Evolv Technologies Holdings Inc 2026年季度报告

Washington, D.C. 20549 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 June 30, 2026OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________ toCommission file number: 001-39417___________________________________ Evolv Technologies Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter)___________________________________ Delaware84-4473840 (I.R.S. EmployerIdentification No.) 500 Totten Pond Road,4th FloorWaltham, Massachusetts02451(Address of Principal Executive Offices) (781) 374-8100(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: 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 the preceding 12 months (or forsuch 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 submitted pursuant to Rule 405 of Regulation S-T (§232.405 of thischapter) 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 emerging growth company. See thedefinitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 revised financial accountingstandards 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 As of August4, 2026, there were 181,126,146 shares of Class A common stock, par value $0.0001 per share, outstanding. TABLE OF CONTENTS Part I Item 1.Financial StatementsCondensed Consolidated Balance Sheets (Unaudited)F-1Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)F-2Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)F-3Condensed Consolidated Statements of Cash Flows (Unaudited)F-4Notes to Consolidated Financial Statements (Unaudited)F-5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations1Item 3.Quantitative and Qualitative Disclosures About Market Risk23Item 4.Controls and Procedures23Part IIOther Information26Item 1.Legal Proceedings26Item 1A.Risk Factors26Item 2.Unregistered Sales of Equity Securities and Use of Proceeds53Item 3.Defaults Upon Senior Securities53Item 4.Mine Safety Disclosures53Item 5.Other Information53Item 6.Exhibits55 Signatures FORWARD LOOKING STATEMENTS This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the Private SecuritiesLitigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of theSecurities Exchange Act of 1934, as amended (the “Exchange Act”). All statements contained in this Quarterly Report on Form 10-Q,other than statements of historical fact, including, without limitation, statements regarding our results of operations and financialposition, business strategy, plans and prospects, our relationship with significant manufacturers and suppliers, our ability to obtain newcustomers and retain existing customers, and sell existing and prospective products, research and development costs, our ability torecruit, retain and train staff, the potential benefits of our pure subscription and purchase subscription models, timing and likelihood ofsuccess, macroeconomic, market and technology trends, the government regulations that we are subject to, potential exposure tolitigation, and plans and objectives of management for future operations and results, are forward-looking statements. The words“may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,”“estimates,” “forecasts,” “predicts,” “potential” or “continue” or the negative of these terms or other similar expressions are intendedto identify forward-looking statements though not all forward-looking statement use these words or expressions. The forward-looking statements in this Quarter