Financial Performance - Total net revenues for the three months ended January 31, 2026, were $18.2 million, a decrease of 47% from $34.3 million in the same period of 2025[136] - Total net revenues decreased by 47% to $18.2 million for the three months ended January 31, 2026, compared to $34.3 million for the same period in 2025[139] - Total net revenues for the trailing twelve months ended January 31, 2026, were $143.6 million, a decrease of $42.5 million compared to $186.1 million for the same period in 2025[163] - Net loss for the three months ended January 31, 2026, was $9.3 million, compared to a net loss of $3.1 million for the same period in 2025, reflecting an increase in operating loss of $5.2 million[168] Agribusiness Segment Performance - Agribusiness segment revenues were $16.8 million, down from $32.9 million year-over-year, reflecting a significant decline in lemon sales[136] - Agribusiness revenues fell by 49% to $16.8 million, primarily due to decreased sales of lemons, avocados, and oranges[139] - Fresh carton sales of lemons dropped to $11.9 million on 681,000 cartons sold at an average price of $17.41, down from $21.2 million on 1,147,000 cartons at $18.44 in the prior year[139] - Fresh lemons segment total net revenues decreased by 47% to $8.7 million for Q1 FY 2026, down from $16.4 million in Q1 FY 2025[151] - Lemon packing segment total net revenues decreased by 41% to $7.0 million for Q1 FY 2026, compared to $11.8 million for Q1 FY 2025[152] - Other agribusiness segment total net revenues decreased by 76% to $1.1 million for Q1 FY 2026, down from $4.4 million in Q1 FY 2025[155] Operating Loss and Expenses - Operating loss for the agribusiness division was $6.3 million for Q1 2026, compared to a loss of $0.6 million in Q1 2025[136] - Adjusted EBITDA for the three months ended January 31, 2026, was a loss of $7.7 million, compared to a loss of $2.3 million in the same period of 2025[138] - The agribusiness division's costs increased to $23 million in Q1 2026 from $33.5 million in Q1 2025, contributing to the overall operating loss[136] - Total costs and expenses decreased by 27% to $28.8 million, down from $39.7 million in the same period of 2025[141] - Agribusiness costs and expenses decreased by 31% to $23.0 million, primarily due to lower packing, harvest, and third-party grower costs[141] - Selling, general and administrative expenses decreased by 29% to $4.6 million, down from $6.5 million in the prior year[145] Cash Flow and Financing - Net cash used in operating activities was $11.7 million for Q1 FY 2026, compared to $12.9 million for Q1 FY 2025[167] - Cash used in operating activities was $2.2 million for the three months ended January 31, 2026, compared to $9.3 million in 2025, indicating improved cash flow management[168] - Cash used in investing activities was $3.4 million for the three months ended January 31, 2026, primarily for capital expenditures related to orchard and vineyard development[168] - Net cash provided by financing activities was $15.3 million for the three months ended January 31, 2026, compared to $14.5 million in 2025, driven by net borrowings of long-term debt[169] - Outstanding borrowings under the Revolving Credit Supplement were $89.9 million as of January 31, 2026, with $24.1 million available to borrow[171] Dividends and Agreements - The company declared a cash dividend of $0.075 per common share, totaling $1.4 million, paid on January 16, 2026[134] - Preferred dividends paid were $0.1 million for both the three months ended January 31, 2026, and 2025, with cash dividends declared at $0.075 per common share[174] - The company entered into a Master Loan Agreement in June 2025, extending principal repayment to July 1, 2030, with an aggregate borrowing capacity of $115.0 million[170] Operational Changes - A Commercial Packinghouse License Agreement with Sunkist Growers, effective November 1, 2025, will allow the company to grade, label, and pack Sunkist lemons, shifting sales and marketing operations to Sunkist[121][131] - The company transitioned its citrus brokerage operations to Sunkist, impacting revenues and costs across multiple segments[147] - The company sold approximately 500 acres of lemons and 100 acres of oranges in Chile for an aggregate purchase price of $15 million, with initial payments totaling $6.8 million[132][133] Water Resources - The company has adequate water resources for its agribusiness segments, with approximately 8,500 acre-feet of water rights in the Santa Paula Basin and 11,500 acre-feet from the Colorado River[128] Tax and Compliance - The estimated income tax benefit for the first quarter of fiscal year 2026 was $2.7 million on a pre-tax loss of $12.0 million[145] - The company is subject to a financial covenant requiring a debt service coverage ratio of 1.0:1.0 for the fiscal year ending October 31, 2026, which was modified to defer measurement[172] - The company maintained compliance with a new quarterly financial covenant requiring a specific debt to capitalization ratio as of January 31, 2026[173] Accounting Policies - The company’s critical accounting policies and estimates have not changed since the last annual report filed on December 23, 2025[176]

Technology Development - The company reported a significant focus on advancing its DNase technology, which is aimed at improving outcomes for patients with solid tumors [11] - The company is focusing on advancing its DNase technology for treating solid tumors, aiming to improve outcomes of existing treatments by targeting neutrophil extracellular traps (NETs) [1] - The company plans to develop its proposed drug candidates and is seeking regulatory approval for these candidates, with an emphasis on innovative immune-oncology technologies [1] Financial Challenges - The company has never been profitable and may require substantial additional funding to achieve its goals, which could impact its operations [18] - The strategic review process is ongoing, with potential implications for the company's business operations and stock price [13] - The company may face difficulties in maintaining compliance with Nasdaq listing requirements, which could lead to delisting [18] Market and Competitive Environment - The market opportunities for the company's drug candidates may be limited, particularly for patients who have failed prior treatments [19] - The competitive environment remains challenging, with risks from competing technologies and products [18] - The commercial success of any pharmaceutical products will depend on market acceptance by physicians, patients, and third-party payors [18] Clinical Development Risks - The company is heavily reliant on third parties for clinical studies, which poses risks if these parties do not perform satisfactorily [19] - The company anticipates potential delays in clinical trials and regulatory approvals, which could hinder commercialization efforts [19] - The company may face challenges in enrolling patients for clinical studies, which could delay or prevent the development of its pharmaceutical products [18] Organizational Growth - The company is focused on retaining key personnel and expanding its organization to support growth [19] - The company is exploring collaborations to enhance its product development and commercialization strategies [11]

Revenue Growth - Total revenue for the three months ended January 31, 2026, increased by 87% to $3,884,684 from $2,079,203 for the same period in 2025 [129]. - For the six months ended January 31, 2026, total revenue increased by 52% to $7,702,911 from $5,060,143 for the same period in 2025 [132]. - Revenue from the global mineral trading business contributed $1,315,855, representing approximately 34% of total revenue for the three months ended January 31, 2026 [131]. - Revenue from core global logistics services increased by 19% to $5,747,241 for the six months ended January 31, 2026, compared to $4,829,776 for the same period in 2025 [132]. Cost and Profit Analysis - Cost of revenues for the three months ended January 31, 2026, was $3,794,374, a 90% increase from $1,999,225 in the same period in 2025 [129]. - Total cost of revenue increased by 90% from $1,995,569 to $2,522,643 for the three months ended January 31, 2026 [135]. - Gross profit for the three months ended January 31, 2026, was $90,310, reflecting a 13% increase from $79,978 in the same period in 2025 [129]. - Gross profit increased by $10,332 to $90,310 for the three months ended January 31, 2026, with a gross profit margin of 2.32% [136]. - The gross profit margin from the newly launched mineral trading business partially offset the decline in logistics services gross profit margin [136]. Net Loss and Expenses - The company reported a net loss attributable to Tianci of $399,898 for the three months ended January 31, 2026, compared to a net loss of $113,351 for the same period in 2025, representing a 253% increase in losses [129]. - Net loss amounted to $417,124 for the three months ended January 31, 2026, compared to a net loss of $110,971 for the same period in 2025 [140]. - Operating expenses increased significantly, with general and administrative expenses rising by $291,053 to $462,264 for the three months ended January 31, 2026 [137]. - General and administrative expenses are expected to remain elevated as the company scales up operations as a public company [137]. Liquidity and Cash Flow - Working capital as of January 31, 2026, was $2,506,100, indicating sufficient liquidity for the next twelve months [141]. - Net cash used in operating activities was $1,682,251 for the six months ended January 31, 2026, primarily due to a net loss of $685,998 [146]. - The company had no investing activities during the six months ended January 31, 2026 [148]. - Net cash used in financing activities was nil for the three months ended January 31, 2026, compared to $74,125 in the same period of 2025 [149]. Strategic Initiatives - The company completed a $7 million public offering and became a listed company on Nasdaq on April 11, 2025 [123]. - The introduction of the mineral trading business is expected to generate operational and strategic synergies with existing logistics services, enhancing overall efficiency [124]. - The cost of global logistics services represented 66.5% of total cost of revenues during the three months ended January 31, 2026 [134].

Financial Performance - For the year ended December 31, 2025, CuriosityStream reported revenue of $71.7 million and a net loss of $6.4 million[46]. - The company incurred net losses of $12.9 million and $6.4 million for the years ended December 31, 2024, and December 31, 2025, respectively, with an accumulated deficit of $335.8 million as of December 31, 2025[69]. - The company generated positive cash flow from operations for the years ended December 31, 2024, and December 31, 2025, marking a recent trend, but future sustainability remains uncertain[69]. - The company has historically experienced negative operating cash flows but achieved positive net cash flow from operating activities in 2024 and 2025[145]. - The company announced the initiation of its first-ever quarterly cash dividend on March 13, 2024, but future dividends are subject to financial conditions and other factors[177]. User Growth and Retention - The company has experienced significant user growth over the past several years, but the ability to attract and retain users is critical for continued success[63]. - User churn rates significantly impact revenues, and the company must minimize user loss while adding new subscribers[84]. - The company introduced its first free ad-supported streaming channel, Curiosity Now, in 2022, as part of efforts to expand service offerings[66]. Content and Licensing - CuriosityStream's content library features approximately 14,000 programs, with new video titles launched weekly[29]. - The company acquired One Day University in 2021, adding over 500 lectures, and Learn25, which includes approximately 5,000 audio episodes and 1,250 video episodes[31]. - CuriosityStream's revenue streams include subscription and license fees from Direct Business, content licensing, bundled distribution, and other revenue sources[33]. - Approximately 75% of the titles on the company's CuriosityStream SVOD service are subject to licenses, with 18% expiring in 2026 and 17% in 2027[136]. - The company is in the early stages of licensing content for training generative AI models, with no assurance of sustaining revenues from these efforts[130]. - The company faces risks related to content providers potentially withdrawing licenses or increasing costs, which could adversely affect content availability[137]. Competition and Market Challenges - The company faces intense competition from established players like Netflix and Amazon, which may lead to pricing pressures and reduced profit margins[88]. - The company must navigate competitive pressures from piracy-based offerings and traditional video providers, which could adversely affect market share and profitability[107]. - The company anticipates increased financial and regulatory obligations due to evolving government regulations, particularly in international markets[110]. - The military invasion of Ukraine and subsequent sanctions may lead to greater regulatory burdens and impact the company's operations[111]. Operational and Regulatory Risks - The company is currently involved in a joint venture, Spiegel Venture, which presents various operational and regulatory risks[78]. - The company relies on third-party distributors for billing and payment processing, which poses risks if these partners become unwilling or unable to continue[101]. - The company is subject to payment processing risks, including disruptions and changes in payment ecosystems that could impact revenue[99]. - The company may face reputational risks due to content quality perceptions and regulatory scrutiny, which could adversely affect user attraction and retention[103]. - The company faces significant competition in the global media marketplace, requiring substantial advertising and marketing expenditures to build brand awareness[144]. Cybersecurity and Data Privacy - Cybersecurity risks pose a threat to the company's computer systems, potentially leading to service disruptions and loss of user data[156]. - The company has established a comprehensive cybersecurity program to manage risks and protect sensitive information, integrated into its overall risk management[210]. - Unauthorized access to user data, particularly billing information, could harm the company's reputation and lead to legal claims or regulatory fines[202]. - The company is subject to various privacy laws, including the GDPR, which imposes strict requirements for processing personal data and could lead to significant fines for noncompliance[194]. - The FTC has increased its focus on data privacy, with a recent consent order resulting in a fine of $7.8 million for sharing personal information without user consent[196]. Human Resources and Management - The company employed approximately 44 full-time employees on average in 2025, down from 47 in 2024, with 42 employees as of December 31, 2025, all located in the U.S.[58]. - The company is committed to diversity and inclusion, regularly reviewing its compensation structure to attract and retain qualified employees[60]. - The company relies on key personnel, including its Chairman and CEO, and faces challenges in retaining and recruiting qualified employees due to industry competition[204]. Legal and Compliance - Legal proceedings may lead to unforeseen expenses and management distraction, with an increase in litigation matters observed as the company has grown[205]. - Operating as a public company incurs significant legal, accounting, and compliance costs, which are expected to rise, potentially affecting profitability[206]. - Compliance with the Sarbanes-Oxley Act requires substantial financial and management resources, with potential obligations increasing if the company exceeds certain revenue and public float thresholds[207]. Future Growth Strategies - The company plans to increase revenues by expanding its subscriber base through international markets, mobile video, corporate social responsibility, branded partnerships, content licensing, and in-house production[79]. - The company anticipates that further expansion will require significant managerial, operational, administrative, and financial resources[71]. - The company is exploring AI solutions for subtitling and dubbing to improve operational efficiency and reduce localization costs, although quality standards may not yet be met[80]. Infrastructure and Technology - The company relies heavily on Amazon Web Services (AWS) for its computing infrastructure, with the majority of operations running on AWS, making it vulnerable to disruptions that could adversely affect business operations[160]. - The company's computing needs are primarily serviced by Amazon Web Services, with backup copies retained on its own data center infrastructure[219]. - The company does not maintain live fail-over capability to switch operations from AWS to another cloud provider, increasing the risk of service outages impacting business[162].

Financial Performance - For the year ended December 31, 2025, CuriosityStream reported revenue of $71.7 million and a net loss of $6.4 million[46]. - As of December 31, 2025, the company had an accumulated deficit of $335.8 million and incurred net losses of $12.9 million and $6.4 million for the years ended December 31, 2024 and 2025, respectively[69]. - The company anticipates continuing to incur net losses for the foreseeable future due to significant operating expenditures associated with its business plan[69]. - The company has historically experienced negative operating cash flows, but achieved positive net cash flow from operating activities in 2024 and 2025[145]. - The company may face difficulties in generating sufficient cash to service its obligations and any future debt, which could adversely affect its financial position[145]. - The company expects to incur significant operating and capital expenditures while pursuing growth strategies, which may lead to continued net losses in the future[83]. Subscriber and Market Dynamics - The company experienced a decline in total Direct-to-Consumer (DTC) subscriptions during 2024 and 2025, reflecting a broader maturing of the streaming market[50]. - The company experienced significant user growth over the past several years, but faces challenges in attracting and retaining users due to competition and macroeconomic conditions[63]. - User churn rates significantly impact revenues, and the company must minimize user loss while adding new subscribers to grow its business[84]. - The company plans to increase revenues by expanding its subscriber base through international markets, mobile video, corporate social responsibility, branded partnerships, content licensing, and in-house production[79]. Content and Licensing - CuriosityStream's content library features approximately 14,000 programs, localized into eleven different languages, enhancing its global reach[29]. - The company acquired One Day University in 2021, adding over 500 lectures and expanding its educational content offerings[31]. - CuriosityStream's content licensing business includes providing assets for training AI models, which represents a significant portion of its licensing activity[40]. - Approximately 75% of the titles on the company's CuriosityStream SVOD service are subject to licenses, with 18% expiring in 2026 and 17% in 2027[136]. - The company is in the early stages of licensing content for training generative AI models, with no assurance of sustaining revenues from these efforts[130]. - The company may face challenges in securing content licenses if providers withdraw or demand higher rates, impacting content availability[137]. Operational Efficiency and Cost Management - The company focuses on high-margin revenue opportunities and cost optimization over aggressive subscriber acquisition[50]. - The company has undertaken cost-savings initiatives, including workforce reductions, to control expenditures and improve operational efficiency[68]. - The company has implemented a 401(k) retirement plan with a 100% match of contributions for the first 3% of the employee's base salary and a 50% match for contributions between 3% and 5%[60]. - The company is exploring AI solutions for subtitling and dubbing to improve operational efficiency and reduce localization costs, although quality standards and audience acceptance remain concerns[80]. Competition and Market Risks - The company faces intense competition from established players like Netflix and Amazon, which may result in pricing pressures and reduced profit margins[88]. - The company is subject to various foreign and domestic laws regarding data protection and privacy, which could impact its operations if not complied with[54]. - The military invasion of Ukraine and subsequent economic sanctions may lead to greater regulatory burdens and impact the company's operations[111]. - Changes in laws affecting internet usage, such as net neutrality, could decrease demand for the company's services and increase operational costs[112]. Technology and Cybersecurity - The company relies heavily on Amazon Web Services (AWS) for its computing infrastructure, with the majority of operations running on AWS, making it vulnerable to disruptions that could adversely affect business operations[160]. - The company has established a comprehensive cybersecurity program to manage risks and protect sensitive information, integrated into its overall risk management[210]. - Regular risk assessments are conducted to manage cybersecurity threats, with advanced security measures in place to protect customer and employee data[211]. - The company has not experienced any material cybersecurity incidents that could affect its business strategy or financial condition[214]. Regulatory and Compliance Issues - The company is subject to taxation-related risks in multiple jurisdictions, with potential changes in tax laws that could materially impact financial condition and cash flow[170]. - The evolving data protection regulatory landscape may impose high compliance costs and operational burdens, affecting the company's business model[200]. - The company is subject to various privacy laws, including the GDPR, which imposes strict requirements for processing personal data and could lead to significant liabilities for noncompliance[194]. - The CCPA, amended by the CPRA, has introduced new compliance obligations and civil penalties for violations, increasing the likelihood of data breach litigation[197]. Corporate Governance and Shareholder Matters - The company announced the initiation of its first-ever quarterly cash dividend on March 13, 2024, but future dividends are subject to financial conditions and other factors[177]. - The introduction of new shareholder votes on executive compensation may impact investor perception and the attractiveness of the company's Common Stock[184]. - Anti-takeover provisions in the company's Charter may delay or prevent a change of control, limiting stockholders' ability to obtain a premium for their shares[187]. - The company may face challenges in maintaining an active trading market for its Common Stock, which could adversely affect its ability to raise capital and acquire other companies[186]. Human Resources and Management - The company relies on key personnel, including its Chairman and CEO, and faces challenges in retaining and recruiting qualified employees due to industry competition[204]. - Legal proceedings may lead to unforeseen expenses and management distraction, with an increase in litigation matters observed as the company has grown[205]. - Operating as a public company incurs significant legal, accounting, and compliance costs, which are expected to rise, potentially affecting profitability[206]. - Compliance with the Sarbanes-Oxley Act requires substantial financial and management resources, with potential obligations increasing if the company exceeds certain revenue and public float thresholds[207].

Financial Performance - Pixelworks reported a net revenue of $693,000 for the fiscal year 2025, a slight increase from $690,000 in 2024[18] - The company achieved a gross profit of $589,000 in 2025, compared to $561,000 in the previous year, reflecting a gross margin improvement[18] - Operating expenses decreased to $12,145,000 in 2025 from $13,525,000 in 2024, primarily due to reduced research and development costs[18] - Pixelworks incurred a net loss of $23,258,000 in 2025, an improvement from a net loss of $29,537,000 in 2024[18] - Pixelworks' net loss attributable to shareholders improved to $22,499,000 in 2025 from $28,719,000 in 2024, resulting in a loss per share of $4.08[18] Asset Management - The company completed the sale of its Shanghai semiconductor subsidiary, adding approximately $51 million to its cash balance of $11.2 million as of December 31, 2025[6] - Pixelworks' total current assets increased to $50,233,000 in 2025 from $34,852,000 in 2024, driven by the cash proceeds from the subsidiary sale[15] - Pixelworks' cash and cash equivalents increased significantly to $11,243,000 in 2025 from $5,482,000 in 2024, enhancing its financial flexibility[15] Strategic Focus - The company restructured its operations to focus entirely on its global technology licensing business following the sale of its semiconductor subsidiary[6] - The company appointed a new EVP of Business Development to align with its strategic focus on technology licensing[6]

Financial Performance - Net sales for the three months ended January 31, 2026, were $122.2 million, a decrease of 20.8% compared to $154.4 million for the same period in 2025[12] - Gross profit for the same period was $15.2 million, down from $15.7 million, reflecting a gross margin of 12.4%[12] - Operating loss for the quarter was $1.4 million, compared to an operating income of $5.0 million in the prior year[12] - Net income attributable to Calavo Growers, Inc. was $732,000, a significant decline from $4.4 million in the previous year[12] - Basic and diluted net income per share for the quarter was $0.04, down from $0.25 per share in the same quarter last year[12] - Cash used in operating activities was $8.7 million, compared to $4.4 million in the prior year, indicating increased cash outflow[14] Sales Breakdown - Fresh avocado sales accounted for 78% of total net sales in Q1 2026, generating $95.1 million, down from 80% and $123.8 million in Q1 2025[29] - Prepared products, including guacamole, saw an increase in sales to $17.5 million, representing 14% of total net sales, compared to 9% in the prior year[29] Dividends - The company declared a dividend of $0.20 per share, totaling $3.6 million, consistent with the previous year[15] - A dividend of $0.20 per share was paid on January 28, 2026, totaling $3.6 million, with another dividend declared for April 29, 2026[44] - The company declared a quarterly cash dividend of $0.20 per share to be paid on April 29, 2026, to shareholders of record on April 1, 2026[77] Mergers and Acquisitions - The company is in the process of a proposed merger with Mission Produce, which is expected to enhance market position and operational efficiencies[7] - The company entered into a merger agreement with Mission Produce on January 14, 2026, with no material changes reported since[43] Legal and Tax Matters - The company recorded approximately $0.6 million related to litigation claims for the three months ended January 31, 2026[45] - The 2013 Mexico Assessment has been adjusted to approximately 3.5 billion Mexican pesos (about $201.8 million USD) as of January 31, 2026, including interest, penalties, and inflation adjustments[48] - The company recorded a provision of $11 million for the 2013 Mexico Assessment in Q3 of fiscal year 2021, reflecting estimated fines, interest, and inflationary adjustments[56] - As of January 31, 2026, CDM's IVA receivables totaled $60.8 million (approximately 1.0 billion Mexican pesos), with historical delays in processing claims by the SAT since fiscal 2014[67] - A Federal Court in Mexico recognized CDM as a maquiladora in August 2025, which strengthens the company's position regarding the recoverability of IVA receivables[72] - The company incurred $0.2 million in professional fees related to Mexican tax matters for the three months ended January 31, 2026[57] - The SAT initiated income tax audits for fiscal years 2019 and 2020 during Q3 of fiscal 2025, focusing on CDM's classification as a maquiladora[58] - The company filed a Nullity Trial in the Federal Tax Court to recover its full refund for IVA related to the months of July, August, and September 2015[70] - The SAT refunded 36.7 million Mexican pesos (approximately $1.9 million USD) in IVA during Q2 of fiscal 2025, relating to claims for March, April, and November 2019[71] - The company is in the process of collecting IVA balances primarily through administrative processes, with potential future appeals for denied refunds[73] Operational Challenges - The company is facing challenges including supply chain disruptions and volatility in avocado prices, which may impact future performance[7] Asset Management - Long-lived assets totaled $48.5 million as of January 31, 2026, down from $49.4 million as of October 31, 2025[32] - Total inventories increased to $37.8 million as of January 31, 2026, compared to $33.6 million as of October 31, 2025[33]

Financial Position - As of December 31, 2025, the company had cash, cash equivalents, and short-term investments of $95.7 million, down from $392.0 million in 2024[467]. - A total of $37.7 million of the delayed draw term loan was drawn upon as of December 31, 2025, with the remaining undrawn amount available for future use[470]. - As of December 31, 2025, total future operating lease payment obligations amounted to $21.0 million, with $3.8 million payable within the next 12 months[481]. - Remaining non-cancelable contractual commitments related to third-party cloud infrastructure agreements totaled $91.4 million, with an aggregate commitment of at least $129.0 million expected to be spent between February 2023 and January 2030[482]. - Restructuring liabilities as of December 31, 2025, were $0.7 million, with the amount payable within the next 12 months[483]. - The company did not have any relationships with unconsolidated organizations or financial partnerships for off-balance sheet arrangements as of December 31, 2025[485]. Debt and Financing - The company entered into a credit agreement on July 16, 2024, providing a five-year term loan facility of up to $225 million, including a $125 million initial term loan fully funded at closing[477]. - The company is required to make quarterly principal payments of 0.25% of the original principal amount starting from the quarter ending December 31, 2024, with a final maturity date of July 16, 2029[479]. Market and Operational Risks - The company faces significant inflationary pressures, particularly in labor and supply costs, which have impacted margins in the health system end market[475]. - The company’s reliance on third-party providers for technology-related services poses risks that could adversely affect its operations[19]. - The company’s ability to attract and retain highly-qualified employees is critical for supporting continued growth in a competitive labor market[17]. - The company’s results of operations have fluctuated significantly in the past, and failure to meet analyst expectations could lead to a substantial decline in stock price[17]. Currency and Interest Rate Risks - The company has not instituted a hedging program for foreign currency exchange risk, but is considering it as international operations expand[472]. - A hypothetical 100 basis point change in interest rates would not have had a material impact on the value of the company's cash equivalents or investment portfolio as of December 31, 2025[469].

Revenue Performance - Oncology revenue for the three months ended January 31, 2026, was $16.6 million, a decrease of 2.8% from $17.0 million in the same period in 2025 [101]. - For the nine months ended January 31, 2026, oncology revenue totaled $45.6 million, an increase of 2.2% from $44.6 million in the same period in 2025 [101]. - Revenue from TOS data licenses was $0 for the three months ended January 31, 2026, compared to $4.5 million for the same period in 2025 [105]. Cost and Expense Analysis - Cost of oncology revenue increased by $2.2 million or 33.5% to $8.8 million for the three months ended January 31, 2026, compared to $6.6 million in the prior year [107]. - Research and development expenses for the three months ended January 31, 2026, were $2.3 million, an increase of 32.1% from $1.7 million in the same period in 2025 [108]. - Total costs and operating expenses for the three months ended January 31, 2026, were $16.8 million, an increase of 34.3% from $12.5 million in the prior year [100]. - Sales and marketing expenses increased to $2.7 million for the three months ended January 31, 2026, up 47.6% from $1.8 million in the same period in 2025 [111]. - General and administrative expenses rose to $3.0 million for the three months ended January 31, 2026, an increase of 24.1% from $2.4 million in the same period in 2025 [112]. - The increase in sales and marketing expenses was primarily driven by higher compensation expenses related to the expansion of the Company's commercial organization [111]. - General and administrative expenses were primarily attributed to higher compensation expenses associated with executive leadership changes and increased IT infrastructure costs [112]. Financial Position - The company had a net loss of $508,000 for the nine months ended January 31, 2026, compared to a net income of $6.5 million for the same period in 2025 [99]. - As of January 31, 2026, the company had cash of $7.1 million and an accumulated deficit of approximately $80.4 million [99]. - Net cash used in operating activities was $2.5 million for the nine months ended January 31, 2026, compared to net cash provided of $518,000 in the same period in 2025 [113]. - Net cash used in investing activities was approximately $302,000 for the nine months ended January 31, 2026, compared to $136,000 in the same period in 2025 [114]. - Net cash provided by financing activities was $118,000 for the nine months ended January 31, 2026, down from $202,000 in the same period in 2025 [115]. - The Company has no off-balance sheet debt or similar obligations [118]. Strategic Outlook - The company expects that transitioning radiolabeling work into its laboratories will lead to a more favorable cost structure in the coming quarters [107]. - The company is evaluating strategic options to create additional value from its drug discovery business, which may include potential spin-out transactions or capital raises [98]. Accounting and Reporting - There have been no changes to critical accounting policies during the nine months ended January 31, 2026 [117]. - The Company is classified as a smaller reporting company and is not required to provide additional market risk disclosures [119].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _____________________________ FORM 10-K _____________________________ x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year ended December 31, 2025 OR o 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 001-41104 VOLATO GROUP, INC. (Exact name of Registrant as specified in ...