10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2026

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number 001-35525

SMITH MICRO SOFTWARE, INC.

(Exact name of registrant as specified in its charter)

Delaware	33-0029027
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

5800 Corporate Drive, Pittsburgh, PA	15237
(Address of principal executive offices)	(Zip Code)

(412) 837-5300

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	SMSI	The Nasdaq Capital Market

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 12, 2026, there were 5,585,337 shares of Common Stock outstanding.

SMITH MICRO SOFTWARE, INC.

QUARTERLY REPORT ON FORM 10-Q

September 30, 2026

TABLE OF CONTENTS

PART I.	FINANCIAL INFORMATION	2
Item 1.	Financial Statements (Unaudited)	2
	Consolidated Balance Sheets as of September 30, 2026 and December 31, 2025	2
	Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2026 and 2025	3
	Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2026 and 2025	4
	Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2026 and 2025	6
	Notes to the Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
Item 4.	Controls and Procedures	35
PART II.	OTHER INFORMATION	36
Item 1.	Legal Proceedings	36
Item 1A.	Risk Factors	36
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	37
Item 5.	Other Information	37
Item 6.	Exhibits	38
SIGNATURES		39

1

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

SMITH MICRO SOFTWARE, INC.

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and par value data)

	September 30,			December 31,
	2026			2025
	(unaudited)			(audited)
Assets
Current assets:
Cash and cash equivalents	$	2,369		$	1,494
Accounts receivable		2,982			1,817
Prepaid expenses and other current assets		868			1,218
Total current assets		6,219			4,529
Equipment and improvements, net		142			331
Right-of-use assets		2,149			1,119
Other assets		368			500
Intangible assets, net		14,960			18,492
Total assets	$	23,838		$	24,971
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable	$	1,694		$	1,937
Accrued payroll and benefits		1,175			1,488
Current operating lease liabilities		647			914
Other current liabilities		490			773
Deferred revenue		300			—
Notes payable, net of discount		—			1,007
Total current liabilities		4,306			6,119
Non-current liabilities:
Warrant liabilities		44			45
Convertible notes payable, net of discount		2,108			—
Operating lease liabilities		1,639			417
Total non-current liabilities		3,791			462
Commitments and contingencies
Stockholders' equity:
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 5,585,337 and 5,159,618 shares issued and outstanding at 2026 and 2025, respectively		6			5
Additional paid-in capital		408,808			403,128
Accumulated comprehensive deficit		(393,073	)		(384,743	)
Total stockholders’ equity		15,741			18,390
Total liabilities and stockholders' equity	$	23,838		$	24,971

See accompanying notes to the consolidated financial statements.

2

SMITH MICRO SOFTWARE, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

	For the Three Months Ended						For the Nine Months Ended
	September 30,						September 30,
	2026			2025			2026			2025
	(unaudited)			(unaudited)			(unaudited)			(unaudited)
Revenues	$	5,017		$	4,347		$	13,580		$	13,389
Cost of revenues		921			1,136			2,644			3,566
Gross profit		4,096			3,211			10,936			9,823
Operating expenses:
Selling and marketing		1,053			1,478			3,763			4,787
Research and development		1,608			2,603			4,824			8,213
General and administrative		1,700			2,268			5,812			7,660
Depreciation and amortization		1,197			1,347			3,741			4,045
Gain on sale of ViewSpot, net		—			—			—			(1,287	)
Goodwill impairment		—			—			—			11,052
Total operating expenses		5,558			7,696			18,140			34,470
Operating loss		(1,462	)		(4,485	)		(7,204	)		(24,647	)
Other income (expense):
Change in fair value of warrant liabilities		10			34			1			137
Interest expense, net		(243	)		(66	)		(990	)		(114	)
Other expense, net		(3	)		(18	)		(51	)		(149	)
Loss before provision for income tax		(1,698	)		(4,535	)		(8,244	)		(24,773	)
Provision for income tax expense		—			—			—			1
Net loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)
Net loss per share attributable to common stockholders – basic and diluted
Basic and diluted	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)
Weighted average shares outstanding:
Basic and diluted		5,588			4,195			5,315			3,909

See accompanying notes to the consolidated financial statements.

3

SMITH MICRO SOFTWARE, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands)

						Additional			Accumulated
	Common Stock					Paid-in			Comprehensive
	Shares			Amount		Capital			Deficit			Total
BALANCE, June 30, 2026 (unaudited)		5,589		$	6	$	408,703		$	(391,375	)	$	17,334
Non-cash compensation recognized on stock options and employee stock purchase plan ("ESPP")		—			—		2			—			2
Restricted stock grants, net of cancellations		—			—		116			—			116
Cancellation of shares for payment of withholding tax		(4	)		—		(13	)		—			(13	)
Net loss		—			—		—			(1,698	)		(1,698	)
BALANCE, September 30, 2026 (unaudited)		5,585		$	6	$	408,808		$	(393,073	)	$	15,741

						Additional			Accumulated
	Common Stock					Paid-in			Comprehensive
	Shares			Amount		Capital			Deficit			Total
BALANCE, December 31, 2025 (audited)		5,160		$	5	$	403,128		$	(384,743	)	$	18,390
Non-cash compensation recognized on stock options and ESPP		—			—		5			—			5
Restricted stock grants, net of cancellations		18			—		870			—			870
Cancellation of shares for payment of withholding tax		(80	)		—		(243	)		—			(243	)
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs		487			1		1,545			—			1,546
Debt discount for warrants issued		—			—		3,417			—			3,417
Deemed dividend		—			—		86			(86	)		—
Net loss		—			—		—			(8,244	)		(8,244	)
BALANCE, September 30, 2026 (unaudited)		5,585		$	6	$	408,808		$	(393,073	)	$	15,741

4

SMITH MICRO SOFTWARE, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(in thousands)

						Additional			Accumulated
	Common Stock					Paid-in			Comprehensive
	Shares			Amount		Capital			Deficit			Total
BALANCE, June 30, 2025 (unaudited)		3,877		$	4	$	397,295		$	(374,884	)	$	22,415
Non-cash compensation recognized on stock options and ESPP		—			—		4			—			4
Restricted stock grants, net of cancellations		127			—		640			—			640
Cancellation of shares for payment of withholding tax		(31	)		—		(120	)		—			(120	)
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs		323			—		965			—			965
Debt discount for warrants issued		—			—		522			—			522
Deemed dividend		—			—		635			(635	)		—
Net loss		—			—		—			(4,535	)		(4,535	)
BALANCE, September 30, 2025 (unaudited)		4,296		$	4	$	399,941		$	(380,054	)	$	19,891

						Additional			Accumulated
	Common Stock					Paid-in			Comprehensive
	Shares			Amount		Capital			Deficit			Total
BALANCE, December 31, 2024 (audited)		3,535		$	4	$	395,397		$	(354,645	)	$	40,756
Non-cash compensation recognized on stock options and ESPP		—			—		15			—			15
Restricted stock grants, net of cancellations		525			—		2,812			—			2,812
Cancellation of shares for payment of withholding tax		(88	)		—		(407	)		—			(407	)
ESPP shares issued		1			—		2			—			2
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs		323			—		965			—			965
Debt discount for warrants issued		—			—		522			—			522
Deemed dividend		—			—		635			(635	)		—
Net loss		—			—		—			(24,774	)		(24,774	)
BALANCE, September 30, 2025 (unaudited)		4,296		$	4	$	399,941		$	(380,054	)	$	19,891

5

SMITH MICRO SOFTWARE, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

	For the Nine Months Ended
	September 30,
	2026			2025
	(unaudited)			(unaudited)
Operating activities:
Net loss	$	(8,244	)	$	(24,774	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		3,741			4,045
Goodwill impairment		—			11,052
Non-cash lease expense		(75	)		2
Change in fair value of warrant liabilities		(1	)		(137	)
Amortization of debt discount and financing issuance costs		638			20
Provision for credit losses		—			172
Stock based compensation		875			2,828
Gain on sale of assets, net		3			—
Gain on sale of ViewSpot, net		—			(1,287	)
Changes in operating accounts:
Accounts receivable		(1,165	)		2,972
Prepaid expenses and other assets		482			382
Accounts payable, accrued, and other liabilities		(1,381	)		(282	)
Deferred revenue		300			—
Net cash used in operating activities		(4,827	)		(5,007	)
Investing activities:
Capital expenditures, net		(71	)		(52	)
Proceeds from sale of ViewSpot, net		—			1,287
Proceeds from sale of equipment, net		49			—
Net cash (used in) provided by investing activities		(22	)		1,235
Financing activities:
Proceeds from Common Stock and Warrant Offering, net of issuance costs		1,546			966
Proceeds from convertible notes, notes payable and warrants offerings		4,000			1,233
Proceeds from financing arrangements		800			933
Repayments of financing arrangements		(622	)		(776	)
Other financing activities		—			2
Net cash provided by financing activities		5,724			2,358
Net increase (decrease) in cash and cash equivalents		875			(1,414	)
Cash and cash equivalents, beginning of period		1,494			2,808
Cash and cash equivalents, end of period	$	2,369		$	1,394
Supplemental disclosure of non-cash financing activities:
Issuance of convertible notes in settlement and prepayment of notes payable	$	1,889			—
Deemed Dividend	$	86			635

See accompanying notes to the consolidated financial statements.

6

SMITH MICRO SOFTWARE, INC.

Notes to the Consolidated Financial Statements

(Unaudited)

1. The Company

Smith Micro Software, Inc. (“Smith Micro” or “the Company”) develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, the Company strives to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer Internet of Things (“IoT”) devices. Smith Micro’s portfolio includes family safety software solutions to support families in the digital age and products for creating, sharing, and monetizing rich content, such as visual voice messaging. The Company provided retail content display optimization and performance analytics until the sale of its ViewSpot product in June 2025.

Smith Micro’s solution portfolio is comprised of proven software products that enable its customers to provide:

• In-demand digital services that connect today’s digital lifestyle, including family location services, parental controls, and consumer IoT devices to mobile consumers worldwide;

• Devices tailored to meet the needs of seniors and kids; and

• Easy visual access to voice messages on mobile devices through visual voicemail and voice-to-text transcription functionality.

On June 3, 2025, the Company divested its ViewSpot product for total consideration of $1.3 million, of which $1.0 million was paid on the closing date, with the remaining amounts paid in two installments, the first of which was collected on July 1, 2025, and the final balance was collected on  October 1, 2025.

On June 4, 2026, the Company effected a one-for-five (1:5) reverse stock split (the “Reverse Stock Split”) of its Common Stock, par value $0.001 per share (“Common Stock”). The Reverse Stock Split became effective at 11:59 p.m., Eastern Time on June 4, 2026, in accordance with a certificate of amendment to the Company’s Amended and Restated Certificate of Incorporation filed with the Secretary of State of the State of Delaware on May 26, 2026. As a result of the Reverse Stock Split, every five (5) shares of the Company's Common Stock issued and outstanding or held as treasury stock immediately prior to the effective time was automatically combined and converted (without any further act) into one fully paid and non-assessable share of Common Stock. No fractional shares were issued in connection with the Reverse Stock Split. Instead, any fractional share of Common Stock that would otherwise have been issued as a result of the Reverse Stock Split was rounded up to the nearest whole share of Common Stock.

The Reverse Stock Split reduced the aggregate number of outstanding shares of Common Stock from approximately 25.5 million shares to approximately 5.1 million shares. The number of authorized shares of the Company’s capital stock remain unchanged at 100,000,000 shares of Common Stock and 5,000,000 shares of preferred stock. Proportionate adjustments were made to the per share exercise price and/or the number of shares issuable upon the exercise of stock options and the settlement of restricted stock awards and the number of shares authorized and reserved for issuance pursuant to the Company's equity incentive plans. Additionally, there were adjustments to the per share exercise price and the number of shares issuable upon exercise of warrants. 

All share and per share amounts for Common Stock (including share amounts underlying convertible securities and the exercise and conversion prices of such convertible securities) in these consolidated financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to the Reverse Stock Split, including reclassifying an amount equal to the reduction in the number of shares of Common Stock at par value to additional paid-in capital. 

7

 

2. Accounting Policies

Basis of Presentation

The accompanying interim consolidated balance sheet as of  September 30, 2026, and the related consolidated statements of operations and stockholders’ equity for the three and nine months ended September 30, 2026 and 2025, and the consolidated statements of cash flows for the nine months ended September 30, 2026 and 2025, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended  December 31, 2025 filed with the SEC on  March 5, 2026 (the "2025 Form 10-K").

Intercompany balances and transactions have been eliminated in consolidation.

Operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending  December 31, 2026.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), which is intended to improve the decision-usefulness of expense information on public companies' income through disaggregation of relevant expense captions in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this update make targeted improvements to increase the operability of the recognition guidance considering different software development methods. The amendments in this update will be effective for annual and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

8

 

3. Going Concern

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. In connection with preparing consolidated financial statements for the three and nine months ended September 30, 2026, certain conditions in the Company's evaluation, considered in the aggregate, have raised substantial doubt about the Company's ability to continue as a going concern within one year from the date that the financial statements are issued, which has not been alleviated. The evaluation considered the Company's financial condition, including its liquidity sources, funds necessary to maintain the Company's operations considering the current financial condition, obligations, and other expected cash flows, and negative financial trends of recurring operating losses and negative cash flows.

The Company has continuing operations and is generating revenues in the normal course, however the Company is dependent, to an extent, on the timing of subscriber and revenue growth for its products and the related cash generation from that growth and/or the ability to obtain the necessary capital to meet its obligations and fund its working capital requirements to maintain normal business operations. Management believes that the actions presently being taken to implement the Company's business plan to expand subscriber growth, to acquire new customers, and to expand its offerings to existing customers to generate increased revenues, and, if necessary, to raise additional capital, will support the Company's operations. As such, the financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. The Company believes, based on its history of being able to complete debt and equity financings, that it would be able to raise additional funds as necessary, through public or private equity offerings, including by filing one or more registration statements, through debt financings, or from a combination of these funding sources. However, it may not be able to secure such incremental capital in a timely manner or on favorable terms, if at all. To preserve liquidity, the Company may also take one or more of the following additional actions:

• Implement additional restructuring and cost reductions,

• Secure a revolving line of credit, if available,

• Dispose of one or more product lines, and/or

• Sell or license intellectual property.

While management believes that the Company’s plans for growing revenue and the other potential actions available to it would alleviate the conditions that raise substantial doubt, these strategies are not entirely within the Company’s control and cannot be assessed as being probable of occurring.

9

 

4. Common Stock

Minimum Bid Price Requirement and Reverse Stock Split

On June 23, 2025, Smith Micro received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market (“Nasdaq”) advising that the Company was not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) as a result of the closing bid price of the Company’s common stock (“Common Stock”) having been below $1.00 for thirty consecutive business days. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was granted a period of 180 calendar days from the notification date, or until December 22, 2025, to regain compliance with the Minimum Bid Price Requirement.

On December 23, 2025, the Company received a written notice from Nasdaq (the “ December Notice”) granting an additional 180 days, or until June 22, 2026, to regain compliance with the Minimum Bid Price Requirement. 

As previously noted, the Company undertook the Reverse Stock Split, which became effective June 4, 2026 at 11:59 pm Eastern Time, to enable the Company to regain compliance with the Minimum Bid Price Requirement. On June 23, 2026, the Company received written notification from Nasdaq indicating that the Company has regained compliance with the Minimum Bid Price Requirement and the matter is now closed.

July 2025 Registered Direct Offering and Private Placement

On July 18, 2025, the Company announced the closing of a registered direct offering of 0.3 million shares of Common Stock for $4.65 per share and concurrent private placement of unregistered warrants to purchase an equal number of shares of the Company's Common Stock with certain institutional and accredited investors, which resulted in gross proceeds to the Company of approximately $1.5 million, prior to offering fees and transaction expenses. The registered offering and concurrent private placement were approved by the Company's Board of Directors and a special Pricing Committee thereof. The warrants issued to the investors in the concurrent private placement had an initial exercise price of $6.00 per share, were immediately exercisable, expire five years after issuance, and contain a “full-ratchet” anti-dilution adjustment, such that the exercise price will be adjusted if the Company issues shares of Common Stock (or Common Stock equivalents) at a price below the exercise price of the warrant. The number of shares issuable upon exercise of such shares will then be proportionately adjusted. Additionally, in the event of a reverse stock split, the exercise price of each warrant is subject to adjustment (along with a proportionate adjustment in the number of shares) if the market price of the Common Stock is less than the exercise price of the Common Warrant (after giving effect to the split) during a period before and after the effective date of the reverse split. In accordance with such terms, the exercise price and number of shares issuable under the July 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.6 million.

The net cash proceeds to the Company from the offering, after deducting offering related expenses was $1.0 million. All warrants associated with the transaction were assessed and recorded as equity instruments. 

10

 

November 2025 Registered Direct Offering and Private Placement Transaction

Securities Purchase Agreement- Registered Direct Offering:

On November 5, 2025, the Company entered into a securities purchase agreement relating to the registered direct offering and sale of an aggregate of 0.3 million shares of the Company’s Common Stock for $3.35 per share along with unregistered common warrants to purchase up to an aggregate of 0.3 million shares of Common Stock in a concurrent private placement. Each unregistered common warrant has an exercise price of $3.35 per share, became exercisable six months following their original issuance and expire five years from the initial exercise date.

Roth Capital Partners, LLC (the “Placement Agent”) acted as the exclusive placement agent for the Offering and the concurrent private placement of Common Warrants pursuant to a placement agency agreement (the “Placement Agency Agreement”) dated November 5, 2025, by and between the Company and the Placement Agent.  The gross proceeds to the Company from the completed offering was approximately $1.15 million, before deducting offering expenses payable by the Company.

Securities Purchase Agreement- Private Placement Transaction:

On November 5, 2025, the Company separately entered into a second securities purchase agreement with a trust, for which the Company’s Chairman, President and Chief Executive Officer serves as co-trustee, relating to a private placement transaction and sale of 0.4 million unregistered shares of the Company’s Common Stock at an offering price of $3.35 per share and unregistered warrants to purchase up to an aggregate of 0.4 million shares of Common Stock. Each of these unregistered private placement common warrants has an exercise price of $3.35 per share, became exercisable following receipt of stockholder approval of the same and expire five years from the initial exercise date. The gross proceeds to the Company from the completed Private Placement was approximately $1.5 million, before deducting offering expenses payable by the Company.

The closing of the November 2025 registered direct offering and private placement transaction occurred on or about November 6, 2025.

On December 4, 2025 the Company filed a registration statement with the SEC registering for resale the shares issued in the November 2025 private placement transaction and the shares issuable upon exercise of the warrants issued in connection with the November 2025 registered direct offering and private placement transaction, which became effective on December 12, 2025.

Pursuant to the Placement Agency Agreement, the Company paid the Placement Agent a cash fee equivalent to 6.0% of the gross proceeds raised in the November 2025 registered direct offering, excluding amounts invested by certain individuals or entities mutually agreed upon by the Company and the Placement Agent. The Company also reimbursed the Placement Agent's expenses of up to $125,000, upon the closing of the November 2025 registered direct offering.

June 2026 Warrant Inducement Transaction

On June 11, 2026, the Company entered into inducement letter agreements (collectively, the “Inducement Letter Agreements”) with certain holders (the “Holders”) of existing warrants to purchase an aggregate of 0.5 million shares of the Company’s Common Stock, which were originally issued in October 2024.

Pursuant to the Inducement Letter Agreements, the Holders exercised the October 2024 warrants for cash at a reduced exercise price of $3.35 per share (from $5.20 per share) in consideration for the issuance of new unregistered Common Stock warrants to purchase up to an aggregate of 0.5 million shares of Common Stock at an exercise price of $3.80 per share in transactions exempt from registration as not involving a public offering under Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder (the “Inducement Transaction”). Such new warrants were immediately exercisable upon issuance, have a term of five (5) years from the issuance date, and were recorded as equity instruments. The reduction in exercise price of the October 2024 warrants was treated as a modification of previously issued equity-classified warrants and was accounted for as an incremental cost directly attributable to the new equity offering. 

The Company filed a registration statement on Form S-1 to register for resale the Warrant Shares issuable upon the exercise of the Warrants (the “Resale Registration Statement”), which became effective on July 22, 2026.

The aggregate gross proceeds to the Company from the exercise of the October 2024 warrants was approximately $1.6 million, before deducting offering expenses payable by the Company. The closing of the Inducement Transaction occurred on June 15, 2026.

11

 

Warrants

The Company’s outstanding Common Stock purchase warrants are a combination of equity and liability classified.  As of  September 30, 2026 and  December 31, 2025, the Company had 5,582,635 and 3,375,313 warrants outstanding, each having the right to purchase one share of the Company’s Common Stock at a weighted average exercise prices of $4.78 and $5.92, respectively, and expire at various dates through September 2031. 

5. Debt and Warrants Transactions

Note Purchase Agreements 

September 11, 2025 Note Purchase Agreements

Effective September 11, 2025, the Company entered into note purchase agreements (the  “September 11, 2025 Note Agreements”) with the Smith Living Trust, for which William W. Smith, Jr., the Company's Chairman, President and Chief Executive officer, and his wife, Dieva L. Smith, serve as co-trustees (“Smith”) and with Timothy C. Huffmyer, who, at that time was the Company's Chief Operating Officer, Chief Financial Officer, and Treasurer. Pursuant to the September 11, 2025 Note Agreements, Smith agreed to loan to the Company an amount not to exceed approximately $0.7 million and Huffmyer agreed to loan to the Company an amount not to exceed $0.1 million, in each case in return for one or more secured promissory notes (the “September 11, 2025 Notes”) and accompanying unregistered common stock purchase warrants. The September 11, 2025 Notes are secured by the Company’s accounts receivable and certain other assets, bear interest at a rate of 15.0% per annum, and were due on or before March 31, 2026, unless otherwise mutually agreed to by the parties. The transactions were approved by an independent committee of the Company’s Board of Directors and the Audit Committee.

Each September 11, 2025 Note was accompanied by the issuance by the Company of an unregistered warrant (each, “September 11, 2025 Warrant”) to purchase up to a number of shares of the Company’s Common Stock equal to the principal amount of such September 11, 2025 Note divided by the Market Price (as defined under Nasdaq regulations) of the Company’s Common Stock on the date of issuance of the note (the “September 11, 2025 Warrant Shares”). The Company received an amount equal to $0.625 per September 11, 2025 Warrant Share for each September 11, 2025 Warrant issued. Each September 11, 2025 Warrant became exercisable six (6) months following its original issuance, expires five years from the initial exercise date and had an initial exercise price equal to $3.65. The September 11, 2025 Warrants contain provisions for a “full-ratchet” anti-dilution adjustment, such that the exercise price will be adjusted if the Company issues Common Stock (or Common Stock equivalents) at a price below the exercise price of the Warrants. The number of shares issuable upon exercise of the September 11, 2025 Warrants will then be proportionately adjusted. Additionally, in the event of a reverse stock split, the exercise price of each September 11, 2025 Warrant is subject to adjustment (along with a proportionate adjustment in the number of shares) if the market price of the Common Stock is less than the exercise price of the September 11, 2025 Warrants (after giving effect to the split) during a period before and after the effective date of the reverse split. In accordance with such terms, the exercise price and number of shares issuable under the September 11, 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.2 million.

The Company and Smith completed an initial closing of the transactions contemplated by the September 11, 2025 Note Agreements on September 11, 2025, and subsequent closings with each of Smith and Huffmyer on September 17, 2025. The gross proceeds to the Company from the closings with Smith totals approximately $0.8 million (comprised of approximately $0.7 million as a loan and approximately $0.1 million for the purchase of the accompanying September 11, 2025 Warrants) and the gross proceeds to the Company from the closing with Huffmyer totals approximately $0.1 million (comprised of approximately $85 thousand as a loan and approximately $15 thousand for the purchase of the accompanying September 11, 2025 Warrants), in each case, before deducting transaction expenses payable by the Company. Pursuant to the September 11, 2025 Note Agreements, the Company has filed a registration statement with the SEC registering the September 11, 2025 Warrant Shares for resale, which registration statement was declared effective on December 12, 2025. 

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September 29, 2025 Note Purchase Agreement

On September 29, 2025, the Company entered into a note purchase agreement (the  “September 29, 2025 Note Agreement”) with certain accredited investors (“Purchasers”), pursuant to which the Purchasers agreed to provide loans in an aggregate amount of $0.4 million, of which $0.3 million was received and recorded on September 30, 2025, and the remaining $0.1 million was received by October 2, 2025 and recorded in the fourth quarter, in each case, in return for a secured promissory note (collectively, the “September 29, 2025 Notes”) and an accompanying unregistered common stock purchase warrant (collectively, the “September 29, 2025 Warrants”). The September 29, 2025 Notes have substantially the same terms as the September 11, 2025 Notes.

Each September 29, 2025 Note was accompanied by the issuance of a warrant to purchase up to a number of shares of the Company’s Common Stock equal to the principal amount of such Note divided by the Market Price (as defined under Nasdaq regulations) of the Company’s Common Stock on the date of issuance (the “September 29, 2025 Warrant Shares”). Each September 29, 2025 Warrant became exercisable six (6) months following its original issuance, expires five years from the initial exercise date, and had an initial exercise price equal to $3.65 or $3.70. The September 29, 2025 Warrants contain provisions for a “full-ratchet” anti-dilution adjustment. In accordance with such terms, the exercise price and number of shares issuable under the September 29, 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.1 million. Pursuant to the September 29, 2025 Note Agreement, the Company filed a registration statement with the SEC registering the September 29, 2025 Warrant Shares for resale, which registration statement was declared effective December 12, 2025.

The Company received total cash proceeds from the  September 11, 2025 Note Purchase Agreements and the September 29, 2025 Note Purchase Agreement of approximately $1.2 million in 2025. Furthermore, the proceeds were allocated to the notes and their 0.3 million equity-classified warrants on a relative fair value basis, resulting in a debt discount of approximately $0.4 million which is being amortized over the term of the agreements using the effective interest method. This resulted in an immaterial amount of amortization expense in 2025. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black Scholes option pricing model in 2025: common stock market price of $3.60 to $3.65, risk-free interest rate of 3.6% - 3.7%, expected volatility of 88.67% - 89.81%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

February 3, 2026 Note Purchase Agreement

On February 3, 2026, the Company entered into a Note Purchase Agreement (the  “February Note Agreement”) with the Smith Living Trust. Pursuant to the February Note Agreement, Smith agreed to loan funds to the Company in return for one or more secured promissory notes (in each case, a “February Note”) and accompanying unregistered common stock purchase warrants (in each case, a “February Warrant”). The February Note Agreement provides that each February Note will be secured by the Company’s accounts receivable and certain other assets, will bear interest at a rate of 15.0% per annum, and were due on or before March 31, 2026 (the “Maturity Date”), unless otherwise mutually agreed by the parties. Pursuant to the February Note Agreement, each February Note was accompanied by the issuance of a February Warrant to purchase shares of the Company’s Common Stock, exercisable beginning six months following its original issuance, with expiration five years from the initial exercise date and an exercise price of $3.40 per share. The transaction closed February 3, 2026, and was approved by the Company’s Board of Directors and Audit Committee.

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The gross proceeds to the Company from the closing totals approximately $1.0 million (comprised of approximately $0.8 million as a loan and approximately $0.2 million for the purchase of the accompanying Warrant). Furthermore, the proceeds were allocated to the notes and their 0.3 million equity-classified warrants on a relative fair value basis, resulting in a debt discount of approximately $0.4 million which is being amortized over the term of the agreement using the effective interest method. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black Scholes option pricing model at inception: common stock market price of $2.70, risk-free interest rate of 3.8%, expected volatility of 89%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

March 4, 2026 Securities Purchase Agreement

On March 4, 2026, the Company entered into a Securities Purchase Agreement for the sale of Secured Convertible Notes (the “2026 Convertible Notes”) with an aggregate original principal amount of $4.9 million and an initial conversion price of $3.40 per share, subject to adjustment, and warrants to acquire up to an aggregate amount of approximately 1.9 million additional shares of the Company's common stock, which are exercisable beginning six months following its original issuance, will expire five years from the initial exercise date and have an exercise price equal to $3.40. The Smith Living Trust and Timothy C. Huffmyer were among the buyers in the offering, in addition to certain other noteholders from the September 29, 2025 Note Purchase Agreement. The Company agreed to use the proceeds of the offering to repay in full the principal and interest outstanding under those certain Notes due on March 31, 2026 in the aggregate amount of up to $2.2 million plus any additional interest amounts that may have accrued in connection with the extension of the maturity date under the existing notes and for general corporate purposes. The 2026 Convertible Notes mature on March 31, 2029; however, this date may be extended at the option of the holder.

The 2026 Convertible Notes accrue interest at the rate of 8.0% per annum. Upon the occurrence and during the continuance of an Event of Default (as defined in the 2026 Convertible Notes), the 2026 Convertible Notes will accrue interest at the rate of 12.0% per annum. The Convertible Notes are payable in equal monthly installments of approximately $7,000 per each $1,000,000 of principal outstanding, and are effectively interest only, beginning on May 1, 2026 and ending on the Maturity Date, at which time any unconverted or unpaid principal amounts would be due. Installment amounts shall be applied first to accrued interest under the Convertible Notes, with any amounts in excess of accrued interest being applied to outstanding principal. The Company will not be required to pay any installment amount to the extent such amount is less than one thousand dollars ($1,000). In such event, the Company may defer payment to the holder until the next applicable installment date, provided that (i) at such time the accrued installment amount due on such date is at least one thousand dollars ($1,000) and (ii) principal remains outstanding for the purposes of accruing interest. The Company will be permitted to prepay the outstanding principal and accrued or unpaid interest upon not less than thirty (30) days prior written notice to the holder. At any time after the sixth month anniversary of the issuance of the 2026 Convertible Notes, each 2026 Convertible Note will be convertible, at the option of the holder, into shares of the Company's common stock at an initial conversion price equal to $3.40, which is subject to standard adjustments. 

The offering was approved by the Company’s Board of Directors and Audit Committee and closed on March 6, 2026 and March 10, 2026. The aggregate gross proceeds from the offering were $4.9 million, of which $1.9 million was utilized to repay in full the principal and interest outstanding under certain notes due on March 31, 2026, which then cancelled the notes. The remaining $0.2 million of certain notes due on March 31, 2026 were subsequently repaid in cash.  In connection with the transactions with Smith and Huffmyer, as well as other warrant holders who followed the same terms in this related-party led transaction, the Company did not recognize any gain or loss in connection with the extinguishment of such amounts, as the transactions were viewed as contributions to equity totaling $0.5 million. 

The relative fair value allocated to the 1.9 million equity-classified warrants resulted in a debt discount of approximately $2.5 million which is being amortized over the term of the agreements using the effective interest method at a rate of 36.8%. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black-Scholes option pricing model at inception: common stock market price of $2.40 to $2.70, risk-free interest rate of 3.7%, expected volatility of 90%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants. 

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As of September 30, 2026, the remaining unamortized debt discount was $2.8 million. In the three and nine months ended September 30, 2026, total interest expense for these notes was $0.2 million and $1.0 million, respectively, inclusive of approximately $0.1 million and $0.6 million, respectively of amortization of debt discount with the remainder related to contractual interest.

Deemed Dividends

In connection with the issuance of the September 11, 2025 Warrants with an initial exercise price of $3.65, pursuant to the full-ratchet anti-dilution provisions of the July 2025 Warrants, the exercise price of each of the July 2025 Warrants was at that time adjusted from $6.00 to $3.65 and the aggregate number of warrant shares underlying the July 2025 Warrants increased from 0.3 million to 0.5 million.  As a result, the Company recorded a deemed dividend of $0.6 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.65, risk-free interest rate of 3.6%, expected volatility of 90.7%, and expected term of 4.85 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. 

Further, in connection with the November 5, 2025 issuance of Common Stock at $3.35 and Warrants with an exercise price of $3.35, the exercise price of each of the July 2025 Warrants was further adjusted from $3.65 to $3.35 and the aggregate number of warrant shares underlying the July 2025 Warrants increased from 0.5 million to 0.6 million. As a result, the Company recorded a deemed dividend of $0.1 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.30, risk-free interest rate of 3.8%, expected volatility of 94%, and expected term of 4.70 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

The warrants issued pursuant to the September 11, 2025 Note Purchase Agreements and the September 29, 2025 Note Purchase Agreement were also subject to the same provisions, however, no adjustment to the exercise price (or proportional adjustment to the number of shares) was made until the Company received approval from the Company’s stockholders in accordance with Nasdaq Listing Rule 5635, which occurred at the May 26, 2026 Annual Meeting. As a result of the November 5, 2025 issuance of Common Stock at $3.35 and Warrants with an exercise price of $3.35, the exercise price of each of the September 11, 2025 Warrants and the September 29, 2025 Warrants were further adjusted from initial exercise price of either $3.65 or $3.70 per share to $3.35 and the aggregate number of warrant shares underlying the September 11, 2025 Warrants and the September 29, 2025 Warrants increased from 0.3 million to 0.4 million. Accordingly, the Company recorded a deemed dividend of $0.1 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.96, risk-free interest rate of 4.2%, expected volatility of 94%, and expected term of 4.85 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

Warrant Liabilities 

On August 11, 2022, the Company issued warrants (the "Notes Warrants") to purchase Common Stock in conjunction with a senior secured convertible notes (the "Notes") and warrants offering (the "Notes and Warrants Offering"), at an initial fair value of $3.8 million. The Notes sold by the Company in the Notes and Warrants Offering were subsequently retired upon maturity at December 31, 2023. The exercise price of and number of shares underlying the Notes Warrants were immediately proportionately adjusted pursuant to the April 2024 Reverse Stock Split to $26.80 and 0.3 million shares, respectively, and on May 2, 2024, the exercise price for each of the Notes Warrants was further adjusted to $2.06 in accordance with their terms. Pursuant to the June 4, 2026 Reverse Stock Split, the number of shares underlying the Notes Warrants were immediately proportionately adjusted to 56 thousand shares and the exercise price for each of the Notes Warrants was further adjusted to $2.81 in accordance with their terms.

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The Company issued additional warrants (the "Additional Warrants") to purchase Common Stock on August 12, 2022 in conjunction with a registered direct offering for the sale of shares of the Company's Common Stock and the Additional Warrants. The Additional Warrants do not reprice further beyond the immediate proportionate adjustments to the per share exercise price and number of shares issuable of $21.20 and 0.1 million shares, respectively, that occurred upon and as a result of the April 2024 Reverse Stock Split.  Pursuant to the June 4, 2026 Reverse Stock Split, the exercise price of and number of shares underlying the Additional Warrants were immediately proportionately adjusted pursuant to $106.00 and 28 thousand shares, respectively.

All changes in the fair value of the Notes Warrants and Additional Warrants liabilities are recognized in the Company's consolidated statements of operations until they are either exercised or expire. Since their issuance, none of the Notes Warrants or Additional Warrants have been exercised. The Notes Warrants and Additional Warrants are not traded in an active securities market and, as such, the estimated fair value is determined by using a Black-Scholes option pricing model which considers the likelihood of repricing adjustments and utilizes assumptions noted in the following table. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the Notes Warrants and Additional Warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants. Below are the specific assumptions utilized (unaudited, except for  December 31, 2025):

Notes Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		0.86			1.61
Expected volatility		83.1	%		119.9	%

Additional Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		1.37			2.12
Expected volatility		81.3	%		116.0	%

6. Fair Value of Financial Instruments

The Company measures and discloses fair value measurements as required by FASB Accounting Standards Codification ("ASC") Topic No. 820, Fair Value Measurements and Disclosures. Fair value is an exit price, representing the amount that would be received upon the sale of an asset or the amount that would be paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the FASB establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

• Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – Include other inputs that are directly or indirectly observable in the marketplace.

• Level 3 – Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

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The following table presents information about the financial liabilities that are measured at fair value on a recurring basis at  September 30, 2026 and  December 31, 2025 (unaudited, except for  December 31, 2025, in thousands):

Level 3	September 30, 2026		December 31, 2025
Notes Warrants	$	44	$	41
Additional Warrants		—		4
Total	$	44	$	45

The following tables present the changes in the fair value (unaudited, except for  December 31, 2025, in thousands):

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2025	$	41		$	4		$	45
Change in fair value		(4	)		—			(4	)
Measurement at March 31, 2026	$	37		$	4		$	41
Change in fair value		17			(4	)		13
Measurement at June 30, 2026	$	54		$	—		$	54
Change in fair value		(10	)		—			(10	)
Measurement at September 30, 2026	$	44		$	—		$	44

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2024	$	197		$	27		$	224
Change in fair value		(107	)		(16	)		(123	)
Measurement at March 31, 2025	$	90		$	11		$	101
Change in fair value		17			3			20
Measurement at June 30, 2025	$	107		$	14		$	121
Change in fair value		(29	)		(5	)		(34	)
Measurement at September 30, 2025	$	78		$	9		$	87

7. Goodwill and Intangible Assets

In accordance with FASB ASC Topic No. 350, Intangibles-Goodwill and Other, Smith Micro reviews the recoverability of the carrying value of the Company's single reporting unit goodwill at least annually or whenever events or circumstances indicate a potential impairment. The annual impairment testing date is December 31 of each year. Recoverability of goodwill is determined by comparing the estimated fair value of the reporting unit to the carrying value of the underlying net assets in the reporting unit. If the estimated fair value of a reporting unit is determined to be less than the carrying value, goodwill is deemed impaired, and an impairment loss is recognized to the extent that the carrying value of goodwill exceeds the fair value.

In connection with the preparation of its quarterly financial statements for the second quarter of 2025, the Company assessed changes in circumstances to determine whether it was more likely than not that the fair value of its single reporting unit was below its carrying amount. While there was no single determinative event or factor, considerations including recent financial performance compared to expected forecasts, trends in stock valuation, pricing of the most recent equity raise, and the receipt of the Nasdaq minimum bid price requirement notice on June 23, 2025 led the Company to conclude that when considering the events and factors in totality it was necessary to perform an interim quantitative valuation assessment. The fair value of the reporting unit was determined based on a combination of the income approach using estimated discounted cash flows and a market-based valuation methodology utilizing market multiples. The assessment utilized Level 3 inputs including estimates of revenue growth, EBITDA contribution and discount rates. Based on the results of the assessment, a full goodwill impairment charge of $11.1 million was recorded in the second quarter of 2025. 

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The components of the Company’s intangible assets were as follows for the periods presented (unaudited, except for  December 31, 2025, in thousands, except for useful life data):

	September 30, 2026
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		2	$	11,076	$	(8,895	)	$	2,181
Customer relationships		7		24,573		(12,985	)		11,588
Customer contracts		0		7,000		(6,974	)		26
Software license		2		5,419		(4,297	)		1,122
Patents		1		600		(557	)		43
Total			$	48,668	$	(33,708	)	$	14,960

	December 31, 2025
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		3	$	11,076	$	(7,945	)	$	3,131
Customer relationships		9		24,573		(11,000	)		13,573
Customer contracts		0		7,000		(6,895	)		105
Software license		4		5,419		(3,843	)		1,576
Patents		2		600		(493	)		107
Total			$	48,668	$	(30,176	)	$	18,492

The Company amortizes intangible assets over the pattern of economic benefit expected to be generated from the use of the assets, with a total weighted average amortization period remaining of approximately six years as of  September 30, 2026 and seven years as of  December 31, 2025. During the three months ended  September 30, 2026 and 2025, intangible asset amortization expense was $1.2 million and $1.3 million, respectively. During the nine months ended September 30, 2026 and 2025, intangible asset amortization expense was $3.5 million and $3.8 million, respectively.

As of   September 30, 2026, estimated amortization expense for the remainder of 2026 and thereafter was as follows (unaudited, in thousands):

	Amortization
Year Ending December 31,	Expense
2026	$	1,177
2027		3,834
2028		2,790
2029		2,095
2030 and thereafter		5,064
Total	$	14,960

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8. Earnings Per Share

The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share. Basic EPS is calculated by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, excluding common stock equivalents. Diluted EPS is computed by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, plus the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For periods with a net loss, the dilutive common stock equivalents are excluded from the diluted EPS calculation. For purposes of this calculation, Common Stock subject to repurchase by the Company, options, warrants (other than the Pre-Funded Warrants), and convertible notes are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive.

The following table sets forth the details of basic and diluted earnings per share (unaudited, in thousands, except per share amounts):

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Numerator:
Net Loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed Dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)
Denominator:
Weighted average shares outstanding – basic		5,588			4,195			5,315			3,909
Potential common shares – options / warrants (treasury stock method)		—			—			—			—
Weighted average shares outstanding – diluted		5,588			4,195			5,315			3,909
Shares excluded (anti-dilutive)		7,029			1,963			5,860			1,799
Net loss attributable to common stockholders per share – basic and diluted
Basic	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)
Diluted	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)

The following weighted average shares were excluded from the computation of diluted net loss per share attributable to common stockholders as the impact of including those shares would be anti-dilutive (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Convertible notes as if converted		1,438		—		1,076		—
Outstanding stock options		8		6		8		6
Outstanding warrants		5,583		1,957		4,776		1,793
Total anti-dilutive shares		7,029		1,963		5,860		1,799

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9. Stock-Based Compensation

Stock Plans

On June 18, 2024, the Company's stockholders approved the Company's Amended and Restated Omnibus Equity Incentive Plan (as amended through the date hereof, the "OEIP") which amended and restated (and renamed) the Company's 2015 Omnibus Equity Incentive Plan (as previously amended, the "2015 Plan") and increased the number of shares reserved thereunder by 0.6 million shares. On May 26, 2026, the Company's stockholders approved an additional increase of 0.6 million shares to the OEIP. As of  September 30, 2026, there were approximately 0.9 million shares available for future grants under the Company’s OEIP. References to the OEIP herein include the 2015 Plan prior to its amendment and restatement. The maximum number of shares available for issuance over the term of the OEIP may not exceed 2.1 million shares. 

During the nine months ended September 30, 2026, the Company granted 40 thousand shares of restricted stock and 2.5 thousand stock options under the OEIP.

The OEIP provides for the issuance of full value awards (restricted stock, performance stock, dividend equivalent right or restricted stock units) and partial value awards (stock options or stock appreciation rights) to employees, non-employee members of the board and consultants. The exercise price per share for stock option grants is not to be less than the fair market value per share of the Company’s common stock on the date of grant. The Board of Directors has the discretion to determine the vesting schedule. Stock options may be exercisable immediately or in installments but generally vest over a four-year period from the date of grant. In the event the holder ceases to be employed by the Company, all unvested stock options terminate, and all vested stock options may be exercised within a period of 90 days following termination. In general, stock options expire ten years from the date of grant. Restricted stock is valued using the closing stock price on the date of the grant. The total value is expensed over the vesting period, which typically ranges from two to forty-eight months.

Stock Compensation Expense

The Company accounts for all stock-based payment awards made to employees and directors based on their fair values and recognizes compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB ASC Topic No. 718, Compensation-Stock Compensation.

Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP are recorded in the consolidated financial statements as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Sales and marketing	$	41	$	210	$	329	$	708
Research and development		14		154		129		573
General and administrative		63		280		417		1,547
Total non-cash stock compensation expense	$	118	$	644	$	875	$	2,828

As of  September 30, 2026, there was approximately $0.7 million in unrecognized compensation costs related to unvested stock options and restricted stock awards granted under the OEIP.

20

 

Stock Options

For the nine months ended September 30, 2026, there were 2.5 thousand stock option awards granted. A summary of the Company’s stock options outstanding under the OEIP as of  September 30, 2026 and related activity during 2026 is as follows (unaudited, except weighted average exercise price and weighted average remaining contractual life):

						Wtd. Avg.
						Remaining		Aggregate
				Weighted Avg.		Contractual		Intrinsic
	Shares			Exercise Price		Life (Yrs)		Value
Outstanding as of December 31, 2025		6,086		$	29.84		8.4	$	—
Granted		2,500			3.45		—	$	—
Expired		(398	)		107.01		—	$	—
Outstanding as of September 30, 2026		8,188		$	18.03		8.3	$	—
Vested and expected to vest at September 30, 2026		8,188		$	18.03		8.3	$	—
Exercisable as of September 30, 2026		5,688		$	24.44		7.8	$	—

Restricted Stock Awards

A summary of the Company’s restricted stock awards outstanding under the OEIP for the nine months ended September 30, 2026 and the activity during the period therein are as follows (unaudited, except weighted average grant date fair value):

				Weighted
				Average
				Grant Date
	Shares			Fair Value
Unvested at December 31, 2025		298,538		$	7.37
Granted		40,549			3.45
Vested		(229,326	)		6.36
Canceled and forfeited		(20,594	)		5.67
Unvested at September 30, 2026		89,167		$	8.59

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10. Revenues

Revenue Recognition

In accordance with FASB ASC Topic No. 606, Revenue from Contracts with Customers, the Company recognizes the sale of goods and services based on the five-step analysis of transactions as provided in Topic 606, which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods and services.

The Company transfers software licenses to its customers on a royalty free, non-exclusive, non-transferrable, limited use basis during the term of the agreement. In some instances, the Company performs integration services to ensure the software operates within its customer’s operating platforms as well as the operating platforms of the mobile devices used by their end customers, before transferring the license. Revenue related to these services is recognized at a point in time upon acceptance of the licensed software by the customer. The Company also earns usage-based revenue on its platforms. Usage based revenue is generated based on licenses used by its customers’ active subscribers’ access and usage of its software licenses and cloud-based services on its platforms, the provision of hosting services, and revenue share based on media placements on its platform. The Company recognizes usage-based revenue when it has completed its performance obligation and has the right to invoice the customer. This revenue is generally recognized monthly. Finally, the Company ratably recognizes revenue over the contract period when customers pay in advance of its service delivery.

The Company also provides consulting services in connection with its development of customer-specified functionality that is generally not on its software development roadmap. The Company generally recognizes revenue from these consulting services upon delivery and acceptance by the customer of the related software enhancements and upgrades. In certain situations, the Company provides professional services related to consultative and collaborative design, deployment planning, integration, and customization of applications. For these professional services, the Company recognizes revenue over the period in which the services are provided when the customer simultaneously receives and consumes the benefits of the services as they are performed. For certain customers, the Company provides maintenance and technology support services for which the customer either pays upfront or as the Company provides the services. In all instances, when the customer pays upfront, the Company records the payments as contract liabilities and recognizes revenue as the Company’s performance obligations are satisfied.

The Company also provided consulting services to configure new devices or ad hoc targeted promotional content for its customers utilizing the ViewSpot platform upon request from these customers. These requests were driven by these customers’ marketing initiatives and tended to be short-term “bursts” of activity. The Company recognized these revenues upon delivery of the configured promotional content to the cloud platform or upon certification of the new device. The Company divested its ViewSpot product line on June 3, 2025.

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Disaggregation of Revenues

Revenues on a disaggregated basis are as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
License and service fees (Over time)	$	850	$	796		2,494	$	2,386
Hosted environment usage fees (Over time)		857		791		2,483		2,302
Cloud based usage fees (Over time)		2,531		2,744		7,699		8,666
Consulting services and other (Point in time)		79		16		204		35
Consulting services and other (Over time)		700		—		700		—
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

11. Segment, Customer Concentration and Geographical Information

Segment Information

Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting (“Topic 280”). The Company has one primary business unit based on how management internally evaluates separate financial information, business activities and management responsibility: Wireless. The Wireless segment includes the Family Safety (which includes SafePath), CommSuite, and ViewSpot families of products (prior to the divestiture of ViewSpot in 2025).

The Company's chief operating decision maker (“CODM”) as such term is defined in Topic 280, is its Chief Executive Officer. As infrastructure and resources are shared across the Company’s operations, the CODM manages the Company's operations based on consolidated financial information for purposes of evaluating financial performance, investment, cash flow metrics and allocating resources.

The accounting policies of the Company's single operating segment are the same as those described in the summary of significant accounting policies appearing in Note 1. Although the CODM uses other measures of operating performance, the Company concluded that consolidated net loss is the measure required to be disclosed as the segment measure of profit or loss. Adjusted operating loss and net loss are used to evaluate the effectiveness of the Company's performance and to monitor budget versus actual results. The measure of segment assets is reflected as "total assets" in the accompanying consolidated balance sheet.

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Revenue and expenses regularly provided to the CODM are included in the following reconciliation of the Company's adjusted operating loss and net loss. It includes the significant expense categories computed under US GAAP, reconciled to the Company's total net loss as presented in the consolidated statement of operations (unaudited, in thousands).

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Revenues	$	5,017		$	4,347		$	13,580		$	13,389
Less:
Adjusted cost of revenues¹		921			1,136			2,644			3,565
Adjusted selling and marketing²		1,012			1,268			3,352			4,079
Adjusted research and development²		1,594			2,449			4,695			7,640
Adjusted general and administrative²		1,637			1,988			5,266			6,035
Adjusted operating loss		(147	)		(2,494	)		(2,377	)		(7,930	)
Other segment expenses³		—			—			(211	)		(79	)
Stock-based compensation expense		(118	)		(644	)		(875	)		(2,828	)
Depreciation		(20	)		(71	)		(209	)		(217	)
Amortization		(1,177	)		(1,276	)		(3,532	)		(3,828	)
Goodwill impairment		—			—			—			(11,052	)
Proceeds from sale of ViewSpot, net		—			—			—			1,287
Total other expenses, net		(236	)		(50	)		(1,040	)		(126	)
Loss before provision for income taxes		(1,698	)		(4,535	)		(8,244	)		(24,773	)
Provision for income tax expense		—			—			—			1
Net loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)

¹ Adjusted amounts exclude depreciation expense.

² Adjusted amounts exclude stock-based compensation expense and other adjustments as further described in footnote 3 to this table.

³ Other segment expenses include personnel severance and reorganization activities and costs associated with the shareholder-approved reverse stock split, and other corporate non-recurring activities.

The following table presents the disaggregation of Wireless revenues by product line (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Family Safety	$	4,160	$	3,529	$	11,097	$	10,944
CommSuite		857		792		2,483		2,303
ViewSpot		—		26		—		142
Total Wireless revenues	$	5,017	$	4,347	$	13,580	$	13,389

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Customer Concentration Information

The Company has certain customers whose revenues individually represented greater than 10% of the Company’s total revenues, or whose accounts receivable balances individually represented greater than 10% of the Company’s total accounts receivable, for the three and nine months ended September 30, 2026 and 2025.

During the three months ended  September 30, 2026, three customers made up 47%, 33% and 17% of revenues. For the three months ended  September 30, 2025, three customers made up 61%, 21% and 18% of revenues.

As of  September 30, 2026, three customers accounted for 43%, 38% and 11% of accounts receivable. As of  September 30, 2025, three customers accounted for 41% , 33%  and 11% of accounts receivable.

Geographical Information

During the three and nine months ended September 30, 2026 and 2025, the Company operated in two geographic locations: the Americas and Europe, Middle East and Africa ("EMEA"). Revenues attributed to the geographic location of the customers’ bill-to address were as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Americas	$	4,935	$	4,331	$	13,446	$	13,354
EMEA		82		16		134		35
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

The Company does not separately allocate specific assets to these geographic locations.

12. Commitments and Contingencies

Litigation

The Company may become involved in various legal proceedings arising from its business activities. While management does not believe the ultimate disposition of these matters will have a material adverse impact on the Company’s consolidated results of operations, cash flows, or financial position, litigation is inherently unpredictable, and depending on the nature and timing of these proceedings, an unfavorable resolution could materially affect the Company’s future consolidated results of operations, cash flows, or financial position in a particular period.

Other Contingent Contractual Obligations

During its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in connection with certain transactions. These include: indemnities to the Company’s customers pursuant to contracts for the Company’s products and services, including indemnities with respect to intellectual property, confidentiality and data privacy; indemnities to various lessors in connection with facility leases for certain claims arising from use of such facility or under such lease; indemnities to vendors and service providers pertaining to claims based on the negligence or willful misconduct of the Company; indemnities involving the accuracy of representations and warranties in certain contracts; and indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. In addition, the Company has made or may make contractual commitments to employees providing for severance payments upon the occurrence of certain prescribed events. The Company may also issue a guarantee in the form of a standby letter of credit as security for contingent liabilities under certain customer contracts. The duration of these indemnities, commitments, and guarantees varies, and in certain cases may be indefinite. The majority of these indemnities, commitments, and guarantees may not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. The Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying consolidated balance sheets.

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13. Leases

The Company leases office space and equipment. The Company determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised.

Leases with an initial term of greater than twelve months are recorded on the consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term.

The Company’s lease contracts generally do not provide a readily determinable implicit rate. For these contracts, the estimated incremental borrowing rate is based on information available at the inception of the lease.

Operating lease costs were $0.2 million and $0.4 million for the three months ended  September 30, 2026 and 2025, respectively. Operating lease costs were $1.0 million and $1.2 million for each of the nine months ended  September 30, 2026 and 2025, respectively.  Cash payments for lease liabilities were $0.2 million and $0.4 million for the three months ended  September 30, 2026 and 2025, respectively.  Cash payments for lease liabilities were $0.9 million and $1.0 million for the nine months ended   September 30, 2026 and 2025, respectively.

There were noncash right-of-use asset transactions for the nine months ended September 30, 2026. The Company executed lease renewals which were accounted for as modifications and recognized noncash increases for the right-of-use assets obtained in exchange for new operating lease liabilities of approximately $1.8 million during the nine months ended September 30, 2026. 

The maturity of operating lease liabilities is presented in the following table (unaudited, in thousands):

	As of September 30, 2026
2026	$	209
2027		834
2028		532
2029		483
2030 and thereafter		707
Total lease payments		2,765
Less imputed interest		479
Present value of lease liabilities	$	2,286

Additional information relating to the Company’s operating leases follows (unaudited):

	As of September 30, 2026			As of December 31, 2025
Weighted average remaining lease term (years)		4.0			1.4
Weighted average discount rate		9.9	%		8.2	%

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14. Income Taxes

The Company accounts for income taxes as required by FASB ASC Topic No. 740, Income Taxes. This Topic clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Topic also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Topic requires an entity to recognize the financial statement impact of a tax position when it is more likely than not that the position will be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. In addition, the Topic permits an entity to recognize interest and penalties related to tax uncertainties either as income tax expense or operating expenses. The Company has chosen to recognize interest and penalties related to tax uncertainties as income tax expense.

In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is that the Company has been in a three-year historical cumulative loss as of the end of fiscal 2025. In addition, the Company was also in a loss for the year ended December 31, 2023 as well as for the year ended December 31, 2024. These facts, combined with uncertain near-term market and economic conditions, reduced the Company’s ability to rely on projections of future taxable income in assessing the realizability of its deferred tax assets.

After a review of the four sources of taxable income as of  September 30, 2026, and after consideration of the Company’s cumulative loss position as of  December 31, 2025, the Company will continue to reserve its U.S.-based deferred tax amounts, which total $70.2 million as of  September 30, 2026.

The Company is subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. Currently there are no audits in process or pending from Federal or state tax authorities. The outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income tax in the period such resolution occurs. As of  September 30, 2026, a current estimate of the range of changes that may occur within 2026 cannot be made due to the uncertainty regarding the timing of these events.

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law which introduces significant changes to the U.S. corporate tax system. The main impacts of OBBBA for the Company are the ability to deduct domestic Section 174 Research and Development costs for tax years 2025 forward, 100% bonus depreciation, and changes to 163(j) interest limitations to remove depreciation and amortization expense from adjusted taxable income.  These changes do not have a material impact on the Company’s taxable position.  The Company is electing under OBBBA to continue to amortize Section 174 costs capitalized in 2022-2024 through the remaining lives of the assets instead of taking a one-time deduction for all unamortized amounts.

15. Subsequent Events

The Company evaluates and discloses subsequent events as required by FASB ASC Topic No. 855, Subsequent Events. The Topic establishes general standards of accounting for and disclosure of events that occur after the balance sheet date, but before the financial statements are issued or are available to be issued. Subsequent events have been evaluated as of the date of this filing and no further disclosures are required.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

In this document, the terms “Smith Micro,” “Company,” “we,” “us,” and “our” refer to Smith Micro Software, Inc. and, where appropriate, its subsidiaries.

This Quarterly Report on Form 10-Q (this “Report”) contains forward-looking statements regarding Smith Micro which include, but are not limited to, statements concerning customer concentration, projected revenues, market acceptance of products, the success and timing of new product introductions, the competitive factors affecting our business, our ability to raise additional capital, gross profit and income, our expenses, the protection of our intellectual property, and our ability to remain a going concern. These forward-looking statements are based on our current expectations, estimates and projections about our industry, management's beliefs, and certain assumptions made by us. Words such as “anticipates,” “expects,” “intends,” “plans,” “predicts,” “potential,” “believes,” “seeks,” “estimates,” “should,” “may,” “will,” and variations of these words or similar expressions are intended to identify forward-looking statements. Forward-looking statements also include the assumptions underlying or relating to any of the foregoing statements. These statements are not guarantees of future performance and are subject to risks, uncertainties, and assumptions that are difficult to predict. Therefore, our actual results or performance could differ materially from those expressed or implied in any forward-looking statements as a result of various factors. Such factors include, but are not limited to, the following:

Risks Related to our Business Operations

• our customer concentration, given that the majority of our sales currently depend on a few large client relationships;

• our ability to establish and maintain strategic relationships with our customers and mobile device manufacturers, their ability to attract customers, and their willingness to promote our products;

• our ability and/or customers’ ability to distribute our mobile software applications to their end users through third party mobile software application stores, which we do not control;

• our dependency upon effective operation with operating systems, devices, networks and standards that we do not control and on our continued relationships with mobile operating system providers, device manufacturers and mobile software application stores;

• our ability to hire and retain key personnel;

• the possibility of security and privacy breaches in our systems and in the third-party software and/or systems that we use, damaging client relations and inhibiting our ability to grow;

• interruptions or delays in the services we provide from our data center hosting facilities or virtual cloud infrastructures;

• the existence of undetected software defects in our products and our failure to resolve detected defects in a timely manner;

Financial, Investment and Indebtedness Risks 

• our ability to remain a going concern;

• our ability to raise additional capital and the risk of such capital not being available to us at commercially reasonable terms or at all;

• our ability to be profitable;

• current and potential future negative impacts from cost reduction efforts we have taken and may in the future undertake;

• adverse impact to our results of operations if we fail to realize the full value of our intangible assets;

• the dilutive impact to our stockholders of the exercise of our outstanding warrants;

Risks Related to Our Industry and Macroeconomic Conditions

• changes in our operating income due to shifts in our sales mix and variability in our operating expenses;

• our current client concentration within the vertical wireless carrier market, and the potential impact to our business resulting from changes within this vertical market, or failure to penetrate new markets;

• rapid technological evolution and resulting changes in demand for our products from our key customers and their end users;

• intense competition in our industry and the core vertical markets in which we operate, and our ability to successfully compete;

• the risks inherent with international operations;

28

Legal and Regulatory Risks

• the risk of being delisted from Nasdaq if we in the future fail to meet any of its applicable listing requirements;

• the impact of evolving information security and data privacy laws on our business and industry;

• the impact of governmental regulations on our business and industry;

• our ability to protect our intellectual property and our ability to operate our business without infringing on the rights of others;

Risk Related to our Convertible notes

• the terms and repayment obligations under our indebtedness may restrict our ability to obtain additional financing;

• the conversion of the Convertible Notes and exercise of accompanying warrants will have a dilutive effect;

• the Convertible Notes are secured, and default on the Convertible Notes could cause the note holders to foreclose on our assets;

• the Convertible Note holders have additional rights upon an event of default that could harm our financial condition or require us to curtail or cease operations;

Other General Risks

• negotiation of new or amended agreements may result in longer sales and launch cycles than expected, which could impact our financial position;

• our ability to assimilate acquisitions without diverting management attention and impacting current operations;

• failure to realize the expected benefits of prior acquisitions;

• the availability of third-party intellectual property and licenses needed for our operations on commercially reasonable terms, or at all;

• the difficulty of predicting our quarterly revenues and operating results and the chance of such revenues and results falling below analyst or investor expectations, which could cause the price of our Common Stock to fall; and

• those additional factors which are listed under Item 1A of Part I of our Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 5, 2026 (the "2025 Form 10-K") under the caption “RISK FACTORS.”

The forward-looking statements contained in this Report are made on the basis of the views and assumptions of management regarding future events and business performance as of the date this Report is filed with the Securities and Exchange Commission (the “SEC”). In addition, we operate in a highly competitive and rapidly changing environment; therefore, new risk factors can arise, and it is not possible for management to predict all such risk factors, nor to assess the impact of all such risk factors on our business or the extent to which any individual risk factor, or combination of risk factors, may cause results to differ materially from those contained in any forward-looking statement. We do not undertake any obligation to update these statements to reflect events or circumstances occurring after the date this Report is filed.

29

Overview

Smith Micro provides software solutions that simplify and enhance the mobile experience to some of the leading wireless service providers around the globe. From delivering Digital Family Lifestyle™ solutions to providing powerful voice messaging capabilities, we strive to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer Internet of Things ("IoT") devices. 

We continue to innovate and evolve our business to respond to industry trends and maximize opportunities in growing and evolving markets, such as digital lifestyle services and online safety, the consumer IoT marketplace, and by leveraging advanced technologies like artificial intelligence to enhance the features and capabilities of our solutions. The key to our longevity, however, is not simply technological innovation, but our focus on understanding our customers’ needs and delivering value.

In the third quarter of 2026, our revenues increased by 15% to $5.0 million compared to the third quarter of 2025, primarily driven by a $0.6 million increase in our Family Safety product line, of which $0.8 million was for non-recurring engineering fees, and an increase in CommSuite revenues of $0.1 million.  As a result of the increase in revenue and the continued focus on improvements in cost of revenues, our gross profit during the third quarter of 2026 was $4.1 million, representing an increase of $0.9 million as compared to the third quarter of the prior year. Our operating expenses decreased during the third quarter of 2026 compared to the third quarter of 2025 by approximately $2.1 million. This reduction was a result of cost optimization activities in 2026 and 2025, in all areas: sales and marketing, research and development, and general and administrative expenses, inclusive of personnel and organizational cost reduction activities as well as lower stock compensation and lease costs. The net loss attributable to common stockholders for the third quarter of 2026 was $1.7 million, resulting in a net loss of $0.30 per basic and diluted share.  

We believe we are strategically positioned to offer our market-leading family safety platform to the majority of U.S. mobile subscribers, as we currently provide white-label Family Safety applications to two Tier 1 wireless carriers operating in the United States. Further, we have a SafePath-based kids plan solution launched with a Tier 1 carrier in Europe.  In addition, with the recent expansion of our SafePath product line, through SafePath OS with SafePath OS for Kids Phone and SafePath OS for Senior Phone, SafePath Connect, a partner-supported direct to consumer family safety offering, our SafePath SDKs and APIs as new deployment options, and our SafePath IoT software solution for connected devices, we believe that we are well-positioned to grow our Family Safety revenues more broadly with these Tier 1 carriers as well as with other operators and partners.  We believe that we have an opportunity to increase the respective subscriber bases, and in turn, grow revenues.

In the first quarter of 2026 we received approximately $1.0 million in gross cash proceeds from the sale of a secured note and accompanying unregistered common stock purchase warrants, and additional gross proceeds of $4.9 million from the sale of secured convertible notes and warrants to acquire up to an aggregate amount of approximately 1.9 million additional shares of our common stock, of which $1.9 million was used to retire outstanding notes issued pursuant to September 2025 note purchase agreements.  In the second quarter ended June 30, 2026, we entered into Inducement Letter Agreements for the exercise of certain October 2024 Warrants to purchase a total of approximately 0.5 million shares of common stock at $3.35 per share with proceeds to the company of approximately $1.6 million, and approximately 0.5 million new warrants were issued in connection with this transaction. 

Refer to the section titled "Liquidity and Capital Resources" for discussion of material changes in cash, Note 4 of our Notes to the Consolidated Financial Statements for discussion regarding the changes related to common stock, Note 5 for discussion regarding changes related to the warrant liabilities and Note 7 for discussion regarding changes to goodwill.

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Results of Operations

On June 4, 2026, we effected a one-for-five (1:5) reverse stock split of the shares of the Company's Common Stock, par value $0.001 per share. At the effective time, every five shares of our Common Stock were automatically combined and converted (without any further act) into one share of fully paid and nonassessable Common Stock, with any fractional shares resulting from the Reverse Stock Split rounded up to the nearest whole shares. See further information in Note 1. All shares and per share amounts herein have been retroactively adjusted for all periods presented to give effect to the Reverse Stock Split. 

The table below sets forth certain statements of operations and comprehensive loss data expressed as a percentage of revenues for the three and nine months ended September 30, 2026 and 2025. Our historical results are not necessarily indicative of the operating results that may be expected in the future.

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Revenues		100.0	%		100.0	%		100.0	%		100.0	%
Cost of revenues		18.4			26.1			19.5			26.6
Gross profit		81.6	%		73.9	%		80.5	%		73.4	%
Operating expenses:
Selling and marketing		21.0			34.0			27.7			35.8
Research and development		32.1			59.9			35.5			61.3
General and administrative		33.9			52.2			42.8			57.2
Depreciation and amortization		23.9			31.0			27.5			30.2
Proceeds from sale of ViewSpot, net		—			—			—			(9.6	)
Goodwill impairment		—			—			—			82.5
Total operating expenses		110.8	%		177.0	%		133.6	%		257.5	%
Operating loss		(29.1	)		(103.2	)		(53.0	)		(184.1	)
Change in fair value of warrant liabilities		0.2			0.8			0.0			1.0
Interest expense, net		(4.8	)		(1.5	)		(7.3	)		(0.9	)
Other expense, net		(0.1	)		(0.4	)		(0.4	)		(1.1	)
Loss before income tax provision		(33.8	)%		(104.3	)%		(60.7	)%		(185.0	)%
Provision for income tax expense		—			—			—			—
Net loss		(33.8	)%		(104.3	)%		(60.7	)%		(185.0	)%
Deemed dividend		—	%		(14.6	)%		(0.6	)%		(4.7	)%
Net loss attributable to common stockholders		(33.8	)%		(118.9	)%		(61.3	)%		(189.8	)%

Three Months Ended September 30, 2026 Compared to the Three Months Ended September 30, 2025

Revenues. Revenues were $5.0 million and $4.3 million for the three months ended September 30, 2026 and 2025, respectively, representing an increase of $0.7 million, or 15%. Our Family Safety product line increased by $0.6 million, of which $0.8 million was for non-recurring engineering fees, and CommSuite revenues which increased by approximately $0.1 million.

Cost of revenues. Cost of revenues were $0.9 million and $1.1 million for the three months ended September 30, 2026 and 2025, respectively. This decrease of approximately $0.2 million was primarily due to the period-over-period impact of cost reduction efforts undertaken.

Gross profit. Gross profit was $4.1 million, or 81.6% of revenues, for the three months ended September 30, 2026, compared to $3.2 million, or 73.9% of revenues, for the three months ended September 30, 2025. The increase of approximately $0.9 million in gross profit was driven by the period-over-period increase in revenue coupled with cost reduction efforts.

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Selling and marketing. Selling and marketing expenses were $1.1 million and $1.5 million for the three months ended September 30, 2026 and 2025, respectively. This decrease of $0.4 million was primarily due to decreases in personnel-related costs of $0.3 million and stock-based compensation of $0.2 million partially offset by higher advertising expense.

Research and development. Research and development expenses were $1.6 million and $2.6 million for the three months ended September 30, 2026 and 2025, respectively. This decrease of $1.0 million was primarily due to decreases in personnel-related costs of $0.8 million, and stock-based compensation of approximately $0.2 million.

General and administrative. General and administrative expenses were $1.7 million and $2.3 million for the three months ended September 30, 2026 and 2025, respectively. This decrease of approximately $0.6 million was primarily due to decreases in personnel-related costs of $0.1 million, stock-based compensation of $0.2 million, and lower rent costs and other of $0.3 million.

Depreciation and amortization. Depreciation expense was nominal and $0.1 million for the three months ended September 30, 2026 and 2025. Amortization expense was $1.2 million and $1.3 million for the three months ended September 30, 2026 and 2025, respectively. Amortization expense is recognized based on the pattern of economic benefit expected to be generated from the use of the intangible assets.

Change in fair value of warrant liabilities. Change in fair value of warrant liabilities was nominal for the three months ended September 30, 2026 and 2025, respectively. 

Interest expense, net. Interest expense was $0.2 million and $0.1 million for the three months ended September 30, 2026 and 2025, respectively. The increase in interest expense was related to the amortization of the debt discount and issuance costs and stated interest expense related to the financing transaction entered into in March 2026, which is discussed in further detail in Note 5.

Other expense, net. Other expense, net was nominal for the three months ended September 30, 2026 and 2025. 

Provision for income tax expense. Because of our cumulative loss position, the provision for income tax expense consists of state income taxes, foreign tax withholdings, and foreign income taxes for the three months ended September 30, 2026 and 2025. There were no material changes in the period-to-period comparison.

Nine Months Ended September 30, 2026 Compared to the Nine Months Ended September 30, 2025

Revenues. Revenues were $13.6 million and $13.4 million for the nine months ended September 30, 2026 and 2025, respectively, representing an increase of $0.2 million, or 1%. This increase of $0.2 million was related to revenues from our Family Safety product line increasing by $0.2 million coupled with an increase in CommSuite revenues of approximately $0.2 million partially offset by approximately $0.2 million of ViewSpot revenue recorded in the nine months ended September 30, 2025.

Cost of revenues. Cost of revenues were $2.6 million and $3.6 million for the nine months ended September 30, 2026 and 2025, respectively. This decrease of approximately $0.9 million was primarily due to the period-over-period impact of cost reduction efforts undertaken.

Gross profit. Gross profit was $10.9 million, or 80.5% of revenues, for the nine months ended September 30, 2026, compared to $9.8 million, or 73.4% of revenues, for the nine months ended September 30, 2025. The increase of $1.1 million in gross profit was driven by the increase in revenue and cost reduction efforts in cost of revenues.

Selling and marketing. Selling and marketing expenses were $3.8 million and $4.8 million for the nine months ended September 30, 2026 and 2025, respectively. This decrease of $1.0 million was primarily due to decreases in personnel-related costs of $0.6 million and stock-based compensation of $0.4 million.

Research and development. Research and development expenses were $4.8 million and $8.2 million for the nine months ended September 30, 2026 and 2025, respectively. This decrease of $3.4 million was primarily due to decreases in personnel-related costs of $2.7 million, a one-time cost reduction of $0.3 million, and stock-based compensation of $0.4 million.

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General and administrative. General and administrative expenses were $5.8 million and $7.7 million for each of the nine months ended September 30, 2026 and 2025, respectively. This decrease of approximately $1.8 million was primarily due to decreases in personnel-related costs of $0.4 million, stock-based compensation of $1.1 million, and lower rent costs of $0.4 million, partially offset by higher costs associated with corporate transactions.

Depreciation and amortization. Depreciation expense was $0.2 million for the nine months ended September 30, 2026 and 2025, respectively. Amortization expense was $3.5 million and $3.8 million for the nine months ended September 30, 2026 and 2025, respectively. Amortization expense is recognized based on the pattern of economic benefit expected to be generated from the use of the intangible assets.

Gain on Sale of ViewSpot. On June 3, 2025, we sold our ViewSpot product for total consideration of $1.3 million, of which $1.0 million was paid on the closing date, with the remaining amounts paid in two installments, the first of which was collected on July 1, 2025, and the final balance was collected October 1, 2025.

Goodwill impairment. A goodwill impairment charge of $11.1 million was recorded for the nine months ended September 30, 2025 due to an analysis whereby we concluded that the carrying value of our single reporting unit exceeded its fair value. 

Change in fair value of warrant liabilities. Change in fair value of warrant liabilities was nominal and $0.1 million for the nine months ended September 30, 2026 and 2025, respectively. The total decrease in income of $0.1 million resulted from valuation related impacts to the warrant liabilities in the respective periods.

Interest expense, net. Interest expense was $1.0 million and $0.1 million for the nine months ended September 30, 2026 and 2025, respectively. The increase in interest expense of $0.9 million was related to the amortization of the debt discount and issuance costs and stated interest expense related to the financing transactions in the nine months ended September 30, 2026, which is discussed in further detail in Note 5.

Other expense, net. Other expense, net was approximately  $0.1 million for the nine months ended September 30, 2026 and 2025, respectively. 

Provision for income tax expense. Because of our cumulative loss position, the provision for income tax expense consists of state income taxes, foreign tax withholdings, and foreign income taxes for the nine months ended September 30, 2026 and 2025. There were no material changes in the period-to-period comparison.

Liquidity and Capital Resources

The Company’s principal sources of liquidity are its existing cash and cash equivalents, and cash generated by operations. As of September 30, 2026, the Company's cash and cash equivalents were approximately $2.4 million. Since the beginning of 2025, we have utilized cash collections, including the proceeds from the sale of our ViewSpot product and cash on hand, as well as capital activity and other borrowings to cover routine working capital requirements. On July 18, 2025, we closed on a registered direct offering of common stock and a concurrent placement of warrants, which provided gross proceeds to the Company of approximately $1.5 million, prior to offering fees and transaction expenses. Additionally, on each of September 11 and September 29, 2025, we entered into loan arrangements, as more fully described in Note 5, which provided aggregated gross cash proceeds of approximately $1.2 million as of September 30, 2025. On February 3, 2026, the Company received approximately $1.0 million in gross proceeds via a loan transaction and accompanying issuance of unregistered common stock purchase warrants, and subsequently on March 4, 2026 the Company received gross cash proceeds of $4.9 million from the sale of secured convertible notes with $1.9 million of that amount being used to pay off loans incurred in September 2025, and warrants to acquire up to an aggregate amount of approximately 1.9 million additional shares of the Company's common stock.  In the second quarter ended June 30, 2026, the Company entered into Inducement Letter Agreements for the exercise of certain October 2024 Warrants to purchase a total of 0.5 million shares of common stock at $3.35 share with proceeds to the Company of approximately $1.6 million. 

The timing of our anticipated revenue growth relative to the costs of operating, maintaining, innovating and evolving our business to respond to industry trends and maximize growth opportunities may result in cash and cash equivalents being insufficient to fund operations at current levels over the next twelve months and beyond. 

33

This adverse impact on liquidity does not trigger a violation of any covenants in our material agreements, particularly as all of the agreements for the transactions discussed herein this “Liquidity and Capital Resources” section do not contain any material financial covenants. The availability of sufficient funds will depend to an extent on the existence and timing of revenue and subscriber growth and the related cash generation thereof, and/or the ability to obtain the necessary capital to meet our obligations and fund our working capital requirements to maintain normal business operations. To meet future cash needs, the Company may determine to take additional actions, as noted in the Risk Factor appearing in our 2025 Form 10-K under the heading, "If we are unable to meet our obligations as they become due over the next twelve months, the Company may not be able to continue as a going concern." There can be no assurance that any such potential actions will be available or will be available on satisfactory terms. Our ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, our performance and investor sentiment with respect to us and our industry. As a result of these uncertainties, and notwithstanding management's plans and efforts to date, we have been unable to alleviate substantial doubt about our ability to continue as a going concern within one year from the date that the financial statements are issued.

Cash Flows

Changes in cash and cash equivalents are as follows:

	For the Nine Months Ended
	September 30,
(in thousands)	2026			2025
Net cash used in operating activities	$	(4,827	)	$	(5,007	)
Net cash (used in) provided by investing activities		(22)			1,235
Net cash provided by financing activities		5,724			2,358
Net increase (decrease) in cash and cash equivalents	$	875		$	(1,414	)

Operating activities

Net cash used in operating activities was $4.8 million for the nine months ended September 30, 2026. The primary uses of operating cash were a net loss of $8.2 million less non-cash expenses totaling $5.2 million, including depreciation and amortization of $3.7 million, amortization of debt discount and financing issuance costs of $0.6 million, and stock compensation expense of $0.9 million, coupled with an increase in accounts receivable of $1.2 million and a decrease in accounts payable and accrued liabilities of $1.4 million. 

Net cash used in operating activities was $5.0 million for the nine months ended September 30, 2025. The primary uses of operating cash were a net loss of $24.8 million less non-cash expenses totaling $18.0 million, including a goodwill impairment charge of $11.1 million, depreciation and amortization of $4.0 million and stock compensation expense of $2.8 million, coupled with a decrease in accounts payable and accrued liabilities of $0.3 million, partially offset by a decrease in accounts receivable of $3.0 million.

Investing activities

Net cash used in investing activities was nominal for the nine months ended September 30, 2026.

Net cash provided by investing activities of $1.2 million for nine months ended September 30, 2025 was primarily due to the net proceeds from the sale of ViewSpot in June 2025, offset by capital expenditures. 

Financing activities

Net cash provided by financing activities of $5.7 million for the nine months ended September 30, 2026 was attributable to the cash proceeds to the Company of $1.0 million from the February 2026 loan transaction, the March 2026 gross cash proceeds of $3.0 million (which was net of $1.9 million of prior issued notes) from sale of secured convertible notes, the June 2026 gross proceeds of approximately $1.6 million from the exercise of October 2024 Warrants, and the timing of borrowings of $0.8 million less repayments of $0.6 million from short-term insurance premium financing arrangements.

Net cash provided by financing activities of $2.4 million for the nine months ended September 30, 2025 was attributable to the net cash proceeds to the Company of $1.0 million from the July 2025 Registered Direct and Private Placement offering, the September 2025 gross proceeds of $1.2 million from the issuance of notes and warrants, and the timing of borrowings of $0.9 million less repayments of $0.8 million from short-term insurance premium financing arrangements.

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Recent Accounting Guidance

See Note 2 of our Notes to the Consolidated Financial Statements for information regarding our recent accounting guidance.

Critical Accounting Estimates

Our discussion and analysis of results of operations, financial condition, and liquidity are based upon our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may materially differ from these estimates under different assumptions or conditions. On an ongoing basis, we review our estimates to ensure that they appropriately reflect changes in our business or new information as it becomes available. See Note 1 of our Notes to the Consolidated Financial Statements in our 2025 Form 10-K for information regarding our critical accounting estimates. There have been no material changes to the Company's critical accounting estimates since the 2025 Form 10-K.

Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures

We conducted an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (“Exchange Act”)) as of September 30, 2026. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have determined that as of September 30, 2026, our disclosure controls and procedures were effective to ensure that the information required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and our management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Management’s responsibility for financial statements

Our management is responsible for the integrity and objectivity of all information presented in this Report. The consolidated financial statements were prepared in conformity with U.S. GAAP and include amounts based on management’s best estimates and judgments. Management believes the consolidated financial statements fairly reflect the form and substance of transactions and that the financial statements fairly represent the Company’s financial position and results of operations for the periods and as of the dates stated therein.

The Audit Committee of the Company’s Board of Directors, which is composed solely of independent directors, meets regularly with our independent registered public accounting firm, SingerLewak LLP, and representatives of management to review accounting, financial reporting, internal control, and audit matters, as well as the nature and extent of the audit effort. The Audit Committee is responsible for the engagement of the independent auditors. The independent auditors have free access to the Audit Committee.

Changes in internal control over financial reporting

There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2026 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company may become involved in various legal proceedings arising from its business activities. While management does not believe the ultimate disposition of these matters will have a material adverse impact on the Company’s consolidated results of operations, cash flows, or financial position, litigation is inherently unpredictable, and depending on the nature and timing of these proceedings, an unfavorable resolution could materially affect the Company’s future consolidated results of operations, cash flows or financial position in a particular period.

Item 1A. Risk Factors

In addition to the other information included in this Report, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in our 2025 Form 10-K, and the factors identified at the beginning of Part I, Item 2 of this Report, under the heading, “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” which could materially affect our business, financial condition, cash flows, or results of operations. The risks described in the 2025 Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to the Company or that the Company currently considers immaterial also may materially adversely affect its business, financial condition, and/or operating results. Other than as set forth below in this Item 1A, there have been no material changes to the risk factors included in our 2025 Form 10-K.

36

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The table set forth below shows all repurchases of securities by us during the three months ended September 30, 2026:

ISSUER PURCHASES OF EQUITY SECURITIES
							Maximum Number (or
							Approximate Dollar
					Total Number of Shares		Value) of Shares
					(or Units) Purchased		(or Units) that May
					as Part of Publicly		Yet Be Purchased
	Total Number of Shares		Average Price Paid		Announced Plans		Under the Plans
	(or Units) Purchased (1)		per Share (or Unit)		or Programs		or Programs
Period	(a)		(b)		(c)		(d)
July 1 - 31, 2026		—	$	—		—		—
August 1 - 31, 2026		3,496	$	2.86		—		—
September 1 - 30, 2026		1,047	$	2.90		—		—
Total		4,543	$	2.87

(1) Shares of the Company's Common Stock repurchased by the Company as payment of withholding taxes in connection with the vesting of restricted stock awards during the applicable period. All of the shares were cancelled when they were acquired by the Company.

Item 5. Other Information

Trading Arrangements

During the fiscal quarter ended on  September 30, 2026, none of the Company’s directors or “officers”, as defined in Rule 16a-1(f) of the Exchange Act, adopted, modified or terminated any “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation S-K.  

37

Item 6. Exhibits

Exhibit	Description
31.1	Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certifications of the Chief Executive Officer and the Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its Inline XBRL tags are embedded within the Inline XBRL document
101.SCH	Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

* Certain exhibits and schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company hereby undertakes to furnish a copy of any of the omitted exhibits or schedules upon request by the SEC.

38

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.

	SMITH MICRO SOFTWARE, INC.
November 12, 2026	By /s/	William W. Smith, Jr.
	William W. Smith, Jr.
	Chairman of the Board, President and Chief Executive Officer
	(Principal Executive Officer)
November 12, 2026	By /s/	Bethany M. Braund
	Bethany M. Braund
	Chief Financial Officer and Treasurer
	(Principal Financial and Accounting Officer)

39

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, William W. Smith, Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of Smith Micro Software, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a‑15(f) and 15d‑15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)     Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2026	By:	/s/ William W. Smith, Jr.
		William W. Smith, Jr.
		Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Bethany M. Braund, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Smith Micro Software, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a‑15(f) and 15d‑15(f)) for the registrant and have:

(a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)    Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)    Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: November 12, 2026	By:	/s/ Bethany M. Braund
		Bethany M. Braund
		Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION

PURSUANT TO 18 U.S.C. SECTION 1350 (AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002)

Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, William W. Smith, Jr. the Chief Executive Officer of Smith Micro Software, Inc. (the “Company”), and Bethany M. Braund, the Chief Financial Officer of the Company, hereby certify, that, to their knowledge:

1. The quarterly report on Form 10-Q for the period ended September 30, 2026 of the Company (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 12, 2026	By:	/s/ William W. Smith, Jr.
		William W. Smith, Jr.
		Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)

Date: November 12, 2026	By:	/s/ Bethany M. Braund
		Bethany M. Braund
		Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)

XML

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2026	Nov. 12, 2026
Document Information [Line Items]
Entity Central Index Key	0000948708
Entity Registrant Name	Smith Micro Software, Inc.
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2026
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2026
Document Transition Report	false
Entity File Number	001-35525
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	33-0029027
Entity Address, Address Line One	5800 Corporate Drive
Entity Address, City or Town	Pittsburgh
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15237
City Area Code	412
Local Phone Number	837-5300
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	SMSI
Security Exchange Name	NASDAQ
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		5,585,337

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Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands	Sep. 30, 2026	Dec. 31, 2025
Current assets:
Cash and cash equivalents	$ 2,369	$ 1,494
Accounts receivable	2,982	1,817
Prepaid expenses and other current assets	868	1,218
Total current assets	6,219	4,529
Equipment and improvements, net	142	331
Right-of-use assets	2,149	1,119
Other assets	368	500
Intangible assets, net	14,960	18,492
Total assets	23,838	24,971
Current liabilities:
Accounts payable	1,694	1,937
Accrued payroll and benefits	1,175	1,488
Current operating lease liabilities	647	914
Other current liabilities	490	773
Deferred revenue	300	0
Notes payable, net of discount	0	1,007
Total current liabilities	4,306	6,119
Non-current liabilities:
Warrant liabilities	44	45
Convertible notes payable, net of discount	2,108	0
Operating lease liabilities	1,639	417
Total non-current liabilities	3,791	462
Commitments and contingencies
Stockholders' equity:
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 5,585,337 and 5,159,618 shares issued and outstanding at 2026 and 2025, respectively	6	5
Additional paid-in capital	408,808	403,128
Accumulated comprehensive deficit	(393,073)	(384,743)
Total stockholders’ equity	15,741	18,390
Total liabilities and stockholders' equity	$ 23,838	$ 24,971

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Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares	Sep. 30, 2026	Dec. 31, 2025
Common stock, par vlaue (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	5,585,337	5,159,618
Common stock, shares outstanding (in shares)	5,585,337	5,159,618

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Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Revenues	$ 5,017	$ 4,347	$ 13,580	$ 13,389
Cost of revenues	921	1,136	2,644	3,566
Gross profit	4,096	3,211	10,936	9,823
Operating expenses:
Selling and marketing	1,053	1,478	3,763	4,787
Research and development	1,608	2,603	4,824	8,213
General and administrative	1,700	2,268	5,812	7,660
Depreciation and amortization	1,197	1,347	3,741	4,045
Gain on sale of assets, net	0	0	0	(1,287)
Goodwill impairment	0	0	0	11,052
Total operating expenses	5,558	7,696	18,140	34,470
Operating loss	(1,462)	(4,485)	(7,204)	(24,647)
Other income (expense):
Change in fair value of warrant liabilities	10	34	1	137
Interest expense, net	(243)	(66)	(990)	(114)
Other expense, net	(3)	(18)	(51)	(149)
Loss before provision for income tax	(1,698)	(4,535)	(8,244)	(24,773)
Provision for income tax expense	0	0	0	1
Net loss	(1,698)	(4,535)	(8,244)	(24,774)
Deemed dividend	0	(635)	(86)	(635)
Net loss attributable to common stockholders	$ (1,698)	$ (5,170)	$ (8,330)	$ (25,409)
Net loss per share attributable to common stockholders – basic and diluted
Basic (in dollars per share)	$ (0.3)	$ (1.23)	$ (1.57)	$ (6.5)
Weighted average shares outstanding:
Weighted average shares outstanding – basic (in shares)	5,588	4,195	5,315	3,909

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Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Total
BALANCE (in shares) at Dec. 31, 2024	3,535
BALANCE at Dec. 31, 2024	$ 4	$ 395,397	$ (354,645)	$ 40,756
Non-cash compensation recognized on stock options and employee stock purchase plan ("ESPP")	$ 0	15	0	15
Restricted stock grants, net of cancellations (in shares)	525
Restricted stock grants, net of cancellations	$ 0	2,812	0	2,812
Cancellation of shares for payment of withholding tax (in shares)	(88)
Cancellation of shares for payment of withholding tax	$ 0	(407)	0	(407)
Net loss	$ 0	0	(24,774)	(24,774)
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs (in shares)	323
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs	$ 0	965	0	965
Debt discount for warrants issued	0	522	0	522
Deemed dividend	0	635	(635)	0
Deemed dividend	$ 0	635	(635)	0
BALANCE (in shares) at Sep. 30, 2025	4,296
BALANCE at Sep. 30, 2025	$ 4	399,941	(380,054)	19,891
ESPP shares issued (in shares)	1
ESPP shares issued	$ 0	2	0	2
BALANCE (in shares) at Jun. 30, 2025	3,877
BALANCE at Jun. 30, 2025	$ 4	397,295	(374,884)	22,415
Non-cash compensation recognized on stock options and employee stock purchase plan ("ESPP")	$ 0	4	0	4
Restricted stock grants, net of cancellations (in shares)	127
Restricted stock grants, net of cancellations	$ 0	640	0	640
Cancellation of shares for payment of withholding tax (in shares)	(31)
Cancellation of shares for payment of withholding tax	$ 0	(120)	0	(120)
Net loss	$ 0	0	(4,535)	(4,535)
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs (in shares)	323
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs	$ 0	965	0	965
Debt discount for warrants issued	0	522	0	522
Deemed dividend	0	635	(635)	0
Deemed dividend	$ 0	635	(635)	0
BALANCE (in shares) at Sep. 30, 2025	4,296
BALANCE at Sep. 30, 2025	$ 4	399,941	(380,054)	19,891
BALANCE (in shares) at Dec. 31, 2025	5,160
BALANCE at Dec. 31, 2025	$ 5	403,128	(384,743)	18,390
Non-cash compensation recognized on stock options and employee stock purchase plan ("ESPP")	$ 0	5	0	5
Restricted stock grants, net of cancellations (in shares)	18
Restricted stock grants, net of cancellations	$ 0	870	0	870
Cancellation of shares for payment of withholding tax (in shares)	(80)
Cancellation of shares for payment of withholding tax	$ 0	(243)	0	(243)
Net loss	$ 0	0	(8,244)	(8,244)
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs (in shares)	487
Issuance of common stock and warrants in connection with common stock offering, net of issuance costs	$ 1	1,545	0	1,546
Debt discount for warrants issued	0	3,417	0	3,417
Deemed dividend	0	86	(86)	0
Deemed dividend	$ 0	86	(86)	0
BALANCE (in shares) at Sep. 30, 2026	5,585
BALANCE at Sep. 30, 2026	$ 6	408,808	(393,073)	15,741
BALANCE (in shares) at Jun. 30, 2026	5,589
BALANCE at Jun. 30, 2026	$ 6	408,703	(391,375)	17,334
Non-cash compensation recognized on stock options and employee stock purchase plan ("ESPP")	$ 0	2	0	2
Restricted stock grants, net of cancellations (in shares)	0
Restricted stock grants, net of cancellations	$ 0	116	0	116
Cancellation of shares for payment of withholding tax (in shares)	(4)
Cancellation of shares for payment of withholding tax	$ 0	(13)	0	(13)
Net loss	$ 0	0	(1,698)	(1,698)
BALANCE (in shares) at Sep. 30, 2026	5,585
BALANCE at Sep. 30, 2026	$ 6	$ 408,808	$ (393,073)	$ 15,741

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Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025
Operating activities:
Net loss	$ (8,244)	$ (24,774)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	3,741	4,045
Goodwill impairment	0	11,052
Non-cash lease expense	(75)	2
Change in fair value of warrant liabilities	(1)	(137)
Amortization of debt discount and financing issuance costs	638	20
Provision for credit losses	0	172
Stock based compensation	875	2,828
Gain on sale of assets, net	0	(1,287)
Changes in operating accounts:
Accounts receivable	(1,165)	2,972
Prepaid expenses and other assets	482	382
Accounts payable, accrued, and other liabilities	(1,381)	(282)
Deferred revenue	300	0
Net cash used in operating activities	(4,827)	(5,007)
Investing activities:
Capital expenditures, net	(71)	(52)
Proceeds from sale of equipment, net	49	0
Net cash (used in) provided by investing activities	(22)	1,235
Financing activities:
Proceeds from Common Stock and Warrant Offering, net of issuance costs	1,546	966
Proceeds from convertible notes, notes payable and warrants offerings	4,000	1,233
Proceeds from financing arrangements	800	933
Repayments of financing arrangements	(622)	(776)
Other financing activities	0	2
Net cash provided by financing activities	5,724	2,358
Net increase (decrease) in cash and cash equivalents	875	(1,414)
Cash and cash equivalents, beginning of period	1,494	2,808
Cash and cash equivalents, end of period	2,369	1,394
Supplemental disclosure of non-cash financing activities:
Issuance of convertible notes in settlement and prepayment of notes payable	1,889	0
Deemed Dividend	86	635
Other Asset [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Gain on sale of assets, net	3	0
ViewSpot [Member]
Adjustments to reconcile net loss to net cash used in operating activities:
Gain on sale of assets, net	0	(1,287)
Investing activities:
Proceeds from sale of ViewSpot, net	$ 0	$ 1,287

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Note 1 - The Company

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Business Description and Basis of Presentation [Text Block]

1. The Company

Smith Micro Software, Inc. (“Smith Micro” or “the Company”) develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, the Company strives to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer Internet of Things (“IoT”) devices. Smith Micro’s portfolio includes family safety software solutions to support families in the digital age and products for creating, sharing, and monetizing rich content, such as visual voice messaging. The Company provided retail content display optimization and performance analytics until the sale of its ViewSpot product in June 2025.

Smith Micro’s solution portfolio is comprised of proven software products that enable its customers to provide:

• In-demand digital services that connect today’s digital lifestyle, including family location services, parental controls, and consumer IoT devices to mobile consumers worldwide;

• Devices tailored to meet the needs of seniors and kids; and

• Easy visual access to voice messages on mobile devices through visual voicemail and voice-to-text transcription functionality.

On June 3, 2025, the Company divested its ViewSpot product for total consideration of $1.3 million, of which $1.0 million was paid on the closing date, with the remaining amounts paid in two installments, the first of which was collected on July 1, 2025, and the final balance was collected on  October 1, 2025.

On June 4, 2026, the Company effected a one-for-five (1:5) reverse stock split (the “Reverse Stock Split”) of its Common Stock, par value $0.001 per share (“Common Stock”). The Reverse Stock Split became effective at 11:59 p.m., Eastern Time on June 4, 2026, in accordance with a certificate of amendment to the Company’s Amended and Restated Certificate of Incorporation filed with the Secretary of State of the State of Delaware on May 26, 2026. As a result of the Reverse Stock Split, every five (5) shares of the Company's Common Stock issued and outstanding or held as treasury stock immediately prior to the effective time was automatically combined and converted (without any further act) into one fully paid and non-assessable share of Common Stock. No fractional shares were issued in connection with the Reverse Stock Split. Instead, any fractional share of Common Stock that would otherwise have been issued as a result of the Reverse Stock Split was rounded up to the nearest whole share of Common Stock.

The Reverse Stock Split reduced the aggregate number of outstanding shares of Common Stock from approximately 25.5 million shares to approximately 5.1 million shares. The number of authorized shares of the Company’s capital stock remain unchanged at 100,000,000 shares of Common Stock and 5,000,000 shares of preferred stock. Proportionate adjustments were made to the per share exercise price and/or the number of shares issuable upon the exercise of stock options and the settlement of restricted stock awards and the number of shares authorized and reserved for issuance pursuant to the Company's equity incentive plans. Additionally, there were adjustments to the per share exercise price and the number of shares issuable upon exercise of warrants. 

All share and per share amounts for Common Stock (including share amounts underlying convertible securities and the exercise and conversion prices of such convertible securities) in these consolidated financial statements and notes thereto have been retroactively adjusted for all periods presented to give effect to the Reverse Stock Split, including reclassifying an amount equal to the reduction in the number of shares of Common Stock at par value to additional paid-in capital. 

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Note 2 - Accounting Policies

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Significant Accounting Policies [Text Block]

2. Accounting Policies

Basis of Presentation

The accompanying interim consolidated balance sheet as of  September 30, 2026, and the related consolidated statements of operations and stockholders’ equity for the three and nine months ended September 30, 2026 and 2025, and the consolidated statements of cash flows for the nine months ended September 30, 2026 and 2025, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended  December 31, 2025 filed with the SEC on  March 5, 2026 (the "2025 Form 10-K").

Intercompany balances and transactions have been eliminated in consolidation.

Operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending  December 31, 2026.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), which is intended to improve the decision-usefulness of expense information on public companies' income through disaggregation of relevant expense captions in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this update make targeted improvements to increase the operability of the recognition guidance considering different software development methods. The amendments in this update will be effective for annual and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

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Note 3 - Going Concern

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Substantial Doubt about Going Concern [Text Block]

3. Going Concern

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. In connection with preparing consolidated financial statements for the three and nine months ended September 30, 2026, certain conditions in the Company's evaluation, considered in the aggregate, have raised substantial doubt about the Company's ability to continue as a going concern within one year from the date that the financial statements are issued, which has not been alleviated. The evaluation considered the Company's financial condition, including its liquidity sources, funds necessary to maintain the Company's operations considering the current financial condition, obligations, and other expected cash flows, and negative financial trends of recurring operating losses and negative cash flows.

The Company has continuing operations and is generating revenues in the normal course, however the Company is dependent, to an extent, on the timing of subscriber and revenue growth for its products and the related cash generation from that growth and/or the ability to obtain the necessary capital to meet its obligations and fund its working capital requirements to maintain normal business operations. Management believes that the actions presently being taken to implement the Company's business plan to expand subscriber growth, to acquire new customers, and to expand its offerings to existing customers to generate increased revenues, and, if necessary, to raise additional capital, will support the Company's operations. As such, the financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. The Company believes, based on its history of being able to complete debt and equity financings, that it would be able to raise additional funds as necessary, through public or private equity offerings, including by filing one or more registration statements, through debt financings, or from a combination of these funding sources. However, it may not be able to secure such incremental capital in a timely manner or on favorable terms, if at all. To preserve liquidity, the Company may also take one or more of the following additional actions:

• Implement additional restructuring and cost reductions,

• Secure a revolving line of credit, if available,

• Dispose of one or more product lines, and/or

• Sell or license intellectual property.

While management believes that the Company’s plans for growing revenue and the other potential actions available to it would alleviate the conditions that raise substantial doubt, these strategies are not entirely within the Company’s control and cannot be assessed as being probable of occurring.

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Note 4 - Common Stock

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Equity [Text Block]

4. Common Stock

Minimum Bid Price Requirement and Reverse Stock Split

On June 23, 2025, Smith Micro received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market (“Nasdaq”) advising that the Company was not in compliance with the $1.00 minimum bid price requirement for continued listing on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) as a result of the closing bid price of the Company’s common stock (“Common Stock”) having been below $1.00 for thirty consecutive business days. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was granted a period of 180 calendar days from the notification date, or until December 22, 2025, to regain compliance with the Minimum Bid Price Requirement.

On December 23, 2025, the Company received a written notice from Nasdaq (the “ December Notice”) granting an additional 180 days, or until June 22, 2026, to regain compliance with the Minimum Bid Price Requirement. 

As previously noted, the Company undertook the Reverse Stock Split, which became effective June 4, 2026 at 11:59 pm Eastern Time, to enable the Company to regain compliance with the Minimum Bid Price Requirement. On June 23, 2026, the Company received written notification from Nasdaq indicating that the Company has regained compliance with the Minimum Bid Price Requirement and the matter is now closed.

July 2025 Registered Direct Offering and Private Placement

On July 18, 2025, the Company announced the closing of a registered direct offering of 0.3 million shares of Common Stock for $4.65 per share and concurrent private placement of unregistered warrants to purchase an equal number of shares of the Company's Common Stock with certain institutional and accredited investors, which resulted in gross proceeds to the Company of approximately $1.5 million, prior to offering fees and transaction expenses. The registered offering and concurrent private placement were approved by the Company's Board of Directors and a special Pricing Committee thereof. The warrants issued to the investors in the concurrent private placement had an initial exercise price of $6.00 per share, were immediately exercisable, expire five years after issuance, and contain a “full-ratchet” anti-dilution adjustment, such that the exercise price will be adjusted if the Company issues shares of Common Stock (or Common Stock equivalents) at a price below the exercise price of the warrant. The number of shares issuable upon exercise of such shares will then be proportionately adjusted. Additionally, in the event of a reverse stock split, the exercise price of each warrant is subject to adjustment (along with a proportionate adjustment in the number of shares) if the market price of the Common Stock is less than the exercise price of the Common Warrant (after giving effect to the split) during a period before and after the effective date of the reverse split. In accordance with such terms, the exercise price and number of shares issuable under the July 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.6 million.

The net cash proceeds to the Company from the offering, after deducting offering related expenses was $1.0 million. All warrants associated with the transaction were assessed and recorded as equity instruments. 

November 2025 Registered Direct Offering and Private Placement Transaction

Securities Purchase Agreement- Registered Direct Offering:

On November 5, 2025, the Company entered into a securities purchase agreement relating to the registered direct offering and sale of an aggregate of 0.3 million shares of the Company’s Common Stock for $3.35 per share along with unregistered common warrants to purchase up to an aggregate of 0.3 million shares of Common Stock in a concurrent private placement. Each unregistered common warrant has an exercise price of $3.35 per share, became exercisable six months following their original issuance and expire five years from the initial exercise date.

Roth Capital Partners, LLC (the “Placement Agent”) acted as the exclusive placement agent for the Offering and the concurrent private placement of Common Warrants pursuant to a placement agency agreement (the “Placement Agency Agreement”) dated November 5, 2025, by and between the Company and the Placement Agent.  The gross proceeds to the Company from the completed offering was approximately $1.15 million, before deducting offering expenses payable by the Company.

Securities Purchase Agreement- Private Placement Transaction:

On November 5, 2025, the Company separately entered into a second securities purchase agreement with a trust, for which the Company’s Chairman, President and Chief Executive Officer serves as co-trustee, relating to a private placement transaction and sale of 0.4 million unregistered shares of the Company’s Common Stock at an offering price of $3.35 per share and unregistered warrants to purchase up to an aggregate of 0.4 million shares of Common Stock. Each of these unregistered private placement common warrants has an exercise price of $3.35 per share, became exercisable following receipt of stockholder approval of the same and expire five years from the initial exercise date. The gross proceeds to the Company from the completed Private Placement was approximately $1.5 million, before deducting offering expenses payable by the Company.

The closing of the November 2025 registered direct offering and private placement transaction occurred on or about November 6, 2025.

On December 4, 2025 the Company filed a registration statement with the SEC registering for resale the shares issued in the November 2025 private placement transaction and the shares issuable upon exercise of the warrants issued in connection with the November 2025 registered direct offering and private placement transaction, which became effective on December 12, 2025.

Pursuant to the Placement Agency Agreement, the Company paid the Placement Agent a cash fee equivalent to 6.0% of the gross proceeds raised in the November 2025 registered direct offering, excluding amounts invested by certain individuals or entities mutually agreed upon by the Company and the Placement Agent. The Company also reimbursed the Placement Agent's expenses of up to $125,000, upon the closing of the November 2025 registered direct offering.

June 2026 Warrant Inducement Transaction

On June 11, 2026, the Company entered into inducement letter agreements (collectively, the “Inducement Letter Agreements”) with certain holders (the “Holders”) of existing warrants to purchase an aggregate of 0.5 million shares of the Company’s Common Stock, which were originally issued in October 2024.

Pursuant to the Inducement Letter Agreements, the Holders exercised the October 2024 warrants for cash at a reduced exercise price of $3.35 per share (from $5.20 per share) in consideration for the issuance of new unregistered Common Stock warrants to purchase up to an aggregate of 0.5 million shares of Common Stock at an exercise price of $3.80 per share in transactions exempt from registration as not involving a public offering under Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder (the “Inducement Transaction”). Such new warrants were immediately exercisable upon issuance, have a term of five (5) years from the issuance date, and were recorded as equity instruments. The reduction in exercise price of the October 2024 warrants was treated as a modification of previously issued equity-classified warrants and was accounted for as an incremental cost directly attributable to the new equity offering. 

The Company filed a registration statement on Form S-1 to register for resale the Warrant Shares issuable upon the exercise of the Warrants (the “Resale Registration Statement”), which became effective on July 22, 2026.

The aggregate gross proceeds to the Company from the exercise of the October 2024 warrants was approximately $1.6 million, before deducting offering expenses payable by the Company. The closing of the Inducement Transaction occurred on June 15, 2026.

Warrants

The Company’s outstanding Common Stock purchase warrants are a combination of equity and liability classified.  As of  September 30, 2026 and  December 31, 2025, the Company had 5,582,635 and 3,375,313 warrants outstanding, each having the right to purchase one share of the Company’s Common Stock at a weighted average exercise prices of $4.78 and $5.92, respectively, and expire at various dates through September 2031. 

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Note 5 - Debt and Warrants Transactions

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Debt and Warrant Disclosure [Text Block]

5. Debt and Warrants Transactions

Note Purchase Agreements 

September 11, 2025 Note Purchase Agreements

Effective September 11, 2025, the Company entered into note purchase agreements (the  “September 11, 2025 Note Agreements”) with the Smith Living Trust, for which William W. Smith, Jr., the Company's Chairman, President and Chief Executive officer, and his wife, Dieva L. Smith, serve as co-trustees (“Smith”) and with Timothy C. Huffmyer, who, at that time was the Company's Chief Operating Officer, Chief Financial Officer, and Treasurer. Pursuant to the September 11, 2025 Note Agreements, Smith agreed to loan to the Company an amount not to exceed approximately $0.7 million and Huffmyer agreed to loan to the Company an amount not to exceed $0.1 million, in each case in return for one or more secured promissory notes (the “September 11, 2025 Notes”) and accompanying unregistered common stock purchase warrants. The September 11, 2025 Notes are secured by the Company’s accounts receivable and certain other assets, bear interest at a rate of 15.0% per annum, and were due on or before March 31, 2026, unless otherwise mutually agreed to by the parties. The transactions were approved by an independent committee of the Company’s Board of Directors and the Audit Committee.

Each September 11, 2025 Note was accompanied by the issuance by the Company of an unregistered warrant (each, “September 11, 2025 Warrant”) to purchase up to a number of shares of the Company’s Common Stock equal to the principal amount of such September 11, 2025 Note divided by the Market Price (as defined under Nasdaq regulations) of the Company’s Common Stock on the date of issuance of the note (the “September 11, 2025 Warrant Shares”). The Company received an amount equal to $0.625 per September 11, 2025 Warrant Share for each September 11, 2025 Warrant issued. Each September 11, 2025 Warrant became exercisable six (6) months following its original issuance, expires five years from the initial exercise date and had an initial exercise price equal to $3.65. The September 11, 2025 Warrants contain provisions for a “full-ratchet” anti-dilution adjustment, such that the exercise price will be adjusted if the Company issues Common Stock (or Common Stock equivalents) at a price below the exercise price of the Warrants. The number of shares issuable upon exercise of the September 11, 2025 Warrants will then be proportionately adjusted. Additionally, in the event of a reverse stock split, the exercise price of each September 11, 2025 Warrant is subject to adjustment (along with a proportionate adjustment in the number of shares) if the market price of the Common Stock is less than the exercise price of the September 11, 2025 Warrants (after giving effect to the split) during a period before and after the effective date of the reverse split. In accordance with such terms, the exercise price and number of shares issuable under the September 11, 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.2 million.

The Company and Smith completed an initial closing of the transactions contemplated by the September 11, 2025 Note Agreements on September 11, 2025, and subsequent closings with each of Smith and Huffmyer on September 17, 2025. The gross proceeds to the Company from the closings with Smith totals approximately $0.8 million (comprised of approximately $0.7 million as a loan and approximately $0.1 million for the purchase of the accompanying September 11, 2025 Warrants) and the gross proceeds to the Company from the closing with Huffmyer totals approximately $0.1 million (comprised of approximately $85 thousand as a loan and approximately $15 thousand for the purchase of the accompanying September 11, 2025 Warrants), in each case, before deducting transaction expenses payable by the Company. Pursuant to the September 11, 2025 Note Agreements, the Company has filed a registration statement with the SEC registering the September 11, 2025 Warrant Shares for resale, which registration statement was declared effective on December 12, 2025. 

September 29, 2025 Note Purchase Agreement

On September 29, 2025, the Company entered into a note purchase agreement (the  “September 29, 2025 Note Agreement”) with certain accredited investors (“Purchasers”), pursuant to which the Purchasers agreed to provide loans in an aggregate amount of $0.4 million, of which $0.3 million was received and recorded on September 30, 2025, and the remaining $0.1 million was received by October 2, 2025 and recorded in the fourth quarter, in each case, in return for a secured promissory note (collectively, the “September 29, 2025 Notes”) and an accompanying unregistered common stock purchase warrant (collectively, the “September 29, 2025 Warrants”). The September 29, 2025 Notes have substantially the same terms as the September 11, 2025 Notes.

Each September 29, 2025 Note was accompanied by the issuance of a warrant to purchase up to a number of shares of the Company’s Common Stock equal to the principal amount of such Note divided by the Market Price (as defined under Nasdaq regulations) of the Company’s Common Stock on the date of issuance (the “September 29, 2025 Warrant Shares”). Each September 29, 2025 Warrant became exercisable six (6) months following its original issuance, expires five years from the initial exercise date, and had an initial exercise price equal to $3.65 or $3.70. The September 29, 2025 Warrants contain provisions for a “full-ratchet” anti-dilution adjustment. In accordance with such terms, the exercise price and number of shares issuable under the September 29, 2025 warrants have since been adjusted and the current exercise price of such warrants is $3.35 and the number of shares issuable thereunder is 0.1 million. Pursuant to the September 29, 2025 Note Agreement, the Company filed a registration statement with the SEC registering the September 29, 2025 Warrant Shares for resale, which registration statement was declared effective December 12, 2025.

The Company received total cash proceeds from the  September 11, 2025 Note Purchase Agreements and the September 29, 2025 Note Purchase Agreement of approximately $1.2 million in 2025. Furthermore, the proceeds were allocated to the notes and their 0.3 million equity-classified warrants on a relative fair value basis, resulting in a debt discount of approximately $0.4 million which is being amortized over the term of the agreements using the effective interest method. This resulted in an immaterial amount of amortization expense in 2025. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black Scholes option pricing model in 2025: common stock market price of $3.60 to $3.65, risk-free interest rate of 3.6% - 3.7%, expected volatility of 88.67% - 89.81%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

February 3, 2026 Note Purchase Agreement

On February 3, 2026, the Company entered into a Note Purchase Agreement (the  “February Note Agreement”) with the Smith Living Trust. Pursuant to the February Note Agreement, Smith agreed to loan funds to the Company in return for one or more secured promissory notes (in each case, a “February Note”) and accompanying unregistered common stock purchase warrants (in each case, a “February Warrant”). The February Note Agreement provides that each February Note will be secured by the Company’s accounts receivable and certain other assets, will bear interest at a rate of 15.0% per annum, and were due on or before March 31, 2026 (the “Maturity Date”), unless otherwise mutually agreed by the parties. Pursuant to the February Note Agreement, each February Note was accompanied by the issuance of a February Warrant to purchase shares of the Company’s Common Stock, exercisable beginning six months following its original issuance, with expiration five years from the initial exercise date and an exercise price of $3.40 per share. The transaction closed February 3, 2026, and was approved by the Company’s Board of Directors and Audit Committee.

The gross proceeds to the Company from the closing totals approximately $1.0 million (comprised of approximately $0.8 million as a loan and approximately $0.2 million for the purchase of the accompanying Warrant). Furthermore, the proceeds were allocated to the notes and their 0.3 million equity-classified warrants on a relative fair value basis, resulting in a debt discount of approximately $0.4 million which is being amortized over the term of the agreement using the effective interest method. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black Scholes option pricing model at inception: common stock market price of $2.70, risk-free interest rate of 3.8%, expected volatility of 89%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

March 4, 2026 Securities Purchase Agreement

On March 4, 2026, the Company entered into a Securities Purchase Agreement for the sale of Secured Convertible Notes (the “2026 Convertible Notes”) with an aggregate original principal amount of $4.9 million and an initial conversion price of $3.40 per share, subject to adjustment, and warrants to acquire up to an aggregate amount of approximately 1.9 million additional shares of the Company's common stock, which are exercisable beginning six months following its original issuance, will expire five years from the initial exercise date and have an exercise price equal to $3.40. The Smith Living Trust and Timothy C. Huffmyer were among the buyers in the offering, in addition to certain other noteholders from the September 29, 2025 Note Purchase Agreement. The Company agreed to use the proceeds of the offering to repay in full the principal and interest outstanding under those certain Notes due on March 31, 2026 in the aggregate amount of up to $2.2 million plus any additional interest amounts that may have accrued in connection with the extension of the maturity date under the existing notes and for general corporate purposes. The 2026 Convertible Notes mature on March 31, 2029; however, this date may be extended at the option of the holder.

The 2026 Convertible Notes accrue interest at the rate of 8.0% per annum. Upon the occurrence and during the continuance of an Event of Default (as defined in the 2026 Convertible Notes), the 2026 Convertible Notes will accrue interest at the rate of 12.0% per annum. The Convertible Notes are payable in equal monthly installments of approximately $7,000 per each $1,000,000 of principal outstanding, and are effectively interest only, beginning on May 1, 2026 and ending on the Maturity Date, at which time any unconverted or unpaid principal amounts would be due. Installment amounts shall be applied first to accrued interest under the Convertible Notes, with any amounts in excess of accrued interest being applied to outstanding principal. The Company will not be required to pay any installment amount to the extent such amount is less than one thousand dollars ($1,000). In such event, the Company may defer payment to the holder until the next applicable installment date, provided that (i) at such time the accrued installment amount due on such date is at least one thousand dollars ($1,000) and (ii) principal remains outstanding for the purposes of accruing interest. The Company will be permitted to prepay the outstanding principal and accrued or unpaid interest upon not less than thirty (30) days prior written notice to the holder. At any time after the sixth month anniversary of the issuance of the 2026 Convertible Notes, each 2026 Convertible Note will be convertible, at the option of the holder, into shares of the Company's common stock at an initial conversion price equal to $3.40, which is subject to standard adjustments. 

The offering was approved by the Company’s Board of Directors and Audit Committee and closed on March 6, 2026 and March 10, 2026. The aggregate gross proceeds from the offering were $4.9 million, of which $1.9 million was utilized to repay in full the principal and interest outstanding under certain notes due on March 31, 2026, which then cancelled the notes. The remaining $0.2 million of certain notes due on March 31, 2026 were subsequently repaid in cash.  In connection with the transactions with Smith and Huffmyer, as well as other warrant holders who followed the same terms in this related-party led transaction, the Company did not recognize any gain or loss in connection with the extinguishment of such amounts, as the transactions were viewed as contributions to equity totaling $0.5 million. 

The relative fair value allocated to the 1.9 million equity-classified warrants resulted in a debt discount of approximately $2.5 million which is being amortized over the term of the agreements using the effective interest method at a rate of 36.8%. The valuation of the equity-classified warrants was based on a Black-Scholes model at inception. The following assumptions were utilized in the Black-Scholes option pricing model at inception: common stock market price of $2.40 to $2.70, risk-free interest rate of 3.7%, expected volatility of 90%, and expected term of 5.5 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants. 

As of September 30, 2026, the remaining unamortized debt discount was $2.8 million. In the three and nine months ended September 30, 2026, total interest expense for these notes was $0.2 million and $1.0 million, respectively, inclusive of approximately $0.1 million and $0.6 million, respectively of amortization of debt discount with the remainder related to contractual interest.

Deemed Dividends

In connection with the issuance of the September 11, 2025 Warrants with an initial exercise price of $3.65, pursuant to the full-ratchet anti-dilution provisions of the July 2025 Warrants, the exercise price of each of the July 2025 Warrants was at that time adjusted from $6.00 to $3.65 and the aggregate number of warrant shares underlying the July 2025 Warrants increased from 0.3 million to 0.5 million.  As a result, the Company recorded a deemed dividend of $0.6 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.65, risk-free interest rate of 3.6%, expected volatility of 90.7%, and expected term of 4.85 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. 

Further, in connection with the November 5, 2025 issuance of Common Stock at $3.35 and Warrants with an exercise price of $3.35, the exercise price of each of the July 2025 Warrants was further adjusted from $3.65 to $3.35 and the aggregate number of warrant shares underlying the July 2025 Warrants increased from 0.5 million to 0.6 million. As a result, the Company recorded a deemed dividend of $0.1 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.30, risk-free interest rate of 3.8%, expected volatility of 94%, and expected term of 4.70 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

The warrants issued pursuant to the September 11, 2025 Note Purchase Agreements and the September 29, 2025 Note Purchase Agreement were also subject to the same provisions, however, no adjustment to the exercise price (or proportional adjustment to the number of shares) was made until the Company received approval from the Company’s stockholders in accordance with Nasdaq Listing Rule 5635, which occurred at the May 26, 2026 Annual Meeting. As a result of the November 5, 2025 issuance of Common Stock at $3.35 and Warrants with an exercise price of $3.35, the exercise price of each of the September 11, 2025 Warrants and the September 29, 2025 Warrants were further adjusted from initial exercise price of either $3.65 or $3.70 per share to $3.35 and the aggregate number of warrant shares underlying the September 11, 2025 Warrants and the September 29, 2025 Warrants increased from 0.3 million to 0.4 million. Accordingly, the Company recorded a deemed dividend of $0.1 million and an increase in net loss attributable to common stockholders in the Basic EPS calculation. In accordance with U.S. GAAP, the incremental fair value of the warrants resulting from the decrease in the exercise price and the increase in the number of warrant shares was measured using Black-Scholes valuation models at the time of the event. The following assumptions were utilized in the Black-Scholes option pricing model: common stock market price of $3.96, risk-free interest rate of 4.2%, expected volatility of 94%, and expected term of 4.85 years. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants.

Warrant Liabilities 

On August 11, 2022, the Company issued warrants (the "Notes Warrants") to purchase Common Stock in conjunction with a senior secured convertible notes (the "Notes") and warrants offering (the "Notes and Warrants Offering"), at an initial fair value of $3.8 million. The Notes sold by the Company in the Notes and Warrants Offering were subsequently retired upon maturity at December 31, 2023. The exercise price of and number of shares underlying the Notes Warrants were immediately proportionately adjusted pursuant to the April 2024 Reverse Stock Split to $26.80 and 0.3 million shares, respectively, and on May 2, 2024, the exercise price for each of the Notes Warrants was further adjusted to $2.06 in accordance with their terms. Pursuant to the June 4, 2026 Reverse Stock Split, the number of shares underlying the Notes Warrants were immediately proportionately adjusted to 56 thousand shares and the exercise price for each of the Notes Warrants was further adjusted to $2.81 in accordance with their terms.

The Company issued additional warrants (the "Additional Warrants") to purchase Common Stock on August 12, 2022 in conjunction with a registered direct offering for the sale of shares of the Company's Common Stock and the Additional Warrants. The Additional Warrants do not reprice further beyond the immediate proportionate adjustments to the per share exercise price and number of shares issuable of $21.20 and 0.1 million shares, respectively, that occurred upon and as a result of the April 2024 Reverse Stock Split.  Pursuant to the June 4, 2026 Reverse Stock Split, the exercise price of and number of shares underlying the Additional Warrants were immediately proportionately adjusted pursuant to $106.00 and 28 thousand shares, respectively.

All changes in the fair value of the Notes Warrants and Additional Warrants liabilities are recognized in the Company's consolidated statements of operations until they are either exercised or expire. Since their issuance, none of the Notes Warrants or Additional Warrants have been exercised. The Notes Warrants and Additional Warrants are not traded in an active securities market and, as such, the estimated fair value is determined by using a Black-Scholes option pricing model which considers the likelihood of repricing adjustments and utilizes assumptions noted in the following table. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of valuation. Expected volatility is based on the historical volatility over the expected remaining term of the warrants. The Company has no reason to believe future volatility over the expected remaining life of the Notes Warrants and Additional Warrants is likely to differ materially from historical volatility. Expected life is based on the term of the applicable warrants. Below are the specific assumptions utilized (unaudited, except for  December 31, 2025):

Notes Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		0.86			1.61
Expected volatility		83.1	%		119.9	%

Additional Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		1.37			2.12
Expected volatility		81.3	%		116.0	%

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Note 6 - Fair Value of Financial Instruments

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Fair Value Disclosures [Text Block]

6. Fair Value of Financial Instruments

The Company measures and discloses fair value measurements as required by FASB Accounting Standards Codification ("ASC") Topic No. 820, Fair Value Measurements and Disclosures. Fair value is an exit price, representing the amount that would be received upon the sale of an asset or the amount that would be paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the FASB establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value:

• Level 1 – Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

• Level 2 – Include other inputs that are directly or indirectly observable in the marketplace.

• Level 3 – Unobservable inputs which are supported by little or no market activity.

The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The following table presents information about the financial liabilities that are measured at fair value on a recurring basis at  September 30, 2026 and  December 31, 2025 (unaudited, except for  December 31, 2025, in thousands):

Level 3	September 30, 2026		December 31, 2025
Notes Warrants	$	44	$	41
Additional Warrants		—		4
Total	$	44	$	45

The following tables present the changes in the fair value (unaudited, except for  December 31, 2025, in thousands):

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2025	$	41		$	4		$	45
Change in fair value		(4	)		—			(4	)
Measurement at March 31, 2026	$	37		$	4		$	41
Change in fair value		17			(4	)		13
Measurement at June 30, 2026	$	54		$	—		$	54
Change in fair value		(10	)		—			(10	)
Measurement at September 30, 2026	$	44		$	—		$	44

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2024	$	197		$	27		$	224
Change in fair value		(107	)		(16	)		(123	)
Measurement at March 31, 2025	$	90		$	11		$	101
Change in fair value		17			3			20
Measurement at June 30, 2025	$	107		$	14		$	121
Change in fair value		(29	)		(5	)		(34	)
Measurement at September 30, 2025	$	78		$	9		$	87

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Note 7 - Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Intangible Asset and Goodwill [Text Block]

7. Goodwill and Intangible Assets

In accordance with FASB ASC Topic No. 350, Intangibles-Goodwill and Other, Smith Micro reviews the recoverability of the carrying value of the Company's single reporting unit goodwill at least annually or whenever events or circumstances indicate a potential impairment. The annual impairment testing date is December 31 of each year. Recoverability of goodwill is determined by comparing the estimated fair value of the reporting unit to the carrying value of the underlying net assets in the reporting unit. If the estimated fair value of a reporting unit is determined to be less than the carrying value, goodwill is deemed impaired, and an impairment loss is recognized to the extent that the carrying value of goodwill exceeds the fair value.

In connection with the preparation of its quarterly financial statements for the second quarter of 2025, the Company assessed changes in circumstances to determine whether it was more likely than not that the fair value of its single reporting unit was below its carrying amount. While there was no single determinative event or factor, considerations including recent financial performance compared to expected forecasts, trends in stock valuation, pricing of the most recent equity raise, and the receipt of the Nasdaq minimum bid price requirement notice on June 23, 2025 led the Company to conclude that when considering the events and factors in totality it was necessary to perform an interim quantitative valuation assessment. The fair value of the reporting unit was determined based on a combination of the income approach using estimated discounted cash flows and a market-based valuation methodology utilizing market multiples. The assessment utilized Level 3 inputs including estimates of revenue growth, EBITDA contribution and discount rates. Based on the results of the assessment, a full goodwill impairment charge of $11.1 million was recorded in the second quarter of 2025. 

The components of the Company’s intangible assets were as follows for the periods presented (unaudited, except for  December 31, 2025, in thousands, except for useful life data):

	September 30, 2026
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		2	$	11,076	$	(8,895	)	$	2,181
Customer relationships		7		24,573		(12,985	)		11,588
Customer contracts		0		7,000		(6,974	)		26
Software license		2		5,419		(4,297	)		1,122
Patents		1		600		(557	)		43
Total			$	48,668	$	(33,708	)	$	14,960

	December 31, 2025
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		3	$	11,076	$	(7,945	)	$	3,131
Customer relationships		9		24,573		(11,000	)		13,573
Customer contracts		0		7,000		(6,895	)		105
Software license		4		5,419		(3,843	)		1,576
Patents		2		600		(493	)		107
Total			$	48,668	$	(30,176	)	$	18,492

The Company amortizes intangible assets over the pattern of economic benefit expected to be generated from the use of the assets, with a total weighted average amortization period remaining of approximately six years as of  September 30, 2026 and seven years as of  December 31, 2025. During the three months ended  September 30, 2026 and 2025, intangible asset amortization expense was $1.2 million and $1.3 million, respectively. During the nine months ended September 30, 2026 and 2025, intangible asset amortization expense was $3.5 million and $3.8 million, respectively.

As of   September 30, 2026, estimated amortization expense for the remainder of 2026 and thereafter was as follows (unaudited, in thousands):

	Amortization
Year Ending December 31,	Expense
2026	$	1,177
2027		3,834
2028		2,790
2029		2,095
2030 and thereafter		5,064
Total	$	14,960

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Note 8 - Earnings Per Share

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Earnings Per Share [Text Block]

8. Earnings Per Share

The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share. Basic EPS is calculated by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, excluding common stock equivalents. Diluted EPS is computed by dividing the net income attributable to common stockholders by the weighted average number of common shares outstanding for the period, plus the weighted average number of dilutive common stock equivalents outstanding for the period determined using the treasury-stock method. For periods with a net loss, the dilutive common stock equivalents are excluded from the diluted EPS calculation. For purposes of this calculation, Common Stock subject to repurchase by the Company, options, warrants (other than the Pre-Funded Warrants), and convertible notes are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive.

The following table sets forth the details of basic and diluted earnings per share (unaudited, in thousands, except per share amounts):

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Numerator:
Net Loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed Dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)
Denominator:
Weighted average shares outstanding – basic		5,588			4,195			5,315			3,909
Potential common shares – options / warrants (treasury stock method)		—			—			—			—
Weighted average shares outstanding – diluted		5,588			4,195			5,315			3,909
Shares excluded (anti-dilutive)		7,029			1,963			5,860			1,799
Net loss attributable to common stockholders per share – basic and diluted
Basic	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)
Diluted	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)

The following weighted average shares were excluded from the computation of diluted net loss per share attributable to common stockholders as the impact of including those shares would be anti-dilutive (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Convertible notes as if converted		1,438		—		1,076		—
Outstanding stock options		8		6		8		6
Outstanding warrants		5,583		1,957		4,776		1,793
Total anti-dilutive shares		7,029		1,963		5,860		1,799

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Note 9 - Stock-based Compensation

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Share-Based Payment Arrangement [Text Block]

9. Stock-Based Compensation

Stock Plans

On June 18, 2024, the Company's stockholders approved the Company's Amended and Restated Omnibus Equity Incentive Plan (as amended through the date hereof, the "OEIP") which amended and restated (and renamed) the Company's 2015 Omnibus Equity Incentive Plan (as previously amended, the "2015 Plan") and increased the number of shares reserved thereunder by 0.6 million shares. On May 26, 2026, the Company's stockholders approved an additional increase of 0.6 million shares to the OEIP. As of  September 30, 2026, there were approximately 0.9 million shares available for future grants under the Company’s OEIP. References to the OEIP herein include the 2015 Plan prior to its amendment and restatement. The maximum number of shares available for issuance over the term of the OEIP may not exceed 2.1 million shares. 

During the nine months ended September 30, 2026, the Company granted 40 thousand shares of restricted stock and 2.5 thousand stock options under the OEIP.

The OEIP provides for the issuance of full value awards (restricted stock, performance stock, dividend equivalent right or restricted stock units) and partial value awards (stock options or stock appreciation rights) to employees, non-employee members of the board and consultants. The exercise price per share for stock option grants is not to be less than the fair market value per share of the Company’s common stock on the date of grant. The Board of Directors has the discretion to determine the vesting schedule. Stock options may be exercisable immediately or in installments but generally vest over a four-year period from the date of grant. In the event the holder ceases to be employed by the Company, all unvested stock options terminate, and all vested stock options may be exercised within a period of 90 days following termination. In general, stock options expire ten years from the date of grant. Restricted stock is valued using the closing stock price on the date of the grant. The total value is expensed over the vesting period, which typically ranges from two to forty-eight months.

Stock Compensation Expense

The Company accounts for all stock-based payment awards made to employees and directors based on their fair values and recognizes compensation expense over the vesting period using the straight-line method over the requisite service period for each award as required by FASB ASC Topic No. 718, Compensation-Stock Compensation.

Non-cash stock-based compensation expenses related to stock options, restricted stock grants and the ESPP are recorded in the consolidated financial statements as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Sales and marketing	$	41	$	210	$	329	$	708
Research and development		14		154		129		573
General and administrative		63		280		417		1,547
Total non-cash stock compensation expense	$	118	$	644	$	875	$	2,828

As of  September 30, 2026, there was approximately $0.7 million in unrecognized compensation costs related to unvested stock options and restricted stock awards granted under the OEIP.

Stock Options

For the nine months ended September 30, 2026, there were 2.5 thousand stock option awards granted. A summary of the Company’s stock options outstanding under the OEIP as of  September 30, 2026 and related activity during 2026 is as follows (unaudited, except weighted average exercise price and weighted average remaining contractual life):

						Wtd. Avg.
						Remaining		Aggregate
				Weighted Avg.		Contractual		Intrinsic
	Shares			Exercise Price		Life (Yrs)		Value
Outstanding as of December 31, 2025		6,086		$	29.84		8.4	$	—
Granted		2,500			3.45		—	$	—
Expired		(398	)		107.01		—	$	—
Outstanding as of September 30, 2026		8,188		$	18.03		8.3	$	—
Vested and expected to vest at September 30, 2026		8,188		$	18.03		8.3	$	—
Exercisable as of September 30, 2026		5,688		$	24.44		7.8	$	—

Restricted Stock Awards

A summary of the Company’s restricted stock awards outstanding under the OEIP for the nine months ended September 30, 2026 and the activity during the period therein are as follows (unaudited, except weighted average grant date fair value):

				Weighted
				Average
				Grant Date
	Shares			Fair Value
Unvested at December 31, 2025		298,538		$	7.37
Granted		40,549			3.45
Vested		(229,326	)		6.36
Canceled and forfeited		(20,594	)		5.67
Unvested at September 30, 2026		89,167		$	8.59

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Note 10 - Revenues

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Revenue from Contract with Customer [Text Block]

10. Revenues

Revenue Recognition

In accordance with FASB ASC Topic No. 606, Revenue from Contracts with Customers, the Company recognizes the sale of goods and services based on the five-step analysis of transactions as provided in Topic 606, which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for such goods and services.

The Company transfers software licenses to its customers on a royalty free, non-exclusive, non-transferrable, limited use basis during the term of the agreement. In some instances, the Company performs integration services to ensure the software operates within its customer’s operating platforms as well as the operating platforms of the mobile devices used by their end customers, before transferring the license. Revenue related to these services is recognized at a point in time upon acceptance of the licensed software by the customer. The Company also earns usage-based revenue on its platforms. Usage based revenue is generated based on licenses used by its customers’ active subscribers’ access and usage of its software licenses and cloud-based services on its platforms, the provision of hosting services, and revenue share based on media placements on its platform. The Company recognizes usage-based revenue when it has completed its performance obligation and has the right to invoice the customer. This revenue is generally recognized monthly. Finally, the Company ratably recognizes revenue over the contract period when customers pay in advance of its service delivery.

The Company also provides consulting services in connection with its development of customer-specified functionality that is generally not on its software development roadmap. The Company generally recognizes revenue from these consulting services upon delivery and acceptance by the customer of the related software enhancements and upgrades. In certain situations, the Company provides professional services related to consultative and collaborative design, deployment planning, integration, and customization of applications. For these professional services, the Company recognizes revenue over the period in which the services are provided when the customer simultaneously receives and consumes the benefits of the services as they are performed. For certain customers, the Company provides maintenance and technology support services for which the customer either pays upfront or as the Company provides the services. In all instances, when the customer pays upfront, the Company records the payments as contract liabilities and recognizes revenue as the Company’s performance obligations are satisfied.

The Company also provided consulting services to configure new devices or ad hoc targeted promotional content for its customers utilizing the ViewSpot platform upon request from these customers. These requests were driven by these customers’ marketing initiatives and tended to be short-term “bursts” of activity. The Company recognized these revenues upon delivery of the configured promotional content to the cloud platform or upon certification of the new device. The Company divested its ViewSpot product line on June 3, 2025.

Disaggregation of Revenues

Revenues on a disaggregated basis are as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
License and service fees (Over time)	$	850	$	796		2,494	$	2,386
Hosted environment usage fees (Over time)		857		791		2,483		2,302
Cloud based usage fees (Over time)		2,531		2,744		7,699		8,666
Consulting services and other (Point in time)		79		16		204		35
Consulting services and other (Over time)		700		—		700		—
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

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Note 11 - Segment, Customer Concentration and Geographical Information

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Segment Reporting [Text Block]

11. Segment, Customer Concentration and Geographical Information

Segment Information

Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting (“Topic 280”). The Company has one primary business unit based on how management internally evaluates separate financial information, business activities and management responsibility: Wireless. The Wireless segment includes the Family Safety (which includes SafePath), CommSuite, and ViewSpot families of products (prior to the divestiture of ViewSpot in 2025).

The Company's chief operating decision maker (“CODM”) as such term is defined in Topic 280, is its Chief Executive Officer. As infrastructure and resources are shared across the Company’s operations, the CODM manages the Company's operations based on consolidated financial information for purposes of evaluating financial performance, investment, cash flow metrics and allocating resources.

The accounting policies of the Company's single operating segment are the same as those described in the summary of significant accounting policies appearing in Note 1. Although the CODM uses other measures of operating performance, the Company concluded that consolidated net loss is the measure required to be disclosed as the segment measure of profit or loss. Adjusted operating loss and net loss are used to evaluate the effectiveness of the Company's performance and to monitor budget versus actual results. The measure of segment assets is reflected as "total assets" in the accompanying consolidated balance sheet.

Revenue and expenses regularly provided to the CODM are included in the following reconciliation of the Company's adjusted operating loss and net loss. It includes the significant expense categories computed under US GAAP, reconciled to the Company's total net loss as presented in the consolidated statement of operations (unaudited, in thousands).

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Revenues	$	5,017		$	4,347		$	13,580		$	13,389
Less:
Adjusted cost of revenues¹		921			1,136			2,644			3,565
Adjusted selling and marketing²		1,012			1,268			3,352			4,079
Adjusted research and development²		1,594			2,449			4,695			7,640
Adjusted general and administrative²		1,637			1,988			5,266			6,035
Adjusted operating loss		(147	)		(2,494	)		(2,377	)		(7,930	)
Other segment expenses³		—			—			(211	)		(79	)
Stock-based compensation expense		(118	)		(644	)		(875	)		(2,828	)
Depreciation		(20	)		(71	)		(209	)		(217	)
Amortization		(1,177	)		(1,276	)		(3,532	)		(3,828	)
Goodwill impairment		—			—			—			(11,052	)
Proceeds from sale of ViewSpot, net		—			—			—			1,287
Total other expenses, net		(236	)		(50	)		(1,040	)		(126	)
Loss before provision for income taxes		(1,698	)		(4,535	)		(8,244	)		(24,773	)
Provision for income tax expense		—			—			—			1
Net loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)

¹ Adjusted amounts exclude depreciation expense.

² Adjusted amounts exclude stock-based compensation expense and other adjustments as further described in footnote 3 to this table.

³ Other segment expenses include personnel severance and reorganization activities and costs associated with the shareholder-approved reverse stock split, and other corporate non-recurring activities.

The following table presents the disaggregation of Wireless revenues by product line (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Family Safety	$	4,160	$	3,529	$	11,097	$	10,944
CommSuite		857		792		2,483		2,303
ViewSpot		—		26		—		142
Total Wireless revenues	$	5,017	$	4,347	$	13,580	$	13,389

Customer Concentration Information

The Company has certain customers whose revenues individually represented greater than 10% of the Company’s total revenues, or whose accounts receivable balances individually represented greater than 10% of the Company’s total accounts receivable, for the three and nine months ended September 30, 2026 and 2025.

During the three months ended  September 30, 2026, three customers made up 47%, 33% and 17% of revenues. For the three months ended  September 30, 2025, three customers made up 61%, 21% and 18% of revenues.

As of  September 30, 2026, three customers accounted for 43%, 38% and 11% of accounts receivable. As of  September 30, 2025, three customers accounted for 41% , 33%  and 11% of accounts receivable.

Geographical Information

During the three and nine months ended September 30, 2026 and 2025, the Company operated in two geographic locations: the Americas and Europe, Middle East and Africa ("EMEA"). Revenues attributed to the geographic location of the customers’ bill-to address were as follows (unaudited, in thousands):

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Americas	$	4,935	$	4,331	$	13,446	$	13,354
EMEA		82		16		134		35
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

The Company does not separately allocate specific assets to these geographic locations.

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Note 12 - Commitments and Contingencies

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Commitments and Contingencies Disclosure [Text Block]

12. Commitments and Contingencies

Litigation

The Company may become involved in various legal proceedings arising from its business activities. While management does not believe the ultimate disposition of these matters will have a material adverse impact on the Company’s consolidated results of operations, cash flows, or financial position, litigation is inherently unpredictable, and depending on the nature and timing of these proceedings, an unfavorable resolution could materially affect the Company’s future consolidated results of operations, cash flows, or financial position in a particular period.

Other Contingent Contractual Obligations

During its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in connection with certain transactions. These include: indemnities to the Company’s customers pursuant to contracts for the Company’s products and services, including indemnities with respect to intellectual property, confidentiality and data privacy; indemnities to various lessors in connection with facility leases for certain claims arising from use of such facility or under such lease; indemnities to vendors and service providers pertaining to claims based on the negligence or willful misconduct of the Company; indemnities involving the accuracy of representations and warranties in certain contracts; and indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. In addition, the Company has made or may make contractual commitments to employees providing for severance payments upon the occurrence of certain prescribed events. The Company may also issue a guarantee in the form of a standby letter of credit as security for contingent liabilities under certain customer contracts. The duration of these indemnities, commitments, and guarantees varies, and in certain cases may be indefinite. The majority of these indemnities, commitments, and guarantees may not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. The Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying consolidated balance sheets.

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Note 13 - Leases

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Lessee, Operating Leases [Text Block]

13. Leases

The Company leases office space and equipment. The Company determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised.

Leases with an initial term of greater than twelve months are recorded on the consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term.

The Company’s lease contracts generally do not provide a readily determinable implicit rate. For these contracts, the estimated incremental borrowing rate is based on information available at the inception of the lease.

Operating lease costs were $0.2 million and $0.4 million for the three months ended  September 30, 2026 and 2025, respectively. Operating lease costs were $1.0 million and $1.2 million for each of the nine months ended  September 30, 2026 and 2025, respectively.  Cash payments for lease liabilities were $0.2 million and $0.4 million for the three months ended  September 30, 2026 and 2025, respectively.  Cash payments for lease liabilities were $0.9 million and $1.0 million for the nine months ended   September 30, 2026 and 2025, respectively.

There were noncash right-of-use asset transactions for the nine months ended September 30, 2026. The Company executed lease renewals which were accounted for as modifications and recognized noncash increases for the right-of-use assets obtained in exchange for new operating lease liabilities of approximately $1.8 million during the nine months ended September 30, 2026. 

The maturity of operating lease liabilities is presented in the following table (unaudited, in thousands):

	As of September 30, 2026
2026	$	209
2027		834
2028		532
2029		483
2030 and thereafter		707
Total lease payments		2,765
Less imputed interest		479
Present value of lease liabilities	$	2,286

Additional information relating to the Company’s operating leases follows (unaudited):

	As of September 30, 2026			As of December 31, 2025
Weighted average remaining lease term (years)		4.0			1.4
Weighted average discount rate		9.9	%		8.2	%

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Note 14 - Income Taxes

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Income Tax Disclosure [Text Block]

14. Income Taxes

The Company accounts for income taxes as required by FASB ASC Topic No. 740, Income Taxes. This Topic clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Topic also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Topic requires an entity to recognize the financial statement impact of a tax position when it is more likely than not that the position will be sustained upon examination. The amount recognized is measured as the largest amount of benefit that is greater than fifty percent likely of being realized upon ultimate settlement. In addition, the Topic permits an entity to recognize interest and penalties related to tax uncertainties either as income tax expense or operating expenses. The Company has chosen to recognize interest and penalties related to tax uncertainties as income tax expense.

In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is that the Company has been in a three-year historical cumulative loss as of the end of fiscal 2025. In addition, the Company was also in a loss for the year ended December 31, 2023 as well as for the year ended December 31, 2024. These facts, combined with uncertain near-term market and economic conditions, reduced the Company’s ability to rely on projections of future taxable income in assessing the realizability of its deferred tax assets.

After a review of the four sources of taxable income as of  September 30, 2026, and after consideration of the Company’s cumulative loss position as of  December 31, 2025, the Company will continue to reserve its U.S.-based deferred tax amounts, which total $70.2 million as of  September 30, 2026.

The Company is subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. Currently there are no audits in process or pending from Federal or state tax authorities. The outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income tax in the period such resolution occurs. As of  September 30, 2026, a current estimate of the range of changes that may occur within 2026 cannot be made due to the uncertainty regarding the timing of these events.

On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was signed into law which introduces significant changes to the U.S. corporate tax system. The main impacts of OBBBA for the Company are the ability to deduct domestic Section 174 Research and Development costs for tax years 2025 forward, 100% bonus depreciation, and changes to 163(j) interest limitations to remove depreciation and amortization expense from adjusted taxable income.  These changes do not have a material impact on the Company’s taxable position.  The Company is electing under OBBBA to continue to amortize Section 174 costs capitalized in 2022-2024 through the remaining lives of the assets instead of taking a one-time deduction for all unamortized amounts.

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Note 15 - Subsequent Events

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Subsequent Events [Text Block]

15. Subsequent Events

The Company evaluates and discloses subsequent events as required by FASB ASC Topic No. 855, Subsequent Events. The Topic establishes general standards of accounting for and disclosure of events that occur after the balance sheet date, but before the financial statements are issued or are available to be issued. Subsequent events have been evaluated as of the date of this filing and no further disclosures are required.

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Insider Trading Arrangements

3 Months Ended

9 Months Ended

Sep. 30, 2026

Sep. 30, 2026

Trading Arrangements, by Individual [Table]

Material Terms of Trading Arrangement [Text Block]

Item 5. Other Information

Trading Arrangements

During the fiscal quarter ended on  September 30, 2026, none of the Company’s directors or “officers”, as defined in Rule 16a-1(f) of the Exchange Act, adopted, modified or terminated any “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as each term is defined in Item 408 of Regulation S-K.  

Rule 10b5-1 Arrangement Adopted [Flag]

false

Rule 10b5-1 Arrangement Terminated [Flag]

false

Non-Rule 10b5-1 Arrangement Terminated [Flag]

false

Non-Rule 10b5-1 Arrangement Adopted [Flag]

false

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Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2026

Accounting Policies [Abstract]

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation

The accompanying interim consolidated balance sheet as of  September 30, 2026, and the related consolidated statements of operations and stockholders’ equity for the three and nine months ended September 30, 2026 and 2025, and the consolidated statements of cash flows for the nine months ended September 30, 2026 and 2025, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been omitted.

In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended  December 31, 2025 filed with the SEC on  March 5, 2026 (the "2025 Form 10-K").

Intercompany balances and transactions have been eliminated in consolidation.

Operating results for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending  December 31, 2026.

New Accounting Pronouncements, Policy [Policy Text Block]

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40), which is intended to improve the decision-usefulness of expense information on public companies' income through disaggregation of relevant expense captions in the notes to the financial statements. This ASU is effective for fiscal years beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software. The amendments in this update make targeted improvements to increase the operability of the recognition guidance considering different software development methods. The amendments in this update will be effective for annual and interim reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the impact of this ASU on the consolidated financial statements and related disclosures.

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Note 5 - Debt and Warrants Transactions (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Fair Value Measurement Inputs and Valuation Techniques [Table Text Block]

Notes Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		0.86			1.61
Expected volatility		83.1	%		119.9	%

Additional Warrants	September 30, 2026			December 31, 2025
Common stock market price	$	2.66		$	2.70
Risk-free interest rate		4.4	%		3.5	%
Expected dividend yield		—			—
Expected term (in years)		1.37			2.12
Expected volatility		81.3	%		116.0	%

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Note 6 - Fair Value of Financial Instruments (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Fair Value, Liabilities Measured on Recurring Basis [Table Text Block]

Level 3	September 30, 2026		December 31, 2025
Notes Warrants	$	44	$	41
Additional Warrants		—		4
Total	$	44	$	45

Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2025	$	41		$	4		$	45
Change in fair value		(4	)		—			(4	)
Measurement at March 31, 2026	$	37		$	4		$	41
Change in fair value		17			(4	)		13
Measurement at June 30, 2026	$	54		$	—		$	54
Change in fair value		(10	)		—			(10	)
Measurement at September 30, 2026	$	44		$	—		$	44

	Notes			Additional
	Warrants			Warrants			Total
Measurement at December 31, 2024	$	197		$	27		$	224
Change in fair value		(107	)		(16	)		(123	)
Measurement at March 31, 2025	$	90		$	11		$	101
Change in fair value		17			3			20
Measurement at June 30, 2025	$	107		$	14		$	121
Change in fair value		(29	)		(5	)		(34	)
Measurement at September 30, 2025	$	78		$	9		$	87

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Note 7 - Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Intangible Asset, Finite-Lived [Table Text Block]

	September 30, 2026
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		2	$	11,076	$	(8,895	)	$	2,181
Customer relationships		7		24,573		(12,985	)		11,588
Customer contracts		0		7,000		(6,974	)		26
Software license		2		5,419		(4,297	)		1,122
Patents		1		600		(557	)		43
Total			$	48,668	$	(33,708	)	$	14,960

	December 31, 2025
	Weighted
	Average
	Remaining		Gross
	Useful Life		Carrying		Accumulated
	(in Years)		Amount		Amortization			Net Book Value
Purchased technology		3	$	11,076	$	(7,945	)	$	3,131
Customer relationships		9		24,573		(11,000	)		13,573
Customer contracts		0		7,000		(6,895	)		105
Software license		4		5,419		(3,843	)		1,576
Patents		2		600		(493	)		107
Total			$	48,668	$	(30,176	)	$	18,492

Intangible Asset, Finite-Lived, and Capitalized Cost, Software to be Sold, Leased, or Marketed, Estimated Amortization Expense [Table Text Block]

	Amortization
Year Ending December 31,	Expense
2026	$	1,177
2027		3,834
2028		2,790
2029		2,095
2030 and thereafter		5,064
Total	$	14,960

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Note 8 - Earnings Per Share (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Numerator:
Net Loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed Dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)
Denominator:
Weighted average shares outstanding – basic		5,588			4,195			5,315			3,909
Potential common shares – options / warrants (treasury stock method)		—			—			—			—
Weighted average shares outstanding – diluted		5,588			4,195			5,315			3,909
Shares excluded (anti-dilutive)		7,029			1,963			5,860			1,799
Net loss attributable to common stockholders per share – basic and diluted
Basic	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)
Diluted	$	(0.30	)	$	(1.23	)	$	(1.57	)	$	(6.50	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Convertible notes as if converted		1,438		—		1,076		—
Outstanding stock options		8		6		8		6
Outstanding warrants		5,583		1,957		4,776		1,793
Total anti-dilutive shares		7,029		1,963		5,860		1,799

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Note 9 - Stock-based Compensation (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Sales and marketing	$	41	$	210	$	329	$	708
Research and development		14		154		129		573
General and administrative		63		280		417		1,547
Total non-cash stock compensation expense	$	118	$	644	$	875	$	2,828

Share-Based Payment Arrangement, Option, Activity [Table Text Block]

						Wtd. Avg.
						Remaining		Aggregate
				Weighted Avg.		Contractual		Intrinsic
	Shares			Exercise Price		Life (Yrs)		Value
Outstanding as of December 31, 2025		6,086		$	29.84		8.4	$	—
Granted		2,500			3.45		—	$	—
Expired		(398	)		107.01		—	$	—
Outstanding as of September 30, 2026		8,188		$	18.03		8.3	$	—
Vested and expected to vest at September 30, 2026		8,188		$	18.03		8.3	$	—
Exercisable as of September 30, 2026		5,688		$	24.44		7.8	$	—

Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]

				Weighted
				Average
				Grant Date
	Shares			Fair Value
Unvested at December 31, 2025		298,538		$	7.37
Granted		40,549			3.45
Vested		(229,326	)		6.36
Canceled and forfeited		(20,594	)		5.67
Unvested at September 30, 2026		89,167		$	8.59

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Note 10 - Revenues (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Disaggregation of Revenue [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
License and service fees (Over time)	$	850	$	796		2,494	$	2,386
Hosted environment usage fees (Over time)		857		791		2,483		2,302
Cloud based usage fees (Over time)		2,531		2,744		7,699		8,666
Consulting services and other (Point in time)		79		16		204		35
Consulting services and other (Over time)		700		—		700		—
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

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Note 11 - Segment, Customer Concentration and Geographical Information (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Segment Reporting [Table Text Block]

	For the Three Months Ended September 30,						For the Nine Months Ended September 30,
	2026			2025			2026			2025
Revenues	$	5,017		$	4,347		$	13,580		$	13,389
Less:
Adjusted cost of revenues¹		921			1,136			2,644			3,565
Adjusted selling and marketing²		1,012			1,268			3,352			4,079
Adjusted research and development²		1,594			2,449			4,695			7,640
Adjusted general and administrative²		1,637			1,988			5,266			6,035
Adjusted operating loss		(147	)		(2,494	)		(2,377	)		(7,930	)
Other segment expenses³		—			—			(211	)		(79	)
Stock-based compensation expense		(118	)		(644	)		(875	)		(2,828	)
Depreciation		(20	)		(71	)		(209	)		(217	)
Amortization		(1,177	)		(1,276	)		(3,532	)		(3,828	)
Goodwill impairment		—			—			—			(11,052	)
Proceeds from sale of ViewSpot, net		—			—			—			1,287
Total other expenses, net		(236	)		(50	)		(1,040	)		(126	)
Loss before provision for income taxes		(1,698	)		(4,535	)		(8,244	)		(24,773	)
Provision for income tax expense		—			—			—			1
Net loss	$	(1,698	)	$	(4,535	)	$	(8,244	)	$	(24,774	)
Deemed dividend		—			(635	)		(86	)		(635	)
Net loss attributable to common stockholders	$	(1,698	)	$	(5,170	)	$	(8,330	)	$	(25,409	)

Segment Reporting, Entity-Wide Information Not Provided as Part of Reportable Segment, Product and Service, Revenue [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Family Safety	$	4,160	$	3,529	$	11,097	$	10,944
CommSuite		857		792		2,483		2,303
ViewSpot		—		26		—		142
Total Wireless revenues	$	5,017	$	4,347	$	13,580	$	13,389

Segment Reporting, Entity-Wide Information Not Provided as Part of Reportable Segment, Geographical Area, Revenue [Table Text Block]

	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2026		2025		2026		2025
Americas	$	4,935	$	4,331	$	13,446	$	13,354
EMEA		82		16		134		35
Total revenues	$	5,017	$	4,347	$	13,580	$	13,389

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Note 13 - Leases (Tables)

9 Months Ended

Sep. 30, 2026

Notes Tables

Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block]

	As of September 30, 2026
2026	$	209
2027		834
2028		532
2029		483
2030 and thereafter		707
Total lease payments		2,765
Less imputed interest		479
Present value of lease liabilities	$	2,286

Lease, Cost [Table Text Block]

	As of September 30, 2026			As of December 31, 2025
Weighted average remaining lease term (years)		4.0			1.4
Weighted average discount rate		9.9	%		8.2	%

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Note 1 - The Company (Details Textual) $ / shares in Units, $ in Millions	Jun. 04, 2026 $ / shares shares	Jun. 03, 2025 USD ($)	Sep. 30, 2026 $ / shares shares	Jun. 03, 2026 shares	Dec. 31, 2025 $ / shares shares
Disposal Group, Including Discontinued Operation, Consideration | $		$ 1.3
Proceeds from Sale of Productive Assets | $		$ 1.0
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares	$ 0.001		$ 0.001		$ 0.001
Common Stock, Shares, Outstanding (in shares)	5,100,000		5,585,337	25,500,000	5,159,618
Common Stock, Shares Authorized (in shares)	100,000,000		100,000,000		100,000,000
Preferred Stock, Shares Authorized (in shares)	5,000,000
Disposal Group, Not Discontinued Operation, Name [Extensible Enumeration]		ViewSpot [Member]
Reverse Stock Split [Member]
Stockholders' Equity Note, Stock Split, Conversion Ratio	5

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Note 4 - Common Stock (Details Textual) - USD ($)					9 Months Ended
	Jun. 11, 2026	Nov. 06, 2025	Nov. 05, 2025	Jul. 18, 2025	Sep. 30, 2026	Sep. 30, 2025	Jun. 04, 2026	Dec. 31, 2025	Oct. 31, 2024
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)					$ 4.78			$ 5.92
Proceeds from Issuance or Sale of Equity					$ 1,546,000	$ 966,000
Class of Warrant or Right, Outstanding (in shares)					5,582,635			3,375,313
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares)					1			1
October 2024 RDO Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)									$ 5.2
Class Of Warrant Or Right, Exercised In Period (in shares)	500,000
Class of Warrant or Right, Excised, Exercise Price of Warrants or Rights (in dollars per share)	$ 3.35
Proceeds from Warrant Exercises	$ 1,600,000
Inducement Transaction Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)	$ 3.8
Warrants and Rights Outstanding, Term (Year)	5 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)	500,000
Registered Direct Offering And Private Placement [Member]
Stock Issued During Period, Shares, New Issues (in shares)			300,000	300,000
Shares Issued, Price Per Share (in dollars per share)			$ 3.35	$ 4.65
Proceeds from Issuance or Sale of Equity, Gross			$ 1,150,000	$ 1,500,000
Proceeds from Issuance or Sale of Equity				$ 1,000,000
Registered Direct Offering And Private Placement [Member] | Placement Agent [Member]
Stock Issuance Cash Fee, Percentage of Gross Proceeds From Stock Issuance		6.00%
Stock Issuance, Reimbursing Expense Amount		$ 125,000
Private Placement [Member]
Proceeds from Issuance or Sale of Equity, Gross			$ 1,500,000
Private Placement [Member] | Unregistered Common Stock [Member]
Stock Issued During Period, Shares, New Issues (in shares)			400,000
Shares Issued, Price Per Share (in dollars per share)			$ 3.35
Private Placement [Member] | Unregistered Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 3.35	$ 6			$ 3.35
Warrants and Rights Outstanding, Term (Year)			5 years	5 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)			400,000				600,000
Private Placement [Member] | Unregistered Common Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share)			$ 3.35
Warrants and Rights Outstanding, Term (Year)			5 years
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares)			300,000
Class of Warrant or Right, Exercisable Commence Term (Month)			6 months

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Note 5 - Debt and Warrants Transactions (Details Textual) $ / shares in Units, shares in Thousands									1 Months Ended	2 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	May 26, 2026 USD ($) $ / shares shares	Mar. 04, 2026 USD ($) $ / shares shares	Feb. 03, 2026 USD ($) $ / shares shares	Nov. 05, 2025 USD ($) $ / shares shares	Oct. 02, 2025 USD ($)	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 17, 2025 USD ($)	Sep. 11, 2025 USD ($) $ / shares	Apr. 30, 2026 USD ($)	Mar. 04, 2026 USD ($) $ / shares shares	Sep. 30, 2026 USD ($) $ / shares	Sep. 30, 2025 USD ($) $ / shares shares	Sep. 30, 2026 USD ($) $ / shares	Sep. 30, 2025 USD ($) $ / shares shares	Dec. 31, 2025 USD ($) $ / shares shares	Jun. 04, 2026 $ / shares shares	May 25, 2026 $ / shares shares	Sep. 29, 2025 USD ($) $ / shares shares	Jul. 31, 2025 $ / shares shares	Jul. 18, 2025 $ / shares	May 02, 2024 $ / shares	Apr. 03, 2023 $ / shares shares	Aug. 12, 2022 $ / shares shares	Aug. 11, 2022 USD ($)
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares											$ 4.78		$ 4.78		$ 5.92
Notes Issued													$ 1,889,000	$ 0
Warrant, Down Round Feature, Decrease in Net Income to Common Shareholder, Amount											$ (0)	$ 635,000	$ 86,000	$ 635,000
Registered Direct Offering And Private Placement [Member]
Shares Issued, Price Per Share (in dollars per share) | $ / shares				$ 3.35																$ 4.65
Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input				3.3		3.65						3.65		3.65
Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input				0.038		0.036						0.036		0.036
Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input				0.94		0.907						0.907		0.907
Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input				4.7		4.85						4.85		4.85
September 11, 2025 Warrants [Member]
Class of Warrant or Right, Issuance Price (in dollars per share) | $ / shares								$ 0.625
Warrants and Rights Outstanding, Term (Year)								5 years 6 months
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares	$ 3.35							$ 3.65								$ 3.35	$ 3.65	$ 3.65
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares	400															200	300
September 29, 2025 Warrant [Member]
Warrants and Rights Outstanding, Term (Year)																		5 years 6 months
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares				$ 3.35												$ 3.35	$ 3.7	$ 3.7
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares															300	100
Equity-classified Warrants [Member] | Measurement Input, Share Price [Member] | Minimum [Member]
Warrants and Rights Outstanding, Measurement Input																		3.6
Equity-classified Warrants [Member] | Measurement Input, Share Price [Member] | Maximum [Member]
Warrants and Rights Outstanding, Measurement Input																		3.65
Equity-classified Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member]
Warrants and Rights Outstanding, Measurement Input																		0.036
Equity-classified Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member]
Warrants and Rights Outstanding, Measurement Input																		0.037
Equity-classified Warrants [Member] | Measurement Input, Price Volatility [Member] | Minimum [Member]
Warrants and Rights Outstanding, Measurement Input																		0.8867
Equity-classified Warrants [Member] | Measurement Input, Price Volatility [Member] | Maximum [Member]
Warrants and Rights Outstanding, Measurement Input																		0.8981
Equity-classified Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input																		5.5
Warrants Issued With Convertible Notes [Member]
Warrants and Rights Outstanding, Term (Year)		5 years								5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares		$ 3.4								$ 3.4
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares		1,900								1,900
Warrants Issued With Convertible Notes [Member] | Measurement Input, Share Price [Member] | Minimum [Member]
Warrants and Rights Outstanding, Measurement Input		2.4								2.4
Warrants Issued With Convertible Notes [Member] | Measurement Input, Share Price [Member] | Maximum [Member]
Warrants and Rights Outstanding, Measurement Input		2.7								2.7
Warrants Issued With Convertible Notes [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input		0.037								0.037
Warrants Issued With Convertible Notes [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input		0.90								0.90
Warrants Issued With Convertible Notes [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input		5.5								5.5
Warrants Issued With Convertible Notes [Member] | Measurement Input, Effective Interest Method [Member]
Warrants and Rights Outstanding, Measurement Input		0.368								0.368
July 2025 Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares				$ 3.35		$ 3.65						$ 3.65		$ 3.65				$ 3.65	$ 6
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares				600		500						500		500				500	300
Warrant, Down Round Feature, Decrease in Net Income to Common Shareholder, Amount				$ 100,000								$ 600,000
November 2025 Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares				$ 3.35
September 2025 Warrants [Member]
Warrant, Down Round Feature, Decrease in Net Income to Common Shareholder, Amount	$ 100,000
September 2025 Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input	3.96
September 2025 Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0.042
September 2025 Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input	0.94
September 2025 Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input	4.85
Notes Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares																$ 2.81					$ 2.06	$ 26.8
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares																56						300
Warrants and Rights Outstanding																								$ 3,800,000
Notes Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input											2.66		2.66		2.7
Notes Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input											0.044		0.044		0.035
Notes Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input											0.831		0.831		1.199
Notes Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input											0.86		0.86		1.61
Additional Warrants [Member]
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares																$ 106							$ 21.2
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares																28							100
Additional Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input											2.66		2.66		2.7
Additional Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input											0.044		0.044		0.035
Additional Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input											0.813		0.813		1.16
Additional Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input											1.37		1.37		2.12
Smith [Member] | September 11, 2025 Warrants [Member]
Proceeds from Issuance of Warrants								$ 100,000
Huffmyer [Member] | September 11, 2025 Warrants [Member]
Proceeds from Issuance of Warrants							$ 15,000
The September 11, 2025 Notes [Member] | Smith [Member]
Debt Instrument, Maximum Borrowing Capacity								700,000
Proceeds from Issuance of Debt								700,000
Repayments of Debt									$ 200,000
Gain (Loss) on Extinguishment of Debt		$ 0
Extinguishment of Debt, Amount		$ 500,000
The September 11, 2025 Notes [Member] | Smith [Member] | Maximum [Member]
Repayments of Debt										$ 2,200,000
The September 11, 2025 Notes [Member] | Smith [Member] | September 11, 2025 Warrants [Member]
Proceeds from Issuance Notes and Warrants								800,000
The September 11, 2025 Notes [Member] | Huffmyer [Member]
Debt Instrument, Maximum Borrowing Capacity								$ 100,000
Debt Instrument, Interest Rate, Stated Percentage								15.00%
Proceeds from Issuance of Debt							85,000
The September 11, 2025 Notes [Member] | Huffmyer [Member] | September 11, 2025 Warrants [Member]
Proceeds from Issuance Notes and Warrants							$ 100,000
September 29, 2025 Note [Member]
Debt Instrument, Maximum Borrowing Capacity																		$ 400,000
Proceeds from Issuance of Debt					$ 100,000	$ 300,000
September 11th and 29th 2025 Notes [Member]
Proceeds from Issuance Notes and Warrants															$ 1,200,000
Debt Instrument, Unamortized Discount															$ 400,000
Secured Promissory Notes [Member] | Smith [Member]
Debt Instrument, Interest Rate, Stated Percentage			15.00%
Debt Instrument, Unamortized Discount			$ 400,000
Secured Promissory Notes [Member] | Smith [Member] | Unregistered Common Stock Warrants [Member]
Warrants and Rights Outstanding, Term (Year)			5 years
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares			$ 3.4
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | shares			300
Proceeds from Issuance Notes and Warrants			$ 1,000,000
Proceeds from Issuance of Debt			800,000
Proceeds from Issuance of Warrants			$ 200,000
Secured Promissory Notes [Member] | Smith [Member] | Unregistered Common Stock Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input			2.7
Secured Promissory Notes [Member] | Smith [Member] | Unregistered Common Stock Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input			0.038
Secured Promissory Notes [Member] | Smith [Member] | Unregistered Common Stock Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input			0.89
Secured Promissory Notes [Member] | Smith [Member] | Unregistered Common Stock Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input			5.5
Convertible Notes [Member]
Debt Instrument, Interest Rate, Stated Percentage		8.00%								8.00%
Debt Instrument, Unamortized Discount		$ 2,500,000								$ 2,500,000
Debt Instrument, Face Amount		$ 4,900,000								$ 4,900,000
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ / shares		$ 3.4								$ 3.4
Debt Instrument, Default Interest Rate		12.00%								12.00%
Debt Instrument, Periodic Payment Per $1,000,000		$ 7,000
Notes Issued		1,900,000
Debt Instrument, Unamortized Discount (Premium), Net											$ 2,800,000		$ 2,800,000
Interest Expense, Debt											200,000		1,000,000
Amortization of Debt Issuance Costs and Discounts											$ 100,000		$ 600,000
Convertible Notes [Member] | Minimum [Member]
Debt Instrument, Periodic Payment		$ 1,000

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Note 5 - Debt and Warrants Transactions - Warrant Valuation Assumptions (Details)	Sep. 30, 2026	Dec. 31, 2025	Nov. 05, 2025	Sep. 30, 2025
Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input			3.3	3.65
Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input			0.038	0.036
Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input			4.7	4.85
Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input			0.94	0.907
Notes Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input	2.66	2.7
Notes Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0.044	0.035
Notes Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0	0
Notes Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input	0.86	1.61
Notes Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input	0.831	1.199
Additional Warrants [Member] | Measurement Input, Share Price [Member]
Warrants and Rights Outstanding, Measurement Input	2.66	2.7
Additional Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0.044	0.035
Additional Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Warrants and Rights Outstanding, Measurement Input	0	0
Additional Warrants [Member] | Measurement Input, Expected Term [Member]
Warrants and Rights Outstanding, Measurement Input	1.37	2.12
Additional Warrants [Member] | Measurement Input, Price Volatility [Member]
Warrants and Rights Outstanding, Measurement Input	0.813	1.16

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Note 6 - Fair Value of Financial Instruments - Liabilities Measure on Recurring Basis (Details) - Fair Value, Recurring [Member] - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands	Sep. 30, 2026	Dec. 31, 2025
Derivative liabilities	$ 44	$ 45
Notes Warrants [Member]
Derivative liabilities	44	41
Additional Warrants [Member]
Derivative liabilities	$ 0	$ 4

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Note 6 - Fair Value of Financial Instruments - Changes in Derivative Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended
	Sep. 30, 2026	Jun. 30, 2026	Mar. 31, 2026	Sep. 30, 2025	Jun. 30, 2025	Mar. 31, 2025
Measurement	$ 54	$ 41	$ 45	$ 121	$ 101	$ 224
Change in fair value	(10)	13	(4)	(34)	20	(123)
Measurement	44	54	41	87	121	101
Notes Warrants [Member]
Measurement	54	37	41	107	90	197
Change in fair value	(10)	17	(4)	(29)	17	(107)
Measurement	44	54	37	78	107	90
Additional Warrants [Member]
Measurement	0	4	4	14	11	27
Change in fair value	0	(4)	0	(5)	3	(16)
Measurement	$ 0	$ 0	$ 4	$ 9	$ 14	$ 11

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Note 7 - Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Jun. 30, 2025	Sep. 30, 2026	Sep. 30, 2025	Dec. 31, 2025
Goodwill, Impairment Loss	$ 0	$ 0	$ 11,100	$ 0	$ 11,052
Intangible Asset, Finite-Lived, Amortization Expense	$ 1,200	$ 1,300		$ 3,500	$ 3,800
Weighted Average [Member]
Intangible Asset, Finite-Lived, Remaining Amortization Period (Year)	6 years			6 years		7 years

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Note 7 - Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2026	Dec. 31, 2025
Finite-lived intangible assets, gross	$ 48,668	$ 48,668
Finite-lived intangible assets, amortization	(33,708)	(30,176)
Finite-lived intangible assets, net	$ 14,960	$ 18,492
Technology-Based Intangible Assets [Member]
Finite-lived intangible assets, remaining life (Year)	2 years	3 years
Finite-lived intangible assets, gross	$ 11,076	$ 11,076
Finite-lived intangible assets, amortization	(8,895)	(7,945)
Finite-lived intangible assets, net	$ 2,181	$ 3,131
Customer Relationships [Member]
Finite-lived intangible assets, remaining life (Year)	7 years	9 years
Finite-lived intangible assets, gross	$ 24,573	$ 24,573
Finite-lived intangible assets, amortization	(12,985)	(11,000)
Finite-lived intangible assets, net	11,588	13,573
Customer Contracts [Member]
Finite-lived intangible assets, gross	7,000	7,000
Finite-lived intangible assets, amortization	(6,974)	(6,895)
Finite-lived intangible assets, net	$ 26	$ 105
Licensing Agreements [Member]
Finite-lived intangible assets, remaining life (Year)	2 years	4 years
Finite-lived intangible assets, gross	$ 5,419	$ 5,419
Finite-lived intangible assets, amortization	(4,297)	(3,843)
Finite-lived intangible assets, net	$ 1,122	$ 1,576
Patents [Member]
Finite-lived intangible assets, remaining life (Year)	1 year	2 years
Finite-lived intangible assets, gross	$ 600	$ 600
Finite-lived intangible assets, amortization	(557)	(493)
Finite-lived intangible assets, net	$ 43	$ 107

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Note 7 - Goodwill and Intangible Assets - Future Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2026	Dec. 31, 2025
2026	$ 1,177
2027	3,834
2028	2,790
2029	2,095
2030 and thereafter	5,064
Total	$ 14,960	$ 18,492

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Note 8 - Earnings Per Share - Schedule of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Net loss	$ (1,698)	$ (4,535)	$ (8,244)	$ (24,774)
Deemed dividend	0	(635)	(86)	(635)
Net loss attributable to common stockholders	$ (1,698)	$ (5,170)	$ (8,330)	$ (25,409)
Weighted average shares outstanding – basic (in shares)	5,588	4,195	5,315	3,909
Potential common shares – options / warrants (treasury stock method) (in shares)	0	0	0	0
Weighted average shares outstanding – diluted (in shares)	5,588	4,195	5,315	3,909
Shares excluded (anti-dilutive) (in shares)	7,029	1,963	5,860	1,799
Basic (in dollars per share)	$ (0.3)	$ (1.23)	$ (1.57)	$ (6.5)
Diluted (in dollars per share)	$ (0.3)	$ (1.23)	$ (1.57)	$ (6.5)

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Note 8 - Earnings Per Share - Schedule of Antidilutive Securities (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Antidilutive securities (in shares)	7,029	1,963	5,860	1,799
Convertible Debt Securities [Member]
Antidilutive securities (in shares)	1,438	0	1,076	0
Share-Based Payment Arrangement, Option [Member]
Antidilutive securities (in shares)	8	6	8	6
Warrant [Member]
Antidilutive securities (in shares)	5,583	1,957	4,776	1,793

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Note 9 - Stock-based Compensation (Details Textual) - USD ($) $ in Millions			9 Months Ended
	May 26, 2026	Jun. 18, 2024	Sep. 30, 2026
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)			2,500,000
Maximum [Member] | Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			48 months
Minimum [Member] | Restricted Stock [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			2 months
The 2015 Omnibus Equity Incentive Plan [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares)	600,000	600,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares)			900,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares)			2,100,000
Stock Issued During Period, Shares, Restricted Stock Award, Gross (in shares)			40,000
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares)			2,500
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount			$ 0.7
The 2015 Omnibus Equity Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Expiration Period (Year)			10 years
The 2015 Omnibus Equity Incentive Plan [Member] | Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award, Award Vesting Period (Year)			4 years

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Note 9 - Stock-based Compensation - Schedule of Stock Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
stock compensation expense	$ 118	$ 644	$ 875	$ 2,828

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Note 9 - Stock-based Compensation - Schedule of Stock Based Compensation 2 (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
stock compensation expense	$ 118	$ 644	$ 875	$ 2,828
Disaggregation of Income Statement Expense, Caption, Identifier [Axis]: us-gaap:GeneralAndAdministrativeExpense
stock compensation expense	63	280	417	1,547
Disaggregation of Income Statement Expense, Caption, Identifier [Axis]: us-gaap:ResearchAndDevelopmentExpense
stock compensation expense	14	154	129	573
Disaggregation of Income Statement Expense, Caption, Identifier [Axis]: us-gaap:SellingAndMarketingExpense
stock compensation expense	$ 41	$ 210	$ 329	$ 708

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Note 9 - Stock-based Compensation - Schedule of Stock Options (Details) - $ / shares shares in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2026	Dec. 31, 2025
Outstanding, shares (in shares)	6,086
Outstanding, weighted average exercise price (in dollars per share)	$ 29.84
Outstanding, weighted average remaining contractual term (Year)	8 years 3 months 18 days	8 years 4 months 24 days
Granted, shares (in shares)	2,500
Granted, weighted average exercise price (in dollars per share)	$ 3.45
Expired, shares (in shares)	(398)
Expired, weighted average exercise price (in dollars per share)	$ 107.01
Outstanding, shares (in shares)	8,188	6,086
Outstanding, weighted average exercise price (in dollars per share)	$ 18.03	$ 29.84
Vested and expected to vest, shares (in shares)	8,188
Vested and expected to vest, weighted average exercise price (in dollars per share)	$ 18.03
Vested and expected to vest, weighted average remaining contractual term (Year)	8 years 3 months 18 days
Exercisable, shares (in shares)	5,688
Exercisable, weighted average exercise price (in dollars per share)	$ 24.44
Exercisable, weighted average remaining contractual term (Year)	7 years 9 months 18 days

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Note 9 - Stock-based Compensation- Restricted Stock Activity (Details) - Restricted Stock [Member] shares in Thousands	9 Months Ended
	Sep. 30, 2026 $ / shares shares
Unvested, balance (in shares) | shares	298,538
Unvested, weighted average grant date fair value (in dollars per share) | $ / shares	$ 7.37
Granted, balance (in shares) | shares	40,549
Granted, weighted average grant date fair value (in dollars per share) | $ / shares	$ 3.45
Vested, balance (in shares) | shares	(229,326)
Vested, weighted average grant date fair value (in dollars per share) | $ / shares	$ 6.36
Canceled and forfeited, balance (in shares) | shares	(20,594)
Canceled and forfeited, weighted average grant date fair value (in dollars per share) | $ / shares	$ 5.67
Unvested, balance (in shares) | shares	89,167
Unvested, weighted average grant date fair value (in dollars per share) | $ / shares	$ 8.59

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Note 10 - Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Revenue	$ 5,017	$ 4,347	$ 13,580	$ 13,389
License and Service [Member] | Transferred over Time [Member]
Revenue	850	796	2,494	2,386
Hosted Environment Usage Fees [Member] | Transferred over Time [Member]
Revenue	857	791	2,483	2,302
Cloud Based usage Fees [Member] | Transferred over Time [Member]
Revenue	2,531	2,744	7,699	8,666
Consulting Services and Other [Member] | Transferred over Time [Member]
Revenue	700	0	700	0
Consulting Services and Other [Member] | Transferred at Point in Time [Member]
Revenue	$ 79	$ 16	$ 204	$ 35

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Note 11 - Segment, Customer Concentration and Geographical Information (Details Textual)	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Number of Reportable Segments			1
Customer Concentration Risk [Member] | Revenue Benchmark [Member]
Number of Customers	3	3
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer One [Member]
Concentration Risk, Percentage	47.00%	61.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Two [Member]
Concentration Risk, Percentage	33.00%	21.00%
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Three [Member]
Concentration Risk, Percentage	17.00%	18.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member]
Number of Customers			3	3
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer One [Member]
Concentration Risk, Percentage			43.00%	41.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Two [Member]
Concentration Risk, Percentage			38.00%	33.00%
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Three [Member]
Concentration Risk, Percentage			11.00%	11.00%

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Note 11 - Segment, Customer Concentration and Geographical Information - Schedule of Expenses (Details) - USD ($) $ in Thousands		3 Months Ended			9 Months Ended
		Sep. 30, 2026	Sep. 30, 2025	Jun. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Revenues		$ 5,017	$ 4,347		$ 13,580	$ 13,389
Stock-based compensation expense		(118)	(644)		(875)	(2,828)
Goodwill impairment		0	0	$ (11,100)	0	(11,052)
Proceeds from sale of ViewSpot, net		(0)	(0)		(0)	1,287
Loss before provision for income taxes		(1,698)	(4,535)		(8,244)	(24,773)
Provision for income tax expense		0	0		0	1
Net loss		(1,698)	(4,535)		(8,244)	(24,774)
Deemed dividend		0	(635)		(86)	(635)
Net loss attributable to common stockholders		(1,698)	(5,170)		(8,330)	(25,409)
Single Reportable Segment [Member]
Revenues		5,017	4,347		13,580	13,389
Adjusted cost of revenues	[1]	921	1,136		2,644	3,565
Adjusted selling and marketing	[2]	1,012	1,268		3,352	4,079
Adjusted research and development	[2]	1,594	2,449		4,695	7,640
Adjusted general and administrative	[2]	1,637	1,988		5,266	6,035
Adjusted operating loss		(147)	(2,494)		(2,377)	(7,930)
Other segment expenses	[3]	0	0		(211)	(79)
Stock-based compensation expense		(118)	(644)		(875)	(2,828)
Depreciation		(20)	(71)		(209)	(217)
Amortization		(1,177)	(1,276)		(3,532)	(3,828)
Goodwill impairment		0	0		0	(11,052)
Proceeds from sale of ViewSpot, net		0	0		0	1,287
Total other expenses, net		(236)	(50)		(1,040)	(126)
Loss before provision for income taxes		(1,698)	(4,535)		(8,244)	(24,773)
Provision for income tax expense		0	0		0	1
Net loss		(1,698)	(4,535)		(8,244)	(24,774)
Deemed dividend		0	(635)		(86)	(635)
Net loss attributable to common stockholders		$ (1,698)	$ (5,170)		$ (8,330)	$ (25,409)

[1] Adjusted amounts exclude depreciation expense.

[2] Adjusted amounts exclude stock-based compensation expense and other adjustments as further described in footnote 3 to this table.

[3] Other segment expenses include personnel severance and reorganization activities and other corporate non-recurring expenditures.

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Note 11 - Segment, Customer Concentration and Geographical Information - Schedule of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Revenues	$ 5,017	$ 4,347	$ 13,580	$ 13,389
Family Safety [Member]
Revenues	4,160	3,529	11,097	10,944
CommSuite [Member]
Revenues	857	792	2,483	2,303
ViewSpot [Member]
Revenues	$ 0	$ 26	$ 0	$ 142

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Note 11 - Segment, Customer Concentration and Geographical Information - Schedule of Geographical Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Revenues	$ 5,017	$ 4,347	$ 13,580	$ 13,389
Americas [Member]
Revenues	4,935	4,331	13,446	13,354
EMEA [Member]
Revenues	$ 82	$ 16	$ 134	$ 35

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Note 13 - Leases (Details Textual) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2026	Sep. 30, 2025	Sep. 30, 2026	Sep. 30, 2025
Operating Lease, Cost	$ 0.2	$ 0.4	$ 1.0	$ 1.2
Operating Lease, Payments	$ 0.2	$ 0.4	0.9	$ 1.0
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability			$ 1.8

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Note 13 - Leases - Schedule of Lease Liability Maturity (Details) $ in Thousands	Sep. 30, 2026 USD ($)
2026	$ 209
2027	834
2028	532
2029	483
2030 and thereafter	707
Total lease payments	2,765
Less imputed interest	479
Present value of lease liabilities	$ 2,286

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Note 13 - Leases - Lease Costs (Details)	Sep. 30, 2026	Dec. 31, 2025
Weighted average remaining lease term (years) (Year)	4 years	1 year 4 months 24 days
Weighted average discount rate	9.90%	8.20%

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Note 14 - Income Taxes (Details Textual) $ in Millions	Sep. 30, 2026 USD ($)
Deferred Tax Assets, Valuation Allowance	$ 70.2