TAO Synergies Inc 10-Q for FY2026 Q1

TAO Synergies Inc. (TAOX)

10-Q 2026-05-13 For: 2026-03-31

Added on May 14, 2026

About this 10-Q

TAO Synergies Inc filed this 10-Q on May 13, 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: $388.77K
Net income: $4.25M; up 1004.6% from net income of $385.17K a year earlier
Diluted EPS: $0.43; up 975.0% from $0.04 a year earlier

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Delaware	46-1585656
(State or other jurisdiction of incorporation or	(I.R.S. Employer
organization)	Identification No.)

1185 Avenue of the Americas, 3rd Floor
New York, New York	10036
(Address of principal executive offices)	(Zip code)

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


	Page
Part I – FINANCIAL INFORMATION	4

Item 1. Financial Statements (Unaudited)	4

Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025	4

Condensed Consolidated Statements of Operations and Comprehensive Loss for the three months ended March 31, 2026 and 2025	5

Condensed Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2026 and 2025	6

Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026 and 2025	7

Notes to Condensed Consolidated Financial Statements	8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	27

Item 3. Quantitative and Qualitative Disclosures about Market Risk	35

Item 4. Controls and Procedures	35

Part II – OTHER INFORMATION	36

Item 1. Legal Proceedings	36

Item 1A. Risk Factors	36

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	36

Item 3. Defaults upon Senior Securities	36

Item 4. Mine Safety Disclosures	36

Item 5. Other Information	36

Item 6. Exhibits	37

Signatures	38


	March 31,		December 31,
	2026		2025
ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	3,645,809	$	5,497,671
Digital assets		25,157,894		17,927,183
Prepaid expenses and other current assets		1,437,475		1,953,904

TOTAL CURRENT ASSETS		30,241,178		25,378,758

Fixed assets, net of accumulated depreciation		8,493		9,309
Yuma Partnership investments		797,694		446,954

TOTAL ASSETS	$	31,047,365	$	25,835,021


LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES
Accounts payable	$	946,327	$	1,175,323
Accrued expenses		157,416		638,516

TOTAL CURRENT LIABILITIES		1,103,743		1,813,839

Warrant liability		15,000		9,000
Derivative liability		3,764,000		2,114,000

TOTAL LIABILITIES		4,882,743		3,936,839

Commitments and contingencies

Series D Convertible Preferred Stock, $.0001 par value and $1,000 face value, 1,000,000 shares authorized; 679 shares issued and outstanding at March 31, 2026 and December 31, 2025. Liquidation preference of $678,562 plus dividends accrued at 5% per annum of $0 as of March 31, 2026.		694,852		507,927

Series E Convertible Preferred Stock, $.0001 par value and $1,000 face value, 1,000,000 shares authorized; 11,000 and 0 shares issued and outstanding at December 31, 2025 and December 31, 2024, respectively. Liquidation preference of $11 million plus dividends accrued at 7% per annum of $0 as of December 31, 2025.		2,211,006		338,774


STOCKHOLDERS’ EQUITY
Common stock - 150,000,000 shares authorized, $0.0001 par value; 7,471,931 shares issued and outstanding as of March 31, 2026 and 7,448,343 shares issued and outstanding as of December 31, 2025.		748		746
Additional paid-in capital		95,398,301		97,242,028
Accumulated other comprehensive income		5,702		5,702
Accumulated deficit		(72,145,987)		(76,196,995)

TOTAL STOCKHOLDERS’ EQUITY		23,258,764		21,051,481

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	31,047,365	$	25,835,021


		Three Months Ended			Three Months Ended
		March 31,			March 31,
		2026			2025
REVENUES:
Revenues from TAO staking		$	388,774		$	—

OPERATING EXPENSES:
Research and development			28,600			60,816
General and administrative			1,677,938			1,008,349
TOTAL OPERATING EXPENSES			1,706,538			1,069,165

OPERATING LOSS			(1,317,764)			(1,069,165)

OTHER INCOME:
Interest income			35,479			182,334
Unrealized gain on digital assets			6,841,937			—
Change in fair value of Yuma partnership investments			350,740			—
Change in fair value of warrant liability			(6,000)			1,351,000
Change in fair value of derivative liability			(1,650,000)			(79,000)
TOTAL OTHER INCOME			5,572,156			1,454,334

Net income before income taxes			4,254,392			385,169

Provision for income taxes			—			—

Net income			4,254,392			385,169

Preferred Stock dividends			203,384			101,403
Allocation of undistributed income to Preferred stockholders			715,790			115,930

Net income attributable to common stockholders		$	3,335,218		$	167,836

PER SHARE DATA:

Basic income per common share		$	0.45		$	0.12
Fully diluted income per common share		$	0.43		$	0.04

Basic weighted average common shares outstanding			7,481,700			1,385,700
Fully diluted weighted average common shares outstanding			7,699,102			1,392,881


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2026


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from __________________ to __________________


Title of each class		Trading Symbol(s)		Name of each exchange on which registered


Common Stock, $0.0001 par value per share		TAOX		The Nasdaq Stock Market LLC


	Three Months Ended March 31, 2025
																				Additional						Accumulated Other
	Series C Convertible Preferred Stock					Series D Convertible Preferred Stock					Series E Convertible Preferred Stock				Common Stock					Paid-In			Accumulated			Comprehensive
	Shares		Amount			Shares		Amount			Shares		Amount		Shares		Amount			Capital			Deficit			Income (Loss)			Total

Balance January 1, 2025	4,285		$	912,830		—		$	—		—		$	—	1,357,165		$	137		$	53,027,049		$	(47,169,206)		$	5,702		$	5,863,682

Stock based compensation	—			—		—			—		—			—	—			—			3,709			—			—			3,709

Issuance of common stock for consulting fees	—			—		—			—		—			—	32,650			3			104,613			—			—			104,616

Preferred stock dividends	—			47,604		—			—		—			—	—			—			—			(47,604)			—			(47,604)

Preferred stock redemptions and conversions	(715)			(822,362)		—			—		—			—	—			—			—			—			—			—

Deemed dividends on preferred stock	—			53,799		—			—		—			—	—			—			—			(53,799)			—			(53,799)

Preferred stock accretion	—			1,086,984		—			—		—			—	—			—			(1,086,984)			—			—			(1,086,984)

Net loss	—			—		—			—		—			—	—			—			—			385,169			—			385,169

Balance March 31, 2025	3,570		$	1,278,855		—		$	—		—		$	—	1,389,815		$	140		$	52,048,387		$	(46,885,440)		$	5,702		$	5,168,789


	Three Months Ended March 31, 2026
																				Additional						Accumulated Other
	Series C Convertible Preferred Stock					Series D Convertible Preferred Stock					Series Convertible E Preferred Stock				Common Stock					Paid-In			Accumulated			Comprehensive
	Shares		Amount			Shares		Amount			Shares		Amount		Shares		Amount			Capital			Deficit			Income			Total

Balance January 1, 2026	—		$	—		679		$	507,927		11,000		$	338,774	7,448,343		$	746		$	97,242,028		$	(76,196,995)		$	5,702		$	21,051,481

Stock based compensation	—			—		—			—		—			—	—			—			76,600			—			—			76,600

Issuance of common stock for consulting fees	—			—		—			—		—			—	23,588			2			104,452			—			—			104,454

Accrual of preferred stock dividends	—			—		—			8,545		—			194,839	—			—			—			(203,384)			—			(203,384)

Payment of preferred stock dividends	—			—		—			(6,250)		—			(162,756)	—			—			—			—			—			—

Preferred stock accretion	—			—		—			184,630		—			1,840,149	—			—			(2,024,779)			—			—			(2,024,779)

Comprehensive income (loss)	—			—		—			—		—			—	—			—			—			—			—			—

Net loss	—			—		—			—		—			—	—			—			—			4,254,392			—			4,254,392

Balance March 31, 2026	—		$	—		679		$	694,852		11,000		$	2,211,006	7,471,931		$	748		$	95,398,301		$	(72,145,987)		$	5,702		$	23,258,764


		Three Months Ended March 31,
		2026			2025
Net income		$	4,254,392		$	385,169
Less: Preferred stock dividends			(203,384)			(101,403)
Less: allocation of undistributed income to Series C convertible preferred stockholders			—			(115,930)
Less: allocation of undistributed income to Series D convertible preferred stockholders			(103,334)			—
Less: allocation of undistributed income to Series E convertible preferred stockholders			(612,456)			—

Undistributed income available to common stockholders - basic		$	3,335,218		$	167,836
Effect of dilutive instrument on net income			6,000			(112,000)
Undistributed income available to common stockholders - diluted		$	3,341,218		$	55,836

Weighted average shares outstanding - basic			7,481,700			1,385,700

Dilutive effect of warrants and options			217,402			7,181

Weighted average shares outstanding - diluted			7,699,102			1,392,881

Basic earnings per share		$	0.45		$	0.12
Diluted earnings per share		$	0.43		$	0.04


	For the Three Months Ended
	March 31,
	2026	2025
Common Stock Options	107,674	32,874
Common Stock Warrants	2,401,556	1,487,223
Total	2,509,230	1,520,097


Assets		Tokens		Cost Basis			Fair Market Value			Unrealized Loss
Staked TAO		59,999		$	20,540,675		$	18,360,832		$	2,681,842
Un-staked TAO		22,211			7,604,030			6,797,065			992,801
Totals		82,210		$	28,144,705		$	25,157,897		$	3,674,643


Balance of Digital Assets as of January 1, 2026	$	17,927,183
Purchase of TAO tokens		—
Staking rewards (non-cash additions)		388,774
Unrealized gain on digital assets		6,841,937
Balance of Digital Assets as of March 31, 2026	$	25,157,894


							Weighted-
							Average		Aggregate
				Weighted-			Remaining		Intrinsic
		Number		Average			Contractual		Value
		of		Exercise			Term		(in
		Shares		Price			(Years)		thousands)
Options outstanding at January 1, 2026		93,681		$	50.28		8.7		$	2.2
Options granted		—		$	—		—			—
Less options forfeited		—		$	—		—			—
Less options expired/cancelled		—		$	—		—			—
Less options exercised		—		$	—		—			—
Options outstanding at March 31, 2026		93,681		$	50.28		8.4		$	0.6
Options exercisable at March 31, 2026		29,681		$	136.94		6.5		$	0.1


		Three Months Ended March 31,
		2026			2025
Cash used in operating activities		$	1,682,856		$	2,000,596
Cash used in financing activities		$	169,006		$	822,362

	TAO Synergies Inc.

Date: May 13, 2026	By:	/s/ Joshua N. Silverman
		Joshua N. Silverman
		Executive Chairman of the Board of Directors
		(principal executive officer)

Date: May 13, 2026	By:	/s/ Robert Weinstein
		Robert Weinstein
		Chief Financial Officer, Executive Vice President, Secretary and Treasurer
		(principal financial officer and principal accounting officer)


Date: May 13, 2026
	/s/ Joshua N. Silverman
	Joshua N. Silverman
	Executive Chairman of the Board of Directors
	(principal executive officer)


	For the Three Months Ended
	March 31, 2026
Asset	Token Rewards	Revenue
TAO	891.12	$	388,774


Balance of Limited Partnership Interests as of January 1, 2026	$	446,954
Change in fair value of limited partnership investments		350,740
Balance as of March 31, 2026	$	797,694


		Number
		of shares
Warrants outstanding and exercisable January 1, 2026		3,301,622
Warrants issued		—
Warrants exercised		(94,145)
Warrants expired		—
Warrants outstanding March 31, 2026		3,207,477
Warrants exercisable March 31, 2026		2,807,477


		March 31,		December 31,
Description	Level	2026		2025
Liabilities:
Warrant liability (Note 6)	3	$	15,000	$	9,000
Derivative liability (Note 6)	3	$	3,764,000	$	2,114,000


Balance on December 31, 2025	$	9,000
Change in fair value of warrant liabilities		6,000
Balance on March 31, 2026	$	15,000


Balance on December 31, 2025	$	2,000
Change in fair value of derivative liability Series D Convertible Preferred Stock		(1,000)
Balance on March 31, 2026	$	1,000


Balance on December 31, 2025	$	2,112,000
Change in fair value of derivative liability Series E Convertible Preferred Stock		1,651,000
Balance on March 31, 2026	$	3,763,000


	For the Three Months Ended March 31,
	2026		2025
External clinical development expenses	$	10,352	$	26,191
Personnel related and stock-based compensation		2,512		12,825
Other research and development expenses		15,736		21,800
Total research and development expenses	$	28,600	$	60,816


		Three Months ended
		March 31,						Dollar
		2026			2025			Change			% Change
Revenues		$	388,774		$	—		$	388,774		NA
Operating Expenses:
Research and development expenses		$	28,600		$	60,816		$	(32,216)		(53.0)	%
General and administrative expenses		$	1,677,938		$	1,008,349		$	669,589		66.4	%
Other income, net		$	5,572,156		$	1,454,334		$	4,117,822		283.1	%
Net income		$	4,254,392		$	385,169		$	3,869,223		1,004.6	%
Net comprehensive income attributable to common stockholders		$	3,335,218		$	167,836		$	3,167,382		1,887.2	%

Exhibit Number
3.1.1		Amended and Restated Certificate of Incorporation of TAO Synergies Inc. (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on December 10, 2020).

3.1.2		Certificate of Amendment to Amended and Restated Certificate of Incorporation of Synaptogenix, Inc. (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 4, 2024).

3.1.3		Certificate of Amendment to Amended and Restated Certificate of Incorporation of Synaptogenix, Inc. (incorporated by reference from Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 27, 2025).

3.2		Amended and Restated Bylaws of TAO Synergies, Inc. (incorporated by reference from Exhibit 3.3 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on August 14, 2025).

3.3		Certificate of Designations of Series D Convertible Preferred Stock of Synaptogenix, Inc. (incorporated by reference from Exhibit 3.1 to the Registrant’s Registration Statement on Form S-3 filed with the SEC on July 11, 2025).

3.4		Certificate of Designations of Series E Convertible Preferred Stock of Synaptogenix, Inc. (incorporated by reference from Exhibit 3.1 to the Registrant’s Registration Statement on Form S-3 filed with the SEC on November 12, 2025).

31.1*		Certification of the President and Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2*		Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

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

101*		The following financial information from this Quarterly Report on Form 10-Q for the period ended March 31, 2026, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Condensed Condensed Consolidated Statements of Operations; (ii) the Condensed Condensed Consolidated Balance Sheets; (iii) the Condensed Condensed Consolidated Statements of Cash Flows; and (iv) the Notes to Financial Statements, tagged as blocks of text.

104*		Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit)