GAIA, INC Income Taxes Disclosure
13. Income Taxes
The source of income before income taxes are as follows:
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Domestic |
|
$ |
(5,125 |
) |
|
$ |
(5,565 |
) |
Foreign |
|
|
32 |
|
|
|
349 |
|
|
|
$ |
(5,093 |
) |
|
$ |
(5,216 |
) |
Our income tax expense (benefit) is comprised of the following:
|
|
For the Years Ended December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Current: |
|
|
|
|
|
|
||
Federal |
|
$ |
— |
|
|
$ |
— |
|
State |
|
|
89 |
|
|
|
6 |
|
Foreign |
|
|
1 |
|
|
|
10 |
|
Total current |
|
|
90 |
|
|
|
16 |
|
Deferred: |
|
|
|
|
|
|
||
Federal |
|
|
97 |
|
|
|
(127 |
) |
State |
|
|
— |
|
|
|
7 |
|
Foreign |
|
|
5 |
|
|
|
70 |
|
Total deferred |
|
|
102 |
|
|
|
(50 |
) |
Income tax expense (benefit) |
|
$ |
192 |
|
|
$ |
(34 |
) |
The following table reconciles our income tax expense (benefit) based on the US statutory tax rate to the income tax expense (benefit) for the year ended December 31, 2025, after the adoption of ASU 2023-09:
|
|
For the Years Ended December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|||||
|
|
Amount |
|
|
Percent |
|
||
US federal statutory income tax rate |
|
$ |
(1,089 |
) |
|
|
21.4 |
% |
Domestic federal |
|
|
|
|
|
|
||
Effect of permanent other differences |
|
|
(14 |
) |
|
|
0.3 |
% |
Cross-border tax laws |
|
|
3 |
|
|
|
-0.1 |
% |
Goodwill |
|
|
— |
|
|
|
0.0 |
% |
Return to provision adjustments |
|
|
— |
|
|
|
0.0 |
% |
Valuation allowance |
|
|
1,239 |
|
|
|
-24.3 |
% |
Other |
|
|
(2 |
) |
|
|
0.0 |
% |
Domestic state and local income taxes, net of federal effect |
|
|
55 |
|
|
|
-1.1 |
% |
Foreign tax effects |
|
|
— |
|
|
|
0.0 |
% |
Income tax expense (benefit) |
|
$ |
192 |
|
|
|
-3.8 |
% |
In 2025, state and local income taxes in Colorado comprised the majority of the domestic state and local income taxes, net of federal effect category.
The following table reconciles income taxes based on the U.S. Statutory tax rate to the Company's income tax expense (benefit) for the year ended December 31, 2024, prior to the adoption of ASU 2023-09.
|
|
For the Years Ended December 31, |
|
|||||
(in thousands) |
|
2024 |
|
|||||
|
|
Amount |
|
|
Percent |
|
||
US federal statutory income tax rate |
|
$ |
(1,142 |
) |
|
|
21.9 |
% |
Domestic federal |
|
|
|
|
|
|
||
Effect of permanent other differences |
|
|
1 |
|
|
|
0.0 |
% |
Cross-border tax laws |
|
|
0 |
|
|
|
0.0 |
% |
Goodwill |
|
|
(645 |
) |
|
|
12.4 |
% |
Return to provision adjustments |
|
|
(60 |
) |
|
|
1.2 |
% |
Valuation allowance |
|
|
883 |
|
|
|
-16.9 |
% |
Other |
|
|
369 |
|
|
|
-7.1 |
% |
Domestic state and local income taxes, net of federal effect |
|
|
560 |
|
|
|
-10.7 |
% |
Foreign tax effects |
|
|
— |
|
|
|
0.0 |
% |
Income tax expense (benefit) |
|
$ |
(34 |
) |
|
|
0.7 |
% |
Cash paid for income taxes, net of refunds, for the year ended December 31, 2025, was as follows:
|
|
As of December 31, 2025 |
|
|
US federal |
|
|
|
|
US state & local |
|
|
|
|
California |
|
$ |
6 |
|
New York |
|
7 |
|
|
Pennsylvania |
|
7 |
|
|
Texas |
|
17 |
|
|
Other |
|
23 |
|
|
|
|
60 |
|
|
Foreign |
|
|
|
|
Spain |
|
17 |
|
|
|
|
17 |
|
|
Total |
|
$ |
77 |
|
Deferred income taxes reflect net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The components of the net deferred income tax assets (liabilities) are as follows:
|
|
As of December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Deferred tax assets: |
|
|
|
|
|
|
||
Net operating loss carryforward |
|
$ |
21,047 |
|
|
$ |
18,253 |
|
Long-term lease |
|
|
1,948 |
|
|
|
1,127 |
|
Stock-based compensation |
|
|
1,210 |
|
|
|
888 |
|
Equity method investment |
|
|
831 |
|
|
|
839 |
|
Other |
|
|
290 |
|
|
|
654 |
|
Tax credits |
|
|
296 |
|
|
|
296 |
|
Legal accrual |
|
|
212 |
|
|
|
— |
|
Deferred tax assets before valuation allowance |
|
|
25,834 |
|
|
|
22,057 |
|
Valuation allowance |
|
|
(21,130 |
) |
|
|
(18,709 |
) |
Deferred tax assets, net of valuation allowance |
|
|
4,704 |
|
|
|
3,348 |
|
|
|
|
|
|
|
|
||
Deferred tax liabilities: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
(3,206 |
) |
|
|
(2,517 |
) |
Right of use lease asset |
|
|
(2,025 |
) |
|
|
(1,262 |
) |
Deferred Revenue |
|
|
(76 |
) |
|
|
(70 |
) |
Total deferred tax liabilities |
|
|
(5,307 |
) |
|
|
(3,849 |
) |
|
|
|
|
|
|
|
||
Net deferred tax asset/(liability) |
|
$ |
(603 |
) |
|
$ |
(501 |
) |
Periodically, we perform assessments of the realization of our net deferred tax assets considering all available evidence, both positive and negative. We determined that a valuation allowance against our deferred tax assets of $21.1 million and $18.7 million for 2025 and 2024, respectively, was necessary due to the cumulative loss incurred over a four-year period. We have federal and state net operating loss carryforwards of approximately $85.9 million and $30.9 million, respectively, of which $7.8 million in federal net operating losses expire after 2037. Net operating losses generated in 2018 and beyond do not expire.
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. We measure the tax benefits recognized in the consolidated financial statements from such a position based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. The application of income tax law is inherently complex. Laws and regulations in this area are voluminous and are often ambiguous. As such, we are required to make many subjective assumptions and judgments regarding our income tax exposures. Interpretations of and guidance surrounding income tax law and regulations change over
time and may result in changes to our subjective assumptions and judgments which can materially affect amounts recognized in our consolidated balance sheets and consolidated statements of operations.
The result of our assessment of our uncertain tax positions did not have a material impact on our consolidated financial statements. Our federal and state tax returns for all years after 2015 are subject to future examination by tax authorities for all our tax jurisdictions. We recognize interest and penalties related to income tax matters in interest and other income (expense) and corporate, general and administrative expenses, respectively.
We operate in a number of tax jurisdictions and are subject to examination of its income tax returns by tax authorities in those jurisdictions who may challenge any item on these returns. Because the tax matters challenged by tax authorities are typically complex, the ultimate outcome of these challenges is uncertain In accordance with ASC Topic 740, we recognize the benefits of uncertain tax positions in our consolidated financial statements only after determining that it is more likely than not that the uncertain tax positions will be sustained.
A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows:
(in thousands) |
|
|
|
|
Balance at January 1, 2025 |
|
$ |
50 |
|
Additions for tax positions related to the current year |
|
|
— |
|
Balance at December 31, 2025 |
|
$ |
50 |
|
In the normal course of business, we are subject to examination by taxing authorities in U.S. Federal and U.S. state jurisdictions. The period subject to examination for our federal return is tax year 2019 and later. We believe that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax audits cannot be predicted with certainty. If any issues addressed in our tax audits are resolved in a manner not consistent with management's expectations, we could be required to adjust the provision for income tax in the period such resolution occurs.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 6, 2026 | Showing above |
| 2024 | Mar 10, 2025 | |
| 2023 | Mar 29, 2024 | |
| 2022 | Mar 6, 2023 | |
| 2021 | Feb 28, 2022 | |
| 2020 | Mar 2, 2021 | |
| 2019 | Feb 24, 2020 | |
| 2018 | Mar 4, 2019 | |
| 2017 | Feb 27, 2018 | |
| 2016 | Feb 28, 2017 | |
| 2015 | Mar 15, 2016 | |
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.