8. Income Taxes

A reconciliation of loss before income taxes for domestic and foreign locations for the years ended December 31, 2025 and 2024 is as follows:

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

United States

 

$

(12,004,784

)

 

$

(11,060,506

)

Foreign

 

 

12,821

 

 

 

16,494

 

Loss before income taxes

 

$

(11,991,963

)

 

$

(11,044,012

)

 

A reconciliation of income tax expense for the years ended December 31, 2025 and 2024 is as follows:

 

 

 

Year Ended
December 31,

 

Current:

 

2025

 

 

2024

 

Federal

 

$

 

 

$

 

State

 

 

 

 

 

 

Foreign

 

 

(5,994

)

 

 

(5,537

)

Total current income tax expense

 

 

(5,994

)

 

 

(5,537

)

Deferred:

 

 

 

 

 

 

Federal

 

 

 

 

 

 

State

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

Total deferred income tax expense

 

 

 

 

 

 

Total income tax expense

 

$

(5,994

)

 

$

(5,537

)

 

The significant components of deferred income taxes at December 31, 2025 and 2024 are as follows:

 

 

 

Year Ended
December 31,

 

Deferred tax assets:

 

2025

 

 

2024

 

Net operating loss carryforwards

 

$

67,509,750

 

 

$

71,161,394

 

Research tax credits

 

 

8,564,654

 

 

 

9,173,787

 

Stock options

 

 

842,014

 

 

 

938,846

 

Other, net

 

 

264,626

 

 

 

269,439

 

Right-of-use liability

 

 

59,174

 

 

 

106,148

 

Research and experimentation capitalization

 

 

4,975,660

 

 

 

3,985,733

 

Total deferred tax assets

 

 

82,215,878

 

 

 

85,635,347

 

Deferred tax liabilities:

 

 

 

 

 

 

Right-of-use asset

 

 

(51,554

)

 

 

(94,000

)

In-process research and development

 

 

(1,343,213

)

 

 

(1,343,213

)

Total deferred tax liabilities

 

 

(1,394,767

)

 

 

(1,437,213

)

Net deferred tax assets

 

 

80,821,111

 

 

 

84,198,134

 

Valuation allowance

 

 

(81,022,903

)

 

 

(84,399,926

)

Net deferred tax liability

 

$

(201,792

)

 

$

(201,792

)

 

The Company has established a valuation allowance against net deferred tax assets due to the uncertainty that such assets will be realized. The net change in the valuation allowance during the year ended December 31, 2025 was a decrease of $3.4 million. The Company periodically evaluates the recoverability of the deferred tax assets. At such time as it is determined that it is more likely than not that deferred tax assets will be realizable, the valuation allowance will be reduced.

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

Valuation allowance - beginning of year

 

$

84,399,926

 

 

$

83,366,840

 

Allowance taken or written off

 

 

(3,375,117

)

 

 

1,037,735

 

Other adjustment

 

 

(1,906

)

 

 

(4,649

)

Valuation allowance - end of year

 

$

81,022,903

 

 

$

84,399,926

 

At December 31, 2025, the Company has federal and California net operating loss (NOL) carryforwards of approximately $262.7 million and $194.3 million, respectively. $201.2 million of federal NOL carryforwards begin to expire in 2026, $61.5 million of federal NOL carryforwards can be carried forward indefinitely, and the California NOL carryforwards begin to expire in 2028. At December 31, 2025, the Company also had federal and

California research tax credit carry-forwards of approximately $7.5 million and $2.5 million, respectively. The federal research tax credit carryforwards begin to expire in 2026, and the California research tax credit carryforward does not expire and can be carried forward indefinitely until utilized.

The above NOL carryforward and the research tax credit carryforwards are subject to an annual limitation under Section 382 and 383 of the Internal Revenue Code of 1986, and similar state provisions due to ownership change limitations that have occurred which will limit the amount of NOL and tax credit carryforwards that can be utilized to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section 382 and 383, results from transactions increasing ownership of certain stockholders or public groups in the stock of the corporation by more than 50 percentage points over a three-year period. The Company completed an IRC Section 382/383 analysis regarding the limitation of net operating loss and research and development credit carryforwards for a period of inception through December 2023, and did not experience any ownership changes which triggers the limitation. There is a risk that additional changes in ownership have occurred since the completion of the Company’s analysis. If a change in ownership were to have occurred, additional NOL and tax credit carryforwards could be eliminated or restricted. If eliminated, the related asset would be removed from the deferred tax asset schedule with a corresponding reduction in the valuation allowance. Due to the existence of the valuation allowance, limitations created by future ownership changes, if any, related to the Company’s operations in the United States will not impact the Company’s effective tax rate.

On July 5, 2025, the reconciliation bill, commonly referred to as the One Big Beautiful Bill Act (OBBBA), was signed into law in the United States, which includes a broad range of tax reform provisions. Beginning in 2025, the OBBBA provides an elective deduction for domestic research and development expenses, a reinstatement of elective 100% first-year bonus depreciation and repeal of non-United States corporations' fiscal year end. Some impacts of the OBBBA will not be realized until 2026 and forward, such as a more favorable tax rate on Foreign-Derived Deduction Eligible Income and income from non-United States subsidiaries (Net CFC Tested Income). Due to the nature of the tax law changes, the Company has not realized an impact in the Statement of Operations related to deferred taxes. The Company will continue to monitor the impact of the OBBBA and the range of potential outcomes.

The income taxes paid by the Company are as follows:

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

Federal

 

$

 

 

$

 

Disaggregated state and local jurisdictions

 

 

 

 

 

 

California

 

 

 

 

 

 

Foreign

 

 

 

 

 

 

Japan

 

 

5,994

 

 

 

5,042

 

Net cash paid for income taxes

 

$

5,994

 

 

$

5,042

 

 

A reconciliation of the federal statutory income tax rate to the Company’s effective income tax rate is as follows:

 

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

 

 

$

 

%

 

 

$

 

%

 

U.S. federal statutory rate

 

$

(2,518,312

)

 

21.0

%

 

$

(2,319,243

)

 

21.0

%

State income taxes, net of federal benefit

 

 

 

 

 

 

 

(177,062

)

 

1.6

 

Foreign tax effects

 

 

 

 

 

 

 

 

 

 

Japan

 

 

 

 

 

 

 

 

 

 

Statutory tax rate difference between Japan and U.S.

 

 

1,228

 

 

 

 

 

(113

)

 

 

Prior year liability true-up

 

 

2,295

 

 

 

 

 

1,913

 

 

 

Tax Credits

 

 

 

 

 

 

 

 

 

 

Research and development credits

 

 

(169,175

)

 

1.4

 

 

 

(438,062

)

 

4.0

 

Changes in valuation allowance

 

 

(3,637,650

)

 

30.3

 

 

 

622,084

 

 

(5.6

)

Nontaxable or nondeductible items

 

 

 

 

 

 

 

 

 

 

Stock-based payment awards

 

 

20,242

 

 

(0.2

)

 

 

73,312

 

 

(0.7

)

Other permanent items

 

 

91,336

 

 

(0.7

)

 

 

3,856

 

 

 

Changes in unrecognized tax benefits

 

 

(71,782

)

 

0.6

 

 

 

988,657

 

 

(8.9

)

Other adjustments

 

 

 

 

 

 

 

 

 

 

Expiration of tax attributes - net operating loss

 

 

5,175,472

 

 

(43.1

)

 

 

325,535

 

 

(3.0

)

Expiration of tax attributes - research and credits

 

 

887,000

 

 

(7.4

)

 

 

327,127

 

 

(3.0

)

Stock option cancellation

 

 

200,020

 

 

(1.7

)

 

 

739,817

 

 

(6.7

)

IRC Sec. 162(m) deferred tax asset limit

 

 

25,323

 

 

(0.2

)

 

 

(143,665

)

 

1.3

 

Return-to-provision true-up and others

 

 

(3

)

 

 

 

 

1,381

 

 

 

Provision for income taxes

 

$

5,994

 

 

0.0

%

 

$

5,537

 

 

0.0

%

The Company determines its uncertain tax positions based on a determination of whether and how much of a tax benefit taken by the Company in its tax filings is more likely than not to be sustained upon examination by the relevant income tax authorities.

The following table summarizes the activity related to the Company’s unrecognized tax benefits:

 

 

Year Ended
December 31,

 

 

 

2025

 

 

2024

 

Gross unrecognized tax benefits at January 1

 

$

2,697,076

 

 

$

1,589,266

 

Additions for tax positions taken in the prior year

 

 

 

 

 

1,079,358

 

Decrease for tax positions taken in the prior year

 

 

(36,511

)

 

 

 

Expired for tax positions taken in the prior year

 

 

(88,700

)

 

 

 

Additions for tax positions taken in the current year

 

 

22,109

 

 

 

28,452

 

Gross unrecognized tax benefits at December 31

 

$

2,593,974

 

 

$

2,697,076

 

If recognized, none of the unrecognized tax benefits as of December 31, 2025 would reduce the annual effective tax rate, primarily due to corresponding adjustments to the valuation allowance.

The Company files income tax returns in the United States, California and foreign jurisdictions. Due to the Company’s losses incurred, the Company is subject to income tax examination by tax authorities from inception to date. At December 31, 2025, there are no significant accruals for interest related to unrecognized tax benefits or tax penalties. The Company does not expect the unrecognized tax benefits to change significantly over the next twelve months.

Historical Timeline

Fiscal YearFiled
2025Mar 10, 2026Showing above
2024Feb 19, 2025
2023Feb 15, 2024
2022Feb 16, 2023
2021Feb 16, 2022
2020Feb 19, 2021
2019Feb 13, 2020
2018Feb 13, 2019
2017Feb 13, 2018
2016Feb 14, 2017
2015Feb 25, 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.