10-Q - AIMD - Equibles

UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

Washington,

D.C. 20549

FORM

10-Q

(MarkOne)

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

Forthe quarterly period ended ### March 31, 2026

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

For

the transition period from____to____

Commission

File No. 001-41461

AINOS,

INC.

(Exactname of registrant as specified in its charter)

texas	75-1974352
(State<br> or other jurisdiction of <br><br> incorporation or organization)	(IRS<br> Employer<br><br> <br>Identification<br> No.)

3050Post Oak Blvd, Suite 510-T80, Houston, TX 77056 (281)898-6586

(Address and telephone number, including area code, of registrant’s principal executive offices)

Securities

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

Title<br> of each class	Trading<br> Symbol(s)	Name<br> of each exchange on which registered
Common<br> Stock, par value $0.01 per share	AIMD	The<br> Nasdaq Stock Market LLC
Warrants<br> to purchase Common Stock	AIMDW	The<br> Nasdaq Stock Market LLC

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 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<br> accelerated filer ☐	Accelerated<br> filer ☐
Non-accelerated<br> filer ☒	Smaller<br> reporting company ☒
	Emerging<br> 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 May 13, 2026, there were issued and outstanding 8,524,542 shares of the registrant’s common stock, par value $0.01, which is the only class of common or voting stock of the registrant.

AINOS,

INC.

INDEX

		PAGE<br><br> <br>NO.
PART<br> I:	FINANCIAL INFORMATION	3
ITEM<br> 1.	Financial Statements	3
	Condensed Consolidated Balance Sheets – March 31, 2026 (unaudited) and December 31, 2025	3
	Condensed Consolidated Statements of Operations – Three Months Ended March 31, 2026 and 2025 (unaudited)	4
	Condensed Consolidated Statements of Comprehensive Loss – Three Months Ended March 31, 2026 and 2025 (unaudited)	5
	Condensed Consolidated Statements of Stockholders’ Equity– Three Months Ended March 31, 2026 and 2025 (unaudited)	6
	Condensed Consolidated Statements of Cash Flows – Three Months Ended March 31, 2026 and 2025 (unaudited)	7
	Notes to Condensed Consolidated Financial Statements (unaudited)	8
ITEM<br> 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19
ITEM<br> 3.	Quantitative and Qualitative Disclosures About Market Risk	24
ITEM<br> 4.	Controls and Procedures	24
PART<br> II:	OTHER INFORMATION	25
ITEM<br> 1.	Legal Proceedings	25
ITEM<br> 2.	Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities	26
ITEM<br> 3.	Defaults Upon Senior Securities	26
ITEM<br> 4.	Mine Safety Disclosures	26
ITEM<br> 5.	Other Information	26
ITEM<br> 6.	Exhibits	27
Signatures		28

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PART

I - FINANCIAL INFORMATION

ITEM1. Financial Statements

Ainos,

Inc.

Condensed

Consolidated Balance Sheets

			December 31,
			2025
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	2,841,422		$	417,353
Accounts receivable	23			22
Inventory, net	315,643			295,565
Other current assets	362,527			425,859
Total current assets	3,519,615			1,138,799
Intangible assets, net	18,110,834			19,226,003
Property and equipment, net	290,078			343,281
Other assets	161,056			163,025
Total assets	22,081,583		$	20,871,108
Liabilities and Stockholders’ Equity
Current liabilities:
Contract liabilities (including amounts of related party of 350,000 as of March 31, 2026, and December 31, 2025, respectively)	350,000		$	350,000
Convertible notes payable - Related parties - current	2,000,000			-
Loan payable to related parties	2,812,940			-
Accrued expenses and others current liabilities	1,183,539			728,683
Total current liabilities	6,346,479			1,078,683
Convertible notes payable - Related parties - noncurrent	9,000,000			11,000,000
Other long-term liabilities	1,043,158			1,229,843
Total liabilities	16,389,637			13,308,526
Commitments and contingencies	-
Stockholders’ equity:
Preferred stock, 0.01 par value; 50,000,000 shares authorized; none issued and outstanding as of March 31, 2026 and December 31, 2025	-			-
Common stock, 0.01 par value;<br>300,000,000 shares authorized as of March 31,<br>2026 and December 31, 2025, 7,266,011 and 6,982,675<br>shares issued and 6,106,011 and 5,822,675<br>shares outstanding as of March 31, 2026, and December 31, 2025, respectively	72,660			69,827
Treasury stock, at cost (1,160,000 shares held as of March 31, 2026 and December 31, 2025)	(1,972,000	)		(1,972,000	)
Additional paid-in capital	77,833,141			77,234,374
Accumulated deficit	(69,980,128	)		(67,520,328	)
Accumulated other comprehensive loss	(261,727	)		(249,291	)
Total stockholders’ equity	5,691,946			7,562,582
Total liabilities and stockholders’ equity	22,081,583		$	20,871,108

All values are in US Dollars.

The

accompanying notes are an integral part of these consolidated financial statements.

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Ainos,

Inc.

Condensed

Consolidated Statements of Operations

(Unaudited)

			2025

			2025
Revenues	161		$	106,207
Cost of revenues	(763	)		(18,233	)
Gross profit (loss)	(602	)		87,974
Operating expenses:
Research and development (including amounts of related party of 228,951 and 246,260 for the three months ended March 31, 2026, and 2025, respectively)	1,689,860			1,724,084
Selling, general and administrative	593,185			1,526,761
Total operating expenses	2,283,045			3,250,845
Loss from operations	(2,283,647	)		(3,162,871	)
Non-operating (expenses) income, net:
Interest expense	(176,876	)		(180,445	)
Other income, net	723			57,294
Total non-operating expenses, net	(176,153	)		(123,151	)
Net loss before income taxes	(2,459,800	)		(3,286,022	)
Provision for income taxes	-			-
Net loss	(2,459,800	)	$	(3,286,022	)
Net loss per common share - basic and diluted	(0.41	)	$	(1.04	)
Weighted-average shares used in computing net loss per common share-basic and diluted	6,031,585			3,172,611

All values are in US Dollars.

The

accompanying notes are an integral part of these consolidated financial statements.

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Ainos,

Inc.

Condensed

Consolidated Statements of Comprehensive Loss

(Unaudited)

	2026			2025
	Three months ended March 31,
	2026			2025
Net loss	$	(2,459,800	)	$	(3,286,022	)
Other comprehensive loss:
Translation adjustment		(12,436	)		(40,641	)
Comprehensive loss	$	(2,472,236	)	$	(3,326,663	)

The

accompanying notes are an integral part of these consolidated financial statements.

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Ainos,

Inc.

Condensed

Consolidated Statements of Stockholders’ Equity

For

the three months ended March 31, 2026 and 2025

(Unaudited)

	Shares		Amount		Shares		Amount		Shares			Amount			Capital			Deficit			Loss			(Deficit)
	Preferred Stock				Common Stock				Treasury Stock						Additional <br>Paid-in			Accumulated			Accumulated <br>Other <br>Comprehensive			Total <br>Stockholders’ <br>Equity
	Shares		Amount		Shares		Amount		Shares			Amount			Capital			Deficit			Loss			(Deficit)
Balance at December 31, 2025		-	$	-		6,982,675	$	69,827		(1,160,000	)	$	(1,972,000	)	$	77,234,374		$	(67,520,328	)	$	(249,291	)	$	7,562,582
Issuance of common stock from at-the-market offering		-		-		283,336		2,833		-			-			598,767			-			-			601,600
Net loss		-		-		-		-		-			-			-			(2,459,800	)		-			(2,459,800	)
Translation adjustment		-		-		-		-		-			-			-			-			(12,436	)		(12,436	)
Balance at Mar 31, 2026		-	$	-		7,266,011	$	72,660		(1,160,000	)	$	(1,972,000	)	$	77,833,141		$	(69,980,128	)	$	(261,727	)	$	5,691,946
Balance at December 31, 2024		-	$	-		3,085,477	$	30,854		-		$	-		$	68,644,301		$	(52,749,316	)	$	(409,529	)	$	15,516,310
Balance		-	$	-		3,085,477	$	30,854		-			-		$	68,644,301		$	(52,749,316	)	$	(409,529	)	$	15,516,310
Issuance of stock to settle vested RSUs		-		-		1,174		12		-			-			(12	)		-			-			-
Issuance of stock to special stock bonus		-		-		350,500		3,505		-			-			858,725			-			-			862,230
Issuance of common stock from at-the-market offering		-		-		5,881		59		-			-			14,546			-			-			14,605
Share-based compensation		-		-		-		-		-			-			55,170			-			-			55,170
Net loss		-		-		-		-		-			-			-			(3,286,022	)		-			(3,286,022	)
Translation adjustment		-		-		-		-		-			-			-			-			(40,641	)		(40,641	)
Balance at Mar 31, 2025		-	$	-		3,443,032	$	34,430		-		$	-		$	69,572,730		$	(56,035,338	)	$	(450,170	)	$	13,121,652
Balance		-	$	-		3,443,032	$	34,430		-		$	-		$	69,572,730		$	(56,035,338	)	$	(450,170	)	$	13,121,652

The

accompanying notes are an integral part of these consolidated financial statements.

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Ainos,

Inc.

Condensed

Consolidated Statements of Cash Flows

(Unaudited)

	2026			2025
	Three months ended March 31,
	2026			2025
Cash flows from operating activities:
Net loss	$	(2,459,800	)	$	(3,286,022	)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		1,174,074			1,177,270
Share-based compensation expense		-			55,170
Stock issued for special stock bonus		-			862,230
Changes in operating assets and liabilities:
Accounts receivable		(1	)		(35	)
Inventory		(27,539	)		1,925
Other current assets		61,582			20,293
Accrued expenses and other current and long-term liabilities		268,263			(55,409	)
Net cash used in operating activities		(983,421	)		(1,224,578	)
Cash flows from investing activities:
Purchase of property and equipment		(8,542	)		(33,640	)
Proceeds from disposal of equipment		1,750			-
Decrease in refundable deposits and other assets		6,713			13,053
Net cash used in investing activities		(79	)		(20,587	)
Cash flows from financing activities:
Proceeds from Loan agreement		2,812,940			-
Proceeds from at-the-market offering, net of issuance costs		601,600			14,605
Net cash provided by financing activities		3,414,540			14,605
Effect from foreign currency exchange		(6,971	)		(34,073	)
Net (decrease) increase in cash and cash equivalents		2,424,069			(1,264,633	)
Cash and cash equivalents at beginning of period		417,353			3,892,919
Cash and cash equivalents at end of period	$	2,841,422		$	2,628,286

The

accompanying notes are an integral part of these consolidated financial statements.

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Ainos,

Inc.

Notes

to Condensed Consolidated Financial Statements

(Unaudited)

1.Description of Business

Organizationand Business

Ainos, Inc. (the “Company”) was incorporated in the State of Texas in 1984. The Company is a dual-platform company engaged in the development of artificial intelligence-enabled olfactory sensing technologies, which we refer to as “SmellTech” or “Smell AI”, and related applications, as well as the development of immune therapeutics.

Our core technology platform, AI Nose, is an AI-based electronic olfaction system that integrates gas sensor arrays with proprietary artificial intelligence models, which we refer to as a smell language model (“SLM”), to digitize scent and volatile organic compound (“VOC”) signals into Smell ID, a machine-readable data format. AI Nose is initially developed in healthcare-related settings, including point-of-care testing (“POCT”). These early healthcare applications shaped the platform’s sensor architecture, data models, and system calibration.

Building on this foundation, we are expanding the application of AI Nose into industrial environments, where we believe real-time environmental sensing, anomaly detection, and operational monitoring are important. Current and planned use cases include industrial applications across semiconductor manufacturing, robotics, and smart manufacturing settings. We believe the underlying scent digitization architecture of AI Nose is adaptable across a range of industrial and non-industrial verticals, and we continue to evaluate additional application opportunities based on partner engagement and deployment experience.

We are advancing the AI Nose platform through partner-led deployments, with a strategy focused on platform scalability, data-driven performance improvement, and integration into existing industrial ecosystems. Our approach emphasizes expanding the role of scent as a machine-readable data modality alongside vision and sound, while maintaining flexibility to address diverse operational requirements.

Separately, we continue to develop VELDONA®, our low-dose oral interferon platform, targeting selected rare, autoimmune, and infectious disease indications. Our VELDONA® programs include candidates for the treatment of oral warts in HIV-positive patients, Sjögren’s syndrome, and feline chronic gingivostomatitis (“FCGS”). We have conducted research and development activities related to VELDONA® since our inception.

ReverseStock Splits

In connection with the Offering, the Company’s board of directors on April 29, 2022 and its shareholders on May 16, 2022 approved a 1-for-15 reverse stock split of the Company’s common stock that became effective on August 9, 2022. Further, to comply with Nasdaq’s minimum $1.00 per share continued listing rules, the Company filed a Certificate of Amendment to its Restated Certificate of Formation on November 27, 2023, to apply for another reverse stock split of the Company’s common stock at a ratio of 1-for-5 which was effectuated on December 14, 2023 after receiving required approvals. In addition, to comply with Nasdaq’s minimum $1.00 per share continued listing rules, the Company filed a Certificate of Amendment to its Restated Certificate of Formation on May 16, 2025, the Board approved for another reverse stock split of the Company’s common stock at a ratio of 1-for-5 which was effectuated on June 30, 2025 after receiving required approvals.

The

par value of $0.01 and authorized shares of the Company’s common stock remain the same and were not adjusted as a result of the reverse stock splits. All issued and outstanding common stock, restricted stock units (RSUs), outstanding convertible notes, warrants and options to purchase common stock and per share amounts contained in the financial statements have been retroactively adjusted to give effect to the reverse stock splits for all periods presented.

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At-the-MarketOffering Agreement

On May 31, 2024, the Company entered into an At-the-Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC(the “Agent”), pursuant to which the Company may issue and sell, from time to time, shares of its Common Stock, depending on market demand, with the Agent acting as the sales agent or principal (the “ATM Offering”). Sales of the Common Stock may be made by any method permitted by law deemed to be an “at-the-market offering” as defined in Rule 415(a)(4) of the Securities Act of 1933, as amended (the “Securities Act”), including, without limitation, sales made directly on or through the Nasdaq Capital Market. The Agent will use its commercially reasonable efforts to sell the Shares requested by the Company to be sold on its behalf, consistent with the Agent’s normal trading and sales practices, under the terms and subject to the conditions set forth in the ATM Agreement. The Company has no obligation to sell any of the Shares. The Company may instruct the Agent not to sell the Shares if the sales cannot be effected at or above the price designated by the Company from time to time and the Company may at any time suspend sales pursuant to the ATM Agreement.

The

Company will pay the Agent placement fee of 3.0% of the gross sales price of the Shares sold by the Agent under the ATM Agreement. The Company has also agreed to reimburse the Agent for the fees and disbursements of its counsel, payable upon execution of the Sales Agreement, in an amount not to exceed $35,000 in addition to certain ongoing disbursements of its legal counsel up to $2,500 per calendar quarter. In addition, the Company has agreed to provide customary indemnification rights to the Agent.

The

aggregate market value of Shares eligible for sale in the ATM Offering and under the ATM Agreement will be subject to the limitations of General Instruction I.B.6 of Form S-3, to the extent required under such instruction. The prospectus supplement filed with the SEC on July 11, 2024, is offering Shares having an aggregate offering price of $1,840,350.

The Company intends to use the net proceeds from the offering to fund the continued development of its product candidate and for general corporate purposes and working capital. The precise amount and timing of the application of these proceeds will depend upon a number of factors, such as the timing and progress of our research and development efforts, our funding requirements and the availability and costs of other funds.

On

September 5, 2025, the Company filed a prospectus supplement to amend the Prospectus to update the amount of shares the Company is eligible to sell pursuant to such prospectus. The Company increased the amount of shares of Common Stock it may offer and sell under the Sales Agreement to an aggregate offering price of up to $874,496 from time to time through Wainwright. Pursuant to General Instruction I.B.6 of Form S-3, in no event will we sell securities in a public primary offering with a value exceeding one-third of our public float in any 12-month calendar period so long as our public float remains below $75.0 million.

For

the first quarter of 2026, the Company sold 283,336 shares of common stock under the ATM facility and received $601,600 in net proceeds after deducting commissions and expenses. As of March 31, 2026, the Company sold an aggregate of 1,017,550 shares of the Company’s common stock under the ATM facility and received $2,610,321 in net proceeds after deducting commissions and expenses.

2.Summary of Significant Accounting Policies

Basisof Presentation

The accompanying condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (the “GAAP”) and pursuant to the accounting disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed financial statements should be read in conjunction with the financial statements and notes included in the Company’s audited financial statements as of and for the year ended December 31, 2025 contained in the Annual Report on Form 10-K filed with the SEC on March 30, 2026.

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In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods. The results for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for any subsequent quarter, the year ending December 31, 2026, or any other period.

There have been no material changes to the Company’s significant accounting policies as described in the audited financial statements as of December 31, 2025.

Useof Estimates

The preparation of condensed financial statements in conformity with GAAP requires management to make certain estimates, judgments, and assumptions that affect the reported amounts of assets and liabilities and disclosures as of the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates on various factors, including historical experience, and on various other assumptions that are believed to be reasonable under the circumstances, when these carrying values are not readily available from other sources. Significant items subject to estimates and assumptions include useful lives of property and equipment, valuation of stock option, warrants and convertible notes measured at fair value, and impairment testing of intangible assets. Actual results may differ from these estimates.

Liquidity

As

of March 31, 2026, the Company had cash and cash equivalents of $2,841,422. The Company plans to finance its operations and development needs with its existing cash and cash equivalents, additional equity, and/or debt financing arrangements. There can be no assurance that the Company will be able to obtain additional financing on terms acceptable to the Company, on a timely basis, or at all. If the Company is not able to obtain sufficient funds on acceptable terms when needed, the Company’s business, results of operations, and financial condition could be materially adversely impacted.

On

May 31, 2024, the Company entered into an At-the-Market Offering Agreement, or sales agreement, with H.C. Wainwright & Co., LLC or Wainwright, pursuant to which the Company may issue and sell, from time to time, shares of its common stock, the aggregate market value of Shares eligible for sale in the Offering and under the ATM Agreement will be subject to the limitations of General Instruction I.B.6 of Form S-3, to the extent required under such instruction. The prospectus supplement filed with the SEC on July 11, 2024, is offering Shares having an aggregate offering price of $1,840,350.

On

For

the first quarter of 2026, the Company sold 283,336 shares of common stock under the ATM facility and received $601,600 in net proceeds after deducting commissions and expenses. As of March 31, 2026, the Company sold 1,017,550 shares of common stock under At-the-Market Offering Agreement, resulting in net proceeds of approximately $2,610,321.

For

the three months ended March 31, 2026, the Company generated a net loss of $2,459,800. The Company expects to continue incurring development expenses for the next twelve months as the Company advances its product development plans.

The

financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred net operating losses since inception and has an accumulated deficit as of March 31, 2026 of $69,980,128 and expects to incur additional losses and negative operating cash flows for at least the next twelve months. The Company’s ability to meet its obligations is dependent upon its ability to generate sufficient cash flows from operations and future financing transactions. Although management expects the Company will continue as a going concern, there is no assurance that management’s plans will be successful since the availability and amount of such funding is not certain. Accordingly, substantial doubt exists about the Company’s ability to continue as a going concern for at least one year from the issuance of these financial statements. The accompanying financial statements do not include any adjustments to reflect the possible future effects on the recoverability of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern.

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Segments

Operating segments are defined as components of an entity for which separate financial information is available and that is regularly reviewed by the chief operating decision maker (the “CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. The Company’s Chief Executive Officer is the Company’s CODM. The CODM reviews financial information prepared on the basis of accounting policy disclosed in its annual financial statement for purposes of making operating decisions, allocating resources, and evaluating financial performance of the Company. As such, the Company has determined that it operates as one operating segment.

Impairmentof Intangible Assets

The Company reviews its definite-lived intangibles and other long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be fully recoverable. When such events occur, management determines whether there has been impairment by comparing the anticipated undiscounted future net cash flows to the carrying value of the asset or asset group. If impairment exists, the assets are written down to their estimated fair value. No impairment of definite-lived intangible and long-lived assets was recorded for the three months ended March 31, 2026 and 2025.

FairValue Option

ASC 825-10, Financial Instruments, provides a fair value option (the “FVO”) election that allows companies an irrevocable election to use fair value as the initial and subsequent accounting measurement attribute for certain financial assets and liabilities. ASC 825-10 permits entities to elect to measure eligible financial assets and liabilities at fair value on an ongoing basis. Unrealized gains and losses on items for which the FVO has been elected are reported in earnings, except for the effect of changes in own credit, which are recognized in other comprehensive income/loss. The decision to elect the FVO is determined on an instrument-by-instrument basis, must be applied to an entire instrument and is irrevocable once elected. Assets and liabilities measured at fair value pursuant to ASC 825-10 are required to be reported separately from those instruments measured using another accounting method.

RecentAccounting Pronouncements Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. ASU 2023-07, which is applicable to entities with a single reportable segment, will primarily require enhanced disclosures about significant segment expenses and enhanced disclosures in interim periods. The guidance in ASU 2023-07 will be applied retrospectively and is effective for annual reporting periods in fiscal years beginning after December 15, 2023 and interim reporting periods in fiscal years beginning after December 31, 2024, with early adoption permitted. The Company adopted the ASU for the fiscal year ended December 31, 2025 on a retrospective basis for all prior periods presented in the financial statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 is intended to improve income tax disclosure requirements by requiring (1) consistent categories and greater disaggregation of information in the rate reconciliation and (2) the disaggregation of income taxes paid by jurisdiction. The guidance makes several other changes to the income tax disclosure requirements. The guidance in ASU 2023-09 will be effective for annual reporting periods in fiscal years beginning after December 15, 2024. The Company adopted the ASU for the fiscal year ended December 31, 2025 on a retrospective basis for all prior periods presented in the financial statements.

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AccountingStandards Issued but Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which is intended to provide more detailed information about specified categories of expenses (purchases of inventory, employee compensation, depreciation and amortization) included in certain expense captions presented on the statement of operations. The guidance in this ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The amendments may be applied either (1) prospectively to financial statements issued for periods after the effective date of this ASU or (2) retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating the impact that the adoption of ASU 2024-03 will have on its financial statements and disclosures.

In September 2025, the FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) (“ASU 2025-06”). ASU 2025-06 updates the accounting guidance for internal-use software by eliminating references to software development project stages, thereby requiring companies to start capitalizing software costs when (i) management has authorized and committed to funding the project, and (ii) it is probable the project will be completed and the software will be used as intended. ASU 2025-06 is effective for annual periods beginning after December 15, 2027, with early adoption permitted. Amendments can be applied either (i) prospectively, (ii) through a modified transition approach based on the status projects and whether software costs were capitalized before the date of adoption, or (iii) retrospectively. The Company is currently evaluating the impact of ASU 2025-06 on the Company’s financial condition and results of operations.

In December 2025, the FASB issued ASU 2025-10 to provide specific authoritative guidance about the recognition, measurement, and presentation of a grant received by a business entity from a government. The amendments in this guidance require that a government grant received by a business entity should not be recognized until (1) it is probable that a business entity will comply with the conditions attached to the grant and the grant will be received and (2) a business entity meets the recognition guidance for a grant related to an asset or a grant related to income. Adoption of this standard is required using either a modified prospective, modified retrospective, or a retrospective approach. This standard is effective for the Company for both interim and annual reporting for the year ended December 31, 2029. The Company is currently evaluating the impact of ASU 2025-10 on the Company’s financial condition and results of operations.

The Company does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material effect on the consolidated financial position, statements of operations and cash flows.

3.Cash and Cash Equivalents

As of March 31, 2026 and December 31, 2025, cash and cash equivalents consisted of cash on hand and cash in bank which is potentially subject to concentration of credit risk. Such balance is maintained at financial institutions that management determines to be of high credit quality. Cash accounts at each institution are insured by the Federal Deposit Insurance Corporation (FDIC) in the U.S.A or Central Deposit Insurance Corporation in Taiwan up to certain limits. At times, such deposits may be in excess of the insurance limit. Accounts are guaranteed by the FDIC up to $250,000. As of March 31, 2026 and December 31, 2025, the Company had approximately nil in excess of FDIC insured limits. The Company maintains cash in state-owned banks in Taiwan. In Taiwan, the insurance coverage of each bank is NTD$3,000,000 (approximately US$93,800). As of March 31, 2026 and December 31, 2025, the Company had $2,732,200 and $242,000, respectively, of cash in excess of the insured amount. The Company has not experienced any losses in such accounts.

4.Inventory

Inventory stated at cost, net of reserve, consisted of the following:

Schedule of Inventory

	March 31,		December 31,
	2026		2025
Raw materials	$	126,466	$	118,329
Work in process		85,767		108,278
Finished goods		103,410		68,958
Total	$	315,643	$	295,565

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5.Convertible Notes Payable and Loan Payable

As of March 31, 2026 and December 31, 2025, the respective notes payable were as follows:

Schedule of Notes Payable

	March 31,<br> <br>2026		December 31,<br> <br>2025
March 2025 Convertible Notes, related party – noncurrent (ASE Note)	$	-	$	2,000,000
March 2025 Convertible Notes, related party – current (ASE Note)		2,000,000		-
March 2025 Convertible Notes – current (Lee Note)		-		-
Convertible Notes – current		-		-
May 2027 Convertible Notes, related party – noncurrent (ASE Note)		9,000,000		9,000,000
Convertible Notes – noncurrent		9,000,000		9,000,000
Convertible Notes payable	$	11,000,000	$	11,000,000

May2027 Convertible Notes and Warrant Purchase Agreement

On

May 3, 2024, The Company entered into Convertible Note and Warrant Purchase Agreement with the ASE Test, Inc. (“ASE”), a shareholder of Ainos Inc., a Cayman Islands company (“Ainos KY”), for the issuance of convertible promissory notes with 6% compound interest in the aggregate principal amount of $9,000,000 (collectively the “Notes”) convertible into shares of common stock, par value $0.01 per share, of the Company, payable three (3) years from May 3, 2024 as well as the issuance of warrants for the purchase of up to 500,000 shares of common stock at a price per share of $22.50, exercisable until May 3, 2029. The full $9,000,000 principal amount under the agreement was received from ASE in May 2024.

March2025 Convertible Notes

On

March 13, 2023, the Company entered into two convertible promissory note purchase agreements pursuant to Regulation S of the Securities Act of 1933, as amended, in the total principal amount of $3,000,000 with the following investors (the “March 2025 Convertible Notes”).

Convertible Note Issued to Li-Kuo Lee (the “Lee Note”)

The

Company issued a convertible note in the principal amount of $1,000,000 to an unrelated party, Li-Kuo Lee, in exchange for $1,000,000 in cash. As of March 31, 2026, the Company received the full amount of the payment.

On March 12, 2025, the Company entered into an amendment to the Convertible Note (the “Lee Convertible Note Amendment”) with Li-Kuo Lee to extend the maturity date to May 13, 2025.

On

April 30, 2025, the Company repaid the full principal with accrued interest aggregate amount of $1,132,650.

Convertible Note Issued to ASE Test, Inc. (the “ASE Note”)

Pursuant

to one of the aforementioned agreements, ASE Test, Inc., a shareholder of Ainos KY, committed to pay a total aggregate amount of $2,000,000 to the Company in exchange for convertible promissory note(s) in three tranches in the amounts of $1,000,000 (the “First Tranche”), $500,000 (the “Second Tranche”), and $500,000 (the “Third Tranche”) conditioned, among other things, on the Company achieving certain business milestones. As of September 30, 2025, the Company received the full amount of the payment.

On March 10, 2025, the Company entered into an amendment to the Convertible Note (the “ASE Convertible Note Amendment”) with ASE Test to (1) extend the maturity date to March 12, 2027, and (2) change the conversion price from $37.50 per share (adjusted for the 1-for-5 reverse stock split of the Company’s common stock on December 14, 2023 and another adjusted for the 1-for-5 reverse stock split of the Company’s common stock on June 30, 2025) to a price of the lower of (a) $37.50 per share and (b) the higher of (x) the average closing price per share of Common Stock for the period of thirty (30) trading days prior to the day when the noteholder exercises the conversion right or (y) $22.50.

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The

March 2025 Convertible Notes bear interest at the rate of 6% compounded interest per annum. At any time after the issuance and before the maturity date, the Notes are convertible into the common stock of the Company at the conversion price from $22.50 to $37.50 per share, subject to anti-dilutive adjustment as set forth in the Notes. Unless previously converted, the Company shall repay the outstanding principal amount plus all accrued and unpaid interest on the maturity date. The Notes shall be an unsecured general obligation of the Company.

The

total interest expense of convertible notes payable and other notes payable for the three months ended March 31, 2026 was $176,808, compared with the same period in year 2025 was $180,229. As of March 31, 2026 and December 31, 2025, the unpaid accrued interest expense was $1,406,651 and $1,229,843, respectively.

March2026 Loan agreement

On

March 27, 2026, the Company entered into a loan agreement with ASE Test, Inc., a related party, pursuant to which ASE Test, Inc. agreed to lend the Company an aggregate principal amount of NT$90 million (the “Loan”) (approximately US$2,812,940). As of March 31, 2026 the Company received the full amount of the loan agreement.

The

Loan bears interest at a rate of 2.5% per annum, accruing daily based on a 365-day year. The loan and the accrued interest are payable in full on the date falling exactly one (1) year after the drawdown date.

6.Stockholders’ Equity

ReverseStock Splits

To comply with Nasdaq’s minimum $1.00 per share continued listing rules, the Company filed a Certificate of Amendment to its Restated Certificate of Formation on May 16, 2025, to apply for reverse stock split of the Company’s common stock at a ratio of 1-for-5 which was effectuated on June 30, 2025 after receiving required approvals.

PreferredStock

The

Company increased authorized shares of preferred stock from 10,000,000 shares to 50,000,000 shares upon the filing of an amendment to the Company’s Certificate of Formation with the Secretary of State of Texas on November 27, 2023. No shares of preferred stock were issued and outstanding as of March 31, 2026 and December 31, 2025.

CommonStock

During

the three months ended March 31, 2026, the Company issued an additional 283,336 shares of common stock to settle for the ATM Offering. As of March 31, 2026, there were 7,266,011 shares of common stock legally issued and outstanding.

Warrants

Warrants issued and outstanding in connection with financing as of March 31, 2026 and December 31, 2025 are summarized as below:

Schedule of Warrants Issued and Outstanding

		December 31,
(In number of shares)		2025
Lind Warrant with exercise price from 10.80 to 22.50	240,388		240,388
Public warrant with exercise price of 106.25	35,880		35,880
Representative’s warrant with exercise price of 116.875	1,560		1,560
Placement agent warrant with exercise price of 41.25	4,125		4,125
ASE Warrant with exercise price of 22.50	100,000		100,000
Total	381,953		381,953
Warrants issued and outstanding	381,953		381,953

All values are in US Dollars.

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The

Company issued the Lind Warrants on September 28, 2023 in connection with the private placement of the Lind Note. The Company further issued 4,125 shares of warrants with an exercise price of $41.25 per share to the placement agent as the agent fee. Each warrant has a contractual term of 5 years and can be exercised for the purchase of one share of common stock of the Company. The carrying amount of the Lind Warrant is nil after allocating proceeds to the Lind Note measured at fair value. The fair value of the placement agent warrant is estimated to be $21,479 using the Black-Scholes Model.

The Company issued public warrants together with common stock in connection with its underwritten public offering effective August 8, 2022. The Company further issued private warrants to Maxim Group LLC as representative of the underwriter pursuant to an underwriting agreement. Each warrant has a contractual term of 5 years, expiring on August 8, 2027, and can be exercised for the purchase of one share of common stock of the Company.

The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’ specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity (the “ASC 480”), and ASC 815, Derivatives and Hedging (the “ASC 815”). The assessment considers whether the instruments are free standing financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common shares and whether the instrument holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent period end date while the instruments are outstanding. Management has concluded that the warrants issued in connection with the underwritten public offering and the private placement of Lind Note qualify for equity accounting treatment and are recorded as additional paid-in capital.

In addition, the warrant issued by the Company to i2China in 2020 in exchange for consulting services is accounted for under ASC 718, Compensation– Stock Compensation (see Note 8).

As of March 31, 2026, none of the warrants have been exercised nor have they expired.

7.Revenue

Revenue is recognized upon shipment of products based upon contractually stated pricing at standard payment terms within 30 to 60 days. The revenue generated by product sales is recognized at a point in time.

The Company generated revenue from sales of VELDONA Pet supplements in the Taiwan market through online platforms that were recognized after the expiration of right of return which was offered for a limited time. Revenue from sales through off-line distribution channels was recognized based on the amount of consideration that we expected to receive, reduced by estimates for return allowances, promotional discounts, and fees.

$350,000

of contract liabilities was recorded for the cash received in advance from customers as of March 31, 2026 and December 31, 2025.

The

Company recognized nil revenue from sales of AI Nose programs that was included in the contract liability balance at the beginning of first quarter 2026, compared with $106,329 recognized in the same period at the beginning of first quarter 2025, offset by exchange rate fluctuation.

ReturnAllowances

Return allowances, which reduce revenue and cost of sales, are estimated using historical experience. Liabilities for return allowances are included in “Accrued expenses and others current liabilities”.

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VariableConsideration

We record revenue from customers in an amount that reflects the transaction price we expect to be entitled to after transferring control of those goods. From time to time, we offer product sales promotions such as discounts. Variable consideration is estimated at contract inception only to the extent that it is probable that a significant reversal of revenue will not occur.

8.Share-Based Compensation

2023Stock Incentive Plan

The

Company effectuated an amendment to its 2021 Stock Incentive Plan, now restated as the Company 2023 Stock Incentive Plan (the “2023 SIP” or “Plan”), which includes, among other things, a change in the number of reserved shares under the Plan. Under the 2023 SIP, subject to a change in capital structure or a change in control, the aggregate number of shares which may be issued or transferred pursuant to awards under the Plan will be equal to up to twenty percent (20%) of shares of outstanding common stock of the Company existing as of December 31st of the previous calendar year (the “Plan Share Reserve”). Upon the effectiveness of the 2023 SIP on June 14, 2023, the aggregate number of shares which may be issued pursuant to awards under the Plan is 174,215 shares of common stock, including shares that remained available for grant under the 2021 Stock Incentive Plan. On July 19, 2024, the Company filed Form S-8 to increase the aggregate number of shares may be issued to 189,286 shares of common stock including shares that remained available for grant under the 2021 Stock Incentive Plan. On April 4, 2025, the Company filed Form S-8 to increase the aggregate number of shares that may be issued to 617,095 shares of common stock. On February 13, 2026, the Company filed a Form S-8 to register the increased the aggregate number of shares that may be issued under the 2023 SIP to 1,396,630 shares of common stock. As of March 31, 2026, 980,326 shares have been granted under the 2023 SIP.

2021Stock Incentive Plan

On September 28, 2021, the Company’s board of directors, and on May 16, 2022, its shareholders approved the 2021 Stock Incentive Plan (the “2021 SIP”). During the period from January 1, 2023 up to the date that the prior plan was superseded by the 2023 SIP, no shares were granted under the 2021 SIP.

2021Employee Stock Purchase Plan

On

September 28, 2021, the Company’s board of directors, and on May 16, 2022, its shareholders approved the 2021 Employee Stock Purchase Plan (the “2021 ESPP”). A total of 2,000 shares of common stock have made available for issuance under the ESPP. During the period from January 1, 2024 up to the date that the prior plan was superseded by the 2023 SIP, no shares were granted under the 2021 ESPP.

RestrictedStock Units (“RSUs”)

RSUs entitle the recipient to be paid out an equal number of common stock shares upon vesting. The fair value of RSUs is based on market price of the underlying stock on the date of grant. A summary of the Company’s RSUs activity and related information for the three months ended March 31, 2026 and for the three months ended March 31, 2025 were as follows:

Schedule of Restricted Stock Units

	2026				2025
	Number of <br> Shares		Weighted-<br> Average <br> Grant Date<br> Fair <br> Value Per<br> Share		Number of <br> Shares			Weighted-<br> Average <br> Grant Date<br> Fair <br> Value Per<br> Share
Unvested balance at January 1		-	$	-		17,966		$	27.54
RSUs granted		-	$	-		-		$	-
RSUs vested		-	$	-		(1,174	)	$	277.48
RSUs forfeited		-	$	-		-		$	-
Unvested balance at March 31		-	$	-		16,792		$	10.06

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StockOptions and Warrants

During

the three months ended March 31, 2026 and 2025, no shares were granted, forfeited, expired, or exercised. As of March 31, 2026, there were 1,466 shares in the form of stock options outstanding, and 1,466 shares of the options are vested and exercisable.

Share-BasedCompensation Expense

Shared-based compensation expense for the three months ended March 31, 2026 was nil, compared to the three months ended March 31, 2025 amount of $55,170.

As of March 31, 2026, the total unrecognized compensation cost related to outstanding RSUs, stock options and warrants was nil.

9.Income Taxes

The Company did not record a federal, state, or foreign income tax provision or benefit for the three months ended March 31, 2026 and 2025 due to the expected loss before income taxes to be incurred for the years ended December 31, 2026 and 2025, as well as the Company’s continued maintenance of a full valuation allowance against its net deferred tax assets due to its historical deficit.

10.Net Loss per Common Share

The following table sets forth the computation of the basic and diluted net loss per share attributable to common stockholders:

Schedule of Basic and Diluted Net Loss Per Share

	Three Months Ended March 31,
	2026			2025
Net loss attributable to common stockholders, basic and diluted	$	(2,459,800	)	$	(3,286,022	)
Weighted-average number of shares used in computing net loss per share attributable to common stockholders, basic and diluted		6,031,585			3,172,611
Net loss per share attributable to common stockholders, basic and diluted	$	(0.41	)	$	(1.04	)

The following potentially dilutive securities have been excluded from the computations of diluted weighted average shares outstanding because they would be anti-dilutive:

Schedule of Computations of Diluted Weighted Average Shares Outstanding

	2026		2025
	Three Months Ended March 31,
	2026		2025
Option and RSUs to purchase common stock		1,466		18,257
Warrants to purchase common stock		381,953		383,159
Convertible notes to purchase common stock		551,406		550,240
Total potential shares		934,825		951,656

11.Related Party Transactions

The following is a summary of related party transactions that met our disclosure threshold:

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ProductCo-development Agreement

Pursuant

to a five-year Product Co-development Agreement effective on August 1, 2021 (the “Product Co-Development Agreement”) with TCNT, the development expenses incurred were $79,866 for the three months ended March 31, 2026, compared to $96,695 for the three months ended March 31, 2025. The fee for non-exclusive use of patents was $149,085 for the three months ended March 31, 2026, compared to $149,566 for the three months ended March 31, 2025. Advance payments totaled $82,023 and $92,014 as of March 31, 2026 and December 31, 2025, respectively.

ManufacturingService Agreement with TCNT for the AI Nose hardware products

On

November 14, 2025, the Company entered into a manufacturing service agreement with TCNT to manufacture AI Nose hardware products. A deposit equal to 50% of the contract price was prepaid by the Company totaling $43,848 and $53,063 as of March 31, 2026 and December 31, 2025, respectively.

AINose subscription-based order with ASE Technology Holding

On

August 6, 2025, the Company entered into a three-year subscription-based agreement with ASE Technology Holding Co., Ltd. (“ASEH”), a related party, with a total contract value of approximately $2.1 million. Pursuant to the agreement, the Company will deploy approximately 1,400 AI Nose units at select ASEH manufacturing facilities. The agreement provides for the delivery of AI Nose hardware and related subscription-based services. As of March 31, 2026, ASEH prepaid approximately $350,000, representing 50% of the first-year contract consideration, which was received by the Company in 2025.

March2026 Loan agreement

On

March 27, 2026, the Company entered into a loan agreement with ASE Test, Inc., a related party, pursuant to which ASE Test, Inc. agreed to lend the Company an aggregate principal amount of NT$90 million (the “Loan”) (approximately US$2,812,940). As of March 31, 2026, the Company received full amount of the loan agreement.

The

12.Commitments and Contingencies

The Company operates in an industry characterized by extensive patent litigation. Competitors may claim that the Company’s products infringe upon their intellectual property. Resolution of patent litigation or other intellectual property claims is typically time consuming and costly and can result in significant damage awards and injunctions that could prevent the manufacture and sale of the affected products or require the Company to make significant royalty payments in order to continue selling the affected products. As of March 31, 2026, there were no such commitments or contingencies.

13.Subsequent Events

On

April 15, 2026, the Company granted 1,396,500 shares of RSU under 2023 SIP, of which 1,239,000 shares vested on the same date.

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ITEM2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Theunaudited condensed financial statements and this Management’s Discussion and Analysis of Financial Condition and Results of Operationsshould be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2025 and the related Management’sDiscussion and Analysis of Financial Condition and Results of Operations, both of which are contained in our Form 10-K for the periodended December 31, 2025 (the “2025 Annual Report”). In addition to historical information, this discussion and analysis containsforward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the SecuritiesExchange Act of 1934, as amended, or the Exchange Act. These forward-looking statements are subject to risks and uncertainties, includingthose set forth under “Part I. Item 1A. Risk Factors” in our 2025 Annual Report, “Part II. Item 1A. Risk Factors”in this Quarterly Report, and elsewhere in this Quarterly Report, that could cause actual results to differ materially from historicalresults or anticipated results.

When used in this Quarterly Report, all references to “Ainos,” the “Company,” “we,” “our” and “us” refer Ainos, Inc.

Overview

The Company’s principal operating focus is the commercialization of AI Nose, its proprietary scent digitization platform. AI Nose is designed to convert scent and volatile organic compound signals into structured, machine-readable data, which the Company refers to as “Smell ID,” using gas sensor arrays and proprietary artificial intelligence models, which we refer to as smell language model (“SLM”). The Company is advancing AI Nose commercialization across selected industrial, environmental, robotics, and healthcare-related applications.

In parallel, the Company continues to develop VELDONA®, its low-dose oral interferon program, with an emphasis on selective advancement, capital-efficient execution, and strategic partnerships.

OurExecution Priorities for 2026

In 2026, the Company’s operating priorities are focused on advancing AI Nose commercialization activities while managing VELDONA® and other healthcare-related programs selectively and in a capital-efficient manner. Following initial industrial expansion activities in 2025, the Company’s current priorities include partner-led deployments, continued generation of scent-related data to support model refinement, and further advancement of commercial opportunities that may include hardware and service-based offerings, which we refer to as “SmellTech-As-A-Service”. The Company may adjust the timing, scope, and prioritization of these activities based on available capital, regulatory developments, market conditions, partner execution, and other factors.

AINose Operating Priorities

●	Continue<br> commercialization activities in selected applications.
●	Continue<br> semiconductor deployment and validation efforts.
●	Support<br> commercialization through channel and integration partners.
●	Continue<br> development of SLM and Smell ID datasets using deployment and pilot data.
●	Continue<br> robotics-related pilot and deployment activities.
●	Continue<br> evaluating healthcare-adjacent applications.

VELDONAOperating Priorities

●	Continue<br> clinical activities in Taiwan, subject to study progress, regulatory review, and available<br> resources.
●	Continue<br> pursuing partnering and out-licensing opportunities.

FactorsAffecting Our Business

Our business activities continue to be influenced primarily by our emphasis on advancing AI Nose commercialization activities and managing healthcare-related programs selectively and in a capital-efficient manner. The timing, extent, and financial impact of these activities remain subject to a number of known trends and uncertainties, including the following:

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Industrialand infrastructure-oriented applications.

We continue to prioritize AI Nose activities across industrial environments, including semiconductor manufacturing, robotics, smart manufacturing, and hospital infrastructure settings. Recent progress includes initial commercial activity in backend semiconductor manufacturing, front-end semiconductor validation efforts through industry partners, robotics-related development initiatives and activities in hospital infrastructure environments. These activities remain at varying stages of deployment, validation, and commercialization. The timing and extent of partner execution, customer adoption, and conversion of pilot and initial commercial activities into broader commercial arrangements may affect the timing of revenue and our near-term operating results.

Near-thresholdtechnology development and system capabilities.

As part of our ongoing deployment and validation activities, we continue to develop AI Nose capabilities across different operating conditions and application environments. These efforts include the detection and interpretation of gas signal variations and the potential application of such capabilities in anomaly detection, environmental sensing, and operational monitoring. We are also developing AI Nose for near-threshold detection scenarios, meaning the detection of signal variations at or near traditional detection thresholds. If validated, such capabilities may support certain early-stage anomaly detection applications. We continue to develop these near-threshold detection capabilities with a focus on reliability, repeatability, and scalability across different environments, which remain subject to ongoing validation.

Data-drivenplatform development.

AI Nose deployments are expected to generate Smell ID data across different operating environments, and we continue to use this data to refine models, improve classification performance, and expand the range of detectable patterns. Continued deployment of AI Nose is also expected to result in further accumulation of scent-related data, which may support model improvement, broaden detectable patterns, and enhance system adaptability across different operating environments. While we expect these efforts to support ongoing performance improvements, the timing and extent to which they contribute to broader commercial adoption or commercial outcomes may vary, and their benefits may take time to be reflected in revenue or operating results.

Healthcare-adjacentopportunities.

We continue to develop AI Nose applications in senior care and other healthcare-adjacent settings, including environments where non-invasive and continuous sensing may support hygiene monitoring, environmental control, and hospital operations. The timing and extent of these activities may be affected by regulatory requirements, partner engagement, operational validation, and resource allocation decisions.

VELDONA®program management.

We continue to focus VELDONA® on selected indications with unmet medical needs, including oral warts in HIV-seropositive patients, Sjögren’s syndrome, and feline chronic gingivostomatitis. The timing and direction of these programs may be affected by clinical outcomes, regulatory progress, partner interest, and available resources. We also continue to pursue strategic partnerships and out-licensing opportunities, the timing and outcome of which remain uncertain.

As of March 31, 2026, we had available cash and cash equivalents of $2,841,422. We anticipate business revenues and external financing options, if necessary, to fund our operations over the next twelve months. We have based this estimate on assumptions that may prove to be incorrect, and we could exhaust our available capital resources sooner than we expect. See “Liquidity and Capital Resources” for additional information. To finance our continuing operations, we will need to raise additional capital, which cannot be assured.

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RecentDevelopment

During the first quarter of 2026, we advanced AI Nose-related activities within industrial applications, with a focus on semiconductor and robotics environments. These activities included

●	Advancing<br> deployments associated with an initial $2.1 million commercial arrangement in backend semiconductor<br> manufacturing environments;
●	Commencing<br> pilot programs in selected front-end semiconductor environments;
●	Entering<br> a distribution partnership to support expansion into the front-end semiconductor environments;
●	Initiating<br> a technology partnership with a robotic company to integrate AI Nose into robots and quadruped<br> robots.

These activities are intended to support continued development, capacity development and potential commercial expansion of AI Nose across industrial environments.

Resultsof Operations for Quarter Ended March 31, 2026 (“Q1 2026”) and March 31, 2025 (“Q1 2025”):

	The three months ended Mar 31,						Change
	2026			2025			Amount			%
Revenues		161			106,207			(106,046	)		(100	)%
Cost of revenues		(763	)		(18,233	)		17,470			(96	)%
Gross profit (loss)		(602	)		87,974			(88,576	)		(101	)%
Operating expenses:
Research and development expenses		1,689,860			1,724,084			(34,224	)		(2	)%
Selling, general and administrative expenses		593,185			1,526,761			(933,576	)		(61	)%
Total operating expenses		2,283,045			3,250,845			(967,800	)		(30	)%
Loss from operations		(2,283,647	)		(3,162,871	)		879,224			(28	)%
Non-operating income (expenses), net
Interest expenses		(176,876	)		(180,445	)		3,569			(2	)%
Other income (expenses), net		723			57,294			(56,571	)		(99	)%
Total non-operating expenses, net		(176,153	)		(123,151	)		(53,002	)		43	%
Net loss before income taxes		(2,459,800	)		(3,286,022	)		826,222			(25	)%
Provision for income taxes		-			-			-			-	%
Net loss		(2,459,800	)		(3,286,022	)		826,222			(25	)%

Revenues,Cost and Gross Loss

The Company reported $161 and $106,207 in revenue in Q1 2026 and Q1 2025, respectively. The decrease of revenue in Q1, 2026 was primarily caused by lower sales volume on AI Nose related programs in healthcare adjacent applications. This decrease was partly attributable to a strategic shift in focus from healthcare-adjacent applications toward industrial deployments, which are currently at earlier stages of commercialization. The Company generated nil and $105,942 in revenues from AI Nose related programs, and $161 and $265 from pet supplements in Q1 2026 and Q1 2025, respectively.

The cost of revenue related to product sales in Q1 2026 was $763 compared to $18,233 in Q1 2025. The decrease in cost of revenue was caused by the aforementioned lower produce volume for AI Nose related programs during the reporting period.

Gross profit from product sales in Q1 2026 was $602 gross loss as compared to $87,974 gross profit from product sales in Q1 2025. The decrease in gross profit was due to aforementioned lower sale volume.

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Researchand Development (R&D) Expenses

R&D expenses in Q1 2026 and Q1 2025 were $1,689,860 and $1,724,084, respectively. The decrease of $34,224 (2%) was due to reduced expenses associated with co-research for technology partially offset by increased staffing expenditures and experimental material fees. We expect that our R&D investments may continue to grow as we further develop our technologies.

The share-based compensation expense and the depreciation and amortization expense in Q1 2026 and Q1 2025 were $1,161,266 and $1,192,870, respectively. When excluding these non-cash expenses, R&D expenses decreased to $528,594 in Q1 2026 from $531,214 in Q1 2025.

Selling,General and Administrative (SG&A) Expenses

SG&A expenses were $593,185 and $1,526,761 in Q1 2026 and Q1 2025, respectively, reflecting a decrease of $933,576 (61%) due to a significant decrease in share-based compensation, further by a decrease in D&O insurance fee and SEC reporting related fees.

The share-based compensation expense and the depreciation and amortization expense in Q1 2026 and Q1 2025 were $12,808 and $901,800 respectively. When excluding these non-cash expenses, SG&A expenses decreased to $580,377 in Q1 2026 compared to $624,961 in Q1 2025.

OperatingLoss

The Company’s operating loss was $2,283,647 and $3,162,871 in Q1 2026 and Q1 2025, respectively, reflecting a $879,224 (28%) decrease in operating loss between the reporting periods. We continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

InterestExpense and Issuance Cost of Convertible Note

In Q1 2026, interest expense was $176,876 compared to $180,445 in Q1 2025. The decrease in interest expense was due to the company paid off Lee’s convertible note, resulting in a reduction in the principal amount of the convertible note outstanding.

NetLoss

Net loss was $2,459,800 in Q1 2026 compared to $3,286,022 in Q1 2025, resulting in an $826,222 (25%) decrease in net loss attributable to our shareholders of common stock. The net loss was due to expanding operating expense as we continued to invest resources to execute our growth strategy and product roadmap to improve our profitability.

Liquidityand Capital Resources

As of March 31, 2026 and December 31, 2025, the Company had available cash of $2,841,422 and $417,353, respectively.

The following table summarizes our cash flow during the three months ended March 31, 2026 and 2025:

	For the three months ended March 31,
	2026			2025
Net cash used in operating activities		(983,421	)		(1,224,578	)
Net cash used in investing activities		(79	)		(20,587	)
Net cash provided by financing activities		3,414,540			14,605

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Operatingactivities:

Cash used in operating activities decreased by $241,157 during the first quarter of 2026 compared to the first quarter of 2025. Our net loss for the first quarter of 2026 decreased by $826,222 primarily due to the company expanding operating expense. The operating cash outflow as a result of changes in operating assets and liabilities was mainly attributable to:

●	Non-cash<br> expenses including share-based compensation, depreciation and amortization, issuance cost of secured convertible note, and change<br> in fair value of senior secured convertible note, issuance common stock for paying consulting fees decreased approximately by $920,600;
●	Working<br> capital injected into accounts receivable, inventories and other current assets increased by approximately $11,900; and
●	Working<br> capital injected into accrued expenses, operating lease liabilities, contract liabilities and other current and long-term liabilities<br> increased by approximately $323,700.

Investingactivities

Cash used for investing activities were $79 and $20,587 during the first quarter of 2026 and the first quarter of 2025, respectively. The decrease was due to a reduction in refundable deposits and other noncurrent assets and decrease in purchases of property and equipment and increase in proceeds from disposal of property and equipment.

Financingactivities

Cash provided by financing activities were $3,414,540 and $14,605 during the first quarter of 2026 and the first quarter of 2025, respectively. The $3,399,935 increase was primarily reflected by the following:

●	Proceeds<br> from loan payable financing increased by $2,812,940; and
●	Proceeds<br> from at-the-market offering, net of issuance costs increased by $586,995; and

In the near-term, we expect to invest in our product development and clinical trial activities to advance our product pipeline. We may also increase our sales and marketing efforts.

The Company anticipates that cash reserves, business revenues, and potential debt financing through convertible and non-convertible notes will fund the Company’s operations over the next twelve months. There can be no assurance that we will be successful in our efforts to make the Company profitable. If those efforts are not successful, the Company may raise additional capital through the issuance of equity securities, debt financings or other sources to further implement its business plan. However, if such financing is not available when needed and at adequate levels, the Company will need to reevaluate its operating plan.

CriticalAccounting Policies and Significant Management Estimates

Our management’s discussion and analysis of our financial condition and results of operations are based on our unaudited condensed financial statements, which have been prepared in accordance with the accounting principles generally accepted in the United States, or U.S. GAAP. The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses.

We evaluate our estimates and judgments, including those related to inventory valuation, useful lives of property and equipment, valuation of stock option, warrants and convertible note, and impairment testing of intangible assets, on an ongoing basis. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

There have been no material changes to our critical accounting policies and estimates as compared to the critical accounting policies and estimates disclosed in “Management’s Discussion and Analysis - Critical Accounting Policies and Significant Management Estimates” of our 2025 Annual Report, except for those accounting subjects discussed in the Notes, if any, to the unaudited condensed financial statements included in this Quarterly Report on Form 10-Q.

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ITEM3. Quantitative and Qualitative Disclosures About Market Risk

We are a smaller reporting company as defined in Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this Item 3.

ITEM4. Controls and Procedures

Evaluationof Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, have evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on the evaluation of our disclosure controls and procedures, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of March 31, 2026.

Changesin Internal Control over Financial Reporting

There were no changes in our internal controls over financial reporting during the period covered by this Quarterly Report 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

ITEM1. Legal Proceedings

From time to time, we may become involved in various lawsuits and legal proceedings which arise in the ordinary course of business. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. As of the date of this report, we were not aware of any material legal proceedings involving the Company.

ITEM1A. Risk Factors

ThisQuarterly Report contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materiallyfrom those discussed in this Quarterly Report. Factors that could cause or contribute to these differences include, but are not limitedto, those discussed below and elsewhere in this Quarterly Report.

Youshould carefully consider the risk factors disclosed in our 2025 Annual Report, together with all other information in this QuarterlyReport, including our unaudited condensed financial statements and notes thereto, and in our other filings with the Securities and ExchangeCommission. If any such risks, including the risk set out below, or other risks not presently known to us or that we currently believeto not be significant, develop into actual events, then our business, financial condition, results of operations or prospects could bematerially adversely affected. If that happens, the market price of our common stock could decline, and stockholders may lose all orpart of their investment.

Information on risk factors can be found in Part I, Item 1A (Risk Factors) of our 2025 Annual Report. Other than the following risk factor, there have been no material changes from the risk factors previously disclosed in our 2025 Annual Report, other than the risk factor set forth below.

Fluctuatingforeign currency and exchange rates may negatively impact our business, results of operations, and financial position.

Due to our foreign operations, a portion of our business is denominated in foreign currencies. As a result, fluctuations in foreign currency and exchange rates may have an impact on our business, results of operations and financial position. Foreign currency exchange rates have fluctuated and may continue to fluctuate. Significant foreign currency exchange rate fluctuations may negatively impact our international revenue, which in turn would affect our consolidated revenue. Currencies may be affected by internal factors, general economic conditions and external developments in other countries, all of which can have an adverse impact on a country’s currency. We cannot predict whether we will incur foreign exchange losses in the future. Further, significant foreign exchange fluctuations resulting in a decline in the respective local currency may decrease the value of our foreign assets, as well as decrease our revenues and earnings from our foreign subsidiaries, which would reduce our profitability and adversely affect our financial position.

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Policychanges affecting international trade could adversely impact the demand for our products and our competitive position.

Changes in government policies on foreign trade and investment can affect the demand for our products and services, impact the competitive position of our products and services or prevent us from being able to sell products and services in certain countries. The implementation of more restrictive trade policies, such as more detailed inspections, higher tariffs, import or export licensing requirements, economic sanctions, anti-boycott laws, exchange controls or new barriers to entry could have a material adverse effect on our business, financial condition, results of operations and cash flows. In addition, the Trump Administration has announced tariffs on certain imports from Canada, Mexico and the EU, among others, that could affect the demand for our products. Such tariffs and any retaliatory tariffs (including those announced by China, Canada and Mexico) may put upwards pressure on prices in other jurisdictions from which we purchase product components, which could reduce our ability to offer competitive pricing to potential customers. We cannot predict what changes to trade policy will be made by the Trump Administration, the U.S. Congress or other governments, including whether existing tariff policies will be maintained or modified or whether the entry into new bilateral or multilateral trade agreements will occur, nor can we predict the effects that any such changes would have on our business or the global economy. Changes in U.S. trade policy, or threat of such changes, have resulted and could again result in reactions from U.S. trading partners, including adopting responsive trade policies making it more difficult or costly for us to export our products or import products or product components from countries where we currently purchase products or product components or sell products or services. Such changes, or threatened changes, to trade policy or in laws and policies governing foreign trade, and any resulting negative sentiments towards the United States as a result of such changes, could materially and adversely affect our business, financial condition, results of operations and liquidity.

ITEM2. Unregistered Sales of Equity Securities, Use of Proceeds and Issuer Purchases of Equity Securities

RecentSales of Unregistered Equity Securities

As of March 31, 2026, we have issued 2,158,086 unregistered securities, including (i) 1,160,000 shares issued to ScentAI Inc., (ii) 950,000 shares issued to the Company’s directors and employees as special stock awards, and (iii) 48,086 shares issued pursuant to a marketing service agreement.

Unless otherwise stated above, the issuances of these securities were made in reliance upon exemptions provided by Section 4(a)(2) of the Securities Act, Regulation D promulgated thereunder, or Securities Act Rule 701 for the offer and sale of securities not involving a public offering.

IssuerPurchase of Equity Securities

Not applicable.

Useof Proceeds of Registered Securities

Not applicable.

ITEM3. Defaults Upon Senior Securities

None

ITEM4. Mine Safety Disclosures

Not applicable

ITEM5. Other Information

None

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ITEM6. Exhibits

EXHIBIT

INDEX

			INCORPORATED BY REFERENCE
EXHIBIT NUMBER	DESCRIPTION	FILED WITH THIS<br><br> <br>FORM 10-Q	FILINGDATE<br><br> <br>WITH SEC	FORM	EXH #	HYPERLINK TO FILINGS
10.1	Loan Agreement by and between Ainos, Inc. and ASE Test, Inc., dated March 27, 2026	x
31.1	Certification of Chief Executive Officer Pursuant to Rule 13a- 14(a) / 15d – 14(a)	x
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a- 14(a) / 15d – 14(a)	x
32.1	Certification Of Principal Executive Officer Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002	x
32.2	Certification Of Principal Financial Officer Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002	x
100	Inline<br> XBRL – Related Documents	x
101.INS	Inline<br> XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded<br> within the XBRL document.	x
101.SCH	Inline<br> XBRL Taxonomy Extension Schema Document	x
101.CAL	Inline<br> XBRL Taxonomy Extension Calculation Linkbase	x
101.DEF	Inline<br> XBRL Taxonomy Extension Definition Linkbase	x
101.LAB	Inline<br> XBRL Taxonomy Extension Label Linkbase	x
101.PRE	Inline<br> XBRL Taxonomy Extension Presentation Linkbase	x
104.1	Cover<br> Page Interactive Data File	x

The exhibits listed in the Exhibit Index are filed or incorporated by reference as part of this filing.

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SIGNATURES

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

	AINOS,<br> INC.
Date:<br> May 13, 2026	By:	/s/ Chun-Hsien Tsai
		Chun-Hsien<br> Tsai, Chairman of the Board, President, and Chief Executive Officer
Date:<br> May 13, 2026	By:	/s/ Hsin-Liang Lee
		Hsin-Liang<br> Lee, Chief Financial Officer

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Exhibit10.1

LOANAGREEMENT

This Loan Agreement (this “Agreement”) is entered into as of March 27, 2026 (the “Execution Date”) by and between:

A.	ASE<br> Test, Inc., a company limited by shares incorporated under the laws of the Republic of China,<br> with an address of 10 West 5th Street, Nanzi District, Kaohsiung City 811627, Taiwan (“Lender”);
B.	Ainos,<br> Inc., a Texas corporation, with an address of 3050 Post Oak Blvd, Suite 510-T80, Houston,<br> TX 77056 (“Borrower”); and
---	---

Lender and Borrower are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”

Section1 Loan

1.1	Principal<br> Amount

Subject to the terms of this Agreement, the Lender agrees to make available to the Borrower a loan in the principal amount of NT$90,000,000 (the “Loan”).

1.2	Drawdown

The Loan shall be advanced to the Borrower on a business day designated by the Borrower with at least two (2) business days’ prior notice to Lender (the “Drawdown Date”).

1.3	Disbursement;<br> Borrower’s Account

On the Drawdown Date, the Lender shall disburse the Loan in immediately available funds by wire transfer to the following bank account designated by the Borrower (the “Borrower’s Account”):

Bank name: [___]

Branch: [___]

Account name: [___]

Account number: [___]

The Borrower may change the Borrower’s Account by providing written notice to the Lender prior to the applicable Drawdown Date.

Section2 Interest

2.1	Rate

The Loan shall bear interest at a rate of 2.5% per annum, accruing daily based on a 365-day year.

2.2	Payment<br> Date

Interest shall be payable in full on the Repayment Date (defined below).

2.3	Default<br> Interest

If the Borrower fails to pay any amount due under this Agreement when due, interest shall accrue on the overdue amount (before and after judgment) at the rate set forth in Section 2.1 plus five percent (5.0%) per annum from the due date until paid in full.

Section3 Repayment

3.1	Maturity

The Loan shall be repaid in full on the date falling exactly one (1) year after the Drawdown Date (the “Repayment Date”).

3.2	Amount<br> Due

On the Repayment Date, the Borrower shall pay to the Lender:

(a) the full outstanding principal amount of the Loan; and

(b) all accrued but unpaid interest.

Section4 Representations and Warranties

Each Party represents and warrants that:

(a)	it<br> is duly organized and validly existing under the laws of its jurisdiction;
(b)	it<br> has the requisite power and authority to enter into and perform this Agreement; and
---	---
(c)	this<br> Agreement constitutes its valid and binding obligation.
---	---

Section5 Undertakings

5.1	Pari<br> passu undertaking

The Borrower shall ensure that, unless otherwise agreed to in writing by the Lender, at all times any unsecured and unsubordinated claims of the Lender against the Borrower under this letter rank at least pari passu with the claims of all its other unsecured and unsubordinated creditors except those creditors whose claims are mandatorily preferred by laws of general application to companies.

5.2	Promissory<br> Note

The Borrower shall execute and deliver to the Lender the Promissory Note in the form set out in Exhibit A.

Section6 Events of Default

Each of the following shall constitute an Event of Default under this Agreement:

6.1	Payment<br> Default

The Borrower fails to pay any principal, interest, or other amount due under this Agreement when due, and such failure continues for five (5) business days after the due date (the “Grace Period”).

6.2	Insolvency<br> and Similar Proceedings

The Borrower becomes insolvent, admits in writing its inability to pay its debts as they fall due, makes an assignment for the benefit of creditors, or becomes the subject of any bankruptcy, reorganization, liquidation, or similar proceeding (whether voluntary or involuntary) that is not dismissed or stayed within thirty (30) days.

6.3	Misrepresentation

Any representation or warranty made or deemed made by the Borrower under this Agreement proves to have been materially untrue, incorrect, or misleading when made; provided that, if such misrepresentation is capable of remedy, no Event of Default shall occur unless the Borrower fails to cure the misrepresentation within the ten (10) days after notice from the Lender.

6.4	Consequences<br> of Event of Default

Upon the occurrence of any Event of Default and expiration of any applicable grace or cure period, the Lender may, by written notice to the Borrower, declare all outstanding principal, accrued interest, and any other amounts payable under this Agreement to be immediately due and payable, whereupon such amounts shall become immediately due and payable without further action.

Section7 Miscellaneous

7.1	Governing<br> Law

This Agreement shall be governed by and construed in accordance with the laws of the Republic of China.

7.2	Amendments

No amendment shall be effective unless in writing and signed by both Parties.

7.3	Costs<br> and Expenses.

The Borrower shall, upon demand, reimburse the Lender for all reasonable out-of-pocket costs and expenses (including reasonable attorneys’ fees) incurred in connection with the negotiation, execution, administration, amendment, enforcement or preservation of the Lender’s rights under this Agreement, including collection of the Loan.

7.4	No<br> Setoff; Payments Free and Clear

All payments by the Borrower under this Agreement shall be made in full, in immediately available funds, without setoff, counterclaim, deduction or withholding (save as required by law). If any withholding is required by law, the Borrower shall increase the payment to ensure that the Lender receives the full amount it would have received absent such withholding, unless prohibited by applicable law.

7.5	No<br> Waiver; Cumulative Remedies; Time of Essence

No failure or delay by the Lender in exercising any right or remedy shall operate as a waiver. All rights and remedies of the Lender are cumulative and not exclusive. Time is of the essence with respect to all obligations of the Borrower under this Agreement.

7.6	Counterparts

This Agreement may be executed in counterparts.

[Remainderof Page Intentionally Left Blank; Signature Page Follows]

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first above written.

Lender:

ASETest, Inc.

By:	/s/<br> Chien Shen Jason Chang
Name:	Chien<br> Shen Jason Chang
Title:	Chairman

Borrower:

Ainos,Inc.

By:	/s/<br> Chun-Hsien Tsai
Name:	Chun-Hsien<br> Tsai
Title:	Chairman,<br> President, and CEO

EXHIBITA

PROMISSORYNOTE

Amount: New Taiwan Dollars Ninety Million (NT$90,000,000)

Date of Issue: 27 March 2026

Payee: ASE Test, Inc. (the “Payee”).

Terms of the Instrument: Ainos, Inc. (the “Maker”) unconditionally promises to pay, in a single lump-sum payment on the Maturity Date, the Amount to the order of the Payee or such person as the Payee may designate.

Maturity Date: The date falling exactly one (1) year after the Drawdown Date specified in the Loan Agreement (the “Maturity Date”).

Place of Payment: Nanzi District, Kaohsiung City, Taiwan (Republic of China) (or such place as the Payee may designate).

Interest: From and including the Drawdown Date, interest shall accrue on the unpaid principal at 2.5% per annum, calculated based on actual days elapsed and a 365-day year, and shall be payable together with principal on the Maturity Date.

Overdue Interest / Default Charge: If the Maker fails to pay this Promissory Note on the Maturity Date, then in addition to the Interest above, overdue interest shall accrue on the overdue amount from the Maturity Date until paid in full at 7.5% per annum (i.e., 2.5% plus 5.0%), calculated based on actual days elapsed and a 365-day year.

Underlying Relationship: This Promissory Note is issued in connection with the loan obligations arising under the Loan Agreement dated 27 March 2026 between the Maker and the Payee.

Other Agreements: To the extent applicable, the Maker waives defenses relating to presentment, protest and other preservation procedures for this Promissory Note. The Maker further agrees that the Maker shall bear the Payee’s reasonable costs and expenses incurred in enforcing rights under this Promissory Note, including attorneys’ fees and litigation costs.

Maker: Ainos, Inc.

Address: 3050 Post Oak Blvd, Suite 510-T80, Houston, TX 77056

Authorized<br> Signatory:	/s/<br> Chun-Hsien Tsai
Name:	Chun-Hsien<br> Tsai
Title:	Chairman,<br> President, and CEO

EXHIBIT31.1

CERTIFICATIONOF PRINCIPAL EXECUTIVE OFFICER

PURSUANTTO RULE 13A- 14(A) / 15D – 14(A)

UNDERTHE SECURITIES EXCHANGE ACT OF 1934,

ASADOPTED PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002

I, Chun-Hsien Tsai, certify that:

1. I have reviewed this report on Form 10-Q of Ainos, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of 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 periods 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 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, 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 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 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:<br> May 13, 2026	/s/ Chun-Hsien Tsai
	Chun-Hsien<br> Tsai, Principal Executive Officer
	(Chairman<br> of the Board, President, and Chief Executive Officer)

EXHIBIT31.2

CERTIFICATIONOF PRINCIPAL FINANCIAL OFFICER

PURSUANTTO RULE 13A- 14(A) / 15D – 14(A)

UNDERTHE SECURITIES EXCHANGE ACT OF 1934,

ASADOPTED PURSUANT TO SECTION 302 OF THE SARBANES OXLEY ACT OF 2002

I, Hsin-Liang Lee, certify that:

1. I have reviewed this report on Form 10-Q of Ainos, Inc.;

(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:<br> May 13, 2026	/s/ Hsin-Liang Lee
	Hsin-Liang<br> Lee, Principal Financial Officer
	(Chief<br> Financial Officer)

EXHIBIT32.1

CERTIFICATIONOF PRINCIPAL EXECUTIVE OFFICER

PURSUANTTO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANTTO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ainos, Inc. on Form 10-Q for the period ended March 31, 2026 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), the undersigned, in the capacity and on the date indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of his knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

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

	AINOS,<br> INC.
Date:<br> May 13, 2026	By:	/s/ Chun-Hsien Tsai
		Chun-Hsien<br> Tsai, Principal Executive Officer
		(Chairman<br> of the Board, President, and Chief Executive Officer)

EXHIBIT32.2

CERTIFICATIONOF PRINCIPAL FINANCIAL OFFICER

PURSUANTTO 18 U.S.C. SECTION 1350, AS ADOPTED

PURSUANTTO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

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

	AINOS,<br> INC.
Date:<br> May 13, 2026	By:	/s/ Hsin-Liang Lee
		Hsin-Liang<br> Lee, Principal Financial Officer
		(Chief<br> Financial Officer)