AIRGAIN INC

Airgain, Inc. operates in the advanced wireless connectivity solutions industry, serving three primary markets: enterprise, automotive, and consumer. The company is transitioning from a component manufacturer to a provider of integrated, system-level connectivity solutions that combine hardware, software, and cloud management. The enterprise market demands reliable wireless access across diverse settings including smart cities, campuses, stadiums, transportation hubs, utilities, buildings, and suburban developments. The automotive market involves fleet and aftermarket applications supporting technologies such as 5G, LTE, Wi-Fi, LPWAN, GNSS, and Bluetooth. The consumer market represents a vast audience utilizing wireless-enabled devices including access points, wireless gateways, FWA devices, Wi-Fi routers and extenders, and smart home devices.

Airgain's competitive landscape is diverse and rapidly evolving, with competition from solution providers such as Cisco Systems, Cradlepoint (Ericsson), Digi International, Ezurio (Laird Connectivity), Huawei, Inseego, Lantronix, Nextivity, Nokia, Peplink, and Sierra Wireless (Semtech). The company also faces competition from vertically integrated Asian manufacturers offering complete solutions at aggressive price points, particularly in the vehicle gateway and repeater categories. Component manufacturers include Adant Technologies Inc., Amphenol, Kyocera AVX Components Corporation, and others. Airgain's competitive differentiation relies on its RF design expertise, product innovations, carrier relationships, growing software and cloud management platforms, and flexible approach to custom solutions. The company's competitive advantage stems from its integrated approach combining RF design expertise, embedded software and firmware capabilities, cloud-based device management platforms, and carrier specifications to deliver complete connectivity solutions.

Airgain generates revenue primarily from the sales of its products, recognizing revenue at the point in time when control is transferred to the customer, generally at shipment. The company also generates service revenue from agreements to provide design, engineering, and testing services as well as subscription revenue from the sale of data plans. For the year ended December 31, 2025, product sales accounted for approximately 94% of total revenue, compared to 6% coming from service revenue. The company's systems-level approach enables recurring revenue opportunities through software subscriptions, cloud services, and ongoing support contracts, specifically with its AirgainConnect Cloud platform and Lighthouse remote management capabilities. Primary customer segments include telecommunications operators, major original equipment manufacturers (OEMs), mobile network operators (MNOs), multiple service operators (MSOs), and original design manufacturers (ODMs).

Airgain's enterprise products include Smart Network Controlled Cellular Repeaters (Smart NCRs), embedded cellular modems, asset tracking solutions, and antennas for access points and IoT applications. The Lighthouse platform is a carrier-grade, high-power 5G smart repeater designed to extend coverage and offload capacity for mobile network operators and system integrators. In September 2025, Lighthouse obtained FCC certification, enabling U.S. deployments, and in December 2025, the company signed its first partnership agreement with a U.S. system integrator. The NimbeLink embedded modems serve numerous enterprise IoT sectors including packaging, logistics, EV charging, smart buildings, agriculture, and self-service innovations. In 2025, the company launched its NimbeLink Skywire Cat 1 bis embedded modem. The asset tracking solutions include the AT-Flight solution, an in-flight certified asset tracker with integrated artificial intelligence that enables full journey tracking, targeting the healthcare and life sciences markets. The asset tracking solution includes a recurring revenue component, the subscription-based NLink cloud-based device enablement platform.

Airgain's automotive products include the second-generation AirgainConnect Fleet (AC-Fleet) system solution, a low-profile, roof-mounted, all-in-one 5G vehicle gateway providing 4G/5G cellular connectivity with built-in multi-profile eSIM, GNSS, Wi-Fi, and gigabit Ethernet router functionalities. In the third quarter of 2024, the company completed the first commercial deployment of AC-Fleet. In October 2024, AC-Fleet obtained T-Mobile and AT&T commercial certifications, as well as regulatory approval from the FCC, IC and industry accreditation from the PTCRB. In April 2025, the company obtained Verizon commercial certification for AirgainConnect Fleet. The company achieved AT&T FirstNet Trusted certification in May 2025, and T-Mobile T-Priority certification in October 2025 for AirgainConnect Fleet. The AC-Fleet platform is complemented by AirgainConnect Cloud, a comprehensive device management and analytics platform delivered via customer subscription. Consumer products include embedded antennas deployed in various consumer applications including access points, wireless gateways, FWA devices, Wi-Fi routers and extenders, and smart home devices. In 2024, the company was awarded multi-million-dollar deals with tier one MSOs for Wi-Fi 7 antenna solutions. In November 2025, the company secured a design win with a leading global CPE manufacturer for a next-generation Wi-Fi 7 fiber broadband gateway under development for a major North American broadband operator.

In May 2025, the company amended and restated the At-the-Market Issuance Sales Agreement with Craig-Hallum Capital Group LLC, filing a registration statement on Form S-3 for up to an aggregate of $5.0 million in shares of common stock. During 2025, the company issued 109,167 shares of common stock under the 2025 ATM offering for net proceeds of $0.2 million after deducting commissions and other costs. As of December 31, 2025, $4.6 million remained available for future sales under the Sales Agreement. The company applied for Employee Retention Credit (ERC) refunds in 2023 totaling $2.8 million, and during the twelve months ended December 31, 2025, received ERC refunds of $2.0 million. The company also received $0.3 million for interest earned on the ERC and paid $0.2 million in commissions to a third-party consulting firm that assisted in processing the refund request. In June 2025, the company entered into lease agreements for the use of six vehicles to demonstrate its AC-Fleet vehicle gateway, with the lease term ending in March 2028 and each vehicle subject to an assumed residual value of approximately $24,000 per vehicle.

For the year ended December 31, 2025, total sales were $51.779 million ¹, compared to $60.599 million ² in 2024, a decrease of 14.6% ³. Gross profit was $22.545 million ⁴ in 2025 compared to $24.802 million ⁵ in 2024, with gross profit as a percentage of sales increasing to 43.5% ⁶ from 40.9% ⁷ in 2024. Net loss was $6.426 million ⁸ in 2025 compared to $8.688 million ⁹ in 2024, a decrease of $2.3 million ¹⁰. Basic and diluted net loss per share was $0.54 ¹¹ in 2025 compared to $0.79 ¹² in 2024. The company ended 2025 with cash and cash equivalents and restricted cash totaling $7.413 million ¹³.

Airgain's growth strategy centers on two primary objectives: strengthening core markets and expanding and innovating in connectivity. The core markets include embedded antennas in the consumer market, embedded modems, asset trackers and IoT antennas in the enterprise market, and aftermarket antennas in the automotive market. The growth platforms are the AirgainConnect Fleet (AC-Fleet) system solution and the Lighthouse system solution, which the company believes could significantly expand its serviceable available market (SAM). Based on publicly available market research and internal estimates, the company projects the SAM will significantly grow, largely driven by the launch of these platforms. The company is continuing multi-carrier software harmonization to support volume scale-up across carrier networks. In the consumer market, the company is currently engaged in multiple development programs for Wi-Fi 7 and 5G technologies, as well as joint efforts with leading ODM partners on early Wi-Fi 8 platform designs. The company is also exploring and evaluating advanced AI and machine learning technologies to optimize the performance and reliability of its telecommunications products.

The company is transitioning from a component manufacturer to a wireless systems solution provider, which increases business complexity and execution risk. The company expects operating expenses to increase over the next several years as it hires additional personnel, particularly in engineering, sales support, customer service and experience, and marketing, and continues to develop new wireless ecosystems. The company expects research and development expenses to increase in absolute dollars in future periods as it continues to invest in the development of advanced system solutions. The company also expects sales and marketing expenses to increase in absolute dollars in future periods as it continues to market and sell its advanced system solutions globally. Gross profit as a percentage of sales increased to 43.5% ¹⁴ in 2025 compared to 40.9% ¹⁵ in 2024, driven by improved enterprise and consumer product margins and operational efficiencies.

The company uses an outsource manufacturing model for its products, with contract manufacturers in Vietnam, China, Taiwan, Mexico and the United States. The company has over the past two years engaged additional CMs and ODMs outside of China, including Vietnam, Taiwan and Mexico, to expand capacity and diversify the global regions in which its products are manufactured. The company maintains a close relationship with its CMs to help ensure that supply and quality meet requirements. As of December 31, 2025, the company had a total of 106 employees and dedicated representatives, including 71 based in the United States and 35 internationally. Of this total, 47 individuals were primarily engaged in research and development, 38 in sales and marketing, 17 in general and administration functions and 4 in manufacturing operations. The company's engineering teams are located at research, design, and test centers in California, Minnesota, Arizona, Texas, and Florida, as well as China, Taiwan and the United Kingdom.

The company invested $9.542 million ¹⁶ in research and development for the year ended December 31, 2025, compared to $11.864 million ¹⁷ in 2024. Capital expenditures were $0.166 million ¹⁸ for purchases of property and equipment and $0.223 million ¹⁹ for purchases of intellectual property during 2025. In May 2025, the company filed a registration statement on Form S-3 for ATM offerings pursuant to the Sales Agreement for up to an aggregate of $5.0 million ²⁰ in shares of common stock. As of December 31, 2025, $4.6 million ²¹ remained available for future sales under the Sales Agreement. The company has never declared or paid cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future.

The company faces several headwinds and constraints. Sales declined by 14.6% ²² year-over-year due to demand softness combined with excess inventories in channels and direct customers in existing automotive and enterprise markets. The company anticipates the inventory surplus some of its enterprise and automotive customers have may extend into the second half of 2026. Macroeconomic conditions have continued to create demand softness in certain markets. The company faces risks from emerging satellite-to-device connectivity technologies from Starlink, AST SpaceMobile, and traditional satellite operators, which could compete with its products in remote asset tracking, emergency connectivity, rural/maritime applications, and certain IoT use cases. The company also faces risks from changes to United States tax, tariff, Department of Defense's Section 1260H List, and import/export regulations, which may have a negative effect on global economic conditions, financial markets, and its business. The company expects to experience shortages, constraints, and increased prices due to export controls on critical minerals and metals in 2026.

The company has a history of losses, including an accumulated deficit of $93.6 million ²³ at December 31, 2025, and may not be profitable in the future. A limited number of customers represent a significant portion of sales, with customers accounting for 10% or more of total revenue providing approximately 54% ²⁴ of sales in the aggregate for the year ended December 31, 2025. The company relies on a limited number of contract manufacturers and ODMs to produce and ship products, and does not have long-term contracts that commit CMs to manufacture products. The company's CMs purchase some components from a single or limited number of suppliers, and industry-wide memory chip shortages driven by surging demand from artificial intelligence infrastructure may result in extended lead times and allocation constraints. The company's transition to integrated system solutions increases business complexity and execution risk, requiring capabilities in project management, software development, cloud infrastructure, cybersecurity, ongoing customer support, and carrier relationship management where the company has less extensive operating history.

Management's message emphasizes the company's transition from a component manufacturer to a comprehensive wireless systems solutions provider, focusing on higher integration and complexity. The strategic priorities for the period ahead are strengthening core markets and expanding and innovating in connectivity, with particular focus on the AirgainConnect Fleet and Lighthouse growth platforms. Management states that the company remains focused on the execution of its strategic product initiatives, specifically design and revenue ramps of its AirgainConnect and Lighthouse platforms, which lay the foundation for the pursuit of revenue and profitability growth. Management acknowledges that while the company is experiencing growth driven by the Wi-Fi 7 transition with consumer customers, it anticipates the inventory surplus some enterprise and automotive customers have may extend into the second half of 2026. Management concluded that it is probable that the company will be able to meet all of its financial obligations as they become due in the next twelve months.