Note 20 - Subsequent Events

Automatic Conversion of Series 10 Preferred Stock

On January 5, 2026, all outstanding shares of the Company’s Series 10 Convertible Preferred Stock automatically converted in accordance with their terms following shareholder approval.

The conversion was based on a stated value of $1,000 per share, plus accrued and unpaid dividends, divided by a conversion price of $1.492 per share.

Upon conversion, the Company issued 1,721,980 shares of common stock and a pre-funded warrant to purchase 15,307,735 shares of common stock. The pre-funded warrant was issued in lieu of additional shares of common stock due to beneficial ownership limitations contained in the Series 10 Preferred Stock. The pre-funded warrant is immediately exercisable at an exercise price of $0.0001 per share.

Separation Agreement

On January 29, 2026, in connection with the disposition of the Inpixon Business, the Company entered into a separation agreement with Soumya Das, pursuant to which Mr. Das resigned from his positions with the Company. Under the agreement, the Company agreed to provide severance and related benefits totaling approximately $718,000, plus reimbursement of certain benefits and accelerated vesting of outstanding equity awards.

Consulting Agreement with Director

Subsequent to December 31, 2025, on February 1, 2026, the Company entered into a consulting agreement with a member of its Board of Directors pursuant to which the consultant will provide advisory services related to the Company’s VTOL program in exchange for a monthly fee and equity-based compensation. The agreement has an initial term of four years and includes customary termination provisions.

Asset-Based Revolving Credit Facility

On February 11, 2026, Drone Nerds, LLC and Anzu Robotics, LLC (collectively, the “Borrowers”), subsidiaries of the Company, entered into a Credit Agreement with JPMorgan Chase Bank, N.A., providing for a secured revolving credit facility with aggregate commitments of up to $20.0 million, subject to a borrowing base of eligible accounts receivable and inventory (the “ABL Facility”). The ABL Facility matures on February 11, 2029.

Borrowings under the ABL Facility bear interest at the applicable benchmark rate plus 2% per annum, subject to adjustment in certain circumstances. The ABL Facility is secured by substantially all of the assets of the Borrowers and certain affiliated guarantors.

The Credit Agreement contains customary affirmative and negative covenants, including limitations on additional indebtedness, liens, asset sales, investments and restricted payments. The Borrowers are required to maintain a minimum Fixed Charge Coverage Ratio as of the end of any calendar month of no less than 1.0 to 1.0, subject to certain cure rights. Proceeds of the ABL Facility may be used for general corporate purposes, refinancing certain existing indebtedness and permitted investments.

Warrant Exercises

Subsequent to December 31, 2025 and through the date of this filing, holders of certain warrants issued in connection with the Company’s 2025 public offerings exercised warrants to purchase an aggregate of 3,963,408 shares of the Company’s common stock, resulting in gross cash proceeds of approximately $7.9 million.

In connection with the solicitation of such warrant exercises, the Company engaged ThinkEquity LLC as its exclusive financial advisor and paid cash compensation equal to 3% of the gross proceeds, or approximately $0.2 million, consistent with the terms of the advisory agreement.

Net proceeds to the Company from these warrant exercises were approximately $7.7 million.