v3.26.1
Organization and Significant Accounting Policies
3 Months Ended
Mar. 31, 2026
Accounting Policies [Abstract]  
Organization and Significant Accounting Policies

Note 1. Organization and Significant Accounting Policies

 

Organization and Business Operations

 

VirTra, Inc. (the “Company,” “VirTra,” “we,” “us” or “our”), located in Chandler, Arizona, is a global provider of judgmental use of force training simulators and firearms training simulators for the law enforcement, military, educational and commercial markets. The Company’s patented technologies, software, and scenarios provide intense training for de-escalation, judgmental use-of-force, marksmanship and related training that mimics real-world situations. VirTra’s mission is to save and improve lives worldwide through practical and highly effective virtual reality and simulator technology. The Company sells its products worldwide through a direct sales force and international distribution partners. The original business started in 1993 as Ferris Productions, Inc. In September 2001, Ferris Productions, Inc. merged with GameCom, Inc. to ultimately become VirTra, Inc., a Nevada corporation.

 

Basis of Presentation

 

The unaudited financial statements included herein have been prepared by us without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with our audited financial statements for the year ended December 31, 2025 included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 filed with the SEC on March 26, 2026. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted as permitted by the SEC, although we believe the disclosures that are made are adequate to make the information presented herein not misleading.

 

The accompanying unaudited financial statements reflect, in our opinion, all normal recurring adjustments necessary to present fairly our financial position on March 31, 2026, and the results of our operations and cash flows for the periods presented. We derived the December 31, 2025 balance sheet data from audited financial statements; however, we did not include all disclosures required by GAAP.

 

Interim results are subject to seasonal variations, and the results of operations for the three months ended March 31, 2026, are not necessarily indicative of the results to be expected for the full year.

 

Revision of Previously Issued Financial Statements

 

In the prior year, the Company identified an immaterial error in the 2023 financial statements related to the functional currency designation of a Canadian sales transaction, which resulted in a $498,000 adjustment to retained earnings. The error was previously evaluated and determined not to be material to the Company’s financial statements.

 

After giving effect to this correction and other prior-year revisions, the only permanent impact to retained earnings is the $498,000 adjustment related to the functional currency designation error. No other periods were materially affected. This disclosure is included in the current interim period because the effects of the prior-year correction continue to be reflected in stockholders’ equity as of December 31, 2024 and do not represent a new error or restatement.

 

   Shares   Amount   Shares   Amount   Capital   Earnings   Total 
   For the Year Ending December 31, 2024 (Restated) 
                   Additional         
   Preferred Stock   Common Stock   Paid in   Accumulated     
   Shares   Amount   Shares   Amount   Capital   Earnings   Total 
Balance, December 31, 2023          -   $        -       11,107,230   $1,109   $  31,957,765   $10,912,833   $  42,871,707 
Stock options exercised   -    -    2,500    1    10,749    -    10,750 
Stock reserved for future services   -    -    -    -    139,999    -    139,999 
Net income   -    -    -    -    -    468,196    468,196 
Balance, March 31, 2024   -    -    11,109,730    1,110    32,108,513    11,381,029    43,490,652 
Stock options exercised   -    -    2,500    1    9,400    -    9,401 
Stock reserved for future services   -    -    -    -    212,004    -    212,004 
Net income   -    -    -    -    -    1,200,728    1,200,728 
Balance, June 30, 2024   -    -    11,112,230    1,111    32,329,917    12,581,757    44,912,785 
RSUs issued (stock for services)   -    -    130,695    13    -    -    13 
Stock reserved for future services   -    -    -    -    156,002    -    156,002 
Net income   -    -    -    -    -    583,101    583,101 
Balance, September 30, 2024   -    -    11,242,925    1,124    32,485,919    13,164,858    45,651,901 
                                    
RSUs issued (stock for services)   -    -    12,784    1    -    -    1 
Stock reserved for future services   -    -    -    -    429,193    -    429,193 
Net income   -    -    -    -    -    (888,344)   (888,344)
Balance, December 31, 2024   -   $-   $11,255,709   $1,125   $32,915,112   $12,276,514   $45,192,751 

 

Use of Estimates

 

The preparation of financial statements in conformity with GAAP requires management to make estimates that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ significantly from those estimates. Significant accounting estimates in these financial statements include valuation assumptions for share-based payments, allowance for credit losses and notes receivable, inventory reserves, accrual for warranty reserves, the carrying value of long-lived assets and intangible assets, income tax valuation allowances, the carrying value of cost basis investments, and the allocation of the transaction price to the performance obligations in our contracts with customers.

 

Revenue Recognition

 

The Company adopted the Financial Accounting Standards Board’s (the “FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customer (Topic 606) (“ASC 606”) on January 1, 2018, and the Company elected to use the modified retrospective transition method which requires application of ASC 606 to uncompleted contracts at the date of adoption. The adoption of ASC 606 did not have a material impact on the financial statements.

 

Under ASC 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation. Significant judgment is necessary when making these determinations.

 

 

VIRTRA, INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

The Company’s primary sources of revenue are derived from simulator and accessories sales, training and installation, the sale of customizable software, the sale of customized content scenarios, and the sale of extended service-type warranties. Sales discounts are presented in the financial statements as reductions in determining net revenues. Credit sales are recorded as current assets (accounts receivable and unbilled revenue). Prepaid deposits received at the time of sale and extended warranties purchased are recorded as current and long-term liabilities (deferred revenue) until earned. The following briefly summarizes the nature of our performance obligations and method of revenue recognition:

 

Performance Obligation   Method of Recognition
     
Simulator and accessories   Upon transfer of control
     
STEP Program   Deferred and recognized over the life of the contract
     
Installation and training   Upon completion or over the period of services being rendered
     
Extended service-type warranty   Deferred and recognized over the life of the extended warranty
     
Customized software and content   Upon transfer of control or over the period services are performed depending on the terms of the contract
     
Customized content scenario   As performance obligation is transferred over time (input method using time and materials expended)
     
Design and prototyping   Recognized at the completion of each agreed upon milestone
     
Sales-based royalty exchanged for license of intellectual property   Recognized as the performance obligation is satisfied over time – which is as the sales occur

 

The Company recognizes revenue upon transfer of control or upon completion of the services for the simulator and accessories; for the installation and training and customized software performance obligations as the customer has the right and ability to direct the use of these products and services and the customer obtains substantially all of the remaining benefit from these products and services at that time. Revenue from certain customized content contracts may be recognized over the period the services are performed based on the terms of the contract. For the sales-based royalty exchanged for license of intellectual property, the Company recognized revenue as the sales occur over time.

 

The Company recognizes revenue on a straight-line basis over the period of services being rendered for the extended service-type warranties as these warranties represent a performance obligation to “stand ready to perform” over the duration of the warranties. As such, the warranty service is performed continuously over the warranty period.

 

Each contract states the transaction price. The contracts do not include variable consideration, significant financing components or non-cash consideration. The Company has elected to exclude sales and similar taxes from the measurement of the transaction price. The contract’s transaction price is allocated to the performance obligations based upon their stand-alone selling prices. Discounts on the stand-alone selling prices, if any, are allocated proportionately to each performance obligation.

 

 

VIRTRA, INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

Disaggregation of Revenue

 

Under ASC 606, disaggregated revenue from contracts with customers depicts the nature, amount, timing, and uncertainty of revenue and cash flows affected by economic factors. The Company has evaluated revenues recognized and the following table illustrates the disaggregation disclosure by customer’s location and performance obligation.

 

   Commercial   Government   International   Total   Commercial   Government   International   Total 
   Three Months Ended March 31 
   2026   2025 
   Commercial   Government   International   Total   Commercial   Government   International   Total 
Simulators and accessories  $27,643   $572,792   $614,988   $1,215,423   $24,378   $1,971,324   $1,768,635   $3,764,337 
Extended Service-type warranties   23,931    809,055    41,949    874,935    35,925    913,321    20,865    970,111 
Customized software and content   -    300,000    -    300,000    -    66,781    101,832    168,613 
Installation and training   -    79,558    17,825    97,383    4,388    179,266    17,050    200,704 
Design & Prototyping   -    -    -    -    -    1,115,890    -    1,115,890 
STEP   32,705    922,691    31,009    986,405    1,753    908,820    30,019    940,592 
Total Revenue  $84,279   $2,684,096   $705,771   $3,474,146   $66,444   $5,155,402   $1,938,401   $7,160,247 

 

Commercial customers include selling through prime contractors for military or law enforcement contracts, domestically. Government customers are defined as directly selling to government agencies. For the three months ended March 31, 2026, governmental customers comprised $2,684,096, or 77% of total net sales, commercial customers comprised $84,279 or 3% of total net sales and international customers comprised $705,771 or 20% of total net sales. By comparison, for the three months ended March 31, 2025, governmental customers comprised $5,155,402, or 72% of total net sales, commercial customers comprised $66,444 or 1% of total net sales and international customers comprised $1,938,401, or 27% of total net sales. For the three months ended March 31, 2026, and 2025, the Company recorded $986,405 and $940,592, respectively, in STEP revenue, or 28% and 13%, respectively, of total net sales.

 

Segment Information

 

Information related to the Company’s reportable operating business segments is shown below. The Company’s reportable segments are reported in a manner consistent with the way management evaluates the businesses. The results of operations are regularly reviewed by the Company’s chief operating decision maker (“CODM”), the Chief Executive Officer. The Company identifies its reportable business segments based on differences in products and services. The accounting policies of the business segments are the same as those described in the summary of significant accounting policies. To evaluate each reportable segment’s performance, the CODM uses income from operations as a measure of profit and loss. The CODM compares operational performance against management expectations when making decisions regarding allocation of operating and capital resources to each segment.

 

The Company has identified the following business segments

 

  Simulators and Accessories- These include all variations of the VirTra simulator, Simulated recoil kits, Return first devices, Taser©, OC Spray, low light devices and refill options.
  Extended Service-type warranties – Warranties on all products past 1 or more years
  Customized software and Custom content- Contracts with specific suppliers who have asked for content related directly to their situations that we design and film or specific software request for their system only
  Installation and Training – Installation of our simulators at the specific sites as well as extra training classes preformed onsite, virtually or at the VirTra Training Center
  Design and Prototyping – Specific contracts related to hardware development for specific customers
  Subscription Training Equipment Partnership (STEP)™ is a program that allows agencies to utilize VirTra’s simulator products, accessories, and V-VICTA interactive coursework on a subscription basis.

 

 

VIRTRA, INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

Sale of product  2026   2025 
  Three Months Ended March 31, 
Sale of product  2026   2025 
Simulators and accessories  $1,215,423   $3,764,337 
Extended Service-type warranties   874,935    970,111 
Customized software and content   300,000    168,613 
Installation and training   97,383    200,704 
Design & Prototyping   -    1,115,890 
STEP   986,405    940,592 
Total consolidated  $3,474,146   $7,160,247 

 

Depreciation and amortization  2026   2025 
Simulators and accessories  $201,929   $102,862 
Extended Service-type warranties   -    7,664 
Customized software and content   249    1,581 
Installation and training   -    1,585 
Design & Prototyping   22,141    30,956 
STEP   138,935   122,672 
Corporate   106,773    47,098 
Total consolidated  $470,027   $314,418 

 

Segment income (loss)  2026   2025 
Simulators and accessories  $149,871   $2,891,320 
Extended Service-type warranties   831,965    1,032,367 
Customized software and content   298,394    283,787 
Installation and training   6,104    (3,248)
Design & Prototyping   -    167,303 
STEP   847,470    825,351 
Corporate   (3,462,436)    (3,932,820)
Total  $(1,328,632)   $1,264,060 

 

Expenditures for segment assets  2026   2025 
Simulators and accessories  $51,992   $12,871 
Extended Service-type warranties   -    - 
Customized software and content   -    - 
Installation and training   -    - 
Design & Prototyping   -    - 
STEP   44,883     411,560 
Corporate purchases   -   3,940 
Expenditures for segment assets  $96,875    $428,371 

 

Segment assets  2026   2025 
Simulators and accessories  $19,418,394   $27,749,997 
Extended Service-type warranties   -    - 
Customized software and content   3,710,403    622,678 
Installation and training   -    - 
Design & Prototyping   -    367,092 
STEP   1,025,086    1,235,650 
Corporate Assets  38,997,095   36,821,704 
Segment assets  $63,150,978   $66,797,121 

 

 

VIRTRA, INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

Customer Deposits

 

Customer deposits consist of prepaid deposits received for equipment purchase orders and for Subscription Training Equipment Partnership (“STEP”) operating agreements that expire annually. Customer deposits are considered a deferred liability until the completion of the customer’s contract performance obligation. When revenue is recognized, the deposit is applied to the customer’s receivable balance. Customer deposits are recorded as a current liability, and for the items that will be delivered or converted into revenue later than one year, deposits are recorded to a long-term liability under deferred revenue on the balance sheet. As of March 31, 2026, there was $4,108,248 in current and $140,804 in long-term. As of December 31, 2025, there was $4,523,690 and $128,790 recorded as short-term and long-term liabilities, respectively. Changes in deferred revenue amounts related to customer deposits will fluctuate from year to year based upon the mix of customers required to prepay deposits under the Company’s credit policy.

 

Warranty

 

The Company warranties its products from manufacturing defects on a limited basis for a period of one year after purchase but also sells separately priced extended service-type warranties for periods of up to four years after the expiration of the standard one-year warranty. During the term of the initial one-year warranty, if the device fails to operate properly from defects in materials and workmanship, the Company will fix or replace the defective product. Deferred revenue for separately priced extended warranties one year or less totaled $2,704,938 and $2,838,048 on March 31, 2026 and December 31, 2025, respectively. Deferred revenue for separately priced extended warranties longer than one year totaled $1,418,887 and $1,784,603 on March 31, 2026 and December 31, 2025, respectively. The accrual for the one-year manufacturer’s warranty liability totaled $158,000 and $189,000 on March 31, 2026 and December 31, 2025, respectively. During the three months ended March 31, 2026 and 2025, the Company recognized revenue of $874,935 and $970,111, respectively, related to the extended service-type warranties that were amortized from the deferred revenue balance at the beginning of each period. Changes in deferred revenue amounts related to extended service-type warranties will fluctuate from year to year based upon the average remaining life of the warranties at the beginning of the period and new extended service-type warranties sold during the period.

 

STEP Revenue

 

The Company’s STEP operations consist principally of leasing its simulator products under operating agreements expiring in one year. At the commencement of a STEP agreement, any lease payments received are deferred and no income is recognized. Subsequently, payments are amortized and recognized as revenue on a straight-line basis over the term of the agreement. The agreements are generally for a period of 12 months and can be renewed for an additional 12-month period up to two additional 12-month periods maximum of 36 months for the entire agreement. This is a change from prior years which allowed for renewals up to 48 months for a total of 60 months. Agreements may be terminated by either party upon written notice of termination at least sixty days prior to the end of the 12-month period. The payments are generally fixed for the first year of the agreement, with increases in payments in subsequent years to be mutually agreed upon. The agreements do not include variable lease payments or free rent periods. In addition, the agreements do not provide for the underlying assets to be purchased at their fair market values at interim periods or at maturity, the assets are owned by VirTra and are required to be returned upon lease termination. Each STEP agreement comes with full customer support and stand-ready advance replacement parts to maintain each system for the duration of the lease. The amount that the Company expects to derive from the STEP equipment following the end of the agreement term is dependent upon the number of agreement terms renewed. The agreements do not include a residual value guarantee.

 

Concentration of Credit Risk and Major Customers and Suppliers

 

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash and cash equivalents, certificates of deposit, and accounts receivable.

 

The Company’s cash, cash equivalents and certificates of deposit are maintained with financial institutions with high credit standings and are FDIC insured deposits. The FDIC insures deposits according to the ownership category in which the funds are insured and how the accounts are titled. The standard deposit insurance coverage limit is $250,000 per depositor, per FDIC-insured bank, per ownership category. The Company had uninsured cash and cash equivalents of $17,350,178 and $18,094,598 as of March 31, 2026, and December 31, 2025, respectively.

 

 

VIRTRA, INC.

NOTES TO FINANCIAL STATEMENTS

(Unaudited)

 

Sales are typically made on credit, and the Company generally does not require collateral. Management performs ongoing credit evaluations of its customers’ financial condition and maintains an allowance for estimated losses. Historically, the Company has experienced minimal charges relative to doubtful accounts.

 

As of March 31, 2026, the Company had two customers that accounted for 33% and 16% respectively, of total accounts receivable. As of December 31, 2025, the Company had two customers that accounted for 31% and 14% of total accounts receivable.

 

For the three months ended March 31, 2026, the Company has no single customer accounting for more than 10% and for March 31, 2025, the Company had one customer accounting for 14% of the total revenue and another accounting for 10%

 

Net Income per Common Share

 

The net income per common share is computed by dividing net income by the weighted average of common shares outstanding. Diluted net income per share reflects the potential dilution, using the treasury stock method, that would occur if outstanding stock options and warrants were exercised. Earnings per share computations are as follows:

 

   2026   2025 
   Three Months Ended March 31, 
   2026   2025 
Net Income (Loss)  $(1,328,632)  $1,264,060 
Weighted average common stock outstanding   11,303,885    11,162,037 
Incremental shares from stock options   -    - 
Weighted average common stock outstanding, diluted   11,303,885    11,162,037 
           
Net Income (Loss) per common share and common equivalent share          
Basic  $(0.12)  $0.11 
Diluted  $(0.12)  $0.11