Capital Raising and Financing - The company successfully raised additional capital through private and public equity offerings and debt financings in July 2025 and October 2025[27]. - The Company issued an 8% senior convertible note of $100 million, originally due November 3, 2023, extended to April 5, 2025, with gross proceeds of $84 million after a 16% original issue discount[75]. - The Company entered into a Preferred Stock Repurchase and Note Repayment Agreement, agreeing to pay a total of $17.0 million, with the first installment of $13.0 million paid on January 27, 2025, and a second installment of $4.0 million due by April 30, 2025[85]. - The outstanding balance of the Note was reduced to $4.0 million after the payment of the first installment, and no interest will accrue on this balance until the second installment date[86]. - The Note was fully retired during the quarter ended June 30, 2025, after multiple conversions and repayments totaling $66.25 million[89]. Mergers and Acquisitions - The company entered into a merger agreement with RTB Digital, Inc. on September 28, 2025, with RTB becoming a wholly-owned subsidiary[27]. - The Merger Agreement includes customary representations and covenants, and the Company will continue its current operations post-merger[146]. - The Company has consolidated its operations into one reportable segment following the sale of its wholly owned subsidiary, Ryvyl EU, effective June 1, 2025[154]. Revenue and Operations - Following the sale of Ryvyl EU on June 1, 2025, the company primarily generates revenue from banking services, including ACH and wire transfer transactions[36]. - For the three months ended September 30, 2025, the revenue from discontinued operations was $0, compared to $9.774 million for the same period in 2024, representing a decline of 100%[61]. - The company continues to focus on accelerated business development efforts to drive volumes across diversified business verticals[27]. Financial Performance and Impairments - The company recorded an impairment charge of $1.1 million for previously capitalized software development costs during the quarter ended June 30, 2025[47]. - An additional impairment charge of $0.1 million was recorded during the quarter ended September 30, 2025, related to operating lease ROU assets[50]. - The company recognized a loss on the sale of its subsidiary Ryvyl EU amounting to approximately $6.5 million during the quarter ended June 30, 2025, following the sale for total consideration of $16.5 million[59]. - The company's total accrued liabilities decreased from $8.146 million as of December 31, 2024, to $5.316 million as of September 30, 2025, reflecting a reduction of approximately 34%[66]. - The company's net property and equipment decreased from $165,000 as of December 31, 2024, to $115,000 as of September 30, 2025, a decline of approximately 30%[62]. Tax and Deferred Assets - The company reported a provision for income taxes of $136,000 for the three months ended September 30, 2024, compared to a provision of $577,000 for the nine months ended September 30, 2025[61]. - The company has a full valuation allowance on its deferred tax assets as of September 30, 2025, indicating uncertainty regarding the realization of these assets[54]. - The effective income tax rate for the 2025 calendar year is estimated at (7.2%), differing from the U.S. federal statutory rate due to a full valuation allowance[127]. Legal Matters - The Company is involved in ongoing legal proceedings, including a complaint filed by a former Chief Marketing Officer alleging discrimination and retaliation[149]. - The Company reached an agreement in principle to settle all claims in the Cullen v. RYVYL Inc. lawsuit for a total of $1,000,000, which includes $300,000 in cash and 700,000 shares of common stock[151]. - The Company is engaged in ongoing litigation, including a shareholder derivative complaint against certain officers and directors for alleged failures in internal controls[151]. - The Company filed a demand for arbitration against Sky Financial for breach of contract, seeking damages and costs incurred[150]. - The Company intends to vigorously defend against all claims in the lawsuit filed by Rachael Mora alleging sex discrimination and retaliation[155]. Stock and Compensation - Stock-based compensation expense is recorded on a straight-line basis over the requisite service period, with fair value determined at grant date[52]. - The Company adopted the 2023 Equity Incentive Plan, allowing for the grant of up to 5,098,262 shares of common stock to employees and consultants[129]. - As of September 30, 2025, the outstanding stock options decreased to 539,304 shares, with an average exercise price of $4.30, down from 583,974 shares at the end of 2024[130]. - The total grant date fair value of Restricted Stock Awards (RSAs) that vested was $0.1 million for the nine months ended September 30, 2025, compared to $0.3 million for the same period in 2024[131]. - The Company granted 2,288,000 Restricted Stock Units (RSUs) with an average grant date fair value of $0.85, with 613,373 units vested and 518,875 units forfeited by September 30, 2025[132]. Management Changes - Fredi Nisan retired as CEO effective October 31, 2025, with George Oliva appointed as interim CEO[158]. - Fredi Nisan will receive a cash payment of $350,000 as part of his severance agreement, payable over a twelve-month period following his retirement[141]. Debt and Liabilities - As of September 30, 2025, the Company reported total debt of $628,000, with long-term debt net at $615,000[74]. - The Company recorded a loss on extinguishment of $1.3 million related to the First Exchange Agreement due to the addition of a substantive conversion option[79]. - The Second Exchange Agreement resulted in a loss on extinguishment of $22.5 million, reflecting the fair value of the modified Note and the Series B Preferred Stock issued[82]. - The Note bore an interest rate of 8% per annum, which would increase to 15% upon an event of default[93]. - The Company is required to pay a late charge of 15% on any principal amount not paid when due[96].

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, 2025 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: 001-40725 Jet.AI Inc. (Exact Name of Registrant As Specified In Its Charter) Delaware 93-2971741 (State or other jurisdi ...

Financial Performance - Revenues for the three months ended September 30, 2025, were $1,710,988, a decrease of 56.4% compared to $3,917,393 for the same period in 2024[12] - Gross loss for the nine months ended September 30, 2025, was $514,221, compared to a gross loss of $555,238 for the same period in 2024, indicating an improvement of approximately 7.4%[12] - Operating loss for the three months ended September 30, 2025, was $2,036,197, compared to $2,881,938 for the same period in 2024, reflecting a reduction of about 29.4%[12] - Net loss for the nine months ended September 30, 2025, was $7,520,876, down from $9,331,487 in the same period of 2024, showing a decrease of approximately 19.4%[12] - For the nine months ended September 30, 2025, the net loss was $7,520,876, an improvement from a net loss of $9,331,487 in the same period of 2024, representing a decrease of approximately 19.4%[17] - The Company reported a net loss of $3,220,556 for the quarter ending June 30, 2024[15] - The Company incurred a gross loss of $514,000 in the first nine months of 2025, compared to a gross loss of $555,000 in 2024[186] - The operating loss for the first nine months of 2025 was approximately $7.6 million, a decrease of $1.6 million compared to the prior year[189] Cash and Assets - Total assets increased to $12,892,262 as of September 30, 2025, up from $10,797,323 on December 31, 2024, representing a growth of approximately 19.4%[10] - Cash and cash equivalents decreased to $3,475,410 as of September 30, 2025, from $5,872,627 on December 31, 2024, a decline of about 40.7%[10] - As of September 30, 2025, cash and cash equivalents totaled $3.5 million, with current assets exceeding current liabilities by $3.3 million[191] - Total stockholders' equity increased to $9,229,013 as of September 30, 2025, compared to $6,512,460 on December 31, 2024, representing a growth of approximately 41.7%[10] - The Company recorded a net balance of $645,099 for operating lease right-of-use assets as of September 30, 2025, down from $1,048,354 as of December 31, 2024[85] Revenue and Expenses - Revenue from the Software App and Cirrus Charter for the three months ended September 30, 2025, was $642,279, while for the nine months it was $3,763,924[55] - Advertising costs totaled $676,081 for the nine months ended September 30, 2025, compared to $632,380 for the same period in 2024[64] - The primary reason for the revenue decrease was a reduction in Cirrus charter and Jet Card revenues by $1.3 million and $363,000, respectively, due to the planned sale of the Company's aviation assets to flyExclusive[158] - Total operating expenses in Q3 2025 decreased by approximately $1.2 million compared to Q3 2024, driven by a $1.3 million decrease in general and administrative expenses[170] - Operating expenses decreased by $1.6 million in 2025, primarily due to a reduction in general and administrative expenses[187] Stock and Equity - The weighted average shares outstanding for basic and diluted shares was 3,334,744 for the three months ended September 30, 2025, compared to 78,523 for the same period in 2024, reflecting a significant increase in shares outstanding[12] - The Company issued 1,701,355 shares of common stock for the conversion of 361 shares of Series B Preferred Stock during the nine months ended September 30, 2025[117] - The Company completed a reverse stock split at a ratio of 1-for-225 on November 12, 2024, affecting the number of shares and per-share computations retroactively[27] - The Company's Board of Directors authorized a share repurchase program of up to $2 million, with no shares repurchased as of September 30, 2025[119] Strategic Initiatives - The company has transitioned its primary focus to AI data center operations and assets starting in 2025, indicating a strategic shift in business operations[22] - The Company entered into a Joint Venture Agreement with Consensus Core Technologies Inc. to develop data centers, with an initial contribution of $300,000 for a 0.5% equity interest in Convergence Compute[98][99] - The Company plans to contribute up to $20 million to Convergence Compute in five tranches, with each tranche tied to specific project development milestones[100] - The Company entered into a Merger Agreement with flyExclusive, with the expectation to close during the first quarter of 2026[104][110] - The Company expects to close the Transactions during the fourth quarter of 2025, focusing on AI and data-center enterprise sectors post-transaction[152] Liabilities and Deferred Revenue - Accounts payable rose significantly to $903,413 as of September 30, 2025, compared to $280,450 on December 31, 2024, an increase of approximately 222.5%[10] - Deferred revenue as of September 30, 2025, was $443,015, down from $1,319,746 at the beginning of the period, indicating a significant reduction in deferred revenue[130] - Deferred revenue at the end of Q3 2025 was $443,000, down from approximately $1.2 million at the end of Q3 2024[163] Research and Development - Research and development expenses for the nine months ended September 30, 2025, were $189,295, up from $107,901 in the same period of 2024, indicating an increase of about 75.2%[12] - Research and development costs are expensed as incurred, primarily related to third-party software development[65] Financing Activities - The company reported a net cash provided by financing activities of $8,747,775 for the nine months ended September 30, 2025, compared to $3,064,795 in the same period of 2024, showing an increase of approximately 185.5%[17] - The Company raised $11.0 million through the issuance of 1,100 shares of Series B Preferred Stock in the first nine months of 2025[192]

Financial Performance - For the three months ended September 30, 2025, the Company reported a net income of $2.4 million, compared to a net loss of $5.7 million for the same period in 2024[47]. - The basic net income per common share for the three months ended September 30, 2025, was $0.01, while for the same period in 2024, it was $(0.06)[47]. - The company's operating loss for the nine months ended September 30, 2025, was $28.861 million, compared to a loss of $17.023 million for the same period in 2024, indicating a worsening performance[54]. - The company recorded a segment net income of $2.382 million for the three months ended September 30, 2025, compared to a net loss of $5.675 million in the same period of 2024[54]. Cash and Securities - As of September 30, 2025, the Company had $294.7 million in cash equivalents, up from $78.9 million as of December 31, 2024[33]. - The Company had $517.9 million in available-for-sale securities as of September 30, 2025, classified as Level 2 assets[42]. - As of September 30, 2025, the company held available-for-sale debt securities with a total fair value of $517.932 million, with no realized gains or losses during the three or nine months ended September 30, 2025[59]. Research and Development - The Company expensed all research and development costs as incurred, reflecting a commitment to ongoing innovation[43]. - The company has approximately $264,000 of uncertain tax positions related to R&D tax credits as of September 30, 2025, which are accounted as contra-deferred tax assets[58]. Share Issuance and Proceeds - The Company raised $100 million in gross proceeds from a private placement on January 9, 2025, selling 8,163,266 shares at $12.25 per share[82]. - The June 2025 private placement resulted in gross proceeds of approximately $200 million from the issuance of 14,035,089 shares at $14.25 per share[84]. - The September 2025 private placement generated approximately $500 million in gross proceeds from 26,867,276 shares[91]. - The total net proceeds raised for the nine months ended September 30, 2025, amounted to $758.9 million, including $2.4 million from warrant exercises[97]. Stock-Based Compensation - The weighted average grant-date fair value of stock options granted during the nine months ended September 30, 2025, was $10.76 per share, compared to $1.00 per share for the same period in 2024[106]. - The company recognized total stock-based compensation expense of $3.072 million for the three months and $6.236 million for the nine months ended September 30, 2025[108]. - Total unrecognized compensation cost related to common stock options was $8.4 million, expected to be recognized over a period of 2.9 years[106]. Goodwill and Impairment - The Company has determined that it has a single reporting unit for purposes of performing its goodwill impairment test, with no impairment identified as of September 30, 2025[36]. - The Company did not record any impairment related to long-lived assets during the three and nine months ended September 30, 2025 and 2024[39]. Lease Obligations - The company has total minimum operating lease payments of $3.111 million as of September 30, 2025, with a present value of operating lease liabilities of $2.584 million[65]. Risks and Challenges - The Company is subject to risks including competition, new product development, and the ability to attract qualified employees, which could materially affect future financial performance[31]. QPhoton Transactions - The total purchase price for QPhoton was approximately $71.0 million, netting $69.9 million after cash acquired[73]. - As of September 30, 2025, the Company had unissued QPhoton shares valued at $14.7 million and unissued QPhoton warrants valued at $40.5 million[74]. - The company recognized a mark-to-market gain of $9.2 million for the three months and $4.8 million for the nine months ended September 30, 2025, due to the valuation of QPhoton Warrants[101]. License Agreement - QPhoton signed a License Agreement with the Stevens Institute effective December 17, 2020, allowing commercial use of licensed technology for 30 years or until the last patent expires[13]. - The Company is required to pay $35,000 within 30 days of the agreement execution and $28,000 annually thereafter, along with 3.5% royalties on net sales of licensed products[15]. - As of September 30, 2025, QPhoton has begun to commercialize some licensed technology but has not recognized any related revenue or incurred royalty expenses[116]. Securities Purchase Agreements - On October 5, 2025, the Company entered into securities purchase agreements to issue 37,183,937 shares, resulting in gross proceeds of approximately $750 million[117]. - The Company filed a registration statement for the resale of the October Placement Shares on October 10, 2025[118]. - The Company agreed not to issue any shares or registration statements for 75 days post-closing of the October Placement without consent from Titan and the Purchasers[119]. - The Placement Agency Agreement with Titan includes a 4% cash fee based on the total size of the October Placement and reimbursement of up to $100,000 for expenses[120]. - Directors and executive officers agreed to a 60-day lock-up period post-October Placement closing, restricting the sale of their shares[122].

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, 2025 ☐ 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: 001-41463 bioAffinity Technologies, Inc. (Exact name of registrant as specified in its charter) (State or other jur ...

Revenue and Growth - Total revenues for the three months ended September 30, 2025, were $3,980,655, an increase of 18.6% compared to $3,354,437 for the same period in 2024[20] - Subscription fees decreased to $894,514 for the three months ended September 30, 2025, down 13.8% from $1,037,457 in 2024[20] - Gross margin for the nine months ended September 30, 2025, was $5,521,759, up from $4,796,441 in 2024, reflecting a growth of 15.1%[20] - The Company won new contracts with larger hospitals and entered new markets, indicating positive revenue growth potential[32] Financial Performance - Net loss for the nine months ended September 30, 2025, was $6,862,468, compared to a net loss of $54,493,913 for the same period in 2024[20] - The Company reported a net loss of $289,745 for the three months ended September 30, 2025, compared to a net loss of $53,922,561 for the same period in 2024, indicating a significant improvement[82] - Cash used in operating activities for the nine months ended September 30, 2025, was $1,519,632, an improvement from $2,815,248 in 2024[23] Assets and Liabilities - Total current assets increased to $3,718,385 as of September 30, 2025, from $3,020,967 as of December 31, 2024, representing a growth of 23.1%[17] - Total liabilities rose to $24,282,620 as of September 30, 2025, compared to $20,010,976 as of December 31, 2024, indicating an increase of 21.7%[18] - Total stockholders' deficit improved to $(5,575,498) as of September 30, 2025, compared to $(18,488) as of December 31, 2024[18] Impairment and Adjustments - The company reported a goodwill impairment charge of $56,675,210 for the three months ended June 30, 2024, which was not repeated in 2025[20] - The company experienced a goodwill impairment charge of $56,675,210 in 2024, which was not present in 2025[23] - The Company identified errors in previously issued financial statements, leading to a restatement of the interim condensed consolidated financial statements as of September 30, 2024[33] Cash Flow and Financing - VSee Health's net cash provided by financing activities was $1,689,052 for the nine months ended September 30, 2025, compared to $5,045,235 in 2024[23] - The Company recorded a loss on issuance of financial instruments of $443,020 in 2025, compared to $2,213,234 in 2024[23] - The Company has an outstanding balance of $456,097 on the revolving line of credit as of September 30, 2025, with interest recorded as $15,886 for the three months ended September 30, 2025[168] Contracts and Revenue Recognition - Subscription revenue is recognized over time as customers receive services, with each module treated as a distinct performance obligation[61] - The Company has service contracts with hospitals typically ranging from two to three years, with an automatic renewal process, indicating stable revenue streams[56] - Revenue from telemedicine services is recognized when the Company satisfies its performance obligations, which are based on the number of services provided[70] Acquisitions and Business Combinations - On June 24, 2024, the Company completed a business combination with VSee Lab and iDoc, resulting in a name change to VSee Health, Inc. and an equity line of credit agreement for up to $50 million over 36 months[27] - The acquisition of iDoc was treated as a business combination, with excess purchase consideration recorded as goodwill[28] - The Company has developed technology valued at $10 million and customer relationships valued at $2.1 million as part of the iDoc acquisition[112] Going Concern and Liquidity - The Company reported significant doubts about its ability to continue as a going concern due to persistent operating losses and a deteriorating liquidity position[29] - Management has taken measures to address liquidity concerns, but there is no assurance that these plans will be successful within one year[30] Lease and Operating Expenses - Operating expenses for the three months ended September 30, 2025, were $4,130,817, significantly lower than $61,079,702 in the same period of 2024 due to reduced impairment charges[20] - The Company recorded operating lease expense of $35,635, compared to $13,476 for the same period in 2024, reflecting increased lease costs[116] - The weighted average remaining lease term for operating leases was 2.8 years as of September 30, 2025, down from 3.6 years as of December 31, 2024[119]

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, 2025 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: 001-41015 VSee Health, Inc. (Exact name of registrant as specified in its charter) Delaware 86-2970927 (State or other jurisdic ...

Financial Performance - Net sales for the three months ended September 30, 2025, were $10,309,000, a decrease of $2,246,000, or 17.9%, compared to $12,555,000 for the same period in 2024[115] - Gross profit for the three months ended September 30, 2025, was $2,295,000, with a gross profit margin of 22.3%, an increase from 15.5% in the same period of 2024[117] - Operating expenses for the three months ended September 30, 2025, were $1,979,000, representing 19.2% of net sales, up from 14.9% in the same period of 2024[118] - Net loss for the three months ended September 30, 2025, was $44,000, a significant improvement compared to a net loss of $404,000 for the same period in 2024[120] - For the nine months ended September 30, 2025, net sales were $35,111,000, a decrease of $5,077,000, or 12.6%, compared to $40,188,000 for the same period in 2024[121] - Gross profit for the nine months ended September 30, 2025, was $6,357,000, with a gross profit margin of 18.1%, up from 16.2% in the same period of 2024[122] - Operating expenses for the nine months ended September 30, 2025, were $6,779,000, representing 19.3% of net sales, an increase from 14.8% in the same period of 2024[123] - Net loss for the nine months ended September 30, 2025, was $1,454,000, compared to a net loss of $812,000 for the same period in 2024, reflecting a significant increase in losses[125] Cash Flow and Financing - Cash decreased to $126,000 as of September 30, 2025, down 83.3% from $753,000 as of December 31, 2024[114] - Cash used in operating activities for the nine months ended September 30, 2025, was $754,000, a decline from cash generated of $508,000 in the same period of 2024[143] - Cash used in investing activities increased to $2,818,000 for the nine months ended September 30, 2025, compared to $1,493,000 in 2024, primarily for new property and equipment[145] - Cash provided by financing activities was $6,875,000 for the nine months ended September 30, 2025, which included a net increase in borrowings under the Current Credit Facility of $3,826,000[147] - The company raised $4,869,000 through the sale of 1,213,593 shares of common stock during the nine months ended September 30, 2025, with approximately $3,930,000 restricted for the Current Credit Facility lender[128] - The company has temporarily paused all equity raising activities while evaluating the most effective capital structure going forward due to ongoing negotiations with lenders[128] Debt and Equity - As of September 30, 2025, the company had outstanding indebtedness under the Current Credit Facility of $21,956,000, which includes a Revolving Loan of $15,838,000 and a Term Loan of $6,118,000[133] - The company is currently in default of certain covenants under the Current Credit Facility, including a failure to meet the required Fixed Charge Coverage Ratio of 1.05x as of June 30, 2025, achieving only 0.76x[131] Operational Adjustments - Management initiated cost-saving measures, including a workforce reduction, to align operating expenses with anticipated production volumes[141] - The company expects to invest approximately an additional $350,000 during the remainder of 2025 for tooling required to produce products[146] Backlog and Equity - Total unfilled contract values as of September 30, 2025, amounted to $269.0 million, including a backlog of $131.8 million[112] - Total stockholders' equity increased to $18,843,000 as of September 30, 2025, a rise of 26.1% from $14,948,000 as of December 31, 2024[114]

Table of Contents For the transition period from to Commission File Number: 001-42629 CARTESIAN GROWTH CORPORATION III (Exact name of registrant as specified in its charter) 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, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 | | | Name ...

Table of Contents 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, 2025 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: 001-42629 CARTESIAN GROWTH CORPORATION III (Exact name of registrant as specified in its charter) | Cayman Is ...