Duos Technologies Group Inc SEC Filings

Duos Technologies Group, Inc. has filed a primary shelf registration statement on Form S-3 to offer up to $250,000,000 of common stock, preferred stock, debt securities, warrants, rights and units from time to time. Specific terms, prices and amounts will be detailed in future prospectus supplements.

Duos, based in Jacksonville, Florida, is repositioning itself as a digital infrastructure and edge computing company, centered on patented modular Edge Data Centers and related infrastructure services. Legacy AI inspection and analytics solutions are being maintained but are no longer a primary investment focus, and may be monetized.

The company operates through subsidiaries including Duos Edge AI, Duos Technologies Solutions and Duos Energy Corporation, targeting distributed AI workloads, localized compute, and "white-glove" infrastructure and supply-chain services. As of February 6, 2026, Duos had 20,874,870 common shares outstanding and approximately 35 employees.

Duos Technologies Group's Chief Financial Officer, Leah F. Brown, reported new equity awards and purchases of company stock. She acquired 150,000 shares of common stock on January 1, 2026 as an award under the company’s 2021 Equity Incentive Plan. These shares are subject to a three-year cliff vesting schedule, with all shares vesting on December 31, 2028.

On December 31, 2025, she also acquired 228 shares of common stock through the company’s Employee Stock Purchase Plan, bought at $6.171 per share, which reflects 85% of the closing price on the measurement date. In addition, she holds options for 10,000 shares at an exercise price of $4.22 per share, expiring on November 30, 2028, of which 6,667 options are currently vested and exercisable.

Duos Technologies Group, Inc. entered into a new three-year employment agreement with its Chief Financial Officer, Leah F. Brown, effective November 16, 2025. The contract renews automatically in one-year terms unless either party gives 60 days’ notice before a term ends.

Ms. Brown will receive an annual base salary of $250,000, subject to annual review, and is eligible for an annual performance bonus of up to 80% of base salary based on revenue, profitability, and other goals approved as part of the Company’s Annual Strategic Plan. She was also granted 150,000 restricted shares under the 2021 Equity Incentive Plan, which cliff vest on December 31, 2028, subject to continued employment, with accelerated vesting upon a change of control, death or disability, termination without cause, or resignation for good reason.

Duos Technologies Group CEO and director Charles P. Ferry reported acquiring additional company stock. On December 31, 2025, he acquired 648 shares of common stock under the Duos Technologies Group, Inc. Employee Stock Purchase Plan at $6.171 per share, with the purchase price based on 85% of the closing price on the relevant measurement date. After this transaction, he directly beneficially owned 5,044 shares. He also reported 9,773 shares held in a joint account with his spouse and 522,889 shares granted under the company’s 2021 Equity Incentive Plan, which are subject to a three-year cliff vesting period and vest in full on January 1, 2028.

Duos Technologies Group, Inc. insider Adrian G. Goldfarb, noted as the company’s former CFO, reported acquiring 715 shares of common stock on December 31, 2025 at a price of $6.171 per share. These shares were purchased through the company’s Employee Stock Purchase Plan (ESPP) and the transaction is described as exempt under Rule 16b-3(c).

After this ESPP purchase, Goldfarb beneficially owned 3,981 shares of common stock directly. The filing also reports 441,275 shares of common stock that were granted under the company’s 2021 Equity Incentive Plan, which are subject to a three-year cliff vesting schedule, with all of these shares scheduled to vest on January 1, 2028. The remarks section notes that Goldfarb retired as CFO effective November 15, 2025, and the form is filed by one reporting person.

Duos Technologies Group, Inc. reported a leadership change in its finance organization. Adrian Goldfarb retired from his role as Chief Financial Officer effective November 15, 2025, and will continue with the company as a strategic advisor reporting to Chief Executive Officer Charles Ferry. This helps maintain continuity as responsibilities transition.

The company appointed Leah Brown as its new Chief Financial Officer, also effective November 15, 2025. Brown previously served as Senior Vice President of Accounting since January 2025 and joined Duos in 2022 after holding controller and leadership roles in the transportation sector. Her annual salary as CFO is $250,000, and she participates in the same benefit plans available to all employees. The company states that she has no family relationships with existing directors or executive officers and no related-party transactions requiring disclosure.

Duos Technologies Group, Inc. (DUOT) reported insider equity holdings for its Chief Financial Officer, Leah F. Brown. The filing shows she holds options to purchase 10,000 shares of Duos Technologies common stock at an exercise price of $4.22 per share, expiring on 11/30/2028. These options were granted on 04/01/2023 and vest over three years, with one third vesting each year. As of the event date of 11/15/2025, options to purchase 6,667 shares have vested and are exercisable.

Duos Technologies Group (DUOT) filed its Q3 2025 report, showing higher revenue and improved margins while remaining loss‑making. Revenue reached $6.88 million, up from $3.24 million a year ago, driven largely by services and consulting with related parties ($5.15 million). Gross margin increased to $2.52 million from $0.92 million. The quarter’s net loss narrowed to $1.04 million (loss per share $0.06) from $1.40 million.

For the nine months, revenue rose to $17.57 million from $5.82 million, with related‑party work a major contributor. The company recognized $2.7 million of revenue under its Asset Management Agreement with New APR and reported $4.5 million of remaining deferred revenue. Liquidity improved: cash increased to $33.2 million from $6.27 million, primarily from equity issuance proceeds of $53.96 million during the period. Total liabilities declined to $20.29 million, and stockholders’ equity rose to $49.50 million. Shares outstanding were 20,415,288 as of November 13, 2025.

Duos Technologies Group, Inc. furnished investor materials under Regulation FD. The company presented at the LD Micro Main Event XIX on October 21, 2025 at 5:30 p.m. Eastern and made the presentation deck available as Exhibit 99.1, along with a press release dated October 14, 2025 as Exhibit 99.2. The information under Item 7.01 is furnished, not filed, and the presentation is also available on the company’s website.