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Genasys Inc. 8-K Filings

GNSS NASDAQ

Every 8-K that Genasys Inc. (GNSS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow GNSS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GNSS filings page.

Rhea-AI Summary

Genasys Inc. (GNSS) amended its existing unsecured Term Loan with Maran Partners Fund, LP. The original principal was $4,300,000; at the September 14, 2026 closing of the First Amendment, Genasys made an $800,000 principal repayment, leaving $3,500,000 outstanding under the Term Loan.

The First Amendment extends the loan’s maturity from September 14, 2026 to October 30, 2026 and reduces the advance notice required for optional prepayments from 30 days to 3 business days. Genasys paid an amendment fee of $92,500 at closing. Other material terms of the Loan Agreement, including customary representations and warranties, affirmative and negative covenants, Events of Default (including change of control), indemnification obligations, and mandatory prepayment provisions tied to change of control, certain asset sales, and certain equity issuances, remain in place.

Rhea-AI Summary

Genasys Inc. (GNSS) filed Amendment No. 1 to its previously filed current report on Form 8-K. The amendment is made solely to complete strike-throughs of information that appeared in red in Exhibit 10.1 to that earlier report. The underlying disclosure and all other exhibits remain unchanged and continue to speak as of the date of the original report.

Exhibit 10.1 is a Third Amendment to a Term Loan and Security Agreement dated July 13, 2026 among Genasys Inc. and certain subsidiaries as borrowers and guarantors, the lenders party to the agreement, and Cantor Fitzgerald Securities as administrative agent and collateral agent. The amendment replaces only the prior version of Exhibit 10.1.

Rhea-AI Summary

Genasys Inc. reported fiscal third quarter 2026 revenue of $7.3 million, down from $9.9 million a year earlier, but significantly improved profitability metrics. Gross margin rose to 57.1% from 26.3%, driven mainly by a higher mix of software revenue. GAAP net loss narrowed to $4.7 million, or $0.10 per share, from $6.5 million, and adjusted EBITDA improved to ($3.1) million from ($4.8) million.

For the first nine months of fiscal 2026, revenue increased to $39.9 million from $23.7 million, while year-to-date GAAP net loss was $4.8 million versus $16.7 million. The company ended June 30, 2026 with $3.1 million in cash, cash equivalents, and marketable securities and a backlog of more than $69 million. Total stockholders’ equity turned to a $(1.3) million deficit from $2.2 million at September 30, 2025. Management highlighted a term loan amendment extending $15.2 million of debt to July 13, 2027 with $1.0 million monthly amortization starting October 1, 2026, and stated expectations for a strong fourth quarter and a record fiscal 2026 in revenue and profitability.

Rhea-AI Summary

Genasys Inc. provided preliminary unaudited results for its fiscal third quarter ended June 30, 2026. The company expects total revenue of $7.0–$7.5 million, gross margin of 55–58%, and an adjusted EBITDA loss between ($3.0) and ($3.3) million. Backlog exiting the quarter was approximately $69 million, reflecting contracted work not yet recognized as revenue.

Management said quarterly revenue was mainly affected by supply chain constraints on the CROWS II Technical Refresh program and a deliberate pause on the Puerto Rico Dams Early Warning System project while awaiting customer payments. The CROWS constraint has been resolved, payments from Puerto Rico have begun, and Genasys expects work on these projects to accelerate in the fiscal fourth quarter, with related revenue recognized then.

The company stated it continues to expect a record year of revenue and profitability and anticipates the fiscal fourth quarter will be the strongest in its history. A recently completed financing was described as adding liquidity and flexibility to execute on large-scale projects and growth opportunities. Full fiscal third quarter results and a conference call are scheduled for August 13, 2026, after market close.

Rhea-AI Summary

Genasys Inc. amended its Term Loan and Security Agreement, extending the outstanding $15,206,812.50 Closing Date Term Loan maturity from July 13, 2026 to July 13, 2027. The regular interest rate remains three-month SOFR plus 5%, but the loan is now subject to a guaranteed minimum return (MOIC) of 20%.

Beginning October 1, 2026, Genasys must make monthly payments of $1 million, each including principal and related MOIC, with the default rate raised to 5% above the otherwise applicable per annum rate. The agreement includes a $4 million minimum liquidity covenant and restrictions on distributions, investments, indebtedness, asset sales, loans, and certain payments. A related warrant amendment extends the warrant exercise period from May 13, 2029 to May 13, 2030 and reduces the exercise price from $2.53 to $2.28 per share. Genasys cites a strong backlog and growing pipeline and expresses confidence in meeting these obligations while funding growth.

Rhea-AI Summary

Genasys Inc. entered into an unsecured term loan agreement with Maran Partners Fund, LP, providing $4.3 million of financing. The loan closed on June 9, 2026 and is earmarked solely for working capital and general corporate purposes.

The loan carries a fixed interest rate of 18% per year, with monthly interest payments and all principal and outstanding interest due on September 14, 2026. Genasys paid a $301,000 origination fee deducted from proceeds and agreed to an exit fee of $64,500 if repaid on or before July 13, 2026, or $150,500 if repaid later.

The agreement includes customary covenants limiting additional debt, asset sales, distributions, redemptions and fundamental changes, plus Events of Default such as a change of control. Certain asset sales, equity issuances and a change of control trigger mandatory prepayment. The company can prepay without penalty in $250,000 increments with at least 30 days’ notice.

Rhea-AI Summary

Genasys Inc. reported a strong fiscal second quarter 2026, returning to profitability and amending its debt. Revenue rose to $15.5 million, up 123.7% from $6.9 million a year earlier, with gross margin improving to 63.3% from 37.7%.

GAAP operating income reached $1.3 million, and GAAP net income was $0.7 million, or $0.02 per share, versus a prior-year loss of $6.1 million. Adjusted EBITDA improved to $2.5 million from a loss of $5.1 million. Management highlighted a roughly $58 million backlog and expects record fiscal 2026 revenue, gross margins above 50%, and full-year net income profitability.

The company ended March 31, 2026 with $1.0 million in cash, cash equivalents, and marketable securities and notes payable at fair value of $14.6 million. On May 12, 2026, Genasys extended the maturity of its term loan from May 13, 2026 to July 13, 2026 for a fee equal to 1.0% of the outstanding principal, aligning repayment with expected Puerto Rico Early Warning System project receipts.

Rhea-AI Summary

Genasys Inc. has appointed Larry Hagenbuch to its Board of Directors and named him Chair of the Audit Committee. He will serve until the next annual stockholder meeting and brings more than two decades of financial, operational, and restructuring experience.

Hagenbuch is an operating partner at Crossplane Capital and previously led interim management and turnaround engagements at Huron Consulting, following leadership roles at GE, GE Capital, and other firms. He has chaired or served on audit committees at several public companies, adding deep audit and governance expertise.

As part of his election, he received restricted stock units on the same terms as other non-employee directors and will be compensated under existing director practices. A press release announcing his appointment is furnished as an exhibit, and the company reiterates its focus on Protective Communications solutions deployed worldwide.

Rhea-AI Summary

Genasys Inc. reported the results of its 2026 Annual Meeting of Stockholders. There were 45,212,311 common shares outstanding and eligible to vote as of January 21, 2026, and 25,083,917 shares were represented in person or by proxy at the March 17, 2026 meeting.

All five director nominees were elected to one-year terms. Support for four nominees ranged from about 13.1 million to 13.9 million votes, while Susan Lee Schmeiser received 11,326,368 votes for and 4,044,163 withheld. Each director election had 9,713,386 broker non-votes.

Stockholders also ratified the appointment of Baker Tilly US, LLP as independent registered public accounting firm for the fiscal year ending September 30, 2026, with 21,419,235 votes for, 2,005,498 against and 1,659,184 abstentions. On an advisory, non-binding basis, executive compensation was approved with 8,844,760 votes for, 5,107,733 against, 1,418,038 abstentions and 9,713,386 broker non-votes.

Rhea-AI Summary

Genasys Inc. reported a very strong fiscal first quarter 2026, with revenue rising to $17.1 million from $6.9 million, a 145.9% increase driven by the Puerto Rico project and higher hardware sales. Gross margin improved to 48.0% from 45.8%.

GAAP operating loss narrowed sharply to $0.4 million from $5.9 million, while adjusted EBITDA turned positive at $0.7 million versus a loss of $4.8 million. GAAP net loss improved to $0.8 million, or $0.02 per share, from $4.1 million, or $0.09 per share.

The company fully repaid its $4.0 million incremental term loan and ended December 31, 2025 with $10.3 million in cash, cash equivalents and marketable securities, up from $8.0 million on September 30, 2025. Management expects meaningful year-over-year revenue growth, gross margin of roughly 50%, and both operating and net income profitability in fiscal 2026.

Rhea-AI Summary

Genasys Inc. approved a new 2026 compensation package for CEO Richard Danforth. His base salary is set at $490,000, with a target cash bonus equal to 100% of salary and a maximum cash bonus of $784,000 based on revenue, Annual Recurring Revenue (ARR), and debt-repayment goals.

He received 200,000 time-based RSUs vesting in 67,000 shares on December 31, 2026 and 133,000 shares on December 31, 2027, plus 200,000 performance-based RSUs tied to the same three metrics. At least 95% of revenue and ARR targets and the debt-repayment measure must be met for any performance RSUs to vest, with between 0 and 200,000 shares ultimately vesting.

The performance-based RSUs are earned when the company’s independent auditor issues its opinion on fiscal 2026 results, and all RSUs remain subject to change-of-control and severance terms in his employment agreement. In connection with these grants, the company canceled 800,000 performance-based stock options granted to Mr. Danforth in October 2022.

Rhea-AI Summary

Genasys Inc. furnished an update on its financial performance by issuing a press release covering results for the fiscal quarter ended June 30, 2025. The company submitted this information under the “Results of Operations and Financial Condition” item, meaning it is provided for investors’ reference but is not treated as formally filed financial statements. The press release, dated August 14, 2025 and attached as an exhibit, contains the detailed quarterly figures and commentary.