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Applied Energetics (AERG) revenue plunges as losses widen and going concern risk flagged

(Moderate)
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

Applied Energetics, Inc. reported very limited revenue and widening losses for the six months ended June 30, 2026. Revenue was $62,000, down sharply from $280,088 a year earlier as two U.S. government contracts remain unfunded and work under them is suspended.

The company recorded a net loss of $8,086,485, compared with $6,891,415 in the prior-year period, driven by higher general and administrative expenses of $6,700,295 and increased research and development spending of $1,074,275, partly offset by lower selling and marketing costs. Operating cash outflow was $5,124,054.

At June 30, 2026, cash and cash equivalents were $1,116,916, working capital was $811,352, and total assets were $4,069,180. Management states that recurring losses, negative operating cash flow and reliance on new capital raise substantial doubt about the company’s ability to continue as a going concern. The company is pursuing additional equity financing and continues to invest heavily in its ultrashort pulse laser and directed energy technologies.

Positive

  • None.

Negative

  • Substantial doubt about going concern: management and auditors state that recurring losses, negative operating cash flows and funding uncertainty raise substantial doubt about the company’s ability to continue as a going concern for one year from issuance.
  • Revenue dropped about 78%: six‑month revenue fell to $62,000 from $280,088 as key government contracts remain unfunded and work is suspended, leaving the business highly dependent on new awards and internal R&D.
  • Net loss increased 17%: six‑month net loss widened to $8,086,485 from $6,891,415, reflecting higher general and administrative and R&D spending despite sharply lower revenue, pressuring capital needs.
  • Material weakness in internal control: management concluded internal control over financial reporting was not effective as of June 30, 2026 due to lack of segregation of duties and formalized policies, with remediation still in progress.

Filing Explained

The reported $2 million financing remains an unclosed liability, so its equity terms and any related issuance are not yet established.

This Form 10-Q is an unaudited interim report. After June 30, 2026, the company received $2 million from an equity offering, but it had not delivered countersigned subscription agreements or closed the financing when the filing was issued.

The proceeds are therefore recorded as a liability, not equity, and the final terms remain subject to change. The filing does not establish that this financing has become completed equity or that related issuance terms are fixed.

As of August 12, 2026, the company reported 230,105,003 common shares outstanding. It also reported 33,995,081 outstanding options, 1,435,000 outstanding warrants, and 5,961,774 pre-funded warrants; pre-funded warrants convert to shares when exercised. If these instruments become common shares, the share count would increase and existing holders’ percentage ownership would decrease absent offsetting changes.

The company also reported 13,602 Series A convertible preferred shares outstanding, with approximately $447,638 of dividend arrears; each preferred share is convertible at the holder’s option under the stated conversion terms. Management concluded that internal controls over financial reporting were not effective as of June 30, 2026 because of a material weakness involving segregation of duties, written policies, and control-review evidence.

Remediation has begun but is not complete and remains subject to testing. The financing’s status will be resolved through delivery of countersigned agreements, a closing, and finalization of its terms; separately, the litigation trial described in the filing is scheduled to begin on December 1, 2026.

Six‑month Revenue $62,000 Revenue for the six months ended June 30, 2026
Six‑month Net Loss $8,086,485 Net loss for the six months ended June 30, 2026
Operating Cash Outflow $5,124,054 Net cash used in operating activities for the six months ended June 30, 2026
Cash and Cash Equivalents $1,116,916 Cash and cash equivalents balance at June 30, 2026
Working Capital $811,352 Excess of current assets over current liabilities at June 30, 2026
Stock‑based Compensation $2,682,337 Total stock-based compensation expense for the six months ended June 30, 2026
Total Assets $4,069,180 Total assets as of June 30, 2026
Accounts Receivable $81,000 Accounts receivable, net, at June 30, 2026
going concern financial
"Such conditions raise substantial doubts about the company’s ability to continue as a going concern"
Going concern is the accounting assumption that a company will keep operating and meeting its obligations for the foreseeable future. The phrase matters most when a company or its auditors disclose substantial doubt about it, a formal warning that the business may not have enough resources to continue without raising money, restructuring, or selling assets. That language in a filing or press release signals elevated financial risk.
restricted cash financial
"In June 2026 the company deposited $75,000 into a bank account recorded as restricted cash"
Cash that a company holds but cannot use for day-to-day operations because it is set aside for a specific purpose—such as meeting loan covenants, serving as collateral, funding an escrow, or complying with regulations. Like money in a locked savings account earmarked for a bill, restricted cash reduces the cash available to run the business and pay dividends or debts, so investors treat it differently when assessing a company’s true short-term financial strength.
stock-based compensation financial
"Total stock-based compensation expense for grants to officers, employees and consultants was $2,682,337"
Stock-based compensation is when a company pays employees, directors or consultants with shares or the right to buy shares instead of or in addition to cash. It matters to investors because issuing stock or options spreads ownership thinner (like cutting a pie into more slices), which can reduce each existing share’s claim on profits and can also change reported earnings; investors watch it to assess true cost of running the business and how management is incentivized.
Ultrashort Pulse technical
"Leveraging our proprietary fiber-based architecture and wavelength- and pulse-agility capability, our Ultrashort Pulse technology"
prefunded warrants financial
"The company assessed the pre-funded warrants for appropriate balance sheet classification and concluded that the pre-funded warrants are freestanding equity-linked"
Prefunded warrants are a security that gives the holder the right to convert the warrant into a share after paying a very small remaining amount because almost the full purchase price was paid upfront. They matter to investors because exercising them increases the company’s outstanding shares (dilution) and can provide immediate cash to the issuer while allowing holders to bypass ownership limits or simplify timing, similar to buying a nearly-complete gift card that only needs a tiny top-up to use.
material weakness financial
"This assessment also took into consideration a material weakness cited by our auditors"
A material weakness is a significant flaw in the systems and checks a company uses to ensure its financial reports are accurate, meaning errors or fraud could happen and not be caught. For investors it matters because it raises the risk that reported results are unreliable—similar to finding a hole in a ship’s hull—potentially leading to corrected financials, regulatory action, reduced trust, and negative effects on stock value and borrowing costs.

FAQ

How much revenue did Applied Energetics (AERG) generate in the first half of 2026?

Applied Energetics generated $62,000 in revenue for the six months ended June 30, 2026, down from $280,088 a year earlier. The decline reflects two government contracts that became unfunded, leading the company to suspend work under those contracts while continuing related internal R&D.

What was Applied Energetics’ (AERG) net loss for the six months ended June 30, 2026?

The company reported a net loss of $8,086,485 for the six months ended June 30, 2026, compared with $6,891,415 in the prior-year period. The higher loss was driven mainly by increased general and administrative and research and development expenses amid sharply reduced revenue.

What is the liquidity position of Applied Energetics (AERG) as of June 30, 2026?

As of June 30, 2026, Applied Energetics had $1,116,916 in cash and cash equivalents, current assets of $2,209,680 and current liabilities of $1,398,328, resulting in working capital of about $811,352. Operating activities used $5,124,054 of cash during the first six months of 2026.

Does Applied Energetics (AERG) face going concern risks?

Yes. Management states that recurring losses and negative operating cash flows raise substantial doubt about the company’s ability to continue as a going concern for one year from issuance. The assessment also cites limited contract activity and reliance on raising additional capital to fund operations.

How much is Applied Energetics (AERG) spending on research and development?

Research and development expenses were $1,074,275 for the six months ended June 30, 2026, up from $659,225 a year earlier. The increase reflects higher labor costs and specialized materials and optical components for prototype design and development of ultrashort pulse laser technologies.

What internal control issues did Applied Energetics (AERG) disclose?

Management concluded internal control over financial reporting was not effective as of June 30, 2026, citing a material weakness related to lack of segregation of duties, written policies and procedures, and evidence of control review. An independent consultant has been engaged and remediation efforts are underway.

Did Applied Energetics (AERG) raise any capital after June 30, 2026?

After June 30, 2026, the company received $2 million of cash from investors in connection with an equity offering. Because countersigned subscription agreements and final terms were not yet completed, the proceeds were classified as a liability and will be reclassified to equity once terms are finalized.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 10-Q

 

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the quarterly period ended June 30, 2026

 

OR

 

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 001-14015

 

APPLIED ENERGETICS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware   77-0262908
(State or Other Jurisdiction of
Incorporation or Organization)
  (IRS Employer
Identification Number)
     
9070 S. Rita RoadSuite 1500
TucsonArizona
  85747
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (520) 628-7415

  

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 for such shorter period that the registrant was required to file such reports), (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 and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer: Accelerated filer:
Non-accelerated filer: Smaller reporting company:
    Emerging growth company

 

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 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

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading Symbol(s)   Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share   AERG   OTCQB

 

As of August 12, 2026, there were 230,105,003 shares of the issuer’s common stock, par value $0.001 per share, outstanding.

 

 

 

 

 

 

APPLIED ENERGETICS, INC.
QUARTERLY REPORT ON FORM 10-Q

 

TABLE OF CONTENTS

 

PART I. FINANCIAL INFORMATION
 
ITEM 1. Condensed Consolidated Unaudited Financial Statements 1
     
  Condensed Consolidated Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 2025 1
     
  Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2026 and 2025 (Unaudited) 2
     
  Condensed Consolidated Statements of Stockholders’ Equity for the three and six months ended June 30, 2026 and 2025 (Unaudited) 3
     
  Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025 (Unaudited) 4
     
  Notes to Condensed Consolidated Unaudited Financial Statements 5
     
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 19
     
ITEM 4. Controls and Procedures 27
     
PART II. OTHER INFORMATION
 
ITEM 1. Legal Proceedings 28
     
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds 28
     
ITEM 5 Other Information 28
     
ITEM 6. Exhibits 28
     
SIGNATURES 29

 

i

 

 

PART I. FINANCIAL INFORMATION

 

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

APPLIED ENERGETICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

 

    June 30,     December 31,  
    2026     2025  
    (unaudited)        
Assets            
Current assets            
Cash and cash equivalents   $ 1,116,916     $ 6,436,082  
Restricted cash     75,000       -  
Accounts receivable, net     81,000       -  
Other assets     936,764       533,382  
Total current assets     2,209,680       6,969,464  
                 
Long-term assets                
Property and equipment - net     1,172,355       1,267,037  
Right of use asset – operating lease     670,141       811,153  
Security deposits     17,004       17,004  
Total long-term assets     1,859,500       2,095,194  
Total assets   $ 4,069,180     $ 9,064,658  
                 
Liabilities and Stockholders’ Equity                
Current liabilities                
Accounts payable   $ 539,961     $ 220,908  
Notes payable     202,554       48,000  
Operating lease liability - current     307,431       281,162  
Accrued expenses     200,303       242,197  
Deferred revenue     100,000       -  
Accrued dividends    

48,079

      48,079  
Total current liabilities     1,398,328       840,346  
                 
Long-term liabilities                
Operating lease liability - non-current     485,431       664,542  
Total long-term liabilities     485,431       664,542  
Total liabilities     1,883,759       1,504,888  
                 
Commitments and Contingencies                
                 
Stockholders’ Equity                
Series A convertible preferred stock, $.001 par value, 2,000,000 shares authorized and 13,602 shares issued and outstanding at June 30, 2026 and December 31, 2025 (Liquidation preference $340,050 and $340,050, respectively)     14       14  
Common stock, $.001 par value, 500,000,000 shares authorized; 229,960,003 and 229,580,642 shares issued and outstanding at June 30, 2026 and December 31, 2025, respectively     229,962       229,583  
Additional paid-in capital     144,903,912       142,192,155  
Accumulated deficit     (142,948,467 )     (134,861,982 )
Total stockholders’ equity     2,185,421       7,559,770  
                 
Total Liabilities and Stockholders’ Equity   $ 4,069,180     $ 9,064,658  

  

See accompanying notes to condensed consolidated financial statements (unaudited).

 

1

 

 

APPLIED ENERGETICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

    For the Three months Ended     For the Six months Ended  
  June 30,     June 30,  
  2026     2025     2026     2025  
Revenue   $ 62,000     $ 70,335     $ 62,000     $ 280,088  
Cost of revenue     21,570       47,490       21,570       111,404  
Gross profit     40,430       22,845       40,430       168,684  
Operating expenses                                
General and administrative     3,417,507       2,823,159       6,700,295       5,432,847  
Selling and marketing     223,330       649,260       395,609       968,044  
Research and development     699,234       336,178       1,074,275       659,225  
Total operating expenses          4,340,071       3,808,597            8,170,179            7,060,116  
                                 
OPERATING LOSS     (4,299,641 )     (3,785,752 )     (8,129,749 )     (6,891,432 )
                                               
Other income/(expense)                                                
Other income     20,879       3       43,264       17  
Total other income/(expense)     20,879       3       43,264       17  
                                               
Loss before provision for income taxes     (4,278,762 )     (3,785,749 )     (8,086,485 )     (6,891,415 )
                                               
Provision for income taxes     -       -       -       -  
                                               
Net loss     (4,278,762 )     (3,785,749 )     (8,086,485 )     (6,891,415 )
                                 
Preferred stock dividends     (8,501 )     (8,501 )     (17,003 )     (17,003 )
                                 
Net loss attributable to common stockholders   $ (4,287,263 )   $ (3,794,250 )   $ (8,103,488 )   $ (6,908,418 )
                                 
Net loss attributable to common stockholders per common share – basic and diluted   $ (0.02 )   $ (0.02 )   $ (0.04 )   $ (0.03 )
                                 
Weighted average number of common shares outstanding     229,899,679       222,134,024       229,798,551       220,292,048  

  

See accompanying notes to condensed consolidated financial statements (unaudited).

 

2

 

 

APPLIED ENERGETICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ (DEFICIT) EQUITY

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 AND 2025

(Unaudited)

 

    Preferred Stock     Common Stock     Additional
Paid-In
    Accumulated     Total
Stockholders’
(Deficit)
 
    Shares     Amount     Shares     Amount     Capital     Deficit     Equity  
Balance at December 31, 2025     13,602     $ 14       229,580,642     $ 229,583     $ 142,192,155     $ (134,861,982 )   $ 7,559,770  
Stock-based compensation     -       -       -       -       1,348,232       -       1,348,232  
Common stock issued on exercise of options     -       -       217,463       217       20,162       -       20,379  
Common stock issued for settlement of restricted stock units     -       -       11,667       12       (12 )     -       -  
Common stock withheld to cover income tax withholding obligations     -       -       (3,751 )     (4 )     (4,659 )     -       (4,663 )
Shares issued for consulting services     -       -       -       -       -       -       -  
Net loss for the period ended March 31, 2026     -       -       -       -       -       (3,807,723 )     (3,807,723 )
Balance at March 31, 2026     13,602     $ 14       229,806,021     $ 229,808     $ 143,555,878     $ (138,669,705 )   $ 5,115,995  
                                                         
Stock-based compensation     -       -       -       -       1,334,105       -       1,334,105  
Common stock issued on exercise of options     -       -       153,982       154       13,929       -       14,083  
Net loss for the period ended June 30, 2026     -       -       -       -       -       (4,278,762 )     (4,278,762 )
Balance at June 30, 2026     13,602     $ 14       229,960,003     $ 229,962     $ 144,903,912     $ (142,948,467 )   $ 2,185,421  

 

    Preferred Stock     Common Stock     Additional
Paid-In
    Accumulated     Total
Stockholders’
(Deficit)
 
    Shares     Amount     Shares     Amount     Capital     Deficit     Equity  
Balance at December 31, 2024     13,602     $ 14       213,860,508     $ 213,861     $ 120,168,124     $ (119,989,252 )   $ 392,747  
Stock-based compensation     -       -       -       -       912,593       -       912,593  
Common stock issued on exercise of options     -       -       30,000       30       11,970       -       12,000  
Issuance of common stock under the market offering     -       -       4,272,334       4,272       3,199,978       -       3,204,250  
Common stock issued for settlement of restricted stock units     -       -       11,667       12       (12 )     -       -  
Common stock withheld to cover income tax withholding obligations     -       -       (3,693 )     (4 )     (2,729 )     -       (2,733 )
Shares issued for consulting services     -       -       80,000       80       79,120       -       79,200  

Proceeds from issuance of prefunded warrants

                    3,738,318      

3,738

     

2,796,262

             

2,800,000

 
Net loss for the period ended March 31, 2025     -       -       -       -       -       (3,105,666 )     (3,105,666 )
Balance at March 31, 2025     13,602     $ 14      

221,989,134

    $

221,9891

    $

127,165,306

    $ (123,094,918 )   $ 4,292,391  
                                                         
Stock-based compensation     -       -       -       -       1,098,971       -       1,098,971  
Common stock issued on exercise of options     -       -       210,000       210       26,690       -       26,900  
Common stock issued on exercise of warrants     -       -       50,000       50       2,950       -       3,000  
Shares issued for consulting services     -       -       80,000       80       63,920       -       64,000  
Net loss for the period ended June 30, 2025     -       -       -       -       -       (3,785,749 )     (3,785,749 )
Balance at June 30, 2025     13,602     $ 14      

222,329,134

    $

222,329

    $

128,357,837

    $ (126,880,667 )   $ 1,699,513  

 

See accompanying notes to condensed consolidated financial statements (unaudited).

 

3

 

 

APPLIED ENERGETICS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

    For the Six months Ended
June 30,
 
    2026     2025  
Cash Flows From Operating Activities            
Net loss   $ (8,086,485 )   $ (6,891,415 )
Adjustments to reconcile net loss to net cash used in operating activities:                
Noncash stock-based compensation expense     2,682,337       2,154,764  
Amortization of ROU assets     141,012       128,834  
Depreciation     175,147       114,203  
Amortization of prepaid assets     102,500       38,393  
Changes in assets and liabilities:                
Accounts receivable     (81,000 )     335,839  
Prepaid and deposits     -       (65,141 )
ROU liabilities     (152,842 )     (122,639 )
Other assets     (281,882 )     -  
Accounts payable     319,053       124,568  
Deferred Revenue     100,000          
Accrued expenses and compensation     (41,894 )     54,931  
Net cash used in operating activities     (5,124,054 )     (4,127,663 )
                 
Cash Flows From Investing Activities                
Purchase of equipment     (80,465 )     (1,151,563 )
Net cash used in investing activities     (80,465 )     (1,151,563 )
                 
Cash Flows From Financing Activities                
Repayment on notes payable     (69,446 )     (63,325 )
Proceeds from issuance of common stock under the market offering     -       6,004,250  
Tax withholdings related to net share settlement of RSU’s     (4,663 )     (2,733 )
Proceeds from the exercise of stock options and warrants     34,462       41,900  
Net cash provided by financing activities     (39,647 )     5,980,093  
                 
Net change in cash and cash equivalents     (5,244,166 )     700,867  
                 
Cash and cash equivalents, beginning of period     6,436,082       164,812  
Cash, cash equivalents, and restricted cash at end of period   $ 1,191,916     $ 865,679  
                 
Supplemental disclosure of cash flow information                
Cash paid for interest   $ 2,158     $ 686  
Cash paid for taxes   $ -     $ -  
                 
Non-cash investing and financing activities                
Insurance financing for prepaid insurance   $ 224,000     $ 160,000  

  

See accompanying notes to condensed consolidated financial statements (unaudited).

 

4

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 1 – ORGANIZATION OF BUSINESS, GOING CONCERN AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Basis of Presentation

 

The unaudited condensed consolidated financial statements include the accounts of Applied Energetics, Inc. and its wholly owned subsidiary North Star Power Engineering, Inc. (“North Star”) (collectively, “company,” “Applied Energetics,” “we,” “our” or “us”). All intercompany balances and transactions have been eliminated.

 

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information, the instructions for Form 10-Q and the rules and regulations of the SEC. Accordingly, since they are interim statements, the accompanying unaudited condensed consolidated financial statements do not include all of the information and notes required by GAAP for annual financial statements, but reflect all adjustments consisting of normal, recurring adjustments, that are necessary for a fair presentation of the financial position, results of operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results that may be expected for any future periods. The December 31, 2025, balance sheet information was derived from the audited financial statements as of that date. The interim unaudited condensed consolidated financial statements should be read in conjunction with the company’s audited consolidated financial statements contained in our Annual Report on Form 10-K.

 

Going Concern

 

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business.

 

For the six months ended June 30, 2026, the company incurred a net loss of $8,086,485, had negative cash flows from operations of $5,124,054 and may incur additional future losses due to limited contract activity. At June 30, 2026, the company had total current assets of $2,209,680 and total current liabilities of $1,398,328, resulting in working capital of $811,352. At June 30, 2026, the company had cash and cash equivalents of $1,116,916.

 

Based on the company’s current business plan, it believes its cash balance as of the date of this filing, together with anticipated revenues from government contracts, will be sufficient to meet its anticipated cash requirements for the near term. However, there can be no assurance that the current business plan will be achievable. Such conditions raise substantial doubts about the company’s ability to continue as a going concern for one year from the date the financial statements are issued. 

 

The company’s existence depends upon management’s ability to develop profitable operations. Management is devoting substantially all of its efforts to developing its business and raising capital and there can be no assurance that management’s efforts will result in profitable operations or enable it to overcome future liquidity concerns. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability of assets, the amount or classification of liabilities or otherwise that might be necessary should the company be unable to continue as a going concern.

 

5

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

Trade conditions, such as unusually high and fluctuating tariffs, exacerbated supply chain shutdowns and delays, contribute to this uncertainty. Additionally, Russia’s military action in Ukraine, war in the Middle East, and related economic sanctions around the globe, could impact the company’s ability to source necessary supplies and equipment which could materially and adversely affect its ability to continue as a going concern. In addition, the company’s ability to continue as a going concern may depend on its ability to raise capital, which may be impacted by these events, including as a result of increased market volatility, or decreased market liquidity. This may result in third-party financing being unavailable on terms acceptable to the company or at all. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

To further improve its liquidity position, the company’s management continues to explore additional equity financing through discussions with investment bankers and private investors. The company may be unsuccessful in its effort to secure additional equity financing. The financial statements do not include any adjustments relating to the recoverability of assets and the amount or classification of liabilities that might be necessary should the company be unable to continue as a going concern.

 

Applied Energetics, Inc. is a corporation organized and existing under the laws of the State of Delaware. Our headquarters is located at 9070 S. Rita Road Suite 1500, Tucson, Arizona, 85747, including office and laboratory space, and our telephone number is (520) 628-7415.

 

Use of Estimates

 

The preparation of unaudited condensed financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management bases its assumptions on historical experiences and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. In addition, management considers the basis and methodology used in developing and selecting these estimates, the trends in and amounts of these estimates, specific matters affecting the amount of and changes in these estimates, and any other matters related to these estimates, including significant issues concerning accounting principles and financial statement presentation. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein. Significant estimates include revenue recognition, carrying amounts of long-lived assets, valuation assumptions for share-based payments, evaluation of debt modification accounting, effective borrowing rate determinations, analysis of fair value transferred upon debt extinguishment, valuation and calculation of measurements of income tax assets and liabilities.

 

Net Loss Attributable to Common Stockholders

 

Basic loss per common share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding for the period before giving effect to stock options, stock warrants, restricted stock units and convertible securities outstanding, which are considered to be dilutive common stock equivalents. Diluted net loss per common share is calculated based on the weighted average number of common and potentially dilutive shares outstanding during the period after giving effect to dilutive common stock equivalents. Contingently issuable shares are included in the computation of basic loss per share when issuance of the shares is no longer contingent. The number of shares underlying warrants, options, restricted stock units and our Series A Convertible Preferred Stock, which were not included in the computation of earnings per share because the effect was antidilutive, was 38,541,176 and 38,095,394 for the six months ended June 30, 2026 and 2025, respectively.

 

6

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

Significant Concentrations and Risks

 

We maintain cash balances at a commercial bank, and, at times, balances exceed FDIC limits. As of June 30, 2026, $863,651 was uninsured.

 

NOTE 2 – NEW ACCOUNTING STANDARDS

 

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03 Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement Expenses. The guidance in ASU 2024-03 requires public business entities to disclose in the notes to the financial statements, among other things, specific information about certain costs and expenses including purchases of inventory; employee compensation; and depreciation, amortization and depletion expenses for each caption on the income statement where such expenses are included. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted, and the amendments may be applied prospectively to reporting periods after the effective date or retrospectively to all periods presented in the financial statements. The company is currently evaluating the provisions of this guidance and assessing the potential impact on the company’s financial statement disclosures

 

In March 2024, FASB issued Accounting Standards Update (“ASU”) 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements. The amendments remove references to various FASB Concepts Statements from the Accounting Standards Codification to avoid unintended reliance on non-authoritative guidance. ASU 2024-02 is effective for public business entities for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years. The adoption of this standard did not have an impact on the Company’s consolidated financial position, results of operations, or cash flows, but resulted in expanded income tax disclosures in the notes to the consolidated financial statements.

 

In December 2023, FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. This guidance is intended to enhance the transparency and decision-usefulness of income tax disclosures. The amendments in ASU 2023-09 address investor requests for enhanced income tax information primarily through changes to disclosure regarding rate reconciliation and income taxes paid both in the U.S. and in foreign jurisdictions. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 on a prospective basis, with the option to apply the standard retrospectively. Early adoption is permitted. The adoption of this standard did not have an impact on the Company’s consolidated financial position, results of operations, or cash flows, but resulted in expanded income tax disclosures in the notes to the consolidated financial statements.

 

No other new accounting pronouncements recently adopted or issued had or are expected to have a material impact on the consolidated financial statements.

 

NOTE 3 – RESTRICTED CASH

 

In June 2026 the company deposited $75,000 into a bank account in order for it to obtain a company credit card for purchases of equipment and materials. The limit on the credit card has the same limit as the amount of the deposit. The amount is deposited in an interest bearing account and is collateral which could be used by the issuer of the credit card should the company be in default of repayment of a balance on the credit card. The company has the right to reduce the credit limit of the credit card at any time and the balance of the restricted cash will be reduced accordingly to the revised credit limit.

 

NOTE 4 – OTHER ASSETS

 

Other assets consisted of the following as of June 30, 2026 and December 31, 2025:

 

    As of
June 30,
    As of
December 31,
 
    2026     2025  
Prepaid Expenses   $ 630,520     $ 430,882  
Prepaid Insurance     286,000       102,500  
Prepaid Consumables     20,244       -  
Total other assets   $ 936,764     $ 533,382  

 

7

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 5 – PROPERTY AND EQUIPMENT – NET

 

Property and equipment – net consisted of the following as of June 30, 2026 and December 31, 2025:

 

    As of
June 30,
    As of
December 31,
 
    2026     2025  
Lab equipment   $ 790,420     $ 763,011  
Battle Lab Equipment     1,108,334       1,102,941  
Software     442,310       442,310  
Furniture and fixtures     24,143       24,143  
Computer equipment     171,641       161,978  
Other Property Used for Transportation     49,200       11,200  
Total property and equipment     2,586,048       2,505,583  
Less: Accumulated depreciation     (1,413,693 )     (1,238,546 )
Property and equipment, net   $ 1,172,355     $ 1,267,037  

 

Depreciation expense for the six months ended June 30, 2026 and 2025, was $175,147 and $114,203, respectively.

 

NOTE 6 – SECURITY DEPOSITS

 

As of June 30, 2026 and December 31, 2025, the company had security deposits totaling $17,004 which primarily consist of amounts paid under office and facility lease agreements. These deposits are refundable upon lease termination, subject to the terms of the underlying agreements. The security deposits are classified as non-current assets, as the leases are not expected to terminate within the next twelve months.

 

NOTE 7 – ACCRUED EXPENSES

 

Accrued expenses consisted of the following as of June 30, 2026 and December 31, 2025:

 

    As of
June 30,
    As of
December 31,
 
    2026     2025  
Accrued payroll   $ 127,837     $ 148,218  
Accrued PTO     52,840       55,673  
Accrued taxes     8,228       26,832  
Accrued other     11,398       11,474  
Total accrued expenses   $ 200,303     $ 242,197  

  

NOTE 8 – NOTES PAYABLE

 

Premium Financing

 

On June 9, 2026, the company entered into an agreement with a lender to provide financing in the amount of $224,000 for the insurance premiums associated with two D&O policies. Both policies commenced June 12, 2026, and provide coverage for the next 12 months, expiring June 11, 2027. The loan bears interest at a fixed rate of 11.56% per annum. The company was required to prepay $62,000 and it is included on the balance sheet as other asset. On July 12, 2026, the company commenced monthly principal and interest payments of $23,604. The term of the loan is 10 months. Total payments will be $236,040 and the last payment is scheduled to be made on or before April 12, 2027. As of June 30, 2026, the outstanding balance on the note was $202,554.

 

On June 12, 2025, the company entered into an agreement with Oakwood D&O Insurance to provide financing in the amount of $160,000 for the insurance premiums associated with two D&O policies. Both policies commenced June 12, 2025, and provide coverage for the next 12 months, expiring June 11, 2026. The loan bears interest at a fixed rate of 9.250% per annum. The company was required to prepay $45,000, and it is included on the balance sheet as other asset. On July 12, 2025, the company commenced monthly principal and interest payments of $16,686 which was the first of ten installments aggregating $166,860, the last payment is scheduled to be made on or before April 12, 2026. At December 31, 2025 the outstanding balance on the note was $48,000 and at June 30, 2026, the outstanding balance on the note was $0.

 

8

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

Notes Payable Reconciliation

 

The following reconciles notes payable as of June 30, 2026, and December 31, 2025:

 

    June 30,
2026
    December 31,
2025
 
Beginning balance   $ 48,000     $ 47,325  
Notes payable     224,000       160,000  
Payments on notes payable     (69,446 )     (159,325 )
Total     202,554       48,000  
Less-Notes payable – current     202,554       48,000  
Notes payable – non-current   $ -     $ -  

  

NOTE 9 – STOCKHOLDERS’ EQUITY

 

Stock Issuances

 

During the six months ended June 30, 2026, the company issued 314,882 shares of common stock upon the exercise of 314,882 options at an exercise price of $0.07 a share. As a result, the company received $22,042 in cash proceeds as part of the transaction.

 

During the six months ended June 30, 2026, the company issued 30,000 shares of common stock upon the exercise of 30,000 options at an exercise price of $0.07 a share. As a result, the company received $2,100 in cash proceeds as part of the transaction.

 

During the six months ended June 30, 2026, the company issued 20,000 shares of common stock upon the exercise of 20,000 options at an exercise price of $0.40 a share. As a result, the company received $8,000 in cash proceeds as part of the transaction.

 

During the six months ended June 30, 2026, the company issued 6,600 shares of common stock upon the exercise of 6,600 options at an exercise price of $0.35 a share. As a result, the company received $2,310 in cash proceeds as part of the transaction.

 

During the six months ended June 30, 2025, the company completed the placement of 8,010,652 shares of its common stock, par value, $0.001 per share, of which 3,738,318 were underlying pre-funded common stock purchase warrants, in a private sale to individual purchasers at a price of $0.75 per share (or $0.749 per underlying share for pre-funded warrants), for aggregate proceeds in the approximate amount of $6,004,250.

 

During the six months ended June 30, 2025, the company issued 50,000 shares of common stock upon the exercise of 50,000 options at an exercise price of $0.40 a share, for proceeds in the amount of $20,000.

 

During the six months ended June 30, 2025, restricted stock units covering 11,667 shares of the company’s common stock vested. The company issued 11,667 shares of common stock, and withheld 3,693 shares of common stock from the holder pursuant to their restricted stock unit agreement to cover its tax withholding obligation of $2,733.

 

During the six months ended June 30, 2025, the company issued 160,000 shares of common stock to consultants in exchange for services rendered. During the six months ended June 30, 2025, the company recognized stock compensation expense of $143,200.

 

During the six months ended June 30, 2025, the company issued 50,000 shares of common stock upon exercise of warrants at an exercise price of $ 0.06 per share for proceeds in the amount of $3,000.

 

During the six months ended June 30, 2025, the company issued 170,000 shares of common stock upon the exercise of 170,000 options at an exercise price of $0.07 a share. As a result, the company received $11,900 in cash proceeds as part of the transaction.

 

During the six months ended June 30, 2025, the company issued 20,000 shares of common stock upon the exercise of 20,000 options at an exercise price of $0.35 a share. As a result, the company received $7,000 in cash proceeds as part of the transaction.

 

9

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

During the six months ended June 30, 2026, restricted stock units covering 11,667 shares of the company’s common stock vested. The company issued 11,667 shares and withheld 3,751 shares of common stock from the holder pursuant to their restricted stock unit agreement to cover its tax withholding obligation of $4,663.  

 

Preferred Stock

 

As of June 30, 2026, and December 31, 2025, there were 13,602 shares of Series A Redeemable Convertible Preferred Stock (the “Series A Preferred Stock”) issued and outstanding, respectively. The company has not paid the dividends commencing with the quarterly dividend due August 1, 2013. Dividend arrearages as of June 30, 2026, including previously accrued dividends of $48,079 included in our balance sheet total approximately $447,638. The company’s Board of Directors suspended the declaration of the dividend, commencing with the dividend payable as of February 1, 2015, since the company did not have a surplus (as such term is defined in the Delaware general corporation Law) as of December 31, 2014, until such time as we have a surplus or net profits for a fiscal year.

 

The Series A Preferred Stock has a liquidation preference of $25.00 per Share. The Series A Preferred Stock bears dividends at the rate of 6.5% of the liquidation preference per share per annum, which accrues from the date of issuance, and is payable quarterly. Dividends may be paid in: (i) cash, (ii) shares of our common stock (valued for such purpose at 95% of the weighted average of the last sales prices of our common stock for each of the trading days in the ten trading day period ending on the third trading day prior to the applicable dividend payment date), provided that the issuance and/or resale of all such shares of our common stock are then covered by an effective registration statement and the company’s common stock is listed on a U.S. national securities exchange or the Nasdaq Stock Market at the time of issuance or (iii) any combination of the foregoing. If the company fails to make a dividend payment within five business days following a dividend payment date, the dividend rate shall immediately and automatically increase by 1% from 6.5% of the liquidation preference per offered share of Series A preferred stock to 7.5% of such liquidation preference. If a payment default shall occur on two consecutive dividend payment dates, the dividend rate shall immediately and automatically increase to 10% of the liquidation preference for as long as such payment default continues and shall immediately and automatically return to the Initial dividend rate at such time as the payment default is no longer continuing.

 

Each share of Series A Preferred Stock is convertible at any time at the option of the holder into a number of shares of common stock equal to the liquidation preference (plus any unpaid dividends for periods prior to the dividend payment date immediately preceding the date of conversion by the holder) divided by the conversion price (initially $12.00 per share, subject to adjustment in the event of a stock dividend or split, reorganization, recapitalization or similar event). If the closing sale price of the common stock is greater than 140% of the conversion price on 20 out of 30 trading days, the company may redeem the Series A Preferred Stock in whole or in part at any time through October 31, 2010, upon at least 30 days’ notice, at a redemption price, payable in cash, equal to 100% of the liquidation preference of the shares to be redeemed, plus unpaid dividends thereon to, but excluding, the redemption date, subject to certain conditions. In addition, beginning November 1, 2010, the company may redeem the Series A Preferred Stock in whole or in part, upon at least 30 days’ notice, at a redemption price, payable in cash, equal to 100% of the liquidation preference of the Series A Preferred Stock to be redeemed, plus unpaid dividends thereon to, but excluding, the redemption date, under certain conditions.

 

If a change of control occurs, each holder of shares of Series A Convertible Preferred Stock that are outstanding immediately prior to the change of control shall have the right to require the corporation to purchase, out of legally available funds, any outstanding shares of Series A Convertible Preferred Stock at the defined purchase price. The purchase price is defined as: per share of Preferred Stock, 101% of the liquidation preference thereof, plus all unpaid and accumulated dividends, if any, to the date of purchase thereof. The purchase price is payable, at the corporation’s option, (x) in cash, (y) in shares of the common stock at a discount of 5% from the fair market value of Common Stock on the Purchase Date (i.e. valued at 95% of the fair market value of the Common Stock on the Purchase Date), or (z) any combination thereof.

 

10

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

If the Corporation pays all or a portion of the Purchase Price in Common Stock, no fractional shares of Common Stock will be issued; instead, the company will round the applicable number of shares of Common Stock up to the nearest whole number of shares; provided that the Corporation may pay the Purchase Price (or a portion thereof), whether in cash or in shares of Common Stock, only if the Corporation has funds legally available for such payment and may pay the Purchase Price (or a portion thereof) in shares of its Common Stock only if (i) the Common Stock is listed on a U.S. national securities exchange or the Nasdaq Stock Market at the time of issuance and (ii) a shelf registration statement covering the issuance by the Corporation and/or resales of the Common Stock issuable as payment of the Purchase Price is effective on the Payment Date unless such shares are eligible for immediate resale in the public market by non-affiliates of the Corporation.

 

Stock Option and Stock Issuance Plan

 

Effective November 12, 2018, the company’s Board of Directors adopted the 2018 Incentive Stock Plan. The plan provides for the allocation and issuance of stock, restricted stock purchase offers and options (both incentive stock options and non-qualified stock options) to officers, directors, employees and consultants of the company. The board reserved a total of 50,000,000 shares for possible issuance under the 2018 plan. Effective July 25, 2025, the Board of Directors adopted the 2025 Equity Incentive Plan, which was approved by the stockholders at the 2025 Annual Meeting. The board has reserved 35,000,000 shares plus any remaining shares under the 2018 plan for issuance under the 2025 plan. To date, no grants have been made under the 2025 plan.

 

The company has, from time to time, also granted non-plan options and restricted stock units to certain officers, directors, employees and consultants. Total stock-based compensation expense for grants to officers, employees and consultants was $2,682,337 and $2,154,764 for the six months ended June 30, 2026, and 2025, respectively, which was charged to general and administrative expense.

 

The $2,682,337 stock-based compensation for the six months ended June 30, 2026, was comprised of $1,846,810 option expense and $835,527 expense from the vesting of restricted stock.

 

As of June 30, 2026, the company has $8,396,432 of unrecognized compensation cost related to unvested stock options granted and outstanding, net of estimated forfeitures. The cost is expected to be recognized on a weighted average basis over a period of approximately six years.

 

11

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

The following table summarizes the activity of our stock options for the six months ended June 30, 2026:

 

    Shares     Weighted
Average
Exercise
Price
    Weighted
Average
Contractual
Term
Outstanding
    Intrinsic
Value
 
Outstanding at December 31, 2025     33,371,563     $ 0.42       5.43       -  
Granted     2,375,000       1.41       9.75       -  
Exercised     (371,482 )     0.09       2.66       (498,035 )
Forfeited or expired     (1,380,000 )     1.00       -       -  
Outstanding at June 30, 2026     33,995,081       .67       5.15       23,360,094  
Outstanding and exercisable at June 30, 2026     22,957,579       0.49       3.52       19,603,532  

 

We determine the fair value of option grant share-based awards at their grant date, using a Black-Scholes- Merton Option- Pricing Model applying the assumptions in the following table:

 

    Six Months
Ended
June 30,
    Six Months
Ended
June 30,
 
    2026     2025  
Assumptions:            
Risk-free interest rate     3.99-4.32 %     4.00-4.28 %
Expected dividend yield     0 %     0 %
Expected volatility     81.76-86.38 %     86.00-111.96 %
Expected life (in years)     6-7.25       6.5  

 

The fair value of restricted stock and restricted stock units was estimated using the closing price of our common stock on the date of award and recognized as an expense over the requisite service period. Restricted stock activity for the six months ended June 30, 2026, was as follows:

 

    Restricted Stock
Outstanding
 
    Shares     Weighted
Average
Fair Value
per Share at
Grant Date
 
Nonvested at December 31, 2025     3,057,121       2.44  
Granted – restricted stock units and awards     -       -  
Granted – performance-based stock units     -       -  
Canceled     -       -  
Vested     (11,667 )     (2.25 )
Nonvested at June 30, 2026     3,045,454     $ 2.45  

 

12

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

As of June 30, 2026, and December 31, 2025, there was $701,729 and $1,542,756 respectively in unrecognized stock- based compensation related to unvested restricted stock agreements, net of estimated forfeitures. The cost is expected to be recognized on a weighted average basis over a period of approximately 1.25 years.

 

On October 9, 2025, the company completed the placement of 5,995,674 shares of its common stock (or pre-funded warrants in lieu thereof) to a group of existing accredited investors at a purchase price of $1.80 per share. The pre-funded warrants are exercisable immediately upon issuance at a price of $0.001 per share until exercised. The company assessed the pre-funded warrants for appropriate balance sheet classification and concluded that the pre-funded warrants are freestanding equity-linked financial instruments that meet the criteria for equity classification under ASC 480 and ASC 815. Accordingly, they are classified as equity and accounted for as a component of common stock at the time of issuance. The company also determined that the prefunded warrants should be included in the determination of basic and diluted earnings per share in accordance with ASC 260, Earnings per Share. Accordingly, the tables below do not include prefunded warrants of 5,961,774 at June 30, 2026 and December 31, 2025.

 

Warrant stock activity for the six months ended June 30, 2026, was as follows:

 

    Warrant Activity  
          Weighted
Average
Exercise
    Weighted
Average
remaining
Contractual
Term
 
    Shares     Price     (years)  
Outstanding at December 31, 2025     1,435,000     $ 0.06       3.40  
Granted     -       -       -  
Exercised     -       -       -  
Forfeited     -       -       -  
Outstanding and exercisable at June 30, 2026     1,435,000     $ 0.06       2.90  

  

      Warrants Outstanding     Warrants Exercisable  
            Weighted
Avg.
Remaining
    Weighted           Weighted  
Range of     Shares     Contractual
Life in
    Avg.
Exercise
    Shares     Avg.
Exercise
 
Exercise Prices     Outstanding     Years     Price     Exercisable     Price  
$ 0.06       1,435,000       2.90     $ 0.06       1,435,000     $ 0.06  
          1,435,000       2.90     $ 0.06       1,435,000     $ 0.06  

 

13

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 10 – REVENUE RECOGNITION 

 

The company derives revenue from technical research detailing the findings of its investigations to its customers under contract for specific projects. Under Topic 606, revenue is recognized when control of promised goods and services is transferred to customers, and the amount of revenue recognized reflects the consideration to which an entity expects to be entitled in exchange for the goods and services transferred. A performance obligation is a contractual promise to transfer a distinct good or service to the customer and is the unit of account under Topic 606. The transaction price of a contract is allocated to distinct performance obligations and recognized as revenue when or as the performance obligations are satisfied. The company’s contracts require significant integrated services and are accounted for as a single performance obligation, and revenue is recognized by the company over the contract term at a fixed contract price.

 

Contract modifications are routine in the performance of our contracts. Contracts are often modified to account for changes in the contract specifications or requirements. In most instances, contract modifications are for goods or services that are not distinct, and, therefore, are accounted for as part of the existing contract.

 

The following table summarizes the company’s accounts receivable, net,

 

    June 30,
2026
    December 31,
2025
 
Accounts receivable, net   $ 81,000     $ 0  

  

Concentrations

 

During the three months ended June 30, 2026, one customer accounted for a total of $62,000 in revenue or 100% of revenue recognized. As of June 30, 2026, the company had $81,000 of accounts receivable recorded on the balance sheet. Based on the company’s evaluation of credit risk, historical collection experience, and subsequent collections received, management concluded that the accounts receivable is fully collectible. Accordingly, no allowance for doubtful accounts was recorded as of June 30, 2026.

 

During the three months ended June 30, 2025, one customer accounted for a total of $70,335 in revenue or 100% of revenue recognized. During the six months ended June 30, 2025, two customers accounted for a total of $280,088 in revenue or 100% of revenue recognized. As of June 30, 2025, the company had $0 of accounts receivable recorded as current assets on the balance sheet, and therefore, no allowance for doubtful accounts was recorded as of June 30, 2025.

 

14

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 11– COMMITMENTS AND CONTINGENCIES

 

Operating Leases

 

In March 2021, the company signed a five-year lease for a 13,000 square foot laboratory/office space in Tucson. The initial base rent was $6.76 per rentable square foot for year one and escalated to $ 9.20 per rentable square foot in year two. It is to further escalate to $11.48 per rentable square foot in year three, $13.17 per rentable square foot in year four and $14.93 per rentable square foot in year five, in addition to certain operating expenses and taxes.

 

On June 7, 2023, the company entered into an amendment to extend the term of the original lease from April 26, 2026 to July 31, 2028. Included in the lease amendment is extension space commencing on August 1, 2023. As of August 1, 2023 the company has secured additional square footage in the amount of 9,805 rentable square feet (8,375 usable square feet). The initial base rent for expansion space was $9.10 per rentable square foot for year one, and escalated to $10.20 in year two, $11.30 in year three, $12.40 in year four and $13.50 in year five, plus certain operating expenses and taxes.

 

On July 3, 2024, the company exercised its option to lease more than 5,000 square feet of additional space at the University of Arizona Tech Park. The company took the option to lease this additional space under the June 7, 2023, amendment. The company currently occupies, in the aggregate, approximately 26,000 sq. ft of space at the Arizona Tech Park.

 

The company incurred lease payments of $209,814 for base rent, which was included in general and administrative expenses in the statement of operations for the six months ended June 30, 2026. The above amount doesn’t include additional operating costs of $130,782 incurred during the six months ended June 30, 2026 that were also included in general and administrative expenses in the statements of operations.

 

At June 30, 2026, the company had $202,767 in future minimum lease payments due for the six months ending December 31, 2026. The below table below presents the future minimum lease payments due reconciled to lease liabilities.

 

  Operating
Lease
 
       
2026, six months ended December 31:   $ 202,767  
2027     418,216  
2028     250,317  
2029     -  
Thereafter     -  
Total undiscounted lease payments     871,300  
Present value discount, less interest     78,437  
Lease Liability   $ 792,863  

 

15

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

Guarantees

 

The company agrees to indemnify its officers and directors for certain events or occurrences arising as a result of the officers or directors serving in such capacity. The maximum amount of future payments that the company could be required to make under these indemnification obligations is unlimited. However, the company maintains a director’s and officer’s liability insurance policy that limits its exposure and enables it to recover a portion of any future amounts paid. As a result, it believes the estimated fair value of these indemnification agreements is minimal because of its insurance coverage, and it has not recognized any liabilities for these agreements as of June 30, 2026 and 2025.

 

Litigation

 

On January 15, 2021, the company filed a complaint in the United States District Court, Southern District of New York, against Gusrae, Kaplan & Nusbaum (GKN) and Ryan Whalen for malpractice and breach of New York Rules of Professional Conduct by both parties as former counsel to the company. On May 28, 2021, GKN and Mr. Whalen filed a motion to dismiss the complaint. On June 25, 2021, the company filed an opposition to the motion. On July 13, 2021, GKN and Mr. Whalen filed their reply brief. On March 30, 2022, United States Magistrate Judge Debra Freeman signed an order denying the motion of GKN and Mr. Whalen to dismiss the company’s claim for malpractice and for rescission of the shares-for-fees agreement under which GKN and Whalen received 1,242,710 shares of the company’s common stock. The motion was partially granted as to the separate claim for violation of NYRPC 1.7 and 1.8 because the court found that it was duplicative of the malpractice claim. Motions for summary judgment in the case were fully briefed, and the judge held oral arguments on August 7, 2025. On September 17, 2025, the court issued an Opinion and Order denying both parties’ motions for Summary Judgment. The parties participated in a mediation on April 23, 2026 which did not result in a settlement. The court recently scheduled the trial to commence on December 1, 2026.

 

As with any litigation, the company cannot predict the outcome with certainty, but the company expects to provide further updates on the status of the litigation as circumstances warrant.

 

The company may, from time to time, be involved in legal proceedings arising from the normal course of business.

 

16

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 12 – SEGMENT INFORMATION

 

ASC Topic 280, “Segment Reporting,” establishes standards for companies to report in their financial statement information about operating segments, products, services, geographic areas, and major customers. Operating segments are defined as components of an enterprise that engage in business activities from which it may recognize revenues and incur expenses, and for which separate financial information is available that is regularly evaluated by the chief operating decision maker (“CODM”), or group, in deciding how to allocate resources and assess performance.

 

The CODM has been identified as the Chief Executive Officer, who reviews the assets, operating results, and financial metrics for the company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management has determined that there is only one reportable segment.

 

The CODM assesses performance for the single segment and decides how to allocate resources based on net income or loss that also is reported on the statement of operations as net income or loss. When evaluating the company’s performance and making key decisions regarding resource allocation, the CODM reviews each of the key metrics included in operating income or loss and set forth in the table below.

 

The company is currently deemed to be comprised of only one operating segment and one reportable segment. The following table presents selected financial information with respect to the company’s single reportable segment for the three and six months ended June 30, 2026 and 2025:

 

    For the three months Ended     For the Six months Ended  
  June 30,     June 30,  
  2026     2025     2026     2025  
Revenue   $ 62,000     $ 70,335     $ 62,000     $ 280,088  
                                 
Operating Expenses                                
Cost of revenue                                
Payroll and related     21,570       29,277       21,570       88,341  
Materials and supplies     -       18,213       -       23,063  
Marketing and travel     -       -       -       -  
Total cost of revenue     21,570       47,490       21,570         111,404  
                                 
General and administrative                                
Payroll and related     945,291       738,049       1,946,973       1,418,369  
Professional fees     498,182       317,249       822,027       636,831  
Board compensation     96,250       89,667       192,500       165,917  
Employee stock based compensation     713,303       622,244       1,577,437       1,093,988  
Consulting stock based compensation     620,801       540,726       1,104,898       1,060,775  
Materials and supplies     24,420       50,379       62,287       122,265  
Marketing and travel     59,537       79,901       146,880       144,628  
Investor relations     22,711       63,661       47,173       99,783  
Insurance     94,850       16,755       146,100       92,288  
Software and communications     86,351       72,100       143,108       143,702  
General and administrative, including rent     168,807       174,375       335,765       340,097  
Depreciation     87,004       58,053       175,147       114,203  
Total general and administrative     3,417,507            2,823,159       6,700,295            5,432,847  
                                 
Selling and marketing                                
Professional fees     205,629       540,366       340,329       797,143  
Payroll and related     2,301       87,601       26,118       147,765  
Marketing and travel     15,400       21,293       29,162       23,136  
Total selling and marketing     223,330       649,260       395,609       968,044  
                                   
Research and development                                
Payroll and related     333,389       232,166       650,831       414,873  
Professional fees     -       -       -       -  
Materials and supplies     365,845       104,012       423,444       244,352  
Total research and development     699,234       336,178         1,074,275       659,225  
                                 
Operating loss   $ (4,299,641 )   $ (3,785,752 )   $ (8,129,749 )   $ (6,891,432 )

  

17

 

 

APPLIED ENERGETICS, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

(Unaudited)

 

NOTE 13 – SUBSEQUENT EVENTS 

 

The company’s management has evaluated subsequent events occurring after June 30, 2026, the date of our most recent balance sheet, through the date our financial statements were issued.

  

Subsequent to the period ending June 30, 2026, the company issued 45,000 shares of common stock upon the exercise of 45,000 options at an exercise price of $0.07 a share. As a result, the company received $3,150 in cash proceeds as part of the transaction.

 

Subsequent to June 30, 2026, Restricted Stock Units covering 100,000 shares of the company’s common stock vested. The company has the right to withhold a portion of these shares of common stock from the holders pursuant to their restricted stock unit agreements to cover its tax withholding obligation.

 

As of the reporting date, the company has received cash proceeds in the amount of $2 million from investors pursuant to an equity offering. The company has not yet delivered countersigned subscription agreements or conducted a closing of the financing, and the final terms remain subject to change while the financing is open. Accordingly, the company has classified the proceeds as a liability. The company will reclassify the liability to equity upon delivery of countersigned agreements and finalization of the terms.

 

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Our discussion and analysis of the financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the related disclosures included elsewhere herein and in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included as part of our Annual Report on Form 10-K for the year ended December 31, 2025.

 

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

 

Certain statements in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the securities laws. Forward-looking statements include all statements that do not relate solely to the historical or current facts and can be identified by the use of forward-looking words such as “may,” “believe,” “will,” “would,” “could,” “should,” “expect,” “project,” “anticipate,” “estimates,” “possible,” “plan,” “strategy,” “target,” “prospect,” or “continue,” and other similar terms and phrases. These forward-looking statements are based on the current plans and expectations of our management and are subject to a number of uncertainties and risks that could significantly affect our current plans and expectations, as well as future results of operations and financial condition and may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause our actual results to differ materially from our expectations are described in Item 1A (Risk Factors) of our Annual Report on Form 10-K, for the year ended December 31, 2025. Although we believe that the expectations reflected in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to have been correct. We do not assume any obligation to update these forward-looking statements to reflect actual results, changes in assumptions, or changes in other factors affecting such forward-looking statements.

 

Overview

 

Applied Energetics, Inc. is a leader in developing the next generation optical sources exhibiting ever-increasing output energy, peak power and frequency agility while also providing decreased size, weight, and cost of these systems for customers. Applied Energetics utilizes patented, dual-use technologies to advance critical industries. Leveraging our proprietary fiber-based architecture and wavelength- and pulse-agility capability, our Ultrashort Pulse (“USP”) technology can enable users to achieve specific effects across different use cases with an unmatched blend of size, weight, and power attributes. While initially designed to meet the emerging needs and priorities for the national security community, our directed energy technology also has potential commercial applications in both the biomedical and advanced manufacturing industries.

  

Our USP lasers are designed to provide:

 

Frequency Agile Optical Sources from Ultraviolet (UV) to Far Infrared (IR)

 

Pulse Duration Agility

 

Size, Weight, and Power Optimization

 

Advanced Fiber Applications

 

Laser Guided Energy (LGE®)

 

Laser Induced Plasma Channel (LIPC®)

 

Applied Energetics’ directed energy technologies are vastly different from conventional directed energy systems. Our proprietary fiber-based architecture is a key differentiator for our most recent technology demonstrators. Compared with traditional continuous wave laser technologies, with their larger footprints, AE’s architecture enables orders of magnitude size-weight-power optimization on all deliverables, for powerful, dual-use and agile systems that can fit a host of platforms while delivering very high-intensity, ultrashort pulses of light to the required target. This unique directed energy solution allows extremely high peak power and energy, with target and effects tunability, and is effective against a wide variety of potential targets.

 

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Applied Energetics’ optical fiber-based laser architectures also enable unmatched wavelength agility as well as pulse duration agility. Using innovative and highly specialized frequency shifting techniques, wavelengths can be custom tuned from the deep ultraviolet to the far infrared. In addition, temporal outputs can be adjusted from continuous wave to sub-picoseconds. The technology enables the customer to adjust the lasers’ operating parameters, ultimately creating more flexibility to change wavelength and pulse width. This feature allows for optimization of laser performance for defense or commercial applications. For defense, in particular, our USPL technology has demonstrated effects we believe are well suited to counter Group 1 and Group 2 small unmanned aerial systems.

 

Our proprietary USP laser technology provides a significantly more compact solution than current continuous wave laser platforms while still delivering high peak power. Continuous wave laser systems are typically used to heat a target and, during continuous illumination, this heat transfer leads to melting or charring of the material. Using continuous wave output powers that now exceed 100 kilowatts (1kW = 1000 watts), it can take anywhere from seconds to tens of seconds to impact a target. By contrast, Applied Energetics has delivered USP lasers to national security users that exceed five terawatts (1 TW = 1 trillion watts) in peak power, with the difference being that this peak power from a USP laser is delivered in a pulse that is measured in trillionths of a second or shorter. During this short pulse duration, and having such a high peak intensity, near-instantaneous ablation of the surface of the threat takes place. The net result of our innovative USP approaches is highly effective lasers capable of jamming, damaging, and destroying certain surveillance and reconnaissance sensors with mountable footprints that require only a fraction of the size, weight, and power requirements of other-directed energy technologies. We believe the combination of both low size, weight, and power, along wavelength and pulse duration agility will help us achieve our vision statement of “Directed Energy, Anywhere.”

 

AE owns and protects intellectual property that is integral and necessary for the development of Ultrashort Pulse (“USP™”) Lasers, Laser Guided Energy (“LGE®”) and Direct Discharge Electrical products for military and commercial applications. AE currently owns 25 patents and an additional nine Government Sensitive Patent Applications (“GSPA”). These GSPA’s are held under secrecy orders of the US government and allow the company greatly extended protection rights, including having no expiration date until such time as they are no longer classified after which they will have the normal 20-year patent protection. The company also has two pending patent applications and one provisional patent application which is undergoing conversion to its non-provisional form. We continue to file patent applications as we deem appropriate to protect our intellectual property and enhance our competitive advantage. In addition to research we have performed under contracts, we have continued our internal research and development (IRAD) efforts as we transition to product development and testing.

 

During the past several years, substantially all of our operating revenues were derived from contracts with DoW agencies and a major research university. Along with the performance of these contracts, we have conducted internal research and development efforts, building a team of scientists and engineers and establishing our testing facilities in the Battle Lab. We have also begun testing products in remote testing field locations, some of them private and some of them run by government agencies or universities. During the past year, our efforts in this area have been focused on preparing for and conducting these tests and preparing product demonstrations.

 

AE continues to expand its technical capabilities and administrative capacity with the addition of employees, consultants and contractors, and agreements with leading laser and optics universities in the country. AE also works with a team of contractors to strengthen our compliance, IT, technical staff, human resources and public relations. During the quarter, AE added two new business developments contractors as well as a business development marketing agency to assist the company in raising awareness about the state and uniqueness of its technology in the market and among targeted customers.

 

In accordance with our 2026 Priorities, we continue to focus our efforts on (i) prioritizing laser productization; increasing staff for systems integration, software development, and beam director design; (ii) increasing market awareness and credibility; converting business development pipeline into active contracts; and (iii) cultivating ongoing partner conversations into active teaming agreements for specific programs, layered systems integration architectures, direct investment and co-development agreements.

 

The company, with its USPL technology, is uniquely positioned with its SWAP profile and specialized applications for counter UAS, counter ISR, Golden Dome and other applications requiring scaled directed energy effects.

 

Recent Developments and Trends

 

Effective May 17, 2025, the company received a requisition from the University of Rochester in the amount of $181,639. This is part of a contractual arrangement with the university in the approximate amount of $250,000 to support its Laboratory for Laser Energetics (LLE) for ongoing efforts to explore pulsed laser technologies. We completed work under the requisition, and in April 2026 we were awarded a follow-on contract in excess of $240,000 to support Phase 1 of the program. We have performed a significant amount of the work under Phase 1, and planning has begun for the next phase of the program.

 

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During the first half of 2025, we were continuing work on two contracts with the Office of Naval Research (ONR), but both contracts were subsequently closed. Also, through November 14, 2025, we were continuing work on a Phase II Small Business Technology Transfer (STTR) contract with the U.S. Army. In the fourth quarter of 2025, we completed work on this contract and received full payment from the customer.

 

During the six months ended June 30, 2025, we recognized revenues as we performed services under these contracts and recorded related costs under cost of revenues. During the six months ended June 30, 2026, on the other hand, the company was no longer performing services under these contracts, so it recorded no revenues or costs with respect to them. However, the company has continued working on related technologies as part of its ongoing internal research and development program.

 

Costs under these firm fixed fee contracts were affected by supply chain disruptions, and shortages of items like semiconductor chips, and related systemic issues, and general inflation. These supply issues similarly affect any internal research and development programs, and we anticipate that they will continue for at least the near term. Micro-electronic and semiconductor chip shortages are still impacting supply chains, and as such, can impact our ability to develop our technology in a timely manner and to execute and deliver technology to meet demands of our prospective customers. Certain optical transmitting components are also in short supply. The ongoing conflict in the Middle East is also putting upward pressure on shipping expenses for all of these products. Expenditures associated with internal research and development, such as supplies, equipment, and components, are recorded as expenses rather than cost of revenues.

 

Effective April 17, 2026, the company received a requisition from the University of Rochester in the amount of $243,000 for the next phase of an arrangement with the university to support its Laboratory for Laser Energetics (LLE) for ongoing efforts to develop pulsed laser technologies. The work is expected to be completed by September 30, 2026. Planning has also begun for the next phase of the program.

 

During the quarter ended June 30, 2026, the company has continued its work on the design and integration of USP technologies to be tested on the Kord Firefly platform and has extended this work into the third quarter. With recent upgrades and advances to the FIREFLYTM system, the company looks to continue integration into the updated platform.

 

During the fourth quarter of 2025 and the first half of 2026, the company conducted field tests of certain of its lasers. To do so, it has made arrangements to use existing testing facilities maintained by third parties, including a private entity and a research university. The costs and availability of these testing facilities vary, depending on prior reservations and the minimum length of time needed for each field test. To facilitate these testing outings and make the time spent in the field more efficient, the company purchased an ATC Command/Response Trailer which is outfitted with a ramp door for access to the laser being tested, air conditioning for climate control, a generator, and workstations to enable the team to make adjustments to the lasers being tested in real time in the field. Our team has conducted several such field tests, in one of which, we completely disabled the sensor on a drone at a range that meets specifications provided to us by prospective customers. During this period our team has also deployed a significant amount of the company’s R&D budget toward the purchase of supplies and equipment for the development and testing of prototypes.

 

The current budgetary and deficit funding environment, continuing inflation, tariffs, and other ongoing supply chain disruptions, the appropriations process, federal government shutdowns, and budget cuts, among other items, all continue to create significant short and long-term challenges and risks to the company and its business development endeavors. It is difficult to forecast the effect that any future tariffs will have on our ability to source raw materials, supplies, and equipment needed to continue our operations both for the performance of our ongoing contractual obligations and our internal research and development efforts. Moreover, the cuts to funding and reductions in federal government personnel can impact our cash flows, contract award timing, and ability to continue operating. However, we remain optimistic that the innovative nature of our technology and its novel approach to addressable threats position the company for development, growth, and market opportunities.

 

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Certain mitigating factors could blunt any potential impact of these changes on our industry. The DoW and others in the administration have indicated that funding for innovation and novel technologies will continue to be a priority, and scaling directed energy has been discussed as part of this trend. Also, many of the cuts are being challenged in court and, in some cases, reversed either because of judicial rulings or policy reversals. However, it is difficult to predict precisely where funds will be cut or allocated, and even a general reduction in force can make administrative functions, such as finalizing contracts and government payment processing, challenging. These factors could severely impact our cash flows and our ability to continue operating.

 

Geo-political events continue to affect our business. In particular, the ongoing military action in the Middle East has restricted the flow of oil and liquid natural gas worldwide and is driving up the price of goods and services which include supplies, materials and equipment which we need for our business. Also, certain economic events and policies, such as tariffs and embargoes, tend to be inflationary and contribute to drive up costs.

 

For fiscal year 2026, which started on October 1, 2025, the National Defense Authorization Act (NDAA) was delayed, but on December 18, 2025, the-president signed the 2026 NDAA into law (P.L.-119-60). The NDAA sets defense spending policies, while the separate appropriations bills comprising the federal budget fund government spending, including spending on defense and homeland security. This impacts all proposals under review by the DoW. The federal government experienced a funding gap beginning on October 1, 2025—the start of FY2026—and ending when the Continuing Appropriations, Agriculture, Legislative Branch, Military Construction and Veterans Affairs, and Extensions Act, 2026 (P.L. 119-37), was signed into law on November 12, 2025. On February 3, 2026, the president signed the Consolidated Appropriations Act, 2026 (P.L. 119-75). This bill included Defense Appropriations, and all previously unfunded agencies except for Homeland Security.

 

Critical Accounting Policies

 

Use of Estimates

 

The preparation of consolidated financial statements in conformity with United States generally accepted accounting principles requires management to make estimates, judgments and assumptions that affect the amounts reported in the financial statements and accompanying notes. Management bases its assumptions on historical experiences and on various other inputs and estimates that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. In addition, management considers the basis and methodology used in developing and selecting these estimates, the trends in and amounts of these estimates, specific matters affecting the amount of and changes in these estimates, and any other relevant matters related to these estimates, including significant issues concerning accounting principles and financial statement presentation. Such estimates and assumptions could change in the future as more information becomes known which could impact the amounts reported and disclosed herein.

 

Share-Based Payments

 

Stock-based compensation cost is measured at grant date, based on the fair value of the award and is recognized as an expense over the requisite service period.

 

The fair value of each option grant is estimated at the date of grant using the Black-Scholes-Merton option valuation model. We make the following assumptions relative to this model: (i) the annual dividend yield is zero as we do not pay dividends on our common stock, (ii) the weighted-average expected life is based on a midpoint scenario, where the expected life is determined to be half of the time from grant to expiration, after taking into account the vesting period, (iii) the risk free interest rate is based on the U.S. Treasury security rate for the expected life, and (iv) the volatility is based on the level of fluctuations in our historical share price for a period approximately equal to the weighted-average expected life.

 

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Results of Operations

 

Comparison of Operations for the Three Months Ended June 30, 2026 and 2025:

 

   2026   2025   $
Change
   %
Change
 
Revenue  $62,000   $70,335    (8,335)   -11.85%
Cost of revenue   (21,570)   (47,490)   25,920    -54.58%
General and administrative   (3,417,507)   (2,823,159)   (594,348)   21.05%
Selling and marketing   (223,330)   (649,260)   425,930    -65.60%
Research and development   (699,234)   (336,178)   (363,056)   108.00%
Other income   20,879    3    20,876    NM 
Net loss  $(4,278,762)  $(3,785,749)   (493,013)   13.02%

  

Revenue

 

Revenue decreased by $8,335 to $62,000 for the three months ended June 30, 2026 from $70,335 for the three months ended June 30, 2025. In April 2025, the company was notified by a customer that two of its active contracts were currently unfunded and remain unfunded, resulting in a decrease in revenue for the period. Although the contracts remain open, the company suspended all work until funding is secured in the future. Despite the suspension, the company continues to advance the underlying technology through its internal research and development efforts. Both the customer and the company are actively seeking alternative sources of funding, including from within the original contracting agency and other departments of the U.S. Department of War.

 

Cost of Revenue

 

Cost of revenue decreased by $25,920 to $21,570 for the three months ended June 30, 2026 from $47,490 for the three months ended June 30, 2025. This decrease was primarily attributable to the corresponding decrease in revenue for the three months ended June 30, 2026.

 

General and Administrative

 

General and administrative expenses increased by $594,348 to $3,417,507 for the three months ended June 30, 2026, compared to $2,823,159 for the three months ended June 30, 2025, primarily due to an increase in employees and a resulting increase in salaries, employee benefits, and consultants of approximately $328,000, an increase in stock based compensation of $171,000, and an increase in recruiting expenses of $80,000.

 

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Selling and Marketing

 

Selling and marketing expenses decreased by $425,930 to $223,330 for the three months ended June 30, 2026, compared to approximately $649,260 for the three months ended June 30, 2025, primarily due to expenses of approximately $450,000 to set up the Battle Lab that were incurred during the three months ended June 30, 2025.

 

Research and Development

 

Research and development expenses increased by $363,056 to $699,234 for the three months ended June 30, 2026, compared to $336,178 for the three months ended June 30, 2025 primarily due to an increase in labor costs of $134,735, including the hiring of new engineering staff as well as an increase in materials and supplies of $262,000, including highly specialized components and optical fibers for the design of prototypes for demonstrations as well as continued development of our USP laser technologies and programs.

 

Net Loss

 

Our operations for the three months ended June 30, 2026, resulted in a net loss of $4,278,762, an increase of approximately $493,013 compared to a net loss of $3,785,749 for the three months ended June 30, 2025, primarily due an increase in general and administrative expenses and research and development expenses partially offset by a decrease in selling and marketing expenses.

 

Results of Operations

 

Comparison of Operations for the Six Months Ended June 30, 2026 and 2025:

 

   2026   2025   $
Change
   %
Change
 
Revenue  $62,000   $280,088    (218,088)   -77.86%
Cost of revenue   (21,570)   (111,404)   89,834    -80.64%
General and administrative   (6,700,295)   (5,432,847)   (1,267,448)   23.33%
Selling and marketing   (395,609)   (968,044)   572,435    -59.13%
Research and development   (1,074,275)   (659,225)   (415,050)   62.96%
Other income   43,264    17    43,247    NM 
Net loss  $(8,086,485)  $(6,891,415)   (1,195,070)   17.34%

  

Revenue

 

Revenue decreased by $218,088 to $62,000 for the six months ended June 30, 2026 from $280,088 for the six months ended June 30, 2025. In April 2025, the company was notified by a customer that two of its active contracts were currently unfunded and remain unfunded, resulting in a decrease in revenue for the period. Although the contracts remain open, the company suspended all work until funding is secured in the future. Despite the suspension, the company continues to advance the underlying technology through its internal research and development efforts. Both the customer and the company are actively seeking alternative sources of funding, including from within the original contracting agency and other departments of the U.S. Department of War.

 

Cost of Revenue

 

Cost of revenue decreased by $89,834 to $21,570 for the six months ended June 30, 2026 from $111,404 for the six months ended June 30, 2025. This decrease was primarily attributable to the corresponding decrease in Revenue for the six months ended June 30, 2025.

 

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General and Administrative

 

General and administrative expenses increased by $1,267,448 to $6,700,295 for the six months ended June 30, 2026, compared to approximately $5,432,847 for the six months ended June 30, 2025, primarily due to an increase in employees and a resulting increase in salaries, employee benefits, and consultants of approximately $725,000 and an increase in stock based compensation of $528,000.

 

Selling and Marketing

 

Selling and marketing expenses decreased by $572,435 to approximately $395,609 for the six months ended June 30, 2026, compared to $968,044 for the six months ended June 30, 2025, primarily due to a decrease in expenses of $628,000 to set up the Battle Lab that were incurred for the 6 months ended June 30, 2025.

 

Research and Development

 

Research and development expenses increased by $415,050 to approximately $1,074,275 for the six months ended June 30, 2026, compared to $659,225 for the six months ended June 30, 2025, primarily due to an increase in labor costs of $236,000 as well as an increase in materials and supplies of $179,000 in connection with the design of prototypes for demonstrations as well as continued development of our USP laser technologies and programs.

 

Net Loss

 

Our operations for the six months ended June 30, 2026, resulted in a net loss of $8,086,485 an increase of $1,195,070 compared to a net loss of $6,891,415 for the six months ended June 30, 2025, primarily due an increase in general and administrative expenses and research and development expenses partially offset by a decrease in selling and marketing expenses.

 

Liquidity and Capital Resources

 

The accompanying unaudited condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. For the six months ended June 30, 2026, the company incurred a net loss of approximately $8,086,000, had negative cash flows from operations of approximately $5,124,000 and may incur additional future losses due to the possible reduction in government contract activity and the expenses discussed under Results of Operations. In their report accompanying our financial statements for the year ended December 31, 2025, our independent auditors stated that our financial statements were prepared assuming that we would continue as a going concern and that they have substantial doubt as to our ability to do so for one year from the date the financial statements are issued based on our recurring losses from operations and need to raise additional capital. The financial statements do not include any adjustments relating to the recoverability of assets and the amount or classification of liabilities that might be necessary should the company be unable to continue as a going concern.

 

At June 30, 2026, the company had total current assets of approximately $2,210,000 and total current liabilities of approximately $1,398,000 resulting in working capital of approximately $812,000. At June 30, 2026, we had approximately $1,117,000 of cash and cash equivalents, a decrease of approximately $5,319,000 from approximately $6,436,000 at December 31, 2025.

 

During the first six months of 2026, the net cash outflow from operating activities was approximately $5,124,000. This amount was comprised primarily of our net loss of approximately $8,086,000, offset by non-cash stock-based compensation expense of approximately $2,682,000, depreciation and amortization of approximately $175,000, amortization of ROU assets of approximately $141,000 and amortization of prepaid assets of approximately $103,000 as well as cash used from changes in assets and liabilities of approximately $363,000 which was comprised of an increase in Other Assets of $282,000, a decrease in ROU liabilities of approximately $153,000, an increase in Accounts Receivable of approximately $81,000, a decrease in in Accrued Expenses of $42,000 offset by an increase in Accounts Payable of $319,000 and an increase in Deferred Revenue of $100,000.

 

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During the first six months of 2026, the net cash outflow from investing activities was approximately $80,000. This was for the purchase of equipment including a trailer for transporting equipment for testing.

 

During the first six months of 2026, the net cash outflow from financing activities was approximately $40,000. This amount consisted of approximately $69,000 of payments made on loans as well as $5,000 tax withholdings related to the share settlement of RSUs offset by $34,000 received from the exercise of options.

 

Based on the company’s current business plan, we believe our cash balance as of the date of this report will be sufficient to meet the company’s anticipated cash requirements for the near term. However, we cannot be certain that the current business plan will be achievable.

 

The company’s existence depends upon management’s ability to develop profitable operations. Management is devoting substantially all of its time and effort to developing its business and raising capital, as needed, and cannot be certain that these efforts will be successful. Management’s business development efforts may not result in profitable operations. To fund its research and development and marketing efforts, the company’s management continues to explore possible financing opportunities through discussions with investment bankers and private investors. The company may not be successful in its effort to secure additional financing on terms it considers favorable. The accompanying consolidated financial statements do not include any adjustments that might result should the company be unable to continue as a going concern. 

 

Additionally, international, macroeconomic events, including the military action in the Middle East and South America, the Russian military action in Ukraine and related economic sanctions around the globe could impact the company’s ability to source necessary supplies and equipment which could materially and adversely affect our ability to continue as a going concern. These events may also impair our ability to raise capital, including as a result of increased market volatility, or decreased market liquidity, which also affects the company’s ability to continue as a going concern. Third-party financing may become unavailable on terms acceptable to the company or at all. The impact of such events on the world economy and the specific impact on the company’s financial position and results of operations are difficult to predict. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

 

Budgeting for upcoming expenses and costs of supplies and equipment needed to perform our existing, and any future, grants or contracts requires that we estimate factors such as inflation and geo-political events that affect such expenses and costs. Although inflation generally moderated in 2024 and 2025, recent events in the Middle East appeared to be driving it back up during the first quarter of 2026 through the current date. In addition, the cost of labor continues to increase across certain sectors of the US and global economy which may drive up our general and administrative expenses as well as the cost of personnel, particularly given the highly skilled nature of this work. Inflation has also impacted the price of supplies and materials we must purchase. In addition, geo-political events have further limited the number of countries from which we can source certain supplies and equipment. These limitations can range from outright prohibitions to strong discouragement based on potentially sensitive information. We continually monitor these events and the markets for needed supplies in order to make the best estimates possible, both in our internal budgeting and in any bids or proposals we submit.

 

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ITEM 4. Controls and Procedures

  

Management’s Report on Internal Control over Financial Reporting

 

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) or 15d-15(f) under the Exchange Act. Internal control over financial reporting is a process designed by, or under the supervision of, our chief executive and principal financial officers and effected by our Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. Internal control over financial reporting includes those policies and procedures that:

 

pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the company’s assets;

 

provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of the management and directors of the company; and

 

provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company’s assets that could have a material effect on the financial statements.

 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

With the assistance of independent consultants, our management, including our Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of our internal control over financial reporting as of June 30, 2026, based on the framework established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO Framework). This assessment included an evaluation of the design of our internal control over financial reporting and testing of the operational effectiveness of those controls. This assessment also took into consideration a material weakness cited by our auditors. In particular, our auditors noted lack of segregation of duties and written policies and procedures within the accounting functions and evidence of control review in that we have not designed such policies and procedures at a sufficient level to support the operating effectiveness of controls to prevent and detect potential error. To mitigate this weakness, in 2025, the company retained the services of an independent consulting firm to conduct an assessment of our internal controls, gap analysis, and remediation recommendations. Based on our assessment under the criteria described above, the Chief Executive Officer and Chief Financial Officer have concluded that our internal controls over financial reporting was not effective as of June 30, 2026.

 

Remediation of Material Weakness

 

The company is committed to addressing the material weakness described above and has retained an independent consultant which has conducted a comprehensive assessment of the company’s internal controls and provided a gap analysis and recommendations for remedial measures. Management has begun to implement changes in processes designed to improve its internal control over financial reporting in accordance with some of these preliminary recommendations. Remediation will not be complete until there has been sufficient time to conclude through testing that the controls operate effectively.

 

Changes in Internal Controls Over Financial Reporting

 

Other than work on remedial measures set forth above under Management’s Report on Internal Controls over Financial Reporting, there has been no material change in Applied Energetics’ internal control over financial reporting for the quarter ended June 30, 2026, that materially affected or is reasonably likely to materially affect our internal control over financial reporting.

 

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PART II – OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

On January 15, 2021, the company filed a complaint in the United States District Court, Southern District of New York, against Gusrae, Kaplan & Nusbaum (GKN) and Ryan Whalen for malpractice and breach of New York Rules of Professional Conduct by both parties as former counsel to the company. On May 28, 2021, GKN and Mr. Whalen filed a motion to dismiss the complaint. On June 25, 2021, the company filed an opposition to the motion. On July 13, 2021, GKN and Mr. Whalen filed their reply brief. On March 30, 2022, United States Magistrate Judge Debra Freeman signed an order denying the motion of GKN and Mr. Whalen to dismiss the company’s claim for malpractice and for rescission of the shares-for-fees agreement under which GKN and Whalen received 1,242,710 shares of the company’s common stock. The motion was partially granted as to the separate claim for violation of NYRPC 1.7 and 1.8 because the court found that it was duplicative of the malpractice claim. Motions for summary judgment in the case are fully briefed, and the judge held oral arguments on August 7, 2025. On September 17, 2025, the court issued an Opinion and Order denying both parties’ motions for Summary Judgment. The parties participated in a mediation on April 23, 2026, which did not result in a settlement. The court recently scheduled the trial to commence on December 1, 2026.

 

As with any litigation, the company cannot predict the outcome with certainty, but the company expects to provide further updates on the status of the litigation as circumstances warrant.

 

The company may, from time to time, be involved in legal proceedings arising from the normal course of business.

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

The company has reported all information pertaining to issuances of equity securities sold during the period covered by this Quarterly Report on Form 10-Q in previously filed report on Forms 10-K, 10-Q and 8-K.

 

ITEM 5. OTHER INFORMATION

 

Rule 10b5-1 Trading Arrangements

 

No new 10b5-1 Trading Plans were established by officers or directors during the three months ended March 31, 2026. 

 

ITEM 6. EXHIBITS

 

EXHIBIT
NUMBER
  DESCRIPTION
23   Consent of RBSM LLP *
31.1   Certification of Chief Executive Officer Pursuant to Exchange Act Rule 13a-14(a).
31.2   Certification of Chief Financial Officer Pursuant to Exchange Act Rule 13a-14(a).
32.1   Principal Executive Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2   Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS   Inline XBRL Instance Document.
101.SCH   Inline XBRL Taxonomy Extension Schema Document.
101.CAL   Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF   Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB   Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE   Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104   Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

* Incorporated by reference to Exhibit 23.1 to the Registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025

  

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  

  APPLIED ENERGETICS, INC.
   
  By: /s/ Christopher Donaghey
    Christopher Donaghey,
President and
Chief Executive Officer and Principal Financial Officer
   
Date: August 13, 2026  

 

 

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