CEA Industries Inc. Income Taxes Disclosure
Note 13 – Income Taxes
For financial reporting purposes, there were no provisions for U.S. federal, state or international income taxes for the years ended December 31, 2024 or 2023 due to the Company’s net operating losses (“NOLs”) in such periods and full valuation allowance recorded against the net deferred tax assets.
The differences between income taxes expected at the U.S. federal statutory income tax rate and the reported provision for income taxes are summarized as follows:
| 2024 | 2023 | |||||||
| Income taxes computed at the federal statutory rate | $ | (671,000 | ) | $ | (611,000 | ) | ||
| States taxes, net of federal benefits | (160,000 | ) | (115,000 | ) | ||||
| Permanent differences | (38,000 | ) | 2,000 | |||||
| True-up adjustments | 47,000 | (89,000 | ) | |||||
| Adjustment to net operating loss | 63,000 | (45,000 | ) | |||||
| Change in valuation allowance | 759,000 | 858,000 | ||||||
| Reported income tax (benefit) expense | $ | $ | ||||||
CEA Industries Inc.
Notes to Consolidated Financial Statements
December 31, 2024
(in US Dollars except share numbers)
The components of the net deferred tax assets as of December 31, 2024 and 2023 are as follows:
| 2024 | 2023 | |||||||
| Deferred tax assets: | ||||||||
| Net operating losses | $ | 7,980,000 | $ | 7,195,000 | ||||
| Equity compensation | 280,000 | 268,000 | ||||||
| Other deferred tax assets | 89,000 | 127,000 | ||||||
| Total deferred tax assets | 8,349,000 | 7,590,000 | ||||||
| Deferred tax liabilities: | ||||||||
| Other deferred tax liabilities | ||||||||
| Total deferred tax liabilities | ||||||||
| Net deferred tax assets before valuation allowance | 8,349,000 | 7,590,000 | ||||||
| Less valuation allowance | (8,349,000 | ) | (7,590,000 | ) | ||||
| Net deferred tax assets | $ | $ | ||||||
As of December 31, 2024, the Company has U.S. federal and state net operating losses (“NOLs”) of approximately $31,985,000, of which $11,196,000 will expire, if not utilized, in the years 2034 through 2037. The balance of $20,789,000 NOLs generated subsequent to December 31, 2017 do not expire but may only be used against taxable income to 80%. In addition, pursuant to Section 382 of the Internal Revenue Code of 1986, as amended, use of the Company’s NOLs carryforwards may be limited in the event of cumulative changes in ownership of more than 50% within a three-year period. In addition, under Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”), and corresponding provisions of state law, if a corporation undergoes an “ownership change,” which is generally defined as a greater than 50% change, by value, in its equity ownership over a three-year period, the corporation’s ability to use its pre-change net operating loss carryforwards and other pre-change tax attributes to offset its post-change income or taxes may be limited.
The securities sales we completed in September 2021 and February 2022, as described in Note 10 Preferred and Common Stock above will need to be evaluated for determination of any “ownership change” that we may have undergone during a determination period. If an ownership change has occurred, our ability to use our net operating loss carryforwards is materially limited and it would harm our future post tax results by effectively increasing our future tax obligations.
The Company must assess the likelihood that its net deferred tax assets will be recovered from future taxable income, and to the extent the Company believes that recovery is not likely, the Company establishes a valuation allowance. Management’s judgment is required in determining the Company’s provision for income taxes, deferred tax assets and liabilities, and any valuation allowance recorded against the net deferred tax assets. The Company recorded a full valuation allowance as of December 31, 2024 and 2023. Based on the available evidence, the Company believes it is more likely than not that it will not be able to utilize its net deferred tax assets in the foreseeable future. The Company intends to maintain valuation allowances until sufficient evidence exists to support the reversal of such valuation allowances. The Company makes estimates and judgments about its future taxable income that are based on assumptions that are consistent with the Company’s plans. Should the actual amounts differ from the Company’s estimates, the carrying value of the Company’s deferred tax assets could be materially impacted.
The Company is subject to examination by the IRS for the calendar year 2019 and thereafter. These examinations may lead to ordinary course adjustments or proposed adjustments to the Company’s taxes or the Company’s net operating losses with respect to years under examination as well as subsequent periods.
The Company recognizes in its consolidated financial statements the impact of a tax position, if that position is more likely than not of being sustained on audit, based on the technical merits of the position. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of operating expense. The Company does not believe there are any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly increase or decrease within twelve months of the reporting date. There were no penalties or interest liabilities accrued as of December 31, 2024 or 2023, nor were any penalties or interest costs included in expense for the years ended December 31, 2024 and 2023.
CEA Industries Inc.
Notes to Consolidated Financial Statements
December 31, 2024
(in US Dollars except share numbers)
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2024 | Mar 27, 2025 | Showing above |
| 2022 | Mar 28, 2023 | |
| 2018 | Mar 19, 2019 | |
| 2016 | Mar 31, 2017 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.