Table of Contents 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 number: 001-35824 Securities registered pursuant to Section 12(b) of the Act: Title of each class Name of eac ...

Exhibit 99.1 Professional Diversity Network, Inc. Announces Financial Results for the Quarter and Fiscal Year Ended December 31, 2023 Chicago, IL, March 29, 2024 (GLOBE NEWSWIRE) — Professional Diversity Network, Inc. (NASDAQ:IPDN), ("IPDN" or the "Company"), a global developer and operator of online and in-person networks that provides access to networking, training, educational and employment opportunities for diverse and specialized individuals, today announced its financial results for the fourth quarte ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 September 30, 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 number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to________ Commission file number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) (State or Oth ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 March 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 number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) Indicate by ...

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________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Commission file number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware 80-09001 ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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 September 30, 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 number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) Delaware ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 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, 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 number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) (State or Oth ...

[PART I - FINANCIAL INFORMATION](index=5&type=section&id=PART%20I) [Financial Statements](index=5&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) The company reported increased revenue driven by a new segment but a wider net loss and a going concern issue Condensed Consolidated Balance Sheet (Unaudited) | Account | March 31, 2022 | December 31, 2021 | | :--- | :--- | :--- | | **Total Current Assets** | $5,243,685 | $5,597,193 | | **Total Assets** | $8,146,925 | $8,984,773 | | **Total Current Liabilities** | $4,896,497 | $5,179,570 | | **Total Liabilities** | $5,561,433 | $5,876,868 | | **Total Stockholders' Equity** | $2,585,492 | $3,107,905 | Condensed Consolidated Statement of Operations (Unaudited) | Account | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | **Total Revenues** | $2,052,880 | $1,484,852 | | **Total Costs and Expenses** | $2,969,093 | $2,308,329 | | **Loss from Continuing Operations** | ($916,213) | ($823,477) | | **Net Loss** | ($907,816) | ($770,689) | | **Net Loss per Share (Basic & Diluted)** | ($0.06) | ($0.06) | Condensed Consolidated Statement of Cash Flows (Unaudited) | Cash Flow Activity | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | **Net cash used in operating activities** | ($288,583) | ($733,734) | | **Net cash used in investing activities** | ($1,791) | ($6,128) | | **Net cash provided by financing activities** | ($139,979) | $1,000,000 | | **Net (decrease) increase in cash** | ($429,111) | $224,774 | | **Cash and cash equivalents, end of period** | $2,973,586 | $2,342,343 | - The company's history of operating losses, an accumulated deficit of **$96.5 million**, and negative cash flow raise substantial doubt about its ability to continue as a going concern[26](index=26&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=26&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Revenue grew 38.3% due to the RemoteMore acquisition, but rising costs widened the net loss from continuing operations Total Revenue by Source (Q1 2022 vs Q1 2021) | Revenue Source | Q1 2022 (in thousands) | Q1 2021 (in thousands) | Change (Dollars) | Change (Percent) | | :--- | :--- | :--- | :--- | :--- | | Membership fees and related services | $196 | $264 | ($68) | (25.8)% | | Recruitment services | $1,333 | $1,175 | $158 | 13.4% | | Contracted software development | $477 | $0 | $477 | 100.0% | | Consumer advertising and marketing | $47 | $45 | $2 | 4.4% | | **Total Revenues** | **$2,053** | **$1,484** | **$569** | **38.3%** | Total Costs and Expenses (Q1 2022 vs Q1 2021) | Expense Category | Q1 2022 (in thousands) | Q1 2021 (in thousands) | Change (Dollars) | Change (Percent) | | :--- | :--- | :--- | :--- | :--- | | Cost of revenues | $862 | $261 | $601 | 230.3% | | Sales and marketing | $719 | $700 | $19 | 2.7% | | General and administrative | $1,107 | $1,318 | ($211) | (16.0)% | | Depreciation and amortization | $281 | $29 | $252 | 869.0% | | **Total Costs and Expenses** | **$2,969** | **$2,308** | **$661** | **28.6%** | - The company's liquidity shows cash of **$2.97 million** and a working capital surplus, but recurring negative cash flows and an accumulated deficit raise substantial doubt about its ability to continue as a going concern[156](index=156&type=chunk)[157](index=157&type=chunk) Reconciliation of Net Loss to Adjusted EBITDA (Non-GAAP) | Metric (in thousands) | Three Months Ended March 31, 2022 | Three Months Ended March 31, 2021 | | :--- | :--- | :--- | | Loss from Continuing Operations | ($890) | ($756) | | Stock-based compensation | $124 | $106 | | Litigation settlement reserve | $17 | $0 | | Loss attributable to noncontrolling interest | $205 | $0 | | Depreciation and amortization | $281 | $30 | | Interest and other income | ($3) | $1 | | Income tax expense (benefit) | ($26) | ($67) | | **Adjusted EBITDA** | **($292)** | **($686)** | [Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This item is not applicable to the company for this reporting period - The company has indicated that there are no applicable quantitative and qualitative disclosures about market risk to report[186](index=186&type=chunk) [Controls and Procedures](index=39&type=section&id=ITEM%204%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were effective with no material changes in internal controls - Based on an evaluation as of March 31, 2022, the CEO and CFO concluded that the company's **disclosure controls and procedures were effective**[187](index=187&type=chunk) - There were **no material changes** to the company's internal control over financial reporting during the first quarter of fiscal 2022[188](index=188&type=chunk) [PART II - OTHER INFORMATION](index=39&type=section&id=PART%20II) [Legal Proceedings](index=39&type=section&id=ITEM%201%20LEGAL%20PROCEEDINGS) The company is involved in two notable legal proceedings for which it has recorded financial reserves - Subsidiary NAPW is a defendant in a case with a judgment of **$855,002**, for which the company has reserved[190](index=190&type=chunk) - The company and NAPW are parties to a proceeding alleging violations of the Fair Labor Standards Act, with a **$450,000 litigation settlement reserve** recorded[191](index=191&type=chunk) [Risk Factors](index=40&type=section&id=ITEM%201A%20RISK%20FACTORS) The company refers to its 2021 Annual Report for a detailed discussion of risk factors - For a detailed discussion of risk factors, the company refers to Part I, Item 1A, "Risk Factors" in its **2021 Annual Report on Form 10-K**[193](index=193&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=ITEM%202%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company repurchased approximately $140,000 of its common stock under its existing buyback program - The company has a share repurchase program authorizing the purchase of up to **$2.0 million** of its outstanding common shares[194](index=194&type=chunk) Share Repurchases in Q1 2022 | Period | Total Shares Purchased | Average Price Paid per Share | Total Cost (approx) | | :--- | :--- | :--- | :--- | | Jan 2022 | 0 | $0.00 | $0 | | Feb 2022 | 64,770 | $0.98 | $63,475 | | Mar 2022 | 77,217 | $0.98 | $75,673 | | **Total Q1 2022** | **141,987** | **$0.9789** | **$140,000** | - As of March 31, 2022, the company had approximately **$1,860,000 of repurchase authority remaining** under the current Stock Buyback Plan[194](index=194&type=chunk) [Defaults Upon Senior Securities](index=41&type=section&id=ITEM%203%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The company reported no defaults upon senior securities during the period - None[195](index=195&type=chunk) [Mine Safety Disclosures](index=41&type=section&id=ITEM%204%20MINE%20SAFETY%20DISCLOUSRES) This item is not applicable to the company - Not applicable[196](index=196&type=chunk) [Other Information](index=41&type=section&id=ITEM%205%20OTHER%20INFORMATION) The company reported no other information for this period - None[197](index=197&type=chunk) [Exhibits](index=41&type=section&id=ITEM%206%20EXHIBITS) The filing includes required CEO/CFO certifications and Inline XBRL financial data files - Exhibits filed include **CEO and CFO certifications** (31.1, 31.2, 32.1) and various Inline XBRL documents for interactive data[198](index=198&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, 2021 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 number: 001-35824 Professional Diversity Network, Inc. (Exact name of Registrant as Specified in Its Charter) (State or Other J ...