UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ 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: 001-37862 PHUNWARE, INC. (Exact name of registrant as specified in its charter) | Delaware | 30-1205798 | | | --- | --- | --- | | (State or o ...

PART I FINANCIAL INFORMATION [Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) The company's unaudited financials show decreased assets, an improved but still significant net loss, and substantial doubt about its going concern status [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets declined to $40.8 million due to sharp decreases in digital assets and cash, while stockholders' equity also fell Condensed Consolidated Balance Sheet Summary (in thousands) | Account | June 30, 2023 (Unaudited) | December 31, 2022 | | :--- | :--- | :--- | | **Total Current Assets** | **$4,831** | **$16,863** | | Cash | $1,105 | $1,955 | | Digital assets | $71 | $10,137 | | Goodwill | $29,956 | $31,113 | | **Total Assets** | **$40,790** | **$54,835** | | **Total Current Liabilities** | **$19,248** | **$25,577** | | **Total Liabilities** | **$22,882** | **$29,954** | | **Total Stockholders' Equity** | **$17,908** | **$24,881** | [Condensed Consolidated Statements of Operations and Comprehensive Loss](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations%20and%20Comprehensive%20Loss) Net revenues decreased year-over-year, and while the net loss improved due to lower digital asset impairments, a goodwill impairment was recorded Statement of Operations Summary (in thousands) | Metric | Q2 2023 | Q2 2022 | Six Months 2023 | Six Months 2022 | | :--- | :--- | :--- | :--- | :--- | | Net revenues | $3,487 | $5,485 | $8,234 | $12,263 | | Gross profit | $456 | $1,520 | $817 | $3,291 | | Operating loss | $(8,197) | $(7,535) | $(15,448) | $(12,557) | | Impairment of goodwill | $1,203 | $0 | $1,203 | $0 | | Impairment of digital assets | $0 | $(12,158) | $(50) | $(21,511) | | **Net loss** | **$(6,524)** | **$(17,071)** | **$(10,793)** | **$(31,988)** | | **Loss per share** | **$(0.06)** | **$(0.17)** | **$(0.10)** | **$(0.33)** | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash from operations remained negative, while investing activities provided cash from digital asset sales, resulting in a net cash decrease Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2023 | 2022 | | :--- | :--- | :--- | | Net cash used in operating activities | $(12,560) | $(14,989) | | Net cash provided by (used in) investing activities | $15,381 | $(2,206) | | Net cash used in financing activities | $(3,719) | $(3,116) | | **Net decrease in cash** | **$(850)** | **$(20,432)** | | **Cash at end of period** | **$1,105** | **$2,705** | - Investing activities were a source of cash in H1 2023 due to **$15.4 million in proceeds from the sale of digital assets**, a reversal from H1 2022 when the company purchased digital assets[25](index=25&type=chunk) [Notes to the Unaudited Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20the%20Unaudited%20Condensed%20Consolidated%20Financial%20Statements) Key disclosures include a going concern warning, a goodwill impairment, a significant drop in digital assets, and non-compliance with Nasdaq listing rules - Management has concluded there is **substantial doubt about the company's ability to continue as a going concern** due to a history of net losses, cash used in operations ($12.6M in H1 2023), and a working capital deficiency of $14.4M[33](index=33&type=chunk)[35](index=35&type=chunk) - On April 13, 2023, the company received a notice from Nasdaq for **non-compliance with the minimum $1.00 bid price requirement**, with a deadline of October 10, 2023, to regain compliance[37](index=37&type=chunk) - A non-cash **goodwill impairment charge of $1.2 million** was recorded for the Lyte reporting unit as of June 30, 2023, because its carrying amount exceeded its fair value[50](index=50&type=chunk) - The carrying value of digital assets decreased dramatically from **$10.1 million at year-end 2022 to just $71 thousand** as of June 30, 2023, following sales that generated a gain of $5.3 million[66](index=66&type=chunk)[67](index=67&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=28&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses declining revenues, rising operating expenses, and a critical liquidity position that raises going concern doubts [Results of Operations](index=34&type=section&id=Results%20of%20Operations) Net revenues and gross profit fell significantly in the first half of 2023, while operating expenses rose due to a goodwill impairment charge Net Revenues Breakdown (in thousands) | Revenue Type | Q2 2023 | Q2 2022 | % Change | Six Months 2023 | Six Months 2022 | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | Platform revenue | $1,295 | $1,628 | (20.5)% | $2,640 | $4,120 | (35.9)% | | Hardware revenue | $2,192 | $3,857 | (43.2)% | $5,594 | $8,143 | (31.3)% | | **Total Net revenues** | **$3,487** | **$5,485** | **(36.4)%** | **$8,234** | **$12,263** | **(32.9)%** | - The decrease in platform revenue was primarily due to the **absence of PhunToken sales in 2023**, which amounted to $1.5 million in the first six months of 2022[144](index=144&type=chunk)[145](index=145&type=chunk) - A **goodwill impairment of $1.2 million** related to the Lyte operating segment was recorded in Q2 2023, contributing to the increase in total operating expenses[150](index=150&type=chunk)[156](index=156&type=chunk) [Liquidity and Capital Resources](index=39&type=section&id=Liquidity%20and%20Capital%20Resources) The company's low cash balance raises substantial going concern doubts, though it has taken steps to reduce costs and raise capital post-quarter - The company's cash position was **$1.1 million as of June 30, 2023**, and management believes existing cash is not sufficient to meet operating needs for the next year, raising substantial doubt about its ability to continue as a going concern[161](index=161&type=chunk)[165](index=165&type=chunk) - Subsequent to June 30, 2023, the company **raised an additional ~$5.5 million** in its at-the-market equity offering and implemented a plan to decrease cash burn by reducing headcount and other operating expenditures[164](index=164&type=chunk) - On August 14, 2023, the 2022 Promissory Note was amended to **extend the maturity date to June 1, 2024**, and reduce required monthly payments to at least $800 thousand, providing near-term financial relief[163](index=163&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is not applicable as stated in the report - The company states that this item is not applicable[183](index=183&type=chunk) [Controls and Procedures](index=42&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - The company's Certifying Officers concluded that **disclosure controls and procedures were effective** as of the end of the period covered by the report[186](index=186&type=chunk) - There were **no material changes** to the company's internal control over financial reporting during the quarter ended June 30, 2023[187](index=187&type=chunk) PART II OTHER INFORMATION [Legal Proceedings](index=43&type=section&id=Item%201.%20Legal%20Proceedings) The company is defending a stockholder lawsuit regarding a share lock-up period, with mediation ongoing and no liability recorded - The company is defending a lawsuit from early investors regarding a 180-day share lock-up period; the court has dismissed Texas law-based claims but denied dismissal of Delaware law claims, and **mediation is ongoing**[78](index=78&type=chunk)[191](index=191&type=chunk) [Risk Factors](index=43&type=section&id=Item%201A.%20Risk%20Factors) The primary risk is potential delisting from Nasdaq for failing to meet the minimum bid price, which could trigger a debt default - The company is not in compliance with Nasdaq's minimum bid price requirement and faces **potential delisting** if it cannot regain compliance by October 10, 2023[193](index=193&type=chunk) - Delisting from Nasdaq would **trigger a default under the 2022 Promissory Note**, making the outstanding balance immediately due and payable[195](index=195&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=44&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company repurchased 45,000 shares in Q2 2023 as part of its authorized stock repurchase program Issuer Purchases of Common Stock (Q2 2023) | Month | Total Shares Purchased | Average Price Paid per Share | Maximum Dollar Value Remaining (in thousands) | | :--- | :--- | :--- | :--- | | April 2023 | 45,000 | $0.60 | $4,498 | | May 2023 | — | — | $4,498 | | June 2023 | — | — | $4,498 | | **Total** | **45,000** | **$0.60** | **$4,498** | [Defaults Upon Senior Securities](index=44&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) No defaults upon senior securities were reported during the period - None reported[198](index=198&type=chunk) [Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section indexes exhibits filed with the report, including a new inducement plan and a promissory note amendment - Key exhibits filed with this report include the **2023 Inducement Plan** and an amendment to the company's promissory note[204](index=204&type=chunk)

Phunware, Inc. (NASDAQ:PHUN) Q2 2023 Earnings Conference Call August 10, 2023 4:30 PM ET Company Participants Russ Buyse - Chief Executive Officer Troy Reisner - Chief Financial Officer Conference Call Participants Darren Aftahi - ROTH MKM Scott Buck - H.C. Wainwright Lucas Ward - Ascendiant Howard Halpern - Taglich Brothers Operator Good afternoon ladies and gentlemen, and welcome to Phunware's Second Quarter 2023 Investor Conference Call. Currently all participants are in a listen-only mode. Joining me to ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Exact name of registrant as specified in its charter) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ 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: 001-37862 PHUNWARE, INC. | Delaware | 30-1205798 | | | --- | --- | --- | | (State or other ...

Phunware, Inc. (NASDAQ:PHUN) Q1 2023 Earnings Conference Call May 11, 2023 4:30 PM ET Company Participants Russell Buyse - Chief Executive Officer Matt Aune - Chief Financial Officer Randall Crowder - Chief Operating Officer Conference Call Participants Darren Aftahi - ROTH MKM Scott Buck - H.C. Wainwright Howard Halpern - Taglich Brothers Ed Woo - Ascendiant Capital Operator Good afternoon, ladies and gentlemen, and welcome to Phunware's First Quarter 2023 Investor Conference Call. [Operator Instructions] ...

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 ☐ 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: 001-37862 PHUNWARE, INC. (Exact name of registrant as specified in its charter) | Delaware | 30-1205798 | | | --- | - ...

Phunware, Inc. (NASDAQ:PHUN) Q4 2022 Earnings Conference Call March 23, 2023 4:30 PM ET Company Participants Russell Buyse - Chief Executive Officer Randall Crowder - Chief Operating Officer Matt Aune - Chief Financial Officer Conference Call Participants Darren Aftahi - ROTH MKM Scott Buck - H.C. Wainwright Ed Woo - Ascendiant Capital Howard Halpern - Taglich Brothers Operator Good afternoon, ladies and gentlemen. And welcome to Phunware’s Fourth Quarter and Full Year 2022 Investor Conference Call. Current ...

Financial Data and Key Metrics Changes - Net revenues for Q3 2022 totaled $4.8 million, representing a 120% year-over-year growth [31] - Full-year 2022 revenue is expected to exceed $22.5 million, up approximately 225% year-over-year [11][20] - Gross margin was 16.7%, down from 52.5% in Q3 of the previous year [31] - Non-GAAP adjusted EBITDA loss was $6.7 million, compared to a loss of $2.5 million in the previous year [35] - Net loss was $8 million or $0.08 per share, compared to a net income of $0.4 million or $0.01 per share last year [36] Business Line Data and Key Metrics Changes - Platform revenue represented 27% of net revenues, totaling $1.3 million, while hardware revenue accounted for 73% or $3.5 million [31] - Lyte by Phunware gross margin was 6%, impacted by inventory related to strategic purchases during the chip shortage [33] - Backlog and deferred revenue at the end of the quarter totaled $7.9 million, up from $6.1 million in the same quarter last year [36] Market Data and Key Metrics Changes - The company holds over 653 Bitcoins and 753 Ethereum, valued at approximately $13 million [38] - The operational environment remains challenging due to inflation, elevated interest rates, and geopolitical tensions, but business-to-consumer customers show robust demand [12][13] Company Strategy and Development Direction - The company is focused on scaling its MaaS platform and expanding its blockchain ecosystem, including PhunCoin and PhunToken [18][64] - Plans to enhance the margin profile through indirect sales channels and partnerships with Fortune 500 companies [21][51] - The company aims to maintain strong top-line revenue growth while working towards cash neutrality from operations at scale [81] Management's Comments on Operating Environment and Future Outlook - Management anticipates continued operational headwinds but expects a more normalized environment in 2023 [12][13] - There is a focus on mission-critical investments that enhance revenue, reduce costs, and improve customer satisfaction [108] - The company is optimistic about the potential for growth in the hospitality and healthcare sectors [110] Other Important Information - The company is transitioning from a non-recurring low-margin transaction business to a scalable, high-margin SaaS licensing model [15] - The company is actively seeking acquisition opportunities, particularly in international markets, to expand its customer base and distribution [80][119] Q&A Session Summary Question: Dynamics of improved margin profiles and indirect partners - Management discussed the high gross margins associated with software and the potential for improved margins through indirect sales channels [87][92] Question: Integration times for indirect partnerships - Management indicated that integration times can vary, with some partnerships allowing for faster implementation due to existing frameworks [100] Question: Outlook for IT budgets and sales cycles in 2023 - Management expressed concerns about inflation and interest rates but noted that mission-critical investments are still being made [106][108] Question: Acquisition landscape and deal flow - Management highlighted the strong dollar's impact on international acquisitions and the potential for finding accretive deals in foreign markets [116][118]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ☐ 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: 001-37862 PHUNWARE, INC. (Exact name of registrant as specified in its charter) | Delaware | 30-1205798 | | | --- | --- | --- | | (State or o ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ☐ 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: 001-37862 PHUNWARE, INC. (Exact name of registrant as specified in its charter) | Delaware | 30-1205798 | | | --- | --- | --- | | (State or other ...