BTLN 10-Q
Glimpse Group, Inc. (BTLN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For
the quarterly period ended
OR
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission
File Number:
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s
telephone number, including area code:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
| The
|
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.☒
Indicate
by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant
was required to submit such files). ☒
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and ‘‘emerging growth company’’ in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
| ☒ | Smaller reporting company | ||
| Emerging growth company |
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
☐ No
As of May 11 2026, the registrant had shares of common stock, par value $ per share, outstanding.
THE GLIMPSE GROUP, INC.
TABLE OF CONTENTS
Page No. | ||
| PART I | FINANCIAL INFORMATION | |
| ITEM 1. | FINANCIAL STATEMENTS (Unaudited) | 3 |
| Condensed Consolidated Balance Sheets | 4 | |
| Condensed Consolidated Statements of Operations | 5 | |
| Condensed Consolidated Statements of Stockholders’ Equity | 6 | |
| Condensed Consolidated Statements of Cash Flows | 8 | |
| Notes to Condensed Consolidated Financial Statements | 9 | |
| ITEM 2. | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 24 |
| ITEM 3. | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 33 |
| ITEM 4. | CONTROLS AND PROCEDURES | 33 |
| PART II | OTHER INFORMATION | 34 |
| ITEM 1. | LEGAL PROCEEDINGS | 34 |
| ITEM 1A. | RISK FACTORS | 34 |
| ITEM 2. | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS | 34 |
| ITEM 6. | EXHIBITS | 35 |
| SIGNATURES | 36 | |
| 2 |
THE GLIMPSE GROUP, INC.
INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
| Page | |
| Index to Condensed Consolidated Financial Statements (Unaudited) | |
| Condensed Consolidated Balance Sheets | 4 |
| Condensed Consolidated Statements of Operations | 5 |
| Condensed Consolidated Statements of Stockholders’ Equity | 6 |
| Condensed Consolidated Statements of Cash Flows | 8 |
| Notes to Condensed Consolidated Financial Statements | 9-23 |
| 3 |
THE GLIMPSE GROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
| As of March 31, 2026 | As of June 30, 2025 | |||||||
| (Unaudited) | (Audited) | |||||||
| ASSETS | ||||||||
| Cash and cash equivalents | $ | $ | ||||||
| Accounts receivable | ||||||||
| Deferred costs | ||||||||
| Notes receivable | ||||||||
| Prepaid expenses and other current assets | ||||||||
| Total current assets | ||||||||
| Equipment and leasehold improvements, net | ||||||||
| Right-of-use assets, net | ||||||||
| Intangible assets, net | ||||||||
| Goodwill | ||||||||
| Other assets | ||||||||
| Total assets | $ | $ | ||||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
| Accounts payable | $ | $ | ||||||
| Accrued liabilities | ||||||||
| Deferred revenue | ||||||||
| Lease liabilities, current portion | ||||||||
| Contingent consideration for acquisition | ||||||||
| Total current liabilities | ||||||||
| Long term liabilities | ||||||||
| Lease liabilities, net of current portion | ||||||||
| Total liabilities | ||||||||
| Commitments and contingencies | ||||||||
| Stockholders’ Equity | ||||||||
| Preferred Stock, par value $ per share, shares authorized; shares issued and outstanding | ||||||||
| Common Stock, par value $ per share, shares authorized; and issued and outstanding, respectively | ||||||||
| Additional paid-in capital | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total stockholders’ equity | ||||||||
| Total liabilities and stockholders’ equity | $ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
| 4 |
THE GLIMPSE GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Revenue | ||||||||||||||||
| Software services | $ | $ | $ | $ | ||||||||||||
| Software license/software as a service | ||||||||||||||||
| Royalty income | ||||||||||||||||
| Total Revenue | ||||||||||||||||
| Cost of goods sold | ||||||||||||||||
| Gross profit | ||||||||||||||||
| Operating expenses: | ||||||||||||||||
| Research and development expenses | ||||||||||||||||
| General and administrative expenses | ||||||||||||||||
| Sales and marketing expenses | ||||||||||||||||
| Amortization of acquisition intangible assets | ||||||||||||||||
| Goodwill impairment | ||||||||||||||||
| Change in fair value of acquisition contingent consideration | ||||||||||||||||
| Total operating expenses | ||||||||||||||||
| Loss from operations before other income | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||
| Other income: | ||||||||||||||||
| Gain on sale of business | ||||||||||||||||
| Interest income | ||||||||||||||||
| Net loss | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Basic and diluted net loss per share | $ | ) | $ | ) | $ | ) | $ | ) | ||||||||
| Weighted-average common shares used to compute basic and diluted net loss per share | ||||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
| 5 |
THE GLIMPSE GROUP, INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
(Unaudited)
| Common Stock | Additional Paid-In | Accumulated | ||||||||||||||||||
| Shares | Amount | Capital | Deficit | Total | ||||||||||||||||
| Balance as of January 1, 2026 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common stock and stock option-based compensation expense | ||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||
| Balance as of March 31, 2026 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common Stock | Additional Paid-In | Accumulated | ||||||||||||||||||
| Shares | Amount | Capital | Deficit | Total | ||||||||||||||||
| Balance as of July 1, 2025 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common stock and stock option-based compensation expense | ||||||||||||||||||||
| Stock option-based board of directors expense | - | |||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||
| Balance as of March 31, 2026 | $ | $ | $ | ( | ) | $ | ||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
| 6 |
THE GLIMPSE GROUP, INC.
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY
(Unaudited)
| Common Stock | Additional Paid-In | Accumulated | ||||||||||||||||||
| Shares | Amount | Capital | Deficit | Total | ||||||||||||||||
| Balance as of January 1, 2025 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common stock and stock option-based compensation expense | ||||||||||||||||||||
| Common stock issued to vendors | ||||||||||||||||||||
| Stock option-based board of directors expense | - | |||||||||||||||||||
| Common stock issued for exercise of warrants | ||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||
| Balance as of March 31, 2025 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common Stock | Additional Paid-In | Accumulated | ||||||||||||||||||
| Shares | Amount | Capital | Deficit | Total | ||||||||||||||||
| Balance as of July 1, 2024 | $ | $ | $ | ( | ) | $ | ||||||||||||||
| Common stock and stock option-based compensation expense | ||||||||||||||||||||
| Common stock issued to vendors | ||||||||||||||||||||
| Stock option-based board of directors expense | - | |||||||||||||||||||
| Common stock issued for exercise of options | ( | ) | ||||||||||||||||||
| Common stock issued in Securities Purchase Agreement, net | ||||||||||||||||||||
| Common stock issued for exercise of warrants | ||||||||||||||||||||
| Net loss | - | ( | ) | ( | ) | |||||||||||||||
| Balance as of March 31, 2025 | $ | $ | $ | ( | ) | $ | ||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
| 7 |
THE GLIMPSE GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| For the Nine Months Ended March 31, | ||||||||
| 2026 | 2025 | |||||||
| Cash flows from operating activities: | ||||||||
| Net loss | $ | ( | ) | $ | ( | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Amortization and depreciation | ||||||||
| Common stock and stock option based compensation for employees, board of directors and vendors | ||||||||
| Net gain on divestiture of subsidiaries | ( | ) | ||||||
| Reserve on note received in connection with divestiture of subsidiaries | ||||||||
| Gain on office lease termination | ( | ) | ||||||
| Acquisition contingent consideration fair value adjustment | ||||||||
| Goodwill impairment | ||||||||
| Gain on sale of business | ( | ) | ||||||
| Adjustment to operating lease right-of-use assets and liabilities | ( | ) | ( | ) | ||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | ||||||||
| Deferred costs | ( | ) | ||||||
| Prepaid expenses and other current assets | ( | ) | ||||||
| Other assets | ||||||||
| Accounts payable | ( | ) | ( | ) | ||||
| Accrued liabilities | ( | ) | ||||||
| Deferred revenue | ||||||||
| Net cash used in operating activities | ( | ) | ( | ) | ||||
| Cash flow from investing activities: | ||||||||
| Purchase of leasehold improvements and equipment | ( | ) | ( | ) | ||||
| Proceeds from sale of business | ||||||||
| Payment of contingent consideration for acquisition | ( | ) | ( | ) | ||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows provided by financing activities: | ||||||||
| Notes receivable repayments (issuance) | ( | ) | ||||||
| Proceeds from securities purchase agreement, net | ||||||||
| Proceeds from exercise of warrants | ||||||||
| Net cash provided by financing activities | ||||||||
| Net change in cash and cash equivalents | ( | ) | ||||||
| Cash and cash equivalents, beginning of period | ||||||||
| Cash and cash equivalents, end of period | $ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
| 8 |
THE GLIMPSE GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. DESCRIPTION OF BUSINESS
The Glimpse Group, Inc. (“Glimpse”, the “Company”) is an Immersive technology company, providing Spatial Computing, Virtual Reality (“VR”) and Augmented Reality (“AR”) software and services. Glimpse’s operating entities are located in the United States. The Company was incorporated in the State of Nevada in June 2016.
Glimpse’s unique business model aims to build scale and a robust ecosystem, while simultaneously providing investors an opportunity to invest directly into this emerging industry via a diversified platform.
The Company is listed on the Nasdaq Capital Market Exchange (“NASDAQ”) under the ticker GGRP (as of February 19, 2026, prior ticker was VRAR).
NOTE 2. GOING CONCERN
At each reporting period, the Company evaluates whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. The Company is required to make certain additional disclosures if it concludes substantial doubt exists and it is not alleviated by the Company’s plans or when its plans alleviate substantial doubt about the Company’s ability to continue as a going concern.
The
Company has incurred recurring losses since its inception, including a net loss of approximately $
In order to restore the going concern the Company may take actions which could include, but are not limited to: subsidiary spinoffs (via initial public offering or other manner), merger with another entity, and equity or debt financings. There is no assurance that these actions will be taken or be successful if pursued.
The financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described.
NOTE 3. NASDAQ LISTING NOTIFICATION
On March 13, 2026, the Company received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, because the closing bid price for the Company’s common stock listed on Nasdaq was below $ for the prior 30 consecutive business days, the Company no longer meets the minimum bid price requirement for continued listing on the Nasdaq Capital Market. In accordance with Nasdaq Marketplace rules, the Company has a period of 180 calendar days from March 13, 2026 or until September 9, 2026, to regain compliance with the Minimum Bid Price Requirement. If at any time before September 9, 2026, the bid price of the Company’s common stock closes at or above $ per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that the Company has achieved compliance with the Minimum Bid Price Requirement. The Company’s receipt of the notification letter has no immediate effect on the listing of the Company’s shares, which will continue to trade uninterrupted on Nasdaq under the ticker “GGRP”. In addition, it does not affect the Company’s business, operations or reporting requirements with the Securities and Exchange Commission. In order to regain compliance with the Minimum Bid Price Requirements, the Company and its Board of Directors are reviewing various potential measures.
| 9 |
NOTE 4. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of March 31, 2026, the results of operations and cash flows for the three and nine months ended March 31, 2026 and 2025. The financial data and other information disclosed in these notes to the interim financial statements related to these periods are unaudited. The results for the three and nine months ended March 31, 2026 are not necessarily indicative of the results to be expected for the entire year ending June 30, 2026 or for any subsequent periods. The consolidated balance sheet as of June 30, 2025 has been derived from the audited consolidated financial statements at that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the SEC’s rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended June 30, 2025.
Principles of Consolidation
The accompanying condensed consolidated financial statements include the balances of Glimpse and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.
Customer Concentration and Credit Risk
Five
customers accounted for approximately
Three
customers accounted for approximately
Three
customers accounted for approximately
The Company maintains cash in accounts that, at times, may be in excess of the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses on such accounts.
Fair Value of Financial Instruments
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows:
● Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities;
● Level 2 — inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or
● Level 3 — unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.
| 10 |
The Company classifies its cash equivalents within Level 1 of the fair value hierarchy on the basis of valuations based on quoted prices for the specific securities in an active market.
The Company’s contingent consideration is categorized as Level 3 within the fair value hierarchy. Contingent consideration is recorded within contingent consideration in the Company’s consolidated balance sheet as of June 30, 2025. Contingent consideration has been recorded at its fair values using unobservable inputs that include assumptions regarding financial forecasts and discount rates. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management.
The Company’s other financial instruments consist primarily of accounts receivable, accounts payable and other liabilities, and are reported at approximate fair value due to the short-term nature of these instruments.
Goodwill
Goodwill is tested for impairment annually at fiscal year end June. If there are significant business developments during the fiscal year that would warrant a review, goodwill is reviewed at such time for impairment.
Goodwill is tested at the reporting unit (“RU”) level under the acquisition method approach per Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) 350-20, which represents all direct revenue and expense of the RU business. Goodwill is analyzed both quantitatively and qualitatively.
Quantitative measures primarily include a discounted cash flow model (“DCF”) assuming certain revenue and profit levels. The enterprise value of the RU based on the DCF model is compared to the carrying value of the RU. Quantitative models also may include industry comparable revenue multiple analyses.
Qualitative analysis includes existing customer contracts and quality of customers, expected new and follow-on contracts, value of the underlying technology developments, etc.
During the three months ended March 31, 2026, it was determined that goodwill was fully impaired, see Note 5.
Revenue Recognition
Nature of Revenues
The Company reports its revenues in three categories:
| ● | Software Services: Spatial Computing, VR and AR projects, solutions and consulting services. | |
| ● | Software License and Software-as-a-Service (“SaaS”): Spatial Computing, VR and AR software that is sold either as a license or as a SaaS subscription. | |
| ● | Royalty income: royalty income earned pursuant to specific agreements. |
The Company applies the following steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:
| ● | identify the contract with a customer; | |
| ● | identify the performance obligations in the contract; | |
| ● | determine the transaction price; | |
| ● | allocate the transaction price to performance obligations in the contract; | |
| ● | recognize revenue as the performance obligation is satisfied; | |
| ● | determine that collection is reasonably assured. |
| 11 |
Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer or service is performed and collection is reasonably assured. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A portion of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Other contracts can include various services and products which are at times capable of being distinct, and therefore may be accounted for as separate performance obligations.
Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales taxes and other taxes are excluded from revenues.
For distinct performance obligations recognized at a point in time, any unrecognized portion of revenue and any corresponding unrecognized expenses are presented as deferred revenue and deferred costs, respectively, in the accompanying balance sheets. Deferred costs include cash payroll costs and may include payments to consultants and vendors.
For distinct performance obligations recognized over time, the Company records deferred costs (costs in excess of billings) when revenue is recognized prior to invoicing, or deferred revenue (billings in excess of costs) when revenue is recognized subsequent to invoicing.
The Company recognizes royalty income pursuant to agreements with divested entities representing a percentage of said entities collected revenue.
Significant Judgments
The Company’s contracts with customers may include promises to transfer multiple products/services. Determining whether products/services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Further, judgment may be required to determine the standalone selling price for each distinct performance obligation.
During the three months ended March 31, 2026, estimates were revised regarding ultimate assurance of revenue collection on a certain sale agreement. See Note 6.
Disaggregation of Revenue
The Company generated revenue for the three and nine months ended March 31, 2026 and 2025 by delivering: (i) Software Services, consisting primarily of Spatial Computing and VR/AR software projects, solutions and consulting services, (ii) Software Licenses & SaaS, consisting primarily of Spatial Computing and VR/AR software licenses or SaaS, and (iii) Royalty income. The Company currently generates its revenues primarily from customers in the United States.
Revenue for a significant portion of Software Services projects and solutions (projects whereby, the development of the project leads to an identifiable asset with an alternative use to the Company) is recognized at the point of time in which the customer obtains control of the project, customer accepts delivery and confirms completion of the project. The Company also generates Software Services revenues which are custom project solutions (projects whereby, the development of the custom project leads to an identifiable asset with no alternative use to the Company, and, in which, the Company also has an enforceable right to payment under the contract) and are therefore recognized based on the percentage of completion using an input model with a master budget. The budget is reviewed periodically and percentage of completion adjusted accordingly.
Revenue for Software Services consulting services and website maintenance is recognized when the Company performs the services, typically on a monthly retainer basis.
| 12 |
Revenue for Software Licenses is recognized at the point of time in which the Company delivers the software and customer accepts delivery. Software Licenses often include third party components that are a fully integrated part of the Software License stack and are therefore considered as one deliverable and performance obligation. If there are significant contractually stated ongoing service obligations to be performed during the term of the Software License or SaaS contract, then revenues are recognized ratably over the term of the contract.
Timing of Revenue
Timing of revenue recognition may differ from the timing of invoicing to customers. The Company generally records an unbilled receivable asset when revenue is recognized prior to invoicing, or deferred revenue when revenue is recognized subsequent to invoicing.
For certain Software Services project contracts the Company invoices customers after the project has been delivered and accepted by the customer. Software Service project contracts typically consist of designing and programming software for the customer. In most cases, there is only one distinct performance obligation, and revenue is recognized upon completion, delivery and customer acceptance. Contracts may include multiple distinct projects that can each be implemented and operated independently of subsequent projects in the contract. In such cases, the Company accounts for these projects as separate distinct performance obligations and recognizes revenue upon the completion of each project or obligation, its delivery and customer acceptance.
For contracts recognized over time, deferred revenue include billings invoiced for software projects for which the contract’s performance obligations are not complete.
In certain Software Services project contract situations, the Company invoices customers for a substantial portion of the project upon entering into the contract due to their custom nature and revenue is recognized based upon percentage of completion. Revenue recognized subsequent to invoicing is recorded as deferred revenue (billings in excess of cost) and revenue recognized prior to invoicing is recorded as a deferred cost (cost in excess of billings).
For Software Services consulting or retainer contracts, the Company generally invoices customers monthly at the beginning of each month in advance for services to be performed in the following month. The sole performance obligation is satisfied when the services are performed. Software Services consulting or retainer contracts typically consist of ongoing support for a customer’s software or specified business practices.
For Software License contracts, the Company generally invoices customers when the software has been delivered to and accepted by the customer, which is also when the performance obligation is satisfied. For SaaS contracts, the Company generally invoices customers in advance at the beginning of the service term.
For multi-period Software License contracts, the Company generally invoices customers annually at the beginning of each annual coverage period. Software License contracts consist of providing clients with software designed by the Company. For Software License contracts, there are generally no ongoing support obligations unless specified in the contract (becoming a Software Service).
The timing of revenue recognition for the three and nine months ended March 31, 2026 and 2025 was as follows:
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Products and services transferred at a point in time | $ | $ | $ | $ | ||||||||||||
| Products and services transferred/recognized over time | $ | ( | ) | $ | ||||||||||||
| Total revenue | $ | $ | $ | $ | ||||||||||||
| 13 |
Remaining Performance Obligations
Unfulfilled
performance obligations represent amounts expected to be earned by the Company on executed contracts. As of March 31, 2026, the Company
had approximately $
Other Significant Accounting Policies
There have been no material changes to other significant accounting policies from those detailed in the audited consolidated financial statements and notes thereto for the fiscal year ended June 30, 2025.
Recent Accounting Pronouncements Not Yet Adopted
In December 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which includes amendments that further enhance income tax disclosures, primarily through standardization and disaggregation of rate reconciliation categories and income taxes paid by jurisdiction. The amendments are effective for the Company’s annual periods beginning July 1, 2025. The Company is currently evaluating the ASU to determine its impact on the Company’s disclosures.
In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, to enhance specified information about certain costs and expenses at each interim and annual reporting period so that investors can better understand an entity’s overall performance. The guidance is effective for the Company’s annual periods beginning July 1, 2027. The Company is currently evaluating the ASU to determine its impact on its financial statements and related disclosures.
In December 2025, the FASB issued ASU 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This ASU provides a comprehensive list of interim disclosures that are required by GAAP and clarifies the applicability of Topic 270, as well as a requirement to disclose events since the end of the last annual reporting period that have a material impact on the entity. The new standard will become effective for the Company’s interim disclosures beginning in fiscal year 2029. Early adoption is permitted and the new guidance should be applied prospectively or retrospectively to any or all prior periods presented in the financial statements. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.
In December 2025, the FASB issued ASU 2025-12, Codification Improvements. This ASU includes amendments to the FASB Accounting Standards Codification for a broad range of topics arising from technical corrections, unintended application of the Codification, clarifications, and other minor improvements. These amendments are not expected to have a significant effect on current accounting practice for most entities. The new standard will become effective for the Company’s interim and annual reporting periods beginning in fiscal year 2028. Early adoption is permitted on an issue-by-issue basis and the new guidance should be applied prospectively or retrospectively on an issue-by-issue basis. The Company is currently evaluating the impact of this standard on its financial statements and disclosures.
| 14 |
NOTE 5. GOODWILL IMPAIRMENT
During the three months ended March 31, 2026 there occurred triggering events that gave rise to assess the carrying value of the Company’s two RUs that have goodwill balances.
The Brightline reporting unit (“BRU”) product customer is principally the U.S. Department of War (“DOW”). U.S. Government funding for new DOW projects that BRU was anticipating is on hold as a result of: 1) the U.S. Government shutdown in January 2026, 2) the Continuing Budget Resolution in February 2026 which produced no new funding, and 3) no formal passing of the U.S. Government fiscal year 2026 budget.
The budget delay above has resulted in BRU no longer being able to invoice its current primary DOW customer for work currently being done, material uncertainty regarding whether the current work will be funded in an ultimate U.S. Government budget passage and limited visibility regarding its ability to secure other future revenue contracts.
While
revenues may be generated in the future, if the U.S. Government fiscal year 2026 budget or subsequent years budgets being approved or
when the project is included in an approved budget in subsequent years, the current lack of sight into future revenue contracts and the
Company’s inability to generate material revenues in the current fiscal year has removed the primary driver of the quantitative
DCF modelling that is utilized in order to determine the enterprise value of BRU. This also makes the qualitative assessment of BRU’s
technology challenging to assess. In accordance with our accounting policies (see Note 4), it has been determined that BRU enterprise value is negligible from a financial reporting
perspective at the date of these condensed financial statements. This results in a total goodwill impairment to the BRU and the Company
has recorded a goodwill impairment expense of approximately $
In
addition, the Glimpse Learning reporting unit (“LRU”) was reviewed for goodwill impairment in light of the Company’s
going concern status (Note 2). LRU has historically been approximately cash flow neutral. Although Glimpse Learning remains a viable
and continuing business, based on historical long cycle period to secure customers and limited visibility in renewing existing customer
agreements, future cash flow sufficient to support enterprise value for LRU is uncertain. In accordance with our accounting policies (see Note 4), it has been determined that LRU
enterprise value is negligible from a financial reporting perspective at the date of these condensed financial statements. This results
in a total goodwill impairment attributable to LRU and the Company has recorded a goodwill impairment expense of $
NOTE 6. CHANGE IN REVENUE ESTIMATE ASSUMPTIONS
Brightline Interactive, Inc. (“BLI”) revenue recorded in the three and nine months ended March 31, 2026 primarily relates to one agreement with a DOW prime contractor. This revenue was recognized under the percentage of completion method.
Revenue collection for this agreement was dependent on full funding by the DOW. Through the six months ended December 31, 2025 it was estimated that full agreement funding was forthcoming and percentage of completion revenue was recognized based on this. However, as detailed in Note 5, full funding for this agreement is uncertain.
Accordingly,
based on a revised funding estimate, revenue from this agreement was adjusted to reflect only funds already actually received from the
customer. This results in a reduction of revenue and cost of goods sold of approximately $
NOTE 7. SEGMENT AND RELATED INFORMATION
The
Company has
The Company’s chief operating decision maker (“CODM”) is the Chief Executive Officer who reviews financial information presented on a consolidated basis to allocate resources, evaluate performance and make overall operating decisions. The measure of segment profit or loss that is most consistent with the condensed consolidated financial statements is net cash used in operating activities. The accounting policies of our single reportable segment are the same as those for the condensed consolidated financial statements. The level of disaggregation and amounts of significant revenue and cash expenses that are regularly provided to the CODM are the same as presented in the condensed consolidated statement of operations. Likewise, the measure of segment assets is reported on the condensed consolidated balance sheets as total assets.
| 15 |
NOTE 8. QREAL AND GLIMPSE TURKEY DIVESTITURE / CUSTOMER TERMINATION
Divestiture
Effective October 1, 2024, the Company divested the business of its wholly owned subsidiary company QReal, LLC (“QReal”) and its related operating entity GLIMPSE GROUP YAZILIM VE ARGE TİCARET ANONİM ŞİRKET (“Glimpse Turkey”) in a management buyout by the then General Manager of QReal.
The
Company retains the revenues from QReal’s largest customer in full, until such time that the Company has collected and retained
$
The
assets, as defined in the divestiture agreement, of QReal/Glimpse Turkey, were sold in return for a $
Pursuant
to the original acquisition of QReal by the Company in 2016, upon sale of the entity the original sellers are due
In connection with the QReal divestiture, the Company made personal loans to the majority owner of New entity to assist in startup funding of New entity. These loans are personally guaranteed by said majority owner. The loans bear interest at a nominal rate, have monthly repayment requirements and are due in full by May 31, 2026. The outstanding balance on the loans is recorded as of March 31, 2026 and June 30, 2025 in the condensed consolidated balance sheets as notes receivable.
Customer Termination
In
March 2026, QReal’s largest customer terminated their revenue agreement with Glimpse/QReal. Glimpse will record no further revenue
from this customer and we do not anticipate a material further increase in the Milestone receipt. Revenue recorded by Glimpse related
to this customer was $
NOTE 9. SALE OF BUSINESS
In
August 2025, the Company closed on an agreement to sell the assets, as defined in the agreement, of its Pose With the Pros business for
an initial consideration of $
In
the nine months ended March 31, 2026 the Company recognized a gain on this transaction of $
Revenue
from the divested business was approximately $
| 16 |
NOTE 10. FINANCIAL INSTRUMENTS
Cash and Cash Equivalents
The Company’s money market funds are categorized as Level 1 within the fair value hierarchy. As of March 31, 2026 and June 30, 2025, the Company’s cash and cash equivalents were as follows:
| As of March 31, 2026 | ||||||||||||||||
| Cost | Unrealized Gain (Loss) | Fair Value | Cash and Cash Equivalents | |||||||||||||
| Cash | $ | $ | $ | |||||||||||||
| Level 1: | ||||||||||||||||
| Money market funds | $ | |||||||||||||||
| Total cash and cash equivalents | $ | $ | $ | $ | ||||||||||||
| As of June 30, 2025 | ||||||||||||||||
| Cost | Unrealized Gain (Loss) | Fair Value | Cash and Cash Equivalents | |||||||||||||
| Cash | $ | $ | $ | |||||||||||||
| Level 1: | ||||||||||||||||
| Money market funds | $ | |||||||||||||||
| Total cash and cash equivalents | $ | $ | $ | $ | ||||||||||||
Contingent Consideration
Contingent consideration was valued at the time of acquisition using unobservable inputs and included using a Monte Carlo simulation model, which model incorporated revenue volatility, internal rate of return, and a risk-free rate. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance, at times, of a third-party valuation specialist.
There is no contingent consideration as of March 31, 2026.
In
July 2025 the Company finalized the contingent consideration related to the acquisition of BLI which resulted in a final contingent consideration cash payout of $
The
change in fair value of contingent consideration for BLI for the nine months ended March 31, 2026 was a non-cash expense of approximately
$
As of June 30, 2025, the Company’s contingent consideration liability balance was as follows:
| As of June 30, 2025 | ||||||||||||||||||||
Contingent Consideration at Purchase Date | Consideration Paid | Changes in Fair Value | Fair Value | Contingent Consideration | ||||||||||||||||
| Level 3: | ||||||||||||||||||||
| Contingent consideration - BLI | ( | ) | ( | ) | ||||||||||||||||
| Contingent consideration - XRT | ( | ) | ||||||||||||||||||
| Total contingent consideration | $ | $ | ( | ) | $ | ( | ) | $ | $ | |||||||||||
| 17 |
Actual
BLI revenue through June 30, 2025 resulted in additional gross consideration of $
The
change in fair value of contingent consideration for BLI for the three and nine months ended March 31, 2025 was a non-cash expense of
approximately $
The
change in fair value of contingent consideration for XR Terra, LLC (“XRT”) for the nine months ended March 31, 2025 was a
non-cash gain of approximately $
NOTE 11. DEFERRED COSTS AND DEFERRED REVENUE
As
of March 31, 2026 and June 30, 2025, deferred costs totaling $
The following table shows the net activity of deferred cost and deferred revenue for the nine months ended March 31, 2026 and the year ended June 30, 2025:
As of and for the nine months ended March 31, 2026 | As of and for the year ended June 30, 2025 | |||||||
| Deferred costs - beginning of period | $ | $ | ||||||
| Deferred cost recognized as cost of goods sold/expense during period | ( | ) | ( | ) | ||||
| Costs incurred and not yet recognized as cost of goods sold | ||||||||
| Deferred cost - end of period | $ | $ | ||||||
| Deferred revenue - beginning of period | $ | $ | ||||||
| Deferred revenue recognized as revenue during period | ( | ) | ( | ) | ||||
| Billing in excess of costs | ||||||||
| Payments received and not yet recognized as revenue | ||||||||
| Deferred revenue - end of period | $ | $ | ||||||
| 18 |
NOTE 12. EQUITY
Common Stock Issued
Common stock issued to Employees as Compensation
During the nine months ended March 31, 2026, the Company issued unrestricted shares of common stock to an employee as compensation and recorded share-based compensation expense of approximately $ million in sales and marketing expenses in the condensed consolidated statement of operations.
During the nine months ended March 31, 2025, the Company issued unrestricted shares of common stock to an employee as compensation and recorded share-based compensation expense of approximately $ million in sales and marketing expenses in the condensed consolidated statement of operations.
Common stock issued to Vendors
During the nine months ended March 31, 2025, the Company issued unrestricted shares of common stock to a vendor for services performed and recorded share-based expense of approximately $ million in sales and marketing expenses in the condensed consolidated statement of operations.
Common stock issued for Exercise of Stock Options
During
the nine months ended March 31, 2025, the Company issued approximately shares of common stock in cashless transactions upon exercise
of the respective option grants and realized cash proceeds of
Securities Purchase Agreements (“SPA”)
In
December 2024, the Company completed a SPA with an institutional investor selling shares of common stock at $ per share
and prefunded warrants to purchase up to
The
Company realized total net proceeds (after underwriting and professional fees) of $
Exercise of Warrants
In
December 2024, an institutional investor exercised warrants (issued in connection with the November 2021 SPA) convertible into
shares of common stock. The Company realized proceeds of $
In January 2025, an institutional investor exercised warrants (issued in connection with a December 2024 SPA) convertible into shares of common stock. The Company realized de minimis proceeds ( shares at $ per share).
Warrants
In connection with the July 2021 initial public offering (“IPO”), the November 2021 SPA and the December 2024 SPA, the Company issued warrants, which are exercisable into Company common shares on a one-for-one basis, as detailed below. The warrants are not publicly traded.
The remaining outstanding warrants as of March 31, 2026 are:
Warrants Outstanding | Exercise Price | Expiration Date | ||||||||
| July 2021 IPO | $ | |||||||||
| November 2021 SPA | $ | |||||||||
| November 2021 SPA | $ | |||||||||
| Total | ||||||||||
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Employee Stock-Based Compensation
Stock Option issuance to Executives
In February 2023, pursuant to the Equity Incentive Plan, the Company granted certain executive officers million stock options as a long-term incentive. The options have an exercise price of $ per share. million of these options vest ratably over four years (“Initial Options”). The remainder (“Target Options”) vest in fixed amounts based on achieving various revenue or common stock prices within seven years of grant date. Given the Company’s current stock price and revenue, the Company views the achievement of the milestones that would trigger vesting of the Target Options as remote.
Equity Incentive Plan
The Company’s 2016 Equity Incentive Plan (the “Plan”), as amended, has approximately million common shares reserved for issuance. As of March 31, 2026, there were approximately million shares available for issuance under the Plan. The shares available are after the granting of million shares of executive Target Options.
The Company recognizes compensation expense relating to awards ratably over the requisite period, which is generally the vesting period.
| For the Three Months Ended March 31, | For the Nine Months Ended March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Weighted average expected terms (in years) | ||||||||||||||||
| Weighted average expected volatility | % | % | % | % | ||||||||||||
| Weighted average risk-free interest rate | % | % | % | % | ||||||||||||
| Expected dividend yield | % | % | % | % | ||||||||||||
The grant date fair value for options granted during the nine months ended March 31, 2026 and 2025 was approximately $ million and $ million, respectively.
| Weighted Average | ||||||||||||||||
| Remaining | ||||||||||||||||
| Exercise | Contractual | Intrinsic | ||||||||||||||
| Options | Price | Term (Yrs) | Value | |||||||||||||
| Outstanding as of July 1, 2025 | $ | $ | ||||||||||||||
| Options granted | ||||||||||||||||
| Options exercised | ||||||||||||||||
| Options forfeited / cancelled | ( | ) | ||||||||||||||
| Outstanding as of March 31, 2026 | $ | $ | ||||||||||||||
| Exercisable as of March 31, 2026 | $ | $ | ||||||||||||||
| 20 |
The above table excludes executive Target Options: granted, $ exercise price, remaining term in years, no intrinsic value. Vesting of these is considered remote.
| Weighted Average | ||||||||||||||||
| Remaining | ||||||||||||||||
| Exercise | Contractual | Intrinsic | ||||||||||||||
| Options | Price | Term (Yrs) | Value | |||||||||||||
| Outstanding as of July 1, 2024 | $ | $ | ||||||||||||||
| Options granted | ||||||||||||||||
| Options exercised | ( | ) | ||||||||||||||
| Options forfeited / cancelled | ( | ) | ||||||||||||||
| Outstanding as of March 31, 2025 | $ | $ | ||||||||||||||
| Exercisable as of March 31, 2025 | $ | $ | ||||||||||||||
The above table excludes executive Target Options: granted, $ exercise price, remaining term in years, no intrinsic value. Vesting of these is considered remote.
The intrinsic value of stock options activity for the nine months ended March 31, 2026 and 2025 was computed using a fair market value (fiscal year to date VWAP – volume weighted average price) of the common stock of $ per share and $ per share, respectively.
The intrinsic value of stock options outstanding and exercisable as of March 31, 2026 and 2025 was computed using NASDAQ market closing prices of the common stock of $ per share and $ per share, respectively.
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Stock option-based expense: | ||||||||||||||||
| Research and development expenses | $ | $ | $ | $ | ||||||||||||
| General and administrative expenses | ||||||||||||||||
| Sales and marketing expenses | ||||||||||||||||
| Board option expense | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
There is no expense included for the executive officers’ Target Options.
As of March 31, 2026 total unrecognized compensation expense to employees, board members and vendors related to stock options was approximately $ million (excluding executive Target Options of $ million, which vesting and expense is considered remote) and is expected to be recognized over a weighted average period of years (which excludes the executive Target Options).
| 21 |
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Numerator: | ||||||||||||||||
| Net loss | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Denominator: | ||||||||||||||||
| Weighted-average common shares outstanding for basic and diluted net loss per share | ||||||||||||||||
| Basic and diluted net loss per share | $ | ) | $ | ) | $ | ) | $ | ) | ||||||||
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Options | ||||||||||||||||
| Warrants | ||||||||||||||||
| Total | ||||||||||||||||
Stock options above include executive Target Options as of March 31, 2026 and 2025, respectively. Vesting of these is considered remote.
NOTE 14. COMMITMENTS AND CONTINGENCIES
Lease Costs
The
Company made cash payments for all operating leases for the nine months ended March 31, 2026 and 2025, of approximately $
The
total rent expense for all operating leases for the three months ended March 31, 2026 and 2025, was approximately $
The
total rent expense for all operating leases for the nine months ended March 31, 2026 and 2025, was approximately $
| 22 |
Lease Commitments
The
Company has various operating leases for its offices.
Future approximate undiscounted lease payments for the Company’s operating lease liabilities and a reconciliation of these payments to its operating lease liabilities as of March 31, 2026 are as follows:
| Years Ended June 30, | ||||
| 2026 (3 months) | ||||
| 2027 | ||||
| Total future minimum lease commitments, including short-term leases | ||||
| Less: future minimum lease payments of short -term leases | ( | ) | ||
| Less: imputed interest | ( | ) | ||
| Present value of future minimum lease payments, excluding short term leases | $ | |||
| Current portion of operating lease liabilities | $ | |||
| Non-current portion of operating lease liabilities | ||||
| Total operating lease liability | $ | |||
Contingent Consideration for Acquisitions
Contingent consideration for acquisition consists of the following as of March 31, 2026 and June 30, 2025, respectively (see Note 6):
| As of March 31, | As of June 30, | |||||||
| 2026 | 2025 | |||||||
| BLI | $ | $ | ||||||
| Total contingent consideration for acquisition | $ | $ | ||||||
NOTE 15. SUBSEQUENT EVENTS
None.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis summarizes the significant factors affecting the consolidated operating results, financial condition, liquidity and cash flows of our Company as of and for the periods presented below. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q and our audited financial statements and notes thereto, and related disclosures, as of and for the fiscal year ended June 30, 2025, which are included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 filed with the Securities and Exchange Commission (the “SEC”). Unless the context requires otherwise, references in this Quarterly Report on Form 10-Q to “we,” “us,” “our” or “the Company,” refer to The Glimpse Group, Inc., a Nevada corporation.
Cautionary Statement Regarding Forward-Looking Statements
The information in this discussion contains forward-looking statements and information within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”), which are subject to the “safe harbor” created by those sections. These forward-looking statements include, but are not limited to, statements concerning our strategy, future operations, future financial position, future revenues, projected costs, prospects and plans and objectives of management. The words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “may,” “plans,” “projects,” “will,” “would” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that we make. These forward-looking statements involve risks and uncertainties that could cause our actual results to differ materially from those in the forward-looking statements, including, without limitation, the risks set forth in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 filed with the SEC and in our other filings with the SEC. The forward-looking statements are applicable only as of the date on which they are made, and we do not assume any obligation to update any forward-looking statements.
Overview
We are an Immersive technology company, providing enterprise focused Spatial Computing, Virtual Reality (VR), and Augmented Reality (AR) software and services (Immersive technologies). Glimpse’s operating entities are located in the United States. We believe that we offer exposure to the growing and potentially transformative Immersive technology markets, while mitigating downside risk via our diversified model and ecosystem.
Our ecosystem of Immersive technology entities, collaborative environment and diversified business model aims to simplify the challenges faced by companies in the emerging Immersive technology industry, create scale, build operational efficiencies, reduce time to market and enhance go-to-market synergies, while simultaneously providing investors an opportunity to invest directly via a diversified infrastructure.
The Immersive technology industry is an early-stage technology industry with nascent markets. We believe that this industry has growth potential across verticals, and that our diversified ecosystem creates competitive advantages. We currently target several industry verticals, including but not limited to: Government & Defense, Corporate Training, Education, Healthcare, Corporate Events and Social VR support groups and therapy. We focus primarily on the business-to-business (B2B) segment and we are hardware agnostic.
In fiscal year 2024, we shifted our businesses (“Strategic Shift”) to focus on providing Immersive technology solutions software and services that are primarily driven by Spatial Computing, Cloud and Artificial Intelligence (AI), including our product “Spatial Core,” led by our entity Brightline Interactive, Inc. (“BLI”). We believe that Spatial Core is a key differentiator, growth driver and competitive advantage for us.
At the time of this filing, we have approximately 35 full time employees, primarily software developers, engineers and 3D artists.
| 24 |
The Glimpse Group, Inc. was incorporated in June 2016 under the laws of the State of Nevada, and is headquartered in New York, New York.
Business Organization Chart (as of as of March 31, 2026):
Significant Transactions and Recent Developments
Increase in At-The-Market Offering
On January 2, 2026, our ATM Sales Agreement was further amended to increase the maximum amount we may offer and sell, from time to time through the Agent, from $3,502,910 to $9,478,200.
As of the date of this filing, no Shares have been sold under the ATM facility.
Nasdaq Ticker Symbol Change
Effective February 19, 2026, we changed our ticker symbol on The Nasdaq Stock Market LLC (“Nasdaq”) from “VRAR” to “GGRP.” The change was implemented to better align our ticker with our going forward strategy. The change did not alter our business model or other terms of our common stock.
Nasdaq Notice
On March 13, 2026, we received a notification letter from the Listing Qualifications Department of Nasdaq notifying us that, because the closing bid price for our common stock was below $1.00 for the prior 30 consecutive business days, we no longer met the minimum bid price requirement for continued listing on the Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2), requiring a minimum bid price of at least $1.00 per share (the “Minimum Bid Price Requirement”).
| 25 |
In accordance with Nasdaq rules, we have a period of 180 calendar days from March 13, 2026, or until September 9, 2026, to regain compliance with the Minimum Bid Price Requirement. If at any time before September 9, 2026, the bid price of our common stock closes at or above $1.00 per share for a minimum of 10 consecutive business days, Nasdaq will provide written notification that we have achieved compliance with the Minimum Bid Price Requirement. In the event we do not regain compliance with the Minimum Bid Price Requirement by September 9, 2026, we may be eligible for additional time. To qualify for additional time, we would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the Minimum Bid Price Requirement, and would need to provide written notice of our intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If we meet these requirements, Nasdaq will inform us that we have been granted an additional 180 calendar days to regain compliance. However, if it appears to the staff of Nasdaq (the “Staff”) that we will not be able to cure the deficiency, or if we are otherwise not eligible, the Staff would notify us that our common stock will be subject to delisting.
Our receipt of the notification letter has no immediate effect on the listing of our common stock on the Nasdaq Capital Market, which continues, and will continue, to trade uninterrupted on the Nasdaq Capital Market under the ticker “GGRP”. In addition, the notification does not affect our business, operations or reporting requirements with the SEC. In order to regain compliance with the Minimum Bid Price Requirement, we may consider various potential measures to resolve the deficiency. Our board of directors will continue to explore all options to maximize shareholder value.
Customer Termination
In March 2026, Glimpse Lenses’ largest customer terminated their revenue agreement with Glimpse (which Glimpse had retained as part of the QReal divestiture in October 2024). Glimpse will record no further revenue from this customer. Revenue recorded by Glimpse related to this customer was $0.23 million and $0.99 million, respectively, for the three and nine months ended March 31, 2026 and $0.46 million and $1.61 million, respectively, for the three and nine months ended March 31, 2025.
Financial Highlights for the three and nine months ended March 31, 2026 compared to the three and nine months ended March 31, 2025.
Results of Operations
The following table sets forth our results of operations for the three months and nine months ended March 31, 2026 and 2025:
Summary P&L
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||||||||||||
| March 31, | Change | March 31, | Change | |||||||||||||||||||||||||||||
| 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | |||||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||||||||
| Revenue | $ | 0.66 | $ | 1.42 | $ | (0.76 | ) | -54 | % | $ | 3.36 | $ | 7.03 | $ | (3.67 | ) | -52 | % | ||||||||||||||
| Cost of goods sold | 0.07 | 0.40 | (0.33 | ) | -83 | % | 0.97 | 2.06 | (1.09 | ) | -53 | % | ||||||||||||||||||||
| Gross profit | $ | 0.59 | $ | 1.02 | $ | (0.43 | ) | -42 | % | $ | 2.39 | $ | 4.97 | $ | (2.58 | ) | -52 | % | ||||||||||||||
| Total operating expenses | 13.29 | 2.60 | 10.69 | 411 | % | 17.69 | 7.58 | 10.11 | 133 | % | ||||||||||||||||||||||
| Loss from operations before other income | $ | (12.70 | ) | $ | (1.58 | ) | $ | (11.12 | ) | -704 | % | $ | (15.30 | ) | $ | (2.61 | ) | $ | (12.69 | ) | -486 | % | ||||||||||
| Other income | 0.02 | 0.08 | (0.06 | ) | -75 | % | 0.36 | 0.12 | 0.24 | 200 | % | |||||||||||||||||||||
| Net loss | $ | (12.68 | ) | $ | (1.50 | ) | $ | (11.18 | ) | -745 | % | $ | (14.94 | ) | $ | (2.49 | ) | $ | (12.45 | ) | -500 | % | ||||||||||
| 26 |
Revenue
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||||||||||||
| March 31, | Change | March 31, | Change | |||||||||||||||||||||||||||||
| 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | |||||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||||||||
| Software Services | $ | 0.44 | $ | 1.28 | $ | (0.84 | ) | -66 | % | $ | 2.87 | $ | 6.64 | $ | (3.77 | ) | -57 | % | ||||||||||||||
| Software License/Software as a Service | 0.21 | 0.14 | 0.07 | 50 | % | 0.46 | 0.39 | 0.07 | 18 | % | ||||||||||||||||||||||
| Royalties | 0.01 | - | 0.01 | 100 | % | 0.03 | - | 0.03 | 100 | % | ||||||||||||||||||||||
| Total Revenue | $ | 0.66 | $ | 1.42 | $ | (0.76 | ) | -54 | % | $ | 3.36 | $ | 7.03 | $ | (3.67 | ) | -52 | % | ||||||||||||||
Total revenue for the three months ended March 31, 2026 was approximately $0.66 million compared to approximately $1.42 million for the three months ended March 31, 2025, a decrease of approximately 54%. The decrease primarily represents a revenue reversal from previous quarters this fiscal year arising from a change in estimated funding of a U.S. Department of War (“DOW”) contract due to U.S. Government FY ‘26 budget delays, and wind down of a long-standing revenue contract with a social media customer.
Total revenue for the nine months ended March 31, 2026 was approximately $3.36 million compared to approximately $7.03 million for the nine months ended March 31, 2025, a decrease of approximately 52%. The decrease primarily reflects the timing of DOW contracts and U.S. Government FY ‘26 budget delays, wind down of a long-standing revenue contract with a social media customer, the runoff of certain legacy customers reflecting our Strategic Shift and a decline in some existing customer accounts.
We break out our revenue into three categories - Software Services, Software License and Royalty Income.
| ● | Software Services revenues are primarily comprised of Immersive technology projects, services related to our software licenses and consulting retainers. | |
| ● | Software License revenues are comprised of the sale of our internally developed Immersive technology software as licenses or as software-as-a-service (SaaS). | |
| ● | Royalty income represents a percentage of revenue from divested subsidiaries pursuant to the respective divesture agreements. |
For the three months ended March 31, 2026, Software Services revenue was approximately $0.44 million compared to approximately $1.28 million for the three months ended March 31, 2025, a decrease of approximately 66%. The decrease primarily reflects the aforementioned DOW contract revenue reversal and wind down of long-standing customer revenue contract. For the nine months ended March 31, 2026, Software Services revenue was approximately $2.87 million compared to approximately $6.64 million for the nine months ended March 31, 2025, a decrease of approximately 57%. The decrease primarily reflects the aforementioned DOW contract timing and U.S. Government budget delays, wind down of a long-standing revenue contract, the runoff of certain legacy customers reflecting our Strategic Shift and a decline in some existing customer accounts.
For the three months ended March 31, 2026, Software License revenue was approximately $0.21 million compared to approximately $0.14 million for the three months ended March 31, 2025, an increase of approximately 50%, reflecting the timing of a certain license renewal. For the nine months ended March 31, 2026, Software License revenue was approximately $0.46 million compared to approximately $0.39 million for the nine months ended March 31, 2025, an increase of approximately 18%, reflecting an increase in certain license contracts.
Royalty income was approximately $0.01 million and approximately $0.03 million, respectively, for the three and nine months ended March 31, 2026, and zero for the prior year periods, reflecting a new revenue stream driven by prior subsidiary company divestitures.
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Customer Concentration
Five customers accounted for approximately 79% (22%, 19%, 17%, 12% and 10%, respectively) of the Company’s total gross revenues during the three months ended March 31, 2026. Two of the same customers accounted for approximately 51% (30% and 21%, respectively) of the Company’s total gross revenues during the nine months ended March 31, 2026.
Three customers accounted for approximately 52% (32%, 10% and 10%, respectively) of the Company’s total gross revenues during the three months ended March 31, 2025. One of the same customers and another customer accounted for approximately 58% (35% and 23%, respectively) of the Company’s total gross revenues during the nine months ended March 31, 2025.
Gross Profit
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||||||||||||
| March 31, | Change | March 31, | Change | |||||||||||||||||||||||||||||
| 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | |||||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||||||||
| Revenue | $ | 0.66 | $ | 1.42 | $ | (0.76 | ) | -54 | % | $ | 3.36 | $ | 7.03 | $ | (3.67 | ) | -52 | % | ||||||||||||||
| Cost of Goods Sold | 0.07 | 0.40 | (0.33 | ) | -83 | % | 0.97 | 2.06 | (1.09 | ) | -53 | % | ||||||||||||||||||||
| Gross Profit | $ | 0.59 | $ | 1.02 | $ | (0.43 | ) | -42 | % | $ | 2.39 | $ | 4.97 | $ | (2.58 | ) | -52 | % | ||||||||||||||
| Gross Profit Margin | 89 | % | 72 | % | 71 | % | 71 | % | ||||||||||||||||||||||||
Gross profit margin was approximately 89% for the three months ended March 31, 2026 compared to approximately 72% for the three months ended March 31, 2025. The increase primarily reflects the effect of the aforementioned DOW contract revenue reversal. This effect is a one-time occurrence. Gross profit margin was approximately 71% for both the nine months ended March 31, 2026 and the nine months ended March 31, 2025. This reflects a decrease in Software Services gross profit margin driven by a change in cost structure of DOW projects offset by an increase Software License gross profit margin reflecting mature licenses requiring less support costs.
Operating Expenses
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||||||||||||
| March 31, | Change | March 31, | Change | |||||||||||||||||||||||||||||
| 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | |||||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||||||||
| Research and development expenses | $ | 1.53 | $ | 0.83 | $ | 0.70 | 84 | % | $ | 3.40 | $ | 2.61 | $ | 0.79 | 30 | % | ||||||||||||||||
| General and administrative expenses | 0.63 | 1.16 | (0.53 | ) | -46 | % | 2.45 | 2.95 | (0.50 | ) | -17 | % | ||||||||||||||||||||
| Sales and marketing expenses | 0.27 | 0.48 | (0.21 | ) | -44 | % | 0.90 | 1.61 | (0.71 | ) | -44 | % | ||||||||||||||||||||
| Goodwill impairment | 10.86 | - | 10.86 | 100 | % | 10.86 | - | 10.86 | 100 | % | ||||||||||||||||||||||
| Amortization of acquisition intangible assets | - | 0.10 | (0.10 | ) | -100 | % | 0.06 | 0.33 | (0.27 | ) | -82 | % | ||||||||||||||||||||
| Change in fair value of acquisition contingent consideration | - | 0.03 | (0.03 | ) | -100 | % | 0.02 | 0.08 | (0.06 | ) | -75 | % | ||||||||||||||||||||
| Total Operating Expenses | $ | 13.29 | $ | 2.60 | $ | 10.69 | 411 | % | $ | 17.69 | $ | 7.58 | $ | 10.11 | 133 | % | ||||||||||||||||
Operating expenses for the three months ended March 31, 2026 were approximately $13.29 million compared to approximately $2.60 million for the three months ended March 31, 2025, an approximately four fold increase. The increase primarily reflects the non-cash impairment of Brightline (“BLI”) goodwill. Operating expenses for the nine months ended March 31, 2026 were approximately $17.69 million compared to approximately $7.58 million for the nine months ended March 31, 2025, an increase of approximately 133%. The increase also primarily reflects the non-cash impairment of BLI goodwill.
Research and Development
Research and development expenses for the three months ended March 31, 2026 were approximately $1.53 million compared to approximately $0.83 million for the three months ended March 31, 2025, an increase of approximately 84%. The increase primarily reflects a lesser proportion of headcount expense being allocated to revenue projects cost of goods in the current period due to revenue decrease, including DOW revenue reversal. Research and development expenses for the nine months ended March 31, 2026 were approximately $3.40 million compared to approximately $2.61 million for the nine months ended March 31, 2025, an increase of approximately 30%. The increase reflects a lesser proportion of headcount expense being allocated to revenue projects cost of goods in the current period due to revenue decrease.
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General and Administrative
General and administrative expenses for the three months ended March 31, 2026 were approximately $0.63 million compared to approximately $1.16 million for the three months ended March 31, 2025, a decrease of approximately 46%. The decrease primarily reflects a reduction in executive performance bonuses and decrease in investor relation efforts. General and administrative expenses for the nine months ended March 31, 2026 were approximately $2.45 million compared to approximately $2.95 million for the nine months ended March 31, 2025, a decrease of approximately 17%. The decrease primarily reflects a reduction in executive performance bonuses, reduction in rent from reduced footprints, reduction in professional fees due to more efficient sourcing and reduced depreciation due to run off of useful lives.
Sales and Marketing
Sales and marketing expenses for the three months ended March 31, 2026 were approximately $0.27 million compared to approximately $0.48 million for the three months ended March 31, 2025, a decrease of approximately 44%. The decrease primarily reflects a reduction in revenue driven incentive compensation. Sales and marketing expenses for the nine months ended March 31, 2026 were approximately $0.90 million compared to approximately $1.61 million for the nine months ended March 31, 2025, a decrease of approximately 44%. The decrease primarily reflects a reduction in revenue driven incentive compensation, the divestiture of the QReal business and reduction in non-core businesses.
Goodwill Impairment
Goodwill impairment expense for the three and nine months ended March 31, 2026 primarily represents the full impairment of goodwill attributable to BLI. The BLI product customer is principally the DOW. U.S. Government funding for new DOW projects that BLI was anticipating is on hold as a result of: 1) the U.S. Government shutdown in January 2026, 2) the Continuing Budget Resolution in February 2026 which produced no new funding, and 3) no formal passing of the U.S. Government fiscal year 2026 budget.
The budget delay above has resulted in BLI no longer being able to invoice its current primary DOW customer for work currently being done, material uncertainty regarding whether the current work will be funded in an ultimate U.S. Government budget passage and limited visibility regarding its ability to secure other future revenue contracts.
While revenues may be generated in the future, if the U.S. Government fiscal year 2026 budget or subsequent years budgets being approved or when the project is included in an approved budget in subsequent years, the current lack of sight into future revenue contracts and the Company’s inability to generate material revenues in the current fiscal year has removed the primary driver of the quantitative discounted cash flow modelling that is utilized in order to determine the enterprise value of BLI. This also makes the qualitative assessment of BLI’s technology challenging to assess. In accordance with our accounting policies, it has been determined that BLI enterprise value is negligible from a financial reporting perspective as of March 31, 2026.
This results in a total impairment of goodwill attributable to BLI of approximately $10.56 million.
Amortization of Acquisition Intangible Assets
Amortization of acquisition intangible assets expense for the three months ended March 31, 2026 was zero compared to approximately $0.10 million for the three months ended March 31, 2025, and amortization of acquisition intangible assets expense for the nine months ended March 31, 2026 was approximately $0.06 million compared to approximately $0.33 million for the nine months ended March 31, 2025. These decreases represent the expiration of the intangible assets useful lives.
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Change in Fair Value of Acquisition Contingent Consideration
Change in fair value of acquisition contingent consideration for the three months ended March 31, 2026 was zero compared to approximately $0.03 million for the three months ended March 31, 2025. Change in fair value of acquisition contingent consideration for the nine months ended March 31, 2026 was approximately $0.02 million compared to an expense of approximately $0.08 million for the nine months ended March 31, 2025. The decrease for all periods reflects the final consideration payment related to the BLI acquisition in October 2025.
Other Income
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||||||||||||||||||
| March 31, | Change | March 31, | Change | |||||||||||||||||||||||||||||
| 2026 | 2025 | $ | % | 2026 | 2025 | $ | % | |||||||||||||||||||||||||
| (in millions) | (in millions) | |||||||||||||||||||||||||||||||
| Gain on sale of business | $ | - | $ | - | $ | - | N/A | $ | 0.24 | $ | - | $ | 0.24 | N/A | ||||||||||||||||||
| Interest income | 0.02 | 0.08 | (0.06 | ) | -75 | % | 0.12 | 0.12 | - | 0 | % | |||||||||||||||||||||
| Total Other Income | $ | 0.02 | $ | 0.08 | $ | (0.06 | ) | -75 | % | $ | 0.36 | $ | 0.12 | $ | 0.24 | 200 | % | |||||||||||||||
Other income for the three months ended March 31, 2026 was approximately $0.02 million compared to approximately $0.08 million for the three months ended March 31, 2025. The reduction represents the decrease in interest income due to the lower investable cash balances in 2026. Other income for the nine months ended March 31, 2026 was approximately $0.36 million compared to approximately $0.12 million for the nine months ended March 31, 2025. The increase represents the gain on sale of the Pose With the Pros business in fiscal year 2026.
Net Loss
Net loss for the three months ended March 31, 2026 was approximately $12.68 million compared to a loss of approximately $1.50 million for the comparable 2025 period. This was primarily driven by the 2026 non-cash goodwill impairment. Net loss for the nine months ended March 31, 2026 was approximately $14.94 million compared to a loss of approximately $2.49 million for the nine months ended March 31, 2025. This was primarily driven by the 2026 non-cash goodwill impairment and 2026 reduced revenue and related gross profit.
Non-GAAP Financial Measures
The following discussion and analysis includes both financial measures in accordance with Generally Accepted Accounting Principles (“GAAP”), as well as non-GAAP financial measures. Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position or cash flows that either excludes or includes amounts that are not normally included or excluded in the most directly comparable measure calculated and presented in accordance with GAAP. Non-GAAP financial measures should be viewed as supplemental to, and should not be considered as alternatives to, net income (loss), operating income (loss), and cash flow from operating activities, liquidity or any other financial measures. They may not be indicative of our historical operating results nor are they intended to be predictive of potential future results. Investors should not consider non-GAAP financial measures in isolation or as substitutes for performance measures calculated in accordance with GAAP. Our management uses and relies on EBITDA and Adjusted EBITDA, which are non-GAAP financial measures. We believe that both management and stockholders benefit from referring to the aforementioned non-GAAP financial measures in planning, forecasting and analyzing future periods.
Our management uses these non-GAAP financial measures in evaluating its financial and operational decision making and as a means to evaluate period-to-period comparisons. Our management recognizes that the non-GAAP financial measures have inherent limitations because of the described excluded items.
We define Adjusted EBITDA as income (or loss) from continuing operations before the items in the table below. Adjusted EBITDA is an important measure of our operating performance because it allows management, investors and analysts to evaluate and assess our core operating results from period-to-period after removing the impact of items of a non-operational nature that affect comparability.
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We have included a reconciliation of our financial measures calculated in accordance with GAAP to the most comparable non-GAAP financial measures. We believe that providing the non-GAAP financial measures, together with the reconciliation to GAAP, helps investors make comparisons between us and other companies. In making any comparisons to other companies, investors need to be aware that companies use different non-GAAP measures to evaluate their financial performance. Investors should pay close attention to the specific definition being used and to the reconciliation between such measures and the corresponding GAAP measures provided by each company under applicable SEC rules.
The following table presents a reconciliation of net loss to Adjusted EBITDA loss for the three and nine months ended March 31, 2026 and 2025:
| For the Three Months Ended | For the Nine Months Ended | |||||||||||||||
| March 31, | March 31, | |||||||||||||||
| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| (in millions) | (in millions) | |||||||||||||||
| Net loss | $ | (12.68 | ) | $ | (1.50 | ) | $ | (14.94 | ) | $ | (2.49 | ) | ||||
| Depreciation and amortization | 0.01 | 0.12 | 0.09 | 0.39 | ||||||||||||
| EBITDA loss | (12.67 | ) | (1.38 | ) | (14.85 | ) | (2.10 | ) | ||||||||
| Stock based compensation expenses | 0.14 | 0.31 | 0.71 | 0.71 | ||||||||||||
| (Gain) loss on sale of business/subsidiary/lease termination | - | 0.03 | (0.24 | ) | 0.07 | |||||||||||
| Goodwill impairment | 10.86 | - | 10.86 | - | ||||||||||||
| Non cash change in fair value of acquisition contingent consideration | - | 0.03 | 0.02 | 0.09 | ||||||||||||
| Adjusted EBITDA loss | $ | (1.67 | ) | $ | (1.01 | ) | $ | (3.50 | ) | $ | (1.23 | ) | ||||
Adjusted EBITDA loss was approximately $1.67 million for the three months ended March 31, 2026 compared to an approximately $1.01 million loss for the three months ended March 31, 2025. Adjusted EBITDA loss was approximately $3.50 million for the nine months ended March 31, 2026 compared to an approximately $1.22 million loss for the nine months ended March 31, 2025. For both periods this was primarily driven by reduced revenue and related gross profit.
Going Concern
The Company evaluated whether there are conditions or events that raise doubt about the Company’s ability to continue as a going concern within one year after the date that the financial statements are issued. The Company’s evaluation entails analyzing expectations for the Company’s cash needs and comparing those needs to the current cash and cash equivalent balances. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans that have not been fully implemented as of the date the financial statements are issued.
The Company has incurred recurring losses since its inception, including a net loss of approximately $14.9 million for the nine months ended March 31, 2026. In addition, as of March 31, 2026, the Company had an accumulated deficit of $80.5 million. Furthermore, the circumstances around the BLI goodwill impairment and Glimpse Lenses’ customer termination have posed additional challenges to the Company. The Company’s cash and cash equivalents as of the date of this filing may not be sufficient to fund operations and other commitments for at least the next twelve months from the date of issuance of these consolidated financial statements. Accordingly, the Company has concluded that substantial doubt exists about the Company’s ability to continue as a going concern for a period of at least 12 months from the date of issuance of these consolidated financial statements.
In order to restore the going concern the Company may take actions which could include, but are not limited to: subsidiary spinoffs (via initial public offering or other manner), merger with another entity, and equity or debt financings. There is no assurance that these actions will be taken or be successful if pursued.
The condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described.
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Liquidity and Capital Resources
| For the Nine Months Ended | ||||||||||||||||
| March 31, | Change | |||||||||||||||
| 2026 | 2025 | $ | % | |||||||||||||
| (in millions) | ||||||||||||||||
| Net cash used in operating activities | $ | (3.47 | ) | $ | (0.12 | ) | $ | (3.35 | ) | N/A | ||||||
| Net cash used in investing activities | (1.32 | ) | (1.54 | ) | 0.22 | -14 | % | |||||||||
| Net cash provided by financing activities | 0.11 | 6.87 | (6.76 | ) | -98 | % | ||||||||||
| Net decrease in cash, cash equivalents and restricted cash | (4.68 | ) | 5.21 | (9.89 | ) | -190 | % | |||||||||
| Cash and cash equivalents, beginning of period | 6.83 | 1.85 | 4.98 | 269 | % | |||||||||||
| Cash and cash equivalents, end of period | $ | 2.15 | $ | 7.06 | $ | (4.91 | ) | -70 | % | |||||||
Operating Activities
Net cash used in operating activities was approximately $3.47 million for the nine months ended March 31, 2026, compared to net cash used in operating activities of approximately $0.12 million during the nine months ended March 31, 2025. This was primarily driven by reduced revenue and related gross profit.
Investing Activities
Net cash used in investing activities for the nine months ended March 31, 2026 was approximately $1.32 million compared to net cash used in investing activities of approximately $1.54 during the comparable 2025 period. Both periods primarily represent contingent consideration payments related to the BLI acquisition and the 2026 period also reflects net cash received from sale of business. The $1.50 million contingent consideration payment in October 2025 was the final payment related to the BLI acquisition.
Financing Activities
Net cash provided by financing activities during the nine months ended March 31, 2026 was approximately $0.11 million compared to net cash provided by investing activities of approximately $6.88 million during the nine months ended March 31, 2025. The 2026 amount represents the repayment of notes receivable related to the QReal divestiture and the 2025 amount represents the proceeds of securities purchase agreements entered into with institutional investors.
Capital Resources
As of March 31, 2026, we had cash and cash equivalents of $2.15 million, plus $0.66 million of accounts receivable.
As of March 31, 2026, we had no outstanding debt obligations.
As of March 31, 2026, we had no issued and outstanding preferred stock.
As of March 31, 2026, we had no outstanding contingent obligations.
As of the date of the filing of this Quarterly Report on Form 10-Q, the ATM facility has not been utilized.
Recently Adopted Accounting Pronouncements
Please see Note 4 to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q that describes the impact, if any, from the adoption of recent accounting pronouncements.
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Item 3. Quantitative and Qualitative Disclosures about Market Risk
Not required for smaller reporting companies.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Exchange Act, that are designed to provide reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of the end of such period.
In designing and evaluating our disclosure controls and procedures, management recognized that disclosure controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Additionally, in designing disclosure controls and procedures, we are required to apply judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
Changes in Internal Control Over Financial Reporting
During the quarter ended March 31, 2026, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None.
Item 1A. Risk Factors
Our Annual Report on Form 10-K for the fiscal year ended June 30, 2025 contains a discussion of the material risks associated with our business. There have been no material changes to the risks described in such Annual Report on Form 10-K, except as described below.
See PART I, ITEM 2. of this filing regarding Nasdaq Notice.
See PART I, ITEM 2. of this regarding Going Concern.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Recent Sale of Unregistered Equity Securities
None.
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
None.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not Applicable.
Item 5. Other Information
None.
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Item 6. Exhibits
The following exhibits are filed as part of this Quarterly Report on Form 10-Q.
Exhibit Number |
Description of Exhibit | |
| 10.1 | Second Amendment to Sales Agreement, dated January 2, 2026, between The Glimpse Group, Inc. and WestPark Capital, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 7, 2026). | |
| 31.1 | Certification of Principal Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act. | |
| 31.2 | Certification of Principal Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Exchange Act. | |
| 32.1 | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rules 13a-14(b) or 15d-14(b) under the Exchange Act. | |
| 101.INS | Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document. | |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document. | |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document. | |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
| 35 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized, on this 14 day of May, 2026.
| THE GLIMPSE GROUP, INC. | |
| /s/ Lyron Bentovim | |
| Lyron Bentovim | |
| Chief Executive Officer | |
| (Principal Executive Officer) | |
| /s/ Maydan Rothblum | |
| Maydan Rothblum | |
| Chief Financial Officer | |
| (Principal Financial Officer) |
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