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2026-05-18
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OMB
APPROVAL |
| |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549 |
OMB
Number: 3235-0060
Expires: October
31, 2024
Estimated
average burden
hours
per response 8.41 |
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
FATPIPE,
INC. Fatpipe
Inc/UT
(Exact
name of registrant as specified in its charter)
| Utah |
|
001-42546 |
|
27-1113325 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
| 392
East Winchester Street, Fifth Floor, Salt Lake City, UT |
|
84107 |
| (Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code (844) 203-6092
(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)) |
| SEC 873 (07-24) |
Potential persons who are to respond to the
collection of information contained in this Form are not required to respond unless the Form displays a currently valid OMB control
number. |
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, no par value |
|
FATN |
|
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, FatPipe, Inc. (the “Company”) reported financial results for the quarter and fiscal year ended March 31, 2026.
A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference.
The
information in this Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 attached hereto, is furnished and shall not
be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed
incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, whether made before
or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth
by specific references in such filing.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press
Release Issued by FatPipe, Inc. dated May 18, 2026 |
| 104 |
|
Cover
Page Interactive Data File (embedded within 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.
| |
FatPipe,
Inc. |
| |
(Registrant) |
| Date May 18, 2026 |
|
|
| |
|
/s/ Ragula Bhaskar |
| |
|
(Signature)* |
| |
Name: |
Ragula Bhaskar |
| |
Title: |
Chief Executive Officer (Principal Executive Officer) |
| |
|
|
| *Print name and title of the signing officer under his signature. |
|
|
Exhibit
99.1
FatPipe
Inc. (FATN) Reports Q4 and FY2026 Results. 90% Y-o-Y Q4 Revenue Growth, Q4 Recurring Revenue up 56% Y-o-Y, Annual Revenue Growth of 18%
SALT
LAKE CITY, UT / PRNewswire / May 18, 2026
FatPipe,
Inc. (NASDAQ: FATN) (“FatPipe” or the “Company”), a pioneer and multiple patents holder in enterprise-class,
application-aware, secure software-defined wide area network (“SD-WAN”) and single-stack cybersecurity solutions, today announced
its fourth quarter and fiscal year 2026 results for the period ended March 31, 2026.
Q4
Highlights
| ● | Q4
2026 revenue was $7.2M, representing 90% growth compared to $3.8M in Q4 2025 |
| ● | Q4
2026 net income was $4.0M compared to -$0.37M in Q4 2025 |
| ● | Q4
2026 Adjusted EBITDA was $3.1M compared to $0.2M in Q4 2025 |
| ● | Q4
2026 Monthly Recurring Billings grew 56% compared to Q4 2025, reflecting continued adoption
of FatPipe’s offerings |
Fiscal
Year 2026 Highlights
| ● | Revenue
was $19.2M, representing 18% growth compared to FY2025 |
| ● | Net
income was $5.0M, representing 154% growth compared to FY2025 |
| ● | Non-GAAP
Net Income was $6.4M compared to $2.0M in FY2025 |
| ● | Diluted
Net Income per share was $0.35, compared to $0.15 in FY2025 |
| ● | Non-GAAP
Net Income per share was $0.46 compared to $0.15 in FY2025 |
| ● | Adjusted
EBITDA for FY2026 was $5.4 million, representing an EBITDA margin of approximately 28%, reflecting
operating leverage as the Company scales and invests in growth, compared to $4.0 million
in FY2025 |
Financial
Performance
Revenue
growth during the quarter was driven by increased recurring billings, customer renewals, and new customer wins. FatPipe continued to
see strong demand from customers seeking secure, high-performance alternatives to legacy networking and security vendors.
Management
Commentary
“Our
fourth quarter results demonstrate the scalability of FatPipe’s model and the progress we have made converting pipeline into revenue,
profitability, and recurring billings growth,” said Dr. Ragula Bhaskar, CEO of FatPipe. “We believe the combination of strong
quarterly revenue growth, meaningful net income generation, and continued customer adoption of our offerings reflects both the strength
of our technology and the expanding market need for secure, resilient enterprise connectivity. As we enter fiscal 2027, our focus remains
on disciplined execution, channel expansion, and increasing the contribution from recurring software and cybersecurity revenue.”
“During
the quarter, we saw customers continue to prioritize network resilience, application performance, and integrated security as core infrastructure
requirements,” said Sanchaita Datta, President and CTO of FatPipe. “FatPipe’s platform is designed to address these
needs through our patented secure SD-WAN technology, application-aware routing, centralized visibility, and single-stack security capabilities.
We are continuing to invest in product innovation and deployment support so that customers can modernize complex networks without adding
unnecessary operational complexity.”
Forward-Looking
Statements
Certain
statements contained in this press release, may constitute forward-looking statements within the meaning of the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can generally be identified by our use of forward-looking
terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,”
“believe,” “continue,” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking
statements, which are based on management’s current expectations and are inherently subject to various risks, uncertainties, assumptions,
or changes in circumstances that are difficult to predict or quantify. These risks and uncertainties include, but are not limited to,
those described in FatPipe’s filings with the U.S. Securities and Exchange Commission. Except as required by law, FatPipe expressly
disclaims a duty to provide updates to forward-looking statements, whether as a result of new information, future events or other occurrences.
Forward-looking
statements speak only as of the date of this press release, and the Company undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events, or otherwise, except as required by law.
About
FatPipe, Inc.
FatPipe
pioneered the concept of software-defined wide area networking (SD-WAN) and hybrid WANs that eliminate the need for hardware and software
or cooperation from ISPs and allows companies and service providers to control multi-link network traffic. FatPipe introduced a full
single stack cybersecurity solution designed to be sold to the same customer profile, and Buyer as FatPipe. FatPipe currently has 13
U.S. patents related to multipath, software-defined networking. FatPipe products are sold by 200+ resellers worldwide.
For more information, please visit www.fatpipeinc.com.
Follow us on X @FatPipe_Inc.
Company Contact Info
Vikrant Ragula
Director of Investor Relations
+1 801.683-5656 x 1140
Investor.ir@fatpipeinc.com
