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:
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
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 providing pursuant to Section 13(a) of the Exchange Act. ☐
LightPath Technologies, Inc.
On February 11, 2026, LightPath Technologies, Inc. issued a press release announcing the results for its fiscal 2026 second quarter ended December 31, 2025. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed in its behalf by the undersigned, thereunto duly authorized.
Exhibit 99.1
LightPath Technologies Reports Fiscal 2026 Second Quarter Financial Results
ORLANDO, FL – February 11, 2026 – LightPath Technologies, Inc. (NASDAQ: LPTH) ("LightPath," the "Company," "we," or "our"), a leading provider of next-generation optics and imaging systems for both defense and commercial applications, today announced financial results for its fiscal second quarter ended December 31, 2025.
Financial Summary:
| |
|
Three Months Ended December 31,
|
|
|
$ in millions
|
|
2025
|
|
|
2024
|
|
|
% Change
|
|
|
Revenue
|
|
$ |
16.4 |
|
|
$ |
7.4 |
|
|
|
120 |
% |
|
Gross Profit
|
|
$ |
6.0 |
|
|
$ |
1.9 |
|
|
|
212 |
% |
|
Operating Expenses*
|
|
$ |
14.6 |
|
|
$ |
4.4 |
|
|
|
231 |
% |
|
Net Loss
|
|
$ |
(9.4 |
) |
|
$ |
(2.6 |
) |
|
|
260 |
% |
|
Adjusted EBITDA** (non-GAAP)
|
|
$ |
0.6 |
|
|
$ |
(1.3 |
) |
|
|
144 |
% |
*Inclusive of $7.6 million change in fair value of acquisition liabilities related to the G5 acquisition.
**Reconciliation of this non-GAAP financial measure is provided below.
Second Quarter Fiscal 2026 & Subsequent Highlights:
| |
●
|
Secured a $9.6 million purchase order for cooled infrared (“IR”) cameras from an existing defense customer, with deliveries expected throughout calendar year 2026, further validating the strategic value of the G5 acquisition.
|
| |
●
|
Acquired the assets of Amorphous Materials, Inc. (“AMI”) in January 2026, an industrial manufacturer with complementary Chalcogenide glass melting technologies for large diameter optics.
|
| |
●
|
Received a $4.8 million purchase order from an existing customer related to the supply of advanced IR camera systems for public safety applications, for delivery in the Company's 2026 fiscal year.
|
| |
●
|
Appointed former Luminar manufacturing executive Israel Piergiovanni as Vice President of Manufacturing to scale production across LightPath's domestic and international footprint.
|
| |
●
|
Appointed defense industry executive Mark Caylor, former President of Northrop Grumman's Mission Systems Sector, to the Board of Directors, bringing extensive defense industry expertise as LightPath evolves into a mission-critical optics supplier of choice to allied militaries.
|
| |
● |
Fortified balance sheet with a $60 million public offering of common stock in December 2025, with net proceeds supporting working capital, strategic investments, acquisitions and general corporate purposes.
|
Management Commentary
Sam Rubin, Chief Executive Officer of LightPath, said: "The second quarter of 2026 was underscored by our accelerating revenue growth on strong orders, and the recent acquisition of Amorphous Materials. Ongoing order momentum and the addition of G5 Infrared LLC's ("G5") sales of cameras and modules drove a 120% revenue improvement to a record $16.4 million for the quarter. Our $97.8 million order backlog as of the end of the second quarter is demonstrating our position as a leading pure-play provider of high value optical and imaging systems.
“Our strategy continues to be validated not only by our sales growth, but the increasing focus by the U.S. government and Department of War to eliminate reliance on certain optical components, including optical systems or strategies from certain foreign nations. The recent passage of the Fiscal Year 2026 National Defense Authorization Act (NDAA) directed the US Department of War to develop and implement a strategy by January 1, 2030, to eliminate reliance on optical glass and optical systems sourced from certain foreign nations. These restrictions extend beyond finished systems to include critical materials such as optical glass, making supply chain transparency and material provenance increasingly central to defense and aerospace program compliance. Our optical assemblies, infrared cameras, and thermal imaging systems have already been designed, manufactured, and delivered in alignment with NDAA requirements. Faced with growing supply chain risks and increased defense spending in the U.S. and Europe, we believe we are positioned as a trusted supplier for mission-critical defense applications.
“We further reinforced our domestic glass manufacturing capabilities with the recent acquisition of the assets of AMI, a U.S. based manufacturer of complementary chalcogenide glass technologies. This acquisition added incremental glass melting technology, which melts high-grade glass as large diameter plates, critical for large optics, and in particular for advanced defense and space programs. The acquisition also added glass melting capacity and a second, NDAA compliant manufacturing location for BlackDiamond glass. The acquisition further solidifies our transition from a pure component provider to a truly vertically integrated provider of subsystems and solutions for IR imaging.
“As we progress into calendar year 2026 we remain highly focused on further growing our robust $97.8 million order backlog, converting our prospective customer pipeline into orders, and scaling deliveries. We continue to intentionally shift away from Germanium optics, expanding the adoption of our proprietary BlackDiamond™ glass across critical defense markets, while continuing to move up the value chain into fully integrated IR camera systems. G5’s high-end cooled infrared camera product line and several established programs of record continue to contribute to revenue growth. As we combine our growing camera portfolio with AMI's highly complementary large-diameter glass capabilities, we believe that we will create a robust offering of IR materials and optics in the industry today, all of which we expect will be compliant with the latest NDAA requirement for U.S. produced glass and optics. Taken together, we believe we are well positioned to execute on our growth strategy to deliver sustainable revenue growth and value to our shareholders.”
Second Quarter Fiscal 2026 Financial Results
Revenue for the second quarter of fiscal 2026 increased 120% to $16.4 million, as compared to $7.4 million in the same quarter of the prior fiscal year. Revenue was split amongst the Company’s product groups in the second quarter of fiscal 2026 and the same quarter of the prior fiscal year as follows:
|
Product Group Revenue ($ in millions)**
|
|
Second Quarter of Fiscal 2026
|
|
|
Second Quarter of Fiscal 2025
|
|
|
% Change
|
|
|
Infrared ("IR") Components
|
|
$ |
5.0 |
|
|
$ |
3.1 |
|
|
|
61 |
% |
|
Visible Components
|
|
$ |
3.4 |
|
|
$ |
2.8 |
|
|
|
25 |
% |
|
Assemblies & Modules
|
|
$ |
7.2 |
|
|
$ |
0.9 |
|
|
|
741 |
% |
|
Engineering Services
|
|
$ |
0.7 |
|
|
$ |
0.7 |
|
|
|
(2 |
)% |
*** Numbers may not foot due to rounding
Gross profit increased 212% to $6.0 million, or 37% of total revenues, in the second quarter of 2026, as compared to $1.9 million, or 26% of total revenues, in the same year-ago quarter. The increase in gross margin as a percentage of revenue is primarily driven by the increase in revenue from assemblies and modules, which generally have higher margins. Gross margin on engineering services was also more favorable in the second quarter of fiscal 2026 due to a non-recurring engineering project for a defense customer. In addition, gross margins for infrared components have improved due to a more favorable mix, and the resolution of certain manufacturing yield issues that negatively impacted the second quarter of fiscal 2025.
Operating expenses for the second quarter of fiscal 2026 includes the fair value adjustment of $7.6 million related to the G5 earnout liability, which will continue to be adjusted through operating expenses until it is paid out. Excluding this amount, operating expenses increased $2.6 million, or 60%, to $7.1 million for the second quarter of fiscal 2026, as compared to $4.4 million in the same year-ago quarter. The increase was primarily due to the integration of G5 following its acquisition earlier this year, as well as increased sales and marketing spend to promote new products. Our SG&A personnel costs have also increased due to filling certain vacant executive roles and accruing for incentive compensation plans for employees.
Net loss in the second quarter of fiscal 2026 totaled $9.4 million, or $0.20 per basic and diluted share, as compared to $2.6 million, or $0.07 per basic and diluted share, in the same year-ago quarter. The year-over-year increase in net loss for the second quarter of fiscal 2026 was primarily attributable to the change in fair value of acquisition liabilities for the earnout related to the acquisition of G5.
Adjusted EBITDA* for the second quarter of fiscal 2026 was $0.6 million, compared to an adjusted EBITDA loss of $1.3 million for the same year-ago quarter. The increase was primarily attributable to the increase in gross profit, driven by higher sales, partially offset by increased SG&A and new product development costs.
Second Quarter Fiscal 2026 Earnings Call
Management will host an investor conference call at 5:00 p.m. Eastern time today, Wednesday, February 11, 2026, to discuss the Company's second quarter fiscal 2026 financial results, provide a corporate update, and conclude with Q&A from telephone participants. To participate, please use the following information:
Q2 FY2026 Earnings Conference Call
Date: Wednesday, February 11, 2026
Time: 5:00 p.m. Eastern time
U.S. Dial-in: 1-877-425-9470
International Dial-in: 1-201-389-0878
Conference ID: 13758590
Webcast: LPTH Q2 FY2026 Earnings Conference Call
Please join at least five minutes before the start of the call to ensure timely participation.
A playback of the call will be available through Wednesday, February 25,2026. To listen, please call 1-844-512-2921 within the United States and Canada or 1-412-317-6671 when calling internationally, using replay pin number 13758590. A webcast replay will also be available using the webcast link above.
About LightPath Technologies
LightPath Technologies, Inc. (NASDAQ: LPTH) is a leading provider of next-generation optics and imaging systems for both defense and commercial applications. As a vertically integrated solutions provider with in-house engineering design support, LightPath's family of custom solutions range from proprietary BlackDiamond™ chalcogenide-based glass materials – sold under exclusive license from the U.S. Naval Research Laboratory – to complete infrared optical systems and thermal imaging assemblies. The Company's primary manufacturing footprint is located in Orlando, Florida with additional facilities in Texas, New Hampshire, Latvia and China. To learn more, please visit www.lightpath.com.
**Use of Non-GAAP Financial Measures
To provide investors with additional information regarding financial results, this press release includes references to EBITDA and adjusted EBITDA, which are non-GAAP financial measures. The Company calculates EBITDA by adjusting net income to exclude net interest expense, income tax expense or benefit, depreciation, and amortization. We also calculate adjusted EBITDA, which excludes, as applicable: (1) stock compensation expenses; (2) the loss on extinguishment of debt; (3) the effect of the non-cash income or expense associated with the mark-to-market adjustments, related to the warrants; (4) the effect of non-cash income or expenses associated with the fair value adjustments related to the acquisition earnout liabilities; and (5) the effect of foreign exchange gains or losses.
A "non-GAAP financial measure" is generally defined as a numerical measure of a company's historical or future performance that excludes or includes amounts, or is subject to adjustments, so as to be different from the most directly comparable measure calculated and presented in accordance with GAAP. The Company's management believes that these non-GAAP financial measures, when considered together with the GAAP financial measures, provide information that is useful to investors in understanding period-over-period operating results separate and apart from items that may, or could, have a disproportionately positive or negative impact on results in any particular period. Management also believes that these non-GAAP financial measures enhance the ability of investors to analyze underlying business operations and understand performance. In addition, management may utilize these non-GAAP financial measures as guides in forecasting, budgeting, and planning. Non-GAAP financial measures should be considered in addition to, and not as a substitute for, or superior to, financial measures presented in accordance with GAAP. A reconciliation of these non-GAAP financial measures with the most directly comparable financial measures calculated in accordance with GAAP is presented in the table below.
LIGHTPATH TECHNOLOGIES, INC.
Reconciliation of Non-GAAP Financial Measures and Regulation G Disclosure
| |
|
(unaudited)
|
|
|
|
|
| |
|
Three Months Ended
|
|
|
Six Months Ended
|
|
| |
|
December 31,
|
|
|
December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
|
2025
|
|
|
2024
|
|
|
Net loss
|
|
$ |
(9,405,409 |
) |
|
$ |
(2,611,997 |
) |
|
$ |
(12,298,411 |
) |
|
$ |
(4,234,742 |
) |
|
Depreciation and amortization
|
|
|
1,235,738 |
|
|
|
904,040 |
|
|
|
2,454,686 |
|
|
|
1,893,602 |
|
|
Income tax provision
|
|
|
30,556 |
|
|
|
44,525 |
|
|
|
111,826 |
|
|
|
60,161 |
|
|
Interest expense
|
|
|
285,023 |
|
|
|
169,053 |
|
|
|
553,876 |
|
|
|
318,413 |
|
|
EBITDA
|
|
$ |
(7,854,092 |
) |
|
$ |
(1,494,379 |
) |
|
$ |
(9,178,023 |
) |
|
$ |
(1,962,566 |
) |
|
Stock-based compensation
|
|
|
338,949 |
|
|
|
241,545 |
|
|
|
698,610 |
|
|
|
506,020 |
|
|
Loss in extinguishment of debt
|
|
|
506,280 |
|
|
|
— |
|
|
|
506,280 |
|
|
|
— |
|
|
Change in fair value of acquisition liabilities
|
|
|
7,559,000 |
|
|
|
— |
|
|
|
8,841,529 |
|
|
|
— |
|
|
Foreign exchange loss (gain)
|
|
|
13,526 |
|
|
|
(39,578 |
) |
|
|
56,068 |
|
|
|
(4,074 |
) |
|
Adjusted EBITDA
|
|
$ |
563,663 |
|
|
$ |
(1,292,412 |
) |
|
$ |
924,464 |
|
|
$ |
(1,460,620 |
) |
|
% of revenue
|
|
|
3 |
% |
|
|
-17 |
% |
|
|
3 |
% |
|
|
-9 |
% |
Forward-Looking Statements
This press release includes statements that constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as "forecast," "guidance," "plan," "estimate," "will," "would," "project," "maintain," "intend," "expect," "anticipate," "prospect," "strategy," "future," "likely," "may," "should," "believe," "continue," "opportunity," "potential," and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, without limitation, statements regarding expectations, beliefs, hopes, intentions or strategies regarding, among other things, the Company’s expectations that the U.S. government will work to eliminate reliance on optical systems from certain foreign nations, as well as the Company’s belief that it will be well positioned as a supplier of choice for mission-critical defense applications; the Company’s ability to grow its backlog, convert its customer pipeline into orders and scale deliveries during fiscal year 2026 and beyond; the Company’s ability to minimize use of Germanium optics and expand its use of BlackDiamond™ glass; the Company’s expectations regarding future revenue growth; the Company’s belief that it will be able to leverage AMI’s large-diameter class capabilities to create a robust offering of IR materials and optics; the Company’s ability to comply with NDAA requirements for U.S. produced glass and optics; the Company’s ability to execute on its growth strategy to deliver revenue growth and value to its shareholders, as well as other statements that are other than historical fact. These forward-looking statements are based on information available at the time the statements are made and/or management's good faith belief as of that time with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, the likelihood that the impact of varying demand for the Company products; the U.S. governments initiatives to move away from using optical systems from certain foreign nations; the inability of the Company to sustain profitable sales growth, convert inventory to cash, or reduce its costs to maintain competitive prices for its products; circumstances or developments that may make the Company unable to implement or realize the anticipated benefits, or that may increase the costs, of its current and planned business initiatives; the Company's reliance on a few key customers; the ability of the Company to obtain needed raw materials and components from its suppliers; the impact that international tariffs may have on our business and results of operations; the impact of political and other risks as a result of our sales to internal customers and/or our sourcing of materials from international suppliers; general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth; geopolitical tensions, the Russian-Ukraine conflict, and the Hamas-Israel war; the effects of steps that the Company could take to reduce operating costs; and those factors detailed by the Company in its public filings with the Securities and Exchange Commission (the "SEC"), including its Annual Report on Form 10-K and other filings with the SEC. Should one or more of these risks, uncertainties, or facts materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking statements contained herein. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Except as required under the federal securities laws and the rules and regulations of the SEC, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
Investor Relations Contact
Lucas A. Zimmerman
MZ Group – MZ North America
LPTH@mzgroup.us
949-259-4987
LIGHTPATH TECHNOLOGIES, INC.
Condensed Consolidated Balance Sheets
(unaudited)
| |
|
December 31,
|
|
|
June 30,
|
|
| |
|
2025
|
|
|
2025
|
|
|
Assets
|
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$ |
73,572,471 |
|
|
$ |
4,877,036 |
|
|
Trade accounts receivable, net of allowance of $34,766 and $24,495
|
|
|
8,583,487 |
|
|
|
9,455,310 |
|
|
Inventories, net
|
|
|
13,491,419 |
|
|
|
12,858,838 |
|
|
Prepaid expenses and deposits
|
|
|
1,330,172 |
|
|
|
1,142,661 |
|
|
Other current assets
|
|
|
23,192 |
|
|
|
40,150 |
|
|
Total current assets
|
|
|
97,000,741 |
|
|
|
28,373,995 |
|
| |
|
|
|
|
|
|
|
|
|
Property and equipment, net
|
|
|
15,176,577 |
|
|
|
15,864,061 |
|
|
Operating lease right-of-use assets
|
|
|
7,430,787 |
|
|
|
7,429,378 |
|
|
Intangible assets, net
|
|
|
15,086,873 |
|
|
|
15,987,923 |
|
|
Goodwill
|
|
|
13,753,921 |
|
|
|
13,753,921 |
|
|
Deferred tax assets, net
|
|
|
22,240 |
|
|
|
22,571 |
|
|
Other assets
|
|
|
87,369 |
|
|
|
73,917 |
|
|
Total assets
|
|
$ |
148,558,508 |
|
|
$ |
81,505,766 |
|
|
Liabilities and Stockholders’ Equity
|
|
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$ |
5,978,713 |
|
|
$ |
7,421,430 |
|
|
Accrued liabilities
|
|
|
14,262,568 |
|
|
|
5,686,396 |
|
|
Accrued payroll and benefits
|
|
|
2,497,228 |
|
|
|
2,359,152 |
|
|
Operating lease liabilities, current
|
|
|
1,349,820 |
|
|
|
1,254,062 |
|
|
Loans payable, current portion
|
|
|
115,774 |
|
|
|
172,567 |
|
|
Finance lease obligation, current portion
|
|
|
216,191 |
|
|
|
206,518 |
|
|
Total current liabilities
|
|
|
24,420,294 |
|
|
|
17,100,125 |
|
|
Deferred tax liabilities, net
|
|
|
86,274 |
|
|
|
152,760 |
|
|
Accrued liabilities, noncurrent
|
|
|
3,300,000 |
|
|
|
823,000 |
|
|
Finance lease obligation, less current portion
|
|
|
346,400 |
|
|
|
421,363 |
|
|
Operating lease liabilities, noncurrent
|
|
|
8,102,873 |
|
|
|
8,326,250 |
|
|
Loans payable, less current portion
|
|
|
135,069 |
|
|
|
4,804,990 |
|
|
Total liabilities
|
|
|
36,390,910 |
|
|
|
31,628,488 |
|
| |
|
|
|
|
|
|
|
|
|
Commitments and Contingencies
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Series G Convertible Preferred Stock; $0.01 par value; 44,000 shares authorized; 24,956 shares issued and outstanding
|
|
$ |
34,232,510 |
|
|
$ |
34,232,510 |
|
| |
|
|
|
|
|
|
|
|
|
Stockholders’ equity:
|
|
|
|
|
|
|
|
|
|
Preferred stock: Series D, $0.01 par value, voting; 500,000 shares authorized; none issued and outstanding
|
|
|
— |
|
|
|
— |
|
|
Common stock: Class A, $0.01 par value, voting; 94,500,000 shares authorized; 54,442,677 and 42,949,307 shares issued and outstanding
|
|
|
544,427 |
|
|
|
429,493 |
|
|
Additional paid-in capital
|
|
|
319,121,901 |
|
|
|
244,953,346 |
|
|
Accumulated other comprehensive income
|
|
|
1,283,928 |
|
|
|
978,686 |
|
|
Accumulated deficit
|
|
|
(243,015,168 |
) |
|
|
(230,716,757 |
) |
|
Total stockholders’ equity
|
|
|
77,935,088 |
|
|
|
15,644,768 |
|
|
Total liabilities, convertible preferred stock and stockholders’ equity
|
|
$ |
148,558,508 |
|
|
$ |
81,505,766 |
|
LIGHTPATH TECHNOLOGIES, INC.
Condensed Consolidated Statements of Comprehensive Income (Loss)
(unaudited)
| |
|
Three Months Ended
|
|
|
Six Months Ended
|
|
| |
|
December 31,
|
|
|
December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
|
2025
|
|
|
2024
|
|
|
Revenue, net
|
|
$ |
16,351,652 |
|
|
$ |
7,424,829 |
|
|
$ |
31,409,933 |
|
|
$ |
15,825,210 |
|
|
Cost of sales
|
|
|
10,331,322 |
|
|
|
5,493,998 |
|
|
|
20,907,031 |
|
|
|
11,049,950 |
|
|
Gross profit
|
|
|
6,020,330 |
|
|
|
1,930,831 |
|
|
|
10,502,902 |
|
|
|
4,775,260 |
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative
|
|
|
5,859,461 |
|
|
|
3,356,063 |
|
|
|
10,243,331 |
|
|
|
6,626,646 |
|
|
New product development
|
|
|
748,829 |
|
|
|
764,396 |
|
|
|
1,616,257 |
|
|
|
1,240,837 |
|
|
Amortization of intangible assets
|
|
|
450,526 |
|
|
|
294,711 |
|
|
|
901,050 |
|
|
|
690,487 |
|
|
Change in fair value of acquisition liabilities
|
|
|
7,559,000 |
|
|
|
— |
|
|
|
8,841,529 |
|
|
|
— |
|
|
Loss on disposal of property and equipment
|
|
|
17 |
|
|
|
— |
|
|
|
4,016 |
|
|
|
78,437 |
|
|
Total operating expenses
|
|
|
14,617,833 |
|
|
|
4,415,170 |
|
|
|
21,606,183 |
|
|
|
8,636,407 |
|
|
Operating loss
|
|
|
(8,597,503 |
) |
|
|
(2,484,339 |
) |
|
|
(11,103,281 |
) |
|
|
(3,861,147 |
) |
|
Other expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net
|
|
|
(285,023 |
) |
|
|
(169,053 |
) |
|
|
(553,876 |
) |
|
|
(318,413 |
) |
|
Loss in extinguishment of debt
|
|
|
(506,280 |
) |
|
|
— |
|
|
|
(506,280 |
) |
|
|
— |
|
|
Other expense (income), net
|
|
|
13,953 |
|
|
|
85,920 |
|
|
|
(23,148 |
) |
|
|
4,979 |
|
|
Total other expense
|
|
|
(777,350 |
) |
|
|
(83,133 |
) |
|
|
(1,083,304 |
) |
|
|
(313,434 |
) |
|
Loss before income taxes
|
|
|
(9,374,853 |
) |
|
|
(2,567,472 |
) |
|
|
(12,186,585 |
) |
|
|
(4,174,581 |
) |
|
Income tax provision
|
|
|
30,556 |
|
|
|
44,525 |
|
|
|
111,826 |
|
|
|
60,161 |
|
|
Net loss
|
|
$ |
(9,405,409 |
) |
|
$ |
(2,611,997 |
) |
|
$ |
(12,298,411 |
) |
|
$ |
(4,234,742 |
) |
|
Foreign currency translation adjustment
|
|
|
212,859 |
|
|
|
(451,035 |
) |
|
|
305,242 |
|
|
|
(179,441 |
) |
|
Comprehensive loss
|
|
$ |
(9,192,550 |
) |
|
$ |
(3,063,032 |
) |
|
$ |
(11,993,169 |
) |
|
$ |
(4,414,183 |
) |
|
Loss per common share (basic)
|
|
$ |
(0.20 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.27 |
) |
|
$ |
(0.11 |
) |
|
Number of shares used in per share calculation (basic)
|
|
|
46,998,804 |
|
|
|
39,728,933 |
|
|
|
45,143,367 |
|
|
|
39,645,206 |
|
|
Loss per common share (diluted)
|
|
$ |
(0.20 |
) |
|
$ |
(0.07 |
) |
|
$ |
(0.27 |
) |
|
$ |
(0.11 |
) |
|
Number of shares used in per share calculation (diluted)
|
|
|
46,998,804 |
|
|
|
39,728,933 |
|
|
|
45,143,367 |
|
|
|
39,645,206 |
|
LIGHTPATH TECHNOLOGIES, INC.
Condensed Consolidated Statements of Changes in Stockholders' Equity
(unaudited)
| |
|
Temporary Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
| |
|
Series G Convertible
|
|
|
Class A
|
|
|
Additional
|
|
|
Other
|
|
|
|
|
|
|
Total
|
|
| |
|
Preferred Stock
|
|
|
Common Stock
|
|
|
Paid-in
|
|
|
Comprehensive
|
|
|
Accumulated
|
|
|
Stockholders’
|
|
| |
|
Shares
|
|
|
Amount
|
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Income
|
|
|
Deficit
|
|
|
Equity
|
|
|
Balances at June 30, 2025
|
|
|
24,956 |
|
|
$ |
34,232,510 |
|
|
|
42,949,307 |
|
|
$ |
429,493 |
|
|
$ |
244,953,346 |
|
|
$ |
978,686 |
|
|
$ |
(230,716,757 |
) |
|
$ |
15,644,768 |
|
|
Issuance of common stock for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of stock options, RSUs & RSAs, net
|
|
|
— |
|
|
|
— |
|
|
|
8,583 |
|
|
|
86 |
|
|
|
(86 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Issuance of common stock under private equity placement
|
|
|
— |
|
|
|
— |
|
|
|
1,600,000 |
|
|
|
16,000 |
|
|
|
7,878,045 |
|
|
|
— |
|
|
|
— |
|
|
|
7,894,045 |
|
|
Issuance of common stock for acquisition of Visimid
|
|
|
— |
|
|
|
— |
|
|
|
112,323 |
|
|
|
1,123 |
|
|
|
348,877 |
|
|
|
— |
|
|
|
— |
|
|
|
350,000 |
|
|
Stock-based compensation on stock options, RSUs & RSAs
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
349,624 |
|
|
|
— |
|
|
|
— |
|
|
|
349,624 |
|
|
Foreign currency translation adjustment
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
92,383 |
|
|
|
— |
|
|
|
92,383 |
|
|
Net loss
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,893,002 |
) |
|
|
(2,893,002 |
) |
|
Balances at September 30, 2025
|
|
|
24,956 |
|
|
$ |
34,232,510 |
|
|
|
44,670,213 |
|
|
$ |
446,702 |
|
|
$ |
253,529,806 |
|
|
$ |
1,071,069 |
|
|
$ |
(233,609,759 |
) |
|
$ |
21,437,818 |
|
|
Issuance of common stock for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of stock options, RSUs & RSAs, net
|
|
|
— |
|
|
|
— |
|
|
|
120,234 |
|
|
|
1,203 |
|
|
|
(1,203 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Exercise of warrants
|
|
|
— |
|
|
|
— |
|
|
|
739,730 |
|
|
|
7,397 |
|
|
|
(7,397 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Issuance of common stock under public equity placement
|
|
|
— |
|
|
|
— |
|
|
|
8,912,500 |
|
|
|
89,125 |
|
|
|
65,251,709 |
|
|
|
— |
|
|
|
— |
|
|
|
65,340,834 |
|
|
Stock-based compensation on stock options, RSUs & RSAs
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
348,986 |
|
|
|
— |
|
|
|
— |
|
|
|
348,986 |
|
|
Foreign currency translation adjustment
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
212,859 |
|
|
|
— |
|
|
|
212,859 |
|
|
Net loss
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,405,409 |
) |
|
|
(9,405,409 |
) |
|
Balances at December 31, 2025
|
|
|
24,956 |
|
|
$ |
34,232,510 |
|
|
|
54,442,677 |
|
|
$ |
544,427 |
|
|
$ |
319,121,901 |
|
|
$ |
1,283,928 |
|
|
$ |
(243,015,168 |
) |
|
$ |
77,935,088 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balances at June 30, 2024
|
|
|
— |
|
|
$ |
— |
|
|
|
39,254,643 |
|
|
$ |
392,546 |
|
|
$ |
245,140,758 |
|
|
$ |
509,936 |
|
|
$ |
(215,843,575 |
) |
|
$ |
30,199,665 |
|
|
Issuance of common stock for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0 |
|
|
Employee Stock Purchase Plan
|
|
|
— |
|
|
|
— |
|
|
|
8,232 |
|
|
|
82 |
|
|
|
10,290 |
|
|
|
— |
|
|
|
— |
|
|
|
10,372 |
|
|
Exercise of Stock Options, RSUs & RSAs, net
|
|
|
— |
|
|
|
— |
|
|
|
70,309 |
|
|
|
703 |
|
|
|
(703 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Issuance of common stock for acquisition of Visimid
|
|
|
— |
|
|
|
— |
|
|
|
279,553 |
|
|
|
2,796 |
|
|
|
318,562 |
|
|
|
— |
|
|
|
— |
|
|
|
321,358 |
|
|
Stock-based compensation on stock options, RSUs & RSAs
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
264,475 |
|
|
|
— |
|
|
|
— |
|
|
|
264,475 |
|
|
Foreign currency translation adjustment
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
271,594 |
|
|
|
— |
|
|
|
271,594 |
|
|
Net loss
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,622,745 |
) |
|
|
(1,622,745 |
) |
|
Balances at September 30, 2024
|
|
|
— |
|
|
$ |
— |
|
|
|
39,612,737 |
|
|
$ |
396,127 |
|
|
$ |
245,733,382 |
|
|
$ |
781,530 |
|
|
$ |
(217,466,320 |
) |
|
$ |
29,444,719 |
|
|
Issuance of common stock for:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Exercise of Stock Options, RSUs & RSAs, net
|
|
|
— |
|
|
|
— |
|
|
|
229,097 |
|
|
|
2,291 |
|
|
|
(2,291 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Shares issued as compensation
|
|
|
— |
|
|
|
— |
|
|
|
49,000 |
|
|
|
490 |
|
|
|
89,180 |
|
|
|
— |
|
|
|
— |
|
|
|
89,670 |
|
|
Stock-based compensation on stock options, RSUs & RSAs
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
231,581 |
|
|
|
— |
|
|
|
— |
|
|
|
231,581 |
|
|
Foreign currency translation adjustment
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(451,035 |
) |
|
|
— |
|
|
|
(451,035 |
) |
|
Net loss
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(2,611,997 |
) |
|
|
(2,611,997 |
) |
|
Balances at December 31, 2024
|
|
|
— |
|
|
$ |
— |
|
|
|
39,890,834 |
|
|
$ |
398,908 |
|
|
$ |
246,051,852 |
|
|
$ |
330,495 |
|
|
$ |
(220,078,317 |
) |
|
$ |
26,702,938 |
|
LIGHTPATH TECHNOLOGIES, INC.
Condensed Consolidated Statements of Cash Flows
(unaudited)
| |
|
Six Months Ended
|
|
| |
|
December 31,
|
|
| |
|
2025
|
|
|
2024
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$ |
(12,298,411 |
) |
|
$ |
(4,234,742 |
) |
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
2,454,686 |
|
|
|
1,893,602 |
|
|
Interest from amortization of loan issuance costs
|
|
|
90,124 |
|
|
|
120,833 |
|
|
Amortization of fair value of loan
|
|
|
90,321 |
|
|
|
— |
|
|
Loss on extinguishment of debt
|
|
|
506,280 |
|
|
|
— |
|
|
Change in fair value of acquisition earnout liabilities
|
|
|
8,841,529 |
|
|
|
— |
|
|
Loss on disposal of property and equipment
|
|
|
4,016 |
|
|
|
78,437 |
|
|
Stock-based compensation on stock options, RSUs & RSAs, net
|
|
|
698,610 |
|
|
|
506,020 |
|
|
Provision for credit losses
|
|
|
(11,573 |
) |
|
|
— |
|
|
Change in operating lease assets and liabilities
|
|
|
(129,028 |
) |
|
|
(57,653 |
) |
|
Inventory write-offs to allowance
|
|
|
147,896 |
|
|
|
135,625 |
|
|
Deferred taxes
|
|
|
(66,155 |
) |
|
|
(2,795 |
) |
|
Changes in operating assets and liabilities, net of acquisitions:
|
|
|
|
|
|
|
|
|
|
Trade accounts receivable
|
|
|
883,396 |
|
|
|
(350,703 |
) |
|
Other current assets
|
|
|
16,958 |
|
|
|
41,286 |
|
|
Inventories
|
|
|
(780,477 |
) |
|
|
(13,005 |
) |
|
Prepaid expenses and deposits
|
|
|
(24,253 |
) |
|
|
(123,598 |
) |
|
Accounts payable and accrued liabilities
|
|
|
1,257,002 |
|
|
|
(430,923 |
) |
|
Net cash provided by (used in) operating activities
|
|
|
1,680,921 |
|
|
|
(2,437,616 |
) |
| |
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
Purchase of property and equipment
|
|
|
(944,909 |
) |
|
|
(160,155 |
) |
|
Proceeds from sale of equipment
|
|
|
— |
|
|
|
10,648 |
|
|
Net cash used in investing activities
|
|
|
(944,909 |
) |
|
|
(149,507 |
) |
| |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of common stock from Employee Stock Purchase Plan
|
|
|
— |
|
|
|
10,372 |
|
|
Proceeds from issuance of common stock under public equity placement, net of fees
|
|
|
65,340,834 |
|
|
|
— |
|
|
Proceeds from issuance of common stock under private equity placement, net of fees
|
|
|
7,894,045 |
|
|
|
— |
|
|
Deferred payment for acquisition of Visimid
|
|
|
— |
|
|
|
(125,000 |
) |
|
Borrowings on loans payable
|
|
|
— |
|
|
|
3,000,000 |
|
|
Loan issuance costs
|
|
|
— |
|
|
|
(300,000 |
) |
|
Payments on loans payable
|
|
|
(5,413,819 |
) |
|
|
(106,486 |
) |
|
Repayment of finance lease obligations
|
|
|
(107,712 |
) |
|
|
(89,705 |
) |
|
Net cash provided by financing activities
|
|
|
67,713,348 |
|
|
|
2,389,181 |
|
|
Effect of exchange rate on cash and cash equivalents
|
|
|
246,075 |
|
|
|
(81,260 |
) |
|
Change in cash and cash equivalents
|
|
|
68,695,435 |
|
|
|
(279,202 |
) |
|
Cash and cash equivalents, beginning of period
|
|
|
4,877,036 |
|
|
|
3,480,268 |
|
|
Cash and cash equivalents, end of period
|
|
$ |
73,572,471 |
|
|
$ |
3,201,066 |
|
| |
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
|
Interest paid in cash
|
|
$ |
373,398 |
|
|
$ |
40,838 |
|
|
Income taxes paid
|
|
$ |
170,272 |
|
|
$ |
61,427 |
|
|
Supplemental disclosure of non-cash investing & financing activities:
|
|
|
|
|
|
|
|
|
|
Purchase of equipment through finance lease arrangements
|
|
$ |
41,901 |
|
|
$ |
93,048 |
|
|
Operating right-of-use assets acquired in exchange for operating lease liabilities
|
|
$ |
435,733 |
|
|
$ |
— |
|
|
Issuance of common stock for acquisition of Visimid
|
|
$ |
350,000 |
|
|
$ |
321,358 |
|
