Latch Inc 2026年季度报告

(Mark One) Latch, Inc. 85-3087759 Delaware (I.R.S. Employer Identification Number) Securities registered pursuant to Section 12(b) of the Act:None. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days. Yes☐No☒ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submitsuch files). Yes☒No☐Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and“emerging growth company” in Rule12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☒Emerging growth company☐ Large accelerated filer☐Non-accelerated filer☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complyingwith any new or revised financial accounting standards provided pursuant to Section13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes☐No☒ As of January12, 2026, there were 164,257,801 shares of the registrant’s common stock outstanding. CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q (this “Form 10-Q”) contains forward-looking statements. We intend such forward-lookingstatements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Actof 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “ExchangeAct”). All statements other than statements of historical facts contained in this Form 10-Q, including statements concerning possible orassumed future actions, business strategies, events or results of operations, and any statements that refer to projections, forecasts orother characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements.These statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results,performance or achievements to be materially different from any future results, performance or achievements expressed or implied bythe forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “should,” “expect,” “plan,” “anticipate,” “could,”“intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these termsor other similar expressions. We have based these forward-looking statements largely on our current expectations and projectionsabout future events and financial trends that we believe may affect our business, financial condition and results of operations. Theseforward-looking statements speak only as of the date of this Form 10-Q and are subject to a number of important factors that couldcause actual results to differ materially from those in the forward-looking statements, including the risks, uncertainties andassumptions described under the section in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 AnnualReport”) filed with the Securities and Exchange Commission (the “SEC”), titled “Risk Factors.” These forward-looking statements aresubject to numerous risks, including, without limitation, the following: •our ability to remediate the material weaknesses we identified in our internal control over financial reporting or other findingsin the Company’s 2022-2023 internal investigation, and the timing of such remediation;•the performance of the Company’s stock, particularly given the limited liquidity and depressed trading prices of theCompany’s common stock as a result of delisting of the Company’s securities from The Nasdaq Stock Market LLC;•whether the Company’s common stock and warrants, which are trading on OTC Markets Group Inc.’s (“OTC”) ExpertMarket (the “OTC Expert Market”), may remain on the OTC Expert Market rather than be listed on the OTCQX, OTCQB orOTC Pink markets;•developments in the pending stockholder class action and derivative complaints or other legal proceedings;•regulatory disputes and governmental inquiries, including the SEC Investigation (as defined below);•privacy and data protection laws, privacy or data breaches or the loss of data;•the impact of changes in consu