11/06/2026 | Press release | Distributed by Public on 11/06/2026 15:14
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis summarizes the significant factors affecting the condensed consolidated operating results, financial condition, liquidity and cash flows of our Company as of and for the periods presented below. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our unaudited condensed consolidated financial statements and notes included in this Quarterly Report on Form 10-Q. Unless the context requires otherwise, references in this Quarterly Report on Form 10-Q to "we," "us," and "our" refer to SkyAI, Inc.
Forward-Looking Statements
The information in this discussion contains forward-looking statements and information within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which are subject to the "safe harbor" created by those sections. These forward-looking statements include, but are not limited to, statements concerning our strategy, future operations, future financial position, future revenues, projected costs, prospects and plans and objectives of management. The words "anticipates," "believes," "estimates," "expects," "intends," "may," "plans," "projects," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We may not actually achieve the plans, intentions, or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements that we make. These forward-looking statements involve risks and uncertainties that could cause our actual results to differ materially from those in the forward-looking statements, including, without limitation, the risks set forth in our filings with the SEC. The forward-looking statements are applicable only as of the date on which they are made, and we do not assume any obligation to update any forward-looking statements.
Overview
Since our inception in 2017 and through 2022, we devoted substantially all of our resources to the research and development of our safety syringe products. On April 13, 2022, the Company's Initial Public Offering was deemed effective with trading commencing on April 14, 2022. The Company received net proceeds of $14.2 million on April 19, 2022.
Commencing in 2022, we started building inventory of syringe products. We commenced generating syringe revenues in 2025. In October 2025, we discontinued R&D and the manufacture of syringe products, and inventory marketed from that date was sourced from third-party manufacturers.
In August 2025, we adopted a digital commodity treasury strategy focused on accumulating Solana ("SOL"), the native digital commodity of the Solana blockchain. The Company earns staking rewards by delegating our digital commodities to third-party validators on proof-of-stake blockchain networks.
On May 27, 2026, the Company announced its name change, the change in its ticker symbols, and a strategic transformation of its business, reflecting a shift from its legacy operations to the development of a technology-driven financial platform. As part of its strategic transformation, the Company has established an international operational headquarters in Hong Kong to support strategic acquisitions, talent acquisition, and expansion efforts. The Company is now focused on building an agentic finance platform leveraging AI to aggregate and analyze content and data to enable users to better manage their assets.
For the three months ended September 30, 2026, we reported a net income of approximately $84.9 million, primarily resulting from unrealized gains on our Solana holdings of approximately $90.5 million. For the nine months ended September 30, 2026, we reported a net loss of approximately $24.6 million, primarily resulting from realized losses of approximately $17.5 million.
Our Medical Device segment has net revenues, cost of goods sold and gross margin/loss. We also have staking revenue from our Digital Commodities segment. Operating expenses include transaction expenses relating to digital commodity activities, research and development for our software under development and selling, general and administrative expenses related to both of our segments and our corporate office.
Following the transfer by the Company of certain assets, the Company is no longer engaged in medical device related research and development activities and is limiting its medical device activity to sales and distribution. The Company is now engaged in research and development for certain new products related to building an agentic finance platform (see Recent Developments).
We maintain a corporate office located in Melville, New York.
Recent Developments
Sale of Solana Holdings
In October 2026, we sold approximately 2.0 million Solana tokens for net proceeds of approximately $215 million. The realized loss on the tokens sold in October was approximately $163 million, of which $147 million had been recorded as unrealized as of September 30, 2026. We expect an additional loss of approximately $16 million will be recorded in the fourth quarter as a result of the sales.
Following the sale of its SOL holdings in October 2026, the Company is now focused on building an agentic finance platform leveraging AI to aggregate and analyze content and data to enable users to better manage their assets.
Self-Tender Offer
On October 16, 2026, we commenced a tender offer (the "Tender Offer") which was subsequently amended on October 29, 2026, to purchase up to 48,311,489 shares of its common stock, par value $0.0001 per share, including the associated preferred share purchase rights issued pursuant to the Rights Plan, by and between the Company and VStock Transfer LLC, as rights agent, and up to 5,137,615 cash pre-funded warrants issued pursuant to the securities purchase agreements entered into by the Company dated August 25, 2025 ("Cash Pre-Funded Warrants"), 10,463,001 pre-funded warrants issued pursuant to the cryptocurrency securities purchase agreements dated August 25, 2025 ("Cryptocurrency Pre-Funded Warrants" and together with the Cash Pre-Funded Warrants, the "Pre-Funded Warrants"), and 3,955,293 warrants issued on August 28, 2025 ("Strategic Warrants"), each at a purchase price of $3.00 per share (less $0.0001 in the case of the pre-funded warrants and strategic warrants) and 41,054,034 cash stapled warrants issued pursuant to securities purchase agreements entered into by the Company dated August 25, 2025 ("Cash Stapled Warrants") and 22,159,638 cryptocurrency stapled warrants issued pursuant to securities purchase agreements entered into by the Company dated August 25, 2025 ("Cryptocurrency Stapled Warrants"), each at a purchase price of $0.17 per Stapled Warrant, which tender offer is set to expire on November 12, 2026, unless extended or withdrawn. Our Board of Directors determined that the Tender Offer was a prudent use of our existing cash available and other financial resources and delivered value to our shareholders.
Our Board of Directors has also determined that the cash tender offer was an appropriate mechanism to return capital to shareholders and warrant holders that were seeking liquidity under current market conditions while, at the same time, allowing shareholders and warrant holders who did not participate in the Tender Offer to share in a higher portion of our future potential. If all securities sought are tendered, the Company will pay approximately $214.3 million. The Company will pay for the securities purchased, and the related fees and expenses, from cash on hand. The Offer is not subject to a financing condition.
Tender Offer Support and Settlement Agreement
On October 27, 2026, the Company entered into a tender offer support and settlement agreement (the "Settlement Agreement") with Bastion Trading Limited, a British Virgin Islands company and certain of its affiliates (together, "Bastion", and the Company and Bastion together, the "Parties").
Pursuant to the Settlement Agreement, the Company has agreed to amend the terms of the Tender Offer to (a) increase the maximum number of Cash Pre-Funded Warrants that may be tendered in the Tender Offer to equal 100% of the Cash Pre-Funded Warrants issued and outstanding; (b) increase the maximum number of Cryptocurrency Pre-Funded Warrants that may be tendered in the Tender Offer to equal 100% of the Cryptocurrency Pre-Funded Warrants issued and outstanding; (c) add cash stapled warrants as securities that may be tendered in the Tender Offer, with the amount that may be tendered in the Tender Offer equal to 100% of the cash stapled warrants issued and outstanding, with no minimum number required to be tendered as a condition to the Tender Offer, and with the cash stapled warrants to be offered in the Tender Offer at a price of $0.17 per stapled warrant; (d) add cryptocurrency stapled warrants as securities that may be tendered in the Tender Offer, with the amount that may be tendered in the Tender Offer equal to 100% of the cryptocurrency stapled warrants issued and outstanding, with no minimum number required to be tendered as a condition to the Tender Offer, and with the cryptocurrency stapled warrants to be offered in the Tender Offer at a price of $0.17 per stapled warrant, (e) extend the term of the Tender Offer until at least November 12, 2026, and (f) subject to applicable law, delete any provisions in the Schedule to Tender Offer Statement pertaining to the Tender Offer (as may be amended, the "Schedule TO") related to a 30% withholding on payments for Non-U.S. Holders ("Withholding"), and, subject to applicable law, for the Company not make any such Withholding.
Pursuant to the terms of the Settlement Agreement, Bastion has agreed to tender all securities beneficially owned by Bastion as may be so tendered in the Tender Offer. Additionally, Bastion has agreed to customary standstill provisions a period of three years from the execution of the Settlement Agreement (the "Standstill Period"), during which time Bastion would not be permitted, without approval of the Board of Directors of the Company, from acquiring any of the Company's securities, or selling or transferring any securities of the Company to any third parties which would knowingly cause such third party to beneficially own more than 5% of the Company (subject to limited exception), nominating directors, submitting shareholder proposals, soliciting proxies, seeking representation on the Board of Directors of the Company, or otherwise seeking to influence the management or policies of the Company, amongst other customary restrictions.
In addition, pursuant to the terms of the Settlement Agreement, the Parties have also agreed to a mutual non-disparagement agreement during the Standstill Period (subject to limited exceptions); an agreement by each of the Parties not to pursue any legal proceedings against the other party during the Standstill Period (subject to limited exceptions); and after payment for the shares tendered in the Tender Offer, an agreement of mutual release of claims by each of the Parties (subject to limited exceptions). The Parties have also agreed to a number of other covenants in connection with the Settlement Agreement, including an agreement by the Company not to alter certain terms of the Tender Offer without the approval of Bastion; an agreement by Bastion not to sell or transfer any securities of the Company beneficially owned by Bastion other than through tender in the Tender Offer until the earlier of the expiration of the Tender Offer or termination of the Settlement Agreement; an agreement by Bastion not to make any "block trades" of the Company's shares of common stock for a specified period after the expiration of the Tender Offer, after which time the Company would receive a right of first refusal on any such block trades; and an agreement by Bastion during the Standstill Period to vote any voting securities of the Company beneficially held by Bastion in line with the Board's recommendations of any proposals (other than any proposal regarding a change of control of the Company).
The Settlement Agreement contains customary representations, warranties, agreements and other provisions, including the reimbursement of certain expenses of Bastion. The Settlement Agreement shall automatically terminate under a number of circumstances, including if the Company terminates or withdraws the Tender Offer, the Company does not accept payment for any of the securities of Bastion tendered in the Tender Offer, the breach of certain covenants to the Settlement Agreement, a determination that the Withholding is required in connection with the Tender Offer following consultation with a third party advisor, or if the Company has not amended the Schedule TO within the time provided for under the Settlement Agreement. If not otherwise terminated in accordance with its terms, the Settlement Agreement will terminate on the expiration of the Standstill Period.
Critical Accounting Policies and Significant Judgments and Estimates
This management's discussion and analysis of our financial condition and results of operations is based on our financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States. The preparation of our financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of our financial statements, as well as the reported revenues and expenses during the reported periods. We evaluate these estimates and judgments on an ongoing basis. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The fair market value adjustments related to investments in digital assets and warrants classified as liabilities, as well as inventory related adjustments, could impact the operating results in the reporting periods.
Summary of Significant Accounting Policies
Our significant accounting policies are described in Note 2 of the accompanying condensed consolidated financial statements and further discussed in our annual financial statements included in our annual report on Form 10-K for the year ended December 31, 2025.
Results of Operations
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THREE MONTHS ENDED SEPTEMBER 30, |
NINE MONTHS ENDED SEPTEMBER 30, |
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| 2026 | 2025 | 2026 | 2025 | |||||||||||||
| Net Revenue | $ | - | $ | 68,040 | $ | 192,780 | $ | 204,120 | ||||||||
| Cost of goods sold | - | 71,260 | 202,578 | 219,880 | ||||||||||||
| Cost of goods - inventory reserve | - | - | 284,228 | - | ||||||||||||
| Total cost of goods sold | - | 71,260 | 486,806 | 219,880 | ||||||||||||
| Gross Margin (Loss) | - | (3,220 | ) | (294,026 | ) | (15,760 | ) | |||||||||
| Staking Revenue, net | 2,551,013 | 2,205,423 | 8,008,669 | 2,205,423 | ||||||||||||
| Operating expenses: | ||||||||||||||||
| Warrant issuance - related party | - | 101,331,513 | - | 101,331,513 | ||||||||||||
| Consulting fees - related party | 2,112,524 | 892,458 | 7,112,523 | 892,458 | ||||||||||||
| Research and development | 626,800 | - | 1,047,055 | - | ||||||||||||
| Selling, general and administrative | 2,598,029 | 7,100,593 | 12,814,606 | 9,876,048 | ||||||||||||
| Unrealized gain on digital commodities | (90,525,120 | ) | (14,864,742 | ) | (6,188,567 | ) | (14,864,742 | ) | ||||||||
| Realized (gain) loss on digital commodities | 2,815,036 | (635,000 | ) | 17,531,835 | (635,000 | ) | ||||||||||
| Digital commodity transaction expenses | 71,700 | 810,861 | 200,208 | 810,861 | ||||||||||||
| Total Operating Expenses | (82,301,031 | ) | 94,635,683 | 32,517,660 | 97,411,138 | |||||||||||
| Income (Loss) from Operations | 84,852,044 | (92,433,480 | ) | (24,803,017 | ) | (95,221,475 | ) | |||||||||
| Other income (expense) | ||||||||||||||||
| Interest income (expense), net | 49,148 | 68,488 | 135,932 | (461,551 | ) | |||||||||||
| Fair market value adjustment on warrants | 18,229 | 1,208,142 | 66,148 | 12,295,842 | ||||||||||||
| Derivative loss, net | - | (4,378,749 | ) | - | (4,378,749 | ) | ||||||||||
| Other expense | (6,329 | ) | - | (6,657 | ) | (13 | ) | |||||||||
| Other Income, net | 73,706 | (3,102,119 | ) | 208,737 | 7,455,529 | |||||||||||
| Income (Loss) Before Provision for Taxes | 84,925,750 | (95,535,599 | ) | (24,594,280 | ) | (87,765,946 | ) | |||||||||
| Tax Provision | - | - | - | - | ||||||||||||
| Income (Loss) from Continuing Operations | 84,925,750 | (95,535,599 | ) | (24,594,280 | ) | (87,765,946 | ) | |||||||||
| Discontinued Operations: | ||||||||||||||||
| Loss from discontinued operations | - | (9,797,694 | ) | - | (12,211,207 | ) | ||||||||||
| Income tax benefit | - | - | - | 132,000 | ||||||||||||
| Loss from Discontinued Operations | - | (9,797,694 | ) | - | (12,079,207 | ) | ||||||||||
| Net Income (Loss) | $ | 84,925,750 | $ | (105,333,293 | ) | $ | (24,594,280 | ) | $ | (99,845,153 | ) | |||||
Comparison of the Nine Months Ended September 30, 2026 and 2025
Product Net Revenue/Gross Margin
For the nine months ended September 30, 2026, revenue decreased to $192,780 from $204,120 in the prior nine months ended September 30, 2025. For the same periods, costs of goods sold decreased by $17,302 to $202,578 from $219,880.
The inventory reserve increased by $284,228 for the nine month period ended September 30, 2026, with the prior period ended September 30, 2025 reserve of $0.
Staking Revenue - net
For the nine months ended September 30, 2026, the Company recognized net staking revenue of $8,008,669 as compared to $2,205,423 for the nine months ended September 30, 2025, resulting from the digital treasury strategy implemented during the third quarter of 2025.
Transaction expense - digital commodities
For the nine months ended September 30, 2026, $200,208 in transaction expenses relate to custodian and exchange for digital commodity investments. Digital commodity transaction expenses of $810,861 were incurred in the same period of 2025, including a one-time fee related to the digital assets transferred in connection with the August 2025 private placement.
Unrealized gain on digital commodities
During the nine months ended September 30, 2026, the Company recognized $6,188,567 in unrealized gain on investments in digital commodities as compared to $14,864,742 for the nine months ended September 30, 2025.
Realized loss on digital commodities
During the nine months ended September 30, 2026, the Company recognized $17,531,835 in realized losses on sale of investments in digital commodities as compared to a realized gain of $635,000 for the nine months ended September 30, 2025.
The realized loss in 2026 reflected the difference between the average price of $94.14 received for the sale of 164,400 SOL and the cost basis of $200.78.
Research and Development
For the nine months ended September 30, 2026, Research and Development ("R&D") expenses increased to $1,047,055 compared to none for the nine months ended September 30, 2025. This increase resulted from new R&D activities related to the Company's software development.
Selling, General and Administrative
For the nine months ended September 30, 2026, Selling, General and Administrative ("SG&A") expenses were $12,814,606 as compared to $9,876,048 for the nine months ended September 30, 2025. The increase of $2,938,558 was primarily attributable to the following factors
| ● | An increase of approximately $1.2 million in payroll and related costs, primarily due to an increase of $0.9 million in stock compensation expense and an increase of $0.3 million mainly due to payroll from new hires. |
| ● | An increase of approximately $1.5 million in professional services: |
| ○ | $1.0 million increase related to audit, accounting and tax advisory services | |
| ○ | $0.3 million increase in legal fees | |
| ○ | $0.1 million increase in consulting and other professional services |
| ● | All other G&A expenses decreased approximately $0.1 million, as a $0.7 million increase in insurance costs and a $0.8 million decrease in consulting costs. |
Consulting fees - related parties
This amount of $7,112,523 represents consulting fees to Sol Edge. See Note 13 to the Condensed Consolidated Financial Statements.
Net Interest income (expense)
Net interest income was $135,932 for the nine months ended September 30, 2026, compared to interest expense of $461,551 for the nine months ended September 30, 2025. Net interest changed by $597,483 due to a) interest earned on cash in 2026 of $180,249 as compared to $246,839 in 2025 b) interest expense of $708,390 in 2025 for the accreted interest on the debt financing that originated in the third quarter of 2024 as compared to $44,317 in interest expense during 2026.
FMV Adjustment for Warrants
The value of the Warrants recorded as a liability requires the Fair Market Value ("FMV") to be recorded at the date warrants are issued and then be remeasured at each reporting date while outstanding with recognition of the changes in fair value to other income or expense in the Condensed Consolidated Statement of Operations. For the nine months ended September 30, 2026, and 2025 the Company recorded a FMV gain adjustment of $66,148 and $12,295,842, respectively.
Comparison of the Three Months Ended September 30, 2026 and 2025
Product Net Revenue/Gross Margin
For the three months ended September 30, 2026 and September 30, 2025, we recognized revenues of $0 and $68,040. For the same periods, cost of sales were recognized of $0 and $71,260, respectively. These revenues were the initial shipments of the SoloGard line of syringes.
Staking Revenue - net
For the three months ended September 30, 2026, the Company recognized net staking revenue of $2,551,013 resulting from the digital treasury strategy implemented during the third quarter of 2025. For the 2025 period staking revenue for just over one month within the period totaled $2,205,423.
Transaction expense - digital commodities
For the three months ended September 30, 2026, $71,700 in transaction expenses relate to custodian and exchange for digital commodity investments. Digital commodity transaction expenses of $810,861 were incurred in the same period of 2025, including a one-time fee related to the digital assets transferred in connection with the August 2025 private placement.
Unrealized gain on digital commodities
During the three months ended September 30, 2026, the Company recognized $90,525,120 in unrealized gain on investments in digital commodities as compared to $14,864,742 for the three months ended September 30, 2025.
Realized loss on digital commodities
During the three months ended September 30, 2026, the Company recognized $2,815,036 in losses on sale of investments in digital commodities.
The realized loss reflected the difference between the average price of $103.71 received for the sale of 29,000 SOL and the cost basis of $200.78.
Research and Development
For the three months ended September 30, 2026, R&D expenses increased to $626,800 compared to none for the three months ended September 30, 2025. This increase resulted from new R&D activities related to the Company's software development.
Selling, General and Administrative
For the three months ended September 30, 2026, SG&A expenses were $2,598,029 as compared to $7,100,592 for the three months ended September 30, 2025. The decrease of $4,502,563 was primarily attributable to the following factors
| ● | A decrease of approximately $3.0 million in payroll and related costs. This includes an increase of $0.2 million in payroll and a decrease of $3.2 million in stock compensation expense | |
| ● | All other G&A expenses decreased by approximately $1.4 million, primarily due to $1.8 million in lower consulting fees, offset by $0.3 million in higher professional expenses and $0.2 million in higher insurance costs. |
Consulting fees - related parties
This amount of $2,112,524 represents consulting fees to Sol Edge. See Note 13 to the Condensed Consolidated Financial Statements.
Net Interest income (expense)
Net Interest income was $49,148 for the three months ended September 30, 2026, compared to $68,488 for the three months ended September 30, 2025.
FMV Adjustment for Warrants
For the three months ended September 30, 2026, and 2025 the Company recorded a FMV gain adjustment of $18,229 and $1,208,142, respectively.
Liquidity and Capital Resources
|
Nine months ended September 30, 2026 |
Nine months ended September 30, 2025 |
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| Beginning cash | 10,382,745 | 864,041 | ||||||
| Cash from operating activities | (9,145,283 | ) | (7,059,009 | ) | ||||
| Cash from investing activities | 12,437,640 | (186,104,214 | ) | |||||
| Cash from financing activities | (6,197,330 | ) | 210,726,915 | |||||
| Cash from discontinued operations | - | (7,906,027 | ) | |||||
| Ending cash | 7,477,772 | 10,521,706 | ||||||
Net Cash Used in Operating Activities
The Company used cash of $9,145,283 and $7,059,009 in operating activities for the nine months ended September 30, 2026 and 2025, respectively. The change in cash used was principally due to the Company incurring higher G&A expenses and new R&D activities, as described above, during the nine months ended September 30, 2026.
Net Cash Provided By (Used In) Investing Activities
For the nine months ended September 30, 2026, the Company provided cash from investing activities of $12,437,640, mainly from the sales of Solana. For the nine months ended September 30, 2025, the Company used $186,104,214 to purchase digital assets.
Net Cash Provided by Financing Activities
For the nine months ended September 30, 2026 and 2025, the Company used and provided cash from financing activities of $6,197,330 and $210,726,915 respectively. In the 2025 period, the cash provided was from the $207,320,039 in net proceeds from share offerings and margin loan of $7,628,888, offset by the debt repayment of $4,222,012. In the 2026 period, the cash was used for the remaining repayment of the margin loan $3,084,931 and the share repurchase program $3,112,399.
Following is a summary of stablecoin activity for the nine months ended September 2026 and 2025:
|
September 30, 2026 |
September 30, 2025 | |||||||
| Payment stablecoin (in USD) | Payment stablecoin | Payment stablecoin | ||||||
| Beginning payment stablecoin | 2 | - | ||||||
| In-kind payment stablecoin (PIPE) | - | 86,104,501 | ||||||
| Solana sale proceeds | 3,007,746 | |||||||
| Payment stablecoin purchases | 354,595 | 17,003,451 | ||||||
| Dispositions of payment stablecoin | (316,799 | ) | (88,411,950 | ) | ||||
| Ending payment stablecoin | 3,045,544 | 14,696,002 | ||||||
Subsequent to the end of the third quarter and in anticipation of the completion of the tender offer, the Company liquidated its Solana treasury, selling approximately 2 million SOL at an average price net of fees of $107.20 per SOL for cash and USDC. The USDC was subsequently liquidated to cash, with a resulting cash balance of approximately $224 million. If all securities are tendered at the maximum percentages specified in the amended tender offer, the Company will pay approximately $214.3 million. The Company will pay for the securities purchased, and the related fees and expenses, from cash on hand. The Company no longer holds any SOL and after the Offer is closed does not intend to repurchase SOL.
The Company intends to finance its future development and commercialization activities related to agentic AI and its other working capital needs with a combination of the sale of equity securities and/or with additional funding from other traditional financing sources until such time that funds provided by operations are sufficient to fund working capital requirements. The Company is currently debt free and intends to maintain sufficient cash and other immediately liquid resources on hand to satisfy current obligations.
Off-Balance Sheet Arrangements
During the periods presented, we did not have any off-balance sheet arrangements as defined under Regulation S-K Item 303(a)(4).
Emerging Growth Company Status
We are an "emerging-growth company", as defined in the JOBS Act, and, for as long as we continue to be an emerging growth company, we may choose to take advantage of exemptions from various reporting requirements applicable to other public companies but not to emerging growth companies, including, but not limited to, not being required to have our independent registered public accounting firm audit our internal control over financial reporting under Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in our periodic reports and proxy statements and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. As an emerging growth company, we can also delay adopting new or revised accounting standards until such time as those standards apply to private companies. We intend to avail ourselves of these options. Once adopted, we must continue to report on that basis until we no longer qualify as an emerging growth company.
We will cease to be an emerging growth company upon the earliest of: (i) the end of the fiscal year following the fifth anniversary of the initial public offering; (ii) the first fiscal year after our annual gross revenue are $1.235 billion or more; (iii) the date on which we have, during the previous three-year period, issued more than $1.0 billion in non-convertible debt securities; or (iv) the end of any fiscal year in which the market value of our common stock held by non-affiliates exceeded $700 million as of the end of the second quarter of that fiscal year. We cannot predict if investors will find our common stock less attractive if we choose to rely on these exemptions. If, as a result of our decision to reduce future disclosure, investors find our common shares less attractive, there may be a less active trading market for our common shares and the price of our common shares may be more volatile.
We are also a "smaller reporting company", meaning that the market value of our stock held by non-affiliates plus the aggregate amount of gross proceeds to us as a result of the IPO is less than $700 million and our annual revenue was less than $100 million during the most recently completed fiscal year. We may continue to be a smaller reporting company if either (i) the market value of our stock held by non-affiliates is less than $250 million or (ii) our annual revenue was less than $100 million during the most recently completed fiscal year and the market value of our stock held by non-affiliates is less than $700 million. If we are a smaller reporting company at the time we cease to be an emerging growth company, we may continue to rely on exemptions from certain disclosure requirements that are available to smaller reporting companies. Specifically, as a smaller reporting company we may choose to present only the two most recent fiscal years of audited financial statements in our Annual Report on Form 10-K and, similar to emerging growth companies, smaller reporting companies have reduced disclosure obligations regarding executive compensation.