8-K

Knightscope, Inc. (KSCP)

8-K 2025-03-12 For: 2025-03-09
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Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934

Date of Report (Date of earliest event reported):

March 9, 2025

Knightscope, Inc.

(Exact name of registrant as specified in itscharter)

Delaware 001-41248 46-2482575
(State or other jurisdiction<br><br> <br>of incorporation) (Commission<br><br> <br>File Number) (IRS Employer<br><br> <br>Identification No.)

1070 Terra Bella Avenue

Mountain View, California 94043

(Address of principal executive offices)(ZipCode)

Registrant’s telephone number, including

area code: (650) 924-1025

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities<br>Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange<br>Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under<br>the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under<br>the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading symbol(s) Name of each exchange on which registered
Class A Common Stock, par value $0.001 per share KSCP Nasdaq Capital Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company x

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. ¨

Item 2.02 Results of Operations and Financial Condition.

On March 9, 2025, Knightscope, Inc. (the “Company”) posted an updated corporate slide presentation (the “Presentation”), in which the Company announced that the Company’s estimated revenue for the year ended December 31, 2024 was approximately $11 million and that its estimated cash balance as of December 31, 2024 was approximately $11 million. The Presentation is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1.

The foregoing revenue and cash balance information is based on preliminary unaudited information and management estimates for the year ended December 31, 2024, is not a comprehensive statement of the Company’s financial results as of and for the fiscal year ended December 31, 2024, and is subject to completion of the Company’s financial closing procedures. The Company’s independent registered public accounting firm has not conducted an audit or review of, and does not express an opinion or any other form of assurance with respect to, this preliminary estimate.

The information contained in Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

Forward-Looking Statements

This Current Report contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements can be identified by the use of words such as “should,” “may,” “intends,” “anticipates,” “believes,” “estimates,” “projects,” “forecasts,” “expects,” “plans,” “proposes” and similar expressions. Forward-looking statements contained in this Current Report include statements regarding the Company’s preliminary unaudited revenue and preliminary unaudited cash balance for the year ended December 31, 2024. Although Knightscope believes that the expectations reflected in these forward-looking statements are based on reasonable assumptions, there are a number of risks, uncertainties and other important factors that could cause actual results to differ materially from such forward-looking statements, including the factors discussed under the heading “Risk Factors” in Knightscope’s Annual Report on Form 10-K for the year ended December 31, 2023, as updated by its other filings with the Securities and Exchange Commission. Forward-looking statements speak only as of the date of the document in which they are contained, and Knightscope does not undertake any duty to update any forward-looking statements, except as may be required by law.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following Exhibit 99.1 shall be deemed to be furnished, and not filed:

Exhibit Description
99.1 Presentation.
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

SIGNATURES

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

knightscope, INC.
Date: March 12, 2025 By: /s/ William Santana Li
Name: William Santana Li
Title: Chief Executive Officer and President

Exhibit 99.1

Corporate Overview<br> © Knightscope, Inc. 2025. All rights reserved.<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
FORWARD LOOKING STATEMENTS<br>This presentation contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the<br>Securities Exchange Act of 1934, as amended, with respect to Knightscope, Inc. (“Knightscope” or the “Company”). Forward-looking statements contained in this<br>presentation and other communications include, but are not limited to, statements about the Company’s financial results, outlook, near- and long-term revenue<br>opportunity and goals, profitability, growth, prospects, future products and services, industry and technology developments, and potential addressable market.<br>Words such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will<br>be,” “will continue,” “will likely result,” or the negative of these words, and similar expressions are often intended to identify forward-looking statements, although<br>not all forward-looking statements contain these identifying words. Forward-looking statements are predictions, projections, and other statements about future<br>events that are based on current expectations and assumptions and on information currently available to our management and, as a result, are subject to risks and<br>uncertainties, some of which cannot be predicted or quantified. Knightscope cannot assure you that the results, events, and circumstances reflected in the<br>forward-looking statements in this presentation will be achieved or occur. Many factors could cause actual future events to differ materially from the forward-looking statements in this presentation, including those described in the section captioned “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the<br>fiscal year ended December 31, 2023, filed with the Securities and Exchange Commission. the "SEC") and in our other filings with the SEC. If any of these risks<br>materialize or underlying assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements. In<br>addition, forward-looking statements reflect our expectations, plans, or forecasts of future events and views as of the date of this presentation. We anticipate that<br>subsequent events and developments will cause our assessments to change. Accordingly, forward-looking statements should not be relied upon as representing<br>our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the<br>date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. Additional<br>risks and uncertainties are identified and discussed in Knightscope’s disclosure materials filed from time to time with the SEC which are available at the SEC’s<br>website at www.sec.gov or on Knightscope’s Investor Relations website at ir.knightscope.com.<br>FINANCIAL DISCLOSURE ADVISORY<br>This presentation contains certain estimated preliminary financial results for the fourth quarter and fiscal year ended December 31, 2024. These estimates are<br>based on the information available to the Company at this time. The Company's financial closing procedures for the fourth quarter and full year 2024 are not yet<br>complete and, as a result, actual results may vary from the estimated preliminary results presented here due to the completion of the Company's financial closing<br>and audit procedures. The estimated preliminary financial results have not been audited or reviewed by the Company's independent registered public accounting<br>firm. These estimates should not be viewed as a substitute for the Company's full interim or annual financial statements. Accordingly, you should not place undue<br>reliance on this preliminary data.<br>TRADEMARKS<br>Knightscope owns or has rights to various trademarks, service marks and trade names that it uses in connection with the operation of its businesses. This<br>presentation may also contain trademarks, service marks, trade names and copyrights of third parties, which are the property of their respective owners. The use<br>or display of third parties’ trademarks, service marks, trade names or products in this presentation is not intended to, and does not imply, a relationship with<br>Knightscope, or an endorsement or sponsorship by or of Knightscope. Solely for convenience, the trademarks, service marks, trade names and copyrights referred<br>to in this presentation may appear without the TM, SM, ® or © symbols, but such references are not intended to indicate, in any way, that Knightscope will not<br>assert, to the fullest extent under applicable law, its rights or the right of the applicable licensor to these trademarks, service marks, trade names and copyrights.
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WE STOP<br>CRIMINALS<br>.<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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At a Glance<br>Founded<br>2013<br>Employees<br>70<br>Headquarters<br>Mountain View, CA<br>Machines in Network<br>~10,000<br>Market Capitalization<br>$53.1M (as of Dec 31, 2024)<br>Estimated Cash<br>$11M (end 2024 estimate)<br>Estimated Revenue<br>$11M (end 2024 estimate)<br>Knightscope, Inc. (NASDAQ: KSCP) is a public safety innovator headquartered in Silicon Valley<br>on a long-term mission to make America the safest country in the world.<br> • We design, engineer, manufacture, deploy and monitor cutting-edge autonomous machines<br>and software applications utilized by businesses and governments nationwide<br> • Our advanced technology is used to deter, detect and report criminal activity to better protect<br>the places people live, work, study and visit – targeting an estimated $230 billion TAM<br> • First mover advantage with 3+ million hours of autonomous operations across the country<br> • Achieved Authority to Operate (“ATO”) with U.S. Federal Government poised for long-term<br>sustainable and profitable growth<br> • Next generation new products under development include the K7 Autonomous Security Robot<br>and the K1 Super Tower to be launched in 2026<br>NOTE: Based on preliminary unaudited information and management estimates for the year ended December 31, 2024, not a comprehensive statement of the Company's financial<br>results as of and for the fiscal year ended December 31, 2024, and subject to completion of the Company's financial closing procedures. The Company's independent registered public<br>accounting firm has not conducted an audit or review of and does not express an opinion or any other form of assurance with respect to, this preliminary estimate. See slide 2.<br>Source: Company estimates and public sources. See Appendix.
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THE<br>PROBLEM<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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• Security guards cost businesses<br>$25 to $65 per hour ($220K -<br>$570K per year for 24/7 coverage)<br> • Police officers cost communities<br>$50 to $150 per hour ($438K -<br>$1.3M for 24/7 coverage)<br> • 24/7 post requires 4 humans as<br>not possible to triple shift people<br>EXPENSIVE INEFFICIENT POOR RESULTS<br> • Every 26 seconds a violent crime<br>occurs somewhere in the country<br> • Every 5 seconds a property crime<br>occurs somewhere in a community<br> • Vehicle thefts increased by 12.6%<br>in 2023<br> • Public safety is now a nationwide<br>crisis plaguing communities<br> • 100% to 400% employee turnover<br>rates for security guards making<br>quality and consistency in service<br>impossible<br> • Police officer retention crisis with<br>10% to 30% vacancy rates<br> • Lack of real-time intelligence and<br>insufficient physical deterrence<br>Existing Public Safety Infrastructure<br>Source: Company estimates and public sources. See Appendix.
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Annual negative economic impact of crime in the U.S.<br>$2.6 Trillion<br>Source: Company estimates and public sources. See Appendix.
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OUR<br>TECHNOLOGY<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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KSOC<br>KEMS<br>Crime Fighting Technology<br>HARDWARE + SOFTWARE + HUMANS<br>RTX<br>KNOC<br> • Risk & Threat<br>Exposure (RTX) team<br>adds 24/7 humans-in-the-loop to provide<br>vetted intelligence and<br>reduce false alarms<br> • Knightscope Network<br>Operations Center<br>(KNOC) team actively<br>monitor robot health to<br>ensure continuity in<br>operations<br> • Real time information<br>through Knightscope<br>Security Operations<br>Center (KSOC) and<br>Knightscope<br>Emergency<br>Management System<br>(KEMS) software<br>applications<br> • Up to 200+ terabytes of<br>data generated per<br>annum per machine<br>ASR<br>ECD<br> • Autonomous Security<br>Robots (ASR) patrol to<br>deter criminal acts and<br>provide real-time video<br>+ audio insights on<br>incidents<br> • Emergency<br>Communication<br>Devices (ECD) provide<br>instant access to<br>emergency services in<br>times of need
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Physical A.I.<br>Physical Presence<br>Announcements<br>Strobe Lights<br>Blue Light<br>Signage<br>HD Video<br>Live Audio<br>People<br>Faces<br>Vehicles<br>Plates<br>Thermal<br>Signals<br>Gunshots<br>Real Time Alerts<br>Human-in-the-Loop<br>Escalations<br>Daily Reports<br>Quarterly Reviews<br>DETER + DETECT + REPORT
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• Autonomous Security Robot<br>annual subscriptions are $1 to $11<br>per hour<br> • Emergency Communication<br>Devices are $5,000 to $12,000<br>product sales (with service<br>agreements charged separately)<br>COST EFFECTIVE EFFICIENT REAL RESULTS<br> • Clients have renewed<br>subscriptions from 2 years up to 8<br>years consecutively<br> • Numerous crime fighting wins<br> • Public safety now has a path<br>forward to the future of safer<br>communities<br> • No employee turnover or vacancy<br>issues<br> • Technology doesn’t sleep and is<br>triple shifted operating 24/7/365<br> • Provides real-time on-site<br>intelligence and a physical<br>deterrence<br>Knightscope: The Future of Public Safety
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OUR<br>CLIENTS<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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$230<br>BILLION<br>CY2025 TAM<br>TOTAL ADDRESSABLE MARKET<br>$57B<br>Public Safety<br> & Government<br>Enterprise<br>$34B<br>Critical<br>Infrastructure<br>$37B<br>Retail &<br>Hospitality<br>$38B<br>Healthcare<br>$7B<br>Education<br>$21B<br>Transit &<br>Smart Cities<br>$20B<br>Residential &<br>Community<br>Security<br>$18B<br>Public Safety & Government<br>Law Enforcement<br>Correctional Facilities<br>Border Security<br>Military Bases<br>Critical Government Infrastructure<br>Enterprise<br>Corporate Campuses<br>Industrial & Manufacturing<br>Logistics & Warehousing<br>Commercial Real Estate<br>Data Centers<br>Critical Infrastructure<br>Energy & Utilities<br>Telecommunications<br>Water & Wastewater Facilities<br>Seaports & Transportation Hubs<br>Retail & Hospitality<br>Shopping Malls & Retail Centers<br>Casinos & Gaming Facilities<br>Hotels & Resorts<br>Stadiums & Event Venues<br>Parking Lots & Structures<br>Healthcare<br>Hospitals<br>Medical Centers<br>Education<br>K-12 Schools & Campuses<br>Colleges & Universities<br>Training Centers & Research Facilities<br>Transit & Smart Cities<br>Airports<br>Rail & Transit Hubs<br>Parks & Public Spaces<br>Smart City Surveillance Networks<br>Residential & Community Security<br>Apartments & Condominiums<br>Homeowner Associations (HOAs)<br>Subdivisions & Gated Communities<br>Mixed-Use Developments<br>Source: Company estimates and public sources. See Appendix.
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Broad Client Base<br>LIVE<br>Apartments<br>Condominiums<br>Homeowner Associations<br>Mixed Use<br>Subdivisions<br>WORK<br>Corporate Campuses<br>Commercial Real Estate<br>Government<br>Industrial<br>Logistics Facilities<br>Manufacturing Plants<br>STUDY<br>K-12 Schools<br>Universities<br>Training Centers<br>CRIME can occur in all the places that are important to people<br>Knightscope technologies operate 24/7/365 to PROTECT these places<br>VISIT<br>Airports<br>Casinos<br>Hospitals<br>Hotels<br>Parking<br>Parks<br>Rail<br>Retail<br>Storage
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Diversified Business Model<br>BLENDED model with strong recurring revenue and transactional sales<br>Ensures stability and growth potential<br>RECURRING<br>REVENUE<br>ASR Machine-as-a-Service (MaaS)<br>Knightscope Network Operations Center (KNOC)<br>Risk & Threat Exposure (RTX)<br>Knightscope Emergency Management System (KEMS)<br>ECD Full-Service Maintenance (FSM)<br>TRANSACTIONAL<br>REVENUE<br>Blue Light Towers<br>Blue Light Emergency Phones<br>Call Boxes<br>Retrofit Kits<br>HIGH MARGINS EXPANSION POTENTIAL
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We Protect the Places You<br>LIVE<br>WORK<br>STUDY<br>VISIT
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OUR<br>GROWTH<br>STRATEGY<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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Moonshot<br>FUTURE AI DRIVEN<br>Public Safety Infrastructure<br>is Advanced and Intelligent<br>1 million law enforcement professionals<br>1.5 million security guards<br>85 million cameras<br>300,000law enforcement vehicles<br>EXISTING<br>Public Safety Infrastructure<br>is Archaic and Fragmented<br>ROBOTS WILL<br>BE<br>EVERYWHERE.<br>Additional 1 million<br>machines-in-network that can see, feel, hear, smell,<br>speak and autonomously cooperate to support the 2.5<br>million human officers and guards 24/7/365
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Key Growth Drivers<br>U.S. Federal Government Growth<br> • Deployed first K5 GOV at U.S.<br>Dept of Veterans Affairs,<br> • Won U.S. Air Force Phase 1<br>contract<br> • Achieved Authority to Operate<br>(“ATO”) across federal agencies<br> • Establishing Washington Office to<br>drive business development,<br>government relations and strategic<br>communications<br>Growth Led by New Products<br> • Alpha Prototype of K7<br>Autonomous Security Robot<br>completed, Beta Prototypes in<br>2025, targeting production in 2026<br> • Accelerated product development<br>schedule for K1 Super Tower with<br>Alpha and Beta Prototypes in<br>2025, targeting production in 2026<br> • Plan to significantly grow top line<br>revenue profitably<br>Organic and Inorganic Growth<br> • Partnered with Verizon Frontline<br>advanced telecommunications<br>network for first responders to<br>drive growth<br> • Scaling ASR and ECD business in<br>healthcare, gaming, industrial, real<br>estate, education, transportation<br>and government<br> • Acquisition(s) and partnership(s)<br>opportunities being vetted
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FINANCIAL<br>OVERVIEW<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD
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Balance<br>Sheet<br> ü Converted outstanding preferred stock to common<br> ü Eliminated outstanding warrants with toxic terms<br> ü Raised over $40M (2024)<br>Corporate<br>Governance<br> ü New Board of Directors with industry experience<br> ü Increased authorized shares<br> ü Eliminated preferred share class<br> ü Updated capital structure to align with peers<br>Operations<br> ü Outsourced non-core field technician services<br> ü Cut management team by one 1/3rd (2024)<br> ü Reduced G&A payroll expense by 1/3rd (2024)<br> ü Established new manufacturing process<br> ü Recruited new sales team and accounting teams<br> ü R&D investment in new technology platforms<br> ü Positioned for long-term sustainable growth<br> ü Initiated facility consolidation<br> ü Kicked off search for new headquarters<br>Financial Overview<br> • 2024 and first 2 quarters of 2025 focused<br>on fundamental restructuring of the<br>business to better align with market and<br>opportunities given proven technology<br> • Deep financial review of income<br>statement activities to optimize<br>operations<br> • Significant balance sheet improvements<br>to set strong foundation for growth<br> • Executed and planned changes to yield<br>near-term choppy results intended to set<br>the stage for growth in 2026<br> • Recurring revenue for recurring societal<br>problem targeting to grow over time
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Management<br>William Santana Li<br>Chairman and CEO<br>Apoorv S Dwivedi<br>EVP and Chief Financial Officer<br>Aaron J Lehnhardt<br>EVP and Chief Design Officer<br>Jason M Gonzalez<br>SVP Client Development<br>Ronald J Gallegos<br>SVP Client Experience<br>EXPERTISE<br>Domain Experts<br>Management team has 5 to 11 years of<br>operating experience scaling up Knightscope<br>since inception and are prepared to fuel the<br>next stage of growth<br>Execution<br>Design, development, operations,<br>commercialization, acquisitions<br>Public Company Governance<br>Proven executive experience at multiple<br>public companies<br> • Seasoned entrepreneur and former<br>executive at Ford Motor Company<br> • Founder and Chief Operating Officer of<br>GreenLeaf, which became the world's<br>2nd largest automotive recycler (now<br>NASDAQ: LKQ)<br>Mercedes Soria<br>EVP and CIO CISO<br> • Award winning former Deloitte software<br>engineering leader with deep experience<br>in enterprise, artificial intelligence and<br>startups<br> • Former Ford Motor Company senior<br>designer, digital design expert and Alias<br>3D instructor at College for Creative<br>Studies<br> • Extensive finance, corporate and startup<br>experience and former GE Finance, Cox<br>Automotive, Sears and Nxu<br> • Seasoned security professional with 20+<br>years of experience and former Whelen<br>Security, G4S, Honeywell, and Tyco<br>Integrated Security<br> • Seasoned security professional with 20+<br>years of experience and former<br>AlliedBarton, G4S, Securitas and<br>Geofeedia
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Board of Directors<br>William Santana Li<br>Chairman and CEO<br>Robert A. Mocny<br>Independent Director<br>Melvin W. Torrie<br>Independent Director<br>William G. Billings<br>Independent Director
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NASDAQ: KSCP<br>MAKE AMERICA THE SAFEST COUNTRY IN THE WORLD<br>JOIN US AND BE A<br>FORCE FOR GOOD
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Existing Public Safety Infrastructure Sources:<br>https://www.pewresearch.org/short-reads/2024/04/24/what-the-data-says-about-crime-in-the-us<br>https://www.pewresearch.org<br>https://cde.ucr.cjis.gov/LATEST/webapp/#/pages/home<br>https://www.pewresearch.org/short-reads/2024/04/24/what-the-data-says-about-crime-in-the-us/<br>www.fbi.gov<br>Negative Impact of Crime Sources:<br>https://news.vanderbilt.edu/2021/02/05/new-research-examines-the-cost-of-crime-in-the-u-s-estimated-to-be-2-6-trillion-in-a-single-year<br>2025 U.S. TAM Sources:<br> • IBISWorld – Security Services Industry in the U.S. (2024)<br> • MarketsandMarkets – Autonomous Security Robots Market Forecast, 2023–2028 (December 2023)<br> • Allied Market Research – Emergency Communication Systems Market Growth Analysis, 2023–2030 (January 2024)<br> • Frost & Sullivan – AI-Driven Security & Surveillance Trends, 2024 (February 2024)<br> • DHS & FBI Annual Reports – U.S. Public & Private Sector Security Spending Estimates (2023)<br> • National Institute of Standards and Technology (NIST) – AI & Robotics in Public Safety: Market Growth Report (2023)<br> • Homeland Security Research Corp. – Critical Infrastructure Protection & Perimeter Security Market Outlook, 2023-2028 (October 2023)<br> • American Public Transportation Association (APTA) – Rail & Transit Security Spending Projections (2023)<br> • Commercial Real Estate Development Association (NAIOP) – Corporate Campus & Industrial Security Market Trends (2024)<br> • National Retail Federation (NRF) – Retail Security & Loss Prevention Spending Report (2023)<br> • American Gaming Association (AGA) – Casino & Hospitality Security Expenditures, 2023-2027 (November 2023)<br> • National Center for Education Statistics (NCES) – K-12 & Higher Education Campus Security Budgets (2023)<br> • National Apartment Association (NAA) – Multifamily Housing Security Market & Crime Prevention Strategies (2023)<br> • Urban Land Institute (ULI) – Residential & Mixed-Use Development Security Trends (2023)<br> • Company Estimates – Knightscope’s proprietary market projections based on customer demand, RFP data, and competitive landscape<br>Appendix
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