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Fusemachines Inc. files a prospectus supplement registering up to 9,487,500 shares of Common Stock to be issued upon exercise of public warrants at an exercise price of $11.50 per share and the resale of up to 26,548,715 shares of Common Stock by selling stockholders, including 6,201,531 shares issuable upon exercise of private placement warrants. The company also filed its Annual Report on Form 10-K, which discloses going concern language: cash of $4,221 thousand, net cash used in operations of $5,529 thousand for the year ended December 31, 2025, and an accumulated deficit of $35,145 thousand. Shares outstanding were 28,938,266 as of March 26, 2026. The prospectus supplement and 10-K highlight concentration risk (two customers ~30% and 23% of 2025 revenue), more than 270 employees, and IP and market-risk disclosures.
Fusemachines Inc. files its annual report describing its enterprise AI platforms, services and global talent model, along with extensive risk disclosures. The company provides AI Studio, industry-specific Engines, and Agents to large customers, supported by more than 270 full-time employees as of December 31, 2025.
Fusemachines remains unprofitable, with comprehensive losses of approximately $0.93 million in 2025 and $15.3 million in 2024 and an accumulated deficit of about $35.1 million. As of December 31, 2025 it held cash of roughly $4.2 million and used about $5.5 million of cash in operating activities, leading auditors to express substantial doubt about its ability to continue as a going concern.
The business is exposed to concentrated revenue, with two customers representing approximately 30% and 23% of revenue in 2025 and 2024, respectively, and many contracts that are short term or terminable on 60–90 days’ notice. Management highlights intense competition in the AI market, rapid technological change, cybersecurity and IP risks, heavy reliance on international operations (particularly in Nepal), and significant ongoing funding needs. Common stock began trading on Nasdaq in October 2025, and there were 28,938,266 shares outstanding as of March 26, 2026.
Fusemachines Inc. entered into an amendment to its existing Forward Purchase Agreement with Meteora-affiliated funds, changing how the deal’s “Termination Price” is set. Previously fixed at $12.00, this price will now reset on the first trading day of each week to the lower of $12.00 or the prior week’s volume-weighted average price, subject to a floor.
Shares and warrants issued under the agreement will be split into two equal tranches, one with a Reset Price Floor of $5.00 and another with a floor of $2.50. In a related warrant amendment, the exercise price on the Meteora shortfall common stock purchase warrant was reduced from $12.00 per share to $10.00 per share.
Fusemachines Inc. received an amended Schedule 13G showing that EXTENDED OPPORTUNITIES FUND LP and its managing members hold significant stakes in the company’s common stock. The fund reports beneficial ownership of 4,072,414 shares, representing 13.61% of the common stock.
Based on 29,908,235 shares of common stock, Jonathan Binder and Charles Cassel each report beneficial ownership of 4,636,826 and 4,636,827 shares, respectively, or 15.5% of the class. Their positions include personal shares issued in connection with the issuer’s business combination and shares held through EXTENDED OPPORTUNITIES FUND LP, over which they have sole voting and dispositive power.
Frontier Equity Fund LP and its principals report major ownership stakes in Fusemachines Inc. common stock. Frontier Equity Fund LP reports beneficial ownership of 5,092,476 shares, representing 17.03% of the outstanding common stock.
Jonathan Binder and Charles Cassel each report beneficial ownership of 5,656,888 and 5,656,889 shares, respectively, or 18.91% of the class. These percentages are calculated using 29,908,235 Fusemachines shares outstanding, including shares issued at the closing of a business combination and a private placement completed on December 23, 2025.
Fusemachines Inc. has filed a pre-effective S-1/A registering the potential issuance of up to 9,487,500 shares of common stock upon exercise of public warrants and the resale of up to 26,548,715 shares by selling stockholders. The warrants have a cash exercise price of $11.50 per share, compared with a recent Nasdaq price of $1.60, and full cash exercises could generate about $109.1 million for the company. Fusemachines will not receive proceeds from stockholder resales but will cover related offering expenses other than underwriting discounts and commissions. The AI-focused company, recently public via a SPAC business combination, highlights extensive risk factors, ongoing losses, funding needs, internal control weaknesses and going concern language while operating as an emerging growth and smaller reporting company.
Fusemachines Inc. reported that Nasdaq has notified the company it is out of compliance with the Nasdaq Global Market rule requiring a minimum Market Value of Publicly Held Shares of $15,000,000. Nasdaq found that Fusemachines’ public float value was below this threshold for 30 consecutive business days from November 6, 2025 through January 14, 2026.
The notice does not immediately affect the listing or trading of Fusemachines’ common stock, which will continue to trade on the Nasdaq Global Market under the symbol FUSE. The company has 180 calendar days, until July 14, 2026, to regain compliance, which would occur if its public float closes at or above $15,000,000 for at least 10 consecutive business days. Fusemachines says it intends to actively monitor its market value and evaluate options to regain compliance.
Fusemachines Inc. (FUSE) disclosed that Consilium Frontier Equity Fund LP, together with Jonathan Binder and Charles Cassel, beneficially owns 5,092,476 shares of its common stock, representing 17.03% of the company. All three reporting persons are shown with the same share amount and percentage, and each is reported to have sole voting and sole dispositive power over these shares, with no shared voting or investment power.
The ownership percentage is calculated based on 29,908,235 shares of common stock, consisting of 28,350,031 shares outstanding as of the closing of the business combination on October 22, 2025, plus 588,235 shares issued in a private placement that closed on December 23, 2025. The filing is an amendment to a Schedule 13G, which is used to report beneficial ownership of more than 5% of a class of registered equity securities.
Fusemachines Inc. has filed a pre-effective amended registration statement covering a mixed offering of its common stock. The filing registers the potential primary issuance of up to 9,487,500 shares of common stock, all issuable upon exercise of an equal number of public warrants at an exercise price of $11.50 per share, and a secondary offering of up to 23,487,434 shares of common stock for resale by existing stockholders, including 3,971,250 shares underlying private placement warrants.
The company will receive cash proceeds only if holders exercise the public warrants, while selling stockholders will receive any proceeds from their resale shares. Fusemachines describes its business as providing AI solutions and AI education services to enterprise customers and professionals. The prospectus also summarizes its completed business combination with CSLM Acquisition Corp., under which shareholders of the legacy Fusemachines business received stock valued at an aggregate base consideration of $200,000,000 in newly issued Fusemachines common shares.