Dss, Inc 10-Q for FY2026 Q1

Dss, Inc. (DSS)

10-Q 2026-05-15 For: 2026-03-31

Added on May 16, 2026

About this 10-Q

Dss, Inc filed this 10-Q on May 15, 2026, covering the quarter ended March 31, 2026 (FY2026 Q1).

Headline figures

Quarter ended March 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $4.33M; down 12.6% from $4.95M a year earlier
Net loss: $5.82M; compared with a net loss of $4.78M a year earlier

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

Emerging growth company ☐

Title of each class		Ticker symbol(s)		Name of each exchange on which registered
Common Stock, $0.02 par value per share		DSS		The NYSE American LLC

PART I	FINANCIAL INFORMATION
Item 1
	Condensed Consolidated Balance Sheets as March 31, 2026 (Unaudited) and December 31, 2025 (unaudited)	3
	Condensed Consolidated Statements of Operations for the three months ended March 31, 2026 and 2025 (Unaudited)	4
	Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025 (Unaudited)	6
	Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2026 and 2025 (Unaudited)	5
	Notes to Interim Condensed Consolidated Financial Statements (Unaudited)	7
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
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 3	Defaults upon Senior Securities	34
Item 4	Mine Safety Disclosures	34
Item 5	Other Information	34
Item 6	Exhibits	35

	As of March 31, 2026			As of December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	4,936,000		$	6,214,000
Restricted cash		-			100,000
Accounts receivable, net		2,042,000			2,254,000
Inventory		1,819,000			1,998,000
Investment in trading securities		983,000			2,694,000
Current portion of notes receivable, net		199,000			198,000
Current portion of notes receivable - related party		229,000			238,000
Current portion of notes receivable		229,000			238,000
Prepaid expenses and other current assets		480,000			649,000
Total current assets		10,688,000			14,345,000

Property, plant and equipment, net		4,811,000			4,819,000
Investment in real estate, net		16,497,000			16,637,000
Investment, cost method		500,000			500,000
Investment, equity method		3,710,000			113,000
Investment in equity securities		2,293,000			6,517,000
Convertible bond investment – related party		8,520,000			-
Other assets		65,000			71,000
Right-of-use assets		5,668,000			5,825,000
Goodwill		1,769,000			1,769,000
Other intangible assets, net		16,746,000			17,034,000
Total assets	$	71,267,000		$	67,630,000

LIABILITIES AND STOCKHOLDERS’ EQUITY

Current liabilities:
Accounts payable	$	3,024,000		$	2,597,000
Accrued expenses		1,794,000			1,725,000
Other current liabilities		2,789,000			4,367,000
Accrued interest on long-term debt		7,742,000			7,162,000
Current portion of lease liability		610,000			611,000
Current portion of long-term debt, net		30,421,000			30,343,000
Convertible note payable - related party		1,127,000			503,000
Current portion of long-term debt - related party, net		180,000			188,000
Current portion of long-term debt		180,000			188,000
Total current liabilities		47,687,000			47,496,000

Long-term debt, net		5,496,000			5,727,000
Long term lease liability		5,539,000			5,692,000
Total liabilities		58,722,000			58,915,000

Commitments and contingencies (Note 13)		-

Stockholders’ equity (deficit)
Preferred stock, $0.02 par value; 47,000 shares authorized, zero shares issued and outstanding		-			-
Common stock, $0.02 par value; 200,000,000 shares authorized, 10,042,518 shares issued and outstanding (9,092,518 on December 31, 2025)		197,000			182,000
Additional paid-in capital		335,998,000			325,987,000
Accumulated deficit		(332,820,000	)		(327,001,000	)
Total stockholders’ equity of the Company		3,375,000			(832,000	)
Non-controlling interest in subsidiaries		9,170,000			9,547,000
Total stockholders’ equity		12,545,000			8,715,000

Total liabilities and stockholders’ equity	$	71,267,000		$	67,630,000

	2026			2025
	For the Three Months Ended March 31,
	2026			2025
Revenue:
Printed products	$	4,147,000		$	3,983,000
Rental		148,000			714,000
Commercial lending		6,000			21,000
Commission		23,000			221,000
Biotechnology		7,000			15,000
Total revenue		4,331,000			4,954,000

Costs and expenses:
Cost of revenue		5,533,000			5,187,000
Selling, general and administrative (including stock-based compensation)		4,285,000			3,493,000
Total costs and expenses		9,818,000			8,680,000
Operating loss		(5,487,000	)		(3,726,000	)

Other income (expense):
Interest income		1,000			3,000
Interest income on note receivable, related party		6,000			6,000
Dividend income		10,000			-
Other income (expense)		(14,000	)		4,000
Interest expense		(39,000	)		(33,000	)
Loss on equity method investment		(3,000	)		(3,000	)
Loss on investments		(700,000	)		(930,000	)
Change in fair value of convertible bond investment – related party		(128,000	)		-
Loss on sale on sale of real estate		-			(684,000	)
Loss from operations before income taxes		(6,354,000	)		(5,363,000	)

Income tax benefit		-			67,000
Net loss	$	(6,354,000	)	$	(5,296,000	)

Loss from operations attributed to noncontrolling interest		535,000			519,000

Net loss attributable to DSS common stockholders	$	(5,819,000	)	$	(4,777,000	)

Loss per common share attributable to common stockholders
Basic	$	(0.60	)	$	(0.55	)
Diluted	$	(0.60	)	$	(0.55	)

Shares used in computing loss per common share:
Basic		9,649,740			8,685,925
Diluted		9,649,740			8,685,925

															-
	Common Stock				Preferred Stock				Additional Paid-in		Accumulated			Total DSS			Non- controlling Interest in
	Shares		Amount		Shares		Amount		Capital		Deficit			Equity			Subsidiary			Total

Balance, December 31, 2024		8,092,518	$	161,000		-	$	-	$	323,150,000	$	(303,072,000	)	$	20,239,000		$	12,477,000		$	32,716,000
															-
Stock-based payments for professional services		-		-		-		-		29,000		-			29,000			-			29,000
Stock based payments		-		-		-		-		2,000		-			2,000			-			2,000
Stock based payments - Impact BioMedical, Inc.		-		-		-		-		2,000		-			2,000			-			2,000
Issuance of common stock, net of expenses - Impact BioMedical, Inc.		-		-		-		-		1,295,000		-			1,290,000			205,000			1,500,000
Issuance of common stock award		1,000,000		21,000		-		-		849,000		-			870,000			-			870,000
Net loss		-		-		-		-		-		(4,777,000	)		(4,777,000	)		(519,000	)		(5,296,000	)
Balance, March 31, 2025		9,092,518	$	182,000		-	$	-	$	325,325,000	$	(307,849,000	)	$	17,658,000		$	12,163,000		$	29,821,000

Balance, December 31, 2025		9,092,518		182,000		-		-		325,987,000		(327,001,000	)		(832,000	)		9,547,000			8,715,000
Balance		9,092,518		182,000		-		-		325,987,000		(327,001,000	)		(832,000	)		9,547,000			8,715,000

Issuance of common stock, net of expenses		950,000		15,000		-		-		688,000		-			703,000			-			703,000
Issuance of warrants in connection with convertible promissory note – related party		-		-		-		-		1,843,000		-			1,843,000			-			1,843,000
Fair value adjustment related to convertible bond received from related party		-		-		-		-		6,198,000		-			6,198,000			-			6,198,000
Stock based payments - Impact BioMedical, Inc.		-		-		-		-		1,282,000		-			1,282,000			158,000			1,440,000
Net loss		-		-		-		-		-		(5,819,000	)		(5,819,000	)		(535,000	)		(6,354,000	)
Balance, March 31, 2026		10,042,518	$	197,000		-	$	-	$	335,998,000	$	(332,820,000	)	$	3,375,000		$	9,170,000		$	12,545,000
Balance		10,042,518	$	197,000		-	$	-	$	335,998,000	$	(332,820,000	)	$	3,375,000		$	9,170,000		$	12,545,000

	2026			2025
Cash flows from operating activities:
Net loss	$	(6,354,000	)	$	(5,296,000	)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation and amortization		633,000			523,000
Gain on allowance for obsolescence of inventory		-			(21,000	)
Stock based payments for professional services rendered		-			29,000
Stock-based payments to employees and directors		1,440,000			872,000
Loss on equity method investment		3,000			3,000
Unrealized loss on investments		678,000			925,000
Change in ROU assets		157,000			177,000
Change in inventory obsolescence		4,000			-
Provision for loan loss recoveries		-			(21,000	)
Change in fair value of convertible bond investment - related party		128,000			-
Loss on sale of real estate		-			250,000
Decrease (increase) in assets:
Accounts receivable		212,000			441,000
Inventory		175,000			(36,000	)
Assets held for sale		-			(32,000	)
Prepaid expenses and other current assets		169,000			400,000
Investment in trading securities		1,657,000			1,806,000
Other assets		6,000			(417,000	)
Increase (decrease) in liabilities:
Accounts payable		427,000			(362,000	)
Accrued expenses		69,000			(364,000	)
ROU liabilities		(154,000	)		(165,000	)
Accrued interest on notes payable		589,000			985,000
Other liabilities		28,000			471,000
Net cash (used) provided by operating activities		(133,000	)		168,000

Cash flows from investing activities:
Purchase of property, plant and equipment		(197,000	)		(52,000	)
Purchase of convertible bond - related party		(2,450,000	)		-
Sale of real estate		-			9,500,000
Sale of investment, related party		-			1,500,000
Issuance of new notes receivable, net origination fees		(1,000	)
Payments received on notes receivable		9,000			122,000
Net cash (used) provided by investing activities		(2,639,000	)		11,070,000

Cash flows from financing activities:
Payments of long-term debt		(284,000	)		(8,997,000	)
Borrowings of long-term debt, net		73,000			109,000
Payment on margin loans		(1,548,000	)		(2,806,000	)
Borrowings of convertible note payable - related party		2,450,000			-
Issuances of common stock, net of issuance costs		703,000			-
Net cash provided (used) by financing activities		1,394,000			(11,694,000	)

Net decrease in cash		(1,378,000	)		(456,000	)
Cash and cash equivalents and restricted cash at beginning of period		6,314,000			11,431,000

Cash and cash equivalents at end of period	$	4,936,000		$	10,975,000

●	Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets.

●	Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

●	Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

	March 31, 2026			December 31, 2025
Finished Goods	$	755,000		$	807,000
Work in Process		370,000			498,000
Raw Materials		751,000			746,000
Inventory gross	$	1,876,000		$	2,051,000
Less allowance for obsolescence		(57,000	)		(53,000	)
Inventory net	$	1,819,000		$	1,998,000

	March 31, 2026
	Cost		Unrealized Gain/(Loss)			Fair Value		Cash and Cash Equivalents		Marketable Securities		Convertible bond investment – related party
Cash	$	3,879,000	$	-		$	3,879,000	$	3,879,000	$	-	$	-
Level 1
Money Market Funds		1,057,000		-			1,057,000		1,057,000		-		-
Marketable Securities		20,973,000		(17,697,000	)		3,276,000		-		3,276,000		-
Level 3
Convertible bond investment – related party		2,450,000		6,070,000			2,450,000		-		-		8,520,000
Total	$	28,359,000	$	(11,627,000	)	$	16,732,000	$	4,936,000	$	3,276,000	$	8,520,000

	December 31, 2025
	Adjusted Cost		Unrealized Gain/(Loss)			Fair Value		Cash and Cash Equivalents		Marketable Securities
Cash	$	4,981,000	$	-		$	4,981,000	$	4,981,000	$	-
Restricted Cash		100,000		-			100,000	$	100,000		-
Level 1
Money Market Funds		1,233,000		-			1,233,000		1,233,000		-
Marketable Securities		26,383,000		(17,172,000	)		9,211,000		-		9,211,000
Total	$	32,697,000	$	(17,172,000	)	$	15,525,000	$	6,314,000	$	9,211,000

Year	Notes payable		Convertible note payable - related party		Notes payable - related party		Total
2026	$	29,519,000	$	1,127,000	$	180,000	$	30,826,000
2027		938,000		-		-		938,000
2028		986,000		-		-		986,000
2029		504,000		-		-		504,000
2030		235,000		-		-		235,000
Thereafter		3,735,000		-		-		3,735,000
Total	$	35,917,000	$	1,127,000	$	180,000	$	37,224,000


2026	$	839,000
2027		808,000
2028		824,000
2029		840,000
2030		857,000
After		3,216,000
Total lease payments	$	7,384,000
Less imputed interest		(1,235,000	)
Present value of remaining lease payments	$	6,149,000

Current	$	610,000
Non-current	$	5,539,000

Weighted average remaining lease term (years)		8.4

Weighted average discount rate		3.8	%

	2026		2025

Cash paid for interest	$	53,000	$	947,000

Non-cash investing and financing activities:

Shares issued in lieu of cash as payment for legal services	$	-	$	29,000

Stock-based compensation	$	1,440,000	$	872,000

Three Months Ended March 31, 2026	Product Packaging			Commercial Lending			Biotechnology			Securities			Corporate/ Other			Total
Revenue	$	4,163,000		$	6,000		$	7,000		$	155,000		$	-		$	4,331,000
Cost of Revenue		4,439,000			-			-			1,094,000			-			5,533,000
Gross profit (loss)		(276,000	)		6,000			7,000			(939,000	)		-			(1,202,000	)
Operating expense		899,000			77,000			2,305,000			318,000			686,000			4,285,000
Operating income (loss)		(1,175,000	)		(71,000	)		(2,298,000	)		(1,257,000	)		(686,000	)		(5,487,000	)
Other income (expense)		(30,000	)		8,000			5,000			(113,000	)		(737,000	)		(867,000	)
Net income (loss) from operations before taxes	$	(1,205,000	)	$	(63,000	)	$	(2,293,000	)	$	(1,370,000	)	$	(1,423,000	)	$	(6,354,000	)

Three Months Ended March 31, 2025	Product Packaging			Commercial Lending			Biotechnology			Securities			Corporate/ Other			Total
Revenue	$	3,998,000		$	21,000		$	15,000		$	920,000		$	-		$	4,954,000
Cost of revenue		3,801,000			(21,000	)		11,000			1,396,000			-			5,187,000
Gross profit (loss)		197,000			42,000			4,000			(476,000	)		-			(233,000	)
Operating expense		709,000			65,000			1,057,000			162,000			1,500,000			3,493,000
Operating income (loss)		(512,000	)		(23,000	)		(1,053,000	)		(638,000	)		(1,500,000	)		(3,726,000	)
Other income (expense)		(39,000	)		(247,000	)		41,000			(1,077,000	)		(315,000	)		(1,637,000	)
Net income (loss) from operations before taxes	$	(551,000	)	$	(270,000	)	$	(1,012,000	)	$	(1,715,000	)	$	(1,815,000	)	$	(5,363,000	)

Three months ended March 31, 2026
Packaging Printing and Fabrication	$	4,036,000
Commercial and Security Printing		111,000
Real Property Rental Income		16,000
Total Printed Products Revenue	$	4,163,000

Three months ended March 31, 2025
Packaging Printing and Fabrication	$	3,848,000
Commercial and Security Printing		135,000
Real Property Rental Income		15,000
Total Printed Products Revenue	$	3,998,000

Three months ended March 31, 2026
Net investment income	$	6,000
Total Commercial Lending Revenue	$	6,000

Three months ended March 31, 2026
Retail internet sales		7,000
Total Biotechnology Revenue	$	7,000

Three months ended March 31, 2026
Rental income	$	132,000
Commission income	$	23,000
Total Securities Revenue	$	155,000

Three months ended March 31, 2025
Rental income	$	699,000
Commission income	$	221,000
Total Securities Revenue	$	920,000

	Three months ended March 31, 2026		Three months ended March 31, 2025		% Change
Product Packaging	$	4,163,000	$	3,998,000		4	%
Securities		155,000		920,000		-83	%
Commercial Lending		6,000		21,000		-71	%
Biotechnology		7,000		15,000		-53	%

	$	4,331,000	$	4,954,000		-13	%

	Three months ended March 31, 2026		Three months ended March 31, 2025			% Change

Cost of revenue
Printed products	$	4,439,000	$	3,801,000			17	%
Securities		1,094,000		1,396,000			-22	%
Biotechnology		-		11,000			-100	%
Commercial lending		-		(21,000	)		-100	%
Sales, general and administrative compensation		999,000		1,176,000			-15	%
Professional fees		597,000		506,000			18	%
Stock-based compensation		1,440,000		872,000			65	%
Sales and marketing		375,000		401,000			-6	%
Rent and utilities		132,000		126,000			5	%
Research and development		46,000		236,000			-81	%
Other operating expenses		696,000		176,000			295	%

Total costs and expenses	$	9,818,000	$	8,680,000			13	%

	Three months ended March 31, 2026			Three months ended March 30, 2025			% Change

Interest Income	$	1,000		$	3,000			-67	%
Interest income on note receivable, related party		6,000			6,000			0	%
Dividend Income		10,000			-			N/A
Other Income (expense)		(14,000	)		4,000			-450	%
Interest Expense		(39,000	)		(33,000	)		18	%
Loss on equity method investment		(3,000	)		(3,000	)		0	%
Loss on investments		(700,000	)		(930,000	)		-25	%
Change in fair value of convertible bond investment – related party		(128,000	)		-			N/A
Loss on sale of real estate		-			(684,000	)		-100	%

Total other income	$	(867,000	)	$	(1,637,000	)		47	%

Exhibit Number		Exhibit Description

3.1		Certificate of Incorporation *

3.2		Certificate of Incorporation of Document Security Systems, Inc., as amended (incorporated by reference to exhibit 3.1 to Form 8-K dated August 25, 2016).

3.3		Fifth Amended and Restated Bylaws *

10.1		Securities Purchase Agreement between Decentralized Sharing Systems, Inc. and Sharing Services Global Corporation for the sale of HWH Holdings, Inc. (incorporated by reference to exhibit 10.1 to exhibit 10.1 to the Company’s quarterly report, dated August 13, 2024)

10.2		Securities Purchase Agreement between Decentralized Sharing Systems, Inc. and Sharing Services Global Corporation for the sale of HWH World, Inc. (incorporated by reference to exhibit 10.2 to exhibit 10.1 to the Company’s quarterly report, dated August 13, 2024)

31.1		Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer. *

31.2		Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer. *

32.1		Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. *

32.2		Certification of Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. *

101.INS		Inline XBRL Instance 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 (embedded within the Inline XBRL document)*

	DSS, INC.

May 15, 2026	By:	/s/ Jason Grady
		Jason Grady
		Interim Chief Executive Officer
		(Principal Executive Officer)

May 15, 2026	By:	/s/ Todd D. Macko
		Todd D. Macko
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

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

	(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company at the dates and for the periods indicated.