Welcome to our dedicated page for Data I.O. SEC filings (Ticker: DAIO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Data I/O Corporation filings document formal disclosures for a public operating company that provides data programming and security provisioning solutions for microcontrollers, security ICs and memory devices. Recent 8-K reports cover financial results, operating updates, cybersecurity incident disclosures and Regulation FD materials tied to the company’s manufacturing, support and technology operations.
The company’s SEC record also includes governance and reporting matters, including bylaw amendments, annual-meeting timing, board composition updates, executive-officer transition disclosures, employment-agreement exhibits and a Form 12b-25 notice related to audit completion and the timing of an annual report. These filings provide the official record of Data I/O’s governance actions, material events and periodic reporting obligations.
Data I/O Corporation is asking shareholders to vote on several key items at its July 8, 2026 in‑person annual meeting in Redmond, Washington. Shareholders will elect five directors, ratify Grant Thornton LLP as independent auditors for 2026, and cast an advisory Say‑on‑Pay vote on executive compensation.
Two proposals could significantly affect the capital structure. One would amend the 2023 Omnibus Incentive Compensation Plan to add 2,000,000 shares for future equity awards. Another would approve the potential issuance of 20% or more of outstanding common stock, possibly below the Nasdaq Minimum Price, to holders of certain convertible securities and any related change of control deemed to occur.
Data I/O Corporation entered into a private financing agreement with the Lytton-Kambara Foundation and the Alice W. Lytton Family LLC for an aggregate purchase price of $9 million. The deal includes 869,840 shares of common stock, a five-year convertible note with a principal amount of $6,825,400 bearing 4% annual interest, and warrants for 1,080,000 common shares at $3.00 per share.
The note is convertible into Series B Convertible Preferred Stock at $1,000 per preferred share and may automatically convert if shareholders approve a proposal at the 2026 annual meeting. Each preferred share carries a 4% cumulative dividend on its $1,000 stated value and is initially convertible into common stock at $2.50 per share, subject to adjustment. Warrants are exercisable for five years, and conversions or exercises are limited by a 9.99% beneficial ownership cap and an aggregate Investor Issuance Cap of 1,869,470 common shares. The securities are being issued in a private placement under Regulation D exemptions, with the company agreeing to register the resale of the underlying common shares.
Data I/O Corporation is soliciting proxies for its 2026 Annual Meeting of Shareholders to be held on July 8, 2026. Shareholders will vote on the election of five directors, ratification of Grant Thornton LLP as independent auditors, an amendment to increase shares available under the 2023 Omnibus Incentive Compensation Plan, approval to permit issuance of 20% or more of outstanding common stock to a Private Placement investor (including potential sales below the Nasdaq minimum price), and an advisory "Say on Pay" vote. The Board fixed May 19, 2026 as the record date. The meeting is in-person at Data I/O headquarters in Redmond, Washington; proxy voting instructions and the 2025 Annual Report are being mailed to shareholders.
Data I/O Corporation reported a weak first quarter of 2026, with revenue falling and losses widening. Net sales were $3.3 million, down from $6.2 million a year earlier, as capital equipment demand softened amid global trade and tariff uncertainty. Consumable adapters and services made up 81% of revenue, providing a recurring base.
The company posted a net loss of $3.2 million compared with a $0.4 million loss in the prior-year quarter, and gross margin slipped to 49.5% from 51.6% as fixed costs were spread over lower sales. Cash and cash equivalents declined to $5.7 million from $7.9 million at year-end, while working capital decreased to $9.3 million. Data I/O remains debt-free and recorded about $1.0 million of severance and related costs tied to a Germany workforce reduction. Management continues to address a previously identified material weakness in internal control over financial reporting. After quarter-end, the company agreed to raise approximately $9.0 million through a securities purchase agreement, subject to closing conditions.
Data I/O reported a weak first quarter while outlining a major transformation. Net sales were $3.25 million, down from $6.18 million a year earlier, and the net loss widened to $3.17 million, or $0.34 per share. Gross margin was 49.5% and bookings reached $4.2 million, with backlog at $2.6 million.
The company announced a $23 million acquisition expected to close by the end of the third quarter and to nearly double annual revenue, while being accretive to profit and cash flow. A $9 million direct investment from a single institutional investor will strengthen liquidity and create its largest shareholder.
Management is cutting costs, targeting about $1.8 million in previously implemented annual run-rate savings plus an additional $1 million, and shifting toward recurring Programming-as-a-Service and other services. For the second quarter 2026, Data I/O guides revenue of $5.0–$5.4 million, implying at least about 20% sequential growth. The company also disclosed a material weakness in internal control over disaggregated revenue reporting and is working on remediation.
Data I/O Corporation’s Board of Directors approved an immediate amendment to the company’s Bylaws on April 29, 2026. The change removes the requirement that the annual meeting of shareholders be held in May, giving the company flexibility in scheduling future annual meetings.
On the same date, the Board set the 2026 annual meeting of shareholders for July 8, 2026. The full text of the Amended and Restated Bylaws as of April 29, 2026 is provided as Exhibit 3.2 for detailed reference.
Data I/O Corporation filed an amended annual report updating management’s discussion and Part III disclosures while correcting presentation errors, including disaggregated 2024 revenue by type and a typographical working capital change. The amendment does not alter previously reported consolidated financial statements.
For 2025, net sales were $21.5 million versus $21.8 million in 2024, as automotive-sector softness reduced system demand, partly offset by stronger consumables and services, which comprised 58% of revenue. Bookings declined to $18.6 million, and gross margin fell to 49.3% from 53.3%.
The company reported a net loss of $5.2 million and negative EBITDA of $4.6 million, driven by lower volume and higher SG&A, including legal, accounting and ransomware-related costs. Management highlights a strategic transformation toward data provisioning and Edge AI, AI-enabled cost reductions, and a solid balance sheet with $7.9 million cash, $12.3 million working capital, and no debt.
Data I/O Corporation’s 2025 annual report describes a strategic transformation under a new CEO, focused on modernizing go-to-market efforts, refreshing its programming platform and broadening into data provisioning and Edge AI markets.
The company launched its next-generation LumenX2 platform and LumenX2‑M4 manual programmer, which won multiple 2025 industry awards. For 2025, consumable adapters and services represented about 58% of revenue, helping offset weak capital equipment demand. International sales were about 94% of net sales, with automotive electronics driving roughly 64% of bookings.
Data I/O deployed AI tools across functions, reducing its normalized operating expense run-rate by about 7% to $24.8 million, and invested heavily in R&D at $6.5 million, about 30% of net sales. It also began implementing a new Acumatica ERP system and disclosed an August 2025 ransomware incident that was fully remediated, incurring approximately $388,000 of one-time costs. Year-end cash was $7.9 million, and a Form S‑3 shelf allows issuance of up to $20 million of equity securities to support potential strategic initiatives.
Data I/O Corporation notified the SEC it could not timely file its Annual Report on Form 10-K for the period ended December 31, 2025 and expects to file the Form 10-K no later than April 15, 2026. The delay reflects additional time needed to finalize consolidated financial statements, including revenue disclosures and accounting for income taxes. The company previously furnished a press release with preliminary unaudited results as Exhibit 99.0 to a Form 8-K on February 27, 2026; those preliminary results remain subject to change pending completion of the audit.
Data I/O Corporation notified the SEC on Form 12b-25 that it cannot timely file its Annual Report on Form 10-K for the period ended December 31, 2025 by the prescribed due date of March 31, 2026. The company states it needs additional time to complete audit procedures and expects to file the Form 10-K no later than April 15, 2026.