UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended December 31, 2025

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

For the transition period from to

Commission File Number: 001-40556

THE GLIMPSE GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		81-2958271
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

15 West 38th St., 12th Floor New York, NY		10018
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (917) 292-2685

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

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		VRAR		The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and ‘‘emerging growth company’’ in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

☐ Yes ☒ No

As of February 10, 2026, the registrant had 21,076,506 shares of common stock, par value $0.001 per share, outstanding.

THE GLIMPSE GROUP, INC.

TABLE OF CONTENTS

		Page No.
PART I	FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS (Unaudited)
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations	4
	Condensed Consolidated Statements of Stockholders’ Equity	5
	Condensed Consolidated Statements of Cash Flows	7
	Notes to Condensed Consolidated Financial Statements	8
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	20
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	27
ITEM 4.	CONTROLS AND PROCEDURES	27
PART II	OTHER INFORMATION	28
ITEM 1.	LEGAL PROCEEDINGS	28
ITEM 1A.	RISK FACTORS	28
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	28
ITEM 6.	EXHIBITS	29
SIGNATURES		30

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	As of December 31, 2025			As of June 30, 2025
	(Unaudited)			(Audited)
ASSETS
Cash and cash equivalents	$	3,342,713		$	6,832,725
Accounts receivable		561,888			840,551
Deferred costs		561,563			48,971
Notes receivable		105,000			160,600
Prepaid expenses and other current assets		334,492			289,810
Total current assets		4,905,656			8,172,657

Equipment and leasehold improvements, net		48,605			54,898
Right-of-use assets, net		196,510			122,094
Intangible assets, net		-			60,717
Goodwill		10,857,600			10,857,600
Other assets		11,100			11,100
Total assets	$	16,019,471		$	19,279,066

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	86,575		$	228,371
Accrued liabilities		238,583			446,896
Deferred revenue		242,977			52,576
Lease liabilities, current portion		151,602			127,046
Contingent consideration for acquisition		-			1,483,583
Total current liabilities		719,737			2,338,472

Long term liabilities
Lease liabilities, net of current portion		48,967			4,704
Total liabilities		768,704			2,343,176
Commitments and contingencies		-
Stockholders’ Equity
Preferred Stock, par value $0.001 per share, 20 million shares authorized; 0 shares issued and outstanding		-			-
Common Stock, par value $0.001 per share, 300 million shares authorized; 21,076,506 and 21,055,506 issued and outstanding, respectively		21,077			21,056
Additional paid-in capital		83,080,512			82,506,758
Accumulated deficit		(67,850,822	)		(65,591,924	)
Total stockholders’ equity		15,250,767			16,935,890
Total liabilities and stockholders’ equity	$	16,019,471		$	19,279,066

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	2025			2024		2025			2024
	For the Three Months Ended					For the Six Months Ended
	December 31,					December 31,
	2025			2024		2025			2024
Revenue
Software services	$	1,175,269		$	3,129,108	$	2,423,202		$	5,358,365
Software license/software as a service		103,947			39,826		251,731			248,938
Royalty income		20,481			-		23,417			-
Total revenue		1,299,697			3,168,934		2,698,350			5,607,303
Cost of goods sold		510,231			1,144,007		901,112			1,659,310
Gross profit		789,466			2,024,927		1,797,238			3,947,993
Operating expenses:
Research and development expenses		894,387			659,699		1,867,787			1,780,222
General and administrative expenses		843,821			845,381		1,823,055			1,782,660
Sales and marketing expenses		303,946			384,223		628,035			1,123,098
Amortization of acquisition intangible assets		9,069			100,536		60,717			226,077
Change in fair value of acquisition contingent consideration		-			28,161		16,417			61,480
Total operating expenses		2,051,223			2,018,000		4,396,011			4,973,537
Income (loss) from operations before other income		(1,261,757	)		6,927		(2,598,773	)		(1,025,544	)

Other income:
Gain on sale of business		-			-		240,000			-
Interest income		36,168			18,945		99,875			37,224
Net income (loss)	$	(1,225,589	)	$	25,872	$	(2,258,898	)	$	(988,320	)

Basic net income (loss) per share	$	(0.06	)	$	0.00	$	(0.11	)	$	(0.05	)
Diluted net income (loss) per share	$	(0.06	)	$	0.00	$	(0.11	)	$	(0.05	)

Weighted-average common shares used to compute basic net income (loss) per share		21,075,935			18,361,274		21,070,457			18,262,745
Weighted-average common shares used to compute diluted net income (loss) per share		21,075,935			24,521,976		21,070,457			18,262,745

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

(Unaudited)

	Shares		Amount		Paid-In Capital		Deficit			Total
	Common Stock				Additional		Accumulated
	Shares		Amount		Paid-In Capital		Deficit			Total
Balance as of October 1, 2025		21,066,006	$	21,067	$	82,755,663	$	(66,625,233	)	$	16,151,497
Common stock and stock option-based compensation expense		10,500		10		222,613		-			222,623
Stock option-based board of directors expense		-		-		102,236		-			102,236
Net loss		-		-		-		(1,225,589	)		(1,225,589	)
Balance as of December 31, 2025		21,076,506	$	21,077	$	83,080,512	$	(67,850,822	)	$	15,250,767

	Common Stock				Additional		Accumulated
	Shares		Amount		Paid-In Capital		Deficit			Total
Balance as of July 1, 2025		21,055,506	$	21,056	$	82,506,758	$	(65,591,924	)	$	16,935,890
Common stock and stock option-based compensation expense		21,000		21		369,284		-			369,305
Stock option-based board of directors expense		-		-		204,470		-			204,470
Net loss		-		-		-		(2,258,898	)		(2,258,898	)
Balance as of December 31, 2025		21,076,506	$	21,077	$	83,080,512	$	(67,850,822	)	$	15,250,767

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

(Unaudited)

	Common Stock				Additional			Accumulated
	Shares		Amount		Paid-In Capital			Deficit			Total
Balance as of October 1, 2024		18,166,217	$	18,166	$	74,926,319		$	(64,053,465	)	$	10,891,020
Common stock and stock option-based compensation expense		8,000		8		28,037			-			28,045
Stock option-based board of directors expense		-		-		12,459			-			12,459
Common stock issued for exercise of options		7,789		8		(8	)		-			-
Common stock issued in Securities Purchase Agreement, net		1,990,000		1,990		6,783,562			-			6,785,552
Common stock issued for exercise of warrants		100,000		100		174,900			-			175,000
Net income		-		-		-			25,872			25,872
Balance as of December 31, 2024		20,272,006	$	20,272	$	81,925,269		$	(64,027,593	)	$	17,917,948

	Common Stock				Additional			Accumulated
	Shares		Amount		Paid-In Capital			Deficit			Total
Balance as of July 1, 2024		18,158,217	$	18,158	$	74,559,600		$	(63,039,273	)	$	11,538,485
Balance		18,158,217	$	18,158	$	74,559,600		$	(63,039,273	)	$	11,538,485
Common stock and stock option-based compensation expense		16,000		16		382,296			-			382,312
Stock option-based board of directors expense		-		-		24,919			-			24,919
Common stock issued for exercise of options		7,789		8		(8	)		-			-
Common stock issued in Securities Purchase Agreement, net		1,990,000		1,990		6,783,562			-			6,785,552
Common stock issued for exercise of warrants		100,000		100		174,900						175,000
Net loss		-		-		-			(988,320	)		(988,320	)
Net income (loss)		-		-		-			(988,320	)		(988,320	)
Balance as of December 31, 2024		20,272,006	$	20,272	$	81,925,269		$	(64,027,593	)	$	17,917,948
Balance		20,272,006	$	20,272	$	81,925,269		$	(64,027,593	)	$	17,917,948

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	2025			2024
	For the Six Months Ended December 31,
	2025			2024
Cash flows from operating activities:
Net loss	$	(2,258,898	)	$	(988,320	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization and depreciation		83,199			272,615
Common stock and stock option based compensation for employees and board of directors		573,775			407,231
Net gain on divestiture of subsidiaries		-			(1,397,066	)
Reserve on note received in connection with divestiture of subsidiaries		-			1,500,000
Gain on office lease termination		-			(34,660	)
Acquisition contingent consideration fair value adjustment		16,417			61,480
Adjustment to operating lease right-of-use assets and liabilities		(5,597	)		(41,787	)

Changes in operating assets and liabilities:
Accounts receivable		278,663			(668,847	)
Deferred costs		(512,592	)		(52,003	)
Loans receivable		-			(40,900	)
Prepaid expenses and other current assets		(44,682	)		99,757
Other assets		-			5,349
Accounts payable		(141,796	)		114,108
Accrued liabilities		(208,313	)		295,521
Deferred revenue		190,401			214,369
Net cash used in operating activities		(2,029,423	)		(253,153	)
Cash flow from investing activities:
Purchase of leasehold improvements and equipment		(16,189	)		(26,406	)
Payment of contingent consideration for acquisition		(1,500,000	)		-
Cash used in investing activities		(1,516,189	)		(26,406	)
Cash flows provided by financing activities:
Notes receivable repayments (issuance)		55,600			(84,000	)
Proceeds from securities purchase agreement, net		-			6,785,552
Proceeds from exercise of warrants		-			175,000
Net cash provided by financing activities		55,600			6,876,552

Net change in cash and cash equivalents		(3,490,012	)		6,596,993
Cash and cash equivalents, beginning of period		6,832,725			1,848,295
Cash and cash equivalents, end of period	$	3,342,713		$	8,445,288

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1. DESCRIPTION OF BUSINESS

The Glimpse Group, Inc. (“Glimpse”, the “Company”) is an Immersive technology company, providing Spatial Computing, Virtual Reality (“VR”) and Augmented Reality (“AR”) software and services. Glimpse’s operating entities are located in the United States. The Company was incorporated in the State of Nevada in June 2016.

Glimpse’s unique business model builds scale and a robust ecosystem, while simultaneously providing investors an opportunity to invest directly into this emerging industry via a diversified platform.

The Company is listed on the Nasdaq Capital Market Exchange (“NASDAQ”) under the ticker VRAR.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). In the opinion of management, the unaudited condensed consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of December 31, 2025, the results of operations and cash flows for the three and six months ended December 31, 2025 and 2024. The financial data and other information disclosed in these notes to the interim financial statements related to these periods are unaudited. The results for the three and six months ended December 31, 2025 are not necessarily indicative of the results to be expected for the entire year ending June 30, 2026 or for any subsequent periods. The consolidated balance sheet as of June 30, 2025 has been derived from the audited consolidated financial statements at that date. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the SEC’s rules and regulations. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto for the year ended June 30, 2025.

Principles of Consolidation

The accompanying condensed consolidated financial statements include the balances of Glimpse and its wholly owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Customer Concentration and Credit Risk

Four customers accounted for approximately 81% (29%, 21%, 21% and 10%, respectively) of the Company’s total gross revenues during the three months ended December 31, 2025. Three of the same customers accounted for approximately 76% (28%, 28% and 19%, respectively) of the Company’s total gross revenues during the six months ended December 31, 2025. Three customers accounted for approximately 80% (56%, 14%, and 10%, respectively) of the Company’s total gross revenues during the three months ended December 31, 2024. Two of the same customers accounted for approximately 65% (44% and 21%, respectively) of the Company’s total gross revenues during the six months ended December 31, 2024.

Four customers accounted for approximately 91% (44%, 22%, 14% and 11%, respectively) of the Company’s accounts receivable as of December 31, 2025. One of the same customers accounted for approximately 46% of the Company’s accounts receivable as of June 30, 2025. No other customer accounted for greater than 10% of accounts receivable as of June 30, 2025.

The Company maintains cash in accounts that, at times, may be in excess of the Federal Deposit Insurance Corporation limit. The Company has not experienced any losses on such accounts.

Fair Value of Financial Instruments

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy, which is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, is as follows:

● Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities;

● Level 2 — inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or

● Level 3 — unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company classifies its cash equivalents within Level 1 of the fair value hierarchy on the basis of valuations based on quoted prices for the specific securities in an active market.

The Company’s contingent consideration is categorized as Level 3 within the fair value hierarchy. Contingent consideration is recorded within contingent consideration in the Company’s consolidated balance sheet as of June 30, 2025. Contingent consideration has been recorded at its fair values using unobservable inputs that include assumptions regarding financial forecasts and discount rates. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management.

The Company’s other financial instruments consist primarily of accounts receivable, accounts payable and other liabilities, and are reported at approximate fair value due to the short-term nature of these instruments.

Revenue Recognition

Nature of Revenues

The Company reports its revenues in three categories:

	●	Software Services: Spatial Computing, VR and AR projects, solutions and consulting services.
	●	Software License and Software-as-a-Service (“SaaS”): Spatial Computing, VR and AR software that is sold either as a license or as a SaaS subscription.
	●	Royalty income: royalty income earned pursuant to specific agreements.

The Company applies the following steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements:

	●	identify the contract with a customer;
	●	identify the performance obligations in the contract;
	●	determine the transaction price;
	●	allocate the transaction price to performance obligations in the contract;
	●	recognize revenue as the performance obligation is satisfied;
	●	determine that collection is reasonably assured.

Revenue is recognized when the Company satisfies its performance obligation under the contract by transferring the promised product to its customer or service is performed and collection is reasonably assured. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A portion of the Company’s contracts have a single performance obligation, as the promise to transfer products or services is not separately identifiable from other promises in the contract and, therefore, not distinct. Other contracts can include various services and products which are at times capable of being distinct, and therefore may be accounted for as separate performance obligations.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or providing services. As such, revenue is recorded net of returns, allowances, customer discounts, and incentives. Sales taxes and other taxes are excluded from revenues.

For distinct performance obligations recognized at a point in time, any unrecognized portion of revenue and any corresponding unrecognized expenses are presented as deferred revenue and deferred costs, respectively, in the accompanying balance sheets. Deferred costs include cash payroll costs and may include payments to consultants and vendors.

For distinct performance obligations recognized over time, the Company records deferred costs (costs in excess of billings) when revenue is recognized prior to invoicing, or deferred revenue (billings in excess of costs) when revenue is recognized subsequent to invoicing.

The Company recognizes royalty income pursuant to agreements with divested entities representing a percentage of said entities collected revenue.

Significant Judgments

SEC Form 10-Q filed by The Glimpse Group Inc.