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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): August 14, 2025

 

WRAP TECHNOLOGIES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-38750

 

98-0551945

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

3480 Main Hwy, Suite 202

Miami, Florida 33133

(Address of principal executive offices) (Zip Code)

 

(800) 583-2652

(Registrant’s telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $0.0001 per share   WRAP   Nasdaq Capital Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☐

 

Emerging growth company ☐

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On August 14, 2025, Wrap Technologies, Inc. (the “Company”) issued an earnings release to announce the Company’s financial results for its fiscal quarter ended June 30, 2025. A copy of the earnings release is attached to this Current Report on Form 8-K as Exhibit 99.1.

 

The information in this Current Report on Form 8-K, including the information set forth in Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), nor shall any exhibit filed herewith be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.   Description
99.1   Press release dated August 14, 2025
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  WRAP TECHNOLOGIES, INC.
     
Date: August 14, 2025. By: /s/ Jerry Ratigan
    Jerry Ratigan
    Chief Financial Officer and Chief Accounting Officer

 

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

Wrap Technologies, Inc. Reports Second Quarter 2025 Results

 

Cost Reductions, Cash Flow Improvements, and Strategic Repositioning Mark Second Quarter Progress

 

MIAMI, Florida, August 14, 2025 (GLOBE NEWSWIRE) — Wrap Technologies, Inc. (NASDAQ: WRAP) (“Wrap” or the “Company”), a recognized innovator in public safety technology, today announced financial and operating results for the second quarter ended June 30, 2025.

 

Financial Results:

 

Cost Reduction Initiative Completed: Operating expenses in Q2 2025 were reduced by 26% compared to Q1 2025, decreasing to $3.3 million from $4.5 million, respectively, reflecting continued cost optimization across entire organization. On a year-to-date basis, operating expenses were reduced by 14% for the six months ended June 30, 2025 compared to the same prior year period, down to $7.9 million from $9.1 million, respectively.
Cash Flow Improvements Achieved: Net cash used in operations reduced by $2.2 million during the six months ended June 30, 2025, down to $5.0 million compared to $7.2 million in the same period in 2024, exhibiting prudent financial stewardship. Cash increased 16% to $4.2 million at June 30, 2025, up from $3.6 million at December 31, 2024.
Strategic Repositioning Continues: Revenue was $1.0 million and $1.8 million for the three and six months ended June 30, 2025, respectively, as the Company focuses on customer acquisition, enhanced value proposition, and executing a new Go-To-Market strategy.
Proactive Balance Sheet Discipline: On June 30, 2025, the Company successfully amended the terms of certain of its outstanding warrants. These amendments enabled the Company to reclassify the warrant liability to additional paid-in capital. As a result, the Company will no longer recognize non-cash, mark-to-market changes in fair value through the Statement of Operations, reducing earnings volatility going forward.

 

Other Recent Highlights:

 

Wrap launched WrapVision: North American-made all-in-one body-worn camera solution for law enforcement, public safety and healthcare

 

 

 

Wrap announced the appointment of Gerald “Jerry” Ratigan as Chief Financial Officer of the Company
Former SWAT leader and national educator joined WrapTactics™ to launch digital pre-escalation training

The Supreme Court’s unanimous Barnes v. Felix ruling expanded officer liability to the pre-escalation period, aligning with Wrap’s mission and positioning BolaWrap® for accelerated adoption through newly trademarked “Pre-Escalation” and “WrapWindow” concepts.

Expecting to take possession of the Company’s new manufacturing facility in Norton, Virginia before the end of August 2025.

 

Wrap expects to host a call to discuss these results. Details, including the date, time, and a link to register, are provided below:

 

Date: Thursday, August 14, 2025
Time: 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time)
Webcast Link: Click here to register

 

About Wrap Technologies, Inc.

 

Wrap Technologies, Inc. (Nasdaq: WRAP) a global leader in innovative public safety technologies and non-lethal tools, delivering cutting-edge technology with exceptional people to address the complex, modern day challenges facing public safety organizations.

 

Wrap’s BolaWrap® 150 solution leads the world in pre-escalation and beyond, providing law enforcement with a safer choice for nearly every phase of a critical incident.

 

This innovative, patented device deploys a multi-sensory, cognitive disruption that leverages sight, sound and sensation to expand the pre-escalation period and give officers the advantage and critical time to manage non-compliant subjects before resorting to higher-force options. The BolaWrap 150 is a non-pain-based- compliance tool. It does not shoot, strike, shock, or incapacitate—instead, it helps officers strategically operate pre-escalation on the force continuum, reducing the risk of injury to both officers and subjects. Used by over 1,000 agencies across the U.S. and in 60 countries, BolaWrap® is backed by training certified by the International Association of Directors of Law Enforcement Standards and Training (IADLEST), reinforcing Wrap’s commitment to public safety through cutting-edge technology and expert training.

 

Wrap Reality™ VR is a fully immersive training simulator to enhance decision-making under pressure.

 

As a comprehensive public safety training platform, it provides first responders with realistic, interactive scenarios that reflect the evolving challenges of modern law enforcement. By offering a growing library of real-world situations, Wrap Reality™ equips officers with the skills and confidence to navigate high stakes encounters effectively, leading to safer outcomes for both responders and the communities they serve.

 

 

 

WrapVision is an all-new body-worn camera and evidence management system built for efficiency.

 

Designed for efficiency, security, and transparency to meet the rigorous demands of modern law enforcement, WrapVision seamlessly captures, stores, and helps manage digital evidence, ensuring with operational security, regulatory compliance, and superior video picture quality and field of view.

 

The WrapVision camera, powered by IONODES boasts seamless cloud integration and strictly adheres to Trade Agreements Act (TAA) compliance requirements and GSA schedule contracts requirements. Crucially, unlike many competitor devices manufactured overseas in foreign, non-compliant, and possibly hostile regions, WrapVision is built right here in North America today, with a critical made-in-America roadmap by the end of 2025. This track ensures unparalleled data integrity and eliminates critical concerns over unauthorized access or foreign surveillance risks.

 

Trademark Information

 

Wrap, the Wrap logo, BolaWrap®, Wrap Reality™ and Wrap Training Academy are trademarks of Wrap Technologies, Inc., some of which are registered in the U.S. and abroad. All other trade names used herein are either trademarks or registered trademarks of the respective holders.

 

Cautionary Note on Forward-Looking Statements – Safe Harbor Statement

 

This release contains “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “anticipate,” “should”, “believe”, “target”, “project”, “goals”, “estimate”, “potential”, “predict”, “may”, “will”, “could”, “intend”, and variations of these terms or the negative of these terms and similar expressions are intended to identify these forward-looking statements. Moreover, forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company’s control. The Company’s actual results could differ materially from those stated or implied in forward-looking statements due to a number of factors, including but not limited to: the Company’s ability to maintain compliance with the Nasdaq Capital Market’s listing standards; the Company’s ability to successfully implement training programs for the use of its products; the Company’s ability to manufacture and produce products for its customers; the Company’s ability to develop sales for its products; the market acceptance of existing and future products; the availability of funding to continue to finance operations; the complexity, expense and time associated with sales to law enforcement and government entities; the lengthy evaluation and sales cycle for the Company’s product solutions; product defects; litigation risks from alleged product-related injuries; risks of government regulations; the business impact of health crises or outbreaks of disease, such as epidemics or pandemics; the impact resulting from geopolitical conflicts and any resulting sanctions; the ability to obtain export licenses for counties outside of the United States; the ability to obtain patents and defend intellectual property against competitors; the impact of competitive products and solutions; and the Company’s ability to maintain and enhance its brand, as well as other risk factors mentioned in the Company’s most recent annual report on Form 10-K, subsequent quarterly reports on Form 10-Q, and other Securities and Exchange Commission filings. These forward-looking statements are made as of the date of this release and were based on current expectations, estimates, forecasts, and projections as well as the beliefs and assumptions of management. Except as required by law, the Company undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations.

 

Investor Relations Contact:

 

(800) 583-2652

ir@wrap.com

 

 

 

Wrap Technologies, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except par value and share amounts)

(unaudited)

 

    June 30, 2025     December 31, 2024  
ASSETS                
Current assets:                
Cash and cash equivalents   $ 4,177     $ 3,610  
Accounts receivable and contract assets, net     906       513  
Inventories, net     5,904       6,170  
Prepaid expense and other current assets     334       178  
Total current assets     11,321       10,471  
Property and equipment, net     87       146  
Operating lease right-of-use asset, net     1,814       1,964  
Intangible assets, net     2,262       2,354  
Other long-term assets     128       186  
Total assets   $ 15,612     $ 15,121  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities:                
Accounts payable   $ 583     $ 609  
Accrued liabilities     872       1,403  
Customer deposits     27       27  
Deferred revenue - short term     302       466  
Operating lease liability - short term     218       567  
Warrants     -       10,131  
Total current liabilities     2,002       13,203  
                 
Deferred revenue – long-term     23       39  
Operating lease liability – long-term     1,826       1,629  
Total long-term liabilities     1,849       1,668  
Total liabilities   $ 3,851     $ 14,871  
                 
Commitments and contingencies (Note 13)                
                 
Stockholders’ equity:                
Preferred stock - 5,000,000 authorized; par value $0.0001 per share; 0 shares issued and outstanding at June 30, 2025, and December 31, 2024, respectively   $ -     $ -  
Common stock - 150,000,000 authorized; par value $0.0001 per share; 50,728,535 and 47,101,631 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively     5       5  
Convertible Preferred Stock - 10,000 authorized, par value $0.0001 per share; 8,207 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively     -       -  
Additional paid-in capital     120,783       105,326  
Accumulated deficit     (109,027 )     (105,081 )
Total stockholders’ equity     11,761       250  
Total liabilities and stockholders’ equity   $ 15,612     $ 15,121  

 

 

 

Wrap Technologies, Inc.

Condensed Consolidated Statements of Operations and Comprehensive Loss

(in thousands, except share and per share amounts)

(unaudited)

 

    Three Months ended June 30,     Six Months ended June 30,  
    2025     2024     2025     2024  
Revenues:                        
Product sales   $ 197     $ 1,251     $ 550       2,578  
Managed services     764       -       1,000       -  
Technology enabled services     51       322       228       471  
Total revenues     1,012       1,573       1,778       3,049  
Cost of revenues     525       589       695       1,229  
Gross profit     487       984       1,083       1,820  
                                 
Operating expenses:                                
Selling, general and administrative     3,181       3,475       7,266       7,695  
Research and development     162       679       594       1,434  
Total operating expenses     3,343       4,154       7,860       9,129  
Loss from operations     (2,856 )     (3,170 )     (6,777 )     (7,309 )
                                 
Other income (expense):                                
Interest income     2       55       3       133  
Change in fair value of warrant liabilities     (871 )     2,738       3,158       6,917  
Other     (2 )     (8 )     (2 )     (9 )
Total other income (expense), net     (871 )     2,785       3,159       7,041  
Net loss     (3,727 )     (385 )   $ (3,618 )   $ (268 )
                                 
Less: Convertible preferred stock dividends     (164 )     (511 )     (328 )     (700 )
Net loss attributable to common stockholders   $ (3,891 )   $ (896 )   $ (3,946 )   $ (968 )
                                 
Net loss per basic and diluted common share   $ (0.07 )   $ (0.02 )   $ (0.07 )   $ (0.02 )
Weighted average common shares used to compute net loss per basic and diluted common share     50,609,509       45,324,917       49,439,838       44,470,183  
                                 
Comprehensive loss:                                
Net loss   $ (3,727 )   $ (385 )   $ (3,618 )   $ (268 )
Comprehensive loss   $ (3,727 )   $ (385 )   $ (3,618 )   $ (268 )

 

 

 

Wrap Technologies, Inc.

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

 

    Six Months ended June 30,  
    2025     2024  
Cash Flows From Operating Activities:                
Net loss   $ (3,618 )   $ (268 )
Adjustments to reconcile net loss to net cash used in operating activities:                
Depreciation and amortization     304       451  
Share-based compensation     2,435       918  
Warranty provision     2       17  
Change in fair value of warrant liabilities     (3,158 )     (6,917 )
Non-cash lease expense     (199 )     143  
Provision for doubtful accounts     34       -  
Write-off accounts receivables     26       -  
Inventory obsolescence reserve     187       12  
                 
Changes in assets and liabilities:                
Accounts receivable     (453 )     (236 )
Inventories     79       (707 )
Prepaid expenses and other current assets     (156 )     261  
Accounts payable     (34 )     25  
Operating lease liability     197       (29 )
Customer deposits     -       (1,002 )
Accrued liabilities and other     (523 )     39  
Warranty settlement     (10 )     (34 )
Deferred revenue     (180 )     41  
Changes in other non-current assets     58       37  
Net cash used in operating activities     (5,009 )     (7,249 )
                 
Cash Flows From Investing Activities:                
Proceeds from maturities of short-term investments     -       5,000  
Capital expenditures for property and equipment     (8 )     (13 )
Investment in patents and trademarks     (145 )     (97 )
Net cash (used in) provided by investing activities     (153 )     4,890  
                 
Cash Flows From Financing Activities:                
Proceeds from exercise of stock options     -       588  
Proceeds from issuance of warrants and common stock, net of offering costs     5,729       -  
Dividends settled in Cash     -       (120 )
Net cash provided by financing activities     5,729       468  
                 
Net increase (decrease) in cash and cash equivalents     567       (1,891 )
Cash and cash equivalents, beginning of period     3,610       3,955  
Cash and cash equivalents, end of period   $ 4,177     $ 2,064  
                 
Supplemental Disclosure of Non-Cash Investing and Financing Activities:                
Reclassification of warrant liabilities to additional paid in capital     12,159       -  
Change in unrealized gain on short-term investments     -       94  
Dividends on convertible preferred stock     (328 )     700  
Dividends settled with common stock     328       140