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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d)
of
the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): August 3, 2026
AINOS,
INC. |
| (Exact
name of registrant as specified in its charter) |
| Texas |
|
001-41461 |
|
75-1974352 |
(State
or other Jurisdiction
of
Incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
3050
Post Oak Blvd, Suite 510-T80, Houston, TX 77056
(281)
898-6586
(Address
and telephone number, including area code, of registrant’s principal executive offices)
(Former
name or former address if changed since last report.)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions:
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| |
|
| ☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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 $0.01 per share |
|
AIMD |
|
The
Nasdaq Stock Market LLC |
| Warrants
to purchase Common Stock |
|
AIMDW |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item
2.02 Results of Operations and Financial Condition
On
August 3, 2026, Ainos, Inc. (the “Company”) reported its financial results for the quarter ended June 30, 2026. A copy of
the press release issued by the Company in this connection is furnished herewith as Exhibit 99.1.
The
information in this Item in this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject
to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933,
as amended or the Exchange Act, regardless of any general incorporation language in such filing.
Item
9.01 Financial Statement and Exhibits
(d)
Exhibits.
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press Release dated August 3, 2026, issued by the Ainos, Inc. |
| 104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document). |
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 hereunto duly authorized.
| |
Ainos,
Inc. |
| |
|
| Date:
August 3, 2026 |
By: |
/s/
Chun-Hsien Tsai |
| |
Name: |
Chun-Hsien
Tsai |
| |
Title: |
Chief
Executive Officer |
Exhibit 99.1
Ainos
Reports Second Quarter 2026 Results and Highlights Continued AI Nose Execution Across Industrial, Healthcare Infrastructure and Robotics
Markets
Ainos,
Inc. (NASDAQ:AIMD)(NASDAQ:AIMDW) (“Ainos” or the “Company”) today announced results for the second quarter ended
June 30, 2026, and provided a business update on continued execution progress for AI Nose across semiconductor manufacturing, industrial
infrastructure, robotics, and healthcare-related environments.
Eddy
Tsai, Chairman, President and Chief Executive Officer, commented:
“We
believe AI is increasingly expanding beyond understanding text, images, and speech toward interpreting real-world environmental information.
This vision continues to guide Ainos’ commercialization strategy for AI Nose. We believe future semiconductor manufacturing, industrial
infrastructure, healthcare environments, and robotics applications will increasingly require intelligent environmental awareness, and
AI Nose continues to advance steadily toward that objective.”
“During
the first half of 2026, we continued executing our commercialization roadmap by expanding AI Nose deployments across semiconductor manufacturing,
industrial infrastructure, healthcare, and robotics environments. I believe these deployments not only support commercial applications,
but also continuously expand our real-world environmental dataset, strengthen our Smell ID dataset, and enhance the learning and environmental
pattern recognition capabilities of our Smell Language Model (SLM), enabling our Smell AI Platform to continue evolving.”
“Since
December 2025, AI Nose has accumulated approximately 613 million industrial smell data records, primarily from semiconductor manufacturing
environments. We believe these growing real-world datasets represent an important foundation for the long-term development of Smell AI.
We believe every new deployment expands application opportunities while further strengthening our platform’s ability to recognize
and understand diverse environmental patterns, allowing our Smell AI Platform to continuously learn and evolve through real-world experience.”
“We
are encouraged by the progress of our commercialization activities. As existing deployments continue to advance, strategic collaborations
expand, and additional real-world data strengthens the platform, we remain focused on executing our commercialization strategy, expanding
real-world applications, and steadily advancing the long-term development of our Smell AI Platform.”
Christopher
Lee, Chief Financial Officer of Ainos, added, “Our second-quarter results reflect Ainos’ continued execution of its commercialization
strategy. We are focused on supporting AI Nose deployments across semiconductor manufacturing, industrial infrastructure, healthcare,
and other real-world environments while advancing commercialization initiatives and expanding strategic collaborations that strengthen
the Company’s long-term foundation. We continue to believe our activities will help support broader revenue generation opportunities
in the second half of 2026.”
Mr.
Lee continued, “We remain committed to disciplined capital allocation and financial management while supporting our core commercialization
strategy, technology development, and deployment priorities. We will continue focusing on operational efficiency, strategic deployment
activities, and financial discipline as we execute our long-term commercialization strategy.”
Second
Quarter 2026 and Recent Operational Highlights
| |
● |
Advanced deployments associated with the previously announced
initial $2.1 million commercial arrangement in backend semiconductor manufacturing environments. |
| |
|
|
| |
● |
Continued pilot programs in selected front-end semiconductor
environments. |
| |
|
|
| |
● |
Expanded AI Nose deployment and validation activities across
industrial and healthcare infrastructure environments, including facility monitoring, safety, ventilation, equipment, and chemical handling
applications. |
| |
|
|
| |
● |
Expanded research activities involving emergency care environments
and exhaled breath pattern analysis. |
| |
|
|
| |
● |
Continued robotics-related pilot and deployment activities. |
| |
|
|
| |
● |
Supported use-case expansion through channel and integration
partnerships. |
| |
|
|
| |
● |
Continued development of Smell ID datasets and smell language
model capabilities using deployment and pilot data. |
Ainos
is focused on execution, deployment, Smell ID dataset expansion, smell language model development, and strategic commercial expansion,
supporting its long-term objective of advancing AI Nose as a scalable Smell AI platform for real-world infrastructure environments.
About
AI Nose
AI
Nose digitizes scent into Smell ID, an AI-driven form of scent intelligence. The full-stack electronic nose platform integrates high-precision
MEMS sensor arrays with proprietary AI algorithms designed to support ppb-level scent detection sensitivity, subject to application conditions
and deployment configurations. Smell ID converts analog scent signals into structured, actionable data, while the proprietary Smell Language
Model (SLM) is designed to learn, classify, and contextualize complex scent patterns over time.
Built
upon more than a decade of accumulated scent data and deep medtech expertise, AI Nose is designed to support continuous monitoring, predictive
analysis, and real-time alerts across industrial and manufacturing environments. AI Nose is offered under a SmellTech-as-a-Service architecture,
intended to support ongoing access to scent intelligence, analytics, and AI-driven insights through subscription-based deployment models.
About
Ainos, Inc.
Ainos,
Inc. (NASDAQ:AIMD) is a dual-platform AI and biotech company pioneering smelltech and immune therapeutics. Its AI Nose platform and smell
language model (SLM) digitize scent into Smell ID, a machine-readable data format, powering intelligent sensing across robotics, smart
factories, and healthcare. The company also develops VELDONA®, a low-dose oral interferon targeting rare, autoimmune, and infectious
diseases. Ainos, a fusion of “AI” and “Nose,” is redefining machine perception for the sensory age. To
learn more, visit https://www.ainos.com. Follow Ainos on X, formerly known as Twitter,
(@AinosInc) and LinkedIn to stay
up-to-date. Visit media room https://ainos.suite.accessnewswire.com.
Forward-Looking
Statements
Certain
statements in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking
statements. Forward-looking statements are based on management’s current assumptions and expectations of future events and trends,
which affect or may affect the Company’s business, strategy, operations or financial performance, and actual results and other
events may differ materially from those expressed or implied in such statements due to numerous risks and uncertainties. Forward-looking
statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. There are a number of
important factors that could cause actual results, developments, business decisions or other events to differ materially from those contemplated
by the forward-looking statements in this press release. These factors include, among other things, our expectation that we will incur
net losses for the foreseeable future; our ability to become profitable; our ability to raise additional capital to continue our product
development; our ability to accurately predict our future operating results; our ability to advance our current or future product candidates
through clinical trials, obtain marketing approval and ultimately commercialize any product candidates we develop; the ability to obtain
and maintain regulatory approval of our product candidates; delays in completing the development and commercialization of our current
and future product candidates; developing and commercializing additional products, including diagnostic testing devices; our ability
to compete in the marketplace; compliance with applicable laws, regulations and tariffs, and factors described in the Risk Factors section
of our public filings with the Securities and Exchange Commission (SEC). Because forward-looking statements are inherently subject to
risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events. These forward-looking
statements speak only as of the date of this press release and, except to the extent required by applicable law, the Company undertakes
no obligation to update or revise these statements, whether as a result of any new information, future events and developments or otherwise.
Contact
Information
Investor
Relations
ir@ainos.com
Ainos,
Inc.
Condensed
Consolidated Balance Sheets
| | |
June 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(Unaudited) | | |
| |
| Assets | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 1,422,912 | | |
$ | 417,353 | |
| Accounts receivable | |
| - | | |
| 22 | |
| Inventory, net | |
| 308,743 | | |
| 295,565 | |
| Other current assets | |
| 456,883 | | |
| 425,859 | |
| Total current assets | |
| 2,188,538 | | |
| 1,138,799 | |
| Intangible assets, net | |
| 16,983,329 | | |
| 19,226,003 | |
| Property and equipment, net | |
| 239,635 | | |
| 343,281 | |
| Other assets | |
| 149,983 | | |
| 163,025 | |
| Total assets | |
$ | 19,561,485 | | |
$ | 20,871,108 | |
| | |
| | | |
| | |
| Liabilities and Stockholders’ Equity | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Contract liabilities | |
$ | 350,000 | | |
$ | 350,000 | |
| Convertible notes payable | |
| 11,000,000 | | |
| - | |
| Loan payable | |
| 2,812,940 | | |
| - | |
| Accrued expenses and other current liabilities | |
| 2,114,560 | | |
| 728,683 | |
| Total current liabilities | |
| 16,277,500 | | |
| 1,078,683 | |
| Convertible notes payable - noncurrent | |
| - | | |
| 11,000,000 | |
| Other long-term liabilities | |
| - | | |
| 1,229,843 | |
| Total liabilities | |
| 16,277,500 | | |
| 13,308,526 | |
| Commitments and contingencies | |
| | | |
| | |
| Stockholders’ equity: | |
| | | |
| | |
| Preferred stock, $0.01 par value; 50,000,000 shares authorized; none
issued and outstanding as of June 30, 2026 and December 31, 2025 | |
| - | | |
| - | |
| Common stock, $0.01 par value; 300,000,000 shares authorized as of June 30, 2026 and December 31, 2025, 8,544,073 and 6,982,675
shares issued and 7,384,073 and 5,822,675 shares outstanding as of June 30, 2026, and December 31, 2025, respectively | |
| 85,441 | | |
| 69,827 | |
| Treasury stock, at cost (1,160,000 shares held as of June 30, 2026 and December 31, 2025) | |
| (1,972,000 | ) | |
| (1,972,000 | ) |
| Additional paid-in capital | |
| 79,982,981 | | |
| 77,234,374 | |
| Accumulated deficit | |
| (74,574,859 | ) | |
| (67,520,328 | ) |
| Accumulated other comprehensive loss | |
| (237,578 | ) | |
| (249,291 | ) |
| Total stockholders’ equity | |
| 3,283,985 | | |
| 7,562,582 | |
| Total liabilities and stockholders’ equity | |
$ | 19,561,485 | | |
$ | 20,871,108 | |
Ainos, Inc.
Condensed Consolidated
Statements of Operations
(Unaudited)
| | |
Three months ended June 30, | | |
Six months ended June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| | |
| | |
| | |
| | |
| |
| Revenues | |
$ | 152 | | |
$ | 4,663 | | |
$ | 313 | | |
$ | 110,870 | |
| Cost of revenues | |
| (53 | ) | |
| (937 | ) | |
| (816 | ) | |
| (19,170 | ) |
| Gross profit (loss) | |
| 99 | | |
| 3,726 | | |
| (503 | ) | |
| 91,700 | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Research and development (including amounts of related party of $220,619 and
$449,570 for the three and six months ended June 30, 2026, and $235,424 and $481,685 for the three and six months ended June 30,
2025, respectively) | |
| 1,850,409 | | |
| 1,911,800 | | |
| 3,540,269 | | |
| 3,635,884 | |
| Selling, general and administrative | |
| 2,548,776 | | |
| 1,837,613 | | |
| 3,141,961 | | |
| 3,364,374 | |
| Total operating expenses | |
| 4,399,185 | | |
| 3,749,413 | | |
| 6,682,230 | | |
| 7,000,258 | |
| Loss from operations | |
| (4,399,086 | ) | |
| (3,745,687 | ) | |
| (6,682,733 | ) | |
| (6,908,558 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Non-operating (expenses) income, net: | |
| | | |
| | | |
| | | |
| | |
| Interest expense | |
| (200,162 | ) | |
| (177,957 | ) | |
| (377,038 | ) | |
| (358,402 | ) |
| Other income, net | |
| 4,517 | | |
| (161,346 | ) | |
| 5,240 | | |
| (104,052 | ) |
| Total non-operating expenses, net | |
| (195,645 | ) | |
| (339,303 | ) | |
| (371,798 | ) | |
| (462,454 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net loss before income taxes | |
| (4,594,731 | ) | |
| (4,084,990 | ) | |
| (7,054,531 | ) | |
| (7,371,012 | ) |
| Provision for income taxes | |
| - | | |
| - | | |
| - | | |
| - | |
| Net loss | |
$ | (4,594,731 | ) | |
$ | (4,084,990 | ) | |
$ | (7,054,531 | ) | |
$ | (7,371,012 | ) |
| Net loss per common share - basic and diluted | |
$ | (0.62 | ) | |
$ | (0.99 | ) | |
$ | (1.05 | ) | |
$ | (2.02 | ) |
| Weighted-average shares used in computing net loss per common share-basic
and diluted | |
| 7,357,150 | | |
| 4,122,131 | | |
| 6,698,030 | | |
| 3,649,994 | |
