TaoWeave, Inc 10-K for FY2022

TaoWeave, Inc. (TWAV)

10-K 2023-03-21 For: 2022-12-31

Added on April 06, 2026

About this 10-K

TaoWeave, Inc filed this 10-K on March 21, 2023, covering the fiscal year ended December 31, 2022 (FY2022).

Headline figures

Fiscal year ended December 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $5.48M; down 29.2% from $7.74M a year earlier
Net loss: $21.94M; compared with a net loss of $9.05M a year earlier
Diluted EPS: -$10.62; compared with -$5.48 a year earlier

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Delaware		77-0312442
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

25587 Conifer Road, Suite 105-231
Conifer, CO		80433
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (303) 640-3838

Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.0001 par value	OBLG	Nasdaq Capital Market


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


Item		Page
	PART I
1.	Business	3
1A.	Risk Factors	7
1B.	Unresolved Staff Comments	23
2.	Properties	23
3.	Legal Proceedings	24
4.	Mine Safety Disclosures	24

	PART II
5.	Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	24
6.	Reserved	24
7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	24
7A.	Qualitative and Quantitative Disclosures About Market Risk	32
8.	Financial Statements and Supplemental Data	32
9	Change in and Disagreements with Accountants on Accounting and Financial Disclosure	32
9A.	Controls and Procedures	32
9B.	Other Information	33
9C.	Disclosures Regarding Foreign Jurisdictions that Prevent Inspections	33

	PART III
10.	Directors, Executive Officers and Corporate Governance	33
11.	Executive Compensation	38
12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	42
13.	Certain Relationships and Related Transactions, and Director Independence	44
14.	Principal Accounting Fees and Services	44

	PART IV
15.	Exhibits and Financial Statement Schedules	46
16.	Signatures	50


	Year Ended December 31, 2022
	Managed Services			Collaboration Products			Corporate			Total
Revenue	$	3,348		$	2,128		$	—		$	5,476
Cost of revenues	2,273			1,657			—			3,930
Gross profit	$	1,075		$	471		$	—		$	1,546
Gross profit %	32		%	22		%	—		%	28		%

Allocated operating expenses	$	19		$	18,355		$	—		$	18,374
Unallocated operating expenses	—			—			5,160			5,160
Total operating expenses	$	19		$	18,355		$	5,160		$	23,534

Income (loss) from operations	$	1,056		$	(17,884)		$	(5,160)		$	(21,988)
Interest and other expense (income), net	12			(52)			—			(40)
Income (loss) before income taxes	$	1,044		$	(17,832)		$	(5,160)		$	(21,948)
Income tax expense	$	(4)		$	(3)		$	—		$	(7)
Net income (loss)	$	1,048		$	(17,829)		$	(5,160)		$	(21,941)

	Year Ended December 31, 2022
Total assets	$	752		$	1,824		$	3,085		$	5,661


	Year Ended December 31, 2021
	Managed Services			Collaboration Products			Corporate			Total
Revenue	$	4,270		$	3,469		$	—		$	7,739
Cost of revenues	2,991			2,030			—			5,021
Gross profit	$	1,279		$	1,439		$	—		$	2,718
Gross profit %	30		%	41		%	—		%	35		%

Allocated operating expenses	$	591		$	7,879		$	—		$	8,470
Unallocated operating expenses	—			—			6,042			6,042
Total operating expenses	$	591		$	7,879		$	6,042		$	14,512

Income (loss) from operations	$	688		$	(6,440)		$	(6,042)		$	(11,794)
Interest and other (income) expense, net	22			(227)			(2,448)			(2,653)
Loss before income taxes	$	666		$	(6,213)		$	(3,594)		$	(9,141)
Income tax benefit	$	(15)		$	(75)					$	(90)
Net income (loss)	$	681		$	(6,138)		$	(3,594)		$	(9,051)

	Year Ended December 31, 2021
Total assets	$	1,053		$	18,615		$	8,939		$	28,607


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


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


	Year Ended December 31,
	2022		% of Revenue		2021		% of Revenue
Revenue: Managed Services
Video collaboration services	$	334	6	%	$	854	11	%
Network services	2,954		54	%	3,347		43	%
Professional and other services	60		1	%	69		1	%
Total Managed Services revenue	$	3,348	61	%	$	4,270	55	%

Revenue: Collaboration Products
Visual collaboration product offerings	$	2,114	39	%	$	3,367	44	%

Licensing	14		—	%	$	102	1	%
Total Collaboration Products revenue	$	2,128	39	%	$	3,469	45	%
Total consolidated revenue	$	5,476	100	%	$	7,739	100	%


Name	Age	Position with Company
Jason Adelman (1)(2)(3)	53	Director, Chairman of the Compensation Committee, Chairman of the Nominating Committee
Matthew Blumberg (1)(3)	52	Chairman of the Board
Peter Holst	54	Director, President and Chief Executive Officer
James S. Lusk (1)(2)(3)	67	Director, Chairman of the Audit Committee
Deborah Meredith (2)(3)	63	Director
(1) Member of the Audit Committee
(2) Member of the Compensation Committee
(3) Member of the Nominating Committee


Name	Cash Fees Earned ($)	Stock Awards($)	Total($)
Jason Adelman	33,000	None	33,000
Matthew Blumberg	46,000	None	46,000
James S. Lusk	36,000	None	36,000
Deborah Meredith	26,000	None	26,000


Name and Principal Positions	Year	Salary ($)		Bonus ($)	Stock Awards ($)	All Other Compensation ($)		Total ($)
Peter Holst	2022	295,000	(1)	147,000	—	9,130	(2)	451,130
Director, President and CEO	2021	246,340		200,000	—	8,693	(2)	455,033

David Clark	2022	260,000	(1)	65,000	—	7,800	(2)	332,800
CFO, Treasurer and Secretary	2021	242,164		100,000	—	8,688	(2)	350,852


(1) Effective July 1, 2021, the annual salaries for Mr. Holst and Mr. Clark were increased to $295,000 and $260,000, respectively.
(2) Represents matching contributions under the Company’s 401(k) Plan for Mr. Holst of $9,130 for 2022 and $8,693 for 2021; for Mr. Clark of $7,800 for 2022 and $8,688 for 2021.


	Common Stock
Name and Address of Beneficial Owners (1)	Amount and Nature of Beneficial Ownership (2)(3)		Percent of Class
Named Executive Officers and Directors:
Peter Holst	27,567	(4)	1.3	%
David Clark	3,929	(5)	0.2	%
James S. Lusk	6,228	(6)	0.3	%
Jason Adelman	43,067	(7)	2.1	%
Matthew Blumberg	—	(8)	—	%
Deborah Meredith	—	(9)	—	%
All directors and executive officers as a group (6 people)	80,791		3.9	%

Greater than 5% Owners:
Foundry Group, 700 Front St., Suite 104, Louisville, CO 80027	522,634	(10)	25.3	%
StepStone Group LP, 4225 Executive Square, Suite 1600, La Jolla, CA 90237	246,178	(11)	11.9	%
Morgan Stanley Funds 100 Front Street West Conshohocken, PA 19428	170,183	(12)	8.2	%

(1) Unless otherwise noted, the address of each person listed is c/o Oblong, Inc., 25587 Conifer Road, Suite 105-231, Conifer, CO 80433.
(2) All shares shown as adjusted for the 1-for-15 reverse stock split effected January 3, 2023.
(3) Unless otherwise indicated by footnote, the named persons have sole voting and investment power with respect to the shares of Common Stock beneficially owned.
(4) Includes 21,733 shares of Common Stock and 5,834 shares of Common Stock subject to stock options presently exercisable.
(5) Includes 3,262 shares of Common Stock and 667 shares of Common Stock subject to stock options presently exercisable.
(6) Based on ownership information from the Form 4 filed by Mr. Lusk with the SEC on August 20, 2021. Includes 3,634 shares of Common Stock, 667 shares of Common Stock subject to stock options presently exercisable, and 1,927 shares of Common Stock issuable from vested RSUs (for which the shares of Common Stock have not yet been delivered in accordance with the terms of these RSUs).
(7) Based on ownership information from the Form 4 filed by Mr. Adelman with the SEC on August 20, 2021. Mr. Adelman beneficially owns 43,067 shares of Common Stock, of which 37,967 shares are held directly by Mr. Adelman and 5,100 shares are held in a retirement plan.
(8) Based on ownership information from the Form 3 filed by Mr. Blumberg with the SEC on August 25, 2021.
(9) Based on ownership information from the Form 3 filed by Ms. Meredith with the SEC on August 25, 2021.
(10) Based on ownership information from an amendment to Schedule 13D filed on February 22, 2021.
(11) Based on ownership information from an amendment to Schedule 13G/A filed on February 11, 2022.
(12) Based on records from the Company's transfer agent as of March 6, 2023.


Plan Category	Number of Securities to be Issued Upon Exercise of Outstanding Stock Options (a)	Weighted Average Exercise Price of Outstanding Stock Options (b)		Number of Securities to be Issued Upon Vesting of Outstanding Restricted Stock Units (*) (c)	Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Columns (a) & (c))
Equity compensation plans approved by security holders	16,668	$	143.63	—	177,567


			Page
Report of Independent Registered Public Accounting Firm			F-1
Consolidated Balance Sheets at December 31, 2022 and 2021			F-3
Consolidated Statements of Operations for the years ended December 31, 2022 and 2021			F-4
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2022 and 2021			F-5
Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2021			F-6
Notes to Consolidated Financial Statements			F-8


Exhibit Number						Description
2.1†						Agreement and Plan of Merger, dated September 12, 2019, by and among the Registrant, Oblong Industries, Inc. and Glowpoint Merger Sub II, Inc. (filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 16, 2019, and incorporated herein by reference).
2.2						Amendment to Agreement and Plan of Merger, dated October 1, 2019, by and among the Registrant, Oblong Industries, Inc. and Glowpoint Merger Sub II, Inc. (filed as Exhibit 2.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).
3.1*						Amended and Restated Certificate of Incorporation, as amended.
3.2						Amended and Restated By-laws (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on December 8, 2011, and incorporated herein by reference).
4.1						Specimen Common Stock Certificate (filed as Exhibit 4.1 to the Registrant’s Annual Report on Form 10-K filed with the SEC on June 6, 2007, and incorporated herein by reference).
4.2						Certificate of Designations, Preferences and Rights of Series D Preferred Stock (filed as Exhibit 4.6 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 24, 2007, and incorporated herein by reference).
4.3						Certificate of Designations, Preferences and Rights of Series A-2 Preferred Stock of the Registrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 11, 2009, and incorporated herein by reference).
4.4						Certificate of Designations, Preferences and Rights of Perpetual Series B Preferred Stock of the Registrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 30, 2010, and incorporated herein by reference).
4.5						Certificate of Designations, Preferences and Rights of Perpetual Series B-1 Preferred Stock of the Registrant (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 9, 2011, and incorporated herein by reference).
4.6						Certificate of Designations of Rights, Powers, Preferences, Privileges and Restrictions of the 0% Series B Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 14, 2017, and incorporated herein by reference).
4.7						Certificate of Designations of Rights, Powers, Preferences, Privileges and Restrictions of the 0% Series C Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on January 25, 2018, and incorporated herein by reference).
4.8						Certificate of Designations of the 6.0% Series D Convertible Preferred Stock (filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).
4.9						Certificate of Designations of the 6.0% Series E Convertible Preferred Stock (filed as Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).
4.10						Form of Common Stock Purchase Warrant (filed as Exhibit 4.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on November 16, 2020, and incorporated herein by reference).
4.11						Form of Series A Common Stock Purchase Warrant (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 28, 2021, and incorporated herein by reference).
4.12						Form of Series B Common Stock Purchase Warrant (filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 28, 2021, and incorporated herein by reference).
4.13						Form of Amendment to Series A Warrants (filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on January 3, 2022, and incorporated herein by reference).
4.14						F orm of Amendment t o Series A Warrants (filed as Exhibit 4.1 to the Registrant ’s Current Report of F o rm 8-K filed with the SEC on January 3, 2023, and incorporated her ein by refere nce).
4.15*						Description of Common Securities.
10.1#						Form of Stock Option Award Agreement (filed as Exhibit 99.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 15, 2012, and incorporated herein by reference).
10.2#						Form of Restricted Stock Award Agreement (filed as Exhibit 99.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 15, 2012, and incorporated herein by reference).
10.3#						Glowpoint, Inc. 2014 Equity Incentive Plan (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 2, 2014, and incorporated herein by reference).
10.4#						2015 Form of Performance-Vested Restricted Stock Unit Agreement (Executive Officers) (filed as Exhibit 10.6 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 5, 2015, and incorporated herein by reference).


	Year Ended December 31,
	2022		2021		$ Change		% Change
Operating expenses:
Research and development	$	1,699	$	2,913	$	(1,214)	(42)	%
Sales and marketing	1,431		2,195		(764)		(35)	%
General and administrative	5,278		6,363		(1,085)		(17)	%
Impairment charges	12,740		305		12,435		4077	%
Casualty loss, net	483		—		483		100	%
Depreciation and amortization	1,903		2,736		(833)		(30)	%
Total operating expenses	$	23,534	$	14,512	$	9,022	62	%


101.SCH						Inline XBRL Taxonomy Extension Schema
101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB						Inline XBRL Taxonomy Extension Label Linkbase
101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase
104						Cover Page Interactive Data File (embedded within the Inline XBRL document.


	December 31, 2022		December 31, 2021
ASSETS
Current assets:
Cash	$	3,085	$	8,939
Current portion of restricted cash	—		61
Accounts receivable, net	415		849
Inventory, net	723		1,821
Prepaid expenses and other current assets	649		1,081
Total current assets	4,872		12,751
Property and equipment, net	3		159
Goodwill	—		7,367
Intangibles, net	604		7,562
Operating lease, right-of-use assets, net	142		659
Other assets	40		109
Total assets	$	5,661	$	28,607
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:

Accounts payable	184		259
Accrued expenses and other current liabilities	1,074		959
Current portion deferred revenue	436		783
Operating lease liabilities, current	219		492



Total current liabilities	1,913		2,493
Long-term liabilities:


Operating lease liabilities, net of current portion	17		236
Deferred revenue, net of current portion	114		381

Total long-term liabilities	131		617
Total liabilities	2,044		3,110
Commitments and contingencies (see Note 15)
Stockholders’ equity:


	Year Ended December 31,
	2022		2021
Cash flows from Operating Activities:
Net loss	$	(21,941)	$	(9,051)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	1,903		2,736
Bad debt expense	118		321
Non-cash lease expense from right-of-use assets	349		495
Stock-based compensation	146		597
Stock-based expense for services	—		390
Forfeiture of unvested stock options	(85)		—
Gain on disposal of assets	(2)		—
Gain on extinguishment of liabilities	—		(2,675)
Casualty loss on inventory	483		—

Impairment charges - property and equipment	61		98
Impairment charges - intangible assets	5,133		207
Impairment charges - right-of use assets	179		—
Impairment charges - goodwill	7,367		—
Changes in assets and liabilities:
Accounts receivable	316		1,996
Prepaid expenses and other current assets	432		(901)
Inventory	615		(390)
Other assets	69		(3)
Accounts payable	(75)		(54)
Accrued expenses and other current liabilities	115		(19)
Deferred revenue	(614)		(559)
Lease liabilities	(503)		(920)

Net cash used in operating activities	(5,934)		(7,732)
Cash flows from Investing Activities:
Proceeds on sale of equipment	30		1
Purchases of property and equipment	(11)		(50)
Net cash provided by (used in) investing activities	19		(49)
Cash flows from Financing Activities:
Proceeds from stock issuance, net of offering costs	—		11,504

Net cash provided by financing activities	—		11,504


10.5#						2015 Form of Performance-Vested Restricted Stock Unit Agreement (Employees) (filed as Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 5, 2015, and incorporated herein by reference).
10.6#						2016 Form of Performance-Vested Restricted Stock Unit Agreement (Executive Officers) (filed as Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 31, 2017, and incorporated herein by reference).
10.7#						2016 Form of Performance-Vested Restricted Stock Unit Agreement (Employees) (filed as Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 31, 2017, and incorporated herein by reference).
10.8#						Form of Time-Vested Restricted Stock Unit Agreement (Executive Officers) (filed as Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 5, 2015, and incorporated herein by reference).
10.9#						Form of Time-Vested Restricted Stock Unit Agreement (Employees) (filed as Exhibit 10.9 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 5, 2015, and incorporated herein by reference).
10.10#						Form of Restricted Stock Grant Agreement (filed as Exhibit 10.12 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 31, 2017, and incorporated herein by reference).
10.11#						Form of Director Restricted Stock Unit Agreement (filed as Exhibit 10.8 to the Registrant’s Annual Report on Form 10-K filed with the SEC on March 5, 2015, and incorporated herein by reference).
10.12#						Form of Indemnification Agreement for directors and officers (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 2, 2014, and incorporated herein by reference).
10.13						Form of Securities Purchase Agreement, dated October 23, 2017 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 23, 2017, and incorporated herein by reference).
10.14						Form of Securities Purchase Agreement, dated January 22, 2018 (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on January 22, 2018, and incorporated herein by reference).
10.15#						First Amendment to the Glowpoint, Inc. 2014 Equity Incentive Plan (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 1, 2018, and incorporated herein by reference).
10.16						Representation Agreement, dated July 19, 2019, by and among the Registrant and the Stockholders named therein (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on July 25, 2019, and incorporated herein by reference).
10.17#						Second Amended and Restated Employment Agreement, by and between the Registrant and Peter Holst, dated July 19, 2019 (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on July 25, 2019, and incorporated herein by reference).
10.18#						Amended and Restated Employment Agreement, by and between the Registrant and David Clark, dated July 19, 2019 (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on July 25, 2019, and incorporated herein by reference).
10.19						Series E Preferred Stock Purchase Agreement, dated October 1, 2019, by and among the Registrant and the Purchasers party thereto (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).
10.20						Registration Rights Agreement, dated October 1, 2019, by and among the Registrant and the Purchasers party thereto (filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 7, 2019, and incorporated herein by reference).
10.21#						Glowpoint, Inc. 2019 Equity Incentive Plan (filed as Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed with the SEC on December 20, 2019, and incorporated herein by reference).
10.22						Form of Securities Purchase Agreement (filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed with the SEC on November 16, 2020, and incorporated herein by reference).
10.23						Form of Securities Purchase Agreement (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 28, 2021, and incorporated herein by reference).
10.24						Separation Agreement dated March 4, 2022, between the Company and Pete Hawkes (filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on March 8, 2022. and incorporated herein by reference)
21.1*						Subsidiaries of the Registrant.
23.1*						Consent of Independent Registered Public Accounting Firm-EisnerAmper LLP.
24.1						Power of Attorney (included in the signature page hereto)
31.1*						Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer.
31.2*						Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer.
32.1**						Section 1350 Certification of the Chief Executive Officer and Chief Financial Officer.
101.INS						Inline XBRL Instance Document


			OBLONG, INC.

			By:			/s/ Peter Holst
						Peter Holst
						Chief Executive Officer and President


/s/ Peter Holst						President and Chief Executive Officer
Peter Holst


/s/ David Clark						Chief Financial Officer (Principal Financial and Accounting Officer)
David Clark


	Series A-2 Preferred Stock			Series D Preferred Stock	Series E Preferred Stock			Common Stock			Treasury Stock
	Shares	Amount			Shares	Amount		Shares	Amount		Shares	Amount		Shares	Amount		Additional Paid-In Capital		Accumulated Deficit		Total
















Balance at December 31, 2020	45	$	—		1,697,958	$	—	131,579	$	—	533	$	—	8	$	(181)	$	215,093	$	(192,855)	$	22,057
Net loss	—	—			—	—		—	—		—	—		—	—		—		(9,051)		(9,051)
Stock-based compensation	—	—			—	—		—	—		—	—		—	—		713		—		713
Series D & E Preferred Stock conversion	—	—			(1,697,022)	—		(131,579)	—		1,251	—		—	—		—		—		—
Forfeiture of Series D Stock	—	—			(81)	—		—	—		—	—		—	—		—		—		—
Series D shares exchanged for tax	—	—			(855)	—		—	—		—	—		—	—		—		—		—
Series A2 Preferred Stock conversion	(45)	—			—	—		—	—		6	—		—	—		—		—		—
Issuance of stock for services	—	—			—	—		—	—		1	—		—	—		274		—		274
Issuance of shares from financing, net of issuance costs	—	—			—	—		—	—		267	—		—	—		11,504		—		11,504
Issuance of stock on vested restricted stock units	—	—			—	—		—	—		13	—		—	—		—		—		—

Balance at December 31, 2021	—	—			—	—		—	—		2,071	—		8	(181)		227,584		(201,906)		25,497
Net loss	—	—			—	—		—	—		—	—		—	—				(21,941)		(21,941)
Stock-based compensation	—	—			—	—		—	—		—	—		—	—		146		—		146
Forfeiture of unvested stock options	—	—			—	—		—	—		—	—		—	—		(85)		—		(85)
Balance at December 31, 2022	—	$	—		—	$	—	—	$	—	2,071	$	—	8	$	(181)	$	227,645	$	(223,847)	$	3,617



Reconciliation of cash and restricted cash
Cash	$	3,085	$	8,939
Current portion of restricted cash	—		61

Total cash and restricted cash	$	3,085	$	9,000

Non-cash investing and financing activities:
New operating lease agreement	$	11	$	60
Modification of operating lease agreement	$	—	$	192
Warrant modification	$	—	$	37
Accrued preferred stock dividends	$	—	$	1
Inducement to convert Series A-2 Preferred Stock to common	$	—	$	300


	As of December 31,
	2022		2021
Accounts receivable	$	624,000	$	949,000
Allowance for doubtful accounts	(209,000)		(100,000)
Accounts receivable, net	$	415,000	$	849,000


Bank	Cash at December 31,2022		Excess over FDIC Insured Amount
Silicon Valley Bank	$	260,000	$	10,000
Morgan Stanley - SS&C for US Funds	2,795,000		2,795,000
Resolve Group, UK	30,000		30,000
Total	$	3,085,000	$	2,835,000


	December 31
	2022		2021
Prepaid expenses	$	131	$	340
Employee Retention Credit receivable	316		316
Other current assets	90		164
Prepaid software licenses	112		261



Prepaid expenses and other current assets	$	649	$	1,081


	December 31,				Estimated Useful Life
	2022		2021
Network equipment and software	$	1,913	$	4,665	3 to 5 Years
Computer equipment and software	294		$	5,070	3 to 5 Years
Leasehold improvements	—		$	690	(*)
Office furniture and equipment	—		$	92	3 to 10 Years
	2,207		10,517

Accumulated depreciation	(2,204)		(10,358)
Property and equipment, net	$	3	$	159


Year Ending December 31,
2023	$	225
2024	17

Total lease payments	242
Effect of discounting	(6)
Total lease liability	236
Less: current portion of lease liabilities	219
Operating lease liabilties, net of current portion	$	17


	Right-of-Use Asset		Operating Lease Liability
Balance at December 31, 2020	$	903	$	1,432
Additions	60		60
Terminations and Modifications	192		156
Amortizations and Reductions	(496)		(920)

Balance at December 31, 2021	659		728
Additions	11		11
Terminations and Modifications	—		—
Amortizations and Reductions	(349)		(503)
Impairment Charges	(179)		—
Balance at December 31, 2022	$	142	$	236


Issued Shares as of December 31, 2020						533


Issuances from Private Placements						267
Issuances from Preferred Stock Conversions						1,257
Issuances related to vested restricted units						13
Issuance of shares for services						1
Issued Shares as of December 31, 2021						2,071
Less Treasury Shares:						8
Outstanding Shares as of December 31, 2021						2,063


Issued Shares as of December 31, 2022						2,071
Less Treasury Shares:						8
Outstanding Shares as of December 31, 2022						2,063


Issue Date	Warrants Issued	Exercise Price		Expiration Date
October 21, 2020	34,767	$	61.20	April 22, 2023
December 6, 2020	41,667	82.35		June 7, 2023
June 30, 2021 - Series A*	66,667	60.00		January 4, 2024
June 30, 2021 - Series B	200,000	66.00		June 28, 2024
	343,101

*The Series A warrant’ expiration date has been updated to reflect the extension described above that occurred on January 3, 2023.


	Outstanding
	Number of Warrants	Weighted Average Exercise Price










Warrants outstanding and exercisable, December 31, 2020	76,434	$	72.75
Granted	266,667	64.50



Warrants outstanding and exercisable, December 31, 2021	343,101	66.34

Warrants outstanding and exercisable, December 31, 2022	343,101	$	66.34


			June 28, 2021
Risk free interest rate			0.47%
Expected option lives			3 years
Expected volatility			1.36
Estimated forfeiture rate			—
Expected dividend yields			—
Weighted average grant date fair value of options			$37.20


	Outstanding			Exercisable
	Number of Options	Weighted Average Exercise Price		Number of Options	Weighted Average Exercise Price
Options outstanding and exercisable, December 31, 2020	7,169	$	294.63	7,169	$	294.63
Granted	20,000	48.75



Options outstanding and exercisable, December 31, 2021	27,169	113.63		7,169	294.63


Vested	—	—		3,332	48.75
Expired	(501)	410.18		(501)	410.18
Forfeited	(10,000)	48.75		—	—
Options outstanding and exercisable, December 31, 2022	16,668	$	143.63	10,000	$	206.85


	Outstanding Exercisable				Exercisable
Range of price	Number of Options	Weighted Average Remaining Contractual Life (In Years)	Weighted Average Exercise Price		Number of Options	Weighted Average Exercise Price
$0.00 – $100.00	10,000	8.50	$	48.75	3,332	$	48.75
$100.01 – $200.00	167	0.50	135.00		167	135.00
$201.01 – $300.00	6,501	0.17	289.77		6,501	289.77

	16,668	3.06	$	143.63	10,000	$	206.85


	Year Ended December 31,
Numerator:	2022		2021
Net loss	$	(21,941)	$	(9,051)
Less: preferred stock dividends	—		1
Less: undeclared dividends	—		366
Less: conversion inducement	—		300
Less: warrant modification	—		37
Net loss attributable to common stockholders	$	(21,941)	$	(9,755)
Denominator:
Weighted-average number of shares of common stock for basic net loss per share	2,065		1,779







Basic net loss per share	$	(10.62)	$	(5.48)


Company			Jurisdiction of Organization
GP Communications, LLC			Delaware
Oblong Industries, Inc.			Delaware
Oblong Europe Limited			England and Wales