NOTE 1 - GENERAL

Rail Vision Ltd. (the “Company”) was incorporated and registered in Israel on April 18, 2016. The Company is an early commercialization stage technology company focused on transforming railway safety through advanced AI-integrated sensing systems. The Company develop and commercialize proprietary, multi-spectral electro-optic platforms that provide extended-range situational awareness and real-time hazard detection. Using machine learning algorithms to identify and classify obstacles, the Company’s technology enhances safety, improves operational efficiency and supports continuity across deployments.

In January 2026, the Company acquired a 51% ownership interest in Quantum Transportation Ltd. (“Quantum Transportation”) and, as a result, obtained control of Quantum Transportation. Accordingly, the financial results of Quantum Transportation have been consolidated into the Company’s condensed consolidated financial statements from the acquisition date. Quantum Transportation is an Israeli technology company focused on quantum-computing-based error-correction algorithms and holds an exclusive sublicense for rail technologies under a pending patent relating to quantum error correction. For additional information regarding the acquisition of Quantum Transportation, see Note 3.

These interim condensed consolidated financial statements should be read in conjunction with the Company’s audited financial statements as of December 31, 2025 and for the year ended on that date, and the accompanying notes included in the Company’s Annual Report on Form 20-F, filed with the Securities and Exchange Commission on March 31, 2026.

The Company’s activities are subject to significant risks and uncertainties. The Company has incurred significant losses since the date of its inception and anticipates that it will continue to incur significant losses until it will be able to successfully commercialize its products. Failure to obtain this necessary capital when needed may force the Company to delay, limit or terminate its product development efforts or other operations. In addition, the Company is subject to risks from, among other things, competition associated with the industry in general, other risks associated with financing, liquidity requirements, rapidly changing customer requirements, the loss of key personnel and the effect of planned expansion of operations on the future results of the Company.

To date, the Company has not generated significant revenues from its activities and has incurred substantial operating losses. Management expects the Company to continue to generate substantial operating losses and to continue to fund its operations primarily through the utilization of its current financial resources, sales of its products, and through additional raises of capital.

Based on the current monthly burn rate, the management anticipates that its cash and cash equivalents as of the issuance date of the financial statements and the future expected cash flow from sales will be sufficient for more than 12 months of operations.

Rail Vision Ltd.

Notes to the Interim Condensed Consolidated Financial Statements (Unaudited)

(U.S. dollars in thousands, except share and per share data and exercise prices)

NOTE 1 – GENERAL (Cont.)

On February 4, 2026, the Company effected a one-for-thirty (1-for-30) reverse stock split of its outstanding ordinary shares (the “Reverse Split”). As a result of the Reverse Split, every thirty (30) ordinary shares, no par value per share, were consolidated into one (1) new ordinary share, no par value per share. All outstanding securities entitling their holders to purchase ordinary shares, including options and warrants, were adjusted as a result of the Reverse Split, as required by the terms of those securities. The Reverse Split did not change the number of shares authorized for issuance.

All share amounts, and share prices, as well as exercise prices and the number of shares underlying options and warrants, have been adjusted retroactively within these financial statements to reflect the Reverse Split.

NOTE 2 - BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Rail Vision Ltd.

Notes to the Interim Condensed Consolidated Financial Statements (Unaudited)

(U.S. dollars in thousands, except share and per share data and exercise prices)

NOTE 3 – ACQUISITION OF QUANTUM TRANSPORTATION LTD.

In January 2026, the Company completed the acquisition of a 51% ownership interest in Quantum Transportation, pursuant to a definitive Securities Exchange Agreement (“SEA”), dated November 30, 2025, with Quantum Transportation and certain shareholders of Quantum Transportation (the “Exchanging Shareholders”), thereby obtaining majority ownership and control of Quantum Transportation.

Quantum Transportation was incorporated in Israel on August 31, 2025 and is a technology company focused on quantum-computing-based error-correction algorithms. Quantum Transportation holds an exclusive sublicense for rail technologies under an innovative pending patent relating to quantum error correction owned by Ramot, the technology transfer company of Tel Aviv University.

In consideration for 51% of Quantum Transportation’s issued and outstanding share capital on a fully diluted, post-closing basis, the Company issued 99,424 ordinary shares, representing approximately 4.99% of the Company’s outstanding share capital as of the signing date of the SEA and prior to such issuance. Certain of the Exchanging Shareholders included Mr. Eli Yoresh and Mr. Ofer Naveh, the Company’s Chairman of the Board of Directors and Chief Financial Officer, respectively.

The fair value of the ordinary shares issued on the acquisition date (i.e., the closing date) was $1,073. Including transaction costs of $13, the total acquisition cost amounted to $1,086.

The Company evaluated the acquired set in accordance with ASC 805, Business Combinations, and concluded that it did not meet the definition of a business and accordingly, the transaction was accounted for as an asset acquisition.

The acquisition cost was allocated between the identifiable net assets acquired and the acquired in-process research and development (“IPR&D”) asset based on their relative fair values. The principal asset acquired consisted of the exclusive sublicense rights described above. The Company determined that the acquired IPR&D asset had no alternative future use as of the acquisition date. Accordingly, the portion of the acquisition cost allocated to the acquired IPR&D asset was recognized as research and development expense upon acquisition in accordance with ASC 730, Research and Development.

During the six months ended June 30, 2026, the Company recognized research and development expense of $1,028 related to the acquired IPR&D asset. No goodwill was recognized in connection with the acquisition.

Beginning on the acquisition date, the assets, liabilities, results of operations and cash flows of Quantum Transportation have been included in the Company’s condensed consolidated financial statements. All intercompany balances and transactions have been eliminated upon consolidation. The remaining 49% equity interest in Quantum Transportation is presented as non-controlling interests in the Company’s condensed consolidated financial statements.

Rail Vision Ltd.

Notes to the Interim Condensed Consolidated Financial Statements (Unaudited)

(U.S. dollars in thousands, except share and per share data and exercise prices)

NOTE 3 – ACQUISITION OF QUANTUM TRANSPORTATION LTD. (Cont.)

In connection with the closing, the Company also entered into a convertible loan agreement (the “Loan Agreement”) pursuant to which it committed to provide Quantum Transportation with a loan facility of up to $700, bearing interest at 8% per annum and drawable from time to time in accordance with the terms of the Loan Agreement. During the six months ended June 30, 2026, the Company advanced $200 under the Loan Agreement. As of June 30, 2026, including accrued interest, the outstanding balance under the Loan Agreement amounted to $204.

Amounts advanced under the Loan Agreement and the related accrued interest are eliminated upon consolidation.

NOTE 4 - SIGNIFICANT EVENTS IN THE REPORTING PERIOD

In March 2026, the Company entered into a lease agreement for new office premises, including a research and development facility, located in Infinity Park, Ra’anana, Israel, comprising approximately 1,230 square meters (approximately 13,240 square feet).

The lease term is for an initial period of five years commencing on October 1, 2026, with an option to extend for an additional five-year period. The average monthly base rent is approximately NIS 97 thousands (approximately $30), subject to linkage to the Israeli Consumer Price Index. The agreement also includes customary management fees and related charges.

The Company expects to relocate its corporate headquarters to the new premises upon commencement of the lease term.

During the reporting period, the Company issued 125,403 ordinary shares under its At-the-Market (“ATM”) offering program, resulting in aggregate gross proceeds of approximately $1,124. As a result of certain issuances under the ATM program, the exercise price and the number of ordinary shares underlying certain outstanding warrants were adjusted in accordance with their terms (see Note 4F below).

On February 4, 2026, the Company effected a one-for-thirty (1-for-30) reverse share split of its outstanding ordinary shares. See Note 1B for additional information.

On February 28, 2026, the United States and Israel launched joint combat operations in Iran to which Iran and Hezbollah responded with ballistic missile and drone attacks on Israel as well as other countries and U.S. military bases in the region. Although the United States and Iran have announced ceasefire and de-escalation arrangements from time to time, including a memorandum of understanding entered into on June 17, 2026 that contemplates the termination of military operations on multiple fronts, hostilities have resumed and may continue or escalate. How long and how severe the current conflicts in Gaza, Northern Israel, Lebanon, Iran or the broader region last and become is unknown at this time and any continued clash among Israel, Hamas, Hezbollah, Iran or other countries or militant groups in the region may escalate in the future into a greater regional conflict. During the reporting period, the conflict resulted in temporary restrictions on civilian activity, including limitations on passenger flights, public gatherings and certain business operations.

Rail Vision Ltd.

Notes to the Interim Condensed Consolidated Financial Statements (Unaudited)

(U.S. dollars in thousands, except share and per share data and exercise prices)

NOTE 4 - SIGNIFICANT EVENTS IN THE REPORTING PERIOD (Cont.)

As of the date of issuance of these condensed consolidated financial statements, the Company has not experienced a material adverse effect on its operations or financial condition as a result of these events. However, the regional security situation remains uncertain, and the duration, scope and potential escalation of the conflict, as well as its potential impact on the Company’s operations, customers, suppliers and overall business environment, remain difficult to predict. Accordingly, management continues to monitor developments and assess their potential effect on the Company’s business, financial condition and results of operations.

In January 2024, the Company issued warrants to purchase ordinary shares “the January 2024 Facility Warrant” to a global investment firm in connection with the credit facility entered into at that time. The credit facility was terminated in March 2024 in accordance with its terms; however, the January 2024 Facility Warrant remains outstanding in accordance with its terms.

On May 5, 2026, an amendment to the January 2024 Facility Warrant became effective following the expiration of the required 61-day waiting period, increasing the beneficial ownership limitation applicable to the exercise of the warrant from 4.99% to 19.99% of the Company’s outstanding ordinary shares immediately after giving effect to such exercise.

During the six months ended June 30, 2026, adjustments were made to the exercise price and the number of ordinary shares issuable upon exercise of the January 2024 Facility Warrant pursuant to its anti-dilution provisions, resulting from issuances of ordinary shares under the Company’s ATM) offering program. As of June 30, 2026, and through the date of issuance of these condensed consolidated financial statements, the January 2024 Facility Warrant is exercisable for 98,282 ordinary shares at an exercise price of $5.0328 per share.

NOTE 5 - SUBSEQUENT EVENTS