T3 Defense Inc 2026年季度报告

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 EndedMarch 31, 2026 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 number001-39341 T3 Defense Inc.(Exact name of registrant as specified in its charter) (212) 791-4663(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 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 to such 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 submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant 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 small reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany” or an “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Smaller reporting company☒Emerging Growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities 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 May 20, 2026, there were 60,270,525 shares of the registrant’s common stock outstanding. T3 DEFENSE INC. AND SUBSIDIARIESFOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026 PagePART I. FINANCIAL INFORMATIONITEM 1.FINANCIAL STATEMENTS (UNAUDITED)Unaudited Condensed Consolidated Balance Sheet as of March 31, 2026F-2Unaudited Condensed Consolidated Statements of Operations and Comprehensive Loss for the Three MonthsEnded March 31, 2026 and March 31, 2025F-4Unaudited Condensed Consolidated Statements of Changes in Stockholders’ (Deficit) Equity for the ThreeMonths Ended March 31, 2026 and March 31, 2025F-6Unaudited Condensed Consolidated Statements of Cash Flow for the Three Months Ended March 31, 2026 andMarch 31, 2025F-8Notes to Unaudited Condensed Consolidated Financial StatementsF-11ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS1ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK6ITEM 4.CONTROLS AND PROCEDURES6ITEM 5.OTHER6PART II. OTHER INFORMATION7ITEM 1.LEGAL PROCEEDINGS7ITEM 1A.RISK FACTORS7ITEM 2.UNREGISTERED SALES OF EQUITY SECURITES AND USE OF PROCEEDS7ITEM 3.DEFAULTS UPON SENIOR SECURITIES7ITEM 4.MINE SAFETY DISCLOSURES7ITEM 5.OTHER INFORMATION8ITEM 6.EXHIBITS9SIGNATURES10 T3 DEFENSE INC. CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS (UNAUDITED) AS OF MARCH 31, 2026 TABLE OF CONTENTS PageCONDENSED CONSOLIDATED FINANCIAL STATEMENTS:Unaudited Condensed Consolidated Interim Balance sheets as of March 31, 2026, and December 31, 2025F-2Unaudited Condensed Consolidated Interim Statements of Comprehensive (income) loss for three months ended March31, 2026 and 2025F-5Unaudited Condensed Consolidated Interim Statements of Stockholders’ Equity (Deficit) for the period of three monthsended March 31, 2026 and 2025F-6Unaudited Condensed Consolidated Interim Statements of Cash Flows for the three months ended March 31, 2026 and2025F-8Notes to Unaudited Condensed Consolidated Interim Financial StatementsF-11 – F-34 T3 DEFENSE INC.UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS(USD in thousands except share and per share data) Cash and cash equivalents6,4312,627Current assets of consolidated variable interest entitiesCash and cash equivalents9311,270Other current assets159102Short term deposits and restricted cash33450Marketable Securities120250Inventories3,501-Note receivable - related party-4,500Due from related parties-1,641Accounts receivable, less allowance for credit losses of $27 as of March 31, 20263,639506Other current assets1,877224Loan granted2,4552,385Current assets held for sale3,364-Total Current assets22,81113,555 T3 DEFENSE INC.UNAUDITED CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS(USD in thousands except share and per share data) Short term loan4,16512Accounts payable2,485124Operating lease liability, current portion1,531504Promissory note – related party5,691-Due to