OMNIQ Corp 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 ended: March 31, 2026 ☐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: 001-40768 OMNIQ Corp.(Exact name of registrant as specified in its charter) Delaware20-3454263(State or other jurisdictionof incorporation or organization)(I.R.S. EmployerIdentification No.) 1865 West 2100 SouthSalt Lake City, UT 84119(Address of principal executive offices) (Zip Code) (801) 242-7272(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: Title of each classTicker symbol(s)Name of each exchange on which registeredCommon Stock, $0.001 par valueOMQSOTCMKTS 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 smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer 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 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☒ APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date:15,152,930 shares of common stock, $0.001 par value, as of May 20, 2026. TABLE OF CONTENTS PART I - FINANCIAL INFORMATIONF-1ITEM 1. FINANCIAL STATEMENTSF-1UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS AT MARCH 31, 2026 AND DECEMBER 31, 2025F-1UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS FORTHE THREE MONTHS ENDED MARCH 31, 2026, AND 2025F-2UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) FOR THETHREE MONTHS ENDED MARCH 31, 2026 AND 2025F-3UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHSENDED MARCH 31, 2026, AND 2025F-4NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSF-5ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS3ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK5ITEM 4. CONTROLS AND PROCEDURES5PART II - OTHER INFORMATION7ITEM 1. LEGAL PROCEEDINGS.7ITEM 1A. RISK FACTORS.7ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.7ITEM 3. DEFAULTS UPON SENIOR SECURITIES.7ITEM 4. MINE SAFETY DISCLOSURES.7ITEM 5. OTHER INFORMATION.7ITEM 6. EXHIBITS.8SIGNATURES92 OMNIQ CORP.CONDENSED CONSOLIDATED BALANCE SHEETS Accounts payable and accrued liabilities$10,503$11,232Line of credit1,9401,342Accrued payroll and sales tax1,4641,649Related party advances5,6243,767Note payable – related party, short term919919Notes payable – current portion4,6215,486Lease liability – current portion686373Other current liabilities2,2672,933Total current liabilities28,02427,701 OMNIQ CORP.CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT)(UNAUDITED)For the Three Months ended March 31, 2025 and 2026 OMNIQ CORP.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)For the Three Months Ended March 31, OMNIQ CORP. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The condensed consolidated financial statements include the accounts of OMNIQ Corp, and its wholly owned subsidiaries, referred toherein as “we,” “us,” “OMNIQ,” or the “Company.” Intercompany accounts and transactions have been eliminated. In the opinion ofthe Company’s management, the condensed consolidated financial statements reflect all adjustments, which are normal and recurringin nature, necessary for fair financial statement presentation. The preparation of these condensed consolidated financial statements andaccompanyi