false
0001396536
0001396536
2026-02-16
2026-02-16
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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):
February 16, 2026
——————
Duos Technologies Group, Inc.
(Exact name of registrant as specified in its
charter)
——————
| Florida |
001-39227 |
65-0493217 |
| (State or Other Jurisdiction |
(Commission |
(I.R.S. Employer |
| of Incorporation) |
File Number) |
Identification No.) |
7660 Centurion Parkway, Suite 100, Jacksonville,
Florida 32256
(Address of Principal Executive Offices) (Zip
Code)
(904) 296-2807
(Registrant’s telephone number, including
area code)
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 per share) |
|
DUOT |
|
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. ☐
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K includes
information that may constitute forward-looking statements. These forward-looking statements are based on the current beliefs,
assumptions and expectations of Duos Technologies Group, Inc. (the “Company”) regarding future events, which in turn are
based on information currently available to the Company. By their nature, forward-looking statements address matters that are
subject to risks and uncertainties. Forward-looking statements include, without limitation, statements relating to projected
industry growth rates, the Company’s current growth rates and the Company’s present and future cash flow position. A
variety of factors could cause actual events and results, as well as the Company’s expectations, to differ materially from
those expressed in or contemplated by the forward-looking statements. Risk factors affecting the Company are discussed in detail in
the Company’s filings with the Securities and Exchange Commission (the “Commission”). The Company undertakes no
obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or
otherwise, except to the extent required by applicable securities laws.
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective April 1, 2026, the Board of
Directors has appointed Douglas Recker as Chief Executive Officer and President of the Company. Mr. Recker has served as President
since September 2025 and has been the President and Founder of our subsidiary, Duos Edge AI, Inc. (“Duos Edge”), since
July 2024. A description of Mr. Recker’s previous business experience is set forth in the Company’s Current Report on
Form 8-K filed with the Commission on September 15, 2025. In connection with Mr. Recker’s appointment, Charles Ferry, our
current Chief Executive Officer, will resign as Chief Executive Officer effective April 1, 2026, but will remain as a Director of
the Company. Mr. Ferry has led the Company since September 2020 and will continue as Chief Executive Officer of New APR Energy, LLC,
in which the Company has a 5% equity interest.
Item 8.01 Other Events.
Attached to this Current Report on Form
8-K as Exhibit 99.1 is a PowerPoint Presentation that the Company presented to
investors, analysts and others. The information included in Exhibit 99.1, is “furnished” and shall not be deemed
“filed” with the Commission or incorporated by reference in any filing under the Securities
Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended.
On
February 16, 2026, Duos Edge entered into a non-binding letter of intent (the “Letter of Intent”) with Hydra Host, Inc. (“Hydra”)
in connection with a proposed GPU-as-a-Service contract in which Duos Edge would be the data center and asset owner for a 2304 GPU B800
cluster rental contract, and Hydra would be the operator. The cluster could potentially have the ability to scale to 4608 GPUs. This
project would represent a further significant expansion of the Company’s Edge Data Center business, which has already included
the establishment of the Company’s Infrastructure Solutions group focusing on providing manufacturer-agnostic sourcing and infrastructure
solutions for data center and IT environments. The project supports an underlying GPU-as-a-Service partnership that is expected to generate
approximately $176 million in revenue over a 36-month term. The deployment is modeled to support gross margins of more than 80% and projected
EBITDA exceeding $40 million. Also, incremental colocation revenue is expected to total approximately $25 million over the 36-month term.
The Letter of Intent is subject to a number of conditions, including financing, and there can be no assurance that any or all of such
conditions will be satisfied or that the project will be consummated. In addition, the specifications of the project are subject to change.
On
February 27, 2026, the Company issued a press release announcing the Letter of Intent. A copy of the press release is attached as
Exhibit 99.2 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. |
|
Description of Exhibit |
| 99.1 |
|
PowerPoint Presentation |
| 99.2 |
|
Press Release, dated February 27, 2026 |
| 104 |
|
Cover Page Interactive Data File
(formatted as Inline XBRL and contained in Exhibit 101) |
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.
| |
DUOS TECHNOLOGIES GROUP, INC. |
| |
|
|
| |
|
|
| Dated: February 27, 2026 |
By: |
/s/ Leah F. Brown |
| |
|
Leah F. Brown
Chief Financial Officer |
| |
|
Exhibit 99.1
FROM AI TO INFRASTRUCTURE : EXPANDING THE EDGE DUOS TECHNOLOGIES GROUP, INC. | NASDAQ: DUOT INVESTOR PRESENTATION FEBRUARY 2026
SAFE HARBOR STATEMENT This presentation, as well as other written or oral statements made from time to time, includes “forward - looking statements” . Forward - looking statements are not based on historical information and include, without limitation, statements regarding our future financial condition and future results of operations, business strategy and plans and objectives of management for future operations . This presentation includes statistical and other industry and market data that we obtained from industry publications and research, surveys and studies conducted by third parties or us . Industry publications and third - party research, surveys and studies generally indicate that their information has been obtained from sources believed to be reliable, although they do not guarantee the accuracy or completeness of such information . All of the market data used in this presentation involves a number of assumptions and limitations, and you are cautioned not to give undue weight to such estimates . While we believe these industry publications and third - party research, surveys and studies are reliable, we have not independently verified such data . The industries in which we operate are subject to a high degree of uncertainty, change and risk due to a variety of factors, which could cause results to differ materially from those expressed in the estimates made by the independent parties and by us including statements regarding projected revenue and margins, new product developmentas , potential increases in our customer base and deployments, possible mergers and acquisitions activity, and our plans to expand into new markets, countries and categories . Forward - looking statements reflect our current views with respect to future events . The words “may,” “will,” “expect,” “intend,” “anticipate,” “believe,” “project,” “estimate,” “plans,” “continuing,” or the negative of these words and similar expressions identify forward - looking statements . These forward - looking statements are based upon estimates and assumptions made by us or our officers that, although believed to be reasonable, are subject to certain known and unknown risks and uncertainties that could cause actual results to differ materially and adversely as compared to those contemplated or implied by such forward - looking statements . All forward - looking statements involve risks, assumptions and uncertainties . You should not rely upon forward - looking statements as predictors of future events . The occurrence of the events described, and the achievement of the expected results, depend on many events, some or all of which are not predictable or within our control . Actual results may differ materially from expected results . These risks, assumptions and uncertainties are not all of the important factors that could cause actual results to differ materially from those expressed in any of our forward - looking statements . Other known as well as unknown or unpredictable factors also could harm our results . All of the forward - looking statements we have included in this presentation are based on information available to us on the date of this presentation . We undertake no obligation, and specifically decline any obligation, to update publicly or revise any forward - looking statements, whether as a result of new information, future events or otherwise . In light of these risks, uncertainties and assumptions, the forward - looking events discussed in this presentation might not occur . Any reference to financial projections in this presentation, if any, are for illustrative purposes only and are based upon certain hypothetical assumptions, which we believe are reasonable as of the date of this presentation . The selection of assumptions requires the exercise of judgment and is subject to uncertainty due to the effect that economic or other changes may have on future events . The Unit Economics presented herein are solely for informational purposes and are based on a number of assumptions . Such assumptions are subject to a wide variety of risks and uncertainties that could cause actual results to differ materially from those presented . As a result, investors should not place undue reliance on such Unit Economics . Nasdaq: DUOT | 2 © 2026 - ALL RIGHTS RESERVED |

▪ Duos Edge AI, Inc. (a subsidiary of Duos Technologies Group, Inc.) develops, owns, and operates multiple Edge Data Center (EDC)s that provide edge co - location services ▪ Outgrowth from extensive Edge Computing experience with the Railcar Inspection Portals ▪ Initial rollout was for 4.5MW; now beginning implementation for an additional 10MW+ to be installed in 2026 ▪ Key changes since the previous plan is the business expansion from standard to AI processing, new partnerships including now pursuing GPU as a Service business and the addition of the Infrastructure Solutions business ▪ Modular EDC business and expansion strategies continues to set an expectation of steadily growing annual recurring revenue producing 70% gross margins with rapid revenue growth in the supporting infrastructure business. EXECUTIVE SUMMARY 3 Nasdaq: DUOT | © 2026 - ALL RIGHTS RESERVED | Repeatable | Capital Efficient | Recurring Revenue Driven Built to Scale Distributed AI Infrastructure o Targeting 60MW national Edge Data Center capacity o Modular, repeatable deployment model o Expanding into GPU Hosting & GPU - as - a - Service o Integrated Infrastructure Solutions (power, sourcing, fulfillment) o Positioned for AI inference & edge compute growthBL1BL2

DUOS EDGE AI DATA CENTER 4 Nasdaq: DUOT | © 2026 - ALL RIGHTS RESERVED |

Nasdaq: DUOT | 5 © 2026 - ALL RIGHTS RESERVED | High - Density Edge AI Infrastructure Fast, Capital - Efficient, Enterprise - Grade ENTRYWAY FOR A MODULAR DATA CENTER ( Patent No.: US 12,404,690 B1 ) Independent, Third - Party AICPA standard, SOC 2 Type II audit report ( available upon request under NDA ) To help protect your privacy, PowerPoint has blocked automatic download of this picture. >>> D UOS E DGE AI D ATA C ENTER M ODULAR . S ECURE . O N - D EMAND DENSITY & PERFORMANCE • 15 Cabinets | 300+ kW per POD • High - Density AI - Ready Architecture • 12’ × 12’5” × 60’ Modular Footprint • Designed for AI Inference & Edge Compute SPEED & CAPITAL EFFICIENCY • 90 - Day Deployment Cycle • No Upfront Customer CAPEX • OPEX - Driven Revenue Model • Scalable, Repeatable Expansion RELIABILITY & SECURITY • N+1 Redundant Infrastructure • Dual Backup Generators • Redundant UPS & HVAC • 24/7 Monitoring & Secure Access • SOC 2 Type II • Patented Clean Room & Man Trap

6 Duos Edge AI 2026 (Strategic Plan) ▪ Focus on building out initial 15 EDCs with clients to achieve a baseline $4.5M - $7.5M ARR with base 300KW EDCs ▪ Fund and begin construction of High - Power (1MW+) EDCs and enter commercial arrangement for first unit to demonstrate concept. ▪ Enter commercial relationships with Hydra Host (including financing arrangements for hardware purchases) for Edge AI to provide GPU hosting services to their clients ▪ Secure key real estate locations for initial expansion into high - power EDCs. Several sites under consideration including up to 10MW location. Strategy includes co - location at key utility energy suppliers (e.g. Nextera ) for space within key sites for siting of EDCs Nasdaq: DUOT | Key Financial Metric s Hi - Power EDC for AI Inferencing ▪ Initial Power: 1 – 2.5MW ▪ All in cost $6 - $14M ▪ Revenue $>2.5M/Annum ▪ Anticipated 20MW by end 2026 ▪ Commercial Plan 1. Low - cost strategic locations 2. Fill units within 90 to 180 days with strategic clients looking for inferencing AI capacity 3. Expansion to GPU as a Service ( GaaS ) through partners (e.g. Hydra Host) Standard EDC ▪ Power up to 300KW ▪ All - in cost $1 - $1.2M ▪ Revenue $>350K/Annum ▪ 4.5MW capacity available ▪ Commercial Plan 1. Inexpensive site locations (<$5K/year) 2. Fill units with combination of anchor tenants and commercial customers including focus on Carriers Funding Plan ▪ Standard EDC: - Initial units funded and purchased - $10M of cash remains for selective expansion (e.g. Georgia opportunity – 4 units) - Possible use for Hi - Power applications ▪ High Power EDC: - Initial units funded and ordered - May cluster 300KW units to create high power EDC - $50M of funding required to build out 20MW for 2026 ▪ GPU as a Service: - Currently evaluating financial model with Hydra Host • $50 M Annual Revenue Opportunity in GPUaas in partnership with HydraHost - Expected 2.5 - year MOIC and >30% IRR ▪ Key Vendor Relationships: Sign partnership or other strategic relationship with key Data Center companies that can rapidly expand Duos’ offerings beyond current “CPU” focused Edge data to include “GPU as a Service”, EDC expansion to Edge AI for high - power (2 - 10 MW) GPU hosting. (Dell/Hydra Host, NScale ). ▪ Merger/Acquisition: Merge or Acquire companies that can expand the offering platform to offer managed services, key supplier relationships, government contracts, supply chain control, key facilities. (TSSI) ▪ Expanded Leadership: Add key staff with a track record of successful data center ventures and rationalize operations teams among M&A targets to drive higher EBITA margins ▪ Capital Raise: To support M&A and working capital for significant revenue expansion. (3 - year expectation - $250M COLOCATION Cost - effective colocation services anywhere across the US SECURITY 24/7 secure access | Two factor authentication Patented “clean room” RELIABILITY Dual back up generators | N+1 facilities | Redundant networks SPEED TO MARKET Lower latency | Direct access to carrier hotels Up to 20 MW EDCs by end 2026 >60MW EDCs by 2028 $80 to $100 Millon Expected ARRs (2027 - 2028) Duos Edge AI (Expansion Strategy) Duos Edge AI Offerings © 2026 - ALL RIGHTS RESERVED |BL1

PIPELINE FY 2026 Nasdaq: DUOT | 7 © 2026 - ALL RIGHTS RESERVED | Current Markets ▪ Ohio ▪ Texas ▪ Florida ▪ Georgia ▪ South Carolina ▪ North Carolina ▪ Illinois ▪ Kentucky ▪ Connecticut ▪ Montana ▪ Washington ▪ Amarillo, TX ▪ Victoria, TX ▪ Corpus Christi, TX ▪ Dumas, TX ▪ Waco, TX ▪ Hereford, TX ▪ Lubbock, TX ▪ Abilene, TX ▪ Pampa, TX ▪ Westchester, IL ▪ Jacksonville, FL Expansions

PARTNERS Nasdaq: DUOT | 8 © 2026 - ALL RIGHTS RESERVED | U.S. - Based Manufacturing Partners : Sourcing modular infrastructure and cooling systems from domestic vendors to ensure quality, speed of deployment, and compliance with "Made in USA" standards

Nasdaq: DUOT | 9 © 2026 - ALL RIGHTS RESERVED | >>> D ATA C ENTER I NFRASTRUCTURE S OLUTIONS ▪ Unlock revenue across the AI & data center value chain ▪ Converts infrastructure demand into near - term project revenue ▪ Expands TAM beyond owned EDCs to broader digital infrastructure ▪ Improves speed - to - market by compressing sourcing timelines and mitigating supply chain constraints ▪ Enhances margin profile through value - added procurement, integration, and fulfillment services ▪ Creates a scalable, capital - light revenue engine REVENUE REPLACEMENT & ACCELERATOR DUOS TECHNOLOGIES SOLUTIONS ▪ Provides manufacturer - agnostic sourcing and infrastructure solutions for data center and IT environments, improving speed and flexibility in deployments ▪ Helps customers overcome supply chain bottlenecks and reduce lead times for critical infrastructure components ▪ Delivers end - to - end logistics, vendor management, and fulfillment services from quote through post - delivery support ▪ Strengthens customer relationships by acting as an integrated infrastructure partner ▪ Enhances execution of Duos Edge AI deployments and supports third - party digital infrastructure projects at scale

MANUFACTURER PARTNERS Nasdaq: DUOT | 10 © 2026 - ALL RIGHTS RESERVED | U.S. - Based Manufacturing Partners : Sourcing modular infrastructure and cooling systems from domestic vendors to ensure quality, speed of deployment, and compliance with "Made in USA" standards

Nasdaq: DUOT | 11 © 2026 - ALL RIGHTS RESERVED | Expansions

FINANCIAL DATA Nasdaq: DUOT © 2026 - ALL RIGHTS RESERVED

13 © 2024 - ALL RIGHTS RESERVED | 2026 – 2028 Plan Initial Funding COMPLETE ▪ $45M Equity ▪ $30M Funded ▪ Approximately 4.5 MW of capacity (equivalent to 15 EDC Units, Initial Power Capacity for next 1 – 2.5MW) ▪ Build out of two specialized commercial teams Business Expansion Growth Funding IN PROCESS ▪ $50M - $75M Equity and $15M Existing Cash/Cashflow ▪ Deploy 1 – 2.5MW High Power EDCs ▪ Up to 20MW total by YE ▪ Enter GPU as A Service business (Debt funded) 3 Phase Implementation Notes: ▪ 15 Total standard units built (typically 300KW/Unit) ▪ 10 Units deployed per the Tier 3 and 4 Market model ▪ 5 Units being deployed for expansion to AI Inferencing Model support ▪ Additional power and cooling ordered and in production ▪ Build, deploy and fill a further 45 – 75 MW of EDCs ▪ Establish recognized expertise as top Edge Data Center supplier and operator Phase 1 © 2026 - ALL RIGHTS RESERVED | Phase 2 Phase 3 2025 2026 2027/28 Notes: ▪ Intent is to build and deploy the power equivalent of 50 additional EDCs (15MW) using CMPO proceeds and a combination of cashflow and debt funding to fill units in partnership with key companies e.g. HydraHost /Dell Notes: ▪ Objective is to build a recognized platform in key markets, secure significant contracts sufficient to support steady cashflow from operations. ▪ Attractive acquisition candidate. Nasdaq: DUOT | 2028 2027 2026 2025 EDC Power Conversion 250 150 65 15 Original Metric (# of PODS) 75 45 19.5 4.5 Raw Power Deployed (MW) 50 30 13 3 AI Compute Power BL1

Highlights • Recurring revenue with long - term contracts, often spanning 5 years with an option for renewal for another 5 years. • High potential for revenue growth through additional cross - connects, which are highly profitable with a 100% margin. • Strong gross margins of >70%. • Customers are high - credit entities, ensuring financial reliability. UNIT ECONOMICS BASE MODEL 14 © 2026 - ALL RIGHTS RESERVED | Nasdaq: DUOT | Unit Economics for a 15-Cabinet EDC over 10 Years $ in millions Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 1010 Year Total Total Revenue 0.36$ 0.39$ 0.39$ 0.40$ 0.41$ 0.42$ 0.43$ 0.44$ 0.44$ 0.45$ 4.13$ Total Pod Operating Expenses 0.09$ 0.10$ 0.10$ 0.11$ 0.11$ 0.11$ 0.11$ 0.11$ 0.12$ 0.12$ 1.09$ Gross Margin 0.26$ 0.29$ 0.29$ 0.30$ 0.30$ 0.31$ 0.31$ 0.32$ 0.33$ 0.33$ 3.04$ Gross Margin % 74% 74% 74% 74% 74% 74% 74% 74% 74% 74% 74% Capex Investment 1.41$ -$ -$ -$ -$ -$ -$ -$ -$ -$ 1.41$ Net Free Cash Flow (1.15)$ 0.29$ 0.29$ 0.30$ 0.30$ 0.31$ 0.31$ 0.32$ 0.33$ 0.33$ 1.64$ Investment Metrics Assumptions Payback Period 4.9 Years - Assumes 100% utilization of the 15 cabinets for 10 years IRR 22% - Assumes 2 cross-connects per cabinet 10-year ROI 216% - Assumes 2% annual inflation ( ) ( )

Highlights • Increased upside potential over original model as use of power increases • Opportunity to cluster EDC inventory to serve higher power requirements • Maintaining strong gross margins of original EDC model (>70%) • Opportunity to drive business by entering GPU as a Service (see Model) UNIT ECONOMICS HI - POWER MODEL 15 © 2026 - ALL RIGHTS RESERVED | Nasdaq: DUOT | Unit Economics for each 1MW of EDC Power Deployed over 10 Years 10 Year Total Year 10 Year 9 Year 8 Year 7 Year 6 Year 5 Year 4 Year 3 Year 2 Year 1 $ in millions Co - location $ 22.78 $ 2.50 $ 2.50 $ 2.46 $ 2.39 $ 2.32 $ 2.25 $ 2.19 $ 2.12 $ 2.06 $ 2.00 Expected Revenue $ 5.87 $ 0.68 $ 0.66 $ 0.64 $ 0.61 $ 0.59 $ 0.57 $ 0.55 $ 0.54 $ 0.52 $ 0.50 Operating Expenses $ 16.92 $ 1.82 $ 1.84 $ 1.82 $ 1.77 $ 1.72 $ 1.68 $ 1.63 $ 1.59 $ 1.54 $ 1.50 Gross Margin 74% 73% 74% 74% 74% 74% 75% 75% 75% 75% 75% GM% $ (6.00) $ - $ - $ - $ - $ - $ - $ - $ - $ - $ ( 6.00) CAPEX Investment $ 10.92 $ 1.82 $ 1.84 $ 1.82 $ 1.77 $ 1.72 $ 1.68 $ 1.63 $ 1.59 $ 1.54 $ (4.50) Net Free Cashflow $ 10.92 $ 9.10 $ 7.26 $ 5.44 $ 3.66 $ 1.94 $ 0.26 $ (1.37) $ (2.96) $ (4.50) Cumulative FCF Assumptions Investment Metrics Average utilization over the term 91.1% <5 Years Payback Period Utilization growth each year 3.0% 24% IRR Operating Expense inflation 3.5% 282% 10 - Year ROI

UNIT ECONOMICS GPUAAS MODEL 16 © 2026 - ALL RIGHTS RESERVED | Nasdaq: DUOT | Highlights • 3 - Year Project but possibility to extend for another 2 - 4 years • Opportunity to fill existing and new EDCs with high value AI processing • Duos becomes a recognized player in the AI Inferencing market • Opportunity to drive business by expanding GPU as a Service $ in millions 2026 2027 2028 2029 2030 5 Year Total Power (MW) 4.3 4.3 4.3 4.3 - Expected Revenue 44.4$ 52.7$ 52.7$ 26.4$ -$ 176.1$ Operating Expenses 5.3$ 10.6$ 10.6$ 5.3$ -$ 31.9$ EBITDA 39.0$ 42.1$ 42.1$ 21.0$ -$ 144.2$ 88% 80% 80% 80% 82% CAPEX Investment (125.9)$ -$ -$ -$ 56.4$ (69.4)$ Debt 92.7$ -$ -$ 92.7$ Debt Service (30.2)$ (36.6)$ (32.9)$ (10.1)$ (109.8)$ Levered Free Cashflow (24.4)$ 5.5$ 9.2$ 11.0$ 56.4$ 57.6$ Cumulative FCF (24.4)$ (19.0)$ (9.8)$ 1.2$ 57.6$ IRR 32% MOIC 208% Payback <36 Months Investment Metrics Unit Economics GPUaas Model

MANAGEMENT TEAM FINANCIAL DATA Duos Technologies Group, Inc. Nasdaq: DUOT © 2026 - ALL RIGHTS RESERVED

18 © 2026 - ALL RIGHTS RESERVED | Board Composition & Committees Total Board Members: 5 (4 independent) Audit Committee: Ned Mavrommatis (Chair) James Craig Nixon Frank A. Lonegro Compensation Committee: James Craig Nixon (Chair) Ned Mavrommatis Frank A. Lonegro Corporate Governance and Nominating Committee: Ned Mavrommatis (Chair) James Craig Nixon Frank A. Lonegro James Craig Nixon Chairman of the Board • Joined Board July 2021, Chairman April 2026 • 29 - year U.S. Army veteran; commanded 75th Ranger Regiment; JSOC operations director • Decorated with Distinguished Service Medal, Silver Star, 3 п Bronze Stars, Purple Heart • CEO of ACADEMI; led Constellis Group to $1B+ revenue and 5 п EBITDA growth • Co - founder, McChrystal Group; CEO of Nixon Six Solutions advisory firm • Auburn University grad; inductions: Ranger Hall of Fame, AUM Top 50 Alumni Nasdaq: DUOT | Charles (Chuck) Ferry Director • CEO Sept 2020 – March 2026; Director since Nov 2020 • 35+ years of military & private - sector leadership • CEO & COO of APR Energy; VP/GM at ARMA (General Dynamics); • Director at Lockheed Martin • Served in Somalia (“Black Hawk Down”), Afghanistan, Iraq; multiple combat awards • Undergraduate degree from Brigham Young University Frank A. Lonegro Independent Director • Joined Board July 2023 • 30 - year leadership career in finance, law, technology & operations • Currently CEO & President at Landstar Systems (NASDAQ: ථ LSTR) • Former CFO at CSX (2015 – 2019) & Beacon Roofing Supply (2020 – 2024) • Led major rail safety initiatives, including Positive Train Control at CSX Ned Mavrommatis Independent Director • CFO experience includes Halo Collar (since 2022) and PowerFleet Inc. (NASDAQ: PWFL) 2019 – 2022, and I.D. Systems, Inc. (NASDAQ: IDSY) from 1999 – 2019 • Brings over 20 years of experience as a public company finance executive • CPA with an MBA in Finance (NYU Stern) and BS in Accounting (Baruch College) • Brings deep audit, financial reporting, and industry expertise to Duos duos tech BOARD OF DIRECTORS Brian James Independent Director • Proven Entrepreneurial Leader - 20+ years in fiber, data centers & edge infrastructure • Trusted Partner to Global Tech Leaders - Built startups into multimillion - dollar enterprises • Track Record of Growth – Partnered with hyperscale & “Magnificent 7” tech leaders • Strategic Board Experience – Board roles at EdgePresence , Hylan Electric & broadband firms

19 © 2026 - ALL RIGHTS RESERVED | Doug Recker Duos Technologies Group, Inc. CEO duos tech Leah Brown Chief Financial Officer ▪ MBA (Accounting & Finance), University of North Florida; 30+ years of financial leadership experience ▪ Extensive public company expertise including SEC reporting, SOX compliance, and regulatory oversight ▪ Proven capital markets leader with experience in debt and equity financing strategy ▪ Drives disciplined capital allocation and cash flow management aligned to growth objectives ▪ Deep operational finance background spanning project accounting, budgeting, and margin optimization ▪ Proven Infrastructure Builder ▪ 30+ years of delivering multi - access Edge Data Center (“EDC”) and colocation services ▪ Founder of Colo5 (acquired by Cologix ) ▪ Founder of Edge Presence (acquired by Ubiquity) ▪ 150+ site pipeline development experience ▪ Deep hyperscaler, carrier, and infrastructure relationships ▪ Track record of scaling and exiting data center platforms Nasdaq: DUOT | MANAGEMENT TEAM Adrian Goldfarb Strategic Advisor 45+ years of experience in commercial, operational, and financial positions in technology companies including over 18 years as CFO of public companies. Kristen Sanderson Senior Vice President Seasoned sales leader who drive strategic business development and infrastructure solutions with 20+ years of enterprise sales and data center industry Fei Kwong VP, IR & Corp. COMM More than two decades of experience communicating corporate strategy and market positioning to institutional and retail audiences Mike Reilly VP, HR Extensive experience in building high - performance teams and operational infrastructure to support rapid organizational growth in technology and infrastructure sectors
22 © 2026 - ALL RIGHTS RESERVED | CAPITAL STRUCTURE As of 2/13/26 All share counts represent "Common Stock or Equivalents" 18,491,796 Common Stock 2,384,398 Restricted Common Stock 375,276 Warrants 325,003 Options 333,000 Series D Convertible Preferred 4,789,273 Series E Convertible Preferred 26,698,746 Total Share Count Fully Diluted $187.7M Market Capitalization (February 13, 2026) Nasdaq: DUOT |

THANK YOU DUOS TECHNOLOGIES GROUP, INC. Corporate FEI KWONG | VP of IR & Corp. Communications 904.652.1625 | fk@duostech.com Investor Relations DUOT@duostech.com Nasdaq: DUOT © 2026 - ALL RIGHTS RESERVED
Exhibit 99.2
FOR IMMEDIATE RELEASE
Group, Inc. Signs ~$200M LOI and Appoints
Doug Recker as CEO
3-Year NVIDIA GPU hosting LOI delivers $40M+
annual EBITDA
10MW site secured to accelerate expansion
of distributed AI infrastructure in 2026
JACKSONVILLE, FL / Globe Newswire / February
27, 2026 - Duos Technologies Group, Inc. (“Duos” or the “Company”) (Nasdaq: DUOT) has signed a non-binding
letter of intent (“LOI”) with Hydra Host to deploy a high-density NVIDIA GPU cluster for a leading global technology customer.
The project supports an underlying GPU-as-a-Service (“GPUaas”) partnership that is expected to generate approximately $176
million in revenue over a 36-month term. The deployment is modeled to support gross margins more than 80% and projected annual EBITDA
exceeding $40 million.
In addition to the GPUaaS deployment, the
collaboration establishes a pathway for incremental colocation revenue, which we expect to total approximately $25 million over the 36-month
term. This LOI serves as a validation of Duos’ recently launched High-Power Edge Data Center (“EDC”) business line,
designed to serve AI companies and high-performance compute tenants requiring premium rackspace and dedicated high-density power, delivered
in an industry-leading 90 days with guaranteed power access.
The Company has also entered into a non-binding
letter of intent for a ground lease in Iowa with access to up to 10MW of utility power, establishing a strategic high-density deployment
site. Additional locations are under evaluation as Duos advances toward its long-term objective of building up to 75MW of distributed
capacity.
Building on this milestone, Duos has appointed
Doug Recker as Chief Executive Officer, effective April 1, 2026, as the Company accelerates its transformation into a focused Edge AI
and digital infrastructure platform. Mr. Recker succeeds Chuck Ferry, who will continue to serve as a member of the board of directors.
Mr. Recker will lead Duos’ next phase of growth focused on scaling modular EDCs, expanding GPU hosting capabilities, and executing
a disciplined capacity expansion strategy.
"We are thrilled to partner with the Duos
team on this opportunity," said Aaron Ginn, Chief Executive Officer & Co-Founder of Hydra Host. "Their ability to deliver
immediate access to power combined with an industry-leading deployment speed makes them a standout in the market. We see significant runway
ahead as we look to expand our collaboration around colocation and Duos' High-Power EDC model, which we believe is purpose-built to address
a market where demand for AI compute capacity is fundamentally outpacing the speed at which traditional data center supply can be delivered."
“This initial customer marks a pivotal
step in accelerating the buildout of Duos Edge AI and strengthens our ability to execute on our distributed infrastructure strategy,”
said Doug Recker, Chief Executive Officer. “We are now entering an exciting phase of execution, further reinforced by our recently
announced LOI with Hydra Host, which underscores growing third-party demand for our distributed AI infrastructure model and validates
the scalability of our platform. With secured power, rapid deployment capabilities, and expanding strategic partnerships, we believe Duos
is well positioned to pursue high-value infrastructure opportunities. Our focus remains on disciplined expansion, capital-efficient growth,
and delivering sustainable long-term value for our shareholders.”
Under Mr. Recker’s
leadership, Duos and its operating subsidiaries, including Duos Edge AI, Inc., are entering into a commercial partnership with Hydra
Host to provide GPU hosting and GPU-as-a-Service solutions. The partnership includes structured hardware financing arrangements designed
to accelerate deployment and support growing demand for distributed AI compute.
“I would
like to congratulate Doug on his promotion to CEO and for securing this milestone agreement with Hydra Host”, said Craig Nixon,
Chairman of the Board. “I would also like to thank Chuck Ferry for his leadership in transitioning Duos from its original business
model to the focus on Data Centers and Power which has paved the way for the much-improved financial results in 2025 and expected significant
growth in 2026 and beyond.”
To learn more about
Duos Technologies, visit: www.duostechnologies.com
To learn more
about Duos Edge AI, visit: www.duosedge.ai
# # #
The agreement between
Duos and Hydra Host is subject to negotiation and execution of definitive documentation acceptable to both parties. The LOI is non-binding
and remains contingent upon financing arrangements, final commercial terms, customer execution, and other customary closing conditions.
About Duos Technologies Group,
Inc.
Duos Technologies
Group, Inc. (Nasdaq: DUOT), based in Jacksonville, Florida, through its wholly owned subsidiaries, Duos Technologies, Inc., Duos Edge
AI, Inc., and Duos Energy Corporation, designs, develops, deploys and operates intelligent technology solutions for Machine Vision and
Artificial Intelligence (“AI”) applications including real-time analysis of fast-moving vehicles, Edge Data Centers, and
power consulting. For more information, visit www.duostech.com , www.duosedge.ai and www.duosenergycorp.com.
About Duos Edge AI, Inc.
Duos Edge AI, Inc.
is a subsidiary of Duos Technologies Group, Inc. (Nasdaq: DUOT). Duos Edge AI's mission is to bring advanced technology to underserved
communities, particularly in education, healthcare and rural industries, by deploying high-powered edge computing solutions that minimize
latency and optimize performance. Duos Edge AI specializes in high-function Edge Data Center (“EDC”) solutions tailored to
meet evolving needs in any environment. By focusing on providing scalable IT resources that seamlessly integrate with existing infrastructure,
its solutions expand capabilities at the network edge, ensuring data uptime onsite services. With the ability to provide 100 kW+ per
cabinet, rapid 90-day deployment, and continuous 24/7 data services, Duos Edge AI aims to position its edge data centers within 12 miles
of end users or devices, significantly closer than traditional data centers. This approach enables timely processing of massive amounts
of data for applications requiring real-time response and supporting current and future technologies without large capital investments.
For more information, visit www.duosedge.ai.
Forward-Looking
Statements
This news release
includes 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, regarding, among other things, our plans, strategies and prospects -- both business and
financial. Although we believe that our plans, intentions and expectations reflected in or suggested by these forward-looking statements
are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements
are inherently subject to risks, uncertainties and assumptions. Many of the forward-looking statements contained in this news release
may be identified by the use of forward-looking words such as "believe," "expect," "anticipate," "should,"
"planned," "will," "may," "intend," "estimated" and "potential," among others.
Important factors that could cause actual results to differ materially from the forward-looking statements we make in this news release
include market conditions and those set forth in reports or documents that we file from time to time with the United States Securities
and Exchange Commission. We do not undertake or accept any obligation or undertaking to release publicly any updates or revisions to
any forward-looking statements to reflect any change in our expectations or any change in events, conditions or circumstances on which
any such statement is based, except as required by law. All forward-looking statements attributable to Duos Technologies Group, Inc.
or a person acting on its behalf are expressly qualified in their entirety by this cautionary language.
Contacts
Corporate
Fei Kwong
VP, Investor Relations
and Corporate Communications
Duos Technologies
Group, Inc. (Nasdaq: DUOT)
+1.904.652.1625 |
DUOT@duostech.com
Duos Edge AI
Media Contact
iMiller Public Relations
+1.914.315.6424 | duosedge@imillerpr.com