Income Taxes
The provision for income taxes consists of the following (in thousands):
| | | | | | | | | | | | | | |
| | Year Ended December 31, |
| | 2025 | | 2024 |
| Current: | | | | |
| Federal | | $ | — | | | $ | — | |
| State | | 51 | | | 12 | |
| Total current | | 51 | | | 12 | |
| Deferred: | | | | |
| Federal | | — | | | — | |
| State | | — | | | — | |
| Total deferred | | — | | | — | |
| Income tax expense | | $ | 51 | | | $ | 12 | |
The Company's losses before income taxes for the years ended December 31, 2025 and 2024 were generated solely in the United States.
The effective tax rate of our provision for income taxes differs from the federal statutory rate as follows (in thousands, except percentages):
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Year Ended December 31, |
| | 2025 | | 2024 |
| Federal statutory tax rate | | $ | (4,179) | | | 21.0 | % | | $ | (3,168) | | | 21.0 | % |
State and local income taxes, net of federal income tax effect(1) | | 42 | | | (0.2) | % | | 10 | | | (0.1) | % |
| Enactment of new tax laws | | — | | | — | % | | — | | | — | % |
| Tax credits: | | | | | | | | |
| Research and development tax credits | | — | | | — | % | | (16) | | | 0.1 | % |
| Change in valuation allowance | | 3,300 | | | (16.6) | % | | 1,926 | | | (12.8) | % |
| Nondeductible items: | | | | | | | | |
| Stock compensation | | (75) | | | 0.4 | % | | 882 | | | (5.8) | % |
| Warrant liability | | 484 | | | (2.4) | % | | — | | | — | % |
| Entertainment | | 379 | | | (1.9) | % | | 281 | | | (1.9) | % |
| Other | | 103 | | | (0.6) | % | | 97 | | | (0.6) | % |
| Changes in unrecognized tax benefits | | — | | | — | % | | — | | | — | % |
| Other adjustments | | (3) | | | — | % | | — | | | — | % |
| Provision for income taxes | | $ | 51 | | | (0.3) | % | | $ | 12 | | | (0.1) | % |
(1) In 2025 and 2024, state and local income taxes in Texas made up the majority (greater than 50%) of the tax effect in this category.
Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating losses and tax credit carryforwards. Significant components of the Company’s deferred tax assets at December 31, 2025 and 2024 are as follows (in thousands):
| | | | | | | | | | | | | | |
| | December 31, |
| | 2025 | | 2024 |
| Deferred tax assets: | | | | |
| Net operating loss carryforwards | | $ | 39,775 | | | $ | 35,348 | |
| Research and development tax credits | | 2,360 | | | 2,360 | |
| Accruals, reserves and other | | 917 | | | 955 | |
| Interest expense | | 3,572 | | | 2,785 | |
| Indefinite lived assets | | 193 | | | 276 | |
| Stock compensation | | 596 | | | 598 | |
| Lease liability | | 1,084 | | | 681 | |
| Capitalization of research and experimentation costs | | 1,894 | | | 2,942 | |
| Total gross deferred tax assets | | 50,391 | | | 45,945 | |
| Less: valuation allowance | | (49,211) | | | (45,237) | |
| Deferred tax assets, net | | 1,180 | | | 708 | |
| Deferred tax liabilities: | | | | |
| | | | |
| | | | |
| Right of use assets | | (1,039) | | | (592) | |
| Basis differences in fixed and intangible assets | | (141) | | | (116) | |
| Deferred tax liabilities | | (1,180) | | | (708) | |
| Net deferred tax assets | | $ | — | | | $ | — | |
The Company accounts for deferred taxes under ASC 740, Income Taxes, which requires that the tax benefit of net operating losses (NOLs), temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is more likely than not. Realization of the future tax benefits is dependent on the Company's ability to generate sufficient taxable income within the carryforward period. Because of the Company's recent history of operating losses, management believes that recognition of the deferred tax assets is currently not likely to be realized and, accordingly, has provided a valuation allowance.
Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2025 and 2024, which related primarily to increases in NOL carryforwards, research and development tax credits, and capitalization of research and experimentation costs were as follows (in thousands):
| | | | | | | | | | | | | | |
| | December 31, |
| | 2025 | | 2024 |
| Valuation allowance at the beginning of the year | | $ | 45,237 | | | $ | 42,942 | |
| Increases recorded to income tax provision | | 3,974 | | | 2,295 | |
| Valuation allowance at the end of the year | | $ | 49,211 | | | $ | 45,237 | |
As of December 31, 2025, the Company had federal NOL carryforwards of approximately $115.7 million, which do not expire, federal NOL carryforwards of $43.5 million, which begin to expire in 2026, and state NOL carryforwards of $113.2 million, which begin to expire in 2030.
As of December 31, 2025, the Company had U.S. federal and California tax credits of approximately $1.4 million and $1.2 million, respectively. The federal tax credits begin to expire in 2026, while the California tax credits do not expire.
At December 31, 2025, the Company's deferred tax assets are primarily comprised of federal and state tax NOL carryforwards. The Company completed a formal study through the year ended December 31, 2019 and determined ownership changes within the meaning of Internal Revenue Code (IRC), Section 382 had occurred in 2003, 2008,
2012, 2017 and 2019. Based on the analysis, $55.0 million of the Company's tax attribute carryforwards through December 31, 2017 cannot be utilized under IRC Section 382. The Company's ability to utilize NOL carryforwards generated after December 31, 2017 will not expire under the Tax Cuts and Jobs Act of 2017. The Company adjusted tax attribute carry forwards and deferred tax assets accordingly. As the deferred tax assets associated with the tax attribute carry forwards were fully offset by a valuation allowance, a corresponding reduction in the Company's valuation allowance was also recorded, resulting in no income tax impact.
The Company is subject to taxation in the United States and in various state jurisdictions. The Company’s tax years for 2006 and forward are subject to examination by the U.S. and state tax authorities due to the carryforward of unutilized NOLs and research and development credits.
The Company recognizes interest and/or penalties related to income tax matters in its provision for income taxes. The Company does not have any material accruals for, and did not recognize any, material interest or penalties in these financial statements in any period presented.
As of December 31, 2025 and 2024, the Company had no unrecognized tax benefits.
A summary of the Company's income tax payments made for the years ended December 31, 2025 and 2024 is as follows (in thousands):
| | | | | | | | | | | | | | |
| | December 31, |
| | 2025 | | 2024 |
| Federal | | $ | — | | | $ | — | |
| State and local: | | | | |
| Texas | | 24 | | | 18 | |
| South Carolina | | 5 | | | 5 | |
| New York | | 3 | | | 2 | |
| New Jersey | | — | | | 2 | |
| Tennessee | | 2 | | | 1 | |
| Other | | 1 | | | 4 | |
| Total cash paid | | $ | 35 | | | $ | 32 | |
On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted by the U.S. government. The OBBBA includes significant provisions, such as the permanent extension of expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of favorable tax treatment for certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company determined that the OBBBA does not have a material impact on its financial statements.