NOCOPI TECHNOLOGIES INC/MD/ SEC Filings

Nocopi Technologies, Inc. reported sharply higher revenue but wider losses for the three and six months ended June 30, 2026. Total revenues were $961,012 for the quarter and $1,350,712 year-to-date, increases of approximately 167% and 61% compared with the prior-year periods, driven mainly by higher product and other sales, including contributions from the May 2026 Polymeric acquisition.

Gross profit rose to $357,381 for the quarter and $547,981 year-to-date, but gross margin declined as mix shifted away from higher-margin licenses and royalties toward lower-margin product sales. Operating expenses increased significantly to $925,113 for the quarter and $1,277,213 year-to-date, largely from higher professional and consulting fees, acquisition-related costs, and increased compensation, resulting in net losses of $471,927 for the quarter and $534,227 year-to-date. The company closed the $2,650,000 Polymeric U.S. business acquisition, adding goodwill and intangible assets, and ended the period with strong liquidity, including $10,687,269 in cash and cash equivalents and working capital of $12,688,837, with no income tax expense due to a full valuation allowance on deferred tax assets.

Nocopi Technologies, Inc. has provided additional financial detail on its May 18, 2026 acquisition of substantially all assets of Polymeric U.S., Inc., an inks and coatings business now operated through wholly owned subsidiary Polymeric Nocopi LLC.

The aggregate purchase price was $2,650,000, including $1,900,000 in cash, the assumption of specified liabilities and 500,000 shares of Nocopi common stock, with $150,000 of cash held back for working-capital and indemnification adjustments.

Polymeric generated $5,323,161 in 2025 sales and a net loss of $431,114, but earned net income of $145,879 on sales of $1,307,472 for the three months ended March 31, 2026. Pro forma, the combined company would have recorded 2025 revenue of $6,816,961 and a net loss of $586,014.

Nocopi Technologies, Inc. held its 2026 annual meeting of stockholders. Of 11,101,789 common shares outstanding as of April 24, 2026, 9,616,588 were represented in person or by proxy, establishing a quorum.

Stockholders elected Matthew C. Winger as a Class II director until the 2029 annual meeting, ratified Stephano Slack LLC as independent registered public accounting firm for the year ending December 31, 2026, and approved on a non-binding basis the compensation of the company’s named executive officers.

Nocopi Technologies has completed the acquisition of substantially all assets of Polymeric US for a total purchase price of $2.65 million, paid through $1.9 million in cash, assumed liabilities and 500,000 shares of common stock. Of the cash portion, $1.75 million was paid at closing, with $150,000 held back for working capital and indemnity claims.

Polymeric generated over $5 million in revenue for the twelve months ended March 31, 2026, and the combination more than triples Nocopi’s revenue base. Management expects the deal to be accretive to earnings within the year and to add new technologies, customers and production capacity from Polymeric’s 25,000 square-foot Kansas City facility.

In connection with the deal, Nocopi is conducting a private placement of 266,668 shares at $1.50 per share for approximately $400,000 in gross proceeds, including 133,334 shares each to Executive Director of Operations Gregory S. Babe and an affiliate of Horizon Kinetics. The company also entered into a registration rights agreement covering one investor’s placement shares.

Nocopi Technologies, Inc. reports Q1 2026 revenue of $389,700 and a net loss of $62,300, compared with net income of $25,500 a year earlier. Revenue fell about 19%, mainly because licenses, royalties and fees dropped to $100,700 from $190,300, while product sales were flat.

Gross margin slipped to roughly 49% as the mix shifted away from higher-margin licensing. Operating expenses were broadly stable at $352,100, and interest income of $105,200 partially offset the operating loss. Cash and cash equivalents increased to $11.9M, helped by a $400,000 private placement at $1.50 per share, leaving working capital of $13.3M and stockholders’ equity of $13.9M.

Nocopi Technologies, Inc. is holding its 2026 annual stockholder meeting as a fully virtual webcast on June 17, 2026, at 9:00 a.m. Eastern Time. Stockholders of record at the close of business on April 24, 2026, when 11,101,789 common shares were outstanding, may vote, with one vote per share.

Investors are being asked to elect CEO and chair Matthew C. Winger as the sole Class II director for a term through the 2029 meeting, ratify Stephano Slack LLC as independent auditor for the year ending December 31, 2026, and approve on an advisory basis the compensation of named executive officers.

The board has three members, only one of whom is independent, and is classified into three-year staggered terms. Directors recently approved materially higher annual board pay of a $50,000 cash retainer plus 30,000 RSUs per year, although executive directors waived 2025 fees. Directors and officers as a group beneficially own about 4.2% of the common stock, while several outside holders each own 5% or more.

Nocopi Technologies, Inc. reported 2025 revenue of $1,493,800, down about 29% from 2024 as ink shipments to key entertainment and toy printers declined. Licenses, royalties and fees rose 18% to $605,100, lifting overall gross margin to 54% despite lower product sales.

The company posted a small net loss of $154,900, a sharp improvement from a $2,678,900 loss in 2024, helped by much lower stock-based compensation. Cash and cash equivalents increased to $11,553,600, giving substantial working capital of $12,711,800. Two major customers supplied roughly 75% of 2025 revenue, underscoring customer concentration risk.

Nocopi continues to focus on specialty reactive inks for entertainment, toy and anti-counterfeiting markets, with 84% of 2025 revenue tied to entertainment and toy products. Management is actively evaluating acquisitions to broaden offerings and enhance free cash flow, while maintaining modest R&D spending of $179,900 on new ink technologies.

Nocopi Technologies Inc. director reports no share ownership. A Form 3 filing shows that a reporting person who serves as a director of Nocopi Technologies Inc. (ticker NNUP) has stated they do not beneficially own any non-derivative or derivative securities of the company. The filing is made as an initial statement of beneficial ownership as of the event date of 12/15/2025 and confirms there are no company shares, options, warrants, or other convertible securities currently attributed to this director.