UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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Item 8.01 Other Information.
We recently completed our 2025 fiscal year. Attached hereto as Exhibit 99.1 is a summary of our results of operations and financial condition as of and for the three and 12 months ended December 31, 2025. The information set forth in Exhibit 99.1 to this Current Report on Form 8-K is hereby incorporated by reference into this Item 8.01.
Item 9.01 Financial Statements and Exhibits
| (d) | Exhibits | Method Filing |
Filed Electronically herewith
| 99.1 | Summary Financial Information | Filed Electronically herewith |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | Filed Electronically herewith |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| ATOMERA INCORPORATED | ||
| Dated: February 23, 2026 | /s/ Francis B. Laurencio | |
Francis B. Laurencio, Chief Financial Officer |
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Exhibit 99.1
Financial Results
Atomera Incorporated (the “Company”) incurred a net loss of ($4.4) million, or ($0.14) per basic and diluted share in the fourth quarter of 2025, compared to a net loss of ($5.6) million, or ($0.17) per basic and diluted share, for the third quarter of 2025, and a net loss of ($4.7) million, or ($0.16) per basic and diluted share, for the fourth quarter of 2024. Adjusted EBITDA (a non-GAAP financial measure) in the fourth quarter of 2025 was a loss of ($3.3) million compared to an adjusted EBITDA loss of ($4.4) million in the third quarter of 2025 and ($3.9) million in the fourth quarter of 2024.
For fiscal year 2025, revenue was $65,000, compared with $135,000 in fiscal 2024. Net loss was ($20.2) million, or ($0.65) per basic and diluted share for fiscal 2025, compared to ($18.4) million, or ($0.68) per basic and diluted share in fiscal 2024. Adjusted EBITDA for fiscal 2025 was a loss of ($16.1) million compared to an adjusted EBITDA loss of ($15.4) million in fiscal 2024.
The Company had $19.2 million in cash, cash equivalents and short-term investments as of December 31, 2025, compared to $26.8 million as of December 31, 2024.
The total number of shares outstanding was 32.4 million as of December 31, 2025.
Note about Non-GAAP Financial Measures
In addition to the unaudited results presented in accordance with generally accepted accounting principles, or GAAP, in this press release, Atomera presents adjusted EBITDA, which is a non-GAAP financial measure. Adjusted EBITDA is determined by taking net loss and eliminating the impacts of interest, depreciation, amortization and stock-based compensation. Our definition of adjusted EBITDA may not be comparable to the definitions of similarly-titled measures used by other companies. We believe that this non-GAAP financial measure, viewed in addition to and not in lieu of our reported GAAP results, provides useful information to investors by providing a more focused measure of operating results. This metric is used as part of the Company's internal reporting to evaluate its operations and the performance of senior management. A table reconciling this measure to the comparable GAAP measure is available in the accompanying financial tables below.
-- Financial Tables Follow --
| 1 |
Atomera Incorporated
Balance Sheets
(in thousands, except per share data)
| December 31, | December 31, | |||||||
| 2025 | 2024 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 19,210 | $ | 25,778 | ||||
| Short-term investments | – | 995 | ||||||
| Accounts receivable | – | 6 | ||||||
| Interest receivable | 54 | 73 | ||||||
| Prepaid expenses and other current assets | 338 | 240 | ||||||
| Total current assets | 19,602 | 27,092 | ||||||
| Property and equipment, net | 60 | 59 | ||||||
| Long-term prepaid maintenance and supplies | – | 91 | ||||||
| Security deposit | 14 | 14 | ||||||
| Operating lease right-of-use asset | 884 | 280 | ||||||
| Financing lease right-of-use-asset | 533 | 1,588 | ||||||
| Total assets | $ | 21,093 | $ | 29,124 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Current liabilities: | ||||||||
| Accounts payable | $ | 608 | $ | 492 | ||||
| Accrued expenses | 168 | 239 | ||||||
| Accrued payroll related expenses | 650 | 1,328 | ||||||
| Current operating lease liability | 147 | 260 | ||||||
| Current financing lease liability | 420 | 1,253 | ||||||
| Deferred revenue | 7 | 4 | ||||||
| Total current liabilities | 2,000 | 3,576 | ||||||
| Long-term operating lease liability | 712 | 22 | ||||||
| Long-term financing lease liability | – | 449 | ||||||
| Total liabilities | 2,712 | 4,047 | ||||||
| Commitments and contingencies | – | – | ||||||
| Stockholders’ equity: | ||||||||
| Preferred stock $0.001 par value, authorized 2,500 shares; none issued and outstanding at December 31, 2025 and December 31, 2024 | – | – | ||||||
| Common stock: $0.001 par value, authorized 47,500 shares; 32,354 and 30,540 shares issued and outstanding as of December 31, 2025 and December 31, 2024, respectively; | 32 | 31 | ||||||
| Additional paid-in capital | 260,043 | 246,565 | ||||||
| Other comprehensive income | – | 1 | ||||||
| Accumulated deficit | (241,694 | ) | (221,520 | ) | ||||
| Total stockholders’ equity | 18,381 | 25,077 | ||||||
| Total liabilities and stockholders’ equity | $ | 21,093 | $ | 29,124 | ||||
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Atomera Incorporated
Statements of Operations
(in thousands, except per share data)
| Three Months Ended | Year Ended | |||||||||||||||||||
| December 31, | September 30, | December 31, | December 31, | |||||||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||
| (Unaudited) | (Unaudited) | (Unaudited) | (Unaudited) | |||||||||||||||||
| Revenue | $ | 50 | $ | 11 | $ | 23 | $ | 65 | $ | 135 | ||||||||||
| Cost of revenue | (131 | ) | (128 | ) | (13 | ) | (321 | ) | (123 | ) | ||||||||||
| Gross margin | (81 | ) | (117 | ) | 10 | (256 | ) | 12 | ||||||||||||
| Operating expenses | ||||||||||||||||||||
| Research and development | 2,740 | 3,304 | 2,823 | 12,303 | 11,029 | |||||||||||||||
| General and administrative | 1,505 | 2,165 | 1,811 | 7,806 | 7,266 | |||||||||||||||
| Selling and marketing | 286 | 207 | 248 | 758 | 1,053 | |||||||||||||||
| Total operating expenses | 4,531 | 5,676 | 4,882 | 20,867 | 19,348 | |||||||||||||||
| Loss from operations | (4,612 | ) | (5,793 | ) | (4,872 | ) | (21,123 | ) | (19,336 | ) | ||||||||||
| Other income (expense) | ||||||||||||||||||||
| Interest income | 195 | 232 | 213 | 931 | 779 | |||||||||||||||
| Accretion income | – | – | 26 | 6 | 178 | |||||||||||||||
| Other income, net | 1 | – | 1 | 72 | 73 | |||||||||||||||
| Interest expense | (9 | ) | (12 | ) | (25 | ) | (60 | ) | (129 | ) | ||||||||||
| Total other income (expense), net | 187 | 220 | 215 | 949 | 901 | |||||||||||||||
| Net loss | (4,425 | ) | $ | (5,573 | ) | (4,657 | ) | (20,174 | ) | (18,435 | ) | |||||||||
| Net loss per common share, basic and diluted | (0.14 | ) | $ | (0.17 | ) | (0.16 | ) | (0.65 | ) | (0.68 | ) | |||||||||
| Weighted average number of common shares outstanding, basic and diluted | 31,590 | 31,128 | 28,934 | 30,844 | 27,217 | |||||||||||||||
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Atomera Incorporated
Reconciliation to Non-GAAP Adjusted EBITDA
(Unaudited)
| Three Months Ended | Year Ended | |||||||||||||||||||||||
| December 31, | September 30, | December 31, | December 31, | |||||||||||||||||||||
| 2025 | 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Net loss (GAAP) | (4,425 | ) | $ | (5,573 | ) | (4,657 | ) | (20,174 | ) | (18,435 | ) | |||||||||||||
| Depreciation and amortization | 13 | 11 | 12 | 48 | 54 | |||||||||||||||||||
| Stock-based compensation | 1,334 | 1,342 | 949 | 4,963 | 3,867 | |||||||||||||||||||
| Interest income | (195 | ) | (232 | ) | (213 | ) | (931 | ) | (779 | ) | ||||||||||||||
| Accretion income | – | – | (26 | ) | (6 | ) | (178 | ) | ||||||||||||||||
| Other income, net | (1 | ) | – | (1 | ) | (72 | ) | (73 | ) | |||||||||||||||
| Interest expense | 9 | 12 | 25 | 60 | 129 | |||||||||||||||||||
| Net loss non-GAAP Adjusted EBITDA | (3,265 | ) | $ | (4,440 | ) | (3,911 | ) | (16,112 | ) | (15,415 | ) | |||||||||||||
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