SERV 10-K & 10-Q changes, risk factors and insider trading
Serve Robotics Inc. · Nasdaq · General Industrial Machinery & Equipment, Nec · CIK 1832483 · All filings on SEC.gov
At a glance
What changed in the latest 10-K
Risk Factors
New heading “Summary Risk Factors”
New heading “Risks Related to Our Products and Technology”
New heading “Risks Related to Our Industry and External Environment”
New heading “Risks Related to Intellectual Property”
New heading “Risks Related to Cybersecurity and Privacy”
New heading “Risks Related to Our Regulatory Environment”
New heading “Risks Related to Ownership of Our Common Stock”
New heading “Risks Related to Our Business and Operations”
New heading “We have acquired, and may in the future acquire, other companies, employee teams, or technologies, which could divert our management’s attention, result in additional indebtedness or dilution to our stockholders, or otherwise disrupt our operations and adversely affect our operating results.”
New heading “Our use of AI and machine learning technologies introduces new risks and uncertainties.”
New heading “If we fail to develop AI solutions and services that meet our customers’ and our own internal needs, we may fail to realize the anticipated benefits of our investments in AI or lose our competitive advantage, which could adversely affect our business, financial condition and results of operations.”
New heading “If we choose to expand into international markets, we may be exposed to new and heightened risks.”
New heading “Our management team has broad discretion in making strategic decisions to execute our growth plans, and there can be no assurance that our management’s decisions will result in successful achievement of our business objectives or will not have unintended consequences that negatively impact our growth prospects.”
New heading “Our management as a group has limited experience operating a publicly traded company.”
New heading “A significant portion of our revenue is concentrated with a small number of customers.”
New heading “Failure to retain existing or attract future partnerships with merchants and consumers could have an effect on our revenue, revenue growth and margins, and our business, financial condition and results of operations could be adversely affected.”
New heading “Our ability to deploy, operate and scale our Moxi robots depends on hospital access, operational practices and financial health, which can change and may be outside our control.”
New heading “We will require significant capital to fund our operations and growth, and financing may not be available when needed or on acceptable terms. Additionally, any equity or equity‑linked financing could dilute our stockholders, and any debt financing could impose restrictive covenants and increase our financial obligations.”
New heading “Earnout or other contingent consideration from acquisitions may not be attained and could adversely affect our business, financial condition, results of operations and cash flows.”
New heading “Our robots rely on sophisticated software technology that may incorporate third-party components and networks to operate.”
New heading “Because our robots operate in public spaces, safety incidents arising from human supervision, connectivity issues, third-party software or automation could cause injury, trigger recalls or result in uninsured product liability and warranty claims that adversely affect our business.”
New heading “Accessibility concerns or failure to comply with disability access laws may result in claims, operational restrictions, or reputational harm.”
New heading “We are substantially reliant on our relationships with suppliers and service providers for the parts and components in our robots, as well as for the manufacture of our robots, and disruptions or loss of these partners could delay production and harm our business.”
New heading “Severe weather conditions and climate change could have a material adverse impact on our business by negatively impacting the operations of our robots.”
New heading “We, any manufacturing partners and suppliers may rely on complex machinery for production, which involves a significant degree of risk and uncertainty in terms of operational performance and costs.”
New heading “Consolidation in the healthcare industry could have an adverse effect on our business, financial condition or results of operations.”
New heading “Risks Related to Intellectual Property”
New heading “If we cannot protect, maintain and enforce our intellectual property rights, our competitive position and business could be adversely affected.”
New heading “Because our video and LiDAR licensing model is new and operates within an evolving legal and commercial framework, we may be unable to generate recurring revenue at expected levels, which could impair our planned data licensing revenue stream.”
New heading “Risks Related to Cybersecurity and Privacy”
New heading “Security breaches and other disruptions could compromise our proprietary information and expose us to liability, including class action litigation and regulatory penalties, which would cause our business and reputation to suffer.”
New heading “We are subject to cybersecurity risks to our robot fleet, operational systems, security systems, infrastructure, integrated software in our products and data processed by us or third-party vendors.”
New heading “Unauthorized access to or misuse of the data we sell or license could expose us to liability and harm our business.”
New heading “We are subject to evolving laws, regulations, standards, policies and contractual obligations related to privacy and security laws and regulations, and our actual or perceived failure to comply with such obligations could result in litigation, harm our reputation, subject us to significant fines and liability, or otherwise adversely affect our business, prospects, financial condition and operating results.”
New heading “Because we operate our Moxi robots in hospitals, we may face evolving and uncertain regulatory and compliance requirements that could restrict or delay deployments, increase costs and materially harm our business, financial condition and results of operations.”
New heading “Our internal use of AI, generative AI, and machine learning tools may expose us to heightened cybersecurity risks.”
New heading “Risks Related to our Industry and External Environment”
New heading “Unfavorable changes in interest rates and foreign currency exchange rates may adversely affect our financial condition, liquidity and results of operations.”
New heading “Our business depends on discretionary spending patterns in the areas in which the restaurants on our partners’ platforms operate and in the economy at large. Economic downturns or other events (like widespread health/pandemic outbreaks) impacting the United States and global economy could materially adversely affect our results of operations.”
New heading “Inflationary pressures may increase our operating costs and adversely affect our business, financial condition and results of operations.”
New heading “Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by domestic and international financial institutions or transactional counterparties, could adversely affect our business, financial condition and results of operations.”
New heading “Risks Related to our Regulatory Environment”
New heading “Use of emerging technologies like AI, machine learning and generative AI, will require us to navigate an uncertain legal and regulatory landscape, and failure to comply with these rapidly evolving laws and regulations may negatively impact our ability to grow our business.”
New heading “Evolving privacy, data protection, and AI regulation may restrict our ability to collect, process, and license video and LiDAR datasets, increase our compliance costs or expose us to investigations, fines or litigation.”
New heading “Foreign and domestic antitrust laws could significantly affect our ability to expand our business through acquisitions, joint ventures or other strategic transactions.”
New heading “The evolving regulations around personal delivery devices (or public mobile robots), could materially impact our business and growth prospects in new markets.”
New heading “Expanding our products, services, and geographic footprint may subject us to additional and evolving regulatory, licensing, and compliance obligations.”
New heading “Changes to tax laws or exposure to additional tax liabilities may have a negative impact on our operating results.”
Removed heading “We have a limited operating history, which may make it difficult to evaluate our business and prospects.”
Removed heading “Our revenues and profits are subject to fluctuations.”
Removed heading “A significant portion of our revenue is concentrated with two customers.”
Removed heading “Unfavorable changes in interest rates and foreign currency exchange rates may adversely affect our financial condition, liquidity, and results of operations.”
Removed heading “Our future revenue plans rely on partnering with third-party delivery platforms, brand sponsors and/or direct sales to merchants.”
Removed heading “Failure of our service providers or disruptions to our outsourcing relationships may negatively impact our ability to conduct our business.”
Removed heading “Our robots operate in public spaces and any errors caused by human supervisors, network connectivity issues, third-party software, or automation may adversely affect our commercial relationships.”
Removed heading “Our robots rely on sophisticated software technology that incorporate third-party components and networks to operate, and the inability to maintain licenses for software technology, errors in the software we license or the terms of open-source licenses could result in increased costs or reduced service levels, which would adversely affect our business.”
Removed heading “We are substantially reliant on our relationships with suppliers and service providers for the parts and components in our robots, as well as for the manufacture of our robots. If any of these suppliers or service partners choose to not do business with us, then we would have significant difficulty in procuring and producing our robots and our business prospects would be significantly harmed.”
Removed heading “The evolving regulations around personal delivery devices ("PDDs") could materially impact our business and growth prospects in new markets.”
Removed heading “Even if our products perform properly and are used as intended, if operators sustain any injuries while using our products, we could be exposed to liability and our results of operations, financial condition, and our reputation may be adversely affected.”
Removed heading “If we cannot protect, maintain and, if necessary, enforce our intellectual property rights, our ability to develop and commercialize products may be adversely impacted.”
Removed heading “Security breaches and other disruptions could compromise our proprietary information and expose us to liability, which would cause our business and reputation to suffer.”
Removed heading “We may be subject to theft, loss, or misuse of personal data by or about our employees, customers, or other third parties, which could increase our expenses, damage our reputation, or result in legal or regulatory proceedings.”
Removed heading “Our business plans require a significant amount of capital. Our future capital needs may require us to sell additional equity or debt securities that may dilute our stockholders or contain terms unfavorable to us or our investors.”
Removed heading “We will be required to raise additional capital in order to develop our technology and scale our commercial delivery operations. However, we may be unable to raise additional capital needed to fund and grow our business.”
Removed heading “Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by domestic and international financial institutions or transactional counterparties, could adversely affect our business, financial condition, and results of operations.”
Removed heading “Our business depends on discretionary spending patterns in the areas in which the restaurants on our partners’ platforms operate and in the economy at large. Economic downturns or other events (like coronavirus variants or similar widespread health/pandemic outbreaks) impacting the United States and global economy could materially adversely affect our results of operations.”
Removed heading “Our systems, products, technologies and services and related equipment may have shorter useful lives than we anticipate.”
Removed heading “Any acquisitions, partnerships, or joint ventures that we enter into could disrupt our operations and have a material adverse effect on our business, financial condition and results of operations.”
Removed heading “As part of growing our business, we may make acquisitions. If we fail to successfully select, execute, or integrate our acquisitions, then our business, results of operations and financial condition could be materially adversely affected, and our stock price could decline.”
Removed heading “Our management team will have broad discretion in making strategic decisions to execute their growth plans, and there can be no assurance that our management’s decisions will result in successful achievement of our business objectives or will not have unintended consequences that negatively impact our growth prospects.”
Removed heading “We, any manufacturing partners, and suppliers may rely on complex machinery for production, which involves a significant degree of risk and uncertainty in terms of operational performance and costs.”
Removed heading “Our ability to manufacture products of sufficient quality on schedule in the future is uncertain, and delays in the design, production and launch of our products could harm our business, prospects, financial condition and operating results.”
Removed heading “Laws, regulations, and other legislative efforts related to climate change, environmental concerns, and health and safety could result in increased operating costs, reduced demand for our products and services, or the loss of future business.”
Removed heading “Severe weather conditions and climate change could have a material adverse impact on our business by reducing the operating hours of our robots.”
Removed heading “We are subject to cybersecurity risks to our operational systems, security systems, infrastructure, integrated software in our products and data processed by us or third-party vendors.”
Removed heading “We are subject to evolving laws, regulations, standards, policies, and contractual obligations related to data privacy and security laws and regulations, and our actual or perceived failure to comply with such obligations could harm our reputation, subject us to significant fines and liability, or otherwise adversely affect our business, prospects, financial condition and operating results.”
Removed heading “Being a public company can be administratively burdensome and will significantly increase our legal and financial compliance costs.”
Removed heading “Our management as a group has limited experience in operating a publicly traded company.”
Removed heading “General Risk Factors”
Removed heading “We may face risks related to securities litigation that could result in significant legal expenses and settlement or damage awards.”
Removed heading “If securities or industry analysts do not publish research or publish unfavorable or inaccurate research about our business, our stock price and trading volume could decline.”
Removed heading “We are and may continue to be significantly impacted by the worldwide economic downturn due to pandemics, outbreaks of other contagious diseases, and other catastrophic events.”
Largest changes
“Acquisitions and strategic investments as part of our growth strategy could subject us to enhanced scrutiny under U.S. and foreign antitrust and competition laws and foreign investment review regimes. Certain transactions may require premerger notification and clearance (including under the Hart-Scott-Rodino Antitrust Improvements Act in the United States) and reviews by other regulators, which can result in lengthy investigations, extensive information requests, operational restrictions, or injunctions that delay or prevent closing. …”see in full comparison
“Evolving privacy, data protection, and AI regulation may restrict our ability to collect, process, and license video and LiDAR datasets, increase our compliance costs or expose us to investigations, fines or litigation.”see in full comparison
“Actual events involving reduced or limited liquidity, defaults, non-performance or other adverse developments that affect domestic and international financial institutions or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds, have in the past and may in the future lead to market-wide liquidity problems. …”see in full comparison
“We publish privacy policies and other documentation regarding our collection, processing, use and disclosure of personal information and/or other confidential information. Although we endeavor to comply with our published policies and other documentation, we may at times fail to do so or may be perceived to have failed to do so. Moreover, despite our efforts, we may not be successful in achieving compliance, including if our employees, contractors, service providers or vendors fail to comply with our published policies and documentation. …”see in full comparison
“Security breaches and other disruptions could compromise our proprietary information and expose us to liability, including class action litigation and regulatory penalties, which would cause our business and reputation to suffer.”see in full comparison
“Actual events involving reduced or limited liquidity, defaults, non-performance or other adverse developments that affect domestic and international financial institutions or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds, have in the past and may in the future lead to market-wide liquidity problems. However, investor concerns regarding the U.S. …”see in full comparison
Full comparison: every changed paragraph (349)
Investment in our stock involves a high degree of risk. You should consider carefully the risks described below, together with other information in this Annual Report on Form 10-K and our other filings with the SEC, before making investment decisions regarding our stock. If any of the following risks and uncertainties, or if any other risks and uncertainties, actually occurs, our business, financial condition, or operating results could differ materially from the plans, projections, and other forward-looking statements included in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Annual Report on Form 10-K and in our other public filings. In addition, if any of the following risks and uncertainties, or if any other risks and uncertainties, actually occurs, our business, financial condition, or operating results could be harmed substantially, which could cause the market price of our stock to decline, perhaps significantly. Moreover, the risks described below are not the only ones that we face. Additional risks not presently known to us or that we currently deem immaterial may also affect our business, operating results, prospects or financial condition.
Summary Risk Factors
Our business is subject to a number of risks, including risks that may prevent us from achieving our business objectives or may adversely affect our business, financial condition, results of operations, cash flows, and prospects. These risks are discussed more fully below and include, but are not limited to, risks related to:
Risks Related to Our Business and IndustryOperations
•our status as an early-stage company with minimal revenue, a history of losses, and a limited operating history, which may make it difficult to evaluate the future of our business and prospects;
•our ability to execute our business strategy to expand our addressable market and effectively manage our growth;
•our use of AI and machine learning technologies, which introduces new risks and uncertainties related to accuracy, bias, intellectual property, and regulatory scrutiny;
•a significant portion of our revenue being concentrated with a small number of customers;
•our ability to commercialize our products at a large scale efficiently and effectively;
•our substantial reliance on relationships with suppliers and service providers for the parts and components in our robots, as well as for the manufacture of our robots;
•our ability to attract and retain highly qualified personnel, including engineers, robotics experts, and machine learning specialists; and
•the requirement for significant capital to fund our operations and growth, and the risk that financing may not be available when needed or on acceptable terms.
Risks Related to Our Products and Technology
•our robots’ reliance on sophisticated software technology that incorporates third-party components and networks to operate;
•potential defects, glitches, or malfunctions in our products that could compromise performance, lead to injury or property damage, and result in product recalls or product liability claims;
•safety incidents arising from human supervision, connectivity issues, third-party software, or automation that could cause injury, trigger recalls, or result in uninsured product liability and warranty claims;
•accessibility concerns or failure to comply with disability access laws may result in claims, operational restrictions, or reputational harm; and
•the inability of our supply chain to deliver certain key electrical components, such as semiconductors.
Risks Related to Our Industry and External Environment
•unfavorable changes in interest rates, foreign currency exchange rates, and inflationary pressures that may increase our operating costs;
•our dependence on discretionary spending patterns in the areas in which we operate and in the economy at large;
•competition in an industry subject to rapid technological change, where competitors may have or attain more resources and greater market recognition than we do; and
•important assumptions about the market demand, pricing, adoption rates, and sales cycle for our current and future products and services being inaccurate.
Risks Related to Intellectual Property
•our ability to protect, maintain, and enforce our intellectual property rights;
•potential claims of infringement of third-party intellectual property rights; and
•the unproven nature of our video and LiDAR licensing model and our ability to generate recurring revenue at expected levels.
Risks Related to Cybersecurity and Privacy
•security breaches and other disruptions that could compromise our proprietary information and expose us to liability;
•cybersecurity risks to our operational systems, security systems, infrastructure, integrated software in our products, and data processed by us or third-party vendors;
•evolving laws, regulations, standards, policies, and contractual obligations related to privacy and data security, including the CCPA, BIPA, GDPR, and HIPAA; and
•our internal use of AI, generative AI, and machine learning tools that may expose us to heightened cybersecurity risks.
Risks Related to Our Regulatory Environment
•tariffs imposed by the United States and other countries, as well as changing trade relations, regional and international conflicts, and political conditions;
•the use of emerging technologies like AI, machine learning, and generative AI requiring us to navigate an uncertain legal and regulatory landscape;
•evolving privacy, data protection, and AI regulation that may restrict our ability to collect, process, and license video and LiDAR datasets;
•the evolving regulations around personal delivery devices, which could materially impact our business and growth prospects in new markets; and
•compliance with complex laws and regulations in multiple jurisdictions, including product safety, data privacy, healthcare, and environmental regulations.
Risks Related to Ownership of Our Common Stock
•the market price and trading volume of our common stock may be volatile and could decline significantly; and
•our obligation to develop and maintain proper and effective internal control over financial reporting, and the presence of material weaknesses that increase the risk of material misstatement of our consolidated financial statements.
Risks Related to Our Business and Operations
Because weWe are an early-stage company with minimal revenue andrevenue, a history of losseslosses, and wea expectlimited operating history, which may make it difficult to continue to incur substantial losses forevaluate the foreseeablefuture future,of our business and prospects, and we cannot assure you that we can or will be able to operate profitably.
We have not been profitable to date, and we expect operating losses for the near future. During the years ended December 31, 2024 and 2023, we generated revenue of $1.81 million and $0.21 million, respectively, and incurred a net loss of $39.19 million and $24.81 million, respectively. There can be no assurance that we will not continue to incur net losses in the future. We may not succeed in expanding our customer base and product offerings and even if we do, may never generate revenue that is significant enough to achieve profitability. Even if we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Furthermore, we may not be able to control overhead expenses even where our operations successfully expand. Our failure to become and remain profitable would depress our value and could impair our ability to raise capital, expand our business, diversify our product offerings, or even continue our operations.
We have a limited operating history, which may make it difficult to evaluate our business and prospects.
We facehave the risks associated with businesses in their early stages, witha limited operating historieshistory, which may make it difficult to evaluate the future of our business and whose prospects are hard to evaluate.prospects. Any evaluation of our business and our prospects must be considered in light of the uncertainties, delays, difficulties and expenses commonly experienced by companies at this stage, which generally include unanticipated problems and additional costs relating to the development and testing of products, product approval or clearance, regulatory compliance, production, product introduction and marketing, and competition. For example, we have incurred losses for each of the past few years, driven mainly by our investments in research and development costs. Many of these factors are beyond the control of our management. In addition, our performance will be subject to other factors beyond our control, including general economic conditions and conditions in the robotics industry. Accordingly, our business and success face risks from uncertainties faced by developing companies in a competitive environment. There can be no assurance that our efforts will be successful or that we will ultimately be able to attain profitability.
We have not been profitable to date, and we expect operating losses for the near future. During the years ended December 31, 2025 and 2024, we generated revenue of $2.7 million and $1.8 million, respectively, and incurred a net loss of $101.4 million and $39.2 million, respectively. Our losses are driven mainly by our investments in research and development costs, and there can be no assurance that we will not continue to incur net losses in the future. We may not succeed in expanding our customer base and product offerings and even if we do, may never generate revenue that is significant enough to achieve profitability. Even if we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Furthermore, we may not be able to control overhead expenses even if our operations successfully expand. Our failure to become and remain profitable would depress our value and could impair our ability to raise capital, expand our business, diversify our product offerings, or even continue our operations.
As a company with a limited operating history, it is difficult to accurately forecast our revenues and operating results, and these could fluctuate in the future due to a number of factors. These factors may include adverse changes in companies’ interests in our robotic and branding services, companies’ available dollars to invest in our services, general economic conditions, our ability to market our company to other companies, headcount and other operating costs, and general industry and regulatory conditions and requirements. Our operating results may fluctuate from year to year due to the factors listed above and others not listed, which may make it difficult to evaluate the future of our business and prospects. At times, these fluctuations may be significant and could impact our ability to operate our business. There can be no assurance that our efforts will be successful or that we will ultimately be able to attain profitability.
If we fail to execute our business strategy to expand our addressable market and effectively manage our growth, we may not be able to design, develop, manufacture, market,market and launch new generations of our robotic systems successfully.successfully, which could negatively impact our long-term growth prospects.
We intend to invest significantly in order to expand our business. Any failure to manage our growth effectively could materially and adversely affect our business, prospects, financial condition,condition and operatingresults results.of We intend to expand our operations significantly.operations. We expect our expansion to include:
•expanding theour management, engineering, and product teams;
•hiring and training new personnel;
•entering into new agreements with supplierssuppliers, manufacturers and service providers; and
Growing our business is critical to our ability to continually invest in research and development, expand our manufacturing capacity, and commercialize new generations of our robots. A key part of this strategy is to leverage our robotic technology leadership and expand our addressable market into complementary and adjacent markets by investing in new technologies and geographies. Many of these markets are emerging or dynamic, and it is difficult to predict trends of these markets, including any potential growth. Moreover, we have a limited history of commercializing and selling our robots into these markets. This expansion strategy may require a significant investment of capital and human resources, disrupt our operations, and impose substantial demands on management time. If these markets do not develop as we anticipate, or if we are unable to commercialize, increase market awareness of, or gain adoption of our solutions within them, our ability to design, develop, manufacture, market, and launch new generations of our robots may be impaired and our business, financial performance, and long-term growth prospects could be adversely affected.
We have acquired, and may in the future acquire, other companies, employee teams, or technologies, which could divert our management’s attention, result in additional indebtedness or dilution to our stockholders, or otherwise disrupt our operations and adversely affect our operating results.
We have acquired, and may in the future acquire, other companies, employee teams, or technologies to complement or expand our applications, enhance our technical capabilities, obtain personnel, or otherwise offer growth opportunities. The pursuit of acquisitions may divert the attention of management, disrupt ongoing business, and cause us to incur various expenses in identifying, investigating, and pursuing suitable acquisitions, whether or not they are consummated. These impacts may continue through integration activities.
Moreover, we may be unable to complete proposed transactions in a timely manner or at all, due to a failure to obtain any necessary funding to complete an acquisition in a timely manner or on favorable terms, the failure to obtain required regulatory or other approvals, litigation, or other disputes, which may obligate us to pay a termination fee.
We also may not achieve the anticipated benefits from an acquisition due to a number of factors, including:
•increased competition for suitable acquisition and strategic transaction targets, which could increase prices and adversely affect our ability to consummate deals on favorable or acceptable terms;
•transaction-related lawsuits or claims;
Management's Discussion & Analysis (MD&A)
New heading “The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included in Part II, Item 8. “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.”
New heading “Acquisition of Vayu Robotics, Inc.”
New heading “Acquisition of Voysys AB”
New heading “Securities Purchase Agreement (January 2025)”
New heading “Research and Development Expenses”
New heading “General and Administrative Expenses”
New heading “Operations Expenses”
New heading “Sales and Marketing Expenses”
New heading “Off-Balance Sheet Transactions”
New heading “Cost of Revenue”
New heading “Business Combinations”
New heading “Recent Accounting Pronouncements”
Removed heading “Note about Forward-Looking Statements”
Removed heading “•Executive Summary – Summary analysis of financial and other highlights to provide context for the discussion and analysis.”
Removed heading “•Results of Operations – An analysis of our financial results.”
Removed heading “•Liquidity, and Capital Resources – An analysis of changes in our balance sheets and cash flows and a discussion of our financial condition and potential sources of liquidity.”
Removed heading “•Critical Accounting Estimates – Accounting estimates that management believes are the most important to understanding the assumptions and judgments incorporated in our financial results and forecasts and involve a significant level of estimation uncertainty.”
Removed heading “Public Offering and Uplisting to Nasdaq”
Removed heading “License and Services Agreement”
Removed heading “Master Services Agreement”
Removed heading “Convertible Promissory Notes Offering”
Removed heading “Changes in Fair Value of future equity obligations”
Removed heading “Other Income, Net”
Largest changes
“•Liquidity, and Capital Resources – An analysis of changes in our balance sheets and cash flows and a discussion of our financial condition and potential sources of liquidity.”see in full comparison
“The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included in Part II, Item 8. “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.”see in full comparison
“•Critical Accounting Estimates – Accounting estimates that management believes are the most important to understanding the assumptions and judgments incorporated in our financial results and forecasts and involve a significant level of estimation uncertainty.”see in full comparison
“We are also a “smaller reporting company,” as defined in Item 10(f) of Regulation S-K, and we will remain a smaller reporting company until the last day of the fiscal year in which (1) the market value of our common stock held by non-affiliates equals or exceeds $250 million as of the prior June 30, or (2) our annual revenues equaled or exceeded $100 million during such completed fiscal year or the market value of our common stock held by non-affiliates equals or exceeds $700 million as of the prior June 30.”see in full comparison
“•Executive Summary – Summary analysis of financial and other highlights to provide context for the discussion and analysis.”see in full comparison
“•Results of Operations – An analysis of our financial results.”see in full comparison
Full comparison: every changed paragraph (143)
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and the related notes included in Part II, Item 8. “Financial Statements and Supplementary Data,” of this Annual Report on Form 10-K.
The following discussion of the financial condition and results of operations of the Company should be read in conjunction with the financial statements and the notes to those statements included in this Annual Report on Form 10-K for the fiscal year ended December 31, 2024. Some of the information contained in this discussion and analysis including information with respect to our plans and strategy for our business, includes forward-looking statements that involve risk, uncertainties and assumptions. You should read Part I, Item 1A. Risk Factors of this report for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
Note about Forward-Looking Statements
This Annual Report on Form 10-K includes statements that constitute “forward-looking statements.” These forward-looking statements are often characterized by the terms “may,” “believes,” “projects,” “intends,” “plans,” “expects,” or “anticipates,” and do not reflect historical facts.
Specific forward-looking statements contained in this portion of the report include, but are not limited to: (i) statements that are based on current projections and expectations about the markets in which we operate, (ii) statements about current projections and expectations of general economic conditions, (iii) statements about specific industry projections and expectations of economic activity, (iv) statements relating to our future operations, prospects, results, and performance, and (v) statements that the cash on hand and additional cash generated from operations together with potential sources of cash through issuance of debt or equity will provide the Company with sufficient liquidity for the next 12 months.
Forward-looking statements involve risks, uncertainties, and other factors, which may cause our actual results, performance, or achievements to be materially different from those expressed or implied by such forward-looking statements. Factors and risks that could affect our results, future performance and capital requirements and cause them to materially differ from those contained in the forward-looking statements include those identified in the “Cautionary Note Regarding Forward-Looking Statements” and the Part 1, Item 1A. Risk Factors in this report, as well as other factors that we are currently unable to identify or quantify, but that may exist in the future.
In addition, the foregoing factors may generally affect our business, results of operations and financial position. Forward-looking statements speak only as of the date the statements were made. We do not undertake and specifically decline any obligation to update any forward-looking statements. Any information contained on our website www.serverobotics.com or any other websites referenced in this report are not part of this report.
Our Company
We are on a mission to deliver a sustainable future by transforming how goods move among people. Serve has developed an advanced, AI-powered robotics mobility platform, with last-mile delivery in cities as its first application. We are an operating company which has experienced losses since our inception. Our sources of cash to date have been capital investments by stockholders.
TheIn addition to our historical consolidated financial information, the following discussion contains forward-looking statements,statements asthat reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed above.in Pleasethe seeforward-looking statements. You should review the sections entitledtitled “Cautionary NoteStatement Regarding Forward-Looking Statements” and Part I, Item 1A. “Risk Factors in this reportFactors,” for a discussion of factors that could cause actual results to differ materially from the uncertainties,results risksdescribed andin assumptionsor associatedimplied withby thesethe forward-looking statements.statements contained in this Annual Report on Form 10-K.
Our principal offices are located at 730 Broadway, Redwood City, CA 94063, our telephone number is (818) 860-1352 and our corporate website (which does not form part of this report) is located at www.serverobotics.com.
We are engaged in developing technologies intended to enable sustainable, autonomous robotic solutions for public spaces. Serve has developed an advanced, AI-powered robotics mobility platform that integrates proprietary hardware, AI, computer vision, and cloud-based fleet management software to enable autonomous operation in complex, real-world environments. We design, engineer, deploy, and operate low-emission robotic systems built on this platform.
Serve is shaping the future of sustainable, self-driving delivery. While food delivery remains our primary commercial application, we are expanding our platform into adjacent markets, customer segments, and operating environments where autonomous mobility can address labor constraints, improve service levels, and reduce emissions. We intend to leverage our core autonomy stack, fleet management infrastructure, and operational expertise to support additional use cases across both outdoor and indoor settings.
Our core technology originated in 2017 as a specialized project within Postmates, one of the pioneering food delivery startups in the United States. As of December 31, 2025, our fleet consisted of over 2,000 sidewalk delivery robots. We maintain platform-level integrations with major food delivery platforms, including Uber Eats and DoorDash, enabling real-time order dispatch, robot status updates, and operational coordination.
In addition to delivery revenue, we are developing supplementary revenue streams, including on-robot advertising and branding, fleet data monetization, and software licensing opportunities.
We plan to extend our autonomous mobility platform into indoor environments, including healthcare and other commercial settings. These initiatives are intended to broaden our addressable market beyond outdoor food delivery and reflect our strategy to deploy our AI-enabled robotics platform across multiple verticals. We expect to leverage complementary technologies, domain expertise, and commercial relationships to enhance product capabilities, accelerate deployment opportunities, and support scalable, recurring revenue growth over time.
For the year ended December 31, 2025 and 2024, we generated revenues of $2.7 million and $1.8 million, respectively, and reported net loss of $101.4 million and $39.2 million, respectively.
As noted in our consolidated financial statements, as of December 31, 2025, we had an accumulated deficit of $208.9 million.
On July 31, 2023, Patricia Acquisition Corp., Acquisition Sub, and Serve entered into a Merger Agreement. Pursuant to the terms of the Merger Agreement, on the Closing Date, Acquisition Sub merged with and into Serve, with Serve continuing as the surviving corporation and our wholly owned subsidiary. As a result of the Merger, we acquired the business of Serve and will continue the existing business operations of Serve as a public reporting company under the name Serve Robotics Inc. On the Closing Date, Serve’s predecessor was renamed Serve Operating Co.
The Merger was treated as a recapitalization and reverse acquisition for us for financial reporting purposes, and Serve is considered the acquirer for accounting purposes. As a result of the Merger and the change in our business and operations, a discussion of the past financial results of Patricia Acquisition Corp. is not pertinent, and under applicable accounting principles, the historical financial results of Serve, the accounting acquirer, prior to the Merger are considered our historical financial results.
Our discussion and analysis are organized as follows:
•Executive Summary – Summary analysis of financial and other highlights to provide context for the discussion and analysis.
•Results of Operations – An analysis of our financial results.
•Liquidity, and Capital Resources – An analysis of changes in our balance sheets and cash flows and a discussion of our financial condition and potential sources of liquidity.
•Critical Accounting Estimates – Accounting estimates that management believes are the most important to understanding the assumptions and judgments incorporated in our financial results and forecasts and involve a significant level of estimation uncertainty.
Serve Robotics
Serve is shaping the future of sustainable, self-driving delivery. We design, develop, and operate low-emissions robots that serve people in public spaces, starting with food delivery. Starting in 2017, our core technology was developed by our co-founders and a majority of our product and engineering team in San Francisco, California as a special project within Postmates, one of the pioneering food delivery startups in the United States.
Because we started this project within a food delivery company, our team comes with a depth of combined expertise in food delivery, automation, and robotics.
Our expertise positions us to service the growing on-demand delivery market, including food delivery, where approximately half of all deliveries are less than 2.5 miles and well-suited to delivery by sidewalk robots. We provide a robotic delivery experience that delights customers, improves reliability for merchants, and reduces traffic congestion and eliminates vehicle emissions. At scale, our delivery robots can complete deliveries at lower cost than human couriers, making on-demand delivery more affordable and accessible in areas we operate.
Securities Purchase Agreement (October 2025)
On JanuaryOctober 7,10, 2025, the Company entered into a securities purchase agreement with a certain institutional investorinvestors pursuant to which the Company agreed to issue and sell, in a registered direct offeringoffering, an aggregate of 4,210,5256,250,000 shares of the Company’s common stock, $0.0001 par value per share at a price of $19.00$16.00 per Share.share. The gross proceeds to the Company from the Registeredregistered Directdirect Offeringoffering were approximately $80$100.0 million, before deducting the placement agents’ fees and other offering expenses payable by the Company.
Acquisition of Vayu Robotics, Inc.
On August 15, 2025, the Company acquired all of the issued and outstanding equity of Vayu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.
Acquisition of Voysys AB
On April 1, 2025, the Company acquired from Phantom Auto Inc. all of the issued and outstanding equity of Voysys AB (“Voysys”), which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.
Securities Purchase Agreement (January 2025)
On January 7, 2025, the Company entered into a securities purchase agreement with a certain institutional investor pursuant to which the Company agreed to issue and sell, in a registered direct offering an aggregate of 4,210,525 shares of the Company’s common stock, $0.0001 par value per share at a price of $19.00 per share. The gross proceeds to the Company from the Registered Direct Offering were approximately $80.0 million, before deducting the placement agents’ fees and other offering expenses payable by the Company.
Public Offering and Uplisting to Nasdaq
On April 17, 2024, we entered into an underwriting agreement with Aegis Capital Corp. (“Aegis”) in connection with the public offering of 10,000,000 shares of our common stock, par value $0.0001, at a public offering price of $4.00 per share (the “Offering”). The Company’s net proceeds from the Offering, after deducting the underwriting discount and other estimated offering expenses payable by the Company, were approximately $35.8 million. As a result of the Offering, the Company’s common stock was approved for listing on The Nasdaq Capital Market and commenced trading under the ticker symbol “SERV” beginning on April 18, 2024.
License and Services Agreement
On February 20, 2024, Serve entered into a License and Services Agreement (the “LSA”) with Magna as a part of a strategic partnership with Magna. Pursuant to the LSA, Serve, as an independent contractor of Magna, agreed to (i) grant a non-exclusive royalty-free license to the Serve AMR Technology in the Licensed Fields of Use (each as defined in the LSA) to Magna and its affiliates and (ii) provide all reasonable engineering, technical and related support services that Magna may request from time to time in writing and in furtherance of commercialization of the Serve AMR Technology and products (including software) using, practicing, or incorporating the Serve AMR Technology, and manufactured using, practicing or incorporating the Serve AMR Technology (such services and support, the “Development Services”). Except as expressly set forth in the LSA, any Development Services shall be provided under the MSA (as defined below) and, if expired or terminated, under terms and conditions that are consistent with the terms therein. The term of the LSA will continue unless terminated by either party pursuant to and in accordance with the terms and conditions set forth in the LSA.
Master Services Agreement
On February 1, 2024, Serve entered into a Master Services Agreement (the “MSA”) with Magna, retroactively effective as of January 15, 2024 (the “Effective Date”). Pursuant to the MSA, Serve agreed to provide certain services to Magna as described in one or more statements of work (“SOWs”). Such SOWs will contain a description of the scope, the time to be spent on performance, the fees to be paid to Serve, the functional requirements and technical specifications and, to the extent applicable, the timetable, schedule or milestones for the performance of the requested services. Serve and Magna entered into the first SOW on the Effective Date. The term of the MSA commenced on the Effective Date and will continue for a term of three months, unless terminated earlier or mutually extended in accordance with its terms.
In connection with the strategic partnership with Magna, on February 7, 2024, we issued the Magna Warrant to purchase up to 2,145,000 shares of our common stock, subject to adjustments as provided therein, at an exercise price of $0.01 per share. The Magna Warrant was issued pursuant to a production agreement executed in connection with the MSA between the parties in April 2024 whereby Magna will assist the Company in assembly of robotic delivery vehicles.
The Magna Warrant is exercisable in two equal tranches: (i) the first tranche became exercisable on in May 2024; and (ii) the second tranche became exercisable in December 2024.
The Magna Warrant Shares that may be issued pursuant to the exercise of the Magna Warrant were offered and sold in a transaction exempt from registration under the Securities Act in reliance on Section 4(a)(2) of the Securities Act.
Convertible Promissory Notes Offering
At an initial closing on January 2, 2024 and subsequent closings on January 12, 2024, January 22, 2024 and January 26, 2024, we issued to certain accredited investors convertible promissory notes, for which the Company received an aggregate of $5 million in proceeds. The convertible promissory notes bear interest at a rate of 6% per year, compounded annually, due and payable upon request by each investor on or after the 12-month anniversary of the original issuance date of each note. The Company may not prepay or repay the notes in cash without the consent of the investors.
Overall Demand for Last-mile Delivery on Partner Platforms.Platforms
Customer Concentration.Concentration
A significant portion of our revenue is concentrated with a limited number of customers. The following table represents the concentration of revenue for all customers that accounted for more than 10% of our revenues for the years ended December 31, 2025 and 2024:
A significant portion of our accounts receivable is concentrated with a limited number of customers. The following table represents the concentration of accounts receivable for all customers that account for more than 10% of our total accounts receivable as of December 31, 2025 and 2024:
There are inherent risks whenever a large percentage of total revenues and accounts receivable are concentrated with a limited number of customers. The loss of any or all of these customers could have a negative impact on our planned operations.
We currently have a limited number of customers. Sales to Magna and Uber represented 65% and 26% of our revenues for the year ended December 31, 2024, respectively. If Magna or Uber were to breach, cancel, or amend our agreements, it may have an outsized effect on our revenue, cash on hand, and profitability. Our business development team is actively pursuing new delivery and branding customers to diversify our customer base.
Inflation and Market Considerations; Availability of Materials, Labor & Services.Services
We consider most on-demand purchases as discretionary spending for consumers, and we are therefore susceptible to changes in discretionary spending patterns and economic slowdowns in the geographic areas in which merchants on our partners’ platforms operate and in the economy at large. Discretionary consumer spending can be impacted by general economic conditions, unemployment, consumer debt, inflation, rising gasoline prices, interest rates, consumer confidence,confidence and other macroeconomic factors. Inflation can lead to increased cost of material and labor for restaurants and merchants who may in turn raise prices on the itemitems they sell and result in a reduction in demand for those items. To the extent inflation reduces economic activity and consumer demand for items we deliver, it could negatively impact our financial results. Continued uncertainty in or a worsening of the economy, generally or in a number of our markets, and consumers’ reactions to these trends could adversely affect our business and cause us to, among other things, reduce the number and frequency of new market openings or cease operations in existing markets. It is important to note, however, thatHowever, inflation can also serve as a tailwind that wouldmay accelerate the adoption of automated robotic last-mile deliverydelivery, as labor becomes more expensive and drives up the cost of delivery by humans.
Intellectual Property.Property
We rely on patented and non-patented proprietary information relating to product development, manufacturing capabilities, and other core competencies of our business. Protection of intellectual property is critical. Therefore, steps such as additional patent applications, confidentiality, and non-disclosure agreements, as well as other security measures are important. While we believe we have a strong patent portfolio and there is no actual or,is, to our knowledge, no actual or threatened litigation against us for patent-related matters, litigation or threatened litigation is a common method to effectively enforce or protect intellectual property rights. Such action may be initiated by or against us and would require significant management time and expenses.expense.
Supply Chain Constraints.Constraints
We cannot be sure whether global supply chain shortages will impactaffect our future robot build plans. In order to mitigate supply chain risks, we may need to incur higher costs to secure available inventory and place non-cancelable purchase commitments with our suppliers, which could introduce inventory risk if our forecasts and assumptions prove inaccurate. Higher costs of components would impactaffect our cash runway and delays in the manufacturing of our robots would push out our revenue forecasts.
What changed in the latest 10-Q
Risk Factors
New heading “Summary Risk Factors”
New heading “Risks Related to Our Business and Operations”
New heading “Risks Related to Our Products and Technology”
New heading “Risks Related to Intellectual Property”
New heading “Risks Related to Cybersecurity and Privacy”
New heading “Risks Related to Our Industry and External Environment”
New heading “Risks Related to Our Regulatory Environment”
New heading “Risks Related to Ownership of Our Common Stock”
New heading “Risks Related to Our Business and Operations”
New heading “We are an early-stage company with minimal revenue, a history of losses, and a limited operating history, which may make it difficult to evaluate the future of our business and prospects, and we cannot assure you that we will be able to operate profitably.”
New heading “If we fail to execute our business strategy to expand our addressable market and effectively manage our growth, we may not be able to design, develop, manufacture, market and launch new generations of our robotic systems successfully, which could negatively impact our long-term growth prospects.”
New heading “We have acquired, and may in the future acquire, other companies, employee teams, or technologies, which could divert our management’s attention, result in additional indebtedness or dilution to our stockholders, or otherwise disrupt our operations and adversely affect our operating results.”
New heading “Our use of AI and machine learning technologies introduces new risks and uncertainties.”
New heading “If we fail to develop AI solutions and services that meet our customers’ and our own internal needs, we may fail to realize the anticipated benefits of our investments in AI or lose our competitive advantage, which could adversely affect our business, financial condition and results of operations.”
New heading “Our international operations and plans to expand such operations present challenges and may expose us to new and heightened risks.”
New heading “If we are not successful in expanding and sustaining our international business, we may incur additional losses and our revenue growth could be harmed.”
New heading “Litigation or legal proceedings could expose us to significant liabilities, occupy a considerable amount of our management’s time and attention, and damage our reputation.”
New heading “Our management team has broad discretion in making strategic decisions to execute our growth plans, and there can be no assurance that our management’s decisions will result in successful achievement of our business objectives or will not have unintended consequences that negatively impact our growth prospects.”
New heading “Our management as a group has limited experience operating a publicly traded company.”
New heading “Our directors may be engaged in a range of business activities that could result in conflicts of interest.”
New heading “Our failure to attract and retain highly qualified personnel in the future could harm our business.”
New heading “A significant portion of our revenue is concentrated with a small number of customers.”
New heading “Failure to retain existing or attract future partnerships with merchants and consumers could have an effect on our revenue, revenue growth and margins, and our business, financial condition and results of operations could be adversely affected.”
New heading “We have limited experience commercializing our products at a large scale and may not be able to do so efficiently or effectively.”
New heading “Our ability to deploy, operate and scale our Moxi robots depends on hospital access, operational practices and financial health, which can change and may be outside our control.”
New heading “We will require significant capital to fund our operations and growth, and financing may not be available when needed or on acceptable terms. Additionally, any equity or equity‑linked financing could dilute our stockholders, and any debt financing could impose restrictive covenants and increase our financial obligations.”
New heading “Earnout or other contingent consideration from acquisitions may not be attained and could adversely affect our business, financial condition, results of operations and cash flows.”
New heading “We may be unable to adequately control the costs associated with our operations.”
New heading “An impairment of the value of our goodwill, definite-lived intangible assets, or other long-lived assets could have a material adverse effect on our financial statements.”
New heading “Risks Related to Our Products and Technology”
New heading “Our robots rely on sophisticated software technology that may incorporate third-party components and networks to operate.”
New heading “The benefits to customers of our products could be supplanted by other technologies or solutions or competitors’ products that utilize similar technology to ours in a more effective way.”
New heading “If we cannot adapt to evolving technology or customer demands in a timely and cost-effective manner, our ability to sustain and grow our business may be adversely affected.”
New heading “The benefits of our products to customers and projected return on investment have not been substantiated through long-term trials or use.”
New heading “Defects, glitches, or malfunctions in our products could compromise the performance of our products, lead to injury or property damage, and result in product recalls or lower than expected return on investment for customers, each of which could adversely affect our results of operations, financial condition and our reputation.”
New heading “Because our robots operate in public spaces, safety incidents arising from human supervision, connectivity issues, third-party software or automation could cause injury, trigger recalls or result in uninsured product liability and warranty claims that adversely affect our business.”
New heading “Misuse of our delivery robots and related technology could harm our reputation and result in litigation, regulatory enforcement actions or reduced demand for our products and services.”
New heading “We develop and utilize products that create exposure to potential product liability, warranty liability, and personal injury claims and litigation, and insurance coverage may be inadequate or unavailable to cover any losses we incur.”
New heading “Misuse of our robots for illegal purposes, including the transportation of controlled substances or other contraband, could expose us to civil liability, criminal investigation, regulatory action, and reputational harm.”
New heading “Accessibility concerns or failure to comply with disability access laws may result in claims, operational restrictions, or reputational harm.”
New heading “Even if we successfully market our robotic systems, the purchase or subscription, adoption and use of these systems may be materially and negatively impacted if our customers resist their use and adoption.”
New heading “We are substantially reliant on our relationships with suppliers and service providers for the parts and components in our robots, as well as for the manufacture of our robots, and disruptions or loss of these partners could delay production and harm our business.”
New heading “Severe weather conditions and climate change could have a material adverse impact on our business by negatively impacting the operations of our robots.”
New heading “The inability of our supply chain to deliver certain key electrical components, such as semiconductors, could materially adversely affect our business, financial condition and results of operations.”
New heading “We, any manufacturing partners and suppliers may rely on complex machinery for production, which involves a significant degree of risk and uncertainty in terms of operational performance and costs.”
New heading “Consolidation in the healthcare industry could have an adverse effect on our business, financial condition or results of operations.”
New heading “Risks Related to Intellectual Property”
New heading “If we cannot protect, maintain and enforce our intellectual property rights, our competitive position and business could be adversely affected.”
New heading “We may be subject to claims of infringement of third-party intellectual property rights.”
New heading “Because our video and LiDAR licensing model is new and operates within an evolving legal and commercial framework, we may be unable to generate recurring revenue at expected levels, which could impair our planned data licensing revenue stream.”
New heading “Risks Related to Cybersecurity and Privacy”
New heading “Security breaches and other disruptions could compromise our proprietary information and expose us to liability, including class action litigation and regulatory penalties, which would cause our business and reputation to suffer.”
New heading “We are subject to cybersecurity risks to our robot fleet, operational systems, security systems, infrastructure, integrated software in our products and data processed by us or third-party vendors.”
New heading “Unauthorized access to or misuse of the data we sell or license could expose us to liability and harm our business.”
New heading “We are subject to evolving laws, regulations, standards, policies and contractual obligations related to privacy and security laws and regulations, and our actual or perceived failure to comply with such obligations could result in litigation, harm our reputation, subject us to significant fines and liability, or otherwise adversely affect our business, prospects, financial condition and operating results.”
New heading “Because we operate our Moxi robots in hospitals, we may face evolving and uncertain regulatory and compliance requirements that could restrict or delay deployments, increase costs and materially harm our business, financial condition and results of operations.”
New heading “Our internal use of AI, generative AI, and machine learning tools may expose us to heightened cybersecurity risks.”
New heading “Risks Related to our Industry and External Environment”
New heading “Unfavorable changes in interest rates and foreign currency exchange rates may adversely affect our financial condition, liquidity and results of operations.”
New heading “Our business depends on discretionary spending patterns in the areas in which the restaurants on our partners’ platforms operate and in the economy at large. Economic downturns or other events (like widespread health/pandemic outbreaks) impacting the United States and global economy could materially adversely affect our results of operations.”
New heading “Inflationary pressures may increase our operating costs and adversely affect our business, financial condition and results of operations.”
New heading “We operate in a competitive industry that is subject to rapid technological change, and competitors may have or attain more resources and/or greater market recognition than we do.”
New heading “If use of the internet via websites, mobile devices and other platforms, particularly with respect to online food ordering, does not continue, our business and growth prospects will be harmed.”
New heading “Our products and services are disruptive, and important assumptions about the market demand, pricing, adoption rates and sales cycle, for our current and future products and services may be inaccurate.”
New heading “Adverse developments affecting the financial services industry, such as actual events or concerns involving liquidity, defaults, or non-performance by domestic and international financial institutions or transactional counterparties, could adversely affect our business, financial condition and results of operations.”
New heading “We are dependent on general economic conditions.”
New heading “We face risks related to natural disasters, health epidemics and other outbreaks, which could significantly disrupt our operations.”
New heading “Risks Related to our Regulatory Environment”
New heading “Tariffs imposed by the United States and other countries, as well as changing trade relations, regional and international conflicts, and political conditions could have a material adverse effect on our business and results of operations.”
New heading “Use of emerging technologies like AI, machine learning and generative AI, will require us to navigate an uncertain legal and regulatory landscape, and failure to comply with these rapidly evolving laws and regulations may negatively impact our ability to grow our business.”
New heading “Evolving privacy, data protection, and AI regulation may restrict our ability to collect, process, and license video and LiDAR datasets, increase our compliance costs or expose us to investigations, fines or litigation.”
New heading “We may become subject to new or changing governmental regulations relating to the design, manufacturing, marketing, distribution, servicing or use of our products, including as a result of climate change, and a failure to comply with such regulations could have an adverse effect on our business operations.”
New heading “Foreign and domestic antitrust laws could significantly affect our ability to expand our business through acquisitions, joint ventures or other strategic transactions.”
New heading “We are subject to domestic and foreign anti-corruption and anti-money laundering laws and regulations. We can face criminal liability and other serious consequences for violations, which can harm our business, prospects, financial condition and operating results.”
New heading “The evolving regulations around personal delivery devices (or public mobile robots), could materially impact our business and growth prospects in new markets.”
New heading “Expanding our products, services, and geographic footprint may subject us to additional and evolving regulatory, licensing, and compliance obligations.”
New heading “Changes to tax laws or exposure to additional tax liabilities may have a negative impact on our operating results.”
New heading “Risks Related to Ownership of Our Common Stock”
New heading “The market price and trading volume of our common stock may be volatile and could decline significantly.”
New heading “We are obligated to develop and maintain proper and effective internal control over financial reporting. If we fail to develop and maintain an effective system of disclosure controls and internal control over financial reporting, our ability to produce timely and accurate financial statements or comply with applicable laws and regulations could be impaired. In addition, the presence of a material weakness increases the risk of material misstatement of the consolidated financial statements.”
New heading “We are an emerging growth company and a smaller reporting company, and any decision on our part to comply only with certain reduced reporting and disclosure requirements applicable to emerging growth companies and smaller reporting companies could make our common stock less attractive to investors.”
New heading “Anti-takeover provisions in our charter documents and under Delaware law could make an acquisition of us, which may be beneficial to our stockholders, more difficult and may prevent attempts by our stockholders to replace or remove our current management.”
New heading “We do not intend to pay dividends for the foreseeable future and, as a result, your ability to achieve a return on your investment will depend on appreciation in the price of our common stock.”
Largest changes
“Acquisitions and strategic investments as part of our growth strategy could subject us to enhanced scrutiny under U.S. and foreign antitrust and competition laws and foreign investment review regimes. Certain transactions may require premerger notification and clearance (including under the Hart-Scott-Rodino Antitrust Improvements Act in the United States) and reviews by other regulators, which can result in lengthy investigations, extensive information requests, operational restrictions, or injunctions that delay or prevent closing. …”see in full comparison
“Evolving privacy, data protection, and AI regulation may restrict our ability to collect, process, and license video and LiDAR datasets, increase our compliance costs or expose us to investigations, fines or litigation.”see in full comparison
“Any violations of the laws and regulations described above may result in whistleblower complaints, adverse media coverage, investigations, substantial civil and criminal fines and penalties, damages, settlements, prosecution, enforcement actions, imprisonment, the loss of export or import privileges, suspension or debarment from government contracts, tax reassessments, breach of contract and fraud litigation, reputational harm and other consequences, any of which could adversely affect our business, prospects, financial condition and operating results. …”see in full comparison
“We publish privacy policies and other documentation regarding our collection, processing, use and disclosure of personal information and/or other confidential information. Although we endeavor to comply with our published policies and other documentation, we may at times fail to do so or may be perceived to have failed to do so. Moreover, despite our efforts, we may not be successful in achieving compliance, including if our employees, contractors, service providers or vendors fail to comply with our published policies and documentation. …”see in full comparison
“Security breaches and other disruptions could compromise our proprietary information and expose us to liability, including class action litigation and regulatory penalties, which would cause our business and reputation to suffer.”see in full comparison
“Actual events involving reduced or limited liquidity, defaults, non-performance or other adverse developments that affect domestic and international financial institutions or other companies in the financial services industry or the financial services industry generally, or concerns or rumors about any events of these kinds, have in the past and may in the future lead to market-wide liquidity problems. However, investor concerns regarding the U.S. …”see in full comparison
Full comparison: every changed paragraph (344)
Investment in our stock involves a high degree of risk. You should consider carefully the risks described below, together with other information in this Quarterly Report on Form 10-Q and our other filings with the SEC, before making investment decisions regarding our stock. If any of the following risks and uncertainties, or if any other risks and uncertainties, actually occurs, our business, financial condition, or operating results could differ materially from the plans, projections, and other forward-looking statements included in Part I, Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Quarterly Report on Form 10-Q and in our other public filings. In addition, if any of the following risks and uncertainties, or if any other risks and uncertainties, actually occurs, our business, financial condition, or operating results could be harmed substantially, which could cause the market price of our stock to decline, perhaps significantly. Moreover, the risks described below are not the only ones that we face. Additional risks not presently known to us or that we currently deem immaterial may also affect our business, operating results, prospects or financial condition.
Summary Risk Factors
Our business is subject to a number of risks, including risks that may prevent us from achieving our business objectives or may adversely affect our business, financial condition, results of operations, cash flows, and prospects. These risks are discussed more fully below and include, but are not limited to, risks related to:
Risks Related to Our Business and Operations
•our status as an early-stage company with minimal revenue, a history of losses, and a limited operating history, which may make it difficult to evaluate the future of our business and prospects;
•our ability to execute our business strategy to expand our addressable market and effectively manage our growth;
•our use of AI and machine learning technologies, which introduces new risks and uncertainties related to accuracy, bias, intellectual property, and regulatory scrutiny;
•our ability to expand and sustain our international business;
•our ability to commercialize our products at a large scale efficiently and effectively;
•our substantial reliance on relationships with suppliers and service providers for the parts and components in our robots, as well as for the manufacture of our robots;
•our ability to attract and retain highly qualified personnel, including engineers, robotics experts, and machine learning specialists; and
•the requirement for significant capital to fund our operations and growth, and the risk that financing may not be available when needed or on acceptable terms.
Risks Related to Our Products and Technology
•our robots’ reliance on sophisticated software technology that incorporates third-party components and networks to operate;
•our ability to adapt to evolving technology or customer demands in a timely and cost-effective manner;
•potential defects, glitches, or malfunctions in our products that could compromise performance, lead to injury or property damage, and result in product recalls or product liability claims;
•safety incidents arising from human supervision, connectivity issues, third-party software, or automation that could cause injury, trigger recalls, or result in uninsured product liability and warranty claims;
•misuse of our delivery robots and related technology;
•accessibility concerns or failure to comply with disability access laws may result in claims, operational restrictions, or reputational harm; and
•the inability of our supply chain to deliver certain key electrical components, such as semiconductors.
Risks Related to Intellectual Property
•our ability to protect, maintain, and enforce our intellectual property rights;
•potential claims of infringement of third-party intellectual property rights; and
•the unproven nature of our video and LiDAR licensing model and our ability to generate recurring revenue at expected levels.
Risks Related to Cybersecurity and Privacy
•security breaches and other disruptions that could compromise our proprietary information and expose us to liability;
•cybersecurity risks to our operational systems, security systems, infrastructure, integrated software in our products, and data processed by us or third-party vendors;
•evolving laws, regulations, standards, policies, and contractual obligations related to privacy and data security, including the CCPA, BIPA, GDPR, and HIPAA; and
•our internal use of AI, generative AI, and machine learning tools that may expose us to heightened cybersecurity risks.
Risks Related to Our Industry and External Environment
•unfavorable changes in interest rates, foreign currency exchange rates, and inflationary pressures that may increase our operating costs;
•our dependence on discretionary spending patterns in the areas in which we operate and in the economy at large;
•competition in an industry subject to rapid technological change, where competitors may have or attain more resources and greater market recognition than we do; and
•important assumptions about the market demand, pricing, adoption rates, and sales cycle for our current and future products and services being inaccurate.
Risks Related to Our Regulatory Environment
•tariffs imposed by the United States and other countries, as well as changing trade relations, regional and international conflicts, and political conditions;
•the use of emerging technologies like AI, machine learning, and generative AI requiring us to navigate an uncertain legal and regulatory landscape;
•evolving privacy, data protection, and AI regulation that may restrict our ability to collect, process, and license video and LiDAR datasets;
•the evolving regulations around personal delivery devices, which could materially impact our business and growth prospects in new markets; and
•compliance with complex laws and regulations in multiple jurisdictions, including product safety, data privacy, healthcare, and environmental regulations.
Risks Related to Ownership of Our Common Stock
•the market price and trading volume of our common stock may be volatile and could decline significantly; and
•our obligation to develop and maintain proper and effective internal control over financial reporting, and the presence of material weaknesses that increase the risk of material misstatement of our consolidated financial statements.
Risks Related to Our Business and Operations
We are an early-stage company with minimal revenue, a history of losses, and a limited operating history, which may make it difficult to evaluate the future of our business and prospects, and we cannot assure you that we will be able to operate profitably.
We are an early-stage company. We were formed and commenced operations in January 2021. We face all the risks faced by newer companies, including significant competition from existing and emerging competitors, some of which are established and have better access to capital. In addition, as a new business, we may encounter unforeseen expenses, difficulties, complications, delays, and other known and unknown factors. We will need to transition from an early-stage company to a company capable of supporting larger scale commercial activities. If we are not successful in such a transition, our business, results, and financial condition will be harmed.
We have a limited operating history, which may make it difficult to evaluate the future of our business and prospects. Any evaluation of our business and our prospects must be considered in light of the uncertainties, delays, difficulties and expenses commonly experienced by companies at this stage, which generally include unanticipated problems and additional costs relating to the development and testing of products, product approval or clearance, regulatory compliance, production, product introduction and marketing, and competition.
We have not been profitable to date, and we expect operating losses for the near future. During the years ended December 31, 2025 and 2024, we generated revenue of $2.7 million and $1.8 million, respectively, and incurred a net loss of $101.4 million and $39.2 million, respectively. Our losses are driven mainly by our investments in research and development costs, and there can be no assurance that we will not continue to incur net losses in the future. We may not succeed in expanding our customer base and product offerings and even if we do, may never generate revenue that is significant enough to achieve profitability. Even if we do achieve profitability, we may not be able to sustain or increase profitability on a quarterly or annual basis. Furthermore, we may not be able to control overhead expenses even if our operations successfully expand. Our failure to become and remain profitable would depress our value and could impair our ability to raise capital, expand our business, diversify our product offerings, or even continue our operations.
As a company with a limited operating history, it is difficult to accurately forecast our revenues and operating results, and these could fluctuate in the future due to a number of factors. These factors may include adverse changes in companies’ interests in our robotic and branding services, companies’ available dollars to invest in our services, general economic conditions, our ability to market our company to other companies, headcount and other operating costs, and general industry and regulatory conditions and requirements. Our operating results may fluctuate from year to year due to the factors listed above and others not listed, which may make it difficult to evaluate the future of our business and prospects. At times, these fluctuations may be significant and could impact our ability to operate our business. There can be no assurance that our efforts will be successful or that we will ultimately be able to attain profitability.
If we fail to execute our business strategy to expand our addressable market and effectively manage our growth, we may not be able to design, develop, manufacture, market and launch new generations of our robotic systems successfully, which could negatively impact our long-term growth prospects.
We intend to invest significantly in order to expand our business. Any failure to manage our growth effectively could materially and adversely affect our business, prospects, financial condition and results of operations. We expect our expansion to include:
•expanding our management, engineering, and product teams;
•identifying and recruiting individuals with the appropriate relevant experience;
•launching commercialization of new products and services;
•forecasting production and revenue;
•entering into relationships with one or more third-party design for manufacturing partners and third-party contract manufacturers and/or expanding our internal manufacturing capabilities;
•controlling expenses and investments in anticipation of expanded operations;
•carrying out acquisitions and entering into collaborations, in-licensing arrangements, joint ventures, strategic alliances or partnerships;
•expanding and enhancing internal information technology, safety, and security systems;
•conducting demonstrations;
Management's Discussion & Analysis (MD&A)
New heading “Comparison of Results of Operations for the six months ended June 30, 2026 and 2025”
Removed heading “Securities Purchase Agreement (October 2025)”
Removed heading “Acquisition of Vayu Robotics, Inc.”
Largest changes
“Comparison of Results of Operations for the six months ended June 30, 2026 and 2025”see in full comparison
“On February 17, 2026, the Company acquired all of the issued and outstanding equity of Vebu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.”see in full comparison
“On August 15, 2025, the Company acquired all of the issued and outstanding equity of Vayu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.”see in full comparison
“On February 17, 2026, the Company acquired all of the issued and outstanding equity of Vebu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion on the purchase price and the acquisition’s impact on Serve’s liquidity.”see in full comparison
Full comparison: every changed paragraph (52)
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and the related notes included in Part I, Item 1. “Financial Statements,” of this Quarterly Report on Form 10-Q and our audited consolidated financial statements included in our 2025 Annual Report on Form 10-K.10-K for the year ended December 31, 2025. In addition to historical consolidated financial information, the following discussion contains forward-looking statements that reflect our plans, estimates, and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Please also see the sections titled “Special Note Regarding Forward-Looking Statements” for a discussion of forward-looking statements and Part II, Item 1A,1A. “Risk Factors” for a discussion of factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis and elsewhere in this Quarterly Report on Form 10-Q.
As of March 31, 2026, our fleet consisted of over 2,000 autonomous delivery robots operating across a diverse set of environments, with a combined footprint spanning multiple cities and states. Our robots operate daily across these environments, generating proprietary data that continuously improves our AI models and enhances the performance, safety, and capabilities of the platform.
We maintain platform-level integrations with major delivery providers, including Uber Eats and DoorDash, enabling real-time order dispatch, robot coordination, and operational management. In addition to fleet-based service revenue, we are expanding our monetization model to include on-robot advertising and branding, software services, data-related offerings, and other recurring revenue streams.
Our core technology originated in 2017 as a specialized project within Postmates. Since then, we have expanded from a single-market deployment to a scaled, multi-market, and now multi-domain platform. We believe our ability to operate robots across different environments, combined with the data generated from those operations, strengthens our autonomy platform and supports the long-term development of a broader robotics ecosystem.
Financial OverviewHighlights
For the three months ended MarchJune 31,30, 2026 and 2025, we generated revenues of $3.0$3.2 million and $0.4$0.6 million, respectively, and reported net losses of $49.0$64.1 million and $13.2$20.9 million, respectively. For the six months ended June 30, 2026 and 2025, we generated revenues of $6.2 million and $1.1 million, respectively, and reported net losses of $113.1 million and $34.1 million, respectively.
As noted in our unaudited condensed consolidated financial statements, as of MarchJune 31,30, 2026, we had an accumulated deficit of $257.9$322.0 million.
On February 17, 2026, the Company acquired all of the issued and outstanding equity of Vebu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.
On January 27, 2026, the Company acquired all of the issued and outstanding equity of Diligent, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion onof the purchase price and the acquisition’s impact on Serve’sthe Company’s liquidity.
On February 17, 2026, the Company acquired all of the issued and outstanding equity of Vebu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion on the purchase price and the acquisition’s impact on Serve’s liquidity.
Securities Purchase Agreement (October 2025)
On October 10, 2025, the Company entered into a securities purchase agreement with certain institutional investors pursuant to which the Company agreed to issue and sell, in a registered direct offering, an aggregate of 6,250,000 shares of the Company’s common stock, $0.0001 par value per share at a price of $16.00 per share. The gross proceeds to the Company from the registered direct offering were approximately $100.0 million, before deducting the placement agents’ fees and other offering expenses payable by the Company.
Acquisition of Vayu Robotics, Inc.
On August 15, 2025, the Company acquired all of the issued and outstanding equity of Vayu, which was accounted for under the acquisition method of accounting. Refer to the “Liquidity and Capital Resources” section for discussion of the purchase price and the acquisition’s impact on the Company’s liquidity.
There are a number of industry factors that affect our business which include, among others:
Our potential for growth depends significantly on continued demand for last-mile delivery of food and other items on our partner platforms and for automation solutions from our hospital customers. The demand for last-mile delivery can fluctuate based on various market cycles andcycles, weather and local community health conditions, as well as evolving competitive dynamics,dynamics. and theThe demand for hospital-based automation solutions can fluctuate based on budget cycles, staffing levels, operational priorities, and broader healthcare industry conditions.
Our largest stream of projected revenue comes from maximizing utilization of our outdoor delivery robot fleet to perform deliveries on our partner platforms. Matching algorithms on these platforms as well as the extent of their merchant and end-customer participation in robotic delivery directly impacts the utilization rate of our robots, both of which can be challenging to predict. Our ability to gain additional partners and to generate revenue with such additional partners is dependent on numerous factors, including, among others, the partner’s consumer base and desire to use robotic delivery, along with normal-course onboarding for new partners. These uncertainties make demand difficult to forecast for us and our partners.
A significant portion of our revenue is concentrated with a limited number of customers. The following table represents the concentration of revenue for all customers that accounted for more than 10% of our revenues for the three months ended March 31, 2026 and 2025:
A significant portion of our accounts receivable is concentrated with a limited number of customers. The following table represents the concentration of accounts receivable for all customers that account for more than 10% of our total accounts receivable as of MarchJune 31,30, 2026 and December 31, 2025:
Other Income (Expense), Net
Other income (expense), net primarily includes the following items:
•Other income (expense), net.income.
•Other expenses.
Comparison of Results of Operations for the three months ended MarchJune 31,30, 2026 and 2025
The following table summarizes our operating results as reflected in our unaudited condensed consolidated statements of operations and comprehensive loss during the three months ended MarchJune 31,30, 2026 and 2025, respectively, and provides information regarding the dollar and percentage increase (or decrease) during such periods (in thousands).
Revenues increased by $2.5$2.6 million, or 578%,404%, to $3.0$3.2 million, for the three months ended MarchJune 31,30, 2026, compared with $0.4$0.6 million for the same period in 2025. This increase iswas primarily driven by a $1.7$2.0 million increase in fleet services revenue,revenue of which, $1.2 million relatesdue to theoverall additionexpansion and diversification of the indoor robot fleet and thepartnerships. The remaining increase of $0.6 million iswas aattributable resultto ofan strongincrease operationalin executionsoftware throughservices expansion of the outdoor robot fleet.revenue.
Cost of revenues increased by $10.1$8.5 million to $12.0 million for the three months ended MarchJune 31,30, 2026, compared with $1.9$3.5 million for the same period in 2025, due primarily to the substantial expansion of our robot fleet resulting from the integration of therecent indoor robot fleetacquisitions and expansion of the outdoor robot fleet.
Research and development expense increased by $12.2$11.2 million to $19.0$20.3 million for the three months ended MarchJune 31,30, 2026, compared with $6.9$9.1 million for the same period in 2025, due primarily to an increase in headcountpersonnel-related ofcosts approximately 95%, including an increase inand stock-based compensation expense, and increased software costs due to network usage.expense.
General and administrative expense increased by $10.2$16.8 million to $14.9$24.8 million for the three months ended MarchJune 31,30, 2026, compared with $4.8$8.1 million for the same period in 2025, due primarily to an approximately 140% increase in headcount,personnel-related highercosts, including stock-based compensation expense, as well as higher amortization expense relatedassociated towith acquired intangible assets, and increased professional fees largely related to acquisition activities.assets.
Operations expense increased by $5.3$5.7 million to $7.0$7.9 million for the three months ended MarchJune 31,30, 2026, compared with $1.7$2.1 million for the same period in 2025. The increase was primarily attributable to an approximately 225% increase in headcount,personnel-related costs and higher depreciation expense associated with the expansion of our robot fleet, and increased facility costs related to our entry into new markets.fleet.
Sales and marketing expenses increased by $1.6$3.8 million to $1.9$4.3 million for the three months ended MarchJune 31,30, 2026, compared with $0.2$0.5 million for the same period in 2025. This increase was primarily due to an increase in headcountpersonnel-related of approximately 220%.costs.
InterestOther income (expense) increased by $0.3$0.1 million to $2.1$1.9 million for the three months ended MarchJune 31,30, 2026, compared with $1.8 million for the same period in 2025,2025. This increase was primarily due to an increase in interest income as a result of interest earned from cash on hand and marketable securities.
Comparison of Results of Operations for the six months ended June 30, 2026 and 2025
The following table summarizes our operating results as reflected in our unaudited condensed consolidated statements of operations and comprehensive loss during the six months ended June 30, 2026 and 2025, respectively, and provides information regarding the dollar and percentage increase (or decrease) during such periods (in thousands).
Revenues increased by $5.1 million, or 475%, to $6.2 million, for the six months ended June 30, 2026, compared with $1.1 million for the same period in 2025. This increase was primarily driven by a $3.7 million increase in fleet services revenue due to overall expansion and diversification of the robot fleet and partnerships. The remaining increase of $1.4 million was attributable to an increase in software services revenue.
Cost of revenues increased by $18.6 million to $24.0 million for the six months ended June 30, 2026, compared with $5.4 million for the same period in 2025, due primarily to the integration of recent acquisitions and expansion of the outdoor robot fleet.
Research and development expense increased by $23.3 million to $39.3 million for the six months ended June 30, 2026, compared with $16.0 million for the same period in 2025, due primarily to an increase in personnel-related costs, including an increase in stock-based compensation expense, as well as increased software costs due to network usage.
General and administrative expense increased by $26.9 million to $39.8 million for the six months ended June 30, 2026, compared with $12.8 million for the same period in 2025, due primarily to an increase in personnel-related costs, including stock-based compensation expense, as well as higher amortization expense associated with acquired intangible assets and increased professional fees largely related to acquisition activities.
Operations expense increased by $11.0 million to $14.8 million for the six months ended June 30, 2026, compared with $3.8 million for the same period in 2025. The increase was primarily attributable to an increase in personnel-related costs, higher depreciation expense associated with the expansion of our robot fleet, and increased facility costs related to our entry into new markets.
Sales and marketing expenses increased by $5.5 million to $6.2 million for the six months ended June 30, 2026, compared with $0.7 million for the same period in 2025. This increase was primarily due to an increase in personnel-related costs.
Other income (expense) increased by $0.4 million to $4.0 million for the six months ended June 30, 2026, compared with $3.6 million for the same period in 2025. This increase was primarily due to an increase in interest income as a result of interest earned from cash on hand and marketable securities.
Interest expense had a negligible increase from the prior period. The change in expense was primarily related to amortization of debt discount.
Realized loss on foreign currency translation had a negligible increase for both periods. Such losses resulted from the translation of the Company’s non-U.S. transactions to U.S. dollars.
Realized loss on investments had a negligible increase from the prior period. Realized gains on investments are recognized as a result of sales of marketable securities.
Daily Active Robots. We define daily active robots as the average number of robots performing daily deliveries during the period. This metric is reflective of the total robot fleet, including both indoor and outdoor robots. Daily active robots reflect our operation team’s capacity to have active robots in the field performing delivery services or generating branding revenues. We closely monitor and strive to efficiently increase our daily active robots as we improve our autonomy and resultant human-to-robot ratios and increase the number of partners on our platform.
Daily Supply Hours. We define daily supply hours as the average number of hours our robots are readyavailable to perform daily deliveries during the period. Supply hours represent the aggregate number of robot hours per day during which we can utilize our robots for delivery.delivery, inclusive of both indoor and outdoor deliveries. Supply hours increase as we add active robots and increase the operating window of those robots in a day. We closely monitor and strive to efficiently increase our fleet’s daily supply hours.
As of MarchJune 31,30, 2026, our principal sources of liquidity were cash and cash equivalents, and marketable securities of $197.4$240.4 million, which consisted of $47.1$79.1 million in cash and cash equivalents, $140.4$156.3 million in short-term marketable securities.securities, and $9.9$5.0 million in long-term marketable securities. Cash and cash equivalents consisted of cash on deposit with banks as well as an institutional money market account. Marketable securities consisted of commercial paper, corporate bonds, U.S. government agency securities and U.S. Treasury securities.
We have generated significant operating losses from our operations as reflected in our accumulated deficit of $257.9$322.0 million as of MarchJune 31,30, 2026. We have historically funded our operations from issuance of equity and debt securities, including our initial public offering in April 2024 and subsequent equity issuances.securities. To execute on our strategic initiatives to continue to grow our business, we may incur operating losses and generate negative cash flows from operations in the future, and as a result, we may require additional capital resources. We believe our existing cash and cash equivalents and marketable securities will be sufficient to meet our working capital and capital expenditures needs for at least the next 12 months.
Our future capital expenditures will depend on many factors, including, but not limited to our growth, our ability to attract and retain customers, the continuing market acceptance of our offerings, the time and extent of spending to support our efforts to develop our platform, and the expansion of sales and marketing activities, and the timing and extent of spending for policy initiatives. Further, we may in the future enter into arrangements to acquire or invest in businesses, products, services, and technologies. We may be required to seek additional equity or debt financing. In the event that additional financing is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, our business, financial condition, and results of operations could be adversely affected.
Net cash used in operating activities was $41.4$84.7 million and $9.5$25.4 million for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively. The increase of $32.0$59.3 million primarily consisted of an increased net loss of $35.8$79.1 million, adjusted for certain non-cash items, which primarily includes an increase of $5.8$13.8 million of non-cash stock-based compensation expense and an increase of $11.5 million of depreciation and amortization expenseexpense. andThese $3.5increases million of non-cash stock-based compensation expense,were offset by a decreaseddecrease of change in operating assets and liabilities of $4.4 million.
Net cash used in investing activities was $19.6$27.7 million and $3.3$81.9 million for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively. The increasedecrease of $16.3$54.2 million was primarily due to an increase in acquisition activity of $21.4$15.8 million, offset by an increase in net proceeds offrom marketable securities of $3.3$59.0 million.
Net cash provided by financing activities was $1.9$85.3 million and $87.3$100.8 million for the threesix months ended MarchJune 31,30, 2026 and 2025, respectively. The decrease of $85.3$15.5 million primarily consisted of a decrease of $75.8$11.4 million in proceeds from exercises of warrants and a decrease of $4.4 million in proceeds from the issuance of the Company’s common stock andduring athe decrease of $11.8 million in proceeds from exercises of warrants.period.
SERV 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 11 filings (4 insiders, 8 trade dates, 196,868 shares, about $1.2M; 1 of these filings say the sales were made under a Rule 10b5-1 trading plan). Net open-market shares: -196,868 (purchases minus sales); net value about -$1.2M.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.
| Trade date | Insider | Transaction | Shares | Price | Value |
|---|---|---|---|---|---|
| 2026-10-02 | Read Brian |
Grant/award | 167,144 | — | — |
| 2026-10-02 | Parang Touraj |
Grant/award | 241,252 | — | — |
| 2026-10-02 | Kashani Ali |
Grant/award | 344,440 | — | — |
| 2026-08-19 | Read Brian |
Open-market sale | 9,700 | $4.80 | $46.6K |
| 2026-08-18 | Read Brian |
Open-market sale | 6,129 | $4.56 | $27.9K |
| 2026-08-18 | Parang Touraj |
Open-market sale | 19,810 | $4.56 | $90.3K |
| 2026-08-18 | Parang Touraj |
Open-market sale | 18,183 | $4.53 | $82.4K |
| 2026-08-18 | Kashani Ali |
Open-market sale | 45,158 | $4.56 | $205.9K |
| 2026-08-17 | Read Brian |
Open-market sale | 25,240 | $5.24 | $132.3K |
| 2026-06-22 | Lieber Andreas |
Grant/award | 20,000 | — | — |
| 2026-06-17 | Vincent Olivier |
Grant/award | 20,000 | — | — |
| 2026-06-17 | Sarafan Lily |
Grant/award | 20,000 | — | — |
| 2026-06-17 | Goldberg David Michael |
Grant/award |
20,000 | — | — |
| 2026-06-16 | Goldberg David Michael |
Open-market sale |
10,600 | $7.20 | $76.3K |
| 2026-06-10 | Read Brian |
Open-market sale | 1,496 | $7.24 | $10.8K |
| 2026-06-10 | Parang Touraj |
Open-market sale | 4,219 | $7.24 | $30.5K |
| 2026-06-10 | Kashani Ali |
Open-market sale | 15,885 | $7.24 | $115.0K |
| 2026-05-07 | Read Brian |
Open-market sale | 201 | $9.26 | $1.9K |
| 2026-05-07 | Parang Touraj |
Open-market sale | 3,888 | $9.26 | $36.0K |
| 2026-05-07 | Kashani Ali |
Open-market sale | 14,644 | $9.26 | $135.6K |
| 2026-05-06 | Read Brian |
Open-market sale | 2,790 | $9.29 | $25.9K |
| 2026-05-06 | Parang Touraj |
Open-market sale | 5,993 | $9.29 | $55.7K |
| 2026-05-06 | Kashani Ali |
Open-market sale | 11,753 | $9.29 | $109.2K |
| 2026-05-01 | Read Brian |
Open-market sale | 1,179 | $9.29 | $11.0K |
Well-known investors holding SERV (13F)
| Investor | Quarter | Shares | Reported value | % of their 13F | Change vs prior quarter |
|---|---|---|---|---|---|
| Citadel Advisors (Ken Griffin) | 2026-06-30 | 358,163 | $2.4M | 0.0% | Reduced 31% |
| Millennium Management (Israel Englander) | 2026-06-30 | 132,774 | $873.7K | 0.0% | New position |
| Two Sigma Investments | 2026-06-30 | 52,147 | $440.1K | — | Sold out |