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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): May 18, 2026
___________________________
CLOUDASTRUCTURE,
INC.
(Exact name of registrant as specified in its
charter)
___________________________
| Delaware |
001-42494 |
87-0690564 |
|
(State or other jurisdiction of
incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| |
|
|
| 3000 El Camino
Real, Bldg 4, Ste 200 |
|
|
| Palo Alto,
California |
|
94306 |
| (Address of principal executive offices) |
|
(Zip Code) |
(650) 644-4160
Registrant’s telephone number, including
area code:
Not Applicable
(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 (see General Instruction A.2. below):
☐ 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 Class |
|
Trading Symbol |
|
Name of Exchange On Which Registered |
| Class A Common Stock |
|
CSAI |
|
Nasdaq Capital Market |
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 18, 2026, Cloudastructure, Inc. (the “Company”)
issued a press release announcing certain limited financial results for the quarter ended March 31, 2026. A copy of the press release
is attached as Exhibit 99.1 to this Current Report.
Item 9.01 Financial
Statements, Pro Forma Financial Information, and Exhibits.
(c) Exhibits
99.1 Press Release dated May 18, 2026
104 Cover
Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document).
EXHIBIT INDEX
| Exhibit Number |
|
Document |
| 99.1 |
|
Press Release dated May 18, 2026. |
| 104 |
|
Cover Page Interactive Data File (the cover page XBRL tags are embedded in 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.
Dated: May 18, 2026
| |
CLOUDASTRUCTURE, INC. |
| |
|
|
| |
By: |
/s/ Greg Smitherman |
| |
|
Greg Smitherman |
| |
|
Chief Financial Officer |
| |
|
(Principal Financial Officer and
Principal Accounting Officer)
|
Exhibit 99.1

Cloudastructure
Reschedules First Quarter 2026 Conference Call to Thursday, May 21st
and Announces
78% Year-Over-Year Revenue Growth
First Quarter 2026 Revenue and Gross Profit
Increased Year-Over-Year 78% and 115% Respectively
PALO ALTO, CA. – May 18, 2026 -- Cloudastructure,
Inc. (“Cloudastructure” or “the Company”) (Nasdaq: CSAI), a leader in cloud-native AI surveillance and remote
guarding, today announced that it has rescheduled its 2026 first quarter financial results conference call to Thursday, May 21, 2026 at
12:00 P.M. ET | 9:00 A.M. PT to provide additional time to complete the quarterly review of the first quarter results. The Company will
report its financial results for the first quarter of 2026 on Wednesday, May 20, 2026 after market close.
The Company currently expects to report first
quarter 2026 revenue of approximately $1.3 million, representing approximately 78% year-over-year growth, and gross profit growth of approximately
115% year-over-year.
First Quarter 2026 Financial Results Conference
Call:
Date: May 21, 2026
Time: 12:00 P.M. ET | 9:00 A.M. PT
Live Call: 1-888-506-0062 (U.S. Toll Free)
or 1-973-528-0011 (International)
Access Code: 837138
Webcast: https://www.webcaster5.com/Webcast/Page/3134/54039
For interested individuals unable to join the conference call, a replay
will be available through June 1, 2026, by dialing 1-877-481-4010 (U.S. Toll Free) or 1-919-882-2331 (International). Participants must
use the following code to access the replay of the call: 54039. An archived version of the webcast will also be available for 365 days.
About
Cloudastructure
Headquartered
in Palo Alto, California, Cloudastructure’s patented award-winning security platform utilizes a scalable cloud-based architecture
that features cloud video surveillance with proprietary, state-of-the-art AI/ML analytics, and a seamless remote guarding solution. The
combination enables enterprise businesses to achieve proactive, end-to-end security, and pairs that platform with an attractive value
proposition that eschews proprietary hardware and offers contract-free, month-to-month pricing and unlimited 24/7 support. With Cloudastructure,
companies can achieve unparalleled situational awareness in real time and thereby stop crime as it is happening, while simultaneously
achieving up to a 75% lower Total Cost of Ownership than other systems. For more information, visit https://www.cloudastructure.com.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this press release may be
considered forward-looking. Any forward-looking statement expressing an expectation or belief as to one or more future events is expressed
in good faith and believed to be reasonable. However, these statements are not guarantees of future events and involve risks, uncertainties
and other factors beyond our control. These factors include, but are not limited our ability to complete the procedures necessary to file
our Form 10-Q for the first quarter of 2026 by the extended filing deadline of May 20, 2026, and potential changes to our financial results
for such quarter that may result from the completion of those procedures. We caution you against relying on any of the forward-looking
statements in this release, as actual outcomes and results may differ materially from what is expressed in any forward-looking statement.
Except as required by applicable law, we do not intend to update any of the forward-looking statements to conform them to actual results
or revised expectations.
Media Contact
Kathleen Hannon, Sr. Communications Director
Cloudastructure, Inc.
704.574.3732
Kathleen@cloudastructure.com
Investor Contact
Valter Pinto, Managing Director
KCSA Strategic Communications
212.896.1254
Cloudastructure@KCSA.com