生物钥匙国际 2026年季度报告

FORM10-Q ☒QUARTERLY REPORT PURSUANT TOSECTION13 OR 15(D)OF THE SECURITIES EXCHANGE ACTOF 1934 For the quarterly period ended March 31, 2026orTRANSITION REPORT PURSUANT TO SECTION13 OR 15(D)OF THE SECURITIES EXCHANGEACT OF 1934 For the Transition Period fromto Commission file number 1-13463 BIO-KEY INTERNATIONAL, INC.(Exact Name of Registrant as Specified in Its Charter) DELAWARE41-1741861(State or Other Jurisdiction of Incorporation of Organization)(IRS Employer Identification Number) 101 CRAWFORDS CORNER ROAD, SUITE 4116, HOLMDEL, NJ 07733 (Address of Principal Executive Offices) (Zip Code) (732) 359-1100(Registrant’s telephone number, including area code) Securities registered pursuance to Section 12(b) of the Act: Indicate by check mark whether the Registrant (1)has filed all reports required to be filed by Section13 or 15(d)of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch 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 besubmitted pursuant to Rule405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorterperiod 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, 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☐ Accelerated filer☐ Smaller Reporting Company☒ Non-accelerated filer☒ Emerging growth company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicateby check mark whether the registrant is a shell company(as defined by rule 12b-2 of the ExchangeAct)Yes☐No☒ Number of shares of Common Stock, $.0001 par value per share, outstanding as of June 19, 2026, is 1,085,360(as adjustedto reflect our 1-for-10 reverse stock split, which was effective April 30, 2026). BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIES INDEX PARTI. FINANCIAL INFORMATION3Item 1—Financial Statements:Condensed Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 20253Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31,2026 and 2025(Unaudited)4Condensed Consolidated Statements of Stockholders’Equity for the three nine months ended March 31, 2026 and2025(Unaudited)5Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and2025(Unaudited)7Notes to Condensed Consolidated Financial Statements9Item 2—Management’s Discussion and Analysis of Financial Conditionand Results of Operations.17Item 3—Quantitative and Qualitative Disclosures about Market Risk.22Item 4—Controls and Procedures.22PART II. OTHER INFORMATION23Item 1—Legal Proceedings.23Item 1A—Risk Factors.23Item 2—Unregistered Sales of Equity Securities and Use of Proceeds.23Item 3—Defaults upon Senior Securities.23Item 4—Mine Safety Disclosures.23Item 5—Other Information.23Item 6—Exhibits.23Signatures24 PARTI -- FINANCIAL INFORMATION BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS(Unaudited) BIO-KEY INTERNATIONAL,INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’EQUITY(Unaudited) BIO-KEY INTERNATIONAL,INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’EQUITY(Unaudited) BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited) BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited) SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION BIO-KEY INTERNATIONAL, INC. AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTSMarch 31, 2026 (Unaudited) 1.NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business BIO-key International, Inc. and its wholly-owned subsidiaries (collectively, the “Company” or “BIO-key”), founded in 1993,develops and markets proprietary fingerprint identification biometric technology and software solutions enterprise-ready identityaccessmanagement solutions to commercial,government and education customers throughout the United States andinternationally. The Company was a pioneer in developing automated, finger identification technology that supplements orcompliments other methods of identification and verification, such as personal inspection identification, passwords, tokens, smartcards, ID cards, PKI, c