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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): May 19, 2026 (May
15, 2026)
LIFELOC TECHNOLOGIES,
INC.
(Exact name of registrant
as specified in its charter)
| Colorado |
|
000-54319 |
|
84-1053680 |
| (State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification Number) |
| 12441 West 49th Ave., Unit 4 |
|
|
| Wheat Ridge, CO |
|
80033 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
(303) 431-9500
(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: None
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 15, 2026,
Lifeloc Technologies, Inc. (the “Company”) issued a press release announcing its operating results for the period ended
March 31, 2026. This press release was made available on the Company’s website as of May 15, 2026. A
copy of the press release is furnished herewith as Exhibit 99.1.
The information in
this Form 8-K, including the exhibit attached hereto, is being “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, nor shall it be deemed incorporated by reference in any Company filing under the Securities Act of 1933, as amended,
unless expressly set forth by specific reference in such filing that such information is incorporated by reference therein.
| Item 9.01 |
Financial Statements and Exhibits. |
| |
|
(d) Exhibits.
| Exhibit No. |
Description |
| |
|
| 99.1 |
Press Release, dated May 15, 2026, issued by the Company |
| |
|
| 104 |
Cover
Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
| |
|
SIGNATURES
Pursuant to the
requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
| Date: May 19, 2026 |
LIFELOC TECHNOLOGIES, INC. |
| |
|
|
| |
By: |
/s/ Vern D. Kornelsen |
| |
|
Chief Financial Officer and Secretary |
Exhibit 99.1
Lifeloc
Reports First Quarter 2026 Results and SpinDetect™ Development Milestone
WHEAT
RIDGE, Colo., May 15, 2026 -- Lifeloc Technologies, Inc. (OTC: LCTC), a global leader in the development and manufacturing
of breath alcohol and drug testing devices, has announced financial results for the first quarter ended March 31, 2026.
First
Quarter Financial Highlights
Lifeloc
posted quarterly net revenue of $2.294 million resulting in a quarterly net loss of $(153) thousand, or $(0.06) per
diluted share. These results compare to net revenue of $2.277 million and quarterly net loss of ($293) thousand, or ($0.11) per
diluted share in the first quarter of 2025. Revenue increased modestly by $17 thousand, or 1%, versus the first quarter last year. Gross
margin in the first quarter improved to 43% versus 40% last year, due primarily to increased pricing and a favorable product mix. Research
and Development investment declined from last year, although it remains high at more than 18% of revenue, primarily for the SpinDetect™
Centrifugal Drug Analyzer development. The declining research and development investment and improving margins contributed to a smaller
loss for the current period.
We
believe our core alcohol detection product line-up is strong. The L-series LX9 and LT7 units have features and performance that drive
market penetration by meeting previously unaddressable market needs, such as smart phone pairing, wider temperature use ranges and fast
customization that incorporates local languages. We expect that sales of our newer L-series devices will be incremental to FC-series
devices rather than displacing FC sales. The L-series devices have been certified to meet the requirements of most modern registration
standards, such as SAI’s (Standards Australia International) latest AS 3547:2019 standards for Breath Alcohol Detectors. Our FC-series
devices remain popular with many law enforcement and international organizations. Our Easycal® automated calibration station, the
only automated calibration available for portable breath alcohol testers, builds valuable protection around our brand and has contributed
to market share gains across the board, especially for our workplace Phoenix® 6.0 BT and EV 30 devices.
We
believe our most significant long-term opportunity lies at the intersection of the global need for rapid, quantitative drug detection
and our proven expertise in portable testing instrumentation. Our SpinDetect™ Centrifugal Drug Analyzer — sometimes referred
to as "Lab on a Disk" — is designed to address this need, enabling rapid, on-site, quantitative drug testing for use
at roadside, in emergency rooms, forensic labs, and workplace testing sites. We have demonstrated the platform's ability to effectively
detect delta-9-THC, cocaine, fentanyl, amphetamine/methamphetamine, morphine, MDMA, and benzodiazepines from oral fluid. We have validated
our test results against liquid chromatography-mass spectrometry (LC-MS) — the definitive laboratory standard — using real-world
human saliva samples, confirming a limit of detection of approximately 10 ng/ml. Disk design represented the primary technical challenge
throughout the project, requiring specialized outside expertise and multiple design iterations. We have now sufficiently tested the critical
microfluidic and assay elements of the current disk design and completed fabrication of the production mold in this quarter, with first
article moldings completed and delivered in April. These first article disks are currently being evaluated for performance and any potential
necessary adjustment. Completing the disk production tooling is the last enabling step before beta testing can commence. We have developed
reader hardware, firmware, drug assays, and reagent handling in parallel, and these are substantially complete.
Remaining
tasks on the path to commercialization include collection device completion, full validation, manufacturing setup, and related ancillary
tasks, and we do not anticipate that further technical breakthroughs will be required. Our initial product is planned to enable detection
of delta-9-THC from oral fluid, followed by a multi-drug panel disk. We expect subsequent releases to expand to additional drug panels
and to samples collected from blood and breath, as well as other applications, as well as selected non-drug applications such as food
pathogen detection. We have managed R&D spending to align with cash generated by our core business, and we have sought financing
on terms that do not overburden operations or excessively dilute shareholders.
In
May 2026, Lifeloc closed on $500,000 of financing, securing a loan from our Chairman of the Board and CFO. This loan is detailed in our
most recent 8-K filing, and the key terms are 10.5% interest, adjustable upward based on the prime rate, interest only payments in 2026,
followed by monthly payments that will result in the loan being fully paid in 5 years, and no prepayment penalty. After exploring many
financing options, these terms were more favorable than financing alternatives available from commercial sources.
“Getting
disks from the production mold marks a key milestone in the development of the SpinDetect™ analyzer, allowing us to better validate
and demonstrate the technology,” commented Dr. Wayne Willkomm, President and CEO. “Oral fluid drug screening will only be
the first launching application of this technology platform, to be followed by blood, urine, and sweat applications where supported by
market demand and customer preferences. Future plans also call for modifications that will allow us to penetrate other markets, particularly
food pathogens.”

About
Lifeloc Technologies
Lifeloc Technologies, Inc. (OTC: LCTC) is
a trusted U.S. manufacturer of evidential breath alcohol testers and related training and supplies for Workplace, Law Enforcement, Corrections
and International customers. Lifeloc stock trades over-the-counter under the symbol LCTC. We are a fully reporting Company with our SEC
filings available on our web site, www.lifeloc.com.
Forward
Looking Statements
This
press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which involve
substantial risks and uncertainties, including those described in the Company's most recent Annual Report on Form 10-K and other filings
with the Securities and Exchange Commission, that may cause actual results to differ materially from those indicated by the forward-looking
statements. All forward-looking statements expressed or implied in this press release, including statements about our strategies, expectations
about new and existing products, our ability to fund operations and product development, market demand, acceptance of new and existing
products, technologies and opportunities, development and commercialization timelines, market size and growth, and return on investments
in products and market, are based on information available to us on the date of this document, and we assume no obligation to update
such forward-looking statements. Investors are strongly encouraged to review the section titled “Risk Factors” in our SEC
filings.
Phoenix®
and Easycal® are registered trademarks of Lifeloc Technologies, Inc.
SpinDetect™
is a trademark of Lifeloc Technologies, Inc.
Amy
Evans
Lifeloc Technologies, Inc.
http://www.lifeloc.com
(303) 431-9500
LIFELOC TECHNOLOGIES,
INC.
Condensed Balance Sheets
(Unaudited)
| | |
| | |
| |
| ASSETS | |
| | |
| |
| | |
| | |
| |
| CURRENT ASSETS: | |
March
31, 2026 | | |
December
31, 2025 | |
| Cash
and cash equivalents | |
$ | 569,330 | | |
$ | 746,001 | |
| Accounts
receivable, net | |
| 850,341 | | |
| 772,380 | |
| Inventories,
net | |
| 2,794,329 | | |
| 2,633,614 | |
| Federal and
state income taxes receivable | |
| 55,981 | | |
| 55,981 | |
| Prepaid
expenses and other | |
| 99,282 | | |
| 60,825 | |
| Total
current assets | |
| 4,369,263 | | |
| 4,268,801 | |
| | |
| | | |
| | |
| PROPERTY,
PLANT AND EQUIPMENT: | |
| | | |
| | |
| Land | |
| 317,932 | | |
| 317,932 | |
| Building | |
| 1,928,795 | | |
| 1,928,795 | |
| Real-time
Alcohol Detection And Recognition equipment and software | |
| 569,448 | | |
| 569,448 | |
| Production
equipment, software and space modifications | |
| 1,366,539 | | |
| 1,366,539 | |
| Office equipment,
software and space modifications | |
| 197,686 | | |
| 197,686 | |
| Sales and
marketing equipment and space modifications | |
| 230,543 | | |
| 225,173 | |
| Research
and development equipment, software and space modifications | |
| 1,232,790 | | |
| 1,213,195 | |
| Research
and development equipment, software and space modifications not in service | |
| 14,411 | | |
| 19,595 | |
| Less
accumulated depreciation | |
| (3,604,323 | ) | |
| (3,538,455 | ) |
| Total
property and equipment, net | |
| 2,253,821 | | |
| 2,299,908 | |
| | |
| | | |
| | |
| OTHER
ASSETS: | |
| | | |
| | |
| Patents,
net | |
| 69,134 | | |
| 71,039 | |
| Deposits
and other | |
| 46,820 | | |
| 46,820 | |
| Total
other assets | |
| 115,954 | | |
| 117,859 | |
| | |
| | | |
| | |
| Total
assets | |
$ | 6,739,038 | | |
$ | 6,686,568 | |
| | |
| | | |
| | |
| LIABILITIES
AND STOCKHOLDERS’ EQUITY | |
| | | |
| | |
| CURRENT
LIABILITIES: | |
| | | |
| | |
| Accounts
payable | |
$ | 615,378 | | |
$ | 301,627 | |
| Term loan
payable, current portion | |
| 55,271 | | |
| 54,850 | |
| Subordinated
debentures payable, current portion | |
| 34,522 | | |
| 33,371 | |
| Customer
and tenant deposits | |
| 10,692 | | |
| 25,694 | |
| Accrued expenses | |
| 247,670 | | |
| 321,112 | |
| Deferred
revenue, current portion | |
| 54,068 | | |
| 53,716 | |
| Product
warranty reserve | |
| 46,500 | | |
| 46,500 | |
| Total
current liabilities | |
| 1,064,101 | | |
| 836,870 | |
| | |
| | | |
| | |
| TERM
LOAN PAYABLE, net of current portion and debt issuance costs | |
| 1,044,449 | | |
| 1,058,426 | |
| | |
| | | |
| | |
| SUBORDINATED
DEBENTURES PAYABLE, net of current portion and debt issuance costs | |
| 672,274 | | |
| 681,343 | |
| | |
| | | |
| | |
| DEFERRED
REVENUE, net of current portion | |
| 7,149 | | |
| 6,151 | |
| Total
liabilities | |
| 2,787,973 | | |
| 2,582,790 | |
| | |
| | | |
| | |
| COMMITMENTS
AND CONTINGENCIES (Note 6) | |
| — | | |
| | |
| | |
| | | |
| | |
| STOCKHOLDERS’
EQUITY: | |
| | | |
| | |
| Common stock, no par value;
50,000,000 shares authorized, 2,752,616 shares outstanding | |
| 5,934,314 | | |
| 5,934,314 | |
| Accumulated
deficit | |
| (1,983,249 | ) | |
| (1,830,536 | ) |
| Total
stockholders’ equity | |
| 3,951,065 | | |
| 4,103,778 | |
| | |
| | | |
| | |
| Total
liabilities and stockholders’ equity | |
$ | 6,739,038 | | |
$ | 6,686,568 | |
LIFELOC TECHNOLOGIES, INC.
Condensed Statements of Profit (Loss) (Unaudited)
| | |
| | |
| |
| | |
Three Months Ended March 31, | |
| REVENUES: | |
2026 | | |
2025 | |
| Product sales | |
$ | 2,289,759 | | |
$ | 2,263,047 | |
| Royalties | |
| 4,053 | | |
| 5,671 | |
| Rental income | |
| — | | |
| 8,316 | |
| Total | |
| 2,293,812 | | |
| 2,277,034 | |
| | |
| | | |
| | |
| COST OF SALES | |
| 1,306,738 | | |
| 1,368,468 | |
| | |
| | | |
| | |
| GROSS PROFIT | |
| 987,074 | | |
| 908,566 | |
| | |
| | | |
| | |
| OPERATING EXPENSES: | |
| | | |
| | |
| Research, development, and sustaining engineering | |
| 414,445 | | |
| 469,680 | |
| Sales and marketing | |
| 313,229 | | |
| 334,556 | |
| General and administrative | |
| 387,402 | | |
| 384,878 | |
| Total | |
| 1,115,076 | | |
| 1,189,114 | |
| | |
| | | |
| | |
| OPERATING (LOSS) | |
| (128,002 | ) | |
| (280,548 | ) |
| | |
| | | |
| | |
| OTHER INCOME (EXPENSE): | |
| | | |
| | |
| Interest income | |
| 6,531 | | |
| 12,357 | |
| Interest expense | |
| (31,242 | ) | |
| (24,495 | ) |
| Total | |
| (24,711 | ) | |
| (12,138 | ) |
| | |
| | | |
| | |
| NET (LOSS) BEFORE PROVISION FOR TAXES | |
| (152,713 | ) | |
| (292,686 | ) |
| | |
| | | |
| | |
| BENEFIT FROM FEDERAL AND STATE INCOME TAXES | |
| — | | |
| — | |
| | |
| | | |
| | |
| NET (LOSS) | |
$ | (152,713 | ) | |
$ | (292,686 | ) |
| | |
| | | |
| | |
| NET (LOSS) PER SHARE, BASIC | |
$ | (0.06 | ) | |
$ | (0.11 | ) |
| | |
| | | |
| | |
| NET (LOSS) PER SHARE, DILUTED | |
$ | (0.06 | ) | |
$ | (0.11 | ) |
| | |
| | | |
| | |
| WEIGHTED AVERAGE SHARES, BASIC | |
| 2,752,616 | | |
| 2,694,599 | |
| | |
| | | |
| | |
| WEIGHTED AVERAGE SHARES, DILUTED | |
| 2,752,616 | | |
| 2,694,599 | |
| | |
| | | |
| | |
LIFELOC TECHNOLOGIES, INC.
Condensed Statements of Changes in Stockholders’ Equity (Unaudited)
For The Three Months Ended March 31, 2026 and 2025
| | |
| | | |
| | | |
| | | |
| | |
| | |
2026 | |
| | |
Common
Stock Shares | | |
Common
Stock Amount | | |
Accumulated
Deficit | | |
Total | |
| Beginning balance | |
| 2,752,616 | | |
$ | 5,934,314 | | |
$ | (1,830,536 | ) | |
$ | 4,103,778 | |
| Warrants issued with subordinated debenture | |
| — | | |
| — | | |
| — | | |
| — | |
| Issuance of shares from option exercise | |
| — | | |
| — | | |
| — | | |
| — | |
| Net (loss) | |
| — | | |
| — | | |
| (152,713 | ) | |
| (152,713 | ) |
| Ending balance | |
| 2,752,616 | | |
$ | 5,934,314 | | |
$ | (1,983,249 | ) | |
$ | 3,951,065 | |
| | |
| | |
| | |
| | |
| |
| | |
2025 | |
| | |
Common
Stock Shares | | |
Common
Stock Amount | | |
Accumulated
Deficit | | |
Total | |
| Beginning balance | |
| 2,664,116 | | |
$ | 5,586,014 | | |
$ | 639,863 | | |
$ | 6,225,877 | |
| Warrants issued with subordinated debenture | |
| — | | |
| 12,000 | | |
| — | | |
| 12,000 | |
| Issuance of shares from option exercise | |
| 88,500 | | |
| 336,300 | | |
| — | | |
| 336,300 | |
| Net (loss) | |
| — | | |
| — | | |
| (292,686 | ) | |
| (292,686 | ) |
| Ending balance | |
| 2,752,616 | | |
$ | 5,934,314 | | |
$ | 347,177 | | |
$ | 6,281,491 | |
| | |
| | | |
| | | |
| | | |
| | |
LIFELOC TECHNOLOGIES, INC.
Condensed Statements of Cash Flows (Unaudited)
| | |
| | |
| |
| | |
Three Months
Ended March 31, | |
| CASH FLOWS FROM OPERATING
ACTIVITIES: | |
2026 | | |
2025 | |
| Net (loss) | |
$ | (152,713 | ) | |
$ | (292,686 | ) |
| Adjustments to reconcile net (loss) to net cash (used in) operating activities- | |
| | | |
| | |
| Depreciation and amortization | |
| 67,773 | | |
| 102,406 | |
| Amortization of debt issuance costs | |
| 6,051 | | |
| 5,171 | |
| Changes in operating assets and liabilities- | |
| | | |
| | |
| Accounts receivable | |
| (77,961 | ) | |
| (29,156 | ) |
| Inventories | |
| (160,715 | ) | |
| 54,848 | |
| Federal and state income taxes receivable | |
| — | | |
| (150 | ) |
| Prepaid expenses and other | |
| (38,457 | ) | |
| (329,643 | ) |
| Deposits and other | |
| — | | |
| (562 | ) |
| Accounts payable | |
| 313,751 | | |
| 342,625 | |
| Customer and tenant deposits | |
| (15,002 | ) | |
| 80,395 | |
| Accrued expenses | |
| (73,442 | ) | |
| (49,347 | ) |
| Deferred revenue | |
| 1,350 | | |
| 15,742 | |
| Net cash (used in) operating activities | |
| (129,365 | ) | |
| (100,357 | ) |
| | |
| | | |
| | |
| CASH FLOWS (USED IN) INVESTING ACTIVITIES: | |
| | | |
| | |
| Purchases of sales and marketing equipment | |
| (5,370 | ) | |
| — | |
| Purchases of research and development equipment, software and space modifications | |
| (14,411 | ) | |
| (18,548 | ) |
| Net cash (used in) investing activities | |
| (19,781 | ) | |
| (18,548 | ) |
| | |
| | | |
| | |
| CASH FLOWS (USED IN) FINANCING ACTIVITIES: | |
| | | |
| | |
| Principal payments made on term loan | |
| (14,093 | ) | |
| (13,684 | ) |
| Proceeds from issuance of subordinated debenture | |
| — | | |
| 75,000 | |
| Principal payments made on subordinated debentures | |
| (13,432 | ) | |
| — | |
| Proceeds from issuance of shares from option exercise | |
| — | | |
| 336,300 | |
| Net cash provided from (used in) financing activities | |
| (27,525 | ) | |
| 397,616 | |
| | |
| | | |
| | |
| NET INCREASE (DECREASE) IN CASH | |
| (176,671 | ) | |
| 278,711 | |
| | |
| | | |
| | |
| CASH, BEGINNING OF PERIOD | |
| 746,001 | | |
| 1,243,746 | |
| | |
| | | |
| | |
| CASH, END OF PERIOD | |
$ | 569,330 | | |
$ | 1,522,457 | |
| | |
| | | |
| | |
| SUPPLEMENTAL INFORMATION: | |
| | | |
| | |
| Cash paid for interest | |
$ | 25,191 | | |
$ | 19,324 | |
| | |
| | | |
| | |
| Cash paid for income tax | |
$ | — | | |
$ | 150 | |
| | |
| | | |
| | |
| Non-cash financing and investing activities: warrants issued with subordinated debenture | |
$ | — | | |
$ | 12,000 | |