OneMedNet 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 June 30, 2026OR ☐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 001-40386 ONEMEDNET CORPORATION (Exact name of Registrant as specified in its Charter) Registrant’s telephone number, including area code: (800) 918-7189 Securities registered pursuant to Section 12(b) of the Act: Common stock, par value $0.0001 per shareRedeemable Warrants, each exercisable forone share of Common Stock at an exerciseprice of $11.50 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 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☒ As of August 11, 2026, there were 59,286,450 shares of common stock, par value $0.0001 per share, issued and outstanding. Table of Contents Item 1.Condensed Consolidated Financial Statements1Unaudited Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 20251Unaudited Condensed Consolidated Statements of Operations for the three and six months ended June 30,2026 and 20252Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the three and sixmonths ended June 30, 2026 and 20253Unaudited Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and20255Notes to Unaudited Condensed Consolidated Financial Statements6Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations17Item 3.Quantitative and Qualitative Disclosures About Market Risk25Item 4.Controls and Procedures25 Item 1.Legal Proceedings26Item 1A.Risk Factors26Item 2.Unregistered Sales of Equity Securities and Use of Proceeds26Item 3.Defaults Upon Senior Securities27Item 4.Mine Safety Disclosures27Item 5.Other Information27Item 6.Exhibits27Signature27 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements that we make from time to time, including statements contained in this Quarterly Report on Form 10-Q(this “Report”) constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995,and of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Actof 1934, as amended (the “Exchange Act”). All statements other than statements of historical facts contained in this Report areforward-looking statements. The forward-looking statements in this Report are only predictions. We have based these forward-lookingstatements largely on our current expectations and projections about future events and financial trends that we believe may affect ourbusiness, financial condition, and results of operations. In some cases, you can identify these forward-looking statements by termssuchas“anticipate,”“believe,”“continue,”“could,”“depends,”“estimate,”“expects,”“intend,”“may,”“ongoing,”“plan,”“potential,” “predict,” “project,” “should,” “will,” “would” or the negative of those terms or other similar expressions, although not allforward-looking statements contain those words. We have based these forward-looking statements on our current expectations andprojections about future events and trends that we believe may affect our financial condition, results of operations, strategy, short- andlong-term business operations and objectives, and financial needs. Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or acombination of which, could materially affect our results of operations and whether the forward-looking statement