Financial Analysis

NOTE 7. COMMITMENTS AND CONTINGENCIES Indemnification Agreements As permitted under Delaware law and in accordance with its bylaws, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is or was serving at the Companys request in such capacity. The term of the indemnification period is for the officers or directors lifetime. The maximum amount of potential future indemnification is unlimited; however, the Company has a director and officer insurance policy that limits its exposure and may enable it to recover a portion of any future payments. The Company believes the fair value of these indemnification agreements is minimal. Accordingly, it has not recorded any liabilities for these agreements as of December 31, 2025 or December 31, 2024. In the normal course of business, the Company provides indemnification of varying scope under its agreements with other entities, typically its suppliers and others, including in connection with capital raises transactions. Additionally, the Company provided for certain indemnification in conjunction with the Avenova Asset Divestiture (see Note 14, Avenova Asset Divestiture and Bridge Loan). Pursuant to these agreements, it generally indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified parties in connection with the use or testing of its products or product candidates or with any U.S. patent or any copyrigh …

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NOTE 9. CONVERTIBLE NOTES Unsecured Convertible Notes On March 24, 2024, in connection with completing certain required conditions to close the DERMAdoctor Divestiture (see Note 16, DERMAdoctor Divestiture), the Company and the holders of the Secured Convertible Notes (as defined below) entered into a First Amendment (the First Amendment ) to the Companys Security Agreement, dated April 27, 2023 (the Security Agreement ), to remove all of the DERMAdoctor membership units and any assets of DERMAdoctor as collateral for the Companys obligations pursuant to the Secured Convertible Notes and for DERMAdoctor to be removed as a party to the Security Agreement, and a Consent and Release (the Subsidiary Guarantee Consent ), to terminate the Subsidiary Guarantee, dated April 7, 2023 (the Subsidiary Guarantee ) (collectively, the 2024 Subsidiary Guarantee Termination ). The Company issued $525 thousand aggregate principal amount of unsecured convertible notes (the Unsecured Convertible Notes ) in conjunction with the 2024 Subsidiary Guarantee Termination. The Unsecured Convertible Notes were due March 25, 2026 and bear no stated interest. The Unsecured Convertible Notes may be converted at a conversion price equal to $24.50 per share at any time at the election of the holder up to the amount of outstanding principal at the time of conversion subject to certain limitations such as beneficial ownership limitations. Upon issuance in March 2024, the lenders conversion option under the Unse …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

NOTE 12. STOCK-BASED COMPENSATION Equity Compensation Plans In October 2007, the Company adopted the 2007 Omnibus Incentive Plan (the 2007 Plan ) to provide for the grant of equity awards, such as stock options, unrestricted and restricted common stock, stock units, dividend equivalent rights, and stock appreciation rights to employees, directors and outside consultants, as determined by the Board. The 2007 Plan expired on March 15, 2017. Upon expiration, new awards cannot be issued pursuant to the 2007 Plan, but outstanding awards continue to be governed by its terms. Stock options granted under the 2007 Plan expire no later than ten years from the date of grant. All stock options outstanding under the 2007 Plan were fully vested as of December 31, 2025. In March 2017, the Company adopted the 2017 Omnibus Incentive Plan (the 2017 Plan ), which was approved by stockholders on June 2, 2017, to provide for the grant of equity awards, such as nonqualified stock options ( NQSOs ), incentive stock options ( ISOs ), restricted stock, performance shares, stock appreciation rights ( SARs ), RSUs and other share-based awards to employees, directors, and consultants, as determined by the Board. The 2017 Plan does not affect awards previously granted under the 2007 Plan. Upon adoption, the 2017 Plan allowed for awards of up to 16,249 shares of the Companys common stock, plus an automatic annual increase in the number of shares authorized for awards on the first day of each of the Compan …

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NOTE 4. FAIR VALUE MEASUREMENTS The following tables present the Companys financial instruments measured at fair value on a recurring basis as of December 31, 2025 and 2024 (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets Significant for Other Significant As of Identical Observable Unobservable December Items Inputs Inputs 31, 2025 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 267 $ 267 $ $ Liabilities Warrant liability $ 639,071 $ $ 639,071 $ Fair Value Measurements Using Quoted Prices in Active Markets Significant for Other Significant As of Identical Observable Unobservable December Items Inputs Inputs 31, 2024 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 477 $ 477 $ $ The Companys restricted cash held as a deposit is classified within Level 1 of the fair value hierarchy because it is valued using quoted market prices in active markets, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. The warrant liability is measured at fair value based on the intrinsic value of the warrants, which is determined using the quoted market price of the Companys common stock at the measurement date. Because the warrants themselves are not actively traded and the valuation relies on observable market inputs other than quoted prices for identical instruments, the liability is classified within Level 2 of the fair value hierarch …

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NOTE 18. INCOME TAXES For the years ended December 31, 2025 and 2024, loss before provision for income taxes consisted of the following (in thousands): For the years ended December 31, 2025 (As Restated) 2024 United States $ (641,861 ) $ (8,750 ) International $ (641,861 ) $ (8,750 ) For the years ended December 31, 2025 and 2024, the federal and state income tax provision is summarized as follows (in thousands): For the years ended December 31, 2025 2024 Current Federal $ $ State Foreign Other Total current tax expense $ $ Deferred Federal State Foreign Other Total deferred tax expense $ $ Income tax provision $ $ 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. For the year ended December 31, 2025, the Company recorded income tax expense of approximately $244 thousand, which was entirely attributable to discontinued operations. As a result, no income tax expense was recorded for continuing operations. The tax effects of significant items comprising the Company's deferred taxes as of December 31, 2025 and 2024 are as follows (in thousands): For the years ended December 31, 2025 2024 Deferred tax assets: Net operating losses $ 647 $ 40,689 Stock options 474 573 Operating lease liabilities 213 245 Property and equipment 23 18 Accruals 248 311 Research and develo …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Recent Accounting Pronouncements In December 2025, the FASB issued Accounting Standards Update ( ASU ) No. 2025-11, Narrow-Scope Improvements ( ASU 2025-11 ). ASU 2025-11 is effective for annual reporting periods beginning after December 15, 2027. Early adoption is permitted. While the adoption of ASU 2025-11 is not expected to have an effect on our Consolidated Financial Statements, it is expected to result in incremental disclosures within the notes to our Consolidated Financial Statements. The Company is currently evaluating ASU 2025-11. In November 2024, the FASB issued ASU No. 2024-03, Disaggregation of Income Statement Expenses ( ASU 2024-03 ). ASU 2024-03 is intended to increase transparency and provide investors with more detailed information about the nature of expenses reported on the face of the statements of operations. ASU 2024-03 does not change the requirements for the presentation of expenses on the face of the statements of operations. Under ASU 2024-03, entities are required to disaggregate, in tabular format, expenses presented on the face of the statements of operations if they include any of the following expense categories: employee compensation, depreciation, intangible asset amortization, and depreciation or depletion. For any remaining items within each relevant expense caption, entities must provide a qualitative description of the nature of those expenses. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and in …

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NOTE 13. EMPLOYEE BENEFIT PLAN The Company has a 401(k) plan covering all eligible employees. The Company provides matching contributions equal to 100% of the first 3% of compensation deferred, plus 50% of the next 2% of compensation deferred. The Company contributed $37 thousand and $45 thousand to the plan in the years ended December 31, 2025 and 2024, respectively.

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NOTE 19. RELATED PARTY TRANSACTIONS R01 Fund LP (R01), a significant stockholder of the Company, has provided certain consulting services to the Company through one of its employees. During the year ended December 31, 2025, the Company engaged this individual directly to provide consulting services related to general corporate matters and digital asset treasury operations. The consulting agreement provides for a monthly fee of $25 thousand and continues until terminated by either party. Total fees paid by the Company for these services were approximately $53 thousand for the year ended December 31, 2025. …

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NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying Consolidated Financial Statements have been prepared in accordance with U.S. GAAP and are expressed in U.S. dollars. Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company and its former wholly owned subsidiary, DERMAdoctor, which was fully divested on March 12, 2024, as of and for the year ended December 31, 2024. All significant intercompany balances and transactions have been eliminated in consolidation. See also Note 16, DERMAdoctor Divestiture. The accompanying Consolidated Financial Statements include only the accounts of the Company as of and for the year ended December 31, 2025. Assets Held for Sale The Company classifies long-lived assets or disposal groups as held for sale when management commits to a plan to sell and all criteria in ASC 360 are met, including availability for immediate sale, active marketing, and probable sale within one year. If shareholder approval is required, the held-for-sale criteria are not considered met until such approval is obtained. Assets and liabilities classified as held for sale are presented separately in the consolidated balance sheets. Prior periods are reclassified to conform to current presentation. Discontinued Operations A component of the Company is reported as a discontinued operation when it has been disposed of or classified as held for sale and the disposal represents a str …

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NOTE 11. STOCKHOLDERS' DEFICIT Authorized Share Capital Under the Companys Amended and Restated Certificate of Incorporation, as amended, the Company is authorized to issue up to 1,500,000,000 shares of common stock and up to 5,000,000 shares of preferred stock with rights and preferences as may be approved by the Companys Board. As further described in Note 20, Subsequent Events, the Companys Amended and Restated Certificate of Incorporation was further amended to increase the number of authorized shares of common stock from 1,500,000,000 to 5,000,000,000 subsequent to December 31, 2025. Preferred Stock There were four series of preferred stock of the Company outstanding during the year ended December 31, 2025 the Series B Non-Voting Convertible Preferred Stock ( Series B Preferred Stock ), Series D Preferred Stock, Series E Preferred Stock and the Series F Voting Retractable Preferred Stock ( Series F Preferred Stock ). The rights and preferences of each are described below. Series B Preferred Stock The Company issued 15,000 shares of Series B Preferred Stock in November 2021 in connection with a private placement transaction. For both years ending December 31, 2025 and December 31, 2024, 131 shares of Series B Preferred Stock remained outstanding. As of December 31, 2025, outstanding shares of Series B Preferred Stock were convertible at the option of the holder into 3,013 shares of common stock at a conversion price of $43.75. The Series B Preferred Stock does not have an …

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NOTE 20. SUBSEQUENT EVENTS The Company has evaluated all subsequent events through the filing date of this Form 10-K with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the consolidated financial statements as of December 31, 2025, and events which occurred subsequently but were not recognized in the consolidated financial statements. Except as described below, there were no subsequent events which required recognition, adjustment to, or disclosure in, the audited consolidated financial statements. Reverse Stock Split On February 20, 2026, we effected a 1-for-5 Reverse Stock Split. Except as otherwise specifically noted, all share numbers, share prices, exercise/conversion prices and per share amounts in this annual report have been adjusted, on a retroactive basis, to reflect the Reverse Stock Split. Conversion of Remaining Unsecured Convertible Notes In January 2026, all remaining outstanding Unsecured Convertible Notes were converted into 7,143 shares of common stock. Warrant Exercises In January 2026, warrants were exercised as follows: All remaining December 2023 Warrants were exercised for 5,341 shares of common stock resulting in gross proceeds of $234 thousand to the Company. All remaining June 2024 Warrants were exercised for 4,511 shares of common stock resulting in gross proceeds of $58 thousand to the Company. Conversion of Remaining Series B Preferred Stock In January 2026, all outstanding shares of Series B Prefe …

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NOTE 7. COMMITMENTS AND CONTINGENCIES Indemnification Agreements In the normal course of business, the Company provides indemnification of varying scope under its agreements with other entities, including its service providers, vendors, and counterparties. Additionally, the Company provided for certain indemnification obligations in connection with the Avenova Asset Divestiture and PhaseOne Divestiture (see Note 13, Divestitures). The potential future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company maintains liability insurance policies that limit its exposure. As a result, the Company believes the fair value of these indemnification agreements is minimal. Accordingly, the Company has not recorded any liabilities for these agreements as of June 30, 2026 or December 31, 2025. Legal Matters From time to time, the Company is subject to various legal proceedings, as well as demands, claims and threatened litigation, which arise in the normal course of our business. The ultimate outcome of any litigation or other legal dispute is uncertain. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter. If one or more legal matters are resolved against the Company in a reporting period for an amount above expectations, the Companys financial condition and operating results for that period may be adversely …

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NOTE 9. CONVERTIBLE NOTES In March 2024, the Company issued $525 thousand aggregate principal amount of unsecured convertible notes (the Unsecured Convertible Notes) in connection with the closing of the DERMAdoctor divestiture in March 2024. The Unsecured Convertible Notes were due March 25, 2026, bore no stated interest, and were convertible at a conversion price of $24.50 per share, subject to certain limitations including beneficial ownership limitations. In December 2025, holders converted $350 thousand aggregate principal amount of Unsecured Convertible Notes into 14,286 shares of common stock. In January 2026, the remaining $175 thousand aggregate principal amount of Unsecured Convertible Notes was converted into 7,144 shares of common stock. The conversions were accounted for as partial extinguishments of debt at carrying value in accordance with ASC 470. As of June 30, 2026, no Unsecured Convertible Notes remained outstanding. Interest expense recognized in connection with the Unsecured Convertible Notes, including amortization of issuance costs and debt discount, was $0 and $55 thousand for the three months ended June 30, 2026 and 2025, respectively, and was included in other expense, net in the Unaudited Condensed Consolidated Statements of Operations. During the six months ended June 30, 2026 and 2025, interest expense recognized, including amortization of the issuance costs and debt discount, was $3 thousand and $93 thousand, respectively, which was included in o …

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"NOTE 12. STOCK-BASED COMPENSATION Equity Compensation Plans In January 2026, the Company adopted the 2026 Equity Incentive Plan (the 2026 Plan), which was approved by stockholders on March 12, 2026. The 2026 Plan provides for the grant of equity awards, including stock options, restricted stock, performance awards, stock appreciation rights (SARs), restricted stock units (RSUs) and other share-based awards to employees, directors, consultants and advisors, as determined by the Compensation Committee of the Board (the Committee). Upon stockholder approval of the 2026 Plan, no further awards may be granted under the Company's 2017 Omnibus Incentive Plan (the 2017 Plan) or its 2007 Omnibus Incentive Plan (the 2007 Plan); however, awards previously granted under the 2017 Plan and 2007 Plan remain outstanding and continue to be governed by the terms of those plans until exercised, settled, forfeited or otherwise canceled in accordance with their terms. Upon adoption, the 2026 Plan allowed for awards of up to 22,223,927 shares of the Company's common stock, plus an automatic annual increase in the number of shares authorized for awards on the first day of each of the Company's fiscal years beginning January 1, 2027 through January 1, 2036, equal to the lesser of (i) 4% of the number of shares of common stock outstanding on the last day of the immediately preceding fiscal year or (ii) such lesser number of shares of common stock as determined by the Board. Under the terms of the 20 …

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NOTE 3. FAIR VALUE MEASUREMENTS The following tables present the Companys financial instruments measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025 (in thousands): Fair Value Measurements Using Quoted Prices in Active Markets Significant for Other Significant Balance at Identical Observable Unobservable June 30, Items Inputs Inputs 2026 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 154 $ 154 $ $ SKY digital assets $ 119,242 $ 119,242 $ $ Fair Value Measurements Using Quoted Prices in Active Markets Significant Balance at for Other Significant December Identical Observable Unobservable 31, Items Inputs Inputs 2025 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 267 $ 267 $ $ Liabilities Warrant liability $ 639,071 $ $ 639,071 $ The Company's restricted cash held as a deposit is classified within Level 1 of the fair value hierarchy because it is valued using quoted market prices in active markets, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. SKY digital assets are measured at fair value on a recurring basis using quoted prices in the Company's principal market (Level 1 inputs) in accordance with ASC 820. The Company did not hold any digital assets as of December 31, 2025. The Company determines its principal market as the market with the greatest volume and level of activity for SKY that is accessible to …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

"NOTE 14. INCOME TAXES The provision for income taxes is recorded at the end of each interim period based on the Company's best estimate of its effective income tax rate expected to be applicable for the full fiscal year, adjusted for any discrete items during the quarter. The Company has recorded an income tax (benefit) of $3.5 million and $0 for the three months ended June 30, 2026, and June 30, 2025, respectively. This resulted in a cumulative income tax benefit of $28 thousand for the six months ended June 30, 2026, and $0 for the six months ended June 30, 2025. The income tax provision for discontinued operations is presented separately in Note 13, ""Divestitures. The Company's effective income tax rate was approximately 7.8% for the three months ended June 30, 2026 and 0% for the three months ended June 30, 2025, and was 0% for both the six months ended June 30, 2026 and June 30, 2025. For both the three and six month 2026 periods, the effective rate differs from the statutory rate primarily due to warrant income that is not recognized for income tax purposes and the recording of a valuation allowance against the Company's deferred tax assets. The income tax benefit recognized in the three months ended June 30, 2026 substantially offsets an income tax expense recognized in the three months ended March 31, 2026, resulting in a de minimis net income tax benefit for the six month period. In accordance with ASC 740-270-30-18, the Company has determined that it is unable to …

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Recent Accounting Pronouncements In December 2025, the FASB issued Accounting Standards Update (ASU) No. 2025-12, Codification Improvements (ASU 2025-12). ASU 2025-12 addresses 33 issues across a range of topics intended to clarify, correct, or improve U.S. GAAP. The amendments are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods, with early adoption permitted on an issue-by-issue basis. Aside from Issue 4 (which requires retrospective application), entities may elect to apply the amendments either prospectively or retrospectively to the beginning of the earliest period presented, on an issue-by-issue basis. The amendments to Topic 260, Earnings Per Share, regarding the calculation of diluted earnings per share when a loss from continuing operations exists are required to be applied retrospectively. The Company is currently evaluating the effect that the adoption of ASU 2025-12 will have on its Unaudited Condensed Consolidated Financial Statements and related disclosures, including the potential effect on diluted earnings per share for prior periods presented. In December 2025, the FASB issued ASU No. 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements (ASU 2025-11). ASU 2025-11 clarifies the scope, form and content, and disclosure requirements applicable to interim financial statements prepared in accordance with U.S. GAAP, including by codifying the interim disc …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

"NOTE 15. RELATED PARTY TRANSACTIONS January 2026 Private Placement In connection with the January 2026 Private Placement, each Purchaser was granted, for a period of 24 months following the closing and for so long as such Purchaser holds at least 50% of the aggregate number of pre-funded warrants and/or shares of common stock originally purchased by it, a consent right over any material amendment, modification, addition or revocation of the Company's digital asset strategy. In addition, pursuant to the Investors Rights Agreement accompanying the January 2026 Private Placement, each of R01, Framework and SFF received the right to nominate one individual for election to the Company's Board of Directors. Tether did not receive a board nomination right. Michael Kazley, the Company's Chief Executive Officer and Chairman of the Board, is the Managing Member of R01 Capital Manager LLC, the investment manager of R01. See Note 8, ""Financing Activities,"" for additional information. As a result of the rights granted in connection with the January 2026 Private Placement, the Company has concluded that, in addition to R01 and Framework, SFF and Tether are also related parties of the Company within the meaning of ASC 850. Sky Frontier Foundation SFF is an independent foundation organized to support the development of the Sky Protocol ecosystem. SFF participates in Sky Protocol governance and holds SKY tokens separate from its investment in the Company. Because the Company holds SKY toke …

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"NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. (GAAP) and applicable rules and regulations of the Securities and Exchange Commission (SEC) regarding interim financial reporting and are expressed in U.S. dollars. The unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes as of and for the year ended December 31, 2025, included in the Company's Annual Report on Form 10-K for the year ended December 31, 2025 (the Form 10-K). The unaudited condensed consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements as of that date, but does not include all disclosures required by GAAP. In managements opinion, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary for their fair presentation. There have been no changes to the Companys significant accounting policies described in the Form 10-K that have had a material impact on the unaudited condensed consolidated financial statements. The results of operations for the interim periods presented are not necessarily indicative of results to be expected for any other interim period or for the year as a whole. Use of Estimates The preparation of fina …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

NOTE 11. STOCKHOLDERS EQUITY (DEFICIT) Authorized Share Capital Under the Company's Amended and Restated Certificate of Incorporation, as amended, the Company is authorized to issue up to 5,000,000,000 shares of common stock and up to 5,000,000 shares of preferred stock with rights and preferences as may be approved by the Company's Board. On March 12, 2026, in connection with the Company's special meeting of stockholders, the Company's stockholders approved an increase in the authorized number of shares of common stock from 1,500,000,000 to 5,000,000,000. Reverse Stock Split On February 20, 2026, the Company effected a 1-for-5 reverse stock split of its common stock. In connection with the reverse stock split, an aggregate of 45,912 shares of common stock were issued as a result of the rounding feature applicable to the reverse stock split. Except as otherwise specifically noted, all share numbers, share prices, exercise/conversion prices and per share amounts in this report have been adjusted, on a retroactive basis, to reflect the reverse stock split. Series B Preferred Stock As of December 31, 2025, 131 shares of Series B Non-Voting Convertible Preferred Stock (Series B Preferred Stock) were outstanding. During the three months ended March 31, 2026, all 131 outstanding shares of Series B Preferred Stock were converted into 3,013 shares of common stock. As of June 30, 2026, no shares of Series B Preferred Stock remained outstanding. Series F Preferred Stock The Series F Vo …

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NOTE 16. SUBSEQUENT EVENTS The Company has evaluated all subsequent events through July 30, 2026, the filing date of this Form 10-Q with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the Unaudited Condensed Consolidated Financial Statements as of June 30, 2026, and events which occurred subsequently but were not recognized in the Unaudited Condensed Consolidated Financial Statements. There were no subsequent events which required recognition, adjustment to, or disclosure in, the Unaudited Condensed Consolidated Financial Statements.

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