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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): March
27, 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 March 27, 2026,
Lifeloc Technologies, Inc. (the “Company”) issued a press release announcing its operating results for the period ended
December 31, 2025. This press release was made available on the Company’s website as of March 27, 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 March 27, 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: March 27, 2026 |
LIFELOC TECHNOLOGIES, INC. |
| |
|
|
| |
By: |
/s/ Vern D. Kornelsen |
| |
|
Chief Financial Officer and Secretary |
Exhibit 99.1
Lifeloc
Reports 2025 Full Year Results
WHEAT
RIDGE, Colo., March 27, 2026 -- Lifeloc Technologies, Inc. (OTC: LCTC), a global leader in the development and manufacturing
of breath alcohol testing devices, has announced financial results for the 2025 fiscal year ended December 31, 2025.
2025
Financial Highlights
Lifeloc
Technologies reported revenue growth of 6% to $9.027 million for 2025, compared to net revenue of $8.538 million for 2024.
We realized a net loss of ($2.470) million, or ($0.90) per diluted share for the year ending
December 31, 2025 compared to a net loss of ($1.053) million, or ($0.41) per diluted share for
2024. This increased loss was primarily the result of the one-time (non-cash) charge for the increased valuation allowance for
deferred taxes. Under applicable accounting rules, the Company was required to establish a reserve against its accumulated deferred tax
assets — the tax benefit of its net operating losses — based on its recent loss history. The deferred tax valuation allowance
was increased to $1.738 million in 2025 versus $187 thousand in 2024. This charge is non-cash and does not affect the Company's liquidity
or operations. Without these changes to the valuation allowance for deferred taxes, the loss before taxes declined by $94 thousand to
$1.311 million in 2025 versus $1.405 million 2024.
Total
gross margin in 2025 remained about the same at 40.3% for 2025 versus 40.4% for 2024, with price increases and higher volume largely
offsetting tariffs and general inflation.
We
believe our core alcohol detection product line-up is strong. The L-series LX9 and LT7 units have features and performance that are driving
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 (LCMS) — 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 are focused on fabrication of the production mold in the first quarter
of 2026, with first article moldings expected in April. Completing the 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 of the platform. We have managed R&D spending to align
with cash generated by our core business, and we will continue to seek financing on terms that do not overburden operations or excessively
dilute shareholders.
“Lifeloc
has made significant progress towards the SpinDetect™ analyzer launch. The commitment to the production mold for the disk marks
a key milestone in the development of the SpinDetect™ analyzer,” commented Dr. Wayne Willkomm, President and CEO. “While
the whole project has taken more time and resources than we planned, the impact of putting an effective drug detection device into the
hands of law enforcement and commercial safety officers is going to be worth all the effort and investment.”
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.
Balance Sheets
| | |
| | |
| |
| ASSETS | | |
| |
| | |
December 31, 2025 | | |
December 31, 2024 | |
| CURRENT ASSETS: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 746,001 | | |
$ | 1,243,746 | |
| Accounts receivable, net | |
| 772,380 | | |
| 732,541 | |
| Inventories, net | |
| 2,633,614 | | |
| 2,996,397 | |
| Federal and state income taxes receivable | |
| 55,981 | | |
| 80,560 | |
| Prepaid expenses and other | |
| 60,825 | | |
| 40,045 | |
| Total current assets | |
| 4,268,801 | | |
| 5,093,289 | |
| | |
| | | |
| | |
| 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 | | |
| 1,349,839 | |
| Training courses | |
| — | | |
| 432,375 | |
| Office equipment, software and space modifications | |
| 197,686 | | |
| 254,333 | |
| Sales and marketing equipment and space modifications | |
| 225,173 | | |
| 226,356 | |
| Research and development equipment, software and space modifications | |
| 1,213,195 | | |
| 787,664 | |
| Research and development equipment, software and space modifications not in service | |
| 19,595 | | |
| 128,007 | |
| Less accumulated depreciation | |
| (3,538,455 | ) | |
| (3,613,452 | ) |
| Total property, plant and equipment, net | |
| 2,299,908 | | |
| 2,381,297 | |
| | |
| | | |
| | |
| OTHER ASSETS: | |
| | | |
| | |
| Patents, net | |
| 71,039 | | |
| 78,723 | |
| Deposits and other | |
| 46,820 | | |
| 12,261 | |
| Deferred income taxes | |
| — | | |
| 1,159,199 | |
| Total other assets | |
| 117,859 | | |
| 1,250,183 | |
| | |
| | | |
| | |
| Total assets | |
$ | 6,686,568 | | |
$ | 8,724,769 | |
| | |
| | | |
| | |
| LIABILITIES AND STOCKHOLDERS' EQUITY | | |
| | |
| CURRENT LIABILITIES: | |
| | | |
| | |
| Accounts payable | |
$ | 301,627 | | |
$ | 251,627 | |
| Term loan payable, current portion | |
| 54,850 | | |
| 53,195 | |
| Subordinated debentures payable, current portion | |
| 33,371 | | |
| — | |
| Customer and tenant deposits | |
| 25,694 | | |
| 43,814 | |
| Accrued expenses | |
| 321,112 | | |
| 293,981 | |
| Deferred revenue, current portion | |
| 53,716 | | |
| 54,458 | |
| Product warranty reserve | |
| 46,500 | | |
| 46,500 | |
| Total current liabilities | |
| 836,870 | | |
| 743,575 | |
| | |
| | | |
| | |
| TERM LOAN PAYABLE, net of current portion and | |
| | | |
| | |
| debt issuance costs | |
| 1,058,426 | | |
| 1,119,152 | |
| | |
| | | |
| | |
| SUBORDINATED DEBENTURES PAYABLE, net of current portion and | |
| | | |
| | |
| debt issuance costs | |
| 681,343 | | |
| 630,000 | |
| | |
| | | |
| | |
| DEFERRED REVENUE, net of current portion | |
| 6,151 | | |
| 6,165 | |
| Total liabilities | |
| 2,582,790 | | |
| 2,498,892 | |
| | |
| | | |
| | |
| | |
| | | |
| | |
| COMMITMENTS AND CONTINGENCIES (Note 6) | |
| | | |
| | |
| ` | |
| | | |
| | |
| STOCKHOLDERS' EQUITY: | |
| | | |
| | |
Common stock, no par value; 50,000,000 shares authorized, 2,752,616
shares outstanding (2,664,116 outstanding at December 31, 2024) | |
| 5,934,314 | | |
| 5,586,014 | |
| Retained earnings (accumulated deficit) | |
| (1,830,536 | ) | |
| 639,863 | |
| Total stockholders' equity | |
| 4,103,778 | | |
| 6,225,877 | |
| | |
| | | |
| | |
| Total liabilities and stockholders' equity | |
$ | 6,686,568 | | |
$ | 8,724,769 | |
LIFELOC TECHNOLOGIES, INC.
Statements of (Loss)
| | |
| | |
| |
| | |
Years Ended December 31, | |
| REVENUES: | |
2025 | | |
2024 | |
| Product sales | |
$ | 8,958,672 | | |
$ | 8,470,985 | |
| Royalties | |
| 51,634 | | |
| 34,382 | |
| Rental income | |
| 16,632 | | |
| 32,778 | |
| Total | |
| 9,026,938 | | |
| 8,538,145 | |
| | |
| | | |
| | |
| COST OF SALES | |
| 5,384,893 | | |
| 5,092,046 | |
| | |
| | | |
| | |
| GROSS PROFIT | |
| 3,642,045 | | |
| 3,446,099 | |
| | |
| | | |
| | |
| OPERATING EXPENSES: | |
| | | |
| | |
| Research, development, and sustaining engineering | |
| 2,152,843 | | |
| 2,242,869 | |
| Sales and marketing | |
| 1,331,062 | | |
| 1,358,211 | |
| General and administrative | |
| 1,388,160 | | |
| 1,253,236 | |
| Total | |
| 4,872,065 | | |
| 4,854,316 | |
| | |
| | | |
| | |
| OPERATING (LOSS) | |
| (1,230,020 | ) | |
| (1,408,217 | ) |
| | |
| | | |
| | |
| OTHER INCOME (EXPENSE): | |
| | | |
| | |
| Interest income | |
| 38,010 | | |
| 42,867 | |
| Interest expense | |
| (119,190 | ) | |
| (40,145 | ) |
| Total | |
| (81,180 | ) | |
| 2,722 | |
| | |
| | | |
| | |
| NET (LOSS) BEFORE PROVISION FOR TAXES | |
| (1,311,200 | ) | |
| (1,405,495 | ) |
| | |
| | | |
| | |
BENEFIT FROM (PROVISION FOR VALUATION ALLOWANCE) FEDERAL AND
STATE INCOME TAXES |
|
|
(1,159,199 |
) |
|
|
352,547 |
|
| | |
| | | |
| | |
| NET (LOSS) | |
$ | (2,470,399 | ) | |
$ | (1,052,948 | ) |
| | |
| | | |
| | |
| NET (LOSS) PER SHARE, BASIC | |
$ | (0.90 | ) | |
$ | (0.41 | ) |
| | |
| | | |
| | |
| NET (LOSS) PER SHARE, DILUTED | |
$ | (0.90 | ) | |
$ | (0.41 | ) |
| | |
| | | |
| | |
| WEIGHTED AVERAGE SHARES, BASIC | |
| 2,738,311 | | |
| 2,546,493 | |
| | |
| | | |
| | |
| WEIGHTED AVERAGE SHARES, DILUTED | |
| 2,738,311 | | |
| 2,546,493 | |
LIFELOC TECHNOLOGIES, INC.
Statements of Changes in Stockholders' Equity
For The Years Ended December 31, 2025 and 2024
| | |
| | |
| | |
| | |
| |
| | |
Common Stock Shares | | |
Common Stock Amount | | |
Retained Earnings (Accumulated
Deficit) | | |
Total | |
| Balance, December 31, 2023 | |
| 2,454,116 | | |
$ | 4,668,014 | | |
$ | 1,692,811 | | |
$ | 6,360,825 | |
| Issuance of common stock for cash, net of issuance costs | |
| 210,000 | | |
| 798,000 | | |
| — | | |
| 798,000 | |
| Warrants issued with subordinated debenture | |
| — | | |
| 120,000 | | |
| — | | |
| 120,000 | |
| Net (loss) | |
| — | | |
| — | | |
| (1,052,948 | ) | |
| (1,052,948 | ) |
| Balance, December 31, 2024 | |
| 2,664,116 | | |
$ | 5,586,014 | | |
$ | 639,863 | | |
$ | 6,225,877 | |
| | |
| | | |
| | | |
| | | |
| | |
| Balance, December 31, 2024 | |
| 2,664,116 | | |
$ | 5,586,014 | | |
$ | 639,863 | | |
$ | 6,225,877 | |
| Issuance of shares from option exercise | |
| 88,500 | | |
| 336,300 | | |
| — | | |
| 336,300 | |
| Warrants issued with subordinated debenture | |
| — | | |
| 12,000 | | |
| — | | |
| 12,000 | |
| Net (loss) | |
| — | | |
| — | | |
| (2,470,399 | ) | |
| (2,470,399 | ) |
| Balance, December 31, 2025 | |
| 2,752,616 | | |
$ | 5,934,314 | | |
$ | (1,830,536 | ) | |
$ | 4,103,778 | |
LIFELOC TECHNOLOGIES, INC.
Statements of Cash Flows
| | |
| | |
| |
| | |
Years Ended December 31, | |
| CASH FLOWS USED IN OPERATING ACTIVITIES: | |
2025 | | |
2024 | |
| Net (loss) | |
$ | (2,470,399 | ) | |
$ | (1,052,948 | ) |
Adjustments to reconcile net (loss) to net cash
(used in) operating activities- | |
| | | |
| | |
| Depreciation and amortization | |
| 443,454 | | |
| 294,039 | |
| Provision for doubtful accounts, net change | |
| 1,500 | | |
| 2,000 | |
| Provision for inventory obsolescence, net change | |
| — | | |
| 70,000 | |
| Deferred taxes, net change | |
| 1,159,199 | | |
| (352,547 | ) |
| Amortization of debt issuance costs | |
| 17,988 | | |
| 4,254 | |
| Changes in operating assets and liabilities- | |
| | | |
| | |
| Accounts receivable | |
| (41,339 | ) | |
| 77,585 | |
| Inventories | |
| 362,783 | | |
| (41,563 | ) |
| Federal and state income taxes receivable | |
| 24,579 | | |
| (80,560 | ) |
| Prepaid expenses and other | |
| (20,780 | ) | |
| 65,922 | |
| Deposits and other | |
| (34,559 | ) | |
| 98,896 | |
| Accounts payable | |
| 50,000 | | |
| (150,604 | ) |
| Income taxes payable | |
| — | | |
| (44,952 | ) |
| Customer and tenant deposits | |
| (18,120 | ) | |
| (151,905 | ) |
| Accrued expenses | |
| 27,131 | | |
| (35,330 | ) |
| Deferred revenue | |
| (756 | ) | |
| (29,978 | ) |
| Net cash (used in) operating activities | |
| (499,319 | ) | |
| (1,327,691 | ) |
| | |
| | | |
| | |
| CASH FLOWS (USED IN) INVESTING ACTIVITIES: | |
| | | |
| | |
| Purchases of property and equipment | |
| (462,793 | ) | |
| (539,731 | ) |
| Purchases of research and development equipment, software and space modifications not in service | |
| 108,412 | | |
| (128,007 | ) |
| Patent filing cost | |
| — | | |
| (21,708 | ) |
| Net cash (used in) investing activities | |
| (354,381 | ) | |
| (689,446 | ) |
| | |
| | | |
| | |
| CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES: | |
| | | |
| | |
| Principal payments made on term loan | |
| (55,345 | ) | |
| (53,738 | ) |
| Proceeds from issuance of 210,000 shares of common stock at $3.80 per share | |
| — | | |
| 798,000 | |
| Proceeds from issuance of subordinated debenture | |
| 75,000 | | |
| 750,000 | |
| Proceeds from Issuance of shares from option exercise | |
| 336,300 | | |
| — | |
| Net cash provided from financing activities | |
| 355,955 | | |
| 1,494,262 | |
| | |
| | | |
| | |
| NET (DECREASE) IN CASH | |
| (497,745 | ) | |
| (522,875 | ) |
| | |
| | | |
| | |
| CASH, BEGINNING OF PERIOD | |
| 1,243,746 | | |
| 1,766,621 | |
| | |
| | | |
| | |
| CASH, END OF PERIOD | |
$ | 746,001 | | |
$ | 1,243,746 | |
| | |
| | | |
| | |
| SUPPLEMENTAL INFORMATION: | |
| | | |
| | |
| Cash paid for interest | |
$ | 101,202 | | |
$ | 35,891 | |
| | |
| | | |
| | |
| NON-CASH FINANCING AND INVESTING ACTIVITIES: | |
| | | |
| | |
| Warrants issued with subordinated debenture | |
$ | 12,000 | | |
$ | 120,000 | |
