Financial Analysis

4. BUSINESS COMBINATION On October 4, 2023, the Company completed the acquisition of all of the membership interests in Evertel Technologies, LLC. (Evertel), pursuant to a Membership Interest Purchase Agreement (Purchase Agreement) with Word Systems Operations, LLC (Seller) and Evertel. Evertel offers a secure and compliant mission-critical collaboration platform for the public safety market that connects public safety personnel, information, and tools in one space. The Evertel acquisition was accounted for as a business combination using the acquisition method pursuant to ASC Topic 805 . As the acquirer for accounting purposes, the Company has estimated the purchase consideration, assets acquired and liabilities assumed as of the acquisition date, with the excess of the purchase consideration over the fair value of net assets acquired recognized as goodwill. The estimated fair value of assets purchased, and liabilities assumed, in certain cases may be subject to revision based on the final determination of fair value. The consideration consisted of the following: Cash paid $ 923 Common stock issued 2,082 Contingent Consideration 890 Acquisition holdback liability 230 Common stock to be issued 527 Working capital adjustment ( 15 ) $ 4,637 The Company funded the cash portion of the total consideration with available cash on hand. The Company also issued 986,486 shares of the Companys common stock to the former owners of Evertel on the acquisition date. The fair value of the Co …

BusinessCombinationDisclosureTextBlock · excerpt; the full note is in the filing

15. COMMITMENTS AND CONTINGENCIES Employment Agreements The Company entered into an employment agreement with our chief executive officer that provides for severance benefits including twelve months salary and health benefits, a pro-rata share of his annual cash bonus for the fiscal year in which the termination occurs to which he would have become entitled had he remained employed through the end of the fiscal year and vesting of a share of stock options held by him that are subject to performance-based vesting. The agreement also has a change in control clause whereby the chief executive officer would be entitled to receive specific severance and equity vesting benefits if specified termination events occur. There were no other employment agreements with executive officers or other employees providing future benefits or severance arrangements. Employee Benefit401K Plan The Company has a defined contribution plan (401(k)) covering its employees. Matching contributions are made on behalf of all participants at the discretion of the board of directors. During the years ended September 30, 2025 and September 30, 2024, the Company made matching contributions of $ 451 and $ 455 , respectively. Litigation The Company may at times be involved in litigation in the ordinary course of business. The Company will, from time to time, when appropriate in managements estimation, record adequate reserves in the Companys financial statements for pending litigation. Guarantees and Indemnifica …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

16. SHARE-BASED COMPENSATION Equity compensation plans The Amended and Restated 2015 Equity Incentive Plan (2015 Equity Plan) expired on January 19, 2025 , with awards relating to 4,918,238 shares of common stock remaining outstanding under such plan. The 2025 Equity Incentive Plan (2025 Equity Plan and, together with the 2015 Equity Plan, the Equity Plans) was adopted by the Companys Board of Directors on January 27, 2025 and approved by the Companys stockholders on March 17, 2025. The 2025 Equity Plan authorizes the issuance of stock options, restricted stock, stock appreciation rights, restricted stock units (RSUs) and performance awards up to an aggregate of 6,000,000 shares of common stock to employees, directors, advisors or consultants. As of September 30, 2025 , there were options and restricted stock units outstanding covering 4,276,458 shares of common stock under the Equity Plans, and 5,686,184 shares of common stock available for grant, for a total of 9,962,642 shares of common stock authorized and unissued under the Equity Plans. Share-based compensation The Companys stock options have various restrictions that reduce option value, including vesting provisions and restrictions on transfer and hedging, among others, and are often exercised prior to their contractual maturity. Share-based compensation is accounted for in accordance with ASC Topic 718: Compensation - Stock Compensation . Total compensation expense for all share-based awards is based on the estimated …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

6. FAIR VALUE MEASUREMENTS The Companys financial instruments consist principally of cash equivalents, short and long-term marketable securities. The fair value of a financial instrument is the amount that would be received in an asset sale or paid to transfer a liability in an orderly transaction between unaffiliated market participants. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial instruments within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is prioritized into three levels (with Level 3 being the lowest) defined as follows: Level 1: Inputs are based on quoted market prices for identical assets or liabilities in active markets at the measurement date. Level 2: Inputs include quoted prices for similar assets or liabilities in active markets and/or quoted prices for identical or similar assets or liabilities in markets that are not active near the measurement date. Level 3: Inputs include managements best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instruments valuation. The fair value of the Companys cash equivalents and marketable securities were determined based on Level 1 and Level 2 inputs. The valuation …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

9. GOODWILL AND INTANGIBLE ASSETS Goodwill is attributable to the acquisitions of Genasys Spain, Zonehaven, the Amika Mobile asset purchase, and Evertel, and is due to combining the integrated emergency critical communications, mass messaging solutions and software development capabilities with existing hardware products for enhanced offerings and the skill level of the acquired workforces. The Company periodically reviews goodwill for impairment in accordance with relevant accounting standards. As of September 30, 2025 and September 30, 2024, goodwill was $ 13,450 and $ 13,329 , respectively. There were no impairments to goodwill during the years ended September 30, 2025 and September 30, 2024. The changes in the carrying amount of goodwill by segment for the year ended September 30, 2025, were as follows: Hardware Software Total Balance as of September 30, 2023 $ $ 10,282 $ 10,282 Acquisition 2,923 2,923 Currency translation 124 124 Balance as of September 30, 2024 $ $ 13,329 $ 13,329 Currency translation 121 121 Balance as of September 30, 2025 $ $ 13,450 $ 13,450 The changes in the carrying amount of intangible assets by segment for the year ended September 30, 2025, were as follows: Hardware Software Total Balance as of September 30, 2023 $ 17 $ 8,410 $ 8,427 Acquisitions 2,550 2,550 Amortization ( 3 ) ( 2,475 ) ( 2,478 ) Currency translation 7 7 Balance as of September 30, 2024 $ 14 $ 8,492 $ 8,506 Amortization ( 2 ) ( 2,355 ) ( 2,357 ) Currency translation ( 2 ) ( 2 ) …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

14. INCOME TAXES Pre-tax income/(loss) was attributed to the following jurisdictions: Years ended September 30, 2025 2024 Domestic operations $ ( 18,660 ) $ ( 31,964 ) Foreign operations 667 ( 171 ) $ ( 17,993 ) $ ( 32,135 ) Income taxes consisted of the following: Years ended September 30, 2025 2024 Current tax provision Federal $ $ State ( 2 ) 11 Foreign 121 109 Total current tax provision 119 120 Deferred provision Federal ( 390 ) State ( 135 ) Total deferred provision ( 525 ) Provision (benefit) for income taxes $ 119 $ ( 405 ) A reconciliation of income taxes at the federal statutory rate of 21 % to the effective tax rate was as follows: Years ended September 30, 2025 2024 Income taxes computed at the federal statutory rate $ ( 3,780 ) $ ( 6,744 ) Change in valuation allowance 2,867 3,466 Nondeductible compensation, interest expense and other ( 898 ) 956 State income taxes, net of federal tax benefit ( 583 ) ( 334 ) Change in R&D credit carryover ( 407 ) ( 379 ) NOL expirations and other prior year true-ups 2,725 3,051 Foreign rate differential & foreign taxes 195 104 Tax impacts of Evertel acquisition accounting ( 525 ) $ 119 $ ( 405 ) The types of temporary differences between the tax basis of assets and liabilities and their approximate tax effects that give rise to a significant portion of the net deferred tax asset as of September 30, 2025 and 2024 were as follows: September 30, 2025 2024 Deferred tax assets Net operating loss carryforwards $ 13,070 $ 12,357 …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

13. LEASES The Company determines if an arrangement is a lease at inception. The guidance in ASC 842 defines a lease as a contract, or part of a contract, that conveys the right to control the use of identified property, plant, or equipment (an identified asset) for a period of time in exchange for consideration. Operating lease ROU assets and lease liabilities are recognized based on the present value of future minimum lease payments over the lease term at commencement date. The Companys leases do not provide an implicit rate. The Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. Additionally, the portfolio approach is used in determining the discount rate used to present value lease payments. The ROU asset includes any lease payments made and excludes lease incentives and initial direct costs incurred. The Company is party to operating leases for office and production facilities and equipment under agreements that expire at various dates through 2028. The Company elected the package of practical expedients permitted under the new lease standard. In electing the practical expedient package, the Company is not required to reassess whether an existing or expired contract is or contains a lease, reassess the lease classification for expired or existing leases nor reassess the initial direct costs for leases that commenced before the adoption of ASC 842. The Company also el …

LesseeOperatingLeasesTextBlock · excerpt; the full note is in the filing

5. REVENUE RECOGNITION ASC 606, Revenue from Contracts with Customers (ASC 606), outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized: 1. Identify the contract(s) with customers 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when or as the performance obligations have been satisfied ASC 606 requires revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The Company derives its revenue from the sale of products to customers, contracts, software license fees, other services and freight. The Company sells its products through its direct sales force and through authorized resellers and system integrators. The Company recognizes revenue for goods including software when all the significant risks and rewards have been transferred to the customer, no continuing managerial involvement usually associated with ownership of the goods is retained, no effective control over the goods sold is retained, the amount of revenue can be measured reliably, it is probable tha …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

19. SEGMENT INFORMATION The Company is engaged in the design, development and commercialization of critical communications hardware and software solutions designed to alert, inform, and protect. The Company operates in two business segments: Hardware and Software and its principal markets are North and South America, Europe, the Middle East and Asia. Our CODM is our Chief Executive Officer, Richard Danforth. As reviewed by the CODM, the Company evaluates the performance of each segment based on sales, gross margin, operating income (loss), certain expenses including sales and marketing expense, research and development expense, depreciation and amortization expense, and stock-based compensation expense to allocate resources in the annual planning process. Cash and cash equivalents, marketable securities, accounts receivable, inventory, property and equipment, deferred tax assets, goodwill and intangible assets are primary assets identified by segment. The operating segments are not evaluated using asset information. The accounting policies for segment reporting are the same for the Company as a whole and transactions between the two operating segments are not material. The following table presents the Companys segment disclosures for the year ended September 30, 2025: Years ended September 30, 2025 Hardware Software Revenues $ 31,839 $ 8,918 Cost of revenues 20,128 3,673 Gross profit 11,711 5,245 Gross margin 37 % 59 % Operating expenses: Selling, general and administrative 1 …

SegmentReportingDisclosureTextBlock · excerpt; the full note is in the filing

17. STOCKHOLDERS EQUITY Common Stock Activity On October 4, 2023, the Company completed an underwritten public offering of 5,750,000 shares of its common stock at a public offering price of $ 2.00 per share of common stock. The Company received gross proceeds of approximately $ 11,500 from the offering, before underwriting discounts and commissions and offering expenses of $ 1,051 . The Company intends to use the net proceeds from this offering for general corporate purposes, including funding organic growth, working capital, capital expenditures, and continued research and development with respect to products and technologies, as well as costs related to post-closing integration with the Evertel business and research and development activities related to the integrated business. In connection with the Evertel acquisition, the Company issued 986,486 shares of common stock to the former owners of Evertel. The fair value of the Companys stock on the closing date was $ 1.95 which resulted in the addition of $ 1,924 to additional-paid-in-capital. The Company also issued 236,343 shares of common stock to the former owners of Evertel, in connection with the settlement of a portion of the contingent consideration liability. This resulted in the addition of $ 656 to additional-paid-in-capital. Under the terms of the Purchase Agreement, the Company recorded an obligation to issue 81,083 shares of common stock to the former owners of Evertel and three key employees during the three mon …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing