For the quarterly period ended December 31, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 POWERFLEET, INC. (Exact name of registrant as specified in its charter) (Address of principal executive offices) (201)996-9000 (Registrant’s telephone number, including area code) N/A (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Trading Symbol(s) Common Stock, par value $0.01 per share 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 Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 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 submit such 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 emerginggrowth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Large accelerated filer☐Accelerated filer☒Non-accelerated filer☐Smaller reporting companyEmerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revisedfinancial accounting standards provided pursuant to Section 13(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☒ The number of shares of the registrant’s common stock, $0.01 par value per share, outstanding as of the close of business on February 5, 2026 was 134,147,277. INDEX POWERFLEET, INC. AND SUBSIDIARIES Part I - FINANCIAL INFORMATION3Item 1. Financial Statements (Unaudited)3Condensed Consolidated Balance Sheets as of March31, 2025 and December31, 20253Condensed Consolidated Statements of Operations - for the three and nine months ended December 31, 2024and 20255Condensed Consolidated Statements of Comprehensive (Loss) Income - for the three and nine months endedDecember 31, 2024 and 20256Condensed Consolidated Statement of Changes in Stockholders’ Equity - for the periods April1, 2024 throughDecember31, 2024 and April1, 2025 through December31, 20257Condensed Consolidated Statements of Cash Flows - for the nine months ended December 31, 2024 and 202510Notes to Condensed Consolidated Financial Statements12Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations36Item 3. Quantitative and Qualitative Disclosures About Market Risk47Item 4. Controls and Procedures49Part II - OTHER INFORMATION51Item 1. Legal Proceedings51Item 1A. Risk Factors52Item 2. Unregistered Sales of Equity Securities and Use of Proceeds53Item 5. Other Information53Item 6. Exhibits54Signatures55 POWERFLEET, INC. AND SUBSIDIARIESCondensed Consolidated Statements of Comprehensive (Loss) Income(In thousands)(Unaudited) See accompanying notes to condensed consolidated financial statements. POWERFLEET, INC. AND SUBSIDIARIESCondensed Consolidated Statement of Changes in Stockholders’ Equity(In thousands)(Unaudited) POWERFLEET, INC. AND SUBSIDIARIESCondensed Consolidated Statements of Cash Flows(In thousands)(Unaudited) POWERFLEET, INC. AND SUBSIDIARIESNotes to Condensed Consolidated Financial StatementsDecember31, 2025In thousands (except per share data)(Unaudited) NOTE 1 - DESCRIPTION OF THE COMPANY AND BASIS OF PRESENTATION Description of the Company Powerfleet, Inc. (the “Company” or “Powerfleet”) is a global provider of Artificial Intelligence-of-Things (“AIoT”) solutionsproviding valuable business intelligence for managing high-value enterprise assets that improve operational efficiencies. The Companyhas a primary listing on the Nasdaq Global Market and a secondary listing on the Main Board of the Johannesburg Stock Exchange. On April 2, 2024 (the “Implementation Date”), the Company consummated the transactions contemplated by the ImplementationAgreement, dated as of October 10, 2023 (the “Implementation Agreement”), that the Company entered into with Main Street 2000Proprietary Limited, a private company incorporated in the Republic of South Africa and a wholly owned subsidiary of the Company(“Powerfleet Sub”), and MiX Telematics Limited, formerly a public company incorporated under the laws of the Republic of SouthAfrica (“MiX Telematics”), pursuant to which MiX Telematics became an indirect, whol