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What changed in Innovative Eyewear Inc's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Innovative Eyewear 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.

+328 added−385 removedSource: 10-K (2026-03-25) vs 10-K (2025-03-24)

Top changes in Innovative Eyewear Inc's 2025 10-K

328 paragraphs added · 385 removed · 219 edited across 5 sections

Item 1. Business

Business — how the company describes what it does

81 edited+29 added−66 removed39 unchanged
Biggest changeMarch 20, 2024 Pending n/a Registered Patent Applications Licensed from Ingeniospec, LLC App/Patent Number Title Country 7,192,136 Tethered Electrical Components for Eyeglasses U.S. 7,255,437 Eyeglasses with Activity Monitoring U.S. 7,380,936 Eyeglasses with a Clock or Other Electrical Component U.S. 7,401,918 Eyeglasses with Activity Monitoring U.S. 7,438,410 Tethered Electrical Components for Eyeglasses U.S. 7,481,531 Eyeglasses with User Monitoring U.S. 7,500,746 Eyewear with Radiation Detection System U.S. 7,500,747 Eyeglasses with Electrical Components U.S. 7,581,833 Eyewear Supporting After-Market Electrical Components U.S. 7,621,634 Tethered Electrical Components for Eyeglasses U.S. 7,677,723 Eyeglasses with a Heart Rate Monitor U.S. 7,771,046 Eyewear with Monitoring Capability U.S. 7,792,552 Eyeglasses for Wireless Communications U.S. 8,109,629 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 8,337,013 Eyeglasses with RFID Tags or with a Strap U.S. 8,430,507 Eyewear with Touch-Sensitive Input Surface U.S. 8,434,863 Eyeglasses with a Printed Circuit Board U.S. 8,465,151 Eyewear with Multi-Part Temple for Supporting One or More Electrical Components U.S. 8,500,271 Eyewear Supporting After-Market Electrical Components U.S. 8,770,742 Eyewear with Radiation Detection System U.S. 8,905,542 Eyewear Supporting Bone Conducting Speaker U.S. 9,033,493 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 13 9,488,520 Eyewear with Radiation Detection System U.S. 9,547,184 Eyewear Supporting Embedded Electronic Components U.S. 9,690,121 Eyewear Supporting One or More Electrical Components U.S. 10,060,790 Eyewear with Radiation Detection System U.S. 10,061,144 Eyewear Supporting Embedded Electronic Components U.S. 10,310,296 Eyewear with Printed Circuit Board U.S. 10,330,956 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 10,345,625 Eyewear with Touch-Sensitive Input Surface U.S. 10,359,311 Eyewear with Radiation Detection System U.S. 10,539,459 Eyewear with Detection System U.S. 11,086,147 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 11,204,512 Eyewear Supporting Embedded and Tethered Electronic Components U.S. 11,243,416 Eyewear Supporting Embedded Electronic Components U.S. 11,326,941 Eyewear with Detection System U.S. 11,513,371 Eyewear with Printed Circuit Board Supporting Messages U.S. 11,536,988 Eyewear Supporting Embedded Electronic Components for Audio Support U.S. 11,630,331 Eyewear with Touch-Sensitive Input Surface U.S. 11,644,361 Eyewear with Detection System U.S. 11,644,693 Wearable Audio System Supporting Enhanced Hearing Support U.S. 11,733,549 Eyewear Having Removable Temples That Support Electrical Components U.S. 11,762,224 Eyewear Having Extended Endpieces to Support Electrical Components U.S. 11,803,069 Eyewear with Connection Region U.S. 11,829,518 Head-worn Device with Connection Region U.S.
Biggest changeMarch 14, 2024 Pending n/a PCT/US24/20715 SYSTEM, APPARATUS, AND METHOD FOR USING A CHATBOT PCT March 20, 2024 Pending n/a BR 302024004471-2 SAFETY EYEWEAR Brazil August 28, 2024 Pending n/a MX/f/2024/002575 / 74890 SAFETY EYEWEAR Mexico August 28, 2024 Pending n/a PCT/US25/15969 Smart Eyewear Having Accessible Tactile Controls PCT February 14, 2025 Pending n/a 19/273,052 SMARTGLASSES DEVICE WITH INTEGRATED RF AND WIRELESS COMMUNICATION CAPABILITIES AND COMPATIBLE SOFTWARE APPLICATION INTERFACE US July 17, 2025 Pending n/a 3286829 SYSTEM, APPARATUS, AND METHOD FOR USING A CHATBOT Canada September 22, 2025 Pending n/a EP24781569.9 SYSTEM, APPARATUS, AND METHOD FOR USING A CHATBOT EP October 22, 2025 Pending n/a 19/413,264 APPARATUS, SYSTEMS AND METHODS FOR INTEGRATING GENERATIVE ARTIFICIAL INTELLIGENCE (AI) CHATBOTS IN HEARABLES US December 9, 2025 Pending n/a 14 Registered Patent Applications Licensed from Ingeniospec, LLC App/Patent Number Title Country 7,192,136 Tethered Electrical Components for Eyeglasses U.S. 7,255,437 Eyeglasses with Activity Monitoring U.S. 7,380,936 Eyeglasses with a Clock or Other Electrical Component U.S. 7,401,918 Eyeglasses with Activity Monitoring U.S. 7,438,410 Tethered Electrical Components for Eyeglasses U.S. 7,481,531 Eyeglasses with User Monitoring U.S. 7,500,746 Eyewear with Radiation Detection System U.S. 7,500,747 Eyeglasses with Electrical Components U.S. 7,581,833 Eyewear Supporting After-Market Electrical Components U.S. 7,621,634 Tethered Electrical Components for Eyeglasses U.S. 7,677,723 Eyeglasses with a Heart Rate Monitor U.S. 7,771,046 Eyewear with Monitoring Capability U.S. 7,792,552 Eyeglasses for Wireless Communications U.S. 8,109,629 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 8,337,013 Eyeglasses with RFID Tags or with a Strap U.S. 8,430,507 Eyewear with Touch-Sensitive Input Surface U.S. 8,434,863 Eyeglasses with a Printed Circuit Board U.S. 8,465,151 Eyewear with Multi-Part Temple for Supporting One or More Electrical Components U.S. 8,500,271 Eyewear Supporting After-Market Electrical Components U.S. 8,770,742 Eyewear with Radiation Detection System U.S. 8,905,542 Eyewear Supporting Bone Conducting Speaker U.S. 9,033,493 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 9,488,520 Eyewear with Radiation Detection System U.S. 9,547,184 Eyewear Supporting Embedded Electronic Components U.S. 9,690,121 Eyewear Supporting One or More Electrical Components U.S. 10,060,790 Eyewear with Radiation Detection System U.S. 10,061,144 Eyewear Supporting Embedded Electronic Components U.S. 10,310,296 Eyewear with Printed Circuit Board U.S. 10,330,956 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 10,345,625 Eyewear with Touch-Sensitive Input Surface U.S. 10,359,311 Eyewear with Radiation Detection System U.S. 10,539,459 Eyewear with Detection System U.S. 11,086,147 Eyewear Supporting Electrical Components and Apparatus Therefor U.S. 11,204,512 Eyewear Supporting Embedded and Tethered Electronic Components U.S. 11,243,416 Eyewear Supporting Embedded Electronic Components U.S. 11,326,941 Eyewear with Detection System U.S. 15 App/Patent Number Title Country 11,513,371 Eyewear with Printed Circuit Board Supporting Messages U.S. 11,536,988 Eyewear Supporting Embedded Electronic Components for Audio Support U.S. 11,630,331 Eyewear with Touch-Sensitive Input Surface U.S. 11,644,361 Eyewear with Detection System U.S. 11,644,693 Wearable Audio System Supporting Enhanced Hearing Support U.S. 11,733,549 Eyewear Having Removable Temples That Support Electrical Components U.S. 11,762,224 Eyewear Having Extended Endpieces to Support Electrical Components U.S. 11,803,069 Eyewear with Connection Region U.S. 11,829,518 Head-worn Device with Connection Region U.S.
“Take a memo”: this command begins recording a speech-to-text memo in Notes, which can also be played back to the user. Since the initial launch of Lucyd Lyte, we witnessed growing interest and demand from customers throughout the United States and have sold thousands of our smart glasses.
“Take a memo”: this command begins recording a speech-to-text memo in Notes, which can also be played back to the user. Since the initial launch of Lucyd Lyte, we have witnessed growing interest and demand from customers throughout the United States and have sold thousands of our smart glasses.
We view the integration of Bluetooth technology into the arms of the glasses as one of the key next steps enhance one of the world’s most important wearables: eyewear. Additionally, as part of our commitment to a great customer experience, we listen to feedback from our customers, and continuously strive to improve customer satisfaction and experience with our products.
We view the integration of Bluetooth technology into the arms of the glasses as one of the key next steps to enhance one of the world’s most important wearables: eyewear. Additionally, as part of our commitment to a great customer experience, we listen to feedback from our customers, and continuously strive to improve customer satisfaction and experience with our products.
Marketing We employ a 360-degree marketing strategy that encompasses both brand and user-generated content syndication across earned, owned, and paid platforms. As the first smart eyewear manufacturer developing tailored products for specific use cases, our marketing approach uniquely addresses distinct segments through our All-Day Wear, Sun, Sports, and Safety product lines.
We employ a 360-degree marketing strategy that encompasses both brand and user-generated content syndication across earned, owned, and paid platforms. As the first smart eyewear manufacturer developing tailored products for specific use cases, our marketing approach uniquely addresses distinct segments through our All-Day Wear, Sun, Sports, and Safety product lines.
To support our resellers, we offer a strong co-op marketing program that includes free store display materials. As part of this strategy, we provide customizable modular display systems and interactive LCD retail fixtures to our resellers to provide an immersive virtual try-on experience along with detailed product info and videos for prospective customers.
To support our resellers, we offer a strong co-op marketing program that includes free store display materials. As part of this strategy, we provide customizable modular display systems and interactive LCD retail fixtures to our resellers to provide an immersive virtual try-on experience along with detailed product info and videos for prospective customers. 2.
Independent Eyewear Stores The core of our B2B business is formed by our relationship with numerous eyewear store retailers across the United States and Canada, which provide our smart frames directly to their optical customers. Many of these retail stores have placed multiple stocking orders since launching our wholesale business in 2021.
Independent Eyewear Stores The core of our B2B business is formed by our relationship with numerous eyewear store retailers across the United States and Canada, which provide our smart frames directly to their optical customers. Many of these retail stores have placed multiple stocking orders since first launching our wholesale business in 2021.
For a smart eyewear line to achieve mass market penetration, it should cost a similar amount to traditional designer eyewear, especially while the category is still emerging and most consumers and not yet familiar with it. 3.
For a smart eyewear line to achieve mass market penetration, it should cost a similar amount to traditional designer eyewear, especially while the category is still emerging and most consumers are not yet familiar with it. 3.
At just 1.0 - 1.5 ounces, our eyewear has a feather-light fit, suitable for all day vision correction or sun protection (traditional glasses weigh about 1 ounce). This is especially important while on the go. Our 1.0 ounce titanium aviators are among the lightest smart eyewear ever made. Long Battery Life .
At just 1.0 - 1.75 ounces, our eyewear has a feather-light fit, suitable for all day vision correction or sun protection (traditional glasses weigh about 1 ounce). This is especially important while on the go. Our 1.0 ounce titanium aviators are among the lightest smart eyewear ever made. Long Battery Life .
November 2, 2021 Issued November 19, 2024 11 63/274,920 Safety Glasses U.S. November 2, 2021 Non-Provisional Application filed on October 21, 2022; U.S. App.
November 2, 2021 Issued November 19, 2024 63/274,920 Safety Glasses U.S. November 2, 2021 Non-Provisional Application filed on October 21, 2022; U.S. App.
While immensely useful, smartphones can present a safety hazard to motorists, pedestrians, and cyclists because smartphones can distract people from the task or activity at hand. According to the Governors Highway Safety Association, there were over 7,000 pedestrian deaths in the U.S. in 2023, and experts believe smartphones were partially to blame.
While immensely useful, smartphones can present a safety hazard to motorists, pedestrians, and cyclists because smartphones can distract people from the task or activity at hand. According to the Governors Highway Safety Association, there were over 7,000 pedestrian deaths in the U.S. in 2024, and experts believe smartphones were partially to blame.
March 22, 2019 Issued October 27, 2020 D900,205 Smart Glasses U.S. March 22, 2019 Issued October 27, 2020 10 D900,920 Smart Glasses U.S. March 22, 2019 Issued November 3, 2020 D900,206 Smart Glasses U.S. March 22, 2019 Issued October 27, 2020 D899,497 Smart Glasses U.S. March 22, 2019 Issued October 20, 2020 D899,498 Smart Glasses U.S.
March 22, 2019 Issued October 27, 2020 D900,205 Smart Glasses U.S. March 22, 2019 Issued October 27, 2020 D900,920 Smart Glasses U.S. March 22, 2019 Issued November 3, 2020 D900,206 Smart Glasses U.S. March 22, 2019 Issued October 27, 2020 D899,497 Smart Glasses U.S. March 22, 2019 Issued October 20, 2020 D899,498 Smart Glasses U.S.
Big Box Retail Stores (Electronics, sporting goods, general merchandise) In addition to mainstream optical channels, we distribute our Lucyd eyewear through leading big box stores, such as Best Buy and Dick’s Sporting Goods, through either their eyewear or electronics departments.
Big Box Retail Stores (electronics, sporting goods, home improvement, general merchandise) In addition to mainstream optical channels, we distribute our Lucyd eyewear through leading big box stores, such as Best Buy and Dick’s Sporting Goods, through either their eyewear or electronics departments.
The convenience of having a Bluetooth headset and comfortable glasses in one, especially for those who are already accustomed to all-day eyewear use, offers a lifestyle upgrade at a price most consumers can afford. In a sense, we view this integration of technology and vison correction/protection as the next evolutionary step in the development of eyewear.
The convenience of having a Bluetooth headset and comfortable glasses in one, especially for those who are already accustomed to all-day eyewear use, offers a lifestyle upgrade at a price most consumers can afford. 3 In a sense, we view this integration of technology and vision correction/protection as the next evolutionary step in the development of eyewear.
Social Selling Not only do we use social media to drive traffic to our main sales channels, but we also take advantage of intra-social shops as well, and have deployed shopping experiences through Facebook, Instagram, and TikTok to gain further brand awareness. We also offer two affiliate platforms via Shareasale.com and Shopify for peer-driven sales.
Social Selling Not only do we use social media to drive traffic to our main sales channels, but we also take advantage of intra-social shops as well, and have deployed shopping experiences through Facebook, Instagram, and TikTok to gain further brand awareness. We also offer two affiliate platforms via Awin and Shopify for peer-driven sales.
Alternatively, you may also access our reports at the SEC’s website at www.sec.gov.
Alternatively, you may also access our reports at the SEC’s website at www.sec.gov. 16
The Shareasale program is for professional affiliate and deal promotion companies, and increases revenue on Lucyd.co by offering direct commissions in exchange for converting web traffic.
The Awin program is for professional affiliate and deal promotion companies, and increases revenue on Lucyd.co by offering direct commissions in exchange for converting web traffic.
Our smart eyewear is a fusion of headphones with glasses, bringing vision correction and protection together with digital connectivity and clear audio, while also offering a safer solution for listening to music outdoors (as compared to in-ear headphones).
Our Mission Our mission is to Upgrade Your Eyewear ® . Our smart eyewear is a fusion of headphones with glasses, bringing vision correction and protection together with digital connectivity and clear audio, while also offering a safer solution for listening to music outdoors (as compared to in-ear headphones).
The Company is continuously iterating and improving its frame lineup, offering a mixture of “Lucyd icons” (styles that have consistently performed well since the introduction of Lucyd Lyte) and new styles seasonally to align with market trends and evolving consumer demand.
The Company is continuously iterating and improving its frame lineup, offering a mixture styles that have consistently performed well since the introduction of Lucyd Lyte and new styles to align with market trends and evolving consumer demand.
All packaging is designed in Miami and fabricated in China. Once completed, our products are tested in the United States, to assess functionality, fit, and finish. Production orders are placed and fabricated in China based on anticipated demand, whereupon they undergo a rigorous thirteen-point third-party product inspection process. This inspection is conducted on 100% of our manufactured products.
Once completed, our products are tested in the United States, to assess functionality, fit, and finish. Production orders are placed and fabricated in China based on anticipated demand, whereupon they undergo a rigorous thirteen-point third-party product inspection process. This inspection is conducted on 100% of our manufactured products.
Based on our current discussion with several major optical businesses (by store size), we believe at least one additional major optical chain or national optical buying group will onboard our product line in 2025. However, there can be no assurances that any of these retailers and distributors will sell our products. 3.
Based on our current discussions with several major optical businesses (by store size), we believe at least one additional major optical chain or national optical buying group will onboard our product line in 2026. However, there can be no assurances that any of these retailers and distributors will sell our products. 8 3.
This collection introduced the Company’s first “global fit” style, which supports low nose bridge customers. ● In April 2024, we launched the Eddie Bauer ® Powered by Lucyd smart eyewear collection in four different styles, which showcases the first-to-market rimless smart eyewear design.
This collection introduced the Company’s first “global fit” style, which supports low nose bridge customers. ● The Eddie Bauer ® Powered by Lucyd smart eyewear collection, first launched in April 2024, includes four different frame styles, and showcases the first-to-market rimless smart eyewear design.
As a result, although we believe our products are currently superior, our competitors may be able to develop superior products, and compete more aggressively and sustain their competitive advantage over a longer period of time than us. Our products may be rendered obsolete in the face of competition.
As a result, although we believe our products are currently superior, our competitors may be able to develop superior products, and compete more aggressively and sustain their competitive advantage over a longer period of time than us. Our products may be rendered obsolete in the face of competition. Our Competitive Strengths A Unique Solution to a Common Problem .
We continuously present new models of eyewear to our network of followers to vote on those styles they find most appealing. We view this as community approved design. Competition The smart eyewear industry in which we operate is competitive and subject to changes in practice.
We continuously present new models of eyewear to our network of followers to vote on those styles they find most appealing. We view this as community approved design. 5 Competition The smart eyewear industry in which we operate is competitive and is subject to changes as it continues to evolve.
“Send $___ to (contact)”: this command allows the user to send money to a contact via Venmo or Apple Cash. 5. “Check my messages”: this command reads out the user’s latest incoming text messages and offers a prompt to reply to each. 6.
“Call (contact)”: speed-dials the named contact. 4. “Send $___ to (contact)”: this command allows the user to send money to a contact via Venmo or Apple Cash. 5. “Check my messages”: this command reads out the user’s latest incoming text messages and offers a prompt to reply to each. 6.
July 20, 2020 Issued May 10, 2022 12,216,341 Wireless Smartglasses with Quick Connect Front Frames U.S. November 25, 2020 Issued February 4, 2025 D1,013,765 Smartglasses U.S. September 1, 2021 Issued February 6, 2024 D1,030,851 Smartglasses U.S. September 1, 2021 Issued June 11, 2024 D1,030,852 Smartglasses U.S. September 1, 2021 Issued June 11, 2024 D1,030,853 Smartglasses U.S.
July 20, 2020 Issued January 9, 2024 D951,334 Round Smartglasses U.S. July 20, 2020 Issued May 10, 2022 12,216,341 Wireless Smartglasses with Quick Connect Front Frames U.S. November 25, 2020 Issued February 4, 2025 D1,013,765 Smartglasses U.S. September 1, 2021 Issued February 6, 2024 D1,030,851 Smartglasses U.S. September 1, 2021 Issued June 11, 2024 D1,030,852 Smartglasses U.S.
September 1, 2021 Issued June 11, 2024 207516 Smartglasses Canada October 29, 2021 Issued May 23, 2023 207517 Smartglasses Canada October 29, 2021 Issued May 23, 2023 207518 Smartglasses Canada October 29, 2021 Issued May 23, 2023 207519 Smartglasses Canada October 29, 2021 Issued May 23, 2023 29/814,016 Safety Smartglasses U.S. November 2, 2021 Pending n/a 29/814,017 Safety Shields U.S.
September 1, 2021 Issued June 11, 2024 207516 Smartglasses Canada October 29, 2021 Issued May 17, 2023 207517 Smartglasses Canada October 29, 2021 Issued May 23, 2023 207518 Smartglasses Canada October 29, 2021 Issued May 23, 2023 207519 Smartglasses Canada October 29, 2021 Issued May 23, 2023 29/814,016 Safety Smartglasses U.S. November 2, 2021 Pending n/a D1,051,978 Safety Shields U.S.
February 9, 2023 Issued April 23, 2024 D1,020,863 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,852 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,853 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,854 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,855 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,856 Smartglasses U.S.
February 9, 2023 Issued April 2, 2024 D1,020,852 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,853 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,854 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,855 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,856 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,020,857 Smartglasses U.S.
Our Business Strategy When we initially organized Innovative Eyewear five years ago, there was, in our view, no attractive smart eyewear that addressed the basic consumer need for good looking designer glasses that were stylish, comfortable, lightweight, and provided the functionality of hearables, and priced around the same as regular glasses. 4 At the core of our strategy are the following principles: 1.
Our Business Strategy When we first started our company, there was, in our view, no attractive smart eyewear that addressed the basic consumer need for good looking designer glasses that were stylish, comfortable, lightweight, and provided the functionality of hearables, and priced around the same as regular glasses. At the core of our strategy are the following principles: 1.
Inspections include testing procedures to help ensure our customers receive only functional, high-quality products. For large bulk orders from clients, we are able to order this inventory on demand, due to the expected lead times in the traditional frame sourcing business. Recently, the U.S. government increased tariffs on goods imported from China to 20%.
Inspections include testing procedures to help ensure our customers receive only functional, high-quality products. For large bulk orders from clients, we are able to order this inventory on demand, due to the expected lead times in the traditional frame sourcing business.
November 10, 2021 Issued November 19, 2024 63/297,056 Charging Cradle for Smartglasses U.S. January 6, 2022 Non-Provisional Application filed on December 29, 2022; U.S. App. No. 18/147,002 n/a 212589 Charging Cradle Canada May 9, 2022 Issued February 27, 2024 ZL 2022302715131 Charging Cradle China May 10, 2022 Issued October 21, 2022 18/147,002 Charging Cradle for Smartglasses U.S.
January 6, 2022 Non-Provisional Application filed on December 29, 2022; U.S. App. No. 18/147,002 n/a 212589 Charging Cradle Canada May 9, 2022 Issued February 27, 2024 ZL 2022302715131 Charging Cradle China May 10, 2022 Issued October 21, 2022 18/147,002 Charging Cradle for Smartglasses U.S. December 27, 2022 Pending n/a D1,020,849 Smartglasses U.S.
According to a 2021 report of the Vision Council, a non-profit trade association that serves member companies of the optical industry, there are approximately 167 million adults wearing prescription eyeglasses in the United States. According to the Vision Council, the total addressable market for eyewear in the U.S. was $68 billion in 2024, growing at about 2.7% from 2023.
According to a 2021 report of the Vision Council, a non-profit trade association that serves member companies of the optical industry, there are approximately 167 million adults wearing prescription eyeglasses in the United States. According to the Vision Council, the total addressable market for eyewear in the U.S. was $69.5 billion in 2025, up 4.4% from 2024.
February 9, 2023 Issued April 2, 2024 D1,020,857 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 12 D1,020,858 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,023,123 Smartglasses Temples U.S. February 13, 2023 Issued April 16, 2024 18/189,547 System, Apparatus, and Method For Using a Chatbot U.S. March 24, 2023 Pending n/a 18/463,465 Spring-loaded Hinges For Smartglasses U.S.
February 9, 2023 Issued April 2, 2024 13 App/Patent Number Title Country Filing Date Status Grant Date D1,020,858 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,023,123 Smartglasses Temples U.S. February 13, 2023 Issued April 16, 2024 18/189,547 System, Apparatus, and Method For Using a Chatbot U.S. March 24, 2023 Pending n/a 18/463,465 Spring-loaded Hinges For Smartglasses U.S.
No. 18/048,715 n/a 207956 Safety Smartglasses Canada November 17, 2021 Issued May 23, 2023 207957 Safety Shields Canada November 17, 2021 Issued May 30, 2023 2021307950576 Safety Smartglasses China December 2, 2021 Issued March 26, 2024 ZL 2021307955902 Safety Shields China December 2, 2021 Issued May 3, 2022 18/048,715 Safety Glasses U.S.
No. 18/048,715 n/a 207956 Safety Smartglasses Canada November 17, 2021 Issued May 23, 2023 207957 Safety Shields Canada November 17, 2021 Issued May 30, 2023 2021307950576 Safety Smartglasses China December 2, 2021 Issued March 26, 2024 ZL 2021307955902 Safety Shields China December 2, 2021 Issued May 3, 2022 12 App/Patent Number Title Country Filing Date Status Grant Date 18/048,715 Safety Glasses U.S.
We currently offer 13 different models under the Lucyd Lyte collection. ● In January 2024, we launched the Nautica ® Powered by Lucyd smart eyewear collection in eight different styles, along with various branded accessories including a power brick, cleaning cloth, and a slipcase adorned with the iconic Nautica sail logo.
We currently offer five different models of Lucyd Armor smart safety glasses. ● The Nautica ® Powered by Lucyd smart eyewear collection, first launched in January 2024, includes eight different frame styles, along with various branded accessories including a power brick, cleaning cloth, and a slipcase adorned with the iconic Nautica sail logo.
We seek to create memorable experiences and products that resonate with our customers, coupled with premium content and campaigns designed to expand our brand presence and market share across all our target segments.
We seek to create memorable experiences and products that resonate with our customers, coupled with premium content and campaigns designed to expand our brand presence and market share across all our target segments. We intend to continue to refine and expand our marketing efforts in 2026 and going forward.
No. 17/104,849 n/a D954,137 Flat Connector Hinges for Smartglasses Temples U.S. December 19, 2019 Issued June 7, 2022 D974,456 Pivot Hinges and Smartglasses Temples U.S. December 19, 2019 Issued January 3, 2023 11,282,523 Voice Assistant Management U.S. March 25, 2020 Issued March 22, 2022 D1,010,718 Wayfarer Smartglasses U.S. July 20, 2020 Issued January 9, 2024 D951,334 Round Smartglasses U.S.
November 27, 2019 Non-Provisional Application filed on November 25, 2020; U.S. App. No. 17/104,849 n/a D954,137 Flat Connector Hinges for Smartglasses Temples U.S. December 19, 2019 Issued June 7, 2022 D974,456 Pivot Hinges and Smartglasses Temples U.S. December 19, 2019 Issued January 3, 2023 11,282,523 Voice Assistant Management U.S. March 25, 2020 Issued March 22, 2022 D1,010,718 Wayfarer Smartglasses U.S.
The smartglass market size was estimated at $1.9 billion worldwide in 2024, and is expected to grow at a compounded annual growth rate of 27% from 2025 to 2030 according to Grand View Research.
The smartglass market size was estimated at $2.5 billion worldwide in 2025, and is expected to grow at a compounded annual growth rate of 24% from 2026 to 2033 according to Grand View Research.
On March 26, 2020, we converted from a Florida limited liability company into a Florida corporation. We were founded by Lucyd Ltd., the inventor and licensor of the technology that our products are based upon, which is a portfolio company of Tekcapital Europe Ltd. (“Tekcapital”).
On March 26, 2020, we converted from a Florida limited liability company into a Florida corporation. We were founded by Lucyd Ltd., the inventor of the technology that our products are based upon, which is a portfolio company of Tekcapital Europe Ltd. (“Tekcapital”). Tekcapital is a U.K. based university intellectual property accelerator which builds portfolio companies around new technologies.
ZL200510067143.5 Radiation Detection System for Eyewear and Other Products China Additionally, we have acquired the exclusive rights to 11 registered trademarks and applications as follows: Trademark Trademark Number Status Jurisdiction LUCYD UK00003258030 Registered UK Lucyd Lens UK00003258093 Registered UK Lucyd Loud UK00003400531 Registered UK Upgrade your eyewear UK00003400579 Registered UK GaaS UK00003451728 Registered UK Vyrb UK00003477240 Registered UK Lyte UK00003526151 Registered UK Upgrade your eyewear 90407646 Registered US LUCYD 90407723 Registered US Lyte 90381051 Registered US Vyrb 90820713 Pending US LUCYD LOUD 18845889 Pending EU LUCYD 18846419 Examination EU LUCYD UK00003886937 Registered UK LUCYD International Reg.
ZL 200510067143.5 Radiation Detection System for Eyewear and Other Products China Registered Trademarks and Applications: Trademark Trademark Number Status Jurisdiction LUCYD UK00003258030 Registered UK Lucyd Lens UK00003258093 Registered UK Lucyd Loud UK00003400531 Registered UK Upgrade your eyewear UK00003400579 Registered UK GaaS UK00003451728 Registered UK Vyrb UK00003477240 Registered UK Lyte UK00003526151 Registered UK Upgrade your eyewear 90407646 Registered US LUCYD 90407723 Registered US Lyte 90381051 Registered US Lucyd Armor 98758973 Pending US LUCYD LOUD 18845889 Registered EU LUCYD 18846419 Registered EU LUCYD UK00003886937 Registered UK LUCYD International Reg.
Company website: Lucyd.co Lucyd.co is our primary e-commerce point of sale. The site offers the most customization options of any of our sales channels and a full prescription lens lab, offering over 100 different lens types, including transition lenses and progressive bifocals. Additionally, the Lucyd website ships worldwide and is used to provide a quick and smooth buying experience. 2.
The site offers the most customization options of any of our sales channels and a full prescription lens lab, offering over 100 different lens types, including transition lenses and progressive bifocals. Additionally, the Lucyd website ships worldwide and provides a quick and smooth buying experience. 2. Amazon Amazon.com/lucyd is our brand shop on Amazon.
Item 1. Business . Our History We develop and sell smart eyeglasses and sunglasses, which are designed to allow our customers to remain connected to their digital lives, while also offering prescription eyewear and sun protection. Founded and headquartered in Miami, Florida, we were initially organized as a Florida limited liability company effective August 15, 2019.
Item 1. Business . Our History We develop and sell cutting-edge smart eyewear – including prescription eyeglasses, ready-to-wear sunglasses, safety glasses, and sport glasses – that is designed to allow our customers to remain connected to their digital lives. Founded and headquartered in Miami, Florida, we were initially organized as a Florida limited liability company effective August 15, 2019.
Our expansive product offering currently consists of 26 different models (soon to increase to 34 different styles with the pending launch of the Reebok ® sport collection), which offers a similar amount of style variety as many traditional eyewear collections. When paired with the Lucyd app, our smartglasses provide a new and safer wearable user experience suitable for everyone.
Our expansive product offering currently consists of 34 different models, which offers a similar amount of style variety as many traditional eyewear collections. When paired with the Lucyd app, our smartglasses provide a new and safer wearable user experience suitable for everyone. Our goal is to become a meaningful player in the smart eyewear market.
Our wholesale marketing strategy is primarily focused on traditional sales email and call outreach, national and regional optical trade shows, and optical, athletic, and safety trade advertisements. We have also deployed B2B mailer and digital mailer campaigns to inform optical businesses about our new releases.
Our wholesale marketing strategy includes traditional sales email and call outreach; attendance at national, international, and regional optical trade shows; optical, athletic, and safety trade advertisements; and B2B mailer and digital mailer campaigns to inform optical businesses about our new releases.
December 27, 2022 Pending n/a D1,020,849 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,019,750 Smartglasses U.S. February 9, 2023 Issued March 26, 2024 D1,020,850 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,019,746 Smartglasses U.S. February 9, 2023 Issued March 26, 2024 D1,020,851 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,024,177 Smartglasses U.S.
February 9, 2023 Issued April 2, 2024 D1,019,750 Smartglasses U.S. February 9, 2023 Issued March 26, 2024 D1,020,850 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,019,746 Smartglasses U.S. February 9, 2023 Issued March 26, 2024 D1,020,851 Smartglasses U.S. February 9, 2023 Issued April 2, 2024 D1,024,177 Smartglasses U.S. February 9, 2023 Issued April 23, 2024 D1,020,863 Smartglasses U.S.
The app deploys unique Siri integration with the Open AI API for ChatGPT, which was developed internally by the Company and for which we have filed a patent application related to this software.
First launched in 2023, the app deploys a powerful and unique Siri and Bixby integration with the Open AI API for ChatGPT, developed internally by the Company. The Company has filed a patent application related to this software.
Employees As of December 31, 2024, we had 11 full time employees, spread over business development, marketing, finance, sales, app design, support, and frame design. Our employees are supported by numerous consultants, contractors, independent sales representatives, and third-party service providers.
As of December 31, 2025, we had 13 full time employees, spread over business development, marketing, finance, sales, app design, support, and frame design. Our employees are supported by numerous consultants, contractors, independent sales representatives, and third-party service providers. Overall, we believe that our relationship with our employees is good. None of our employees are represented by a labor union.
The synergistic fusion of these three markets (eyewear, digital assistants, and hearables) enables, in our view, an opportunity to create a completely new experience of connected eyewear, which smoothly delivers the functionality of both optical glasses and headphones, eliminating the need for either on its own.
At Innovative Eyewear, we are dedicated to a touch-free interface and untethering our customers’ eyes from their smartphone screens, through our smart eyewear product. 4 The synergistic fusion of these three markets (eyewear, digital assistants, and hearables) enables, in our view, an opportunity to create a completely new experience of connected eyewear, which smoothly delivers the functionality of both optical glasses and headphones, eliminating the need for either on its own.
Our distribution strategy targets major home improvement retailers including Home Depot, Lowe’s, Ace Hardware, and Canadian Tire, as well as leading industrial PPE (personal protective equipment) distributors such as Grainger and Fastenal.
Our distribution strategy targets major home improvement retailers including Home Depot, Lowe’s, Ace Hardware, and Canadian Tire, as well as leading industrial PPE (personal protective equipment) distributors such as Grainger and Fastenal. This certification-backed entry into the safety market represents a significant expansion of our addressable market.
December 12, 2019 Issued July 19, 2022 D955,467 Sport Smartglasses Having Flat Connector Hinges U.S. December 12, 2019 Issued June 21, 2022 D954,136 Smartglasses Having Pivot Connector Hinges U.S. December 12, 2019 Issued June 7, 2022 62/941,466 Wireless Smartglasses with Quick Connect Front Frames U.S. November 27, 2019 Non-Provisional Application filed on November 25, 2020; U.S. App.
December 12, 2019 Issued July 19, 2022 D955,467 Sport Smartglasses Having Flat Connector Hinges U.S. December 12, 2019 Issued June 21, 2022 D954,136 Smartglasses Having Pivot Connector Hinges U.S. December 12, 2019 Issued June 7, 2022 11 App/Patent Number Title Country Filing Date Status Grant Date 62/941,466 Wireless Smartglasses with Quick Connect Front Frames U.S.
We view “capital light” as being more efficient by obviating the need to build factories and retail stores, while partnering with existing companies in both of these groups. Multiple-Channel Approach . We sell our products both through multiple online channels and multiple categories of brick-and-mortar retail stores.
We believe this capital light approach is highly scalable and efficient in the deployment of resources. We view “capital light” as being more efficient by obviating the need to build factories and retail stores, while partnering with existing companies in both of these groups. Multiple-Channel Approach .
At 12 hours of playback per charge, our current product offering of Lucyd eyewear outpaces most, if not all, of the competition on battery life. 6 Capital Light Business Model .
At 8 - 12 hours of playback per charge, our current product offering of Lucyd eyewear outpaces most, if not all, of the competition on battery life. Capital Light Business Model . All of our products are sold through multiple e-commerce channels, and are distributed through optical or other retailers.
Recent data from the Governors Highway Safety Association indicates that since 2010, the number of pedestrian deaths rose by 77%, while all other traffic deaths increased by 22% (Pedestrian Traffic Fatalities by State: 2023 Preliminary Data – (https://www.ghsa.org/resources/Pedestrians24).
Recent data from the Governors Highway Safety Association indicates that since 2016, the number of pedestrian deaths rose by 20%, (Pedestrian Traffic Fatalities by State: 2024 Preliminary Data – (https://www.ghsa.org/resource-hub/pedestrian-traffic-fatalities-2024-data).
Tekcapital is a U.K. based university intellectual property accelerator which builds portfolio companies around new technologies. Our Products Our smart eyewear products enable the wearer to listen to music, take and make calls, and use voice assistants and ChatGPT to perform many common smartphone tasks hands-free.
Our Products Our smart eyewear products enable the wearer to listen to music, take and make calls, and use voice assistants and ChatGPT to perform many common smartphone tasks hands-free.
“Send a voice message to (contact)”: this command begins the recording of an audio message to be sent to named contact. 2. “Send a text to (contact)”: begins recording of a speech-to-text message to be sent by SMS to named contact. 3. “Call (contact)”: speed-dials the named contact. 4.
Some of the many things our customers can do with their Lucyd smartglasses include: 1. “Send a voice message to (contact)”: this command begins the recording of an audio message to be sent to named contact. 2. “Send a text to (contact)”: begins recording of a speech-to-text message to be sent by SMS to named contact. 3.
National Eyewear Chains Thanks to aggressive promotion from competing glasses, retailers are now more open to introducing smart eyewear in their stores and on their e-commerce platforms. As key examples of this, in 2024, we expanded to start selling on Target.com, and recently onboarded all Micro Center locations.
National Eyewear Chains Thanks to aggressive promotion from competing glasses, retailers are now more open to introducing smart eyewear in their stores and on their e-commerce platforms.
We are also very active in supporting the various communities we serve through donations and support. From the beginning, Innovative Eyewear has supported those in need through our donation of glasses frames to New Eyes ( https://new-eyes.org/about-us ), a charity dedicated to helping children and adults in need of eyewear.
We have supported those in need through our donation of glasses frames to New Eyes ( https://new-eyes.org/about-us ), a charity dedicated to helping children and adults in need of eyewear. We have also participated in a partnership with the Miami Rescue Mission to support our local community with eyewear.
We then subject these rendered images to focus group review, to determine which designs we should move to the prototype development stage. Pre-production prototypes are developed by our factories in China, to our specifications. Our factories source components for the smart eyewear in China, including plastic and titanium for the frames, electronic components, speakers, microphones, and batteries.
Pre-production prototypes are developed by our factories in China, to our specifications. Our factories source components for the smart eyewear in China, including plastic and titanium for the frames, electronic components, speakers, microphones, and batteries. All packaging is designed in Miami and fabricated in China.
This free application enables the user to converse with the extremely popular ChatGPT AI language model on our glasses, to instantly gain the benefit of one of the world’s most powerful AI assistants in a hands-free ergonomic interface.
The Company currently has an overall portfolio of owned and licensed intellectual property of over 120 patents and applications. 2 Software and Apps The Lucyd app, available for iOS and Android, is a free application that enables the user to converse with the extremely popular ChatGPT AI language model on our glasses, to instantly gain the benefit of one of the world’s most powerful AI assistants in a hands-free ergonomic interface.
We believe these developments make our Lucyd eyewear perhaps the smartest smartglasses available today, and represent a significant marketing opportunity for our core smartglass products.
We plan to launch more new features for the Lucyd app in the future. We believe these developments make our Lucyd eyewear perhaps the smartest smartglasses available today, and represent a significant marketing opportunity for our core smartglass products. The Lucyd app delivers an updated user experience over time without requiring costly hardware changes.
The Manufacturer’s Suggested Retail Price (“MSRP”) for Lucyd Lyte 2.0 eyewear starts at $149, with advanced options and customizations available at higher price points, which are at the discretion of the customer. A basic prescription lens upgrade is offered for $40.
Affordable Price Point . We generally price our smart eyewear in a range intended to be competitive with traditional designer eyewear. The Manufacturer’s Suggested Retail Price (“MSRP”) for our Lucyd smart eyewear starts at $149, with advanced options and customizations available at higher price points, which are at the discretion of the customer.
Our most recent donation was made in January 2024, and consisted of 3,000 eyeglass, sunglass, and reading glass frames. Additionally, university students, educators, healthcare workers, uniformed service members, and veterans are eligible for an ongoing 18% discount off all frames and lens upgrades on www.lucyd.co .
Most recently, we donated 125 pairs of Lucyd Lyte smart glasses to North Miami High School in 2025. Additionally, university students, educators, healthcare workers, uniformed service members, and veterans are eligible for an ongoing 18% discount off all frames and lens upgrades on www.lucyd.co .
Walmart.com, Target.com, BestBuy.com, DicksSportingGoods.com, Brookstone.com, and eBay In addition to our key online sales channel through Lucyd.co, our products are also sold on Walmart.com, Target.com, BestBuy.com, DicksSportingGoods.com, Brookstone.com, and eBay. 4.
We continually monitor and test traffic flow to Lucyd.co versus Amazon.com to ensure our online ad spend is fully optimized. 3. Other Major Websites In addition to our online sales through Lucyd.co and Amazon.com, our products are also sold on Walmart.com, Target.com, BestBuy.com, DicksSportingGoods.com, and eBay. 4.
Innovative Eyewear has a partnership with a high-quality optical lab in Boston to produce prescription and custom lenses for our frames quickly and affordably. Our contract with a third-party optical lab also allows us to offer direct prescription fulfillment to our customers. Comfort .
There are 100+ lens types available for our smart glasses, making our products the most customizable smart eyewear in the world. Our partnership with a third-party optical lab in Florida allows us to offer custom lenses and direct prescription fulfillment to our customers quickly and affordably. Comfort .
This is a new revenue stream for our business, and represents our first diversification in product revenue from frames and lenses. In July 2024, we launched a new feature called “Walkie” for the Lucyd app, which enables thousands of users to join each other on walkie-talkie style communication channels.
In 2024, we added a “Pro” version of the app, which provides unlimited ChatGPT interactions and priority tech support for a monthly or annual fee. We also launched a new feature called “Walkie” for the Lucyd app in 2024, which enables thousands of users to join each other on walkie-talkie style communication channels.
Our successes to date demonstrate our ability to not only compete, but to lead in the rapidly changing and expanding technological eyewear market, and we intend to continue spearheading innovation in the field. 3 Giving Back We donate an optical frame for every Lucyd Lyte sold at retail.
Our successes to date demonstrate our ability to not only compete, but to lead in the rapidly changing and expanding technological eyewear market, and we intend to continue spearheading innovation in the field. Giving Back The Company believes good vision is a human right, and to this end makes regular frame donations to charitable organizations in South Florida and beyond.
We also attend major regional eyewear, sporting goods, and safety equipment trade shows to build awareness among our potential retail partners. 9 Our influencers To accelerate brand awareness and product sales, we are embarking on an influencer strategy to engage leading figures in sports and the arts, who like and enjoy wearing Lucyd Lyte ® .
Our influencers To accelerate brand awareness and product sales, we have implemented an influencer strategy to engage leading figures in sports and the arts, who like and enjoy wearing Lucyd smart glasses.
October 21, 2022 Pending n/a 3180624 Safety Glasses Canada November 1, 2022 Pending n/a 202211367067X Safety Glasses China November 2, 2022 Pending n/a 42023078694.9 Safety Glasses Hong Kong September 5, 2023 Pending n/a Pending and Registered Patent Applications Owned by Innovative Eyewear, Inc. App/Patent Number Title Country Filing Date Status Grant Date D1,051,829 Charging Cradle U.S.
October 21, 2022 Pending n/a 3180624 Safety Glasses Canada November 1, 2022 Pending n/a 202211367067X Safety Glasses China November 2, 2022 Pending / published n/a 42023078694.9 / 40089894 Safety Glasses Hong Kong September 5, 2023 Pending / published n/a D1,051,829 Charging Cradle U.S. November 10, 2021 Issued November 19, 2024 63/297,056 Charging Cradle for Smartglasses U.S.
September 8, 2023 Pending n/a 29/930,655 SAFETY EYEWEAR U.S. March 1, 2024 Pending n/a 18/605,092 SMART EYEWEAR HAVING ACCESSIBLE TACTILE CONTROLS U.S. March 14, 2024 Pending n/a PCT/US24/20715 SYSTEM, APPARATUS, AND METHOD FOR USING A CHATBOT U.S.
September 8, 2023 Pending n/a D1,112,452 SAFETY EYEWEAR U.S. March 1, 2024 Granted February 10, 2026 18/605,092 SMART EYEWEAR HAVING ACCESSIBLE TACTILE CONTROLS U.S.
By comparison, most of our U.S.-based competitors offer products that are more expensive, starting at approximately $249 or higher, with higher costs to add prescriptions. Quality . All of our frames can be outfitted in-house or by optical resellers with any combination of prescription, sunglass, reading, and blue light lens formats.
A basic prescription lens upgrade is offered for $40. By comparison, most of our U.S.-based competitors offer products that are more expensive, starting at approximately $249 or higher, with higher costs to add prescriptions. Camera‑Free, Voice‑First Design .
This feature was designed with the new Lucyd Armor smart safety glass product in mind, to enable coworking teams to communicate freely on smart eyewear.
This feature was designed with our Lucyd Armor safety glass product in mind, to enable coworking teams to communicate freely on smart eyewear. In February 2025, we updated the Lucyd app’s Walkie feature, enabling premium subscribers access to secure and private walkie channels, providing businesses and organizations with a powerful tool to communicate confidentially and seamlessly through Lucyd smart eyewear.
Many of our retail fixtures allow for customization to suit our retail store partners’ needs, and the most recently developed fixtures feature a proprietary kiosk app we recently developed in-house.
Kiosks and Retail Fixtures We provide certain retail partners with point-of-sale display materials, including virtual try-on kiosks, modular display units, and interactive LCD fixtures designed to support in-store product education and demonstrations. Many of our retail fixtures allow for customization to suit our retail store partners’ needs, and our newer fixtures feature a proprietary kiosk app that we developed in-house.
We believe the Eddie Bauer collection is the Company’s most premium product to date, and features brushed titanium hardware, improved sound quality, and includes the patent-pending Lucyd dock with every unit. ● In October 2024, we launched the Lucyd Armor line, an ANSI-certified smart safety glass designed for all-day wear.
The Eddie Bauer collection is a premium product line featuring brushed titanium hardware, improved sound quality, and includes the patent-pending Lucyd dock with every unit. ● In April 2025, we launched the Reebok ® Powered by Lucyd sport smart sunglasses collection in eight different frame styles.
This certification-backed entry into the safety market represents a significant expansion of our addressable market. 8 Manufacturing and Supply Chain Our products are designed in the United States and subsequently manufactured in China. The products are designed in-house, and 3-D Computer-Aided Design (CAD) files are produced with product renderings.
Manufacturing and Supply Chain Our products are designed in the United States and subsequently manufactured in China. The products are designed in-house, and 3-D Computer-Aided Design (CAD) files are produced with product renderings. We then subject these rendered images to focus group review, to determine which designs we should move to the prototype development stage.
We have recently expanded our electronics retail presence through partnerships with specialized electronics retailers such as Micro Center, further strengthening our position in the consumer electronics segment. 4. License Agreements and Specialty Retail Stores We are leaving no stone unturned in our mission to bring smart eyewear mainstream.
We have recently expanded our electronics retail presence through partnerships with specialized electronics retailers, further strengthening our position in the consumer electronics segment. Additionally, with the successful launch and explosive growth of Lucyd Armor Safety Smart Eyewear, we are expanding into the safety eyewear market.
Our frame fronts are made with what we believe are high quality optical materials to ensure easy lens fitting by any optician. Customizable Product Offering . There are 100+ lens types available for Lucyd Lyte, making it the most customizable smart eyewear in the world.
All of our frames can be outfitted in-house or by optical resellers with any combination of prescription, sunglass, reading, and blue light lens formats. Our frame fronts are made with what we believe are high quality optical materials to ensure easy lens fitting by any optician. Customizable Product Offering .
Amazon Amazon.com/lucyd is our brand shop on Amazon. It drives approximately one third of our online sales, but limits the number of variations we can offer on our frames (e.g., prescription lenses are not permitted on Amazon).
It drives a significant portion of our online sales, but limits the number of variations we can offer on our frames (e.g., prescription lenses are not permitted on Amazon). However, through Amazon, we are still able to offer color lens sunglass variants and blue light blocker pairs, in addition to our charging dock accessory item.
Most of our resellers are experienced opticians who provide valuable feedback that informs the development of our product lines, which we would not receive if we were solely direct to consumer. Additionally, we have a robust presence on multiple e-commerce and social media platforms, which facilitates several customer on-ramps for the Lucyd brand, and numerous ad campaign strategies.
Sales We have two major sales channels: (1) e-commerce (primarily via Lucyd.co and Amazon.com), and (2) a growing network of retail stores across a variety of resellers. Additionally, we have a robust presence on multiple e-commerce and social media platforms, which facilitates several customer on-ramps for the Lucyd brand, and numerous ad campaign strategies.
We believe this multi-channel approach provides us with an advantage against our competitors who sell in a narrower selection of channels. Experienced Management Team .
We sell our products both through multiple online channels and multiple categories of brick-and-mortar retail stores. We believe this multi-channel approach provides us with an advantage against our competitors who sell in a narrower selection of channels. Vertical‑Specific Product Strategy. We design and market smart eyewear for multiple segments, including industrial safety, sport/performance, and everyday optical/lifestyle use.
In January 2024, we entered into a multi-year licensing agreement with a third party (IngenioSpec, LLC) for multiple smart eyewear patents, bringing our overall portfolio of owned and licensed intellectual property to 115 patents and applications. Our current U.S. and foreign patent portfolio is as listed below. Pending and Registered Patent Applications Licensed from Lucyd Ltd.
Intellectual Property Our current U.S. and foreign patent portfolio is as listed below. 10 Registered and Pending Patent Applications Owned by Innovative Eyewear, Inc.
This new line provides all the powerful features of Lucyd eyewear in a stylish safety wrap. ● We plan to launch the Reebok ® Powered by Lucyd sport smart sunglasses collection in the second quarter of 2025, and launch the Reebok ® Powered by Lucyd premium optical collection in the fourth quarter of 2025.
Subsequently, in November 2025, we launched two additional styles of Reebok ® Powered by Lucyd sport smart sunglasses. ● We plan to launch the Reebok ® Powered by Lucyd premium optical collection in the first half of 2026. 1 Our current product offering consists of 34 different models across the traditional, sport, and safety categories.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIf we are unable to manage our expected growth effectively, our brand, and financial performance may suffer, which may have a material adverse effect on our business, financial condition, and operating results. ● Increases in component costs, shipping costs, long lead times, supply shortages, and supply changes could disrupt our supply chain; factors such as wage rate increases and inflation can have a material adverse effect on our business, financial condition, and operating results. ● We currently derive all of our revenue from sales of our glasses.
Biggest changeIf we are unable to manage our expected growth effectively, our brand and financial performance may suffer. ● We currently derive all of our revenue from sales of our glasses.
Risks Related to our Business, Strategy and Industry ● Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our securities. ● We have a history of losses, and we may be unable to achieve or sustain profitability. ● The optical industry is highly competitive, and if we do not compete successfully, our business may be adversely impacted. ● We have limited experience in scaling a smart eyewear business.
Risks Related to our Business, Strategy and Industry ● Our failure to meet the continued listing requirements of Nasdaq could result in a delisting of our securities. ● The optical industry is highly competitive, and if we do not compete successfully, our business may be adversely impacted. ● We have a history of losses, and we may be unable to achieve or sustain profitability. ● We have limited experience in scaling a smart eyewear business.
A loss of any of these partners could negatively affect our business. 17 ● If we fail to cost-effectively retain our existing customers or to acquire new customers, our business, financial condition, and results of operations would be harmed. ● If we fail to successfully launch or after we launch receive sufficient revenue from our cobranded collections with Nautica, Eddie Bauer, and Reebok, our business, financial condition, and results of operations would be harmed. ● Eyeglasses are regulated as medical devices by the FDA, and our failure, or the failure of any third-party manufacturer or optical laboratory, to obtain and maintain the necessary marketing authorizations for our products could have a material adverse effect on our business. ● Our profitability and cash flows may be negatively affected if we are not successful in managing our supply chain and customer demands for product deliveries. ● If we fail to maintain and enhance our brand, our ability to engage or expand our base of customers will be impaired, and our business, financial condition, and results of operations may suffer. ● We rely heavily on our information technology systems, as well as those of our third-party vendors, business partners, and service providers, for our business to effectively operate and to safeguard confidential information; any significant failure, inadequacy, interruption, or data security incident could adversely affect our business, financial condition, and operations. ● Our multichannel channel business faces distinct risks, and our failure to successfully manage it could have a negative impact on our profitability. ● If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements, our solutions may become less competitive. ● We depend on highly skilled personnel to grow and operate our business, and if we are unable to hire, retain, and motivate our personnel, we may not be able to grow effectively. ● A decline in sales of our eyewear would negatively affect our business, financial condition, and results of operations. ● We could be adversely affected by product liability, product recall or personal injury issues.
A loss of any of these partners could negatively affect our business. ● If we fail to cost-effectively retain our existing customers or to acquire new customers, our business, financial condition, and results of operations would be harmed. ● If we fail to successfully launch or after we launch receive sufficient revenue from our cobranded collections with Nautica, Eddie Bauer, and Reebok, our business, financial condition, and results of operations would be harmed. ● Eyeglasses are regulated as medical devices by the FDA, and our failure, or the failure of any third-party manufacturer or optical laboratory, to obtain and maintain the necessary marketing authorizations for our products could have a material adverse effect on our business. ● Our profitability and cash flows may be negatively affected if we are not successful in managing our supply chain and customer demands for product deliveries. ● If we fail to maintain and enhance our brand, our ability to engage or expand our base of customers will be impaired, and our business, financial condition, and results of operations may suffer. 17 ● We rely heavily on our information technology systems, as well as those of our third-party vendors, business partners, and service providers, for our business to effectively operate and to safeguard confidential information; any significant failure, inadequacy, interruption, or data security incident could adversely affect our business, financial condition, and operations. ● Our multichannel channel business faces distinct risks, and our failure to successfully manage it could have a negative impact on our profitability. ● If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements, our solutions may become less competitive. ● We depend on highly skilled personnel to grow and operate our business, and if we are unable to hire, retain, and motivate our personnel, we may not be able to grow effectively. ● A decline in sales of our eyewear would negatively affect our business, financial condition, and results of operations. ● We could be adversely affected by product liability, product recall or personal injury issues.
Risks associated with our e-commerce and multichannel business include: ● uncertainties associated with our websites, mobile applications and in-store virtual try-on kiosks including changes in required technology interfaces, website downtime and other technical failures, costs and technical issues as we upgrade our systems software, inadequate system capacity, computer viruses, human error, security breaches, legal claims related to our systems operations, and fulfillment; ● our partnership with select third-party apps, through which we sell a portion of our products, are subject to changes in their technology interfaces, website downtime and other technical failures, costs, and issues; ● disruptions in internet service or power outages; ● reliance on third parties for computer hardware and software, as well as delivery of merchandise to our customers; ● rapid technology changes; ● credit or debit card fraud and other payment processing related issues; ● cybersecurity and consumer privacy; and ● natural disasters or adverse weather conditions.
Risks associated with our e-commerce and multichannel business include: ● uncertainties associated with our websites, mobile applications and in-store virtual try-on kiosks including changes in required technology interfaces, website downtime and other technical failures, costs and technical issues as we upgrade our systems software, inadequate system capacity, computer viruses, human error, security breaches, legal claims related to our systems operations, and fulfillment; ● our partnership with select third-party apps, through which we sell a portion of our products, are subject to changes in their technology interfaces, website downtime and other technical failures, costs, and issues; 26 ● disruptions in internet service or power outages; ● reliance on third parties for computer hardware and software, as well as delivery of merchandise to our customers; ● rapid technology changes; ● credit or debit card fraud and other payment processing related issues; ● cybersecurity and consumer privacy; and ● natural disasters or adverse weather conditions.
Our competitors, most of whom have significantly greater resources than we do, may also be able to benefit from changes in e-commerce technologies, which could harm our competitive position. 26 If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements, our solutions may become less competitive.
Our competitors, most of whom have significantly greater resources than we do, may also be able to benefit from changes in e-commerce technologies, which could harm our competitive position. If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards and changing customer needs or requirements, our solutions may become less competitive.
If our products or services do not meet applicable governmental safety standards or our customers’ expectations regarding quality or safety, we could experience lost sales and increased costs, be exposed to legal and reputational risk, and face fines or penalties which could materially adversely affect our financial results. 27 Refunds, cancellations, and warranty claims could harm our business.
If our products or services do not meet applicable governmental safety standards or our customers’ expectations regarding quality or safety, we could experience lost sales and increased costs, be exposed to legal and reputational risk, and face fines or penalties which could materially adversely affect our financial results. Refunds, cancellations, and warranty claims could harm our business.
While we have taken measures designed to protect the security of the confidential and personal information under our control, we cannot assure you that any security measures that we or our third-party service providers have implemented will be effective against current or future security threats. A security breach may also cause us to breach our contractual obligations.
While we have taken measures designed to protect the security of the confidential and personal information under our control, we cannot assure you that any security measures that we or our third-party service providers have implemented will be effective against current or future security threats. 25 A security breach may also cause us to breach our contractual obligations.
Because we have a limited operating history it is difficult for us to predict our future operating results. We will need to generate and sustain increased revenue and manage our costs to achieve profitability. Even if we do, we may not be able become or increase our profitability.
Because we have a limited operating history it is difficult for us to predict our future operating results. We will need to generate and sustain increased revenue and manage our costs to achieve profitability. Even if we do, we may not be able to increase our profitability or become profitable.
In some cases, litigation or other actions may be necessary to protect or enforce our trademarks and other intellectual property rights. We generally enter into confidentiality and invention assignment agreements with our employees and consultants, as well as confidentiality agreements with other third parties, including suppliers and other partners.
In some cases, litigation or other actions may be necessary to protect or enforce our trademarks and other intellectual property rights. 32 We generally enter into confidentiality and invention assignment agreements with our employees and consultants, as well as confidentiality agreements with other third parties, including suppliers and other partners.
Compliance with such laws could be difficult and costly to achieve and we could be subject to fines and penalties in the event of non-compliance. Additionally, we are subject to certain health information privacy and security laws as a result of the health information that we receive in connection with our products and services.
Compliance with such laws could be difficult and costly to achieve and we could be subject to fines and penalties in the event of non-compliance. 30 Additionally, we are subject to certain health information privacy and security laws as a result of the health information that we receive in connection with our products and services.
These agreements may be breached, and we may not have adequate remedies for any such breach. 32 We may be required to spend significant resources to monitor and protect our intellectual property rights. Litigation may be necessary in the future to enforce our intellectual property rights and to protect our trade secrets.
These agreements may be breached, and we may not have adequate remedies for any such breach. We may be required to spend significant resources to monitor and protect our intellectual property rights. Litigation may be necessary in the future to enforce our intellectual property rights and to protect our trade secrets.
If we are unable to manage our growth effectively, our brand “Lucyd” and our financial performance may suffer, which may have a material adverse effect on our business, financial condition, and operating results. The smart eyewear industry is newly emerging.
If we are unable to manage our growth effectively, our brand and our financial performance may suffer, which may have a material adverse effect on our business, financial condition, and operating results. The smart eyewear industry is newly emerging.
We have never declared or paid any cash dividends on our capital stock, and we do not intend to pay any cash dividends in the foreseeable future. We expect to retain future earnings, if any, to fund the development and growth of our business.
We do not intend to pay dividends for the foreseeable future. We have never declared or paid any cash dividends on our capital stock, and we do not intend to pay any cash dividends in the foreseeable future. We expect to retain future earnings, if any, to fund the development and growth of our business.
We believe these brand partnerships will grow our company due to the global renown of these partners, and we believe that these brand partnerships will play a significant role in our future revenue growth by offering a more diversified product portfolio that speaks to consumers from different demographics (for example, Nautica generally appeals to a more fashion-forward customer than Lucyd Lyte, and Eddie Bauer generally appeals to an older demographic than our other lines).
We believe these brand partnerships will grow our company due to the global renown of these partners, and we believe that these brand partnerships will play a significant role in our future revenue growth by offering a more diversified product portfolio that speaks to consumers from different demographics (for example, Nautica generally appeals to a more fashion-forward customer, and Eddie Bauer generally appeals to an older demographic than our other lines).
Overall growth of our net revenue will depend on a number of factors, including our ability to: ● Increase exogenous distribution of our products in optical stores, big box retailers, specialty retailers and through multiple e-commerce channels; ● Price our products so that we are able to attract new customers, and expand our relationships with existing customers; ● Accurately forecast our net revenue and plan our operating expenses accordingly; ● Successfully compete with other companies that are currently in, or may in the future enter, the smart eyewear industry or the markets in which we compete, and respond to developments from these competitors such as pricing changes and the introduction of new products and features, noting that most, if not all, of our competitors have stronger balance sheets and larger staffs to devote to their products; ● Comply with existing and new laws and regulations applicable to our business; ● Develop new product offerings, with services and features, including in response to new trends, competitive dynamics, or the needs of customers; ● Successfully identify and acquire or invest in businesses, products, or technologies that we believe could complement or expand our business; ● Avoid interruptions or disruptions in our supply chain from natural disasters and political uncertainty; ● Provide customers with a high-quality experience and customer service and support that meets their needs; ● Hire, integrate, and retain talented sales, customer experience, product design, and development and other personnel; ● Effectively manage growth of our business, personnel, and operations; ● Effectively manage our costs related to our business and operations; and, ● Enhance our reputation and the value of the Lucyd brand. 20 Because we have a limited history operating our business, it is difficult to evaluate our current business and future prospects, including our ability to plan for and model future growth.
Overall growth of our net revenue will depend on a number of factors, including our ability to: ● Increase exogenous distribution of our products in optical stores, big box retailers, specialty retailers, and through multiple e-commerce channels; ● Price our products so that we are able to attract new customers and expand our relationships with existing customers; ● Accurately forecast our net revenue and plan our operating expenses accordingly; ● Successfully compete with other companies that are currently in, or may in the future enter, the smart eyewear industry or the markets in which we compete, and respond to developments from these competitors such as pricing changes and the introduction of new products and features, noting that most, if not all, of our competitors have stronger balance sheets and larger staffs to devote to their products; ● Comply with existing and new laws and regulations applicable to our business; ● Develop new product offerings, with services and features, including in response to new trends, competitive dynamics, or the needs of customers; ● Successfully identify and acquire or invest in businesses, products, or technologies that we believe could complement or expand our business; 20 ● Avoid interruptions or disruptions in our supply chain from natural disasters and political uncertainty; ● Provide customers with a high-quality experience and customer service and support that meets their needs; ● Hire, integrate, and retain talented sales, customer experience, product design, and development and other personnel; ● Effectively manage growth of our business, personnel, and operations; ● Effectively manage our costs related to our business and operations; and, ● Enhance our reputation and the value of the Lucyd brand.
Effective September 1, 2019, the U.S. government implemented a 15% tariff on specified products imported into the U.S. from China and effective February 14, 2020, the 15% tariff was reduced to 7.5%.
Effective September 2019, the U.S. government implemented a 15% tariff on specified products imported into the U.S. from China and effective February 2020, the 15% tariff was reduced to 7.5%.
In order to protect our brand, we also plan to expend substantial resources to register and defend our trademarks and to prevent others from using the same or substantially similar marks. Despite these efforts, we and Lucyd Ltd. may not always be successful in protecting the trademarks we license from Lucyd Ltd.
In order to protect our brand, we also plan to expend substantial resources to register and defend our trademarks and to prevent others from using the same or substantially similar marks. Despite these efforts, we may not always be successful in protecting our trademarks.
The market price of our common stock is highly volatile, and since our initial public offering in August 2022, the market price of our common stock has ranged from $3.31 to $96.00 per share (as adjusted for our reverse stock split).
The market price of our common stock is highly volatile, and since our initial public offering in August 2022, the market price of our common stock has ranged from $1.00 to $96.00 per share (as adjusted for our reverse stock split).
Our quarterly operating results may fluctuate significantly because of several factors, including: ● labor availability and costs for hourly and management personnel; ● changes in interest rates; ● macroeconomic conditions, both nationally and locally; ● changes in consumer preferences and competitive conditions; ● expansion to new markets; ● weather conditions in the regions we operate; ● increases in infrastructure costs; and ● fluctuations in commodity prices.
Our quarterly operating results may fluctuate significantly because of several factors, including: ● labor availability and costs for hourly and management personnel; ● macroeconomic conditions; ● changes in consumer preferences and competitive conditions; ● expansion to new markets; ● weather conditions in the regions we operate; ● increases in infrastructure costs; and ● fluctuations in commodity prices.
We may not be able to, or it may not be cost-effective to, acquire or maintain all domain names that utilize the name “Lucyd Ltd.” or “Innovative Eyewear” in all of the countries in which we currently conduct or intend to conduct business.
We may not be able to, or it may not be cost-effective to, acquire or maintain all domain names that utilize the name “Lucyd” or “Innovative Eyewear” in all of the countries in which we currently conduct or intend to conduct business.
The market price of our securities could be subject to wide fluctuations in response to a variety of factors, which include: ● actual or anticipated fluctuations in our quarterly or annual operating results; ● publication of research reports by securities analysts about us or our competitors or our industry; ● the public’s reaction to our press releases, our other public announcements and our filings with the SEC; ● our failure or the failure of our competitors to meet analysts’ projections or guidance that we or our competitors may give to the market; ● additions and departures of key personnel; ● strategic decisions by us or our competitors, such as acquisitions, divestitures, spin-offs, joint ventures, strategic investments or changes in business strategy; ● the passage of legislation or other regulatory developments affecting us or our industry; ● speculation in the press or investment community; ● changes in accounting principles; ● terrorist acts, acts of war or periods of widespread civil unrest; ● natural disasters and other calamities; and ● changes in general market and economic conditions. 37 In addition, the stock market has experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies.
The market price of our securities could be subject to wide fluctuations in response to a variety of factors, which include: ● actual or anticipated fluctuations in our quarterly or annual operating results; ● publication of research reports by securities analysts about us or our competitors or our industry; ● the public’s reaction to our press releases, our other public announcements and our filings with the SEC; ● our failure or the failure of our competitors to meet analysts’ projections or guidance that we or our competitors may give to the market; ● additions and departures of key personnel; ● strategic decisions by us or our competitors, such as acquisitions, divestitures, spin-offs, joint ventures, strategic investments or changes in business strategy; ● the passage of legislation or other regulatory developments affecting us or our industry; ● speculation in the press or investment community; ● changes in accounting principles; ● terrorist acts, acts of war or periods of widespread civil unrest; ● natural disasters and other calamities; and ● changes in general market and economic conditions.
In June 2020, the U.S. government granted a temporary exclusion for plastic and metal frames with a retroactive effective date of September 1, 2019, and such exclusion expired in September 2020. Recently, the tariff was increased to 20%.
In June 2020, the U.S. government granted a temporary exclusion for plastic and metal frames with a retroactive effective date of September 1, 2019, and such exclusion expired in September 2020.
Once processed at the laboratories, the finished products are then sorted and shipped using third-party carriers to our customers. Our eyeglasses are also shipped directly to our third-party distribution center in the United States for shipment directly to our customers and resellers.
These laboratories process most of the glasses ordered by our customers. Once processed at the laboratories, the finished products are then sorted and shipped using third-party carriers to our customers. Our eyeglasses are also shipped directly to our third-party distribution center in the United States for shipment directly to our customers and resellers.
In addition, if we cease to be an emerging growth company, we will no longer be able to use the extended transition period for complying with new or revised accounting standards. 36 We will remain an emerging growth company until the earliest of: (1) the last day of the fiscal year following the fifth anniversary of our listing; (2) the last day of the first fiscal year in which our annual gross revenue is $1.07 billion or more; (3) the date on which we have, during the previous rolling three-year period, issued more than $1 billion in non-convertible debt securities; and (4) the date on which we are deemed to be a “large accelerated filer” under the rules of the SEC.
We will remain an emerging growth company until the earliest of: (1) the last day of the fiscal year following the fifth anniversary of our listing; (2) the last day of the first fiscal year in which our annual gross revenue is $1.07 billion or more; (3) the date on which we have, during the previous rolling three-year period, issued more than $1 billion in non-convertible debt securities; and (4) the date on which we are deemed to be a “large accelerated filer” under the rules of the SEC.
If we fail to successfully launch, or after we launch receive insufficient revenue from our cobranded collections with Nautica, Eddie Bauer, and Reebok, our business, financial condition, and results of operations would be harmed. We recently launched our cobranded collections with Nautica and Eddie Bauer in the first and second quarters of 2024, respectively.
If we receive insufficient revenue from our cobranded collections with Nautica, Eddie Bauer, and Reebok, our business, financial condition, and results of operations would be harmed. We launched our cobranded collections with Nautica and Eddie Bauer in the first and second quarters of 2024, respectively, and launched our Reebok cobranded collection in the second quarter of 2025.
In addition, companies may adopt policies that prohibit their employees from using our products and services. If companies or governmental entities block, limit, or otherwise restrict customers from accessing our products and services, our business could be negatively impacted, the number of customers could decline or grow more slowly, and our results of operations could be adversely affected.
If companies or governmental entities block, limit, or otherwise restrict customers from accessing our products and services, our business could be negatively impacted, the number of customers could decline or grow more slowly, and our results of operations could be adversely affected.
We currently have General Liability and Product Liability policies covering our business. These policies may not provide sufficient coverage in the face of significant claims or multiple claims. Claims exceeding our insurance coverage could create significant increases in internal costs. This even could have a material adverse effect on our business, financial condition, and operating results.
We currently have General Liability and Product Liability policies covering our business. These policies may not provide sufficient coverage in the face of significant claims or multiple claims. Claims exceeding our insurance coverage could create significant increases in internal costs.
Our competitive price model and pricing pressures in the optical retail industry may inhibit our ability to reflect these increased costs in the prices of our products, in which case such increased costs could have a material adverse effect on our business, financial condition, and results of operations especially since we believe that one of our competitive advantages is how the price point for our glasses is generally lower than that of certain of our competitors.
Our competitive price model and pricing pressures in the optical retail industry may inhibit our ability to reflect these increased costs in the prices of our products, in which case such increased costs could have a material adverse effect on our business, financial condition, and results of operations especially since we believe that one of our competitive advantages is how the price point for our glasses is generally lower than that of certain of our competitors. 22 We face significant risks due to our dependency on foreign supply and manufacturing chains, geopolitical and economic changes, and changes in public perception about internationally sourced and manufactured products.
As an “emerging growth company,” as defined in the JOBS Act, which will be in effect until after five years from our initial public offering, we may take advantage of certain temporary exemptions from various reporting requirements, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes Oxley Act (and the rules and regulations of the Securities and Exchange Commission thereunder). 35 Based on the number of personnel available to serve the Company’s accounting function, management believes we are not able to adequately segregate responsibility over financial transaction processing and reporting.
As an “emerging growth company,” as defined in the JOBS Act, which will be in effect until after five years from our initial public offering, we may take advantage of certain temporary exemptions from various reporting requirements, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes Oxley Act (and the rules and regulations of the Securities and Exchange Commission thereunder).
Specifically, the aggregate future minimum payments due under the license agreements related to these brands is $14,010,000 over the next nine years, although we have the option to cancel the agreements during the fifth year.
Specifically, the aggregate future minimum payments due under the license agreements related to these brands is $13.57 million over the next eight years, although we have the option to cancel the agreements during the fifth year of the respective agreements.
Further, if the insurance coverage we maintain is not adequate to cover losses that occur, or if we are required to purchase additional insurance for other aspects of our business, we could be liable for significant additional costs. Additionally, if any of our insurance providers becomes insolvent, it would be unable to pay any operations-related claims that we make.
Further, if the insurance coverage we maintain is not adequate to cover losses that occur, or if we are required to purchase additional insurance for other aspects of our business, we could be liable for significant additional costs.
In addition, although we seek to detect and investigate all data security incidents, security breaches, and other incidents of unauthorized access to our information technology systems and data can be difficult to detect and any delay in identifying such breaches or incidents may lead to increased harm and legal exposure of the type described above. 25 The cost of investigating, mitigating, and responding to potential security breaches and complying with applicable breach notification obligations to individuals, regulators, partners, and others can be significant.
In addition, although we seek to detect and investigate all data security incidents, security breaches, and other incidents of unauthorized access to our information technology systems and data can be difficult to detect and any delay in identifying such breaches or incidents may lead to increased harm and legal exposure of the type described above.
Certain technological advances, greater availability of, or increased consumer preferences for, vision correction alternatives to prescription eyeglasses or contact lenses, and future drug development for the correction of vision-related problems may reduce the demand for our products and adversely impact our business and profitability.
Such efforts will require significant time, expense, and attention as there is intense competition for such individuals. 27 Certain technological advances, greater availability of, or increased consumer preferences for, vision correction alternatives to prescription eyeglasses or contact lenses, and future drug development for the correction of vision-related problems may reduce the demand for our products and adversely impact our business and profitability.
In addition, if we are unable to provide high-quality support to customers or help resolve issues in a timely and acceptable manner, our ability to attract new customers and retain customers could be adversely affected. If our number of customers declines or fluctuates for any of these reasons among others, our business would suffer.
In addition, if we are unable to provide high-quality support to customers or help resolve issues in a timely and acceptable manner, our ability to attract new customers and retain customers could be adversely affected.
Further, following the launch our cobranded collections with Nautica, Eddie Bauer, and Reebok, there is no guarantee that we will receive sufficient revenue to pay the licensing fees that would be owed to Nautica, Eddie Bauer, and Reebok.
However, we may not be able to grow as currently anticipated and may be required to shift our current business plans. Further, following the launch our cobranded collections with Nautica, Eddie Bauer, and Reebok, there is no guarantee that we will receive sufficient revenue to pay the licensing fees that would be owed to Nautica, Eddie Bauer, and Reebok.
Unanticipated fluctuations in our quarterly operating results could result in a decline in our stock price. Item 1B. Unresolved Staff Comments . None.
Unanticipated fluctuations in our quarterly operating results could result in a decline in our stock price.
There can be no assurance that our expectations will prove correct, and even if these matters are resolved in our favor or without significant cash settlements, these matters, and the time and resources necessary to litigate or resolve them, could harm our business, financial condition, and results of operations.
There can be no assurance that our expectations will prove correct, and even if these matters are resolved in our favor or without significant cash settlements, these matters, and the time and resources necessary to litigate or resolve them, could harm our business, financial condition, and results of operations. 31 Risks Related to Intellectual Property Failure to adequately maintain and protect our intellectual property and proprietary rights could harm our brand, devalue our proprietary content, and adversely affect our ability to compete effectively.
Even if our net revenue continues to increase, our net revenue growth rates may decline in the future as a result of a variety of factors, including macroeconomic factors, increased competition, and the maturation of our business.
The industry for stylish, affordable smart glasses, is rapidly evolving and may not develop as we expect. Even if our net revenue continues to increase, our net revenue growth rates may decline in the future as a result of a variety of factors, including macroeconomic factors, increased competition, and the maturation of our business.
Failure to comply with applicable regulations could jeopardize our or our contract manufacturers’ ability to manufacture and sell our products and result in FDA enforcement actions such as: warning letters; fines; injunctions; civil penalties; termination of distribution; recalls or seizures of products; delays in the introduction of products into the market; total or partial suspension of production; refusal to grant future clearances or approvals; withdrawals or suspensions of clearances or approvals, resulting in prohibitions on sales of our products; and in the most serious cases, criminal penalties. 29 Due to the nature of the Lucyd app as a social application, and our collection of customer data in the process of taking orders, we are subject to rapidly changing and increasingly stringent laws, regulations, obligations, and industry standards relating to privacy, data security, and data protection.
Failure to comply with applicable regulations could jeopardize our or our contract manufacturers’ ability to manufacture and sell our products and result in FDA enforcement actions such as: warning letters; fines; injunctions; civil penalties; termination of distribution; recalls or seizures of products; delays in the introduction of products into the market; total or partial suspension of production; refusal to grant future clearances or approvals; withdrawals or suspensions of clearances or approvals, resulting in prohibitions on sales of our products; and in the most serious cases, criminal penalties.
A decline in sales of our eyewear would negatively affect our business, financial condition, and results of operation. ● We face significant risks due to our dependency on foreign supply and manufacturing chains, geopolitical and economic changes, and changes in public perception about internationally sourced and manufactured products. ● We rely on a limited number of contract manufacturers and logistics partners for our products.
A decline in sales of our eyewear would negatively affect our business, financial condition, and results of operation. ● Increases in component costs, shipping costs, long lead times, supply shortages, and supply changes could disrupt our supply chain; factors such as wage rate increases and inflation can have a material adverse effect on our business, financial condition, and operating results. ● We face significant risks due to our dependency on foreign supply and manufacturing chains, geopolitical and economic changes, and changes in public perception about internationally sourced and manufactured products. ● We rely on a limited number of contract manufacturers and logistics partners for our products.
Our profitability and cash flows may be negatively affected if we are not successful in managing our inventory balances and inventory shrinkage. Efficient inventory management is a key component of our business success and profitability.
If our number of customers declines or fluctuates for any of these reasons among others, our business would suffer. 23 Our profitability and cash flows may be negatively affected if we are not successful in managing our inventory balances and inventory shrinkage. Efficient inventory management is a key component of our business success and profitability.
Because we derive most of our revenue from the sale of our glasses, any material decline in sales of our glasses would have a material adverse impact on our business, financial condition, and operating results.
Because we derive most of our revenue from the sale of our glasses, any material decline in sales of our glasses would have a material adverse impact on our business, financial condition, and operating results. Our ability to generate net revenue will depend upon many factors, some of which we may have no control over .
Our quarterly operating results may fluctuate significantly and could fall below the expectations of securities analysts and investors due to the introduction of technologically more advanced products, seasonality and other factors, some of which are beyond our control, resulting in a decline in our stock price.
Accordingly, you must rely on the sale of your common stock after price appreciation, which may never occur, as the only way to realize any future gain on your investment. 38 Our quarterly operating results may fluctuate significantly and could fall below the expectations of securities analysts and investors due to the introduction of technologically more advanced products, seasonality and other factors, some of which are beyond our control, resulting in a decline in our stock price.
Eyeglasses are regulated as medical devices by the FDA, and our failure, or the failure of any third-party manufacturer or optical laboratory, to obtain and maintain the necessary agency authorizations for our products could have a material adverse effect on our business.
There can be no assurance that we will be able to profitably manage these cobranded collections, or that they will achieve anticipated revenues and earnings. 29 Eyeglasses are regulated as medical devices by the FDA, and our failure, or the failure of any third-party manufacturer or optical laboratory, to obtain and maintain the necessary agency authorizations for our products could have a material adverse effect on our business.
Failure to adequately maintain and protect our intellectual property and proprietary rights could harm our brand, devalue our proprietary content, and adversely affect our ability to compete effectively. Our success depends to a significant degree on Lucyd Ltd.’s ability to obtain, maintain, protect, and enforce our licensed intellectual property rights, including those in our proprietary technologies, know-how, and brand.
Our success depends to a significant degree on our ability to obtain, maintain, protect, and enforce our intellectual property rights, including those in our proprietary technologies, know-how, and brand.
Risks Related to Our Common Stock The market prices of our common stock has been volatile and can fluctuate substantially, which could result in substantial losses for our investors.
This even could have a material adverse effect on our business, financial condition, and operating results. 37 Risks Related to Our Common Stock The market prices of our common stock has been volatile and can fluctuate substantially, which could result in substantial losses for our investors.
We rely heavily on our information technology systems, as well as those of our third-party vendors, business partners, and service providers, for our business to effectively operate and to safeguard confidential information; any significant failure, inadequacy, interruption, or data security incident could adversely affect our business, financial condition, and operations.
If we fail to maintain, protect, and enhance our brand successfully or to maintain loyalty among customers, or if we incur substantial expenses in unsuccessful attempts to maintain, protect, and enhance our brand, we may fail to attract or increase the engagement of customers, and our business, financial condition, and results of operations may suffer. 24 We rely heavily on our information technology systems, as well as those of our third-party vendors, business partners, and service providers, for our business to effectively operate and to safeguard confidential information; any significant failure, inadequacy, interruption, or data security incident could adversely affect our business, financial condition, and operations.
General Risk Factors Failure to establish and maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect on our business and stock price.
Additionally, if any of our insurance providers becomes insolvent, it would be unable to pay any operations-related claims that we make. 35 General Risk Factors Failure to establish and maintain effective internal controls in accordance with Section 404 of the Sarbanes-Oxley Act could have a material adverse effect on our business and stock price.
Costs and potential problems and interruptions associated with the implementation of new or upgraded systems and technology or with maintenance or adequate support of existing systems could disrupt or reduce the efficiency of our operations. 24 Our systems and those of our third-party service providers and business partners may be vulnerable to security incidents, attacks by hackers, acts of vandalism, computer viruses, misplaced or lost data, human errors or other similar events.
Our systems and those of our third-party service providers and business partners may be vulnerable to security incidents, attacks by hackers, acts of vandalism, computer viruses, misplaced or lost data, human errors or other similar events.
We have had net losses since inception, had a net loss of $7,665,515 for the year ended December 31, 2024, and had a net loss of $6,663,428 for the year ended December 31, 2023. As of December 31, 2024, we had an accumulated deficit of $24,735,930.
We have had net losses since inception, had a net loss of $7.5 million for the year ended December 31, 2025, and had a net loss of $7.8 million for the year ended December 31, 2024. As of December 31, 2025, we had an accumulated deficit of $32.3 million.
The growth of our business is dependent upon our ability to continue to grow by cost-effectively retaining our existing customers and adding new customers. To a high degree, we rely on word of mouth to increase revenue. We also rely on the use of influencers which are expensive and may not provide the anticipated return on investment.
To a high degree, we rely on word of mouth to increase revenue. We also rely on the use of influencers which are expensive and may not provide the anticipated return on investment.
Further, even if we are successful, defending our intellectual property rights could result in the expenditure of significant financial and managerial resources, which could adversely affect our business, financial condition, and results of operations. 31 If we fail to protect our intellectual property rights adequately, our competitors may gain access to our licensed intellectual property and proprietary technology and develop and commercialize substantially identical offerings or technologies.
Further, even if we are successful, defending our intellectual property rights could result in the expenditure of significant financial and managerial resources, which could adversely affect our business, financial condition, and results of operations.
If we are unable to obtain adequate financing or financing on terms satisfactory to us, our ability to develop our products and services, support our business growth, and respond to business challenges could be significantly impaired, and our business may be adversely affected. 28 If we incur additional debt, the debt holders would have rights senior to holders of common stock to make claims on our assets, and the terms of any additional debt could include restrictive covenants that restrict our operations, including our ability to pay dividends on our common stock.
If we incur additional debt, the debt holders would have rights senior to holders of common stock to make claims on our assets, and the terms of any additional debt could include restrictive covenants that restrict our operations, including our ability to pay dividends on our common stock.
Maintaining adequate inventory requires significant attention and monitoring of market trends, local markets, developments with suppliers, and our distribution network, and it is not certain that we will be effective in our inventory management. 23 If we fail to maintain and enhance our brand, our ability to engage or expand our base of customers will be impaired, and our business, financial condition, and results of operations may suffer.
Maintaining adequate inventory requires significant attention and monitoring of market trends, local markets, developments with suppliers, and our distribution network, and it is not certain that we will be effective in our inventory management.
Any interruption or delay in the supply of any of these parts or components, or the inability to obtain these parts or components from alternate sources at acceptable prices and within a reasonable amount of time, would harm our ability to timely ship our products to our customers.
Any interruption or delay in the supply of any of these parts or components, or the inability to obtain these parts or components from alternate sources at acceptable prices and within a reasonable amount of time, would harm our ability to timely ship our products to our customers. 21 In addition, substantially all of our components are shipped directly from our contract manufacturers to our warehouse facility in Miami or to a third-party optical laboratory in the United States, where lenses are cut and mounted into frames.
Public opinion about internationally sourced and manufactured products could be changed by negative press, which could have an impact on our customers’ confidence and satisfaction and could also have a negative impact on our public image and brand perception. 22 If we fail to cost-effectively retain our existing customers or to acquire new customers, our business, financial condition, and results of operations would be harmed.
Public opinion about internationally sourced and manufactured products could be changed by negative press, which could have an impact on our customers’ confidence and satisfaction and could also have a negative impact on our public image and brand perception.
We cannot be certain when, or if, our operations will generate sufficient cash to fully fund our ongoing operations or the growth of our business. We intend to continue to make investments to support the development of our products and services and will require additional funds for such development.
We intend to continue to make investments to support the development of our products and services and will require additional funds for such development.
Any such failure in internet or mobile device or computer accessibility, even for a short period of time, could adversely affect our results of operations. 30 Governmental agencies in any of the countries in which we or our customers are located could block access to or require a license for our mobile applications, website, or the internet generally for a number of reasons, including security, confidentiality, or regulatory concerns.
Governmental agencies in any of the countries in which we or our customers are located could block access to or require a license for our mobile applications, website, or the internet generally for a number of reasons, including security, confidentiality, or regulatory concerns. In addition, companies may adopt policies that prohibit their employees from using our products and services.
Increases in transportation costs (including increases in fuel costs), issues with overseas shipments, supplier-side delays, as well as reductions in the transportation capacity of carriers, labor strikes or shortages in the transportation industry, disruptions to the national and international transportation infrastructure, and unexpected delivery interruptions or delays also have the potential to derail our distribution process. 21 Moreover, volatile economic conditions may make it more likely that our suppliers and logistics providers may be unable to timely deliver supplies, or at all, and there is no guarantee that we will be able to timely locate alternative suppliers of comparable quality at an acceptable price.
Increases in transportation costs (including increases in fuel costs), issues with overseas shipments, supplier-side delays, as well as reductions in the transportation capacity of carriers, labor strikes or shortages in the transportation industry, disruptions to the national and international transportation infrastructure, and unexpected delivery interruptions or delays also have the potential to derail our distribution process.
We are an “emerging growth company,” and we cannot be certain if the reduced reporting and disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors.
However, as eyewear is a necessary medical device for a large segment of the population, we believe our business is more insulated from economic forces compared to other consumer electronics. 36 We are an “emerging growth company,” and we cannot be certain if the reduced reporting and disclosure requirements applicable to emerging growth companies will make our common stock less attractive to investors.
The impact of one or more of the foregoing and other factors may cause our results of operations to vary significantly. As such, quarter-to-quarter and year-over-year comparisons of our results of operations may not be meaningful and should not be relied upon as an indication of future performance.
The impact of one or more of the foregoing and other factors may cause our results of operations to vary significantly.
We may require additional capital to support the growth of our business, and this capital might not be available on acceptable terms, if at all. Since our inception, we have primarily funded our operations through net proceeds generated from the offering and sale of shares of our common stock and warrants to investors.
Since our inception, we have primarily funded our operations through net proceeds generated from the offering and sale of shares of our common stock and warrants to investors. We cannot be certain when, or if, our operations will generate sufficient cash to fully fund our ongoing operations or the growth of our business.
Broad market and industry factors may negatively affect the market price of our common stock and Warrants, regardless of our actual operating performance. In the past, securities class action litigation has often been initiated against companies following periods of volatility in their stock price.
In addition, the stock market has experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies. Broad market and industry factors may negatively affect the market price of our common stock and warrants, regardless of our actual operating performance.
This type of litigation could result in substantial costs and divert our management’s attention and resources, and could also require us to make substantial payments to satisfy judgments or to settle litigation. We do not intend to pay dividends for the foreseeable future.
In the past, securities class action litigation has often been initiated against companies following periods of volatility in their stock price. This type of litigation could result in substantial costs and divert our management’s attention and resources, and could also require us to make substantial payments to satisfy judgments or to settle litigation.
Maintaining and enhancing our appeal and reputation as a stylish, innovative, and coveted brand is critical to attracting and expanding our relationships with customers.
If we fail to maintain and enhance our brand, our ability to engage or expand our base of customers will be impaired, and our business, financial condition, and results of operations may suffer. Maintaining and enhancing our appeal and reputation as a stylish, innovative, and coveted brand is critical to attracting and expanding our relationships with customers.
Any future determination to pay dividends on our capital stock will be at the discretion of our board of directors. Accordingly, you must rely on the sale of your common stock after price appreciation, which may never occur, as the only way to realize any future gain on your investment.
Any future determination to pay dividends on our capital stock will be at the discretion of our board of directors.
There remains to be uncertainty as to what the impact of the increased tariff will be or whether there will be any other changes to U.S. government trade policy.
In February 2026, the Supreme Court of the U.S. struck down a portion of the tariffs that were announced in April 2025. Currently, there remains to be uncertainty as to whether there will be any other changes to U.S. government trade policy.
Further, defending a suit, regardless of its merit, could be costly, divert management attention, and harm our reputation.
The cost of investigating, mitigating, and responding to potential security breaches and complying with applicable breach notification obligations to individuals, regulators, partners, and others can be significant. Further, defending a suit, regardless of its merit, could be costly, divert management attention, and harm our reputation.
Further, the Company does not have a formal internal control environment in place and operating effectively.
Based on the number of personnel available to serve the Company’s accounting function, management believes we are not able to adequately segregate responsibility over financial transaction processing and reporting. Further, the Company does not have a formal internal control environment in place and operating effectively.
Removed
Our ability to generate net revenue will depend upon many factors, some of which we may have no control over . The industry for stylish, affordable smart glasses, is rapidly evolving and may not develop as we expect.
Added
Because we have a limited history operating our business, it is difficult to evaluate our current business and future prospects, including our ability to plan for and model future growth.
Removed
There is currently a tariff on all products imported from China in the amount of 20%; we cannot determine at this time how this will affect our future profitability, whether it will reduce the number of smart glasses that we sell, or whether we could pass these tariff costs on to our customers through pricing adjustments.
Added
Moreover, volatile economic conditions may make it more likely that our suppliers and logistics providers may be unable to timely deliver supplies, or at all, and there is no guarantee that we will be able to timely locate alternative suppliers of comparable quality at an acceptable price.
Removed
In addition, substantially all of our components are shipped directly from our contract manufacturers to our warehouse facility in Miami or to a third-party optical laboratory in the United States, where lenses are cut and mounted into frames. These laboratories process most of the glasses ordered by our customers.
Added
Beginning in April of 2025, the U.S. government announced new or increased tariffs on goods imported from various countries to the U.S.; as of April 2025, smart eyewear products that entered the U.S. from China had a total effective duty of 27.5%.
Removed
If we are unable to mitigate the full impact of the enacted and increased tariffs (including whether we could pass these tariff costs on to our customers through pricing adjustments, and if so, whether such increased prices would decrease the number of glasses that we sell), our financial results may be negatively affected.
Added
Although management took actions during 2025 which were largely successful in mitigating the impacts of the tariffs in effect at the time, and continues to monitor the evolving international trade and tariff situation and has developed contingency sourcing options should conditions materially change, we cannot predict with certainty the impact that tariffs may have on our business and financial results in the future, and cannot provide any assurance that any actions we may take in the future to mitigate the impacts of tariffs will be successful.
Removed
While it is too early to predict how the current and future China tariffs will impact our business, our financial results may also be impacted by any resulting economic slowdown.
Added
If we fail to cost-effectively retain our existing customers or to acquire new customers, our business, financial condition, and results of operations would be harmed. The growth of our business is dependent upon our ability to continue to grow by cost-effectively retaining our existing customers and adding new customers.
Removed
We face significant risks due to our dependency on foreign supply and manufacturing chains, geopolitical and economic changes, and changes in public perception about internationally sourced and manufactured products.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeWhile we have taken measures designed to protect the security of the confidential and personal information under our control, we cannot provide absolute assurance that any security measures that we or our third-party service providers have implemented will be effective against current or future security threats. 38 Our cybersecurity program is managed by our executive management team, including our Chief Executive Officer and Chief Technology Officer, and includes mechanisms, controls, technologies, systems, policies, and other processes designed to prevent or mitigate data loss, theft, misuse, or other security incidents or vulnerabilities affecting the systems and data residing in them.
Biggest changeOur cybersecurity program is managed by our executive management team, including our Chief Executive Officer and Chief Technology Officer, and includes mechanisms, controls, technologies, systems, policies, and other processes designed to prevent or mitigate data loss, theft, misuse, or other security incidents or vulnerabilities affecting the systems and data residing in them.
Highly sensitive customer payment information is generally never revealed to the Company in any capacity and is hidden by payment processors for security purposes, with the sole exception being some wholesale accounts who provide written or digital copies of credit card information for payment processing on agreed upon terms. Such information is secured on locked Company computers and never distributed.
Highly sensitive customer payment information is generally never revealed to the Company in any capacity and is hidden by payment processors for security purposes, with the sole exception being some wholesale accounts who provide written or digital copies of credit card information for payment processing on agreed upon terms.
Added
While we have taken measures designed to protect the security of the confidential and personal information under our control, we cannot provide absolute assurance that any security measures that we or our third-party service providers have implemented will be effective against current or future security threats.
Added
Such information is secured on locked Company computers and never distributed. 39

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeRecent Sales of Unregistered Securities There were no sales of unregistered securities during the three months ended December 31, 2024. Purchases of Securities by the Issuer and Affiliated Purchasers On April 12, 2023, an individual cashlessly exercised of 300,000 stock options and received 85,638 shares of common stock.
Biggest changeRecent Sales of Unregistered Securities There were no sales of unregistered securities during the three months ended December 31, 2025.
Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities . Market Information Our common stock and Warrants trade on the NASDAQ Capital Market under the symbols “LUCY” and “LUCYW,” respectively since August 15, 2022. Prior to that date, there was no public market for our common stock or Warrants.
Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities . Market Information Our common stock and certain of our warrants trade on the NASDAQ Capital Market under the symbols “LUCY” and “LUCYW,” respectively, since August 15, 2022. Prior to that date, there was no public market for our common stock or warrants.
On December 13, 2024, a total of 3,322 shares of common stock were exchanged from employees in connection with the income tax withholding obligations on behalf of such employees from the vesting of restricted stock units; the Company immediately sold such shares in the market. Item 6. Reserved .
On December 2, 2025, a total of 2,729 shares of common stock were exchanged from employees in connection with the income tax withholding obligations on behalf of such employees from the vesting of restricted stock units; the Company immediately sold such shares in the market.
Holders As of December 31, 2024, the approximate number of holders of record of our common stock was 3,775 and the closing price of our common stock was $4.92 per share. As of December 31, 2024, the approximate number of holders of record of our Warrants was 1 and the closing price of our Warrants was $0.045 per Warrant.
Holders As of December 31, 2025, the approximate number of holders of record of our common stock was 3,769 and the closing price of our common stock was $0.997 per share. As of December 31, 2025, the approximate number of holders of record of our registered warrants was 1 and the closing price of such warrants was $0.042 per warrant.
Removed
On September 23, 2024, an investor cashlessly exercised 40,000 warrants and received 20,482 shares of common stock.
Added
Purchases of Securities by the Issuer and Affiliated Purchasers On April 3, 2025, a total of 11,665 shares of common stock were exchanged from employees in connection with the income tax withholding obligations on behalf of such employees from the vesting of restricted stock units; the Company immediately sold such shares in the market.
Added
On August 19, 2025, a total of 10,985 shares of common stock were exchanged from employees in connection with the income tax withholding obligations on behalf of such employees from the vesting of restricted stock units; the Company immediately sold such shares in the market.

Item 7. Management's Discussion & Analysis

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

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Biggest changeThis is a strong signal of positive feedback on our products that indicates our ability to grow and scale with America’s largest online retailer and other platforms. 42 Results of Operations Years Ended December 31, 2024 (“current year”) and December 31, 2023 (“prior year”) Year ended December 31, 2024 Year ended December 31, 2023 Change Revenues, net $ 1,636,440 100 % $ 1,152,479 100 % $ 483,961 42 % Less: Cost of Goods Sold (1,421,250 ) 87 % (1,271,808 ) 110 % (149,442 ) 12 % Gross Profit (Deficit) 215,190 13 % (119,329 ) -10 % 334,519 280 % Operating Expenses: General and administrative (4,473,292 ) 273 % (3,886,960 ) 337 % (586,332 ) 15 % Sales and marketing (2,706,213 ) 165 % (2,047,069 ) 178 % (659,144 ) 32 % Research and development (819,387 ) 50 % (662,184 ) 57 % (157,203 ) 24 % Related party management fee (140,000 ) 9 % (140,000 ) 12 % - 0 % Total Operating Expenses (8,138,892 ) 497 % (6,736,213 ) 584 % (1,402,679 ) 21 % Other Income (Expense) 157,187 10 % 195,150 17 % (37,963 ) -19 % Interest Expense - 0 % (3,036 ) 0 % 3,036 100 % Total Other Income (Expense), net 157,187 10 % 192,114 17 % (34,927 ) -18 % Net Loss $ (7,766,515 ) 475 % $ (6,663,428 ) 578 % $ (1,103,087 ) 17 % Revenue Our revenues for the year ended December 31, 2024, were $1,636,440, representing an increase of approximately 42% as compared to revenues of $1,152,479 during the year ended December 31, 2023.
Biggest changeDue to the evolving nature of the situation related to tariffs, we cannot predict with certainty the ultimate impacts they may have on our business and results in the future, but those impacts could be material. 44 Results of Operations Years Ended December 31, 2025 (“current year”) and December 31, 2024 (“prior year”) Year ended Year ended December 31, December 31, 2025 2024 Change Revenues, net $ 2,661,669 100 % $ 1,636,440 100 % $ 1,025,229 63 % Less: Cost of Goods Sold (2,094,218 ) 79 % (1,421,250 ) 87 % (672,968 ) 47 % Gross (Deficit) Profit 567,451 21 % 215,190 13 % 352,261 164 % Operating Expenses: General and administrative (5,225,834 ) 196 % (4,473,292 ) 273 % (752,542 ) 17 % Sales and marketing (2,971,193 ) 112 % (2,706,213 ) 165 % (264,980 ) 10 % Research and development (725,388 ) 27 % (819,387 ) 50 % 93,999 -11 % Related party management fee (140,000 ) 5 % (140,000 ) 9 % - 0 % Total Operating Expenses (9,062,415 ) 340 % (8,138,892 ) 497 % (923,523 ) 11 % Other Income (Expense), net 903,775 34 % 157,187 10 % 746,588 475 % Net Loss $ (7,591,189 ) 285 % $ (7,766,515 ) 475 % $ 175,326 -2 % Revenues Our revenues for the year ended December 31, 2025, were $2,661,669, representing an increase of approximately 63% as compared to revenues of $1,636,440 during the prior year.
The Company charges applicable state sales taxes in addition to the MSRP for both online channels and all other marketplaces on which we sell products. 53 For sales to our retail store partners, we identify the contract with a customer upon receipt of an order of our eyewear through our Shopify wholesale portal or direct purchase order.
The Company charges applicable state sales taxes in addition to the MSRP for both online channels and all other marketplaces on which we sell products. For sales to our retail store partners, we identify the contract with a customer upon receipt of an order of our eyewear through our Shopify wholesale portal or direct purchase order.
The pricing includes shipping charges, while excluding any state sales tax charges applicable. Due to the nature of wholesale retail orders, no e-commerce fees are applicable. For sales to distributors, we identify the contract with a customer upon receipt of an order of our eyewear through a direct purchase order.
The pricing includes shipping charges, while excluding any state sales tax charges applicable. Due to the nature of wholesale retail orders, no e-commerce fees are applicable. 53 For sales to distributors, we identify the contract with a customer upon receipt of an order of our eyewear through a direct purchase order.
If we are unable to raise additional capital when required, or if we cannot expand our operations or otherwise capitalize on our business opportunities because we lack sufficient capital, our business, results of operations, financial condition, and cash flows would be adversely affected. Off-Balance Sheet Arrangements As of December 31, 2024, we did not have any off-balance sheet arrangements.
If we are unable to raise additional capital when required, or if we cannot expand our operations or otherwise capitalize on our business opportunities because we lack sufficient capital, our business, results of operations, financial condition, and cash flows would be adversely affected. Off-Balance Sheet Arrangements As of December 31, 2025, we did not have any off-balance sheet arrangements.
In instances where the collectibility of contractual consideration is not probable at the time of sale, the revenue is deferred on our balance sheet as a contract liability, and the associated cost of goods sold is deferred on our balance sheet as a contract asset; subsequently, we recognize such revenue and cost of goods sold as payments are received.
In instances where the collectability of contractual consideration is not probable at the time of sale, the revenue is deferred on our balance sheet as a contract liability, and the associated cost of goods sold is deferred on our balance sheet as a contract asset; subsequently, we recognize such revenue and cost of goods sold as payments are received.
A growing network of retail stores, including independent eyewear stores and national eyewear chains – we currently have over 540 retail stores selling our products (across over 300 unique wholesale accounts), and are continually working to expand our network.
A growing network of retail stores, including independent eyewear stores and national eyewear chains – we currently have over 400 retail stores selling our products (across over 300 unique wholesale accounts), and are continually working to expand our network.
If collectibility of substantially all of the contract consideration is probable, revenue is recognized upon meeting the performance obligation, which is delivery of our eyewear products to the distributor, and is also recorded net of returns and discounts.
If collectability of substantially all of the contract consideration is probable, revenue is recognized upon meeting the performance obligation, which is delivery of our eyewear products to the distributor, and is also recorded net of returns and discounts.
Operating Activities Net cash flows used in operating activities for the years ended December 31, 2024 and 2023 are primarily reflective of our net losses, resulting from our operating costs to support and grow our business, including employee-related costs, sales and marketing, research and development, and various costs associated with being a publicly-traded company.
Operating Activities Net cash flows used in operating activities for the years ended December 31, 2025 and 2024 are primarily reflective of our net losses, resulting from our operating costs to support and grow our business, including employee-related costs, sales and marketing, research and development, corporate overhead and various other costs associated with being a publicly-traded company.
Upon issuance, the convertible note will have a maturity date of September 1, 2025, at which time all outstanding principal and accrued interest, if any, will be payable in full in cash or in the Company’s common stock. The Company will be able to prepay the convertible notes at any time with the written consent of Lucyd Ltd.
Upon issuance, the convertible note will have a maturity date of September 1, 2027, at which time all outstanding principal and accrued interest, if any, will be payable in full in cash or in the Company’s common stock. The Company may prepay the convertible notes at any time with the written consent of Lucyd Ltd.
As part of this strategy, we have launched a new modular display system with engaging video screens and audio testing capabilities for our resellers to help educate their in-store customers about Lucyd products and enable customers to virtually try them on.
As part of this strategy, we have launched a new modular display system with engaging video screens and audio testing capabilities for our resellers to help educate their in-store customers about Lucyd products.
This proprietary display system is central to our efforts to introduce traditional retail customers to Lucyd eyewear, and we are planning further enhancements to our merchandising displays to enable more immersive experiences. Additionally, we consistently incorporate retail partner feedback directly into our frames to better serve our end users. We have deployed 45 such display systems to retailers.
This proprietary display system is central to our efforts to introduce traditional retail customers to Lucyd eyewear, and we are planning further enhancements to our merchandising displays to enable more immersive experiences. Additionally, we consistently incorporate retail partner feedback directly into our frames to better serve our end users.
All of our products are designed in Miami, manufactured in Asia, and currently sold through two major types of channels: 1. E-commerce – primarily via our website (Lucyd.co) and Amazon.com, as well as through Walmart.com, Target.com, BestBuy.com, DicksSportingGoods.com, Brookstone.com, and eBay; and, 2.
All of our products are designed in Miami, manufactured in Asia, and currently sold through two major types of channels: 1. E-commerce – primarily via our website (Lucyd.co) and Amazon.com, as well as through various other websites such as Walmart.com, Target.com, BestBuy.com, and DicksSportingGoods.com; and, 2.
The Company also continued to invest in its growing intellectual property portfolio, making expenditures to file for various new patents. Financing Activities Net cash flows provided by financing activities for the year ended December 31, 2024 were mainly driven by proceeds from multiple equity offering transactions as described below.
At the same time, the Company continued to invest in its growing intellectual property portfolio, making expenditures to file for various new patents. Financing Activities Net cash flows provided by financing activities for the year ended December 31, 2025 were mainly driven by proceeds from multiple equity-based financing transactions as described below.
Financing Agreement On March 1, 2024, the Company entered into an agreement with Lucyd Ltd. pursuant to which the Company can receive up to $1,250,000 either (a) in services provided by Lucyd Ltd. to the Company or (b) in cash upon request of funds by the Company.
Financing Agreement Pursuant to an agreement with Lucyd Ltd. originally entered into on March 1, 2024 and subsequently amended on March 1, 2025 and March 11, 2026, the Company can receive up to $1,250,000 either (a) in services provided by Lucyd Ltd. to the Company or (b) in cash upon request of funds by the Company.
For those customers which purchase an annual subscription, we recognize revenue on a straight-line basis over the subscription period, using a mid-month convention. The balance of unearned revenue related to app subscriptions that has been deferred on our balance sheet as a contract liability was $2,401 as of December 31, 2024. The Company’s sales do not contain any variable consideration.
For those customers that purchase an annual subscription, we recognize revenue on a straight-line basis over the subscription period, using a mid-month convention. The balance of unearned revenue related to app subscriptions that has been deferred on our balance sheet as a contract liability was $4,506 and $2,401 as of December 31, 2025 and 2024, respectively.
Key Factors Affecting Performance Expansion of retail points of purchase In addition to sustained growth of our e-commerce business, our future revenues are correlated positively with our placement of Lucyd glasses in optical stores, as well as sporting goods stores and other specialty stores.
This allows us to focus on our core competency of smart eyewear design and marketing. 42 Key Factors Affecting Performance Expansion of retail points of purchase In addition to sustained growth of our e-commerce business, our future revenues are correlated positively with our placement of Lucyd glasses in optical stores, as well as sporting goods stores and other specialty stores.
We view our business model as capital light, as we have elected not to build our own manufacturing facilities and Company-owned retail distribution, but rather leverage existing sources of production and retail distribution. This allows us to focus on our core competency of smart eyewear design and manufacturing.
We view our business model as capital light, as we have elected not to build our own manufacturing facilities and Company-owned retail distribution, but rather leverage existing sources of production and retail distribution.
Overall, e-commerce sales remain to be the most material portion of our sales to date since inception; however, out of all of our sales channels, we believe that the wholesale optical channel represents the most promising opportunity for future growth in the long-term.
Overall, e-commerce sales remain to be the most material portion of our sales since inception; however, we continue to believe that the wholesale channel is the most scalable and most promising long-term opportunity for future growth.
Related party management fee Our related party management fee was $140,000 for each of the years ended December 31, 2024 and 2023, based on the terms of the management services agreement between us and Tekcapital.
Related party management fee Our related party management fee was $140,000 for each of the years ended December 31, 2025 and 2024, based on the terms of the management services agreement between us and Tekcapital. Other Income (Expense), net Total other income (expense), net was $903,775 for the current year.
Customer Ratings (B2C) The Company’s latest products are receiving higher ratings online compared to our previous products, indicating that customers are appreciative of improvements in product design, functionality, and build quality. For example, our new Lucyd Armor product has a 4/5 rating on Amazon.
Customer Ratings (B2C) The Company’s latest products are receiving higher ratings online compared to our previous products, indicating that customers are appreciative of improvements in product design, functionality, and build quality.
We are offering a strong co-op marketing program with retail stores, and intend to expand our sales, marketing, and brand ambassador teams to broaden our brand awareness and online presence. Key Performance Indicators Store Count (B2B) We believe that one of the key indicators for our business is the number of retail stores onboarded to sell our products.
We are offering a strong co-op marketing program with retail stores, and have expanded our sales and marketing teams to broaden our brand awareness and online presence. Key Performance Indicators Store Count (B2B) We believe that the number of retail stores selling our products is an important indicator of wholesale growth.
From a long-term perspective, while we expect that our total sales and marketing expenses will scale up to some degree as our revenue increases, we anticipate that such increases in sales and marketing expenses will be mitigated somewhat by our planned focus on growing the wholesale optical channel, which, due to the nature of that channel, inherently does not require costly marketing campaigns to acquire each customer and as a result typically carries a lower marketing cost per unit sold.
From a long-term perspective, we anticipate that increases in sales and marketing expenses will be mitigated somewhat by our plan to grow our business in the wholesale optical channel, which, due to the nature of that channel, inherently does not require costly marketing campaigns to acquire each customer and does not require the platform fees associated with e-commerce sales, and as a result typically carries a lower marketing cost per unit sold.
Since the initial launch of Lucyd Lyte in 2021, we have sold thousands of our smartglasses, and have significantly upgraded and expanded our product offerings – including the launch of Lucyd Lyte 2.0 and Lyte XL smartglasses in 2023, and most recently with the launch of the Lucyd Armor ™ , Nautica ® Powered by Lucyd , and Eddie Bauer ® Powered by Lucyd smart eyewear collections in 2024.
Since the initial launch of Lucyd Lyte in 2021, we have sold thousands of our smartglasses, and have continued to expand our product offerings over the years – including the launch of Lucyd Lyte 2.0 and Lyte XL smartglasses in 2023, the launch of the Lucyd Armor TM , Nautica® Powered by Lucyd , and Eddie Bauer ® Powered by Lucyd smart eyewear collections in 2024, and the launch of the Reebok® Powered by Lucyd sport collection in 2025.
Except for historical information, the matters discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations are forward-looking statements that involve risks and uncertainties and are based upon judgments concerning factors that are beyond our control. 40 Overview We develop and sell cutting-edge smart eyeglasses and sunglasses, which are designed to allow our customers to remain connected to their digital lives, while also offering vision correction and protection.
Except for historical information, the matters discussed in this Management’s Discussion and Analysis of Financial Condition and Results of Operations are forward-looking statements that involve risks and uncertainties and are based upon judgments concerning factors that are beyond our control. Overview We develop and sell cutting-edge smart eyewear – including prescription eyeglasses, ready-to-wear sunglasses, safety glasses, and sport glasses.
Our flagship product, Lucyd Lyte, enables the wearer to listen to music, take and make calls, and use voice assistants and ChatGPT to perform many common smartphone tasks hands-free. Our mission is to Upgrade Your Eyewear ® .
Our smart eyewear products enable the wearer to listen to music, take and make calls, and use voice assistants and ChatGPT to perform many common smartphone tasks hands-free.
Additionally, we generally expect that a retailer who is successful with our products will reorder in large quantities, also without significant marketing expenditure. 46 Research and development costs Our research and development costs increased by 24% to $819,387 for the year ended December 31, 2024, as compared with $662,184 the year ended December 31, 2023.
Additionally, we generally expect that a retailer who is successful with our products will reorder in large quantities, also without significant marketing expenditure. Research and development costs Our research and development costs decreased by $93,999, or approximately 11%, to $725,388 for the current year, as compared with $819,387 for the prior year.
We allow our customers to return our products, subject to our refund policy, which allows any customer to return our products for any reason within the first: ● 7 days for sales made through our website (Lucyd.co) ● 30 days for sales made through Amazon ● 30 days for sales to most wholesale retailers and distributors (although certain sales to independent distributors are ineligible for returns) For all of our sales, at the time of sale, we establish a reserve for returns, based on historical experience and expected future returns, which is recorded as a reduction of sales.
We allow our customers to return our physical products, subject to our refund policy, which allows any customer to return our physical products for any reason and receive a full refund for frames (prescription lenses excluded) within the first: 7 days for sales made through our website (Lucyd.co), 30 days for sales made through Amazon, and 30 days for sales to most wholesale retailers and distributors (although certain sales to independent distributors are ineligible for returns).
For Amazon sales, shipping is free for U.S. consumers while international customers pay shipping charges on top of MSRP. Any costs associated with fees charged by the online platforms (Shopify for Lucyd.co website and Amazon) are not recharged to customers and are recorded as a component of cost of goods sold as incurred.
Any costs associated with fees charged by the online platforms (i.e., Amazon.com, or Shopify for sales through our Lucyd.co website) are not recharged to customers and are recorded as a component of cost of goods sold as incurred.
During the years ended December 31, 2024 and 2023, we recognized $30,000 and $17,500 of revenue, respectively, that was included in the contract liability balance as of January 1, 2024 and 2023, respectively.
With respect to such instances, during the years ended December 31, 2025 and 2024, we recognized $30,000 of revenue for each period, that was included in the contract liability balance of $47,950 and $77,950 as of January 1, 2025 and 2024, respectively.
Including such investments in the table above as part of the Company’s overall liquidity (which management believes provides a more accurate depiction of the Company’s liquidity and economic position) would result in a net change in the Company’s overall liquidity of positive $3,236,724 for the year ended December 31, 2024.
Treasury bill investments with cash and cash equivalents as part of the Company’s overall liquidity (which management believes provides a more accurate depiction of the Company’s liquidity and economic position), would result in a net change in the Company’s overall liquidity of negative $1,143,631 for the current year and positive $3,236,724 for the prior year.
This increase was primarily due to the following: General and administrative expenses Our general and administrative expenses increased by 15% to $4,473,292 for the year ended December 31, 2024, as compared to $3,886,960 for the year ended December 31, 2023.
This increase was primarily due to the following: General and administrative expenses Our general and administrative expenses increased by $752,542, or approximately 17%, to $5,225,834 for the year ended December 31, 2025, as compared to $4,473,292 for the prior year.
We are using data-driven decision-making to refine and optimize our marketing campaigns, in order to make our spending in this area more efficient, thus maximizing returns on our marketing investments. We anticipate that our total 2025 marketing spending will be between 2023 and 2024 levels.
Our marketing spend in 2025 was strategically allocated to support our launch of new products, and we are using data-driven decision-making to refine and optimize our marketing campaigns, in order to make our spending in this area more efficient, thus maximizing returns on our marketing investments.
Inventory Our inventory consists of purchased eyewear and related accessories, and is stated at the lower of cost or net realizable value, with cost determined on a specific identification method of inventory costing which attaches the actual cost to an identifiable unit of product.
Inventory Our inventory predominantly consists of purchased eyewear and related accessories, and is stated at the lower of cost or net realizable value, with cost determined on a specific identification method of inventory costing which attaches the actual cost to an identifiable unit of product. 52 Provisions for excess, obsolete, or slow-moving inventory are recorded after periodic evaluation of historical sales, current economic trends, forecasted sales, estimated product life cycles, and estimated inventory levels.
As of December 31, 2024 and 2023, the Company recorded an inventory prepayment in the amount of $424,594 and $323,520, respectively, related to down payments on eyewear purchased from the manufacturer, prior to shipment of the product that occurred after the respective balance sheet dates. 51 Intangible Assets Intangible assets recognized on the Company’s books relate to: ● Internally-developed and licensed utility and design patents.
Such provisions were $59,000 and $0 as of December 31, 2025 and 2024, respectively. As of December 31, 2025 and 2024, the Company recorded an inventory prepayment in the amount of $438,417 and $424,594, respectively, related to down payments on eyewear purchased from the manufacturer, prior to shipment of the product that occurred after the respective balance sheet dates.
For sales generated through our e-commerce channels, we identify the contract with a customer upon online purchase of our eyewear and transaction price at the manufacturer suggested retail price (“MSRP”) for non-prescription, polarized sunglass and blue light blocking glasses across all of our online channels.
For sales generated through our e-commerce channels, we identify the contract with a customer upon online purchase of our eyewear and transaction price at the manufacturer suggested retail price (“MSRP”). Our e-commerce revenue is recognized upon meeting of the performance obligation when the eyewear is shipped to the end customer.
The Company maintains a lean staff salaried at market rates, and a significant portion of our general and administrative expenses consist of corporate overhead type costs which are fixed or semi-fixed in nature (e.g., rent, compliance, legal and professional services, etc.); as such, our general and administrative expenses are not expected to scale up significantly as our revenue increases over time.
Although we have recently hired some new employees to help drive and support our growth and expansion, we generally maintain a lean staff salaried at market rates, and a significant portion of our general and administrative expenses consist of corporate overhead type costs which are fixed or semi-fixed in nature (e.g., rent, compliance, legal and professional services, etc.); as such, our general and administrative expenses are not expected to scale up significantly as our revenue increases over time. 48 Sales and marketing expenses Our sales and marketing expenses increased $264,980, or approximately 10%, to $2,971,193 for the current year from $2,706,213 for the prior year.
Forfeitures are accounted for as a reduction of compensation expense in the period when such forfeitures occur. 52 For stock option awards, the Black-Scholes-Merton option pricing model is used to estimate the fair value of share-based awards.
For stock option awards, the Black-Scholes-Merton option pricing model is used to estimate the fair value of share-based awards.
Additionally, our operating asset levels have grown significantly during 2023 and 2024 as we have procured additional inventory to position us for future anticipated sales growth. 47 Investing Activities Net cash flows used in investing activities for the year ended December 31, 2024 were primarily reflective of the investment of a portion of the proceeds from our recent equity offerings (as described below) in 6-month U.S.
Additionally, our operating asset levels have grown significantly as we have procured additional inventory to position us for future anticipated sales growth. Investing Activities Net cash flows provided by investing activities for the year ended December 31, 2025 were primarily driven by net redemptions of short-term U.S.
Our e-commerce revenue is recognized upon meeting of the performance obligation when the eyewear is shipped to end customers. U.S. consumers enjoy free USPS first class postage on orders over $149, with faster delivery options available for extra cost, for sales processed through our website.
For sales processed through our website, U.S. consumers enjoy free USPS first class postage on orders over $149, with faster delivery options available for extra cost, for sales processed through our website. For Amazon sales, shipping is free for U.S. consumers while international customers pay shipping charges on top of MSRP.
Stock-Based Compensation We recognize compensation expense for stock-based awards to employees and directors and others based on the grant date fair value of such awards.
The Company recorded an allowance for sales returns of $14,669 and $15,746 as of December 31, 2025 and 2024, respectively. Stock-Based Compensation We recognize compensation expense for stock-based awards to employees and directors and others based on the grant date fair value of such awards.
Operating expenses Our operating expenses increased by 21% to $8,138,892 for the year ended December 31, 2024, as compared to $6,736,213 for the year ended December 31, 2023.
Operating Expenses Our operating expenses increased by $923,523, or approximately 11%, to $9,062,415 for the year ended December 31, 2025, as compared to $8,138,892 for the year ended December 31, 2024.
The Company believes having pricing that is competitive with traditional designer eyewear is essential for building market share in this new category, by eliminating the “cost of switching” for the average consumer.
We apply a manufacturer suggested retail price (“MSRP”) of $149 – $199 across all of our online channels, with our wholesale pricing offering volume discounts to these prices. The Company believes having pricing that is competitive with traditional designer eyewear is essential for building market share in this new category, by eliminating the “cost of switching” for the average consumer.
To support our sales to retail stores directly, we offer a strong co-op marketing program that includes free and paid store display materials.
Retail store client retention and re-orders Our ability to sustain and increase revenue is correlated positively with our ability to receive re-orders from stores, either directly or through our wholesale distributors. To support our sales to retail stores directly, we offer a strong co-op marketing program that includes free and paid store display materials.
We believe our existing cash and cash equivalents (including the proceeds from the equity offerings described above), plus the availability to borrow funds via the March 2024 related party agreement with Lucyd Ltd., will be sufficient to fund our operations for at least the next twelve months. 50 However, our future capital requirements will depend on many factors, including, but not limited to, growth in the number of retail store customers, licenses, the needs of our e-commerce business and retail distribution network, expansion of our product and software offerings, and the timing of investments in technology and personnel to support the overall growth of our business.
However, our future capital requirements will depend on many factors, including, but not limited to, growth in the number of retail store customers, licenses, the needs of our e-commerce business and retail distribution network, expansion of our product and software offerings, and the timing of investments in technology and personnel to support the overall growth of our business.
With the success of the recently-launched Lucyd Armor smartglasses for the safety/industrial segment (which represents a growing market in which we currently have little or no direct competition), and the anticipated success of the upcoming launch of Reebok ® Powered by Lucyd smartglasses for the sport/active lifestyle segment (in which we believe we will have a distinct advantage, as most sport smartglasses are very low quality Aliexpress products), we believe we are very well positioned to generate significant revenue growth in 2025. 44 Cost of goods sold Our total cost of goods sold increased to $1,421,250 for the year ended December 31, 2024, as compared to $1,271,808 for the year ended December 31, 2023.
With the continued success and momentum of the Lucyd Armor smartglasses for the safety/industrial segment, which represents a growing market in which we currently have little or no direct competition, and the recent launch of Reebok® Powered by Lucyd smartglasses for the sport/active lifestyle segment, we believe we are very well positioned to generate significant revenue growth in 2026.
Liquidity and Capital Resources Cash Flow Data: Year ended December 31, 2024 Year ended December 31, 2023 Net cash flows from operating activities $ (6,739,630 ) $ (5,766,303 ) Net cash flows from investing activities (5,162,157 ) (198,753 ) Net cash flows from financing activities 10,243,327 6,661,394 Net Change in Cash $ (1,658,460 ) $ 696,338 The above table reflects changes in our cash and cash equivalents only, and reflects the Company’s investments in short-term U.S.
This amount was mainly comprised of dividends received from our investments in money market funds, and, to a lesser extent, interest income earned on a short-term loan to a related party. 49 Liquidity and Capital Resources Cash Flow Data: Year ended Year ended December 31, December 31, 2025 2024 Net cash flows from operating activities $ (7,275,301 ) $ (6,739,630 ) Net cash flows from investing activities 4,475,947 (5,162,157 ) Net cash flows from financing activities 6,681,403 10,243,327 Net Change in Cash $ 3,882,049 $ (1,658,460 ) The above table reflects changes in our cash and cash equivalents only, and reflects the Company’s investments in / redemptions of short-term U.S.
Key components of cost of goods sold for the year ended December 31, 2024 included, but were not limited to, the cost of frames of $862,529; cost of prescription lenses incurred with third-party vendors of $256,860; commissions, affiliate referral fees, and e-commerce platform fees of $158,327; shipping and logistics costs of $95,363; product certification costs of $33,150; and quality assurance costs of $11,240.
Cost of goods sold for prior year included but was not limited to the cost of frames (inclusive of importation costs and inventory adjustments) of approximately $863,000; the cost of prescription lenses incurred with our third-party vendor of approximately $257,000; commissions, affiliate referral fees, and e-commerce platform fees of approximately $160,000; shipping and logistics costs of approximately $95,000; and product certification costs of approximately $33,000.
During September 2024, the Company entered into multiple warrant inducement transactions with certain holders of its previously-issued warrants. 49 ● On September 3, 2024, the Company entered into inducement letter agreements with certain holders of existing warrants (originally issued on June 26, 2023) to purchase an aggregate of 126,699 shares of common stock.
June 2025 Warrant Inducement Transaction On June 20, 2025, the Company entered into inducement letter agreements with certain holders of certain of its Series H Warrants to purchase an aggregate of 746,782 shares of the Company’s common stock, which were originally issued to the holders on April 14, 2025.
The variety of smartglasses we offer underpin the Company’s mission to provide a smart alternative for all of the major types of eyewear used by consumers, offering a seamless upgrade in styles of eyewear they already enjoy. We plan to further expand our product offerings through the launch of new cobranded collections with Reebok in 2025.
The variety of smartglasses we offer underpins our goal to provide a smart alternative for all of the major types of eyewear used by consumers, offering a seamless upgrade in styles of eyewear they already enjoy. We currently offer an expansive line of 34 different models of glasses and several accessories.
The net proceeds received by the Company from these transactions amounted to approximately $1,845,000. ● From July 12, 2024 through August 30, 2024, the Company sold 273,517 shares of common stock and received approximately $1,446,000 of gross proceeds before deducting sales agent commissions and offering expenses. The net proceeds received by the Company from these transactions amounted to approximately $1,399,000.
At-the-Market Offerings From August 15, 2025 through December 12, 2025, the Company sold 606,377 shares of common stock and received approximately $1.2 million of gross proceeds before deducting sales agent commissions and offering expenses.
However, we believe that focusing on introducing our product in major national retailers will have a significant positive impact on the Company’s revenues within the next 12 months. 43 For the year ended December 31, 2024, approximately 64% of sales were processed on our online store (Lucyd.co), 26% on Amazon.com, and 10% with reseller partners.
For the year ended December 31, 2024, approximately 64% of sales were processed on our online store (Lucyd.co), 26% on Amazon.com, and 10% with reseller partners, with less than 1% of our net revenues generated from Lucyd “Pro” app subscriptions.
These decreases were mainly driven by actions taken by management in the current year to better manage lens fulfillment costs, including (i.) the launch of the new Lucyd Shift and Lucyd Blueshift transitional lenses in place of branded third-party transitional lenses, offering similar functionality for a lower cost of goods, while also enabling a slightly lower cost to the customer, and (ii.) the engagement of a new lower-cost lens supplier based in Miami, Florida.
The decrease in lens fulfilment costs per unit was attributable to actions taken by management in 2024 to better manage these costs, including: (i.) the launch of Lucyd Shift and Lucyd Blueshift transitional lenses in place of branded third-party transitional lenses, offering similar functionality for a lower cost of goods, while also enabling a slightly lower cost to the customer; and (ii.) the engagement of a new lower-cost lens supplier based in Miami, Florida during the third quarter of 2024 Cost of goods sold for current year included but was not limited to the cost of frames (inclusive of the cost of tariffs, importation costs, and other inventory adjustments) of approximately $1,483,000; the cost of prescription lenses incurred with our third-party vendor of approximately $246,000; commissions, affiliate referral fees, and e-commerce platform fees of approximately $124,000; shipping and logistics costs of approximately $140,000; provisions for excess, obsolete, and slow-moving inventory of $59,000; and product certification costs of approximately $25,000.
This increase was primarily driven by the combination of (i) a $325,000 release payment made to a shareholder counterparty during the current year for the waiver of certain of that counterparty’s pre-existing contractual rights related to the Company’s equity offerings during the second quarter of 2024, (ii) an increase in legal costs of approximately $318,000, largely as a result of various shareholder and equity-related matters during the current year period.
Partially offsetting these higher costs was the fact that in the prior year we made a one-time release payment of $325,000 to a shareholder counterparty for the waiver of certain of that counterparty’s pre-existing contractual rights related to the Company’s equity offerings, and made no similar such payments in the current year.
Treasury zero-coupon bonds with maturities similar to those of the expected term of the award being valued. For awards of restricted stock units and shares of common stock, the fair value of the award is based on the quoted market price of our common shares on the NASDAQ stock exchange.
Forfeitures are accounted for as a reduction of compensation expense in the period when such forfeitures occur. For awards of restricted stock units and shares of common stock, the fair value of the award is based on the quoted market price of our common shares on the NASDAQ stock exchange.
The net proceeds received by the Company from this transaction amounted to approximately $2,134,000, and were used by the Company primarily for working capital and general purposes.
This transaction closed on June 24, 2025, and the gross proceeds to the Company were approximately $2.2 million prior to deducting placement agent fees and offering expenses. The net proceeds received by the Company from this transaction amounted to approximately $1.8 million, which the Company intends to use for working capital and general corporate purposes.
In February 2023, holders of the Company’s Listed Warrants exercised such warrants to purchase an aggregate of 22,926 shares of the Company’s common stock, at an adjusted exercise price of $75.00 per share, resulting in net cash proceeds to the Company of approximately $1,532,000.
Other 2025 Warrant Activity During May and June 2025, certain holders of the Company’s Series G and Series H Warrants exercised such warrants to purchase an aggregate of 986,532 shares of the Company’s common stock at an exercise of $2.60 per share, resulting in gross cash proceeds to the Company of approximately $2.6 million.
The Company has not borrowed any amounts under this agreement. Other Factors We expect that operating losses could continue in the foreseeable future as we continue to invest in the expansion and development of our business.
However, we do have long-term obligations and commitments under certain multi-year license agreements, which are described in Note 7 of the financial statements within this annual report. 51 Other Factors We expect that operating losses could continue in the foreseeable future as we continue to invest in the expansion and development of our business.
This increase was primarily driven by higher volumes of products sold during the current year, partially offset by lower costs.
Cost of Goods Sold Our total cost of goods sold increased to $2,094,218 for the year ended December 31, 2025, as compared to $1,421,250 for the year ended December 31, 2024. This increase was primarily driven by higher volumes, partially offset by lower costs.
On April 17, 2023, the Company entered into a warrant exercise inducement letter agreement with certain accredited investors that were existing holders of the Company’s Listed Warrants to purchase an aggregate of 8,417 shares of the Company’s common stock for cash, wherein the investors agreed to exercise all of their existing Listed Warrants at an exercise price of $75.00 per share.
Pursuant to the inducement letter agreements, the holders agreed to exercise the existing warrants for cash at an exercise price of $2.60 per share in consideration of the Company’s agreement to issue new unregistered Series I Warrants to purchase up to an aggregate 2,240,346 shares of common stock, each at a purchase price of $0.125 per warrant.
Net cash flows provided by financing activities for year ended December 31, 2023 were mainly driven by the various capital-raising activities undertaken during the year, including our second public offering completed in June 2023 and exercises of warrants by stockholders earlier in the year, partially offset by repayment of advances and convertible debt to related parties.
Net cash flows provided by financing activities for the year ended December 31, 2024 were mainly driven by proceeds from multiple equity offering transactions and warrant exercises during the year.
To address this, we have assembled a team with decades of experience in the eyewear industry and are offering a strong co-op marketing program and reordering incentives program.
To address this, we offer a strong co-op marketing program and reordering incentives program. In 2025, we expanded our sales team with the addition of two new sales directors. One of these individuals brings 15 years of experience in optical sales, and has joined to support our expansion into key optical accounts and regional chains.
The net proceeds received by the Company from this offering amounted to approximately $4,116,000, and were used by the Company primarily for working capital and general purposes. At-the-Market Offerings On April 15, 2024, the Company entered into an at-the-market offering agreement with H.C.
This transaction closed on April 14, 2025, and the gross proceeds to the Company were approximately $1.8 million prior to deducting placement agent fees and offering expenses. The net proceeds received by the Company from this transaction amounted to approximately $1.5 million, which the Company intends to use for working capital and general corporate purposes.
The warrant holders exercised for cash the existing warrants at an adjusted exercise price of $9.875 per share, resulting in gross proceeds to the Company of approximately $2.6 million; in addition to the shares of common stock issued as a result of the warrant exercise, the warrant holders also received new unregistered Series E and Series F warrants.
Pursuant to the inducement letter agreements, the holders agreed to exercise the existing warrants for cash at a reduced exercise price of $2.60 per share in consideration of the Company’s agreement to issue new unregistered Series G Warrants to purchase up to an aggregate of 218,646 shares of common stock and new unregistered Series H Warrants to purchase up to an aggregate of 1,724,814 shares of common stock, each at a purchase price of $0.125 per warrant.
Removed
We apply a manufacturer suggested retail price (“MSRP”) of $149 – $199 for non-prescription, polarized sunglass, and photochromic glasses across all of our online channels, with our wholesale pricing offering volume discounts to these prices.
Added
Our mission is to Upgrade Your Eyewear ® by creating smart eyewear for all-day wear that looks like and is priced similarly to designer eyewear, but is also lightweight and comfortable, and enables the wearer to remain connected to their digital lives .
Removed
We currently offer an expansive line of 26 different models of glasses, and by mid-2025, we will offer 34 different styles and several accessories, including cobranded eyewear with well-known brands like Nautica, Reebok, and Eddie Bauer.
Added
We increased the number of retail store locations in which our products are sold from over 350 at the beginning of 2025 to over 400 by the end of the 2025, and we remain optimistic that partnership with a national retailer will further increase our store count significantly in 2026.
Removed
In total, the Company expects to offer over 40 total smart eyewear SKUs across these brands and Lucyd by the end of 2025. 41 Retail store client retention and re-orders Our ability to sustain and increase revenue is correlated positively with our ability to receive re-orders from stores, either directly or through our wholesale distributors.
Added
The other individual has a multi-decade career in hardware and power tool sales, and has joined to support our pursuit of brick-and-mortar and e-commerce placements for the Lucyd Armor line.
Removed
We started onboarding our first retail stores in June 2021, and since then have continue to grow through the current year. Currently, we have over 540 retail stores selling our smart eyeglasses, primarily in the United States and Canada, across over 300 unique wholesale accounts.
Added
These display systems, which have been installed in limited number of locations, enable customers to engage in music demos on a physical unit, explore social and tutorial content, and virtually try on all available units, an experience offered by no other smartglass display on the market today.
Removed
Based on the existing demand for our products, current distribution, and recently consummated supply agreements, we anticipate that our products will be available in a significant number of new third-party retail locations in 2025.
Added
We have two continuous trajectories of general product improvement: (i) engineering, where we seek to improve the sound quality, temple thinness, and battery life of our frames; and (ii) digital, where we are adding new features via the Lucyd app and improved component programming. We view these continually ongoing R&D investments as essential to maintaining our competitive edge.
Removed
The increase in revenue was primarily attributable to significant growth in the e-commerce channel, with net sales through our Lucyd.co website and Amazon.com increasing by approximately 89% and 14%, respectively, from the prior year, while wholesale revenues declined by approximately 27%.
Added
The Company has increased the number of retail store locations in which its products are sold from over 350 at the beginning of 2025 to over 400 by the end of the 2025. We remain optimistic that partnership with a national retailer will increase our store count significantly in 2026.
Removed
Overall, our revenue growth was primarily attributable to higher unit volumes, largely driven by our new product launches over the past year (including the cobranded Nautica ® Powered by Lucyd and Eddie Bauer ® Powered by Lucyd collections which were launched in January 2024 and April 2024, respectively, and the Lucyd Armor product line which was launched in October 2024).
Added
This is a strong signal of positive feedback on our products that indicates our ability to grow and scale with America’s largest online retailer and other platforms. 43 International Trade and Tariffs Beginning in April of 2025, the U.S. government has announced new or increased tariffs on goods imported from various countries to the U.S., and countries subject to such tariffs have imposed or may in the future impose retaliatory tariffs and other trade measures.
Removed
We sold over 2,000 units of Lucyd Armor glasses in the fourth quarter of 2024 alone. With respect to our cobranded collections, we sold over 3,000 units during the current year, and sales of the Nautica ® Powered by Lucyd line have continued to increase each quarter since their initial launch.
Added
These tariffs had a negative impact on our results of operations (more specifically, our gross profit margins) for the year ended December 31, 2025. We have taken actions to mitigate the negative impacts of the tariffs, including diversifying our logistics network and modifying our product fulfilment and replenishment model.
Removed
While Eddie Bauer ® Powered by Lucyd styles have not been as successful as others thus far, likely due to their higher price point, the Nautica ® cobranded collection has been very popular, with several of those styles ranking among our top products.

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