Trust Stamp provides a business update highlighting progress in focus areas

Rhea-AI Summary

Trust Stamp (NASDAQ:IDAI) provided a January 2026 business update summarizing financing, product development, M&A activity, commercial wins, and patents. Key points: completed a financing in Q4 2025; two non-binding M&A LOIs (proposed dilution <2.5%); WoW MVP delivered with a Nasdaq LOI; first IT2 purchase order from an African telco expected to generate 7-figure ARR; Orchestration Layer at 112 enrolled institutions and transaction volumes +20% YoY; anchor bank deal estimated to generate $2.4–$2.7MM in 2026; patents issued and filings in progress.

Positive

• Completed Q4 2025 financing to fund 2026 growth
• Two M&A LOIs proposing dilution under 2.5%
• WoW MVP delivered and LOI with a Nasdaq company
• First IT2 purchase order from African telco; 7-figure ARR potential
• Orchestration Layer growth: 112 enrolled institutions and transactions +20% YoY
• Anchor S&P 500 bank relationship estimated $2.4–$2.7MM gross revenue for 2026
• Issued patent 18/145,470 and published patent application 19/268,664

Negative

• M&A terms non-binding; closings not guaranteed by end of February
• Orchestration Layer implementation pace and volumes remain below targets
• Tap-in-Band commercialization stalled by US federal budget hiatus
• WoW and StableKey not yet proven at scale in the market

News Market Reaction

-7.27%

4 alerts

-7.27% News Effect

-5.0% Trough Tracked

-$1M Valuation Impact

$17M Market Cap

0.8x Rel. Volume

On the day this news was published, IDAI declined 7.27%, reflecting a notable negative market reaction. Argus tracked a trough of -5.0% from its starting point during tracking. Our momentum scanner triggered 4 alerts that day, indicating moderate trading interest and price volatility. This price movement removed approximately $1M from the company's valuation, bringing the market cap to $17M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Quarterly net revenue: $872,491 9M 2025 net revenue: $2,230,629 Quarterly operating loss: $1,770,836 +5 more

8 metrics

Quarterly net revenue $872,491 Quarter ended September 30, 2025

9M 2025 net revenue $2,230,629 Nine months ended September 30, 2025

Quarterly operating loss $1,770,836 Quarter ended September 30, 2025

Cash & equivalents $5,372,021 As of September 30, 2025

ATM equity proceeds $5,196,979 Equity Distribution Agreement with Maxim Group

Warrant-related proceeds $4.35 million Warrant exercise and exchange transaction

Potential S-3 warrant proceeds $10,546,384 If all private placement warrants exercised for cash at $4.20

Anchor bank revenue range Between $2.4MM and $2.7MM Estimated gross annualized revenues in 2026

Market Reality Check

Price: $3.00 Vol: Volume 63,751 is about 25...

normal vol

$3.00 Last Close

Volume Volume 63,751 is about 25% below the 20-day average of 84,479, suggesting muted pre-news activity. normal

Technical Shares at $3.44 are trading above the 200-day MA of $3.16 but still 34.85% below the 52-week high of $5.28.

Peers on Argus

Sector peers in the momentum scanner show 3 names moving down with a median move...

3 Down

Sector peers in the momentum scanner show 3 names moving down with a median move of about -5.1%. IDAI was down 1.71% pre-news, broadly consistent with this weaker sector tone.

Historical Context

5 past events · Latest: Dec 22 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Dec 22	Partnership LOI	Positive	-1.8%	LOI to develop biometrically verified Wallet of Wallets for Blue Gold VIP users.
Dec 01	Product launch	Positive	-3.4%	Announcement of StableKey turnkey solution to prevent coercive crypto theft.
Nov 24	Tech framework	Positive	+6.8%	Unveiled patent-protected framework embedding identity links into stablecoins.
Nov 20	Incubator selection	Positive	-12.9%	Selected for 2026 Trust Village incubator to advance StableKey in Europe.
Nov 17	Regulatory request	Positive	-7.9%	Sought SEC and MiCAR confirmations for StableKey Wallet; capital raise noted.

Pattern Detected

Recent positive product and partnership announcements have more often been followed by flat-to-negative 24h price reactions, with 4 divergences versus 1 aligned move.

Recent Company History

Over the past few months, Trust Stamp has focused on its StableKey and Wallet of Wallets initiatives, regulatory engagement, and European expansion. Key updates included a Nov 24, 2025 unveiling of a patent-protected stablecoin framework and a Dec 22, 2025 LOI for a biometrically verified Wallet of Wallets. The company also sought SEC and MiCAR confirmations and joined Switzerland’s Trust Village programme. Despite generally constructive news, several items saw negative next-day moves, framing today’s broad business update against a backdrop of cautious market reactions.

Regulatory & Risk Context

Active S-3 Shelf · $10,546,384

Shelf Active

Active S-3 Shelf Registration 2025-11-24

$10,546,384 registered capacity

An effective Form S-3 filed on 2025-11-24 registers 2,511,044 Class A shares for resale upon warrant exercise. While the company receives no proceeds from resales, it could receive up to $10,546,384 in cash if all private placement warrants are exercised at $4.20 per share. The filing is currently marked as not effective and has not yet been used.

Market Pulse Summary

The stock moved -7.3% in the session following this news. A negative reaction despite the broad grow...

Analysis

The stock moved -7.3% in the session following this news. A negative reaction despite the broad growth update would fit recent patterns, where 4 of the last 5 positive announcements saw weak or negative next-day moves. The business update highlights multi-year contracts and new African and stablecoin initiatives, but the company still reports operating losses and has a Form S-3 covering 2,511,044 warrant-related shares, with up to $10,546,384 in potential proceeds, which may keep dilution and funding on investors’ radar.

Key Terms

warrant inducement agreement, stablecoin, orchestration layer, multi-factor authentication, +3 more

7 terms

warrant inducement agreement financial

"we completed a financing round using a combination of market placements of stock using our S3 capacity and a warrant inducement agreement."

A warrant inducement agreement is a contract in which a company offers warrants—rights to buy shares at a set price—to a person or group as a sweetener to secure their support, service, or approval for a transaction or role. Investors care because these warrants can increase the total number of shares if exercised, diluting existing ownership and potentially changing the company’s valuation and control dynamics; think of it as paying someone with future stock-buying tickets to get them on board.

stablecoin financial

"our Stablecoin-focused Wallet of Wallets (“WoWTM”), we signed an LOI with a fellow Nasdaq company"

A stablecoin is a type of digital currency designed to keep its value steady, often by being backed by traditional assets like money or commodities. For investors, stablecoins offer a reliable way to move money quickly across digital platforms without the value fluctuations common with other cryptocurrencies, making them useful for saving, trading, or transferring funds with less risk of sudden losses.

orchestration layer technical

"Enrollment on our Orchestration Layer platform in the United States has continued to grow"

An orchestration layer is the software that coordinates and manages multiple applications, services, or machines so they act together as a single, reliable system. For investors, it matters because effective orchestration improves uptime, speeds product rollouts, lowers operational costs, and simplifies integration of new features—like an air‑traffic controller keeping many flights on time so the whole airport operates smoothly.

multi-factor authentication technical

"for Multifactor Authentication Identification” has been issued, patent application number 19/268,664"

A security method that requires users to prove their identity in two or more different ways before accessing accounts or systems, such as combining a password with a one-time code sent to a phone or a fingerprint. For investors, it reduces the risk of unauthorized access to sensitive accounts, lowers chances of fraud or data breaches, and helps protect a company’s financials and reputation—similar to needing both a key and a fingerprint to open a safe.

generative adversarial network attacks technical

"tools to combat both Injection and Generative Adversarial Network Attacks and we plan"

A tactic where two AI systems work against each other—one creates realistic fake data or signals and the other tries to spot them—so the generator learns to produce increasingly convincing forgeries. Like a counterfeiter practicing against a detective, these attacks can create fake documents, spoof trading signals, or fool monitoring tools, which matters to investors because they can cause market manipulation, fraud, operational losses, and regulatory or reputational risk.

zero knowledge proof user authentication technical

"entitled: “Systems, Methods, and Protocols for Zero Knowledge Proof User Authentication” has been published"

A method of proving a user is allowed to access an account without revealing their password or any other secret information. Think of it as proving you know a locked-box combination by opening the box while keeping the combination hidden; investors care because it cuts the risk of data breaches, lowers compliance and liability exposure, and can increase customer trust and retention without sacrificing security.

llm based solutions technical

"create advanced training resources expressly for LLM based solutions."

Large language model (LLM) based solutions are software tools that use advanced AI 'text-brain' systems to read, write, summarize, and generate human-like language for tasks such as drafting reports, answering questions, and automating customer or regulatory communications. Investors care because these tools can cut labor costs, speed decision-making, and scale work like an extra team member, but they also introduce risks around mistakes, biased outputs and data privacy that can affect costs, reputation and regulatory compliance.

AI-generated analysis. Not financial advice.

Atlanta, GA, Feb. 02, 2026 (GLOBE NEWSWIRE) -- Trust Stamp, a global provider of AI-powered trust, identity and security solutions provided an overview of business progress for January 2026.

Gareth N. Genner, Chief Executive Officer of Trust Stamp reported:

“In Q4 of 2025 we completed a financing round using a combination of market placements of stock using our S3 capacity and a warrant inducement agreement. The objective of the financing was to provide working capital to give us the ability to achieve significant growth in 2026, which we intend to do through acquisitions, expansion of our customer base, and growing our service offerings.

During January we agreed to terms as part of non-binding letters of intent for two M&A transactions. In each case, the incoming company is a graduate of the UK National Cybersecurity Center’s startup program with solid technology and stellar leadership. One would be an outright purchase and the other would be a 50% ownership stake with the incoming company becoming a closely integrated element of the Trust Stamp group. Both transactions, if consummated, aim to close before the end of February. In each case, there is no cash consideration, minimal impact on our cash burn and the transaction structure is based on the enhanced potential for growth for the incoming enterprises and their team members. Proposed dilution from these transactions is less than 2.5% of our currently issued share capital.

Both companies bring technology and expertise that we believe will provide new products for our sales channels as well as enhancing our existing products (and the products of the other acquired enterprise). In one case we will be acquiring additional expertise and technology that can be applied to the safe and monitored implementation of AI solutions, a challenge that is material to every one of our existing and target customers. We then intend to marry that expertise with the crisis and resilience testing scenarios and training from the second proposed incoming group member to create advanced training resources expressly for LLM based solutions.

Very importantly, the acquired team members will fill critical leadership, executive, technical and operational roles that we had already budgeted for 2026 thereby immediately accelerating our go-to-market capacity.

At the end of December 2025, our R&D team delivered the MVP of our Stablecoin-focused Wallet of Wallets (“WoW^TM”), we signed an LOI with a fellow Nasdaq company for a first deployment, and during January 2026, our Director of Innovation relocated to Switzerland to participate in the Trust Valley program and identify opportunities in Switzerland for our StableKey^TM technology and WoW. While our WoW product has not yet been taken to market, it offers advanced capabilities and utilizes proven proprietary technologies. Therefore we believe that if we establish product-market fit, the economic potential could be substantial. Information on our StableKey technology can be reviewed at https://truststamp.ai/stable-key.html

A number of the new team members potentially joining us through our M&A activity are critical resources for StableKey and WoW to aggressively engage with the market, and fuelled by their addition, and the new level of regulatory clarity being afforded by existing and pending legislation, we are planning for highly visible launch activities for StableKey and WoW during Q1 and Q2 2026.

Our multi-year investment in the African market has progressed from market cultivation to revenue generation.

In January we received our first Purchase Order for the use of our Irreversibly Transformed Identity Token (“IT2”) from an African telecommunications company situated across a dozen African and Middle Eastern markets and serving hundreds of millions of subscribers. The initial purchase order is for the IT2 in a specific market but based upon customer communications, we anticipate both the geographic scope and product range expanding in 2026. This new customer is expected to generate 7-figure ARR once transaction flows are mature.

We are also in discussion with another major telecoms provider in Africa for similar services and are making progress towards an agreement. Based on these two engagements and market discovery, we will be actively pursuing similar telecoms opportunities in other African countries and elsewhere.

In parallel, our first African nation-state project has progressed. We anticipate announcing specific revenue commitments in Q3 2026.

During January 2026, at their request, we worked with the office of the Vice President of Nigeria and various federal and local government ministries to arrange for a Trust Stamp team to visit Nigeria during February to identify areas of government operations where our technology can be implemented. We have already received a significant list of needs and extensive meeting itinerary.

Enrollment on our Orchestration Layer platform in the United States has continued to grow with a total of 112 enrolled institutions. Overall OL transaction volumes increased by approximately 20% over 2025 with a circa 200% increase in FIS-related transactions, but the rate of implementation and transaction volumes are far lower than we consider satisfactory and the channel structure in place does not provide us with adequate opportunities to work with the individual institutions and accelerate implementation. To address this we have budgeted for additional sales support staff and for participation in industry events where we can directly engage with enrolled institutions. We will be carefully monitoring and reporting on progress throughout 2026.

Our eight year engagement with an S&P 500 bank that manages tens of billions in consumer credit assets and processes hundreds of billions in annual purchase volume was extended for six-years in 2025 and continues to grow in scope and volume. With guaranteed minimum revenues and provision for pre-approval of additional services, this anchor relationship is estimated to generate gross annualized revenues between $ 2.4MM and $2.7MM in 2026

For some time we have provided our banking clients with US driver’s license and identity document authentication through a long-term agreement with the American Association of Motor Vehicle Associations. This has been an option within our broader product offering but we are now making it available as a stand-alone service and are actively engaged with two potential customers. While this service has a lower gross margin than SaaS sales of our software products it is highly profitable with rapid implementation and no additional infrastructure requirements. Given the competitiveness of our pricing compared to incumbent suppliers, we anticipate steady growth in customer engagements for this highly economic and effective service together with the potential for upsales to additional fraud detection products.

To date, our banking clients have been in the United States. With our growing team in the UK we have started to identify banking sector opportunities there and will be pursuing those opportunities going forward as well as opportunities in the EU. We are also engaging with the fast-accelerating UK age-verification market that is (largely unsuccessfully) seeking to comply with new government mandates.

We have long recognized the potential healthcare use cases for our identity authentication and privacy protection technologies. We now have an executed commercial implementation with an EU company (that also operates in Dubai), advanced negotiations to deploy the technology for an international pharmacy and primary care group in the EU, and early-stage discussions with two other medical services suppliers. We have also partnered with a UK-based consulting group that provides (inter alia) process automation services to customers that include the healthcare sector and are in discussions to grow that engagement over the coming months.

Commercialization of the Tap-in-Band project has continued to be stalled by the overall US federal government budget hiatus but we remain very optimistic as to its potential. In order to regain momentum we are engaged with potential partners in both the United Kingdom and an African country regarding the use of the technology and we will be expanding that outreach to other countries over the year.

Although incorporating different elements of our technology stack, and focused on security personnel versus civilian subjects, our channel partnership with a national security services company has generated what we believe to be a strong pipeline of institutional scale medical, banking, e-commerce and delivery services prospects. Based on the forecasts of our partner, these prospects represent many thousands of location-based implementations by users with gravitational pull across customers, partners, and regulators. We believe that we will see initial revenue flow within this financial year.

In summary, we are actively pursuing revenue in five focus areas. The majority of those areas are now post-revenue and have proven product-market fit and we believe that the product areas that are not yet post-revenue have very substantial potential. The architecture of our technology stack (the Orchestration Layer) means that much of the technology required for the various implementations is pre-built and implementation should not impose excessive stress on our resources:

1. Banking and Financial Services

2. Stablecoin and Cryptocurrency

3. African Nation State and Major Telco projects

4. Healthcare Technology

5. Tap-In Band and Security Services

Our core biometric technologies are based upon facial biometric authentication and tokenization.  With grant-aid provided by the Republic of Malta we have now completed proofs of concept for touchless palm capture and tokenization, and a combined face/palm multi-biometric StableKey IT2. We believe that these technologies could play an important role in the growing demand for multi-factor authentication to (e.g.) defeat deep fake attacks and be implemented in situations in which facial biometrics are practically, legally or culturally restricted.

In addition, we have continued rapid investment in the development of technologies to rebut the growing dangers of AI-powered attacks. We are currently in production-testing of new tools to combat both Injection and Generative Adversarial Network Attacks and we plan to submit our newest innovations for third-party certification in Q2.

Finally, earlier stage R&D investment in our intellectual property moat has continued. Over the last two months, patent number 18/145,470 for “Systems and Processes for Multifactor Authentication Identification” has been issued, patent application number 19/268,664 entitled: “Systems, Methods, and Protocols for Zero Knowledge Proof User Authentication” has been published and a new application number 19/434,528 has been filed for further innovations in multifactor authentication.

We believe that this sustained investment in intellectual property differentiates us from many larger competitors that are farming legacy technology.”

Inquiries:

Trust Stamp: shareholders@truststamp.ai

About Trust Stamp

Trust Stamp is a global provider of AI-powered services for use in multiple sectors including banking and finance, regulatory compliance, government, healthcare, real estate, communications, and humanitarian services. Its technology empowers organizations via advanced solutions that reduce fraud, tokenize and secure assets and data and securely authenticate users while protecting personal privacy, reduce friction in digital transactions, and increase operational efficiency, enabling customers to accelerate secure financial inclusion and reach and serve a broader base of users worldwide.

With team members from over twenty nationalities in ten countries across North America, Europe, Asia, and Africa, Trust Stamp trades on the Nasdaq Capital Market (Nasdaq: IDAI).

Safe Harbor Statement: Caution Concerning Forward-Looking Remarks 

All statements in this release that are not based on historical fact are “forward-looking statements” including within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The information in this announcement may contain forward-looking statements and information related to, among other things, the company, its business plan and strategy, and its industry. These statements reflect management’s current views with respect to future events-based information currently available and are subject to risks and uncertainties that could cause the company’s actual results to differ materially from those contained in the forward-looking statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. The company does not undertake any obligation to revise or update these forward-looking statements to reflect events or circumstances after such date or to reflect the occurrence of unanticipated events.

FAQ

What financing did Trust Stamp (IDAI) complete in Q4 2025 and why?

They completed a financing combining S3 placements and a warrant inducement, to provide working capital for 2026 growth. According to the company, proceeds support planned acquisitions, customer expansion, and service growth to accelerate go-to-market capacity.

What are the terms and dilution impact of the two M&A LOIs announced by Trust Stamp (IDAI)?

Both LOIs are non-binding and structured with no cash consideration; proposed dilution is under 2.5%. According to the company, one would be an outright purchase and the other a 50% stake with close integration if consummated.

What commercial traction does Trust Stamp (IDAI) have for its IT2 product in Africa?

Trust Stamp received its first IT2 purchase order from an African telecom, targeting one market initially. According to the company, the customer could drive a 7-figure ARR once transaction flows mature and scope expands.

What progress has Trust Stamp (IDAI) made on the WoW and StableKey products and launch timing?

The WoW MVP was delivered and an LOI signed with a Nasdaq company; the Director of Innovation relocated to Switzerland. According to the company, visible launches for StableKey and WoW are planned in Q1–Q2 2026 if product-market fit is established.

How material is the anchor banking relationship to Trust Stamp (IDAI) revenue for 2026?

The multi-year engagement was extended and includes guaranteed minimums, estimated to generate between $2.4MM and $2.7MM gross annually in 2026. According to the company, the relationship includes provisions for pre-approval of additional services.