OBAI 10-K & 10-Q changes, risk factors and insider trading
Our Bond, Inc. · Nasdaq · Communications Services, Nec · CIK 1756064 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Comparison not available: Not available: fewer than two 10-K filings on EDGAR to compare (only one so far)..
What changed in the latest 10-Q
Risk Factors
Our business, financial condition, operating results, and cash flows may be impacted by a number of factors, many of which are beyond our control, including those set forth in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2026, the occurrence of any one of which could have a material adverse effect on our actual results.
There have been no material changes to our risk factors previously disclosed in Item 1A. of Part I, “Risk Factors” of our 2025 Annual Report on Form 10-K, filed March 31, 2026.
No wording changes found in this section.
Full comparison: every changed paragraph (0)
Management's Discussion & Analysis (MD&A)
New heading “Equity line financing”
New heading “Issuance of Series G Preferred Stock”
Largest changes
“On April 9, 2026, the Securities and Exchange Commission declared effective the registration statement covering the resale of shares issuable under the Company’s equity line financing arrangement originally entered into on October 27, 2025 pursuant to a Securities Purchase Agreement. The facility provides the Company with the right, but not the obligation, to direct the purchaser to purchase shares of the Company’s common stock from time to time, subject to specified pricing, volume and other customary conditions, for aggregate gross proceeds of up to $300.0 million. …”see in full comparison
Comparison of the three and six months endedsee in full comparisonMarchJune31,30, 2026 to the three and six months endedMarchJune31,30, 2025
“The increase in operating expenses for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, was primarily realized during the first quarter of 2026 and attributable to non-recurring costs associated with the Company’s transition to and operation as a public company following the completion of its public listing on February 4, 2026. …”see in full comparison
Net cash provided by financing activities wassee in full comparison$7.6approximatelymillion$13,029,000 during thethreesix months endedMarchJune31,30, 2026, consisting primarily of $2,950,000$2.95 millionin proceeds from the issuance of Series D convertible preferred stock,$2.5 million$3,500,000 in proceeds from the issuance of a promissory notes,note,approximately $4,153,000 in proceeds from the issuance of Common Stock under Equity Line of Credit, and$3.5approximatelymillion$5,255,000 from the exercise of common warrants, partially offset by repayments of related party loans, promissorynotenote, redemption of Series G convertible preferred stock and stock issuance costs. Net cash provided by financing activities was approximately $5,179,000 during the six months ended June 30, 2025, consisting primarily of approximately $2,798,000 in proceeds from the issuance of Series CF convertible preferred stock, $3,000,000 in proceeds from the issuance of Series C convertible preferred stock, partially offset by repayments of related party loans and stock issuance costs.
Full comparison: every changed paragraph (36)
Components
of Operational Results of Operations
For
the three and six months ended MarchJune 31,30, 2026, the Company demonstrated annual recurring revenue (“ARR”) of approximately
$10 million and $10 million
million, respectively, and total bookings of $10.5$2.5 million.million and $4.81 million, respectively. For the three and six
months ended MarchJune 31,30, 2025, the Company demonstrated ARR of approximately $9.74 million
and $9.74 million, respectively, and total bookings
of $10.6$2.6 million.million and $4.8 million, respectively. The Company useuses ARR as a metric to measure customer demand and growth, and use booking
values act
as an indicator of customer engagement, including new sales and renewals. These figures highlight consistent growth and increasing
customer customer
demand.
Comparison
of the three and six months ended MarchJune 31,30, 2026 to the three and six months ended MarchJune 31,30, 2025
Our revenues for the three and six months ended June 30, 2026 and 2025 were as follows:
The
majority of our net revenues for the three and six months ended MarchJune 31,30, 2026 and 2025, were generated from our B2B services. For the
three three
and six months ended MarchJune 31,30, 2026, 15.47%17.77% and 16.60%, respectively, of our revenue was generated from cloud-based SaaS services,
while 82.23% and 83.40%, respectively, came from our physical service offerings. This compares to the three and six months ended June
30, 2025, where 17.14% and 15.92%. respectively, of our revenue was generated from cloud-based SaaS services, whileand 84.53%82.86% and 84.08%,
respectively, came from our physical
service offerings. This compares to 14.67% and 85.33%, respectively, for the three months ended March 31, 2025.
Total
revenue increaseddecreased by $98,000$154,000 or approximately 4.36%6.77% to $2,347,000$2,121,000 for the three months ended MarchJune 31,30, 2026, compared to approximately
$2,249$2,275,000 for the three months ended MarchJune 31,30, 2025. This increasedecrease reflectswas continuedprimarily demandattributable forto our security services anda modest growth
reduction in ourthe customerphysical baseservices
provided during the three months ended MarchJune 31,30, 20262026, compared to the same period in 20252025.
Total revenue decreased by $55,000 or approximately 1.21% to $4,469,000 for the six months ended June 30, 2026, compared to approximately $4,524,000 for the six months ended June 30, 2025. This decrease was primarily attributable to a modest reduction in the physical services provided during the three months ended June 30, 2026, compared to the same period in 2025.
Our cost of services sold for the three and six months ended June 30, 2026 and 2025 were as follows:
Our
cost of services sold increased slightly by $124,000$315,000 or approximately 5.7%16.24% to $2,300,000$2,255,000 for the three months ended MarchJune 31,30, 2026 compared to
to $2,176,000$1,940,000 for the three months ended MarchJune 31,30, 2025. This modestincrease changewas isprimarily notattributable consideredto significantinvestments supporting our global expansion,
including additional personnel and primarilyfacilities reflectsrequired the
Company’sto continued global expansionestablish and thedeliver use of outsourcedour services in new markets, as well as increased resources
needed to support itsthe growth initiatives.of our client base.
Our cost of services sold increased by $439,000 or approximately 10.66% to $4,555,000 for the six months ended June 30, 2026 compared to $4,116,000 for the six months ended June 30, 2025. This increase was primarily attributable to investments supporting our global expansion, including additional personnel and facilities required to establish and deliver our services in new markets, as well as increased resources needed to support the growth of our client base.
We anticipate that the growth in the cost of services will remain lower than the rate of revenue growth. Most of the increase in service costs during the three and six month periods ended June 30, 2026, was incurred in anticipation of projects that the Company either expected to win or had been awarded but had not yet been formally contracted.
Our
operating expenses for the three and six months ended March31,June 30, 2026 and 2025 were as follows:
Our
operating expenses for the three months ended MarchJune 31,30, 2026, were approximately $6,422,000$3,793,000 compared to approximately $1,858,000$3,072,000 for the
the three months ended MarchJune 31,30, 2025, an increase of approximately $4,564,000.$721,000.
The
increase in operating expenses for the three months ended MarchJune 31,30, 2026, as compared to the three months ended MarchJune 31,30, 2025, was primarily
attributable to non-recurring costs associated with the Company’s transition to and operationoperating as a public company following the
completion of itsthe Company’s public listing on
February 4, 2026. SuchThese costs included approximately $1.2 million of one-time expenses related to
the public listing transaction, a $2.0 million strategic marketing investment related to 2026 (TV ads that will be aired in the second
half of 2026), approximately $0.8$0.25 million of investor relations expenses, approximately $0.3 million of additional
payroll and related costs, and approximately $0.4$0.2 million of incremental public company
operating costs,expenses, primarily consisting of increased directors
directors’ and officersofficers’ insurance premiums and accounting-relatedaccounting expenses.and other professional services fees.
Our operating expenses for the six months ended June 30, 2026, were approximately $10,219,000 compared to approximately $4,930,000 for the six months ended June 30, 2025, an increase of approximately $5,289,000.
The increase in operating expenses for the six months ended June 30, 2026, as compared to the six months ended June 30, 2025, was primarily realized during the first quarter of 2026 and attributable to non-recurring costs associated with the Company’s transition to and operation as a public company following the completion of its public listing on February 4, 2026. Such costs included approximately $1.2 million of one-time expenses related to the public listing transaction, a $2.0 million stock deal - strategic marketing investment related to 2026 (TV ads that will be aired in the second half of 2026), approximately $1.2 million of investor relations expenses, approximately $0.5 million of additional payroll and related costs, and approximately $0.4 million of incremental public company operating costs, primarily consisting of increased directors and officers insurance premiums and accounting-related expenses.
As
a result of the foregoing, the Company suffered a net loss of approximately $6,703,000$4,772,000 and $11,473,000, respectively, for the three and
six months ended MarchJune 31,30, 2026, compared
to a net loss of approximately $2,162,000$3,035,000 and $5,197,000, respectively, for the three and six
months ended MarchJune 31,30, 2025.
Since
inception, we have funded our operations primarily through proceeds from sales of our capital stock and, to a lesser extent, cash flow
generated from operating activities. Based on our current operating plan, we believe that our existing cash and cash equivalents, together
with anticipated cash generated from operations,operations – as well as loans from existing investors and to the extent necessary the sell
of securities - will support our working capital and capital expenditure requirements for the near term.
The
following table summarizes our cash flows for the three and six months ended MarchJune 31,30, 2026 and 2025.
We
continue to experience negative cash flow from operating activities as we expand our business. Cash flows from operating activities are
significantly affected by investments to support the growth of our business, including investment in sales and marketing programs and
personnel; expenditures related to product and service development,
engineering resources required to maintain and enhance our technology
platform, Command Center operations, and selling, general and administrative
functions. In addition, operating cash flows during the threesix months
ended MarchJune 31,30, 2026 were adversely affected by non-recurring costs
associated with the Company’s transition to and operation as
a public company following the completion of its public listing on
February 4, 2026. Such costs included approximately $1.2 million of
one-time expenses related to the public listing transaction, a $2.0
million stock deal - strategic marketing investment related to 2026
(TV ads that will be aired in the second half of 2026), approximately $0.8$1.2 million
of investor relations expenses, approximately $0.5
million of additional payroll and related costs, and approximately $0.4 million of incremental public company operating costs, primarily
consisting of
increased directors and officers insurance premiums and accounting-related expenses. Operating cash flow also continue to be impacted
by working capital requirements associated with supporting our growth, including fluctuations in personnel-related expenditures, accounts
payable, and other current assets and liabilities.
Net
cash used in operating activities for the threesix months ended MarchJune 31,30, 2026 was approximately $4,410,000$8,338,000 which reflects our net loss of
of approximately $6,703,000.$11,473,000. Net cash used in operating activities for the threesix months ended MarchJune 31,30, 2025 was approximately $1,416,000$2,995,000
which reflects our net loss of approximately $2,162,000.$5,197,000.
Net
cash used in investing activities for the threesix months ended MarchJune 31,30, 2026 was approximately $11,000$27,000 which was entirely attributable to
purchases of IT and other Electronic equipment. Net cash used in investing activities for the six months ended June 30, 2025 was approximately
$8,000 which was entirely attributable to purchases of IT and other Electronic equipment.
Net
cash provided by financing activities was $7.6approximately million$13,029,000 during the threesix months ended MarchJune 31,30, 2026, consisting primarily of
$2,950,000 $2.95 million
in proceeds from the issuance of Series D convertible preferred stock, $2.5 million$3,500,000 in proceeds from the issuance of a promissory
notes, note,
approximately $4,153,000 in proceeds from the issuance of Common Stock under Equity Line of Credit, and $3.5approximately million $5,255,000
from the exercise of common warrants, partially offset by repayments of related party loans, promissory notenote, redemption of Series G
convertible preferred stock and stock issuance costs. Net cash provided by financing activities was approximately $5,179,000 during the
six months ended June 30, 2025, consisting primarily of approximately $2,798,000 in proceeds from the issuance of Series CF convertible
preferred stock, $3,000,000 in proceeds from the issuance of Series C convertible preferred stock, partially offset by repayments of
related party loans and stock issuance costs.
On
October 27, 2025, the Company entered into a Securities Purchase Agreement (the “SPA”) for the issuance and sale of up to
549,451 shares of Series D Preferred Stock. During 2025, the Company completed four closings under the SPA and issued an aggregate of
225,275 shares of Series D Preferred Stock for gross proceeds of approximately $2.1 million. During the threesix months ended MarchJune 31,30, 2026,
2026, the Company completed the remaining closings under the SPA and issued an additional 324,176 shares of Series D Preferred Stock
for aggregate
gross proceeds of approximately $2.95 million. Issuance costs incurred during the threesix months ended MarchJune 31,30, 2026 were
approximately $0.2
million.
During the three and six months ended June 30, 2026, the Company issued 8,098 and 1,434,098 shares, respectively, of common stock upon the exercise of warrants from the Series D financing, resulting in aggregate proceeds of approximately $100,010 and $1,882,000, respectively.
In addition, the Company issued 1,033,335 and 1,033,335 shares, respectively, of common stock upon the exercise of Series C warrants at an exercise price of $3.2475 per share, resulting in aggregate proceeds of approximately $3.35 million and $3.35 million, respectively.
The Company incurred issuance costs of approximately $367,000 related to the warrant exercises.
During
February 2026, holders of the Company’s Series C and Series D warrants exercised warrants to purchase an aggregate of 1,041,433
shares of the Company’s common stock. The Series C warrants were exercised at an exercise price of $3.2475 per share, and the Series
D warrants were exercised at an exercise price of $12.35 per share. As a result of these exercises, the Company received aggregate gross
proceeds of approximately $3.46 million.
On May 5, 2026, the Company issued an additional Promissory Note in the principal amount of $1,000,000. The Promissory Note bears interest at a rate of 10% per annum and matures on November 5, 2026. The terms of the Promissory Note are identical to those of the Company’s previously issued Promissory Note dated March 1, 2026, including the requirement that the Company apply 25% of the net proceeds from any future offerings or issuances of the Company’s securities toward repayment of the Promissory Note until paid in full.
Equity line financing
On April 9, 2026, the Securities and Exchange Commission declared effective the registration statement covering the resale of shares issuable under the Company’s equity line financing arrangement originally entered into on October 27, 2025 pursuant to a Securities Purchase Agreement. The facility provides the Company with the right, but not the obligation, to direct the purchaser to purchase shares of the Company’s common stock from time to time, subject to specified pricing, volume and other customary conditions, for aggregate gross proceeds of up to $300.0 million. Following the effectiveness of the registration statement, the Company became eligible to access the facility in accordance with its terms. In April and May 2026, the Company entered into amendments to the equity line financing arrangement that modified certain operational, pricing and settlement provisions and reduced the maximum aggregate purchase commitment under the facility from $300.0 million to $50.0 million.
During the three months ended June 30, 2026, the Company issued 6,438,184 shares of common stock under the equity line financing arrangement and received aggregate net proceeds of approximately $4,000,029 net of issuance costs.
Issuance of Series G Preferred Stock
On June 11, 2026, the Company entered into an Exchange Agreement with the holder of the March 1, 2026 and May 5, 2026 Promissory Notes. Under the Exchange Agreement, the holder exchanged all outstanding principal and accrued but unpaid interest under the promissory notes, with an aggregate value of approximately $3.3 million, for an aggregate of 336,941 shares of the Company’s Series G Convertible Preferred Stock, consisting of 254,687 shares issued in exchange for the March 1, 2026 Promissory Note and 112,254 shares issued in exchange for the May 5, 2026 Promissory Note. Following the exchange, the promissory notes were cancelled and deemed paid in full.
Pursuant to the terms of the Exchange Agreement, the Company is required to use 25% of the net proceeds from future offerings or issuances of the Company’s securities to redeem the outstanding shares of Series G Convertible Preferred Stock until such shares are redeemed in full. During June 2026, the Company redeemed 123,096 shares of Series G Convertible Preferred Stock for aggregate cash consideration of approximately $1.2 million, using proceeds received from the Company’s securities offerings.
The
following table summarizes our financing activities for the threesix months ended MarchJune 31,30, 2026 and 2025.
OBAI insider buying and selling (Form 4)
Since 2026-04-11, insiders reported open-market purchases in 0 Form 4 filings and open-market sales in 0 filings. Totals add up every open-market (code P and S) line in those filings, using the prices reported in the filings. Awards, option exercises, tax withholding and gifts are listed below but not counted.
No Form 4 stock transactions in this period.
Well-known investors holding OBAI (13F)
None of the 59 investors we track reported a position in their latest 13F.