UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File No. 001-32919 Ascent Solar Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 20-3672603 (State or other jurisdi ...

THORNTON, Colo., Feb. 07, 2024 (GLOBE NEWSWIRE) -- Ascent Solar Technologies ("Ascent Solar" or the "Company") (NASDAQ:ASTI), a U.S. innovator in the design and manufacturing of featherweight, flexible thin-film photovoltaic (PV) solutions, today announced the appointment of former founding member of SpaceX Philippe Kassouf to the Company's Strategic Advisory Board in the role of Strategic Advisor. In addition to his advisory role at Ascent, Kassouf currently serves as the Founder and CEO of QED Engineering ...

THORNTON, Colo., Jan. 30, 2024 (GLOBE NEWSWIRE) -- Ascent Solar Technologies, Inc. ("Ascent" or the "Company") (NASDAQ:ASTI), a U.S. innovator in the design and manufacturing of featherweight, flexible thin-film photovoltaic (PV) solutions, today announced it has initiated advocacy outreach to members of the recently-formed Private Sector Space Activities Interagency Steering Group as part of the White House's United States Novel Space Activities Authorization and Supervision Framework. The Group is tasked ...

THORNTON, Colo., Jan. 23, 2024 (GLOBE NEWSWIRE) -- Ascent Solar Technologies, Inc. ("Ascent," "Ascent Solar" or the "Company") (NASDAQ:ASTI), a U.S. innovator in the design and manufacturing of featherweight, flexible thin-film photovoltaic (PV) solutions, today announced it has established a Strategic Advisory Board with the addition of its inaugural member, Major General Casey Blake, in the title of Strategic Advisor. General Blake joins Ascent after an expansive career with the United States Air Force. M ...

THORNTON, Colo., Jan. 09, 2024 (GLOBE NEWSWIRE) -- Ascent Solar Technologies, (NASDAQ:ASTI) ("ASTI" or the "Company"), the leading U.S. innovator in the design and manufacture of featherweight, flexible, and durable CIGS thin-film photovoltaic (PV) solutions, announced today that the Company has signed a LOI with an undisclosed private company to supply future orders that are anticipated to exceed 2-5 MW total from 2027 to 2029 and 100 MW per year within the next decade. Ascent plans to continue increasing ...

[FORM 10-Q Filing Information](index=1&type=section&id=FORM%2010-Q) This section provides essential administrative and identification details for the company's Form 10-Q filing [Registrant Information](index=1&type=section&id=Registrant%20Information) This section details Ascent Solar Technologies, Inc.'s registration, contact information, Nasdaq listing, and SEC filing classifications - Ascent Solar Technologies, Inc. (ASTI) is registered on the **Nasdaq Capital Markets**[1](index=1&type=chunk) - The company is classified as a **non-accelerated filer** and a **smaller reporting company**[1](index=1&type=chunk) Common Stock Issued and Outstanding (as of Nov 14, 2023) | Metric | Value | | :----- | :---- | | Common Stock Issued and Outstanding (as of Nov 14, 2023) | 3,406,723 shares | [PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This part presents the company's unaudited condensed financial statements and management's analysis of financial condition and operations [Item 1. Condensed Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Financial%20Statements) This section presents Ascent Solar's unaudited condensed financial statements and explanatory notes for the period ended September 30, 2023 [Condensed Balance Sheets](index=4&type=section&id=CONDENSED%20BALANCE%20SHEETS) Balance sheets show decreased total assets, increased current liabilities from conversions payable, and negative stockholders' equity Key Balance Sheet Data (September 30, 2023 vs. December 31, 2022) | Metric | Sep 30, 2023 ($) | Dec 31, 2022 ($) | Change ($) | | :-------------------------------- | :----------- | :----------- | :----- | | Cash and cash equivalents | 2,249,764 | 11,483,018 | -9,233,254 | | Total current assets | 3,144,474 | 12,444,180 | -9,299,706 | | Property, Plant and Equipment, net | 4,056,967 | 551,661 | +3,505,306 | | Total Assets | 11,156,646 | 18,676,702 | -7,520,056 | | Total current liabilities | 11,870,793 | 4,973,659 | +6,897,134 | | Conversions payable | 6,470,540 | - | +6,470,540 | | Total Liabilities | 14,063,458 | 14,091,161 | -27,703 | | Total Stockholders' Equity (Deficit) | (2,906,812) | 4,585,541 | -7,492,353 | [Condensed Statements of Operations and Comprehensive Income](index=6&type=section&id=CONDENSED%20STATEMENTS%20OF%20OPERATIONS%20AND%20COMPREHENSIVE%20INCOME) Operations statements reveal reduced net loss for Q3 and YTD 2023, driven by lower compensation and R&D costs despite revenue decline Key Income Statement Data (Three Months Ended September 30) | Metric | Sep 30, 2023 ($) | Sep 30, 2022 ($) | Change ($) | Change (%) | | :----------------------------------- | :----------- | :----------- | :--------- | :--------- | | Total Revenues | 229,954 | 6,344 | 223,610 | 3524.8% | | Total Costs and Expenses | 2,607,977 | 7,656,855 | (5,048,878) | -65.9% | | Loss from Operations | (2,378,023) | (7,650,511) | 5,272,488 | -68.9% | | Net Income/(Loss) | (1,909,273) | (7,910,566) | 6,001,293 | -75.9% | | Net Income/(Loss) Per Share (Basic and Diluted) | (4.04) | (47.71) | 43.67 | -91.5% | Key Income Statement Data (Nine Months Ended September 30) | Metric | Sep 30, 2023 ($) | Sep 30, 2022 ($) | Change ($) | Change (%) | | :----------------------------------- | :----------- | :----------- | :--------- | :--------- | | Total Revenues | 455,480 | 1,210,125 | (754,645) | -62.4% | | Total Costs and Expenses | 11,010,243 | 13,353,983 | (2,343,740) | -17.6% | | Loss from Operations | (10,554,763) | (12,143,858) | 1,589,095 | -13.1% | | Net Income/(Loss) | (11,906,097) | (14,520,600) | 2,614,503 | -18.0% | | Net Income/(Loss) Per Share (Basic and Diluted) | (66.40) | (101.70) | 35.30 | -34.7% | [Condensed Statements of Changes in Stockholders' Equity (Deficit) (2023)](index=7&type=section&id=CONDENSED%20STATEMENTS%20OF%20CHANGES%20IN%20STOCKHOLDERS%27%20EQUITY%20%28DEFICIT%29%20-%20For%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030%2C%202023) Equity statements for 2023 show decreased total equity due to net loss and deemed dividend, partially offset by note conversions Key Changes in Stockholders' Equity (Nine Months Ended September 30, 2023) | Item | Amount ($) | | :----------------------------------- | :----------- | | Balance at January 1, 2023 | 4,585,541 | | Down round deemed dividend | (11,653,986) | | Net Loss | (9,996,824) | | Conversion of L1 Note into Common Stock | 1,240,818 | | Conversion of Sabby Note into Common Stock | 2,123,649 | | Proceeds from issuance of Series 1B Preferred Stock | 900,000 | | Prepayment of Common Stock purchase | 2,088,290 | | Balance at September 30, 2023 | (2,906,812) | [Condensed Statements of Changes in Stockholders' Deficit (2022)](index=8&type=section&id=CONDENSED%20STATEMENTS%20OF%20CHANGES%20IN%20STOCKHOLDERS%27%20DEFICIT%20-%20For%20the%20Three%20and%20Nine%20Months%20Ended%20September%2030%2C%202022) Equity statements for 2022 show a shift to positive equity, driven by convertible note conversions and private placements despite net loss Key Changes in Stockholders' Equity (Nine Months Ended September 30, 2022) | Item | Amount ($) | | :----------------------------------- | :----------- | | Balance at January 1, 2022 | (2,833,606) | | Conversion of BD1 Note into Common Stock | 7,900,000 | | Conversion of Nanyang Note into Common Stock | 600,000 | | Conversion of Fleur Note into Common Stock | 700,000 | | Proceeds from private placement (Common stock) | 2,551,405 | | Proceeds from private placement (Warrants) | 2,448,595 | | Net Loss | (7,910,566) | | Balance at September 30, 2022 | 1,706,303 | [Condensed Statements of Cash Flows](index=9&type=section&id=CONDENSED%20STATEMENTS%20OF%20CASH%20FLOWS) Cash flows show a substantial decrease in cash due to operating and investing activities, partially offset by financing Key Cash Flow Data (Nine Months Ended September 30) | Metric | Sep 30, 2023 ($) | Sep 30, 2022 ($) | Change ($) | | :----------------------------------- | :----------- | :----------- | :--------- | | Net cash used in operating activities | (7,329,398) | (7,925,786) | 596,388 | | Net cash used in investing activities | (3,863,963) | (185,703) | (3,678,260) | | Net cash provided by financing activities | 1,942,867 | 5,000,000 | (3,057,133) | | Net change in cash and cash equivalents | (9,233,254) | (3,111,489) | (6,121,765) | | Cash and cash equivalents at end of period | 2,249,764 | 2,850,271 | (600,507) | - Non-cash transactions for the nine months ended September 30, 2023, included **$2,912,759 in non-cash conversions of convertible notes to equity** and a **$11,653,986 down round deemed dividend**[21](index=21&type=chunk) [Notes to Unaudited Condensed Financial Statements](index=11&type=section&id=NOTES%20TO%20UNAUDITED%20CONDENSED%20FINANCIAL%20STATEMENTS) Notes provide essential context for financial statements, detailing organization, policies, liquidity, acquisitions, and financing [NOTE 1. ORGANIZATION](index=11&type=section&id=NOTE%201.%20ORGANIZATION) Ascent Solar focuses on high-value PV markets, redeployed its Thornton facility, and completed a reverse stock split - Ascent Solar focuses on **agrivoltaics, aerospace, satellites, near earth orbiting vehicles, and fixed wing UAVs** for its PV products[23](index=23&type=chunk) - The Thornton manufacturing facility was redeployed as a **Perovskite Center of Excellence** on March 13, 2023[24](index=24&type=chunk) - A **one-for-two hundred reverse stock split** was effected on September 11, 2023[25](index=25&type=chunk) [NOTE 2. BASIS OF PRESENTATION](index=11&type=section&id=NOTE%202.%20BASIS%20OF%20PRESENTATION) Interim financial statements are prepared under U.S. GAAP, based on management estimates, and omit some annual disclosures - Interim financial statements are prepared under U.S. GAAP, in accordance with Form 10-Q and Article 8 of Regulation S-X, and do not include all annual disclosures[27](index=27&type=chunk) [NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=11&type=section&id=NOTE%203.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Accounting policies are consistent with 2022, with ASU 2020-06 adoption impacting convertible instruments and net loss calculations - The Company adopted **ASU 2020-06** on January 1, 2023, eliminating the beneficial conversion feature on convertible debt and applying the modified retrospective method[39](index=39&type=chunk) Revenue Recognition (Three Months Ended September 30) | Revenue Type | 2023 ($) | 2022 ($) | Change ($) | Change (%) | | :------------- | :------- | :------- | :--------- | :--------- | | Products | 209,496 | 6,344 | 203,152 | 3202.3% | | Milestone and engineering | 20,458 | - | 20,458 | N/A | | Total Revenues | 229,954 | 6,344 | 223,610 | 3524.8% | Impact of ASU 2020-06 on Net Loss and EPS (Nine Months Ended September 30, 2023) | Metric | Post ASU 2020-06 | Pre ASU 2020-06 | Difference | | :----------------------------------- | :--------------- | :-------------- | :--------- | | Net Loss | (11,906,097) | (20,553,708) | 8,647,611 | | Net Loss attributable to common shareholders | (23,560,083) | (32,207,694) | 8,647,611 | | Earnings Per Share (Basic and Diluted) | (66.40) | (90.77) | (24.37) | [NOTE 4. LIQUIDITY, CONTINUED OPERATIONS, AND GOING CONCERN](index=14&type=section&id=NOTE%204.%20LIQUIDITY%2C%20CONTINUED%20OPERATIONS%2C%20AND%20GOING%20CONCERN) Significant liquidity challenges, recurring losses, and a working capital deficit raise substantial doubt about going concern - The Company used **$7,329,398 in cash for operations** during the nine months ended September 30, 2023[46](index=46&type=chunk) Working Capital Deficit | Metric | Amount ($) | | :-------------------- | :----------- | | Working Capital Deficit (as of Sep 30, 2023) | (8,726,319) | - Management does not believe cash liquidity is sufficient for the next twelve months and requires additional financing, raising doubt about the Company's ability to continue as a going concern[47](index=47&type=chunk)[48](index=48&type=chunk) [NOTE 5. ASSET ACQUISITION](index=15&type=section&id=NOTE%205.%20ASSET%20ACQUISITION) Ascent Solar acquired Flisom assets for $2.8 million, resold them for $5 million to affiliates, but payment is uncertain due to Flisom's bankruptcy - On April 17, 2023, Ascent Solar acquired thin-film photovoltaic manufacturing assets from Flisom AG for **$2,800,000**[49](index=49&type=chunk) - On June 16, 2023, the Company exercised an option to resell the acquired assets to affiliates for **$5,000,000**, but payment has not been received[52](index=52&type=chunk) - Flisom filed for bankruptcy in September 2023, complicating the recovery of assets or payment for the resale option[53](index=53&type=chunk) Asset Purchase Price Allocation | Asset Category | Price Allocation ($) | | :----------------------------------- | :------------------- | | Inventory (Raw Material) | 130,030 | | Inventory (Finished Goods) | 62,427 | | Other Assets | 98,746 | | Manufacturing machinery and equipment | 3,682,621 | | Furniture, fixtures, computer hardware and software | 110,102 | | Total Purchase Price (incl. transaction costs) | 4,083,926 | [NOTE 6. RELATED PARTY TRANSACTIONS](index=16&type=section&id=NOTE%206.%20RELATED%20PARTY%20TRANSACTIONS) No JDA revenue from TubeSolar in 2023 due to its insolvency; Ascent Solar holds a 70% equity investment in Ascent Germany - No revenue was recognized under the JDA with TubeSolar in the three and nine months ended September 30, 2023, compared to **$512,000 in NRE revenue** in the prior year[56](index=56&type=chunk) - TubeSolar filed for insolvency in June 2023[56](index=56&type=chunk) - Ascent Solar holds a **70% equity method investment** in Ascent Germany, a joint venture with TubeSolar, which has had no material activity[57](index=57&type=chunk) [NOTE 7. PROPERTY, PLANT AND EQUIPMENT](index=16&type=section&id=NOTE%207.%20PROPERTY%2C%20PLANT%20AND%20EQUIPMENT) Net property, plant, and equipment significantly increased due to manufacturing machinery, leading to higher depreciation Property, Plant and Equipment, Net | Metric | Sep 30, 2023 ($) | Dec 31, 2022 ($) | | :----------------------------------- | :--------------- | :--------------- | | Net property, plant and equipment | 4,056,967 | 551,661 | Depreciation Expense | Period | 2023 ($) | 2022 ($) | | :----------------------------------- | :------- | :------- | | Three months ended September 30 | 18,931 | 15,705 | | Nine months ended September 30 | 59,570 | 40,623 | [NOTE 8. OPERATING LEASE](index=16&type=section&id=NOTE%208.%20OPERATING%20LEASE) Operating lease for the manufacturing facility was amended, reducing space and rent, resulting in an $84,678 gain - The operating lease for the manufacturing facility was amended on September 1, 2023, reducing rentable square feet from **100,000 to 73,319**[59](index=59&type=chunk) - A gain on lease modification of **$84,678** was recognized and recorded as other income[61](index=61&type=chunk) Operating Lease Liabilities (as of September 30, 2023) | Lease Liability | Amount ($) | | :----------------------------------- | :----------- | | Current portion of operating lease liability | 471,497 | | Non-current portion of operating lease liability | 2,171,440 | | Total Present value of lease liability | 2,642,937 | | Remaining weighted average lease term | 51 months | | Discount rate | 12.0% | [NOTE 9. INVENTORIES](index=17&type=section&id=NOTE%209.%20INVENTORIES) Total inventories, net of reserves, slightly increased to $636,019, primarily due to higher finished goods Inventories, Net (as of September 30, 2023 vs. December 31, 2022) | Inventory Category | Sep 30, 2023 ($) | Dec 31, 2022 ($) | | :----------------- | :--------------- | :--------------- | | Raw materials | 577,536 | 577,799 | | Work in process | 10,267 | 37,351 | | Finished goods | 48,216 | 133 | | Total | 636,019 | 615,283 | [NOTE 10. OTHER PAYABLE](index=17&type=section&id=NOTE%2010.%20OTHER%20PAYABLE) An outstanding $250,000 vendor note payable, matured in 2018, remains unpaid with $78,185 in accrued interest - A **$250,000 note payable** to a vendor, bearing 5% interest, matured on February 28, 2018, and remains unpaid[66](index=66&type=chunk) Other Payable Details (as of September 30, 2023) | Item | Amount ($) | | :----------------- | :----------- | | Note Payable Principal | 250,000 | | Accrued Interest | 78,185 | [NOTE 11. CONVERTIBLE NOTES](index=18&type=section&id=NOTE%2011.%20CONVERTIBLE%20NOTES) Convertible notes underwent adjustments, with $14.5 million principal settled, resulting in an $11.65 million down round deemed dividend - The fixed conversion price of the Advance Notes was lowered to **$25.36 per share of Common Stock** following the Series 1B SPA in June 2023[77](index=77&type=chunk) - A deemed dividend of **$11,653,986** was recorded for down round adjustments, reducing income available to common shareholders[78](index=78&type=chunk) Convertible Notes Principal Settlement (Nine Months Ended September 30, 2023) | Settlement Method | Amount ($) | | :----------------------------------- | :----------- | | Equity issued for convertible debt | 2,912,759 | | Conversions payable | 6,470,540 | | Cash repayments | 1,025,423 | | Accelerated discount recognized in APIC | 4,077,510 | | Total Principal settled | 14,486,232 | [NOTE 12. SERIES A PREFERRED STOCK](index=20&type=section&id=NOTE%2012.%20SERIES%20A%20PREFERRED%20STOCK) 48,100 Series A Preferred shares are outstanding with 8% cumulative dividends and $501,977 accrued, with limited conversion Series A Preferred Stock Details (as of September 30, 2023) | Metric | Value | | :----------------------------------- | :---- | | Shares Outstanding | 48,100 | | Cumulative Dividend Rate | 8% per annum | | Accrued and Unpaid Dividends | $501,977 | | Conversion Eligibility | Not eligible for company option; holder option into <1 common share after adjustments | [NOTE 13. SERIES 1B PREFERRED STOCK](index=20&type=section&id=NOTE%2013.%20SERIES%201B%20PREFERRED%20STOCK) 900 Series 1B Preferred shares were issued for $900,000, senior to common, with no voting rights and convertible at $28.00 - **900 shares of Series 1B Preferred Stock** were issued for **$900,000 gross proceeds** on June 29, 2023[86](index=86&type=chunk) - Series 1B Preferred Stock ranks **senior to common stock** in dividends and liquidation, has **no voting rights**, and no mandatory redemption[87](index=87&type=chunk)[88](index=88&type=chunk) - Initial conversion price is **$28.00 per share**, subject to adjustment to the lower of $0.14 or 90% of the lowest VWAP over 10 trading days, with a floor of **$10.00 per share**[89](index=89&type=chunk)[90](index=90&type=chunk) [NOTE 14. STOCKHOLDERS' EQUITY (DEFICIT)](index=21&type=section&id=NOTE%2014.%20STOCKHOLDERS%27%20EQUITY%20%28DEFICIT%29) As of September 30, 2023, 549,199 common shares and preferred shares were outstanding, with $14.5 million debt converted Outstanding Shares (as of September 30, 2023) | Stock Type | Shares Outstanding | | :----------------------------------- | :----------------- | | Common Stock | 549,199 | | Series A Preferred Stock | 48,100 | | Series 1B Preferred Stock | 900 | | Warrants | 396,576 | - During the nine months ended September 30, 2023, **$14.5 million of convertible debt principal** was converted into **288,451 shares of common stock**[92](index=92&type=chunk) [NOTE 15. SHARE-BASED COMPENSATION](index=22&type=section&id=NOTE%2015.%20SHARE-BASED%20COMPENSATION) Share-based compensation decreased for Q3 and YTD 2023, primarily due to former CEO's termination and RSU forfeiture Share-Based Compensation Expense | Period | 2023 ($) | | :----------------------------------- | :------- | | Three months ended September 30 | 139,067 | | Nine months ended September 30 | 2,104,378 | - The termination of the former CEO's employment on April 26, 2023, resulted in the forfeiture of **11,389 restricted stock units**[98](index=98&type=chunk)[100](index=100&type=chunk) [NOTE 16. COMMITMENTS AND CONTINGENCIES](index=23&type=section&id=NOTE%2016.%20COMMITMENTS%20AND%20CONTINGENCIES) The company faces legal claims from its former CEO and H.C. Wainwright & Co., LLC, seeking damages and warrants - Former CEO Jeffrey Max claims wrongful termination and seeks severance and vesting of restricted stock units; management believes termination was for cause[101](index=101&type=chunk) - H.C. Wainwright & Co., LLC filed a lawsuit seeking **$1.2 million in damages**, **2,169.5 common stock warrants**, and attorney fees for an alleged breach of an investment banking engagement letter[102](index=102&type=chunk) [NOTE 17. SUBSEQUENT EVENTS](index=23&type=section&id=NOTE%2017.%20SUBSEQUENT%20EVENTS) Post-period, a public offering raised $10.3 million, retiring debt and preferred stock, and adjusting conversion prices - On October 2, 2023, the Company closed a public offering of **3,572,635 units** for approximately **$10.3 million gross proceeds**[104](index=104&type=chunk)[106](index=106&type=chunk) - Proceeds were used to retire approximately **$5,212 thousand of outstanding conversion amount payable** and all **$900 thousand of Series 1B Preferred Stock**[107](index=107&type=chunk) - The offering triggered further adjustments, lowering the fixed conversion price of Advance Notes and the exercise price of outstanding Warrants to **$1.765 per share**[108](index=108&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses financial condition, operational results, strategic focus, manufacturing, trends, and liquidity for the period [Overview](index=25&type=section&id=Overview) Ascent Solar targets high-value specialty solar markets with its PV technology, reporting an accumulated deficit of $470.99 million - The company targets high-volume production and high-value specialty solar markets, including **agrivoltaics, space, aerospace, and high-value niche manufacturing/construction sectors**[111](index=111&type=chunk) - Ascent's proprietary solar technology offers unique advantages such as **flexibility, durability, and attractive power-to-weight/area performance**[111](index=111&type=chunk) Accumulated Deficit | Metric | Amount ($) | | :----------------- | :----------- | | Accumulated Deficit (as of Sep 30, 2023) | 470,987,945 | [Commercialization and Manufacturing Strategy](index=26&type=section&id=Commercialization%20and%20Manufacturing%20Strategy) The company uses roll-to-roll manufacturing for PV modules, focusing on efficiency, cost reduction, and R&D, with production restart plans - Products are manufactured using a **roll-to-roll process** with proprietary monolithic integration techniques to affix a thin CIGS layer to a flexible, plastic substrate[115](index=115&type=chunk) - The Thornton manufacturing facility was redeployed as a **Perovskite research facility** in March 2023, with plans to restart production there[116](index=116&type=chunk) - The company exercised a put option in June 2023 to sell manufacturing assets acquired from Flisom in Zurich[116](index=116&type=chunk) [Significant Trends, Uncertainties and Challenges](index=26&type=section&id=Significant%20Trends%2C%20Uncertainties%20and%20Challenges) Challenges include unprofitability, demand generation, financing, growth management, Nasdaq listing, personnel, and supply chain - Key challenges include **lack of profitability, ability to develop demand and sales, attracting and retaining qualified personnel, securing additional financing, and maintaining Nasdaq listing**[117](index=117&type=chunk) - Other uncertainties involve managing operational growth, supply and price of raw materials, protecting intellectual property, and general economic conditions[117](index=117&type=chunk) [Basis of Presentation](index=27&type=section&id=Basis%20of%20Presentation) Financial statements are derived from accounting records for periods ending September 30, 2023, and December 31, 2022 - Financial statements are derived from accounting records as of September 30, 2023, and December 31, 2022, and for the three and nine months ended September 30, 2023 and 2022[119](index=119&type=chunk) [Critical Accounting Policies and Estimates](index=27&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) Management reviews critical accounting policies and estimates, with ASU 2020-06 adoption being the only significant change - The preparation of financial statements requires management to make estimates and judgments that affect reported amounts[120](index=120&type=chunk) - The only significant change to accounting policies as of September 30, 2023, is the adoption of **ASU 2020-06**[121](index=121&type=chunk) [Results of Operations](index=27&type=section&id=Results%20of%20Operations) This section details financial performance for Q3 and YTD 2023, comparing revenues, costs, and net loss to the prior year [Comparison of the Three Months Ended September 30, 2023 and 2022](index=27&type=section&id=Comparison%20of%20the%20Three%20Months%20Ended%20September%2030%2C%202023%20and%202022) Q3 2023 saw significant revenue increase and a 75.9% reduction in net loss, driven by lower compensation and R&D costs Revenue and Expense Changes (Three Months Ended September 30, 2023 vs. 2022) | Metric | 2023 ($) | 2022 ($) | Change ($) | Change (%) | | :----------------------------------- | :------- | :------- | :--------- | :--------- | | Total Revenues | 229,954 | 6,344 | 223,610 | 3524.8% | | Cost of Revenue | 692,752 | 409,819 | 282,933 | 69.0% | | Research, development and manufacturing operations | 344,942 | 1,540,170 | (1,195,228) | -77.6% | | Selling, general and administrative | 1,407,493 | 1,890,218 | (482,725) | -25.5% | | Share-based compensation | 139,067 | 3,796,151 | (3,657,084) | -96.3% | | Net Loss | (1,909,273) | (7,910,566) | 6,001,293 | -75.9% | - Other income increased by **$701,321**, primarily due to an employment retention credit and a gain on lease modification[127](index=127&type=chunk) [Comparison of the Nine Months Ended September 30, 2023 and 2022](index=28&type=section&id=Comparison%20of%20the%20Nine%20Months%20Ended%20September%2030%2C%202023%20and%202022) YTD 2023 revenues decreased by 62%, but net loss reduced by 18% due to lower compensation and R&D costs Revenue and Expense Changes (Nine Months Ended September 30, 2023 vs. 2022) | Metric | 2023 ($) | 2022 ($) | Change ($) | Change (%) | | :----------------------------------- | :------- | :------- | :--------- | :--------- | | Total Revenues | 455,480 | 1,210,125 | (754,645) | -62.4% | | Cost of Revenue | 1,820,816 | 1,519,703 | 301,113 | 19.8% | | Research, development and manufacturing operations | 2,832,956 | 4,399,765 | (1,566,809) | -35.6% | | Selling, general and administrative | 4,178,146 | 3,583,366 | 594,780 | 16.6% | | Share-based compensation | 2,104,378 | 3,796,151 | (1,691,773) | -44.6% | | Net Loss | (11,906,097) | (14,520,600) | 2,614,503 | -18.0% | - Other expense decreased by **$998,092**, primarily due to an employment retention credit, a gain on lease modification, and the reclassification of accelerated debt discount to stockholders' equity under ASU 2020-06[132](index=132&type=chunk) [Liquidity and Capital Resources](index=29&type=section&id=Liquidity%20and%20Capital%20Resources) Significant liquidity challenges, cash used in operations, and a working capital deficit raise going concern doubts - The Company used **$7,329,398 in cash for operations** during the nine months ended September 30, 2023[134](index=134&type=chunk) Working Capital Deficit | Metric | Amount ($) | | :-------------------- | :----------- | | Working Capital Deficit (as of Sep 30, 2023) | (8,726,319) | - Management does not expect sales revenue and cash flows to be sufficient for the next twelve months and requires additional financing, raising substantial doubt about the Company's ability to continue as a going concern[134](index=134&type=chunk)[135](index=135&type=chunk)[136](index=136&type=chunk) [Statements of Cash Flows Comparison of the Nine Months Ended September 30, 2023 and 2022](index=30&type=section&id=Statements%20of%20Cash%20Flows%20Comparison%20of%20the%20Nine%20Months%20Ended%20September%2030%2C%202023%20and%202022) Cash used in operations decreased, but investing activities significantly increased due to an asset acquisition Cash Flow Activities (Nine Months Ended September 30) | Activity | 2023 ($) | 2022 ($) | Change ($) | | :----------------------------------- | :----------- | :----------- | :--------- | | Net cash used in operating activities | (7,329,398) | (7,925,786) | 596,388 | | Net cash used in investing activities | (3,863,963) | (185,703) | (3,678,260) | - The increase in cash used in investing activities was primarily due to the **asset acquisition in Zurich, Switzerland**[138](index=138&type=chunk) [Off Balance Sheet Transactions](index=30&type=section&id=Off%20Balance%20Sheet%20Transactions) The company reported no off-balance sheet arrangements as of September 30, 2023 - The Company had **no off-balance sheet arrangements** as of September 30, 2023[139](index=139&type=chunk) [Smaller Reporting Company Status](index=30&type=section&id=Smaller%20Reporting%20Company%20Status) The company qualifies as a 'smaller reporting company,' allowing exemptions from certain SEC disclosure requirements - The Company is a **'smaller reporting company'** with market value of stock held by non-affiliates less than $700 million and annual revenue less than $100 million[140](index=140&type=chunk) - This status allows exemptions from certain disclosure requirements, including presenting only two years of audited financial statements and reduced executive compensation disclosures[140](index=140&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=30&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section addresses the company's exposure to foreign currency exchange and interest rate market risks [Foreign Currency Exchange Risk](index=30&type=section&id=Foreign%20Currency%20Exchange%20Risk) The company faces foreign currency translation risk but does not hedge and holds no significant foreign currency funds - The Company is subject to currency translation risk due to business operations and costs in foreign currencies[141](index=141&type=chunk) - No hedging transactions are currently employed to reduce foreign currency exposure[141](index=141&type=chunk) - No significant funds were held in foreign currencies as of September 30, 2023[141](index=141&type=chunk) [Interest Rate Risk](index=30&type=section&id=Interest%20Rate%20Risk) Interest rate risk is primarily related to cash equivalents, with management expecting no significant impact on financials - Interest rate risk primarily relates to cash equivalents, which are held in operating accounts[142](index=142&type=chunk) - Management does not believe changes in interest rates will have a significant impact on financial position, results of operations, or cash flows[142](index=142&type=chunk) [Item 4. Controls and Procedures](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures, with no material changes in internal control [Evaluation of Disclosure Controls and Procedures](index=30&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of September 30, 2023 - Management concluded that the design and operation of disclosure controls and procedures were **effective** as of September 30, 2023[144](index=144&type=chunk) [Changes in Internal Control Over Financial Reporting](index=31&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) No material changes in internal control over financial reporting occurred during the nine months ended September 30, 2023 - No material changes in internal control over financial reporting occurred during the nine months ended September 30, 2023[145](index=145&type=chunk) [PART II. OTHER INFORMATION](index=32&type=section&id=PART%20II.%20OTHER%20INFORMATION) This part covers legal proceedings, risk factors, equity sales, defaults, and other required disclosures [Item 1. Legal Proceedings](index=32&type=section&id=Item%201.%20Legal%20Proceedings) This section refers to Note 16 for legal proceedings, with no additional reportable events for Q3 2023 - No additional legal proceedings beyond those discussed in Note 16 were required to be reported for the three months ended September 30, 2023[147](index=147&type=chunk) [Item 1A. Risk Factors](index=32&type=section&id=Item%201A.%20Risk%20Factors) Risks include not maintaining Nasdaq listing, though compliance was regained post-period through a reverse split and offering - Failure to maintain Nasdaq listing could adversely affect stock liquidity, increase volatility, and hinder capital raising[148](index=148&type=chunk)[149](index=149&type=chunk)[150](index=150&type=chunk) - The company received notices for non-compliance with Nasdaq's **$1.00 Minimum Bid Price Requirement** and **$2,500,000 Stockholders' Equity Rule**[150](index=150&type=chunk)[152](index=152&type=chunk) - As of October 11, 2023, the company regained compliance with Nasdaq's minimum bid price, stockholders' equity, and publicly held shares requirements through a reverse stock split and a public offering[154](index=154&type=chunk)[155](index=155&type=chunk)[156](index=156&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=33&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) No unregistered sales or repurchases of equity securities occurred during the nine months ended September 30, 2023 - No unregistered sales of equity securities occurred during the nine months ended September 30, 2023[156](index=156&type=chunk) - The company did not repurchase any of its equity securities during the nine months ended September 30, 2023[156](index=156&type=chunk) [Item 3. Defaults Upon Senior Securities](index=33&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities were reported - No defaults upon senior securities were reported[156](index=156&type=chunk) [Item 4. Mine Safety Disclosures](index=33&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to the company - Mine safety disclosures are not applicable[156](index=156&type=chunk) [Item 5. Other Information](index=33&type=section&id=Item%205.%20Other%20Information) No other information was reported - No other information was reported[156](index=156&type=chunk) [Item 6. Exhibits](index=34&type=section&id=Item%206.%20Exhibits) This section provides a comprehensive index of exhibits filed or incorporated by reference into the Form 10-Q - The exhibit index lists various corporate documents, agreements, and certifications filed or incorporated by reference[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk)[162](index=162&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk)[165](index=165&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk)[170](index=170&type=chunk)[171](index=171&type=chunk) [SIGNATURES](index=38&type=section&id=SIGNATURES) This section contains the official certifications and signatures for the Form 10-Q filing [Signatures](index=38&type=section&id=Signatures) The report was duly signed on November 14, 2023, by the CEO and CFO, certifying its submission - The report was signed on **November 14, 2023**, by **Paul Warley (CEO)** and **Jin Jo (CFO)**[172](index=172&type=chunk)[173](index=173&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Securities registered pursuant to Section 12(b) of the Act: FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File No. 001-32919 Ascent Solar Technologies, Inc. (Exact name of registrant as specified i ...

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Condensed Financial Statements](index=4&type=section&id=Item%201.%20Condensed%20Financial%20Statements) This section presents unaudited condensed financial statements, showing decreased assets, increased liabilities, a stockholders' deficit, and a wider net loss for Q1 2023 [Condensed Balance Sheets](index=4&type=section&id=Unaudited%20Condensed%20Balance%20Sheets) Total assets decreased to **$14.6 million**, liabilities increased to **$16.7 million**, resulting in a **$2.2 million** stockholders' deficit by March 31, 2023 Condensed Balance Sheet Highlights (unaudited) | Account | March 31, 2023 | December 31, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | $8,459,234 | $12,444,180 | | **Total Assets** | **$14,563,399** | **$18,676,702** | | **Total Current Liabilities** | $6,977,291 | $4,973,659 | | **Total Liabilities** | **$16,743,839** | **$14,091,161** | | **Total Stockholders' Equity (Deficit)** | **($2,180,440)** | **$4,585,541** | [Condensed Statements of Operations and Comprehensive Income](index=6&type=section&id=Unaudited%20Condensed%20Statements%20of%20Operations%20and%20Comprehensive%20Income) Total revenues significantly decreased to **$124,225**, and net loss widened to **$6.1 million** due to higher operating expenses including share-based compensation Condensed Statement of Operations (unaudited) | Metric | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | **Total Revenues** | **$124,225** | **$566,210** | | Total Costs and Expenses | $5,149,541 | $2,777,143 | | Loss from Operations | ($5,025,316) | ($2,210,933) | | **Net Loss** | **($6,083,352)** | **($4,297,249)** | | Net Loss Per Share (Basic and Diluted) | ($0.17) | ($0.20) | [Condensed Statements of Changes in Stockholders' Equity (Deficit)](index=7&type=section&id=Unaudited%20Condensed%20Statements%20of%20Changes%20in%20Stockholders%27%20Equity%20%28Deficit%29) Stockholders' equity shifted from **$4.6 million** to a **$2.2 million** deficit, driven by a **$6.1 million** net loss and a **$3.7 million** accounting adjustment - Total stockholders' equity decreased from **$4,585,541** at the beginning of the period to a deficit of **($2,180,440)** at March 31, 2023[18](index=18&type=chunk) - Key drivers of the decrease were the net loss of **$6.1 million** and a **$3.7 million** negative adjustment upon adopting ASU 2020-06, partially offset by conversions of notes into common stock[18](index=18&type=chunk) [Condensed Statements of Cash Flow](index=9&type=section&id=Unaudited%20Condensed%20Statements%20of%20Cash%20Flow) Cash used in operations increased to **$4.9 million**, leading to a **$5.1 million** decrease in cash and equivalents, ending at **$6.3 million** Condensed Statement of Cash Flows (unaudited) | Cash Flow Activity | Three Months Ended March 31, 2023 | Three Months Ended March 31, 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | ($4,937,627) | ($2,792,080) | | Net cash used in investing activities | ($54,534) | ($141,318) | | Net cash used in financing activities | ($147,170) | $0 | | **Net change in cash and cash equivalents** | **($5,139,331)** | **($2,933,398)** | | **Cash and cash equivalents at end of period** | **$6,343,687** | **$3,028,362** | [Notes to the Unaudited Condensed Financial Statements](index=10&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Financial%20Statements) Notes detail strategic shifts to agrivoltaics and aerospace, asset acquisitions, liquidity concerns, and subsequent events including a **$9 million** private placement and CEO termination - The company is focusing on high-value markets like agrivoltaics and aerospace. It has dedicated its Thornton facility to Perovskite R&D and acquired manufacturing assets from Flisom AG in Switzerland[27](index=27&type=chunk)[28](index=28&type=chunk) - Due to recurring losses and the need for additional financing, there is substantial doubt about the Company's ability to continue as a going concern[47](index=47&type=chunk) - Subsequent to the quarter end, the company entered into an agreement for a **~$9 million** private placement with Lucro Investments and acquired assets from Flisom AG for **$2.8 million**[84](index=84&type=chunk)[85](index=85&type=chunk) - On April 26, 2023, the company terminated its President and CEO, Jeffrey Max, who claims the termination was not for cause. The company intends to vigorously defend against any potential claims[82](index=82&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=20&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses strategic focus, a **78%** revenue decrease, increased operating expenses, a wider **$6.1 million** net loss, and significant liquidity challenges raising going concern doubt [Overview](index=20&type=section&id=Overview) The company targets high-value specialty solar markets like aerospace and agrivoltaics, reporting **$124,225** in Q1 2023 revenue and a **$453.5 million** accumulated deficit - The company's strategic focus is on commercializing its proprietary solar technology in two high-value verticals: Aerospace (Space, Near-space, and Fixed Wing UAV) and Agrivoltaics[95](index=95&type=chunk) - For the three months ended March 31, 2023, the company generated **$124,225** of total revenue and had an accumulated deficit of **$453,511,214**[96](index=96&type=chunk) [Commercialization and Manufacturing Strategy](index=21&type=section&id=Commercialization%20and%20Manufacturing%20Strategy) The company shifted its Thornton facility to Perovskite R&D and acquired manufacturing assets in Zurich, Switzerland, for PV module production - In March 2023, the Thornton manufacturing facility was redeployed to focus on the industrial commercialization of the company's patent-pending Perovskite solar technologies[100](index=100&type=chunk) - The company purchased manufacturing assets in Zurich, Switzerland, where it plans to begin production of its PV modules[100](index=100&type=chunk) [Results of Operations](index=22&type=section&id=Results%20of%20Operations) Q1 2023 revenues decreased **78%** to **$124,225**, while total costs rose to **$5.1 million**, leading to a **42%** increase in net loss to **$6.1 million** Comparison of Operations for Three Months Ended March 31 | Item | 2023 | 2022 | $ Change | | :--- | :--- | :--- | :--- | | Total Revenues | $124,225 | $566,210 | ($441,985) | | Total Costs and Expenses | $5,149,541 | $2,777,143 | $2,372,398 | | Loss From Operations | ($5,025,316) | ($2,210,933) | ($2,814,383) | | Net Loss | ($6,083,352) | ($4,297,249) | ($1,786,103) | - The **78%** decrease in revenue was primarily due to **$512,000** in milestone and engineering revenue from TubeSolar in 2022 that was not repeated in 2023[107](index=107&type=chunk) - The increase in expenses was driven by a **$1,404,450** share-based compensation expense, a **$770,555 (94%)** increase in SG&A, and a **$259,372 (18%)** increase in R&D and manufacturing operations costs[109](index=109&type=chunk)[110](index=110&type=chunk) [Liquidity and Capital Resources](index=23&type=section&id=Liquidity%20and%20Capital%20Resources) The company faces significant liquidity issues, using **$4.9 million** in cash for operations, requiring additional financing, and raising substantial doubt about its going concern ability - The company used **$4,937,627** in cash for operations during the three months ended March 31, 2023[112](index=112&type=chunk) - Management does not believe cash liquidity is sufficient for the next twelve months and will require additional financing, raising substantial doubt about the company's ability to continue as a going concern[112](index=112&type=chunk)[113](index=113&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) Primary market risks include foreign currency exchange and interest rate fluctuations, though current exposure is limited, with no significant impact expected from rate changes - The company is subject to foreign currency exchange risk as it may conduct business in other countries, but held no significant foreign funds as of March 31, 2023[119](index=119&type=chunk) - Interest rate risk is limited to the company's cash equivalents and investment portfolio, and a change in interest rates is not expected to have a significant impact[120](index=120&type=chunk) [Item 4. Controls and Procedures](index=24&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls and procedures were effective as of March 31, 2023, with no material changes in internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of March 31, 2023[121](index=121&type=chunk) - There were no changes in internal control over financial reporting during the quarter that have materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[122](index=122&type=chunk) [PART II. OTHER INFORMATION](index=25&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Item 1. Legal Proceedings](index=25&type=section&id=Item%201.%20Legal%20Proceedings) The company is unaware of any legal proceedings that would materially adversely affect its business, financial condition, or operations - The company is not currently aware of any legal proceedings that it believes will have a material adverse effect on its business, financial condition, or results of operations[124](index=124&type=chunk) [Item 1A. Risk Factors](index=25&type=section&id=Item%201A.%20Risk%20Factors) Significant risks include potential Nasdaq delisting due to non-compliance with the **$1.00** minimum bid price and **$2.5 million** stockholders' equity requirements - The company may not be able to maintain its listing on the Nasdaq Capital Market, which could limit liquidity and hinder its ability to raise capital[126](index=126&type=chunk) - On March 23, 2023, the company received a notice from Nasdaq for non-compliance with the **$1.00** minimum bid price requirement[128](index=128&type=chunk) - The company reported a stockholders' equity deficit of **($2,180,440)** as of March 31, 2023, failing the Nasdaq minimum requirement of **$2,500,000**, and may shortly receive a notice of non-compliance[130](index=130&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=26&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company reported no unregistered sales or repurchases of equity securities during the three months ended March 31, 2023 - The company did not repurchase any of its equity securities during the three months ended March 31, 2023[133](index=133&type=chunk) [Item 3. Defaults Upon Senior Securities](index=26&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This item is not applicable, indicating no defaults upon senior securities during the reporting period - Not applicable[133](index=133&type=chunk) [Item 4. Mine Safety Disclosures](index=26&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable - Not applicable[133](index=133&type=chunk) [Item 5. Other Information](index=26&type=section&id=Item%205.%20Other%20Information) The company reports no other information for this item - None[133](index=133&type=chunk) [Item 6. Exhibits](index=27&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with or incorporated by reference into the Form 10-Q, including corporate governance documents and certifications - The report includes a list of exhibits filed, such as certificates of incorporation, bylaws, material contracts (including recent securities purchase agreements and asset purchase agreements), and officer certifications[136](index=136&type=chunk)[143](index=143&type=chunk) [Signatures](index=33&type=section&id=SIGNATURES) The report was duly signed and authorized by the Chief Executive Officer and Chief Financial Officer on May 15, 2023 - The report was signed on May 15, 2023, by Paul Warley (Chief Executive Officer) and Jin H. Jo (Chief Financial Officer)[148](index=148&type=chunk)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from to Commission File No. 001-32919 Ascent Solar Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 20-3672603 (State or other jurisdi ...