[8-K] Neonode Inc. Reports Material Event

Rhea-AI Filing Summary

Neonode Inc. reported its earnings for the three and six months ended June 30, 2025 and furnished an Earnings Release as Exhibit 99.1. The 8-K states the Earnings Release is attached and incorporated by reference but clarifies that the furnished information, including Exhibit 99.1, is not "filed" for purposes of Section 18 of the Exchange Act and is not automatically incorporated by reference into other filings. The report also confirms the company's common stock trades under the symbol NEON on The Nasdaq Stock Market and lists the Inline XBRL cover page Interactive Data File as Exhibit 104.

Insights

Securities Analyst

TL;DR: Routine 8-K furnishing an earnings release; the filing itself contains no financial figures, so immediate market impact cannot be judged from this document alone.

The Form 8-K notifies investors that Neonode has issued an Earnings Release for the three- and six-month periods ended June 30, 2025 and attaches that release as Exhibit 99.1. Crucially, the company expressly treats the release as "furnished" rather than "filed," limiting statutory liabilities under Section 18. Because this 8-K does not include income statement, balance sheet, or cash flow figures, an analyst cannot assess performance, trends, or variance versus prior periods from the 8-K text alone; the attached Exhibit 99.1 must be consulted for substantive financial data.

Corporate Governance Expert

TL;DR: The disclosure approach is standard: furnish the earnings release and limit incorporation to manage legal exposure; this is procedural, not a material governance event.

The filing follows common practice by furnishing an earnings release and explicitly stating it is not "filed," which preserves the company’s control over incorporation into future filings and limits certain liabilities. The 8-K also documents the exhibits provided (99.1 and 104) and includes the required signature by the Chief Financial Officer. There is no indication of governance changes, officer departures, or material transactions in this document.

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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): August 13, 2025

NEONODE INC.

(Exact name of issuer of securities held pursuant to the plan)

Commission File Number 001-35526

Delaware		94-1517641
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

Karlavägen 100, 115 26 Stockholm, Sweden

(Address of Principal Executive Office, including Zip Code)

+46 (0) 702958519

Registrant’s telephone number, including area code:

Not Applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

☐ 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:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.001 per share		NEON		The Nasdaq Stock Market LLC

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 August 13, 2025, Neonode Inc. (the “Company”) reported its earnings for the three and six months ended June 30, 2025 (the “Earnings Release”). A copy of the Earnings Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		Earnings Release of the Company dated August 13, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: August 13, 2025	NEONODE INC.
	By:	/s/ Fredrik Nihlén
	Name:	Fredrik Nihlén
	Title:	Chief Financial Officer

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FAQ

What did Neonode (NEON) disclose in this Form 8-K?

The company reported its earnings for the three and six months ended June 30, 2025 and furnished an Earnings Release (Exhibit 99.1) that is incorporated by reference into the 8-K.

Does the 8-K include financial figures for NEON?

No. The Form 8-K references an attached Earnings Release (Exhibit 99.1) but the 8-K text itself does not present income statement or balance sheet figures.

Is the Earnings Release "filed" with the SEC?

No. The 8-K explicitly states the Earnings Release and related information are furnished and shall not be deemed "filed" for purposes of Section 18 of the Exchange Act.

Where is Neonode's common stock listed and what is the ticker?

Neonode's common stock is registered on The Nasdaq Stock Market LLC under the ticker NEON.

Who signed the 8-K on behalf of Neonode?

The report is signed by Fredrik Nihlén, Chief Financial Officer, on behalf of Neonode Inc.

Does the filing indicate Neonode is an emerging growth company?

The filing includes the emerging growth company checkbox and it is presented as not checked in the document.