ADDED
As of March 31, 2026, there were 38,472,204 shares of the registrant s common stock outstanding.
and other countries, increases in inflation rates and rates of interest, and supply chain challenges; cybersecurity threats, data protection risks and reliance on third party information technology systems; litigation, regulatory investigations and other legal proceedings; risks related to intellectual property protection; potential impairments of goodwill and other intangible assets; tax law changes and limitations on our ability to use net operating losses; and other factors discussed under Risk Factors in this Annual Report.
(formerly known as Inpixon) completed a merger with XTI Aircraft Company ( Legacy XTI ) pursuant to an Agreement and Plan of Merger dated July 24, 2023, as amended (the XTI Merger Agreement ).
In connection with the transaction, a wholly owned subsidiary of the Company merged with and into Legacy XTI, with Legacy XTI surviving as a wholly owned subsidiary of the Company (the XTI Merger ).
Upon completion of the XTI Merger, the Company changed its corporate name to XTI Aerospace, Inc.
For accounting purposes, the XTI Merger was treated as a reverse acquisition, with Legacy XTI deemed to be the accounting acquirer and the Company (formerly Inpixon) deemed to be the accounting acquiree.
Accordingly, the consolidated financial statements included in this Annual Report on Form 10-K (this Annual Report ) reflect (i) the historical financial statements of Legacy XTI prior to the Closing Date and (ii) the consolidated results of the combined company following the Closing Date.
In November 2025, the Company completed the acquisition of Drone Nerds, LLC and Anzu Robotics, LLC ( Anzu and, collectively with Drone Nerds, LLC, Drone Nerds ) through XTI Drones Holdings, LLC, a Texas limited liability company ( XTI Drones Holdings ).
The Company holds an 83.403% controlling equity interest in XTI Drones Holdings through its ownership of Class A Units, and the remaining 16.597% equity interest is held by other Class B unitholders.
The results of Drone Nerds have been included in the Company s consolidated financial statements from the acquisition date, and the ownership interest not held by the Company is reflected as noncontrolling interest.
REMOVED
As of April 11, 2025, there were 5,537,540 shares of the registrant s common stock outstanding.
and other countries, increases in inflation rates and rates of interest, supply chain challenges, increased costs for materials and labor, cybersecurity attacks, the ongoing conflicts between Russia and Ukraine and Hamas and Israel, and public health threats such as the COVID-19 pandemic; lawsuits and other claims by third parties or investigations by various regulatory agencies that we may be subjected to and are required to report, including but not limited to, the U.S.
Securities and Exchange Commission (the SEC ); the outcome of any known and unknown litigation and regulatory proceedings; the risk that our future patent applications may not be approved or may take longer than expected, and that we may incur substantial costs in enforcing and protecting our intellectual property; our ability to respond to a failure of our systems and technology to operate our business; impact of any changes in existing or future tax regimes; our success at managing the risks involved in the foregoing items; and other factors discussed in this report.
The forward-looking statements are based upon management s beliefs and assumptions and are made as of the date of this report.
In connection with the closing of the XTI Merger, our corporate name changed to XTI Aerospace, Inc.
In this report, unless otherwise noted, or the context otherwise requires, the terms XTI Aerospace, the Company, we, us, and our refer to XTI Aerospace, Inc.
(formerly known as Inpixon), Inpixon GmbH, IntraNav GmbH and, prior to the closing of the XTI Merger, Merger Sub, and after the XTI Merger, Legacy XTI.
The Company determined the XTI Merger should be accounted for as a reverse acquisition with Legacy XTI being considered the accounting acquirer.
Therefore, the consolidated financial statements included in this report represent a continuation of the financial statements of Legacy XTI and the results of operations of the accounting acquired entity, Legacy Inpixon, are included in the consolidated financial statements as of the Closing Date and through the December 31, 2024 reporting date.
The Company also effected a reverse stock split of its outstanding common stock at a ratio of 1-for-250, effective as of January 10, 2025, for the purpose of complying with Nasdaq Listing Rule 5550(a)(2).