater than this number and includes stockholders who are beneficial owners but whose shares are held in street name by brokers and other nominees. Dividends Common Stock We have never declared or paid cash dividends on our Common Stock, and we do not anticipate paying any such dividends in the foreseeable future.
Series A Convertible Preferred Stock We have 200,000 shares of our Series A Convertible Preferred Stock outstanding, each of which is convertible into three shares of our common stock.
Series A Convertible Preferred Stock In October and November, 2021, we issued 200,000 shares of our Series A Convertible Preferred Stock, each of which was convertible into 4.5 shares of our Common Stock.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers None. Recent Sales of Unregistered Securities None. ITEM 6. RESERVED Not applicable. 31 Table of Contents
Up to and including the October 15, 2025 conversion date, dividends declared and paid on the Series A Convertible Preferred Stock in 2025 totaled $333,333. Purchases of Equity Securities by the Issuer and Affiliated Purchasers None. Recent Sales of Unregistered Securities None. ITEM 6. RESERVED Not applicable. 28 Table of Contents
Removed
Dividends Common Stock We have never declared or paid cash dividends on our common stock, and we do not anticipate paying any such dividends in the foreseeable future.
Added
The declaration, amount and payment of any such dividends, would be subject to the designations, rights and preferences of any preferred stock that we may issue in the future, and will be at the sole discretion of our Board.
Removed
Dividends on the Series A Convertible Preferred Stock accrue daily and are payable monthly in arrears on the 15th day of each calendar month.
Added
On October 15, 2025, with the closing price of the Company’s Common Stock having equaled or exceeded $6.67 (120% of the initial conversion price of $5.56, as adjusted for stock splits since the issuance) for at least 20 out of the prior 30 consecutive trading days, the Company announced the conversion all 200,000 shares of Series A Convertible Preferred Stock into 900,000 shares of Common Stock as permitted by the certificate of designations of the preferred stock.
Removed
Our Board of Directors has declared, and we have paid, cash dividends on the Preferred Stock each month since the Preferred Stock was issued in October 2021, and we expect that our Board of Directors will continue to declare and we will continue to pay monthly cash dividends on our Series A Convertible Preferred Stock, subject to applicable limitations under Nevada law.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

35 edited+9 added17 removed40 unchanged
Biggest changeThe percentages in the tables are based on revenue. Year Ended December 31, 2024 2023 $ % $ % (in thousands, except percentages) Revenue $ 11,679 100.0 % $ 13,940 100.0 % Cost of revenue 6,833 58.5 7,381 52.9 Gross profit 4,846 41.5 6,559 47.1 Operating expenses: Engineering, research and development 2,052 17.6 2,326 16.7 Selling, general and administrative 4,844 41.5 4,672 33.5 Total operating expenses 6,896 59.0 6,998 50.2 Loss from operations (2,050) (17.6) (439) (3.1) Other income (expense), net 93 0.8 164 1.2 Loss before income taxes (1,957) (16.8) (275) (2.0) Income tax expense 27 0.2 108 0.8 Net loss $ (1,984) (17.0) % $ (383) (2.7) % Comparison of the Years Ended December 31, 2024 and 2023 Revenue by the markets we serve is as follows: Year Ended December 31, 2024 2023 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Medical $ 3,926 33.6 % $ 5,210 37.4 % $ (1,284) (24.6) % Industrial 2,631 22.5 4,141 29.7 (1,510) (36.5) Consumer 326 2.8 577 4.1 (251) (43.5) Standard 4,796 41.1 4,012 28.8 784 19.5 Revenue $ 11,679 100.0 % $ 13,940 100.0 % $ (2,261) (16.2) % We sell our custom products into the medical, industrial, and consumer markets.
Biggest changeThe percentages in the tables are based on revenue. Year Ended December 31, 2025 2024 $ % $ % (in thousands, except percentages) Revenue $ 11,890 100.0 % $ 11,679 100.0 % Cost of revenue 7,260 61.1 6,833 58.5 Gross profit 4,630 38.9 4,846 41.5 Operating expenses: Engineering, research and development 1,504 12.6 2,052 17.6 Selling, general and administrative 4,955 41.7 4,844 41.5 Total operating expenses 6,459 54.3 6,896 59.0 Loss from operations (1,829) (15.4) (2,050) (17.6) Other income (expense), net 23 0.2 93 0.8 Loss before income taxes (1,806) (15.2) (1,957) (16.8) Income tax expense (benefit) (191) (1.6) 27 0.2 Net loss $ (1,615) (13.6) % $ (1,984) (17.0) % Comparison of the Years Ended December 31, 2025 and 2024 Revenue by the markets we serve is as follows: Year Ended December 31, 2025 2024 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Medical $ 3,629 30.5 % $ 3,926 33.6 % $ (297) (7.6) % Industrial 4,009 33.7 2,631 22.5 1,378 52.3 Automotive 358 30.1 358 100.0 Standard 3,894 32.8 5,122 43.9 (1,228) (24.0) Revenue $ 11,890 100.0 % $ 11,679 100.0 % $ 211 1.8 % We sell our custom products into the medical, industrial, automotive and other specialty markets.
Our effective tax rate is directly affected by the relative proportions of our taxable income in the jurisdictions in which we operate and the applicable tax rates in such jurisdictions.
Our effective tax rate is directly affected by the relative proportions of our taxable income/loss in the jurisdictions in which we operate and the applicable tax rates in such jurisdictions.
We record reserves for potential customer returns and warranty rights. 37 Table of Contents Inventory Valuation Inventories are stated at lower of cost or net realizable value (“NRV”). Inventory costs are determined using standard costs which approximate actual costs under the first-in, first-out method. We evaluate inventories for excess quantities and obsolescence.
We record reserves for potential customer returns and warranty rights. 34 Table of Contents Inventory Valuation Inventories are stated at lower of cost or net realizable value (“NRV”). Inventory costs are determined using standard costs which approximate actual costs under the first-in, first-out method. We evaluate inventories for excess quantities and obsolescence.
Off-Balance Sheet Arrangements As of December 31, 2024 and 2023, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.
Off-Balance Sheet Arrangements As of December 31, 2025 and 2024, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or other contractually narrow or limited purposes.
We sell our standard products to customers in many markets through various distribution networks. The ultimate customer for our standard products may come from different markets which are often unknown to us at the time of sale. Each market has different product design cycles. Products with longer design cycles often have much longer product life cycles.
We sell our standard products to customers in many markets through various distribution networks. The ultimate customer for our products may come from different markets that are often unknown to us at the time of sale. Each market has different product design cycles. Products with longer design cycles often have much longer product life cycles.
Based on the expected mix of domestic and foreign earnings, we anticipate our effective tax rate to remain higher than the U.S. statutory rate of 21% primarily due to a portion of our earnings originating in higher rate jurisdictions of China (25%) and the United Kingdom (25%), offset in part by earnings in lower-rate jurisdictions of Hong Kong (16.5%) and Singapore (17%), while our domestic losses are expected to provide no tax benefit due to the valuation allowance recorded on domestic net operating losses and other deferred tax assets.
Based on the expected mix of domestic and foreign earnings, we anticipate our effective tax rate to remain higher than the U.S. statutory rate of 21% primarily due to a portion of our earnings originating in higher rate jurisdictions of China (25%) and the United Kingdom (25%), offset in part by earnings in the lower-rate jurisdiction of Hong Kong (16.5%), while our domestic losses are expected to provide no tax benefit due to the valuation allowance recorded on domestic net operating losses and other deferred tax assets.
The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. 38 Table of Contents Our foreign subsidiaries are subject to foreign income taxes on earnings in their respective jurisdictions.
The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. 35 Table of Contents Our foreign subsidiaries are subject to foreign income taxes on earnings in their respective jurisdictions.
Recently Issued and Adopted Accounting Pronouncements For a discussion of recently adopted accounting pronouncements, see Recently Issued Accounting Pronouncements in Note 1, The Company and its Significant Accounting Policies , of the notes to the consolidated financial statements appearing elsewhere in this Annual Report on Form 10-K. ITEM 7A.
Recently Issued and Adopted Accounting Pronouncements For a discussion of recently adopted accounting pronouncements, see Recently Issued Accounting Pronouncements in Note 1, The Company and its Significant Accounting Policies , of the notes to the consolidated financial statements appearing elsewhere in this Form 10-K. ITEM 7A.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations in conjunction with the consolidated financial statements and the related notes to the consolidated financial statements included later in this Annual Report on Form 10-K.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of our financial condition and results of operations in conjunction with the consolidated financial statements and the related notes to the consolidated financial statements included later in this Form 10-K.
Transactions with Related Parties For a discussion of transactions with related parties, see Note 10, Related Party Transactions , of the notes to the consolidated financial statements, and Item 13, Certain Relationships and Related Transactions, and Director Independence , appearing elsewhere in this Annual Report on Form 10-K.
Transactions with Related Parties For a discussion of transactions with related parties, see Note 10, Related Party Transactions , of the notes to the consolidated financial statements, and Item 13, Certain Relationships and Related Transactions, and Director Independence , appearing elsewhere in this Form 10-K.
For both 2024 and 2023, the Company’s income tax expense reflects tax expense on its foreign earnings with no tax benefit on its domestic losses due to the valuation allowance recorded on domestic net operating losses and other deferred tax assets.
For both 2025 and 2024, the Company’s income tax expense reflects tax expense (or benefit) on its foreign earnings (or losses) with no tax benefit on its domestic losses due to the valuation allowance recorded on domestic net operating losses and other deferred tax assets.
Accounts receivable decreased from $2,167,000 at December 31, 2023 to $1,612,000 at December 31, 2024 due to the timing of shipments and cash collections during the fourth quarter of 2024 compared to the fourth quarter of 2023. Many of our customers pay promptly and accounts receivable is generally related to the most recent shipments.
Accounts receivable decreased from $1,612,000 at December 31, 2024 to $1,542,000 at December 31, 2025 due to the timing of shipments and cash collections during the fourth quarter of 2025 compared to the fourth quarter of 2024. Many of our customers pay promptly and accounts receivable is generally related to the most recent shipments.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not applicable. 39 Table of Contents
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Not applicable. 36 Table of Contents
The balance of these current assets fluctuates with the timing of payments of insurance premiums, advances, and estimated income taxes. Accounts payable, accrued liabilities, and accrued income taxes decreased from $1,249,000 at December 31, 2023 to $1,038,000 at December 31, 2024.
The balance of these current assets fluctuates with the timing of payments of insurance premiums, advances, and estimated income taxes. Accounts payable, accrued liabilities, and accrued income taxes increased from $1,038,000 at December 31, 2024 to $1,339,000 at December 31, 2025.
Cash and cash equivalents consist of cash and money market funds. We did not have any short-term or long-term investments as of December 31, 2024. Of our $3.0 million of cash, $1.8 million was held by foreign subsidiaries.
Cash and cash equivalents consist of cash and money market funds. We did not have any short-term or long-term investments as of December 31, 2025. Of our $2.7 million of cash, $2.1 million was held by foreign subsidiaries.
Inventories decreased from $2,476,000 at December 31, 2023 to $2,009,000 at December 31, 2024 due primarily to variability in the timing of materials purchases and customer demand on product shipments. Prepaid expenses and other current assets decreased slightly from $381,000 at December 31, 2023 to $328,000 at December 31, 2024.
Inventories decreased from $2,009,000 at December 31, 2024 to $1,801,000 at December 31, 2025 due primarily to variability in the timing of materials purchases and customer demand on product shipments. Prepaid expenses and other current assets decreased from $328,000 at December 31, 2024 to $236,000 at December 31, 2025.
Other income (expense), net for 2024 was comprised of $54,000 of interest income and $39,000 of foreign currency transaction gains, while other income (expense), net for 2023 was comprised of $155,000 of interest income, $3,000 of foreign currency transaction gains, and $6,000 of other non-operating income. Year Ended December 31, 2024 2023 Change % of % of in % of Pre-tax Pre-tax Pre-tax Amount Income Amount Income $ Change Income (in thousands, except percentages) Income tax expense $ 27 1.4 % $ 108 39.3 % $ (81) (37.9) Income tax expense reflects statutory tax rates in the jurisdictions in which we operate on the taxable income (loss) we generate in each jurisdiction.
Other income (expense), net for 2025 was comprised of $20,000 of interest income and $3,000 of foreign currency transaction gains, while other income (expense), net for 2024 was comprised of $54,000 of interest income and $39,000 of foreign currency transaction gains. Year Ended December 31, 2025 2024 Change % of % of in % of Pre-tax Pre-tax Pre-tax Income/ Income/ Income/ Amount Loss Amount Loss $ Change Loss (in thousands, except percentages) Income tax expense (benefit) $ (191) 10.6 % $ 27 1.4 % $ (218) 9.2 % Income tax expense reflects statutory tax rates in the jurisdictions in which we operate on the taxable income (loss) we generate in each jurisdiction.
Cash Flow Analysis Our cash flows from operating, investing and financing activities are summarized as follows: Year Ended December 31, 2024 2023 (in thousands) Net cash (used in) operating activities $ (367) $ (116) Net cash (used in) investing activities (491) (4,885) Net cash (used in) financing activities (400) (750) Net Cash (Used In) Operating Activities For the year ended December 31, 2024, the $367,000 in net cash used in operating activities was attributable to net loss of $1,984,000, adjusted for non-cash charges of $809,000 and cash provided by changes in operating assets and liabilities of $808,000.
Cash Flow Analysis Our cash flows from operating, investing and financing activities are summarized as follows: Year Ended December 31, 2025 2024 (in thousands) Net cash (used in) operating activities $ (112) $ (367) Net cash (used in) investing activities (56) (491) Net cash (used in) financing activities (91) (400) Net Cash (Used In) Operating Activities For the year ended December 31, 2025, the $112,000 in net cash used in operating activities was attributable to net loss of $1,615,000, adjusted for non-cash charges of $519,000 and cash provided by changes in operating assets and liabilities of $984,000.
In all markets, the timing of orders from our customers is not always predictable and can be less in some periods and higher in others depending on their projects and building plans. Year Ended December 31, 2024 2023 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Gross profit $ 4,846 41.5 % $ 6,559 47.1 % $ (1,713) (26.1) % Our gross profit and gross margin percentage are impacted by various factors including product mix, customer mix, sales volume, and fluctuations in our cost of revenues, which are comprised of material costs, direct and indirect production labor costs, warehousing and logistics costs, facilities costs, and other costs related to production activities.
In all markets, the timing of orders from our customers is not always predictable and can vary significantly from period to period depending on customers’ projects and building plans. Year Ended December 31, 2025 2024 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Gross profit $ 4,630 38.9 % $ 4,846 41.5 % $ (216) (4.5) % Our gross profit and gross margin percentage are impacted by various factors including product mix, customer mix, sales volume, and fluctuations in our cost of revenues, which are comprised of material costs, direct and indirect production labor costs, warehousing and logistics costs, facilities costs, and other costs related to production activities.
Engineering and R&D costs for 2024 were down compared to the prior year due primarily to decreased engineering employee headcount, offset in part by increased prototyping and product-development activities this year as compared to the prior year. Year Ended December 31, 2024 2023 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Selling, general and administrative $ 4,844 41.5 % $ 4,672 33.5 % $ 172 3.7 % Selling, general and administrative expenses consist primarily of compensation expenses, legal and other professional fees, facilities expenses and communication expenses.
Engineering and R&D costs for 2025 were down compared to the prior year due primarily to lower engineering employee headcount and lower consultant and outside services costs, offset in part by higher costs on prototyping and product-development activities. Year Ended December 31, 2025 2024 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Selling, general and administrative $ 4,955 41.7 % $ 4,844 41.5 % $ 111 2.3 % Selling, general and administrative expenses consist primarily of compensation expenses, legal and other professional fees, facilities expenses and communication expenses.
We currently have products with life cycles that have exceeded 20 years and are ongoing. 33 Table of Contents Revenues were down in 2024 compared to 2023 to customers in all of the custom markets we sell to, and were up to customers of our standard products.
We currently have products with life cycles that have exceeded 20 years and are ongoing. 30 Table of Contents Revenues were up in 2025 compared to 2024 to customers in the industrial and automotive markets, and were down to customers in the medical market and to customers of our standard products.
Liquidity and Capital Resources Cash requirements for working capital, capital expenditures, and acquisition activities have been funded from our cash balances, cash generated from operations and sales of marketable securities, and issuances of equity securities. As of December 31, 2024, we had cash and cash equivalents of $3.0 million, working capital of $5.5 million and no indebtedness.
Liquidity and Capital Resources Cash requirements for working capital, capital expenditures, and acquisition activities have historically been funded from our cash balances, cash generated from operations, and issuances of equity securities. As of December 31, 2025, we had cash and cash equivalents of $2.7 million, working capital of $4.6 million and no indebtedness.
Net cash used in financing activities of $750,000 for the year ended December 31, 2023 consisted of payment of $400,000 of dividends on our Preferred Stock, and $350,000 used for repurchases of 56,430 shares of common stock.
Net cash used in financing activities for the year ended December 31, 2024 consisted of payment of $400,000 of dividends on our Preferred Stock.
For the year ended December 31, 2023, the $116,000 in net cash used in operating activities was attributable to net loss of $383,000, adjusted for non-cash charges of $806,000 and cash used in changes in operating assets and liabilities of $539,000.
For the year ended December 31, 2024, the $367,000 in net cash used in operating activities was attributable to net loss of $1,984,000, adjusted for non-cash charges of $809,000 and cash provided by changes in operating assets and liabilities of $808,000.
Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Annual Report on Form 10-K, particularly in “Risk Factors” and “Special Note Regarding Forward-Looking Statements.” Overview Interlink Electronics, Inc. is a leading provider of sensors and printed electronics used extensively in HMI devices and IoT solutions.
Factors that could cause or contribute to these differences include those discussed below and elsewhere in this Form 10-K, particularly in “Risk Factors” and “Special Note Regarding Forward-Looking Statements.” Executive Overview Interlink Electronics, Inc. is a leading global provider of advanced sensing technologies and printed electronics solutions that enable Human-Machine Interface (“HMI”) devices and Internet-of-Things (“IoT”) applications.
Selling, general and administrative expenses for the current year were up compared to last year due primarily to the inclusion of Calman for the full year of 2024 (versus only the March to December period of 2023). Year Ended December 31, 2024 2023 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Other income (expense), net $ 93 0.8 % $ 164 1.2 % $ (71) (43.3) 34 Table of Contents Other income (expense), net consists of non-operating income and expenses, such as gains and losses on marketable securities, foreign currency transaction gains and losses, interest income and expense, and other non-operating income and expenses.
Selling, general and administrative expenses for the current year were up slightly compared to last year due primarily to the inclusion of Conductive Transfers in 2025 (which was acquired in December 2024), offset in part by lower sales and administrative compensation expense on lower headcount elsewhere. Year Ended December 31, 2025 2024 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Other income (expense), net $ 23 0.2 % $ 93 0.8 % $ (70) (7.5) % 31 Table of Contents Other income (expense), net consists of non-operating income and expenses, such as gains and losses on marketable securities, foreign currency transaction gains and losses, interest income and expense, and other non-operating income and expenses.
If our circumstances change, however, we may require additional cash. If we require additional cash, we may attempt to raise additional capital through equity, equity-linked or debt financing arrangements. If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted.
If we raise additional funds by issuing equity or equity-linked securities, the ownership of our existing stockholders will be diluted.
Gross profit for 2024 was down compared to 2023 due to lower revenue on lower customer demand, while gross margin percentage was down due primarily to the impact the largely fixed portion of our manufacturing- and production-related cost of revenue has on our gross margin percentage, in addition to changes in product and customer mix. Year Ended December 31, 2024 2023 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Engineering, research and development $ 2,052 17.6 % $ 2,326 16.7 % $ (274) (11.8) % Engineering and R&D expenses consist primarily of compensation expenses for employees engaged in research, design and product development activities, and the cost of those employees’ indirect supplies and allocation of facilities expenses.
Gross profit and gross margin percentage for 2025 were down compared to 2024 due primarily to changes in the mix of products sold, and also in part due to strengthened Chinese yuan relative to the U.S. dollar which increased the cost of our production activities in China. Year Ended December 31, 2025 2024 % of % of Amount Revenue Amount Revenue $ Change % Change (in thousands, except percentages) Engineering, research and development $ 1,504 12.6 % $ 2,052 17.6 % $ (548) (26.7) % Engineering and R&D expenses consist primarily of compensation expenses for employees engaged in research, design and product development activities and the cost of those employees’ indirect supplies and allocation of facilities expenses.
The balance of these current liabilities fluctuates based on the timing of payment for purchases of materials, compensation accruals, outside services, and income taxes.
The balance of these current liabilities fluctuates based on the timing of payment for purchases of materials, compensation accruals, outside services, and income taxes. Net Cash (Used In) Investing Activities Net cash used in investing activities for the year ended December 31, 2025 consisted of $56,000 used for purchases of property and equipment.
Medical, industrial, and environmental monitoring products generally have longer design and life cycles than consumer products.
Medical, industrial, and other specialty markets such as environmental monitoring products generally have long design and life cycles.
Net Cash (Used In) Investing Activities Net cash used in investing activities of $491,000 for the year ended December 31, 2024 consisted of $314,000 used to acquire the assets of Conductive Transfers in December 2024, and $177,000 used for purchases of property and equipment.
Net cash used in investing activities of $491,000 for the year ended December 31, 2024 consisted of $314,000 used to acquire the assets of Conductive Transfers in December 2024, and $177,000 used for purchases of property and equipment. 33 Table of Contents Net Cash (Used In) Financing Activities Net cash used in financing activities of $91,000 for the year ended December 31, 2025 consisted of proceeds of $242,000 from issuance of Common Stock (net of $86,000 of offering costs), offset by payment of $333,000 of dividends on our Preferred Stock.
However, our intent is to permanently reinvest these funds outside the U.S. and our current plans do not demonstrate a need to repatriate cash. We have outstanding 200,000 shares of our 8.0% Series A Convertible Preferred Stock (the “Preferred Stock”) that have an aggregate liquidation preference of $5.0 million.
However, our intent is to permanently reinvest these funds outside the U.S. and our current plans do not demonstrate a need to repatriate cash. 32 Table of Contents In October 2025, we converted our Series A Convertible Preferred Stock into Common Stock, which eliminated the 8.0% per annum cumulative cash dividend payable on the Preferred Stock, for a cash savings of $400,000 per year.
The decrease in revenue from customers in all custom markets was due to decreased shipments of our force-sensing and gas-sensing products and solutions resulting from lower customer demand in 2024 compared to 2023.
The decrease in revenue from customers in the medical market was due to lower shipments of our traditional force-sensing products offset in part by higher shipments of our Calman printed electronics, all of which is driven by customer demand.
We also plan to explore potential strategic relationships with companies and technology institutes that will support our growth initiatives. Results of Operations The following table sets forth certain consolidated statements of operations data for the periods indicated.
Results of Operations The following table sets forth certain consolidated statements of operations data for the periods indicated.
We entered the gas and environmental sensing market in 2022 through our acquisition of the business assets of SPEC and KWJ, early pioneers in miniaturized, low-cost gas and environmental sensing technologies.
We are increasingly positioning our HMI offerings as integrated subsystems that combine sensing hardware with proprietary firmware, signal processing, and system-level design. Gas and Environmental Sensing Solutions . We entered the gas and environmental sensing market in 2022 through the acquisition of the assets of SPEC Sensors and KWJ Engineering.
Removed
Our broad product and technology portfolio encompasses force, piezo-electric, rugged HMI, wearable sensors for textiles and fabrics, gas sensors, instruments, and systems. Our blue-chip customers trust our products and solutions which span various markets, including industrial, medical, automotive, consumer, wearables, and IoT.
Added
Our broad product and technology portfolio spans force and touch sensors, piezoelectric sensors, rugged HMI devices, wearable and textile-based sensors, electrochemical gas and environmental sensors, instruments, and fully integrated systems. Our business is organized around two technology platforms: Force/Touch Sensing and HMI Solutions .
Removed
Our technical and engineering expertise in materials science, manufacturing, embedded electronics, firmware, and software enables us to create and deliver high-quality, cost-effective custom solutions tailored to our customers’ unique requirements. On March 1, 2024, the Board of Directors declared a 50% common stock dividend that was paid on March 22, 2024.
Added
Our force-sensing resistor (“FSR®”) technology, together with piezoelectric sensing, printed electronics, rugged interface devices, and emerging smart textile platforms, enables intuitive, durable, and low-power user input solutions. These technologies are deployed in applications such as vehicle entry and control systems, industrial and medical interfaces, presence and pressure detection, wearable monitoring, and other three-dimensional input environments.
Removed
For all years presented, all share and per share data have been retroactively adjusted for the effect of the 50% common stock dividend, which is accounted for as a stock split effected in the form of a stock dividend. Our principal products are: Force/Touch Sensors .
Added
Through our acquisitions of Calman in 2023 and Conductive Transfers Limited in 2024, we expanded our capabilities in customized membrane keypads, graphic overlays, industrial labeling, conductive textiles, and integrated printed electronic systems. These additions enhance our vertical integration, broaden our intellectual property portfolio, and strengthen our presence in European markets.
Removed
We design, develop, manufacture and sell a range of force-sensing technologies that incorporate our proprietary materials technology, firmware and software into a portfolio of standard products and custom solutions. These include sensor components, subassemblies, modules and products that support effective, efficient cursor control and novel three-dimensional user inputs.
Added
We now design and manufacture miniaturized electrochemical gas sensors, instruments, and monitoring systems for safety, health, air quality, and industrial applications. Our products are designed to address growing demand for compact, low-power, and cost-effective sensing solutions suitable for wireless, wearable, and IoT deployments.
Removed
Our HMI technology platforms are deployed in a wide range of markets, including consumer electronics, automotive, industrial and medical. The application of our HMI technology platforms includes vehicle entry, vehicle multi-media control interface, rugged touch controls, presence detection, collision detection, speed and torque controls, pressure mapping, biological monitoring and others.
Added
We prioritize revenue growth in targeted strategic markets, gross margin expansion driven by favorable product mix and operational efficiencies, disciplined capital allocation, and the ongoing advancement of differentiated sensing platforms. Our strategy emphasizes higher-margin, application-specific solutions built on scalable technology foundations. A substantial portion of our revenue is generated from custom solutions developed in close collaboration with OEM customers.
Removed
Through our 2023 acquisition of Calman, which brought us over 25 years of HMI design and manufacturing expertise as a leading provider of specialized printed electronics, we offer customized membrane keypads, graphic overlays, printed electronics and industrial label products for use in a wide range of fields, from industrial instrumentation, process control and monitoring to medical and diagnostic devices and defense systems.
Added
Although these engineering and product development engagements often involve extended design cycles, they frequently lead to multi-year production programs that provide long-term revenue visibility and strengthen customer relationships. 29 Table of Contents We maintain a global operational footprint to support our customers and manufacturing strategy.
Removed
Additionally, through our 2024 acquisition of Conductive Transfers, which deepened our innovative patentened processes for integration of printed electronic technologies, we offer functional e-textiles and wearable technology, including heated clothing and personal protection equipment, and other products in development for medical and automotive environments and other wearable form-factors. Gas and Environmental Sensors.
Added
We manufacture our force-sensing and printed electronic products at our facilities in Shenzhen, China, and Irvine, Scotland, and our gas and environmental sensors and instruments at the facility in Fremont, California. Our vertically integrated manufacturing approach allows us to maintain control over proprietary processes, quality standards, and supply chain responsiveness.
Removed
Following our acquisition of these operations, we now offer electrochemical gas-sensing technology products and solutions for industry, community, health and home, with uses in fields such as safety, personal wellness and air quality monitoring.
Added
The increase in revenue from customers in the industrial market was due to increased shipments on higher customer demand due to increases in their production levels, while the increase in revenue from customers in the automotive market was due to new products and to programs intended to support innovation and automation in that market group.
Removed
We sell our products and solutions globally to a diverse array of customers that include Fortune Global 500 companies with the world’s most recognizable brands, as well as start-ups, design houses, original design and equipment manufacturers, and universities. Our technology has been deployed in the consumer electronics, automotive, industrial automation, medical, defense and environmental monitoring markets.
Added
We believe that our existing cash and cash equivalents balance will be sufficient to maintain our current operations considering our current financial condition, obligations, and other expected cash flows. If our circumstances change, however, we may require additional cash. If we require additional cash, we may attempt to raise additional capital through equity, equity-linked or debt financing arrangements.
Removed
Our global presence in the United States, China, United Kingdom, Hong Kong, Singapore and Japan allows us to broadly provide sales and engineering support services to our existing and future worldwide customers. We manufacture our products in a state-of-the-art facility in Shenzhen, China, and in our advanced and proprietary facilities in Fremont, California, Irvine, Scotland, and Barnsley, England.
Removed
We control 100% of the manufacturing and shipping process, which enables us to respond quickly to customer product demand and design requirements. 32 Table of Contents We have invested significantly in the expansion of our technology platforms through our own internal development to ensure we continue to provide the market with leading-edge solutions that are seamless to deploy and perform flawlessly.
Removed
Having previously built an R&D organization in Singapore to develop new product offerings that will meet the market’s growing demand for touch technology and smart surfaces, we relocated a majority of our R&D and product development efforts to Camarillo, California, where we have established a Global Product Development and Materials Science Center.
Removed
Combined with the advanced and proprietary facilities in Silicon Valley, Scotland, and England that were acquired in connection with the acquisitions of SPEC/KWJ, Calman, and Conductive Transfers, we believe this will allow us to grow our business and be more closely aligned with current and future top-tier customers.
Removed
We pay, when, as and if declared by our Board of Directors, monthly cumulative cash dividends on the Preferred Stock at an annual rate of 8.0%; this is equivalent to $0.16667 per month and $2.00 per annum per share, based on a per share liquidation preference of $25.00.
Removed
Dividends on the Preferred Stock are payable monthly in arrears on the 15th day of each calendar month.
Removed
Our Board of Directors has declared, and we have paid, cash dividends on the Preferred Stock each month since the Preferred Stock was issued in October 2021, and we expect that the board will continue to declare, and we will continue to pay, such cash dividends each month while the Preferred Stock is outstanding, subject to applicable limitations under Nevada law. ​ 35 Table of Contents We believe that our existing cash and cash equivalents balance will be sufficient to maintain our current operations considering our current financial condition, obligations, and other expected cash flows.
Removed
Net cash used in investing activities of $4,885,000 for the year ended December 31, 2023 consisted of $4,873,000 used to acquire the equity interests of Calman (which was net of $1,577,000 of cash acquired), $111,000 received from the purchase price escrow for the acquisition of SPEC and KWJ upon finalization of the purchase price, and $123,000 used for purchases of property and equipment. ​ 36 Table of Contents Net Cash (Used In) Financing Activities Net cash used in financing activities for the year ended December 31, 2024 consisted of payment of $400,000 of dividends on our Preferred Stock.

Other LINK 10-K year-over-year comparisons