Interlink Electronics Inc 10-K for FY2024

Interlink Electronics Inc (LINK)

10-K 2025-03-27 For: 2024-12-31

Added on April 08, 2026

About this 10-K

Interlink Electronics Inc filed this 10-K on March 27, 2025, covering the fiscal year ended December 31, 2024 (FY2024).

Headline figures

Fiscal year ended December 31, 2024, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $11.68M; down 16.2% from $13.94M a year earlier
Net loss: $1.98M; compared with a net loss of $383K a year earlier
Diluted EPS: -$0.24; compared with -$0.08 a year earlier

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Nevada		77-0056625
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

48389 Fremont Boulevard, Suite 110
Fremont, CA		94538
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.001 par value per share	LINK	The Nasdaq Stock Market LLC

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

		Page
Special Note Regarding Forward-Looking Statements		3

	PART I
Item 1.	Business	5
Item 1A.	Risk Factors	16
Item 1B.	Unresolved Staff Comments	29
Item 1C.	Cybersecurity	29
Item 2.	Properties	30
Item 3.	Legal Proceedings	30
Item 4.	Mine Safety Disclosures	30
	PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	31
Item 6.	Reserved	31
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	32
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	39
Item 8.	Financial Statements and Supplementary Data	40
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	66
Item 9A.	Controls and Procedures	66
Item 9B.	Other Information	67
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	67
	PART III
Item 10.	Directors, Executive Officers and Corporate Governance	67
Item 11.	Executive Compensation	70
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	74
Item 13.	Certain Relationships and Related Transactions, and Director Independence	75
Item 14.	Principal Accountant Fees and Services	77
	PART IV
Item 15.	Exhibit and Financial Statement Schedules	79
Item 16.	Form 10–K Summary	80
Signatures		81


	Year Ended December 31,
	2024				2023
	$		%		$		%

	(in thousands, except percentages)
Revenue	$	11,679	100.0	%	$	13,940	100.0	%
Cost of revenue		6,833	58.5			7,381	52.9
Gross profit		4,846	41.5			6,559	47.1
Operating expenses:
Engineering, research and development		2,052	17.6			2,326	16.7
Selling, general and administrative		4,844	41.5			4,672	33.5
Total operating expenses		6,896	59.0			6,998	50.2
Loss from operations		(2,050)	(17.6)			(439)	(3.1)
Other income (expense), net		93	0.8			164	1.2
Loss before income taxes		(1,957)	(16.8)			(275)	(2.0)
Income tax expense		27	0.2			108	0.8
Net loss	$	(1,984)	(17.0)	%	$	(383)	(2.7)	%


		Page
Report of Independent Registered Public Accounting Firm (LMHS, P.C., Norwell, MA, Firm ID 3373)		41
Consolidated Balance Sheets as of December 31, 2024 and 2023		42
Consolidated Statements of Operations for the Years Ended December 31, 2024 and 2023		43
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2024 and 2023		44
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2024 and 2023		45
Consolidated Statements of Cash Flows for the Years Ended December 31, 2024 and 2023		46
Notes to Consolidated Financial Statements		47


	December 31,		December 31,
	2024		2023

	(in thousands, except par value)
ASSETS
Current assets
Cash and cash equivalents	$	2,950	$	4,304
Accounts receivable, net		1,612		2,167
Inventories		2,009		2,476
Prepaid expenses and other current assets		328		381
Total current assets		6,899		9,328
Property, plant and equipment, net		411		313
Intangible assets, net		1,874		2,654
Goodwill		2,658		2,461
Right-of-use assets		1,064		143
Deferred tax assets		82		83
Other assets		128		80
Total assets	$	13,116	$	15,062

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	573	$	464
Accrued liabilities		377		492
Lease liabilities, current		352		126
Accrued income taxes		88		293
Total current liabilities		1,390		1,375

Long-term liabilities
Lease liabilities, long term		777		33
Deferred tax liabilities		456		626
Total long-term liabilities		1,233		659
Total liabilities		2,623		2,034

Commitments and contingencies (Note 11)		—		—

Stockholders’ equity
Preferred stock, $0.01 par value: 1,000 shares authorized, 200 shares of Series A Convertible Preferred Stock issued and outstanding at both December 31, 2024 and 2023 ($5.0 million liquidation preference)		2		2
Common stock, $0.001 par value: 30,000 shares authorized, 9,864 and 9,860 shares issued and outstanding at December 31, 2024 and 2023, respectively		10		10
Additional paid-in-capital		62,313		62,279
Accumulated other comprehensive income		15		200
Accumulated deficit		(51,847)		(49,463)
Total stockholders’ equity		10,493		13,028
Total liabilities and stockholders’ equity	$	13,116	$	15,062


									Accumulated
							Additional		Other				Total
	Preferred Stock			Common Stock			Paid-in-		Comprehensive		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Income (Loss)		Deficit		Equity

	(in thousands)
Balance at December 31, 2022	200	$	2	9,915	$	10	$	62,614	$	(98)	$	(48,680)	$	13,848
Net loss	—		—	—		—		—		—		(383)		(383)
Repurchases of common stock	—		—	(56)		—		(350)		—		—		(350)
Preferred stock dividends	—		—	—		—		—		—		(400)		(400)
Foreign currency translation adjustment	—		—	—		—		—		298		—		298
Stock-based compensation expense	—		—	1		—		15		—		—		15
Balance at December 31, 2023	200	$	2	9,860	$	10	$	62,279	$	200	$	(49,463)	$	13,028
Net loss	—		—	—		—		—		—		(1,984)		(1,984)
Preferred stock dividends	—		—	—		—		—		—		(400)		(400)
Foreign currency translation adjustment	—		—	—		—		—		(185)		—		(185)
Stock-based compensation expense	—		—	4		—		34		—		—		34
Balance at December 31, 2024	200	$	2	9,864	$	10	$	62,313	$	15	$	(51,847)	$	10,493


	(in thousands)
Balance as of December 31, 2022	$	650
Adjustment to goodwill, acquisition price allocation of SPEC/KWJ		(404)
Goodwill acquired in acquisition of Calman		2,064
Adjustment to goodwill, foreign currency exchange rate changes		151
Balance as of December 31, 2023		2,461
Goodwill acquired in acquisition of Conductive Transfers and Global Print Solutions		232
Adjustment to goodwill, foreign currency exchange rate changes		(35)
Balance as of December 31, 2024	$	2,658


	Weighted
	Average
	Amortization	December 31,		December 31,
	Period	2024		2023

Intangible assets, net		(in thousands)
Patents, tradenames, and trademarks	5 Years	$	931	$	935
Developed technology	3.5 Years		536		543
Customer relationships	6 Years		1,427		1,449
Non-compete agreements	4 Years		916		930
Order backlog	0.5 Years		22		22
In-process research and development	Indefinite		29		29
			3,861		3,908
Less: accumulated amortization			(1,987)		(1,254)
Total intangible assets, net		$	1,874	$	2,654


Years ending December 31,	(in thousands)
2025	$	664
2026		537
2027		330
2028		260
2029		54
Thereafter		29
	$	1,874


Cash	$	1,577
Accounts receivable		656
Inventories		622
Prepaid expenses and other current assets		12
Property, plant, and equipment		146
Right-of-use assets		91
Accounts payable and accrued liabilities		(615)
Lease liabilities		(91)
Net identifiable tangible assets acquired		2,398
Developed technology		381
Tradenames and trademarks		214
Customer relationships		1,260
Non-compete agreements		843
Deferred tax liabilities		(710)
Goodwill		2,064
Net assets acquired	$	6,450


Inventories	$	19
Property and equipment		63
Net identifiable tangible assets acquired		82
Goodwill		232
Net assets acquired	$	314


	Pro Forma
	Year Ended December 31,
	2024		2023

	(in thousands)
Revenue	$	12,336	$	15,648
Net income (loss)	$	(1,979)	$	73


		Weighted-
		Average
		Grant-Date
		Fair Value
Nonvested Restricted Stock Units	Shares	(per share)
Nonvested at January 1, 2024	—	$	—
Granted	31,250		4.35
Vested	—		—
Forfeited	—		—
Nonvested at December 31, 2024	31,250	$	4.35


	Year Ended December 31,
	2024		2023

	(in thousands, except per share data)
Net loss	$	(1,984)	$	(383)
Less: Preferred stock dividends		(400)		(400)
Net loss applicable to common stockholders	$	(2,384)	$	(783)

Weighted average common shares outstanding – basic		9,862		9,887
Dilutive potential common shares from convertible preferred stock and restricted stock units		—		—
Weighted average common shares outstanding – diluted		9,862		9,887

Earnings (loss) per common share, basic	$	(0.24)	$	(0.08)
Earnings (loss) per common share, diluted	$	(0.24)	$	(0.08)

Shares issuable upon conversion of Series A Convertible Preferred Stock excluded from calculation because their conversion would be anti-dilutive		600		600
Shares subject to restricted stock units excluded from calculation because their effect would be anti-dilutive		31		—


Name	Age	Company Position
Steven N. Bronson	59	Chairman of the Board, President, and Chief Executive Officer
Ryan J. Hoffman	46	Chief Financial Officer and Secretary
Joy C. Hou	49	Director
David J. Wolenski	63	Director
Maria N. Fregosi	59	Director


			All Other
		Salary	Compensation⁽¹⁾	Total
Name and Principal Position	Year	($)	($)	($)
Steven N. Bronson	2024	293,955	1,677	295,632
Chief Executive Officer, President, and Chairman of the Board	2023	300,000	1,677	301,677

Ryan J. Hoffman⁽²⁾	2024	154,059	4,189	158,247
Chief Financial Officer	2023	112,417	3,142	115,559


	Fees Earned or
	Paid in Cash	Stock Awards⁽¹⁾⁽²⁾	Total
Director	($)	($)	($)
Joy C. Hou	10,000	5,000	15,000
David J. Wolenski	10,000	5,000	15,000
Maria N. Fregosi	10,000	5,000	15,000


	Common Stock
	Beneficially Owned
Name of Beneficial Owner	Number	Percentage
Named Executive Officers and Directors:
Steven N. Bronson⁽¹⁾	8,192,719	83.1	%
Ryan J. Hoffman	—	—
Joy C. Hou⁽²⁾	20,181	0.2	%
David J. Wolenski	6,306	0.1	%
Maria N. Fregosi	4,945	0.1	%
All executive officers and directors as a group (5 persons)	8,224,151	83.4	%

Other 5% Stockholders:
BKF Asset Holdings, Inc.⁽³⁾	1,490,487	15.1	%


			Number of Securities
			Remaining Available for
	Number of Securities to be	Weighted Average Exercise	Future Issuance Under
	Issued Upon Exercise of	Price of Outstanding	Equity Compensation Plans
	Outstanding Options,	Options, Warrants and	(Excluding Securities
	Warrants and Rights	Rights	Reflected in Column (a))
Plan Category	(a)	(b)	(c)
Equity compensation plans approved by security holders⁽¹⁾	31,250	—	2,276,565
Equity compensation plans not approved by security holders	—	—	—
Total	31,250	—	2,276,565


	2024		2023
Audit Fees⁽¹⁾	$	181,000	$	175,000
Audit-Related Fees⁽²⁾		—		—
Tax Fees⁽³⁾		—		—
All Other Fees⁽⁴⁾		—		50,000
Total Fees	$	181,000	$	225,000


Exhibit		Incorporated by Reference				Filed
Number	Exhibit Description	Form	File Number	Exhibit	Filing Date	Herewith
3.1	Articles of Incorporation of the Registrant	10	000-21858	3.1	February 17, 2016
3.2	Certificate of Designations of Series A Preferred Stock	8-K	001-37659	3.1	October 25, 2021
3.2.1	Certificate of Amendment of Certificate of Designations of Series A preferred Stock	8-K	001-37659	3.1	November 23, 2021
3.3	Bylaws of the Registrant	10	000-21858	3.2	February 17, 2016
3.4	Amendment to Bylaws of the Registrant	10	000-21858	3.3	February 17, 2016
4.1	Form of the Registrant’s common stock certificate	10	000-21858	4.1	February 17, 2016
4.2	Description of Securities	10-K	001-37659	4.2	March 25, 2024
10.1*	Form of Indemnification Agreement between the Registrant and each of its directors and officers	10	000-21858	10.1	February 17, 2016
10.2*	Employment Agreement, dated July 7, 2016, between the Registrant and Steven N. Bronson	8-K	001-37659	10.1	July 11, 2016
10.3*	Interlink Electronics, Inc. 2016 Omnibus Incentive Plan	8-K	001-37659	10.1	June 22, 2016
10.4*	Employment Offer Letter, dated November 4, 2020, between the Registrant and Ryan J. Hoffman	8-K	000-21858	10.1	November 17, 2020
19.1	Interlink Electronics, Inc. Insider Trading Policy					X
21.1	List of Subsidiaries					X
23.1	Consent of LMHS, P.C.					X
24.1	Power of Attorney (included on signature page)					X
31.1	Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002					X


Dated: March 27, 2025	Interlink Electronics, Inc.

	By:	/s/ Ryan J. Hoffman
		Ryan J. Hoffman
		Chief Financial Officer
		(Principal Financial and Accounting Officer)


Signature	Title	Date

/s/ Steven N. Bronson	Chief Executive Officer, President and Chairman of the Board of Directors (Principal Executive Officer)	March 27, 2025
Steven N. Bronson

/s/ Ryan J. Hoffman	Chief Financial Officer and Secretary (Principal Financial and Accounting Officer)	March 27, 2025
Ryan J. Hoffman

/s/ Maria N. Fregosi	Director	March 27, 2025
Maria N. Fregosi

/s/ Joy C. Hou	Director	March 27, 2025
Joy C. Hou

/s/ David J. Wolenski	Director	March 27, 2025
David J. Wolenski

		State or Other
		Jurisdiction of
		Incorporation or
Name of Entity		Organization
Interlink Electronics Asia Pacific Limited		Hong Kong
Interlink Electronics (China) Co. Ltd.		China
Interlink Electronics Singapore Private Limited		Singapore
IE Sensors, Inc.		Nevada
Interlink Electronics Limited		United Kingdom
Calman Technology Limited		United Kingdom
Conductive Transfers International Limited		United Kingdom


Date: March 27, 2025	/s/ Steven N. Bronson
	Steven N. Bronson, Chief Executive Officer
	(Principal Executive Officer)

Date: March 27, 2025	/s/ Ryan J. Hoffman
	Ryan J. Hoffman, Chief Financial Officer
	(Principal Financial and Accounting Officer)