Note 13. Income taxes

The components of our loss before income taxes were as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2025

 

 

2024

 

United States loss

 

$

(78,927

)

 

$

(47,125

)

Foreign loss

 

 

(125

)

 

 

(1,251

)

Total loss before income taxes

 

$

(79,052

)

 

$

(48,376

)

 

The provision for income taxes and the reasons for the differences between provision for income taxes using the U.S. federal income tax rate were as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2025

 

 

2024

 

Current -

 

 

 

 

 

 

Federal

 

$

 

 

$

 

State

 

 

 

 

 

 

Foreign

 

 

304

 

 

 

355

 

 

 

 

304

 

 

 

355

 

Deferred -

 

 

 

 

 

 

Federal

 

 

 

 

 

 

State

 

 

 

 

 

 

Foreign

 

 

221

 

 

 

(125

)

 

 

 

221

 

 

 

(125

)

Provision for income taxes

 

$

525

 

 

$

230

 

 

 

 

 

 

 

 

Federal income tax benefit at statutory rate

 

$

(16,601

)

 

$

(10,159

)

State taxes, net of federal

 

 

(1,808

)

 

 

(1,778

)

Research and experimentation tax credit

 

 

 

 

 

(116

)

Change in valuation allowance

 

 

10,058

 

 

 

10,724

 

Stock compensation

 

 

473

 

 

 

1,480

 

IRA Credit - Section 6418 Deduction

 

 

(2,172

)

 

 

 

Deferred tax true ups

 

 

912

 

 

 

493

 

Change in state tax rate

 

 

664

 

 

 

(1,508

)

Change in fair value of warrant liability

 

 

8,544

 

 

 

908

 

Permanent differences and other

 

 

455

 

 

 

186

 

Provision for income taxes

 

$

525

 

 

$

230

 

The components of deferred tax assets and liabilities were as follows:

(in thousands)

 

December 31,
2025

 

 

December 31,
2024

 

Deferred tax assets:

 

 

 

 

 

 

Fixed assets and intangibles

 

$

145

 

 

$

115

 

Leases

 

 

131

 

 

 

268

 

Accrued expenses

 

 

4,369

 

 

 

4,629

 

Net operating loss carryforward

 

 

83,670

 

 

 

74,596

 

Stock options

 

 

1,772

 

 

 

2,132

 

R&D credit carryforward

 

 

1,886

 

 

 

2,119

 

Other

 

 

4,837

 

 

 

3,257

 

Subtotal

 

 

96,810

 

 

 

87,116

 

Less: valuation allowance

 

 

(96,640

)

 

 

(86,582

)

Total deferred tax assets

 

 

170

 

 

 

534

 

 

 

 

 

 

 

 

Deferred tax liabilities:

 

 

 

 

 

 

Leases

 

 

(130

)

 

 

(261

)

Prepaid expenses

 

 

(40

)

 

 

(52

)

Total deferred tax liabilities

 

 

(170

)

 

 

(313

)

Net deferred tax assets

 

$

 

 

$

221

 

The net change in the total valuation allowance for the year ended December 31, 2025, was an increase of $10.1 million recorded through continuing operations. The net change in the total valuation allowance for the year ended December 31, 2024, was an increase of $10.7 million recorded through continuing operations. In assessing the realizability of deferred tax assets, we considered whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. We considered the scheduled reversal of deferred tax liabilities, carryback potential, projected future taxable income and tax planning

strategies in making this assessment. After consideration of these factors and based upon the level of historical taxable losses, we believe it is more likely than not that the Company will not realize the benefits of these deductible differences at December 31, 2025.

We have federal net operating loss carryforwards of approximately $358.2 million at December 31, 2025. These loss carryforwards have an indefinite carryforward period. We also have state net operating loss carryforwards of approximately $156.3 million which begin to expire in 2034.

We have federal general business credit carryforwards of approximately $2.4 million at December 31, 2025, which begin to expire in 2038.

The Internal Revenue Code of 1986, as amended, imposes restrictions on the utilization of net operating losses in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use net operating losses may be limited as prescribed under Internal Revenue Code Section 382 (“IRC Section 382”). Events which may cause limitations in the amount of the net operating losses that the Company may use in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. Utilization of the federal and state net operating losses may be subject to substantial annual limitation due to the ownership change limitations provided by the IRC Section 382 and similar state provisions. An ownership change, as defined under Section 382, occurred on December 31, 2021; however, as of the balance sheet date, all the pre-change net operating losses would not be limited by Section 382 due to the cumulative limit.

We are subject to U.S. federal income tax, as well as income tax in multiple state and foreign jurisdictions. The tax returns for years 2018 and beyond remain open for examination. As of December 31, 2025, we are not currently under audit by any taxing authority.

We account for uncertainty in taxes in accordance with authoritative guidance. Changes in our accruals for unrecognized tax benefits were as follows:

 

 

Year ended December 31,

 

(in thousands)

 

2025

 

 

2024

 

Balance at beginning of period

 

$

1,039

 

 

$

1,039

 

Increase for tax positions related to the current period

 

 

 

 

 

 

Increase for tax provisions related to prior periods

 

 

 

 

 

 

Decrease for tax positions related to prior periods

 

 

 

 

 

 

Balance at end of period

 

$

1,039

 

 

$

1,039

 

The unrecognized tax benefits would not impact the effective tax rate if recognized due to the valuation allowance. We do not anticipate a significant increase or decrease over the next twelve months in the unrecognized tax benefits reported above. As of December 31, 2025, and 2024, we have not accrued any interest or penalties related to unrecognized tax benefits.

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Historical Timeline

Fiscal YearFiled
2025Mar 24, 2026Showing above
2024Mar 31, 2025
2023Mar 15, 2024
2022Feb 28, 2023
2021Mar 21, 2022

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.