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Atomera (NASDAQ: ATOM) Q1 2026 loss as $25M equity raise lifts cash

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(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Atomera Incorporated reported first quarter 2026 results showing continued investment and a wider loss while strengthening its balance sheet through new equity capital.

For the quarter ended March 31, 2026, revenue was $11 thousand and net loss was $6.1 million, or $0.17 per share, compared with a $5.2 million loss a year earlier. Adjusted EBITDA loss was $4.9 million. Cash, cash equivalents and short-term investments increased to $41.1 million, helped by a completed $25 million registered direct offering of common stock, and shares outstanding rose to 38.7 million.

Management highlighted progress in moving its MST technology into evaluation with additional Gate-All-Around transistor manufacturers and expanding its GaN technology into RF applications, positioning the company to support future MST-enabled products despite current low revenue and ongoing operating losses.

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Insights

Early-stage revenue, widening loss, but cash strengthened by $25M raise.

Atomera generated minimal Q1 2026 revenue of $11 thousand while posting a net loss of $6.1 million, slightly larger than the prior-year loss. Operating expenses of $6.2 million reflect ongoing R&D, G&A, and marketing needed to commercialize its MST technology.

Adjusted EBITDA loss was $4.9 million, indicating that even excluding non-cash costs, the business remains firmly in investment mode. However, the company completed a $25 million registered direct equity offering, lifting cash, cash equivalents and short-term investments to $41.1 million as of March 31, 2026.

This capital, alongside engagement with additional Gate-All-Around transistor manufacturers and new GaN RF applications, provides runway to pursue licensing opportunities. Actual financial impact will depend on future customer transitions from evaluation to revenue-generating licenses and royalties.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Revenue $11 thousand Three months ended March 31, 2026
Net loss $6.073 million Three months ended March 31, 2026
Adjusted EBITDA loss $4.909 million Three months ended March 31, 2026
Cash, equivalents & short-term investments $41.1 million As of March 31, 2026
Registered direct offering $25 million Completed in early 2026
Shares outstanding 38.7 million shares As of March 31, 2026
Research & development expense $3.457 million Three months ended March 31, 2026
Total operating expenses $6.209 million Three months ended March 31, 2026
Adjusted EBITDA financial
"Adjusted EBITDA (a non-GAAP financial measure) in the first quarter of 2026 was a loss of ($4.9) million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
registered direct offering financial
"Completed $25 Million registered direct offering of common stock"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
Mears Silicon Technology (MST) technical
"Atomera has developed Mears Silicon Technology™ (MST®), which increases performance and power efficiency in semiconductor transistors."
Gate-All-Around transistors technical
"MST in Gate-All-Around structures has moved into the evaluation phase for customers"
GaN on Si technical
"GaN on Si is ideal for the RF market ▪ Silicon substrates are cost effective and scalable"
non-GAAP financial measure financial
"Adjusted EBITDA, which is a non-GAAP financial measure."
A non-GAAP financial measure is a way companies present their financial results that excludes certain expenses or income to show how they believe their core business is performing. It matters because it can give a clearer picture of how the company is really doing, but it can also be used to make results look better than they actually are.
Revenue $11 thousand
Net loss $6.073 million
Adjusted EBITDA loss $4.909 million
false 0001420520 0001420520 2026-05-05 2026-05-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): May 5, 2026

 

 

 

ATOMERA INCORPORATED

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware 001-37850 30-0509586
(State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

  

750 University Avenue, Suite 280

Los Gatos, California 95032

(Address of principal executive offices)

 

(408) 442-5248

(Registrant’s telephone number, including area code)

 

 

 

(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 $0.001   ATOM   Nasdaq Capital Markets

 

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 May 5, 2026, Atomera Incorporated issued a press release announcing its financial results for the three months ended March 31, 2026. The Company also intends to conduct an earnings call over which it will distribute an investor presentation. The text of the press release is attached hereto as Exhibit 99.1 and the investor presentation is attached hereto as Exhibit 99.2, both are incorporated by reference herein.

 

The information in this Current Report, including the exhibits attached hereto, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for any purpose, including for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act regardless of any general incorporation language in such filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

The following exhibits are filed with this report:

 

99.1

Press release dated May 5, 2026 Atomera Incorporated

99.2 Investor presentation dated May 5, 2026 Atomera Incorporated
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

 

 

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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, hereunto duly authorized.

 

  ATOMERA INCORPORATED  
     
     
Dated: May 5, 2026 /s/ Francis B. Laurencio  
 

Francis B. Laurencio,

Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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Exhibit 99.1

 

 

 

Atomera Provides First Quarter 2026 Results

 

LOS GATOS, Calif. — May 5, 2026 — Atomera Incorporated (NASDAQ: ATOM), a semiconductor materials and technology licensing company, today provided a corporate update and announced financial results for the first quarter ended March 31, 2026.

 

Recent Company Highlights

 

·Completed $25 Million registered direct offering of common stock
   
·MST in Gate-All-Around structures has moved into the evaluation phase for customers
   
·Expanded GaN offerings to RF applications demonstrating breakthrough improvements to enhance RF performance

 

Management Commentary

 

“We made excellent progress during the first quarter toward adoption of MST by GAA manufacturers, engaging with another of the four companies that manufacture those advanced transistors. At the same time, we expanded our offerings in GaN beyond power applications to RF where we believe we will substantially grow our TAM and deliver highly differentiated device performance on larger-diameter wafers,” said Scott Bibaud, President and CEO of Atomera. “We are also very pleased to have closed on a $25 million equity raise which brought our cash, cash equivalents and short-term investments to over $41 million. With this additional capital we are in a strong position to enable our customers to bring MST-enabled products to market.”

 

Financial Results

 

The Company incurred a net loss of ($6.1) million, or ($0.17) per basic and diluted share in the first quarter of 2026, compared to a net loss of ($5.2) million, or ($0.14) per basic and diluted share, for the first quarter of 2025. Adjusted EBITDA (a non-GAAP financial measure) in the first quarter of 2026 was a loss of ($4.9) million compared to an adjusted EBITDA loss of ($4.4) million in the first quarter of 2025.

 

The Company had $41.1 million in cash, cash equivalents and short-term investments as of Mar. 31, 2026, compared to $19.2 million as of December 31, 2025.

 

The total number of shares outstanding was 38.7 million as of Mar. 31, 2026.

 

 

 

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First Quarter 2026 Results Webinar

 

Atomera will host a live video webinar today to discuss its financial results and recent progress.

Date: Tuesday, May 5, 2026

Time: 2:00 p.m. PT (5:00 p.m. ET)

Webcast: Accessible at https://ir.atomera.com

 

Note about Non-GAAP Financial Measures

In addition to the unaudited results presented in accordance with generally accepted accounting principles, or GAAP, in this press release, Atomera presents adjusted EBITDA, which is a non-GAAP financial measure. Adjusted EBITDA is determined by taking net loss and eliminating the impacts of interest, depreciation, amortization and stock-based compensation. Our definition of adjusted EBITDA may not be comparable to the definitions of similarly-titled measures used by other companies. We believe that this non-GAAP financial measure, viewed in addition to and not in lieu of our reported GAAP results, provides useful information to investors by providing a more focused measure of operating results. This metric is used as part of the Company's internal reporting to evaluate its operations and the performance of senior management. A table reconciling this measure to the comparable GAAP measure is available in the accompanying financial tables below.

 

About Atomera Incorporated

Atomera Incorporated is a semiconductor materials and technology licensing company focused on deploying its proprietary, silicon-proven technology into the semiconductor industry. Atomera has developed Mears Silicon Technology™ (MST®), which increases performance and power efficiency in semiconductor transistors. MST can be implemented using equipment already deployed in semiconductor manufacturing facilities and is complementary to other nano-scaling technologies already in the semiconductor industry roadmap.  More information can be found at www.atomera.com.  

 

Safe Harbor

This press release contains forward-looking statements concerning Atomera Incorporated, including statements regarding the prospects for the semiconductor industry generally and the ability of our MST technology to significantly improve semiconductor performance. Those forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual results to differ materially. Among those factors are: (1) the fact that, to date, we have only recognized minimal engineering services and licensing revenues thus subjecting us to all the risks inherent in an early-stage enterprise; (2) the risk that licensees or JDA customers do not advance to royalty-based manufacturing and distribution licenses; (3) our ability to add other licensees and/or JDA customers; (4) risks related to our ability to raise sufficient capital, as and when needed, to pursue the further development, licensing and commercialization of our MST technology; (5) our ability to protect our proprietary technology, trade secrets and knowhow and (6) those other risks disclosed in the section "Risk Factors" included in our Annual Report on Form 10-K filed with the SEC on February 24, 2026. We caution readers not to place undue reliance on any forward-looking statements. We do not undertake, and specifically disclaim any obligation, to update or revise such statements to reflect new circumstances or unanticipated events as they occur.

 

-- Financial Tables Follow –

 

 

 

 

 

 

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Atomera Incorporated

Condensed Balance Sheets

(in thousands, except per share data)

 

       
   March 31,  December 31,
   2026  2025
    (Unaudited)      
ASSETS          
           
Current assets:          
Cash and cash equivalents  $14,160   $19,210 
Short-term investments   26,930     
Accounts receivable   41     
Interest receivable   139    54 
Prepaid expenses and other current assets   788    338 
Total current assets   42,058    19,602 
           
Property and equipment, net   51    60 
Security deposit   14    14 
Operating lease right-of-use asset   1,176    884 
Financing lease right-of-use asset   322    533 
           
Total assets  $43,621   $21,093 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
Current liabilities:          
Accounts payable  $677   $608 
Accrued expenses   213    168 
Accrued payroll related expenses   782    650 
Current operating lease liability   301    147 
Current financing lease liability   106    420 
Deferred Revenue   96    7 
Total current liabilities   2,175    2,000 
           
Long-term operating lease liability   896    712 
           
Total liabilities   3,071    2,712 
           
Commitments and contingencies        
           
Stockholders’ equity:        
Preferred stock $0.001 par value, authorized 2,500 shares; none issued and outstanding as of March 31, 2026 and December 31, 2025          
Common stock: $0.001 par value, authorized 47,500 shares; 38,723 shares issued and 38,716 outstanding as of March 31, 2026; and 32,354 shares issued and outstanding as of December 31, 2025   39    32 
Additional paid in capital   288,301    260,043 
Other comprehensive income (loss)   (23)    
Accumulated deficit   (247,767)   (241,694)
Total stockholders’ equity   40,550    18,381 
Total liabilities and stockholders’ equity  $43,621   $21,093 

 

 

 3 

 

 

Atomera Incorporated

Condensed Statements of Operations

(in thousands, except per share data)

  

 

Three Months Ended

 

   March 31,  December 31,  March 31,
   2026  2025  2025
   (Unaudited)  (Unaudited)  (Unaudited)
Revenue  $11   $50   $4 
Cost of revenue   (126)   (131)    
Gross profit (loss)   (115)   (81)   4 
                
Operating expenses               
Research and development   3,457    2,740    3,255 
General and administrative   2,333    1,505    2,088 
Selling and marketing   419    286    124 
Total operating expenses   6,209    4,531    5,467 
                
Loss from operations   (6,324)   (4,612)   (5,463)
                
Other income (expense)               
Interest income   197    195    270 
Accretion income   57        6 
Interest Expense   (4)   (9)   (21)
Other income (expense), net   1    1    (1)
Total other income (expense), net   251    187    254 
                
Net loss  $(6,073)  $(4,425)  $(5,209)
                
Net loss per common share, basic and diluted  $(0.17)  $(0.14)  $(0.17)
                
Weighted average number of common shares outstanding, basic and diluted   35,256    31,590    30,243 

 

 

 

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Atomera Incorporated

Reconciliation to Non-GAAP EBITDA

(Unaudited)

 

       
   Three Months Ended
   March 31,  December 31,  March 31,
   2026  2025  2025
Net loss (GAAP)  $(6,073)  $(4,425)  $(5,209)
Depreciation and amortization   9    13    12 
Stock-based compensation   1,406    1,334    1,009 
Interest income   (197)   (195)   (270)
Accretion income   (57)       (6)
Interest expense   4    9    21 
Other (income) expense, net   (1)   (1)   1 
Net loss non-GAAP EBITDA  $(4,909)  $(3,265)  $(4,442)

 

 

 

 

 

 

 

 

 

Investor Contact:

Bishop IR

Mike Bishop

(415) 894-9633

investor@atomera.com

 

 

 

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Exhibit 99.2

 

 

 

 

 

 

Q1 2026 Conference Call May 5, 2026 Atomera Incorporated 1

   

 

 

 

 

 

 

 

Safe Harbor This presentation contains forward - looking statements concerning Atomera Incorporated (““ Atomera ,” the “Company,” “we,” “us,” and “our”). The words “believe,” “may,” “will,” “potentially,” “estimate,” “continue,” “anticipate,” “intend,” “could,” “woul d,” “project,” “plan,” “expect” and similar expressions that convey uncertainty of future events or outcomes are intended to identify forwar d - looking statements. These forward - looking statements are subject to a number of risks, uncertainties and assumptions, including those disclosed in the section "Risk Factors" included in our Annual Report on Form 10 - K filed with the SEC on February 24, 2026 (the “Annual Report ”). In light of these risks, uncertainties and assumptions, the forward - looking events and circumstances discussed in this presentation may not occur and actual results could differ materially and adversely from those anticipated or implied in our forward - looking statements. You should not rely upon forward - looking statements as predictions of future events. Although we believe that the expectations reflected in our forward - looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance or events and circumstances described in the forward - looking statements will be achieved or occur. This presentation contains only basic information concerning Atomera . The Company’s filings with the Securities Exchange Commission, including the Annual Report, include more information about factors that could affect the Company’s operating and financial results. We assume no obligation to update information contained in this presentation. Although this presentation m ay remain available on the Company's website or elsewhere, its continued availability does not indicate that we are reaffirming or confirming any of the information contained herein. Atomera Incorporated 2

   

 

 

 

 

 

3 Strong, Growing and Defensible Patent Portfolio High Leverage IP Licensing Business Model Top Tier Management Team Transistor enhancement technology for the $750B semiconductor market Mears Silicon Technology (MST ® ) Quantum Engineered Materials

   

 

 

 

 

 

 

Atomera’s technology in AI ► Gate All Around transistors are the building blocks of AI ▪ Used on CPUs, GPUs, networking and logic ► Advanced transistors benefit from MST’s dopant control ▪ Improves performance, yield, reliability and lowers cost ► Next gen DRAMs face the same challenges as GAA ► Atomera’s MST is a fundamental tool to advancing AI ▪ Keeps Moore’s law moving forward

   

 

 

 

 

 

 

MST technology focus areas Atomera 5 MST for Advanced Logic Nodes MST for RF - SOI MST for Power MST for DRAM MST for GaN

   

 

 

 

 

 

RF GaN – New market for MST ► GaN on Si is ideal for the RF market ▪ Silicon substrates are cost effective and scalable ► GaN on Si growth has challenges ▪ Unwanted, ionized Ga and Al atoms increase sheet charge at Si substrate interface ▪ “Parasitic Channel” created between Si and GaN • Reduces output power, lowers efficiency, worsens linearity, and limits high - frequency operation ► MST mitigates parasitic channel formation ▪ Suppresses free Al, Ga ions at Si interface ▪ Enables greater adoption of GaN /Si in RF market ► Breakthrough results open new market for MST Atomera Incorporated 6 Parasitic channel Si substrate Ga Ga Ga Al Al Al AlN nucleation Ga Al Al GaN stack +++++++++ Si substrate with MST Ga Al AlN nucleation GaN stack + + + + + MST Standard GaN on Silicon GaN on Silicon with MST

   

 

 

 

 

 

Financial Review Atomera Incorporated 7 Income Statement ($ in thousands, except per-share data) March 31, 2026 December 31, 2025 March 31, 2025 REVENUE 11$ 50$ 4$ Gross Profit (115) (81) 4 OPERATING EXPENSES Research & Development 3,457 2,740 3,255 General and Administration 2,333 1,505 2,088 Selling and Marketing 419 286 124 TOTAL OPERATING EXPENSES 6,209 4,531 5,467 OPERATING LOSS (6,324) (4,612) (5,463) Other Income (Expense) 251 187 254 NET LOSS (6,073)$ (4,425)$ (5,209)$ Net Loss Per Share (0.17)$ (0.14)$ (0.17)$ Weighted average shares outstanding 35,256 31,590 30,243 ADJUSTED EBITDA (NON-GAAP) (4,909)$ (3,265)$ (4,442)$ ADJUSTED EBITDA PER SHARE (0.14)$ (0.10)$ (0.15)$ Balance Sheet Information Cash, equivalents & ST investments 41,090$ 19,210$ 24,123$ Debt - - - Three Months Ended

   

 

 

 

 

 

 

GAAP to Non - GAAP Reconciliation Atomera Incorporated 8 Reconciliation of GAAP to Non-GAAP Operating Expenses ($ in thousands, except per-share data) March 31, 2026 December 31, 2025 March 31, 2025 GAAP R&D Expenses 3,457$ 2,740$ 3,255$ Subtract Stock Comp Expense (534) (516) (459) Subtract Depreciation and Amortization (5) (5) (5) Adjusted Non-GAAP Research & Development Expenses 2,918$ 2,219$ 2,791$ GAAP G&A Expenses 2,333 1,505 2,088 Subtract Stock Comp Expense (829) (795) (599) Subtract Depreciation and Amortization (4) (8) (7) AdjustedNon-GAAP G&A Expenses 1,500$ 702$ 1,482$ GAAP Sales & Mktg Expenses 419 286 124 Subtract Stock Comp Expense (43) (23) 49 Subtract Depreciation and Amortization - - - Adjusted Non-GAAP Sales&Mktg Expenses 376$ 263$ 173$ Total Non-GAAP Operating Expenses 4,794$ 3,184$ 4,446$

   

 

 

 

 

 

We collaborate with customers to improve their products, through integration of MST, so that both companies benefit financially Mission Statement Atomera Incorporated 9

   

 

 

 

 

 

Thank You Atomera Incorporated 10

   

FAQ

How did Atomera (ATOM) perform financially in Q1 2026?

Atomera reported very low Q1 2026 revenue of $11 thousand and a net loss of $6.1 million, or $0.17 per share. Adjusted EBITDA loss was $4.9 million, reflecting continued investment in research, development, and commercialization of its MST semiconductor technology.

What capital raise did Atomera (ATOM) complete in early 2026?

Atomera completed a $25 million registered direct offering of common stock during early 2026. This equity raise helped increase cash, cash equivalents and short-term investments to $41.1 million as of March 31, 2026, providing additional resources to support MST commercialization efforts.

What was Atomera’s cash position at March 31, 2026?

As of March 31, 2026, Atomera held $41.1 million in cash, cash equivalents and short-term investments. This compares to $19.2 million at December 31, 2025, reflecting proceeds from its $25 million equity offering and strengthening liquidity to fund operations and technology development.

How many Atomera (ATOM) shares were outstanding after the Q1 2026 raise?

Atomera had 38.7 million common shares outstanding as of March 31, 2026, up from 32.4 million at December 31, 2025. The increase mainly reflects shares issued in the $25 million registered direct offering completed during the period.

What technology progress did Atomera highlight for MST and GaN in Q1 2026?

Atomera reported that MST in Gate-All-Around transistor structures moved into customer evaluation and that it expanded GaN offerings to RF applications. Management described breakthrough GaN RF performance improvements, aiming to grow its addressable market and enable differentiated devices on larger-diameter wafers.

What are Atomera’s main expenses driving Q1 2026 losses?

In Q1 2026, Atomera’s operating expenses totaled $6.2 million, led by $3.5 million in research and development, $2.3 million in general and administrative costs, and $0.4 million in selling and marketing. These expenses support MST technology development, licensing efforts, and corporate operations.

Filing Exhibits & Attachments

5 documents