What the changes say
- The company added risks concerning 2025 tariffs, NYSE American listing compliance, and acquisition litigation.
- Top customer revenue concentration figures were updated for fiscal 2025.
What changed since the prior 10-K
New
- NewRisks Related to Our Business
potential litigation arising from the acquired company’s operations before the acquisition
Acquired companies may carry pre-acquisition litigation and various accounting or tax charges that could negatively affect operations.
- NewRisks Related to Our Business
Trade disputes could have a material adverse impact on our business, financial condition, liquidity and results of operations
New 2025 tariffs from the Trump administration on imports from China, Mexico, and Canada could raise commodity prices and disrupt operations.
- NewRisks Related to Our Business
We are subject to the rules and regulation of the NYSE American stock exchange and are required to comply with certain continued exchange listing standards and requirements or be subject to delisting
Failure to maintain NYSE American continued listing standards, such as a minimum stock price, could result in delisting and impair equity financing.
- NewRisks Related to Ownership of Our Common Stock
An active trading market may not develop or continue to be liquid and the market price of shares of our common stock may be volatile
An inactive or volatile trading market for our common stock may hinder capital raising or equity-based employee incentives.
- NewRisks Related to Ownership of Our Common Stock
general economic and political conditions such as recessions, interest rates, fuel prices, foreign currency fluctuations, international tariffs, social, political and economic risks and acts of war or terrorism
Macroeconomic volatility and market fluctuations could lead to costly securities class action litigation.
- NewRisks Related to Ownership of Our Common Stock
general economic, industry and market conditions
Quarterly operating results and stock demand may fluctuate due to factors beyond our control, limiting share liquidity.
- NewRisks Related to Ownership of Our Common Stock
not provide for cumulative voting rights, thereby allowing the holders of a plurality of the shares of Common Stock entitled to vote in any election of directors to elect all of the directors standing for election
Absence of cumulative voting and Delaware Section 203 anti-takeover protections may deter hostile takeover attempts or changes in management.
Dropped
- DroppedRisks Related to Our Business
The COVID-19 pandemic and ensuing governmental responses have negatively impacted, and could further materially adversely affect, our business, financial condition, results of operations and cash flows
COVID-19 pandemic and government restrictions caused widespread movie theater closures.
- DroppedRisks Related to Ownership of Our Common Stock
We do not know whether an active, liquid and orderly trading market will develop for our Common Stock or what the market price of our Common Stock will be and as a result it may be difficult for you to sell your shares of our Common Stock
Reworded
- 54% rewrittenRisks Related to Ownership of Our Common Stock
Some provisions of our charter documents and Delaware law may have anti-takeover effects that could discourage an acquisition of us by others, even if an acquisition would be beneficial to our stockholders and may prevent attempts by our stockholders to replace or remove our current management
Updated formatting and inclusion of the phrase 'without written consent' regarding stockholder action provisions.
- 44% rewrittenRisks Related to Our Business
We are substantially dependent upon significant customers who could cease purchasing our products and services at any time
Top ten customer revenue contribution changed from 45% (2024) to 44% (2025), and receivable share changed from 62% to 41%.
- 43% rewrittenRisks Related to Ownership of Our Common Stock
Our operating results and share price may be volatile and the market price of our Common Stock may decrease
Removed bullet point formatting from the list of factors causing share price volatility.
- 31% rewrittenRisks Related to Our Business
We may make acquisitions that are dilutive to existing stockholders. In addition, our limited experience in acquiring other businesses, product lines and technologies may make it difficult for us to overcome problems encountered in connection with any acquisitions we may undertake
Reformatted existing text regarding acquisition risks with no material substantive changes.
- 30% rewrittenRisks Related to Our Business
Natural disasters and other catastrophic events beyond our control, have and could continue in the future to adversely affect our business operations and financial performance
Updated fiscal year references for projected financial results impacts from June 30, 2024 to June 30, 2026.
Was: Natural disasters and other catastrophic events beyond our control, including but not limited to the COVID-19 pandemic, has and could continue in the future adversely affect our business operations and financial performance
- 23% rewrittenRisks Related to Our Business
We depend in part on distributors, dealers and resellers to sell and market our products and services, and our failure to maintain and further develop our sales channels could harm our business
Removed COVID-19 specific mention regarding the impact of state and local economic shutdowns on dealers and resellers.
All 44 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business
- 01General political, social and economic conditions can adversely affect our business
- 02Interruptions of, or higher prices of, products and services from our suppliers may affect our results of operations and financial performance
- 03If we are unable to timely introduce new products and services or enhance existing products and services, our business may be adversely affected
- 04We depend in part on distributors, dealers and resellers to sell and market our products and services, and our failure to maintain and further develop our sales channels could harm our business23% rewritten
- 05Our operating results could be materially harmed if we are unable to accurately forecast consumer demand for our products and services and adequately manage our inventory
- 06Our operating margins may decline as a result of increasing product costs
- 07Our sales and contract fulfillment cycles can be long, unpredictable and vary seasonally, which can cause significant variation in revenues and profitability in a particular quarter
- 08We are substantially dependent upon significant customers who could cease purchasing our products and services at any time44% rewritten
- 09Our success depends on our ability to maintain our brand. If events occur that damage our brand, our business and financial results may be harmed
- 10Any failure to offer high-quality customer support may harm our relationships with our customers and our results of operations
- 11The nature of our business exposes us to product liability claims as well as other legal proceedings
- 12We may not convert all of our backlog into revenue and cash flows
- 13We operate in a highly competitive market. If we do not compete effectively, our prospects, operating results, and financial condition could be adversely affected
- 14We are subject to competitive pricing pressure from our customers
- 15Our international operations subject us to indirect risks, which could adversely affect our operating results
- 16We are undertaking and may enter into new lines of business and these new business initiatives may not be successful
- 17We may need to raise additional capital required to grow our business, and we may not be able to raise capital on terms acceptable to us or at all
- 18We may make acquisitions that are dilutive to existing stockholders. In addition, our limited experience in acquiring other businesses, product lines and technologies may make it difficult for us to overcome problems encountered in connection with any acquisitions we may undertake31% rewritten
- 19potential litigation arising from the acquired company’s operations before the acquisitionNew
- 20We have limited human resources; we need to attract and retain highly skilled personnel; and we may be unable to manage our growth with our limited resources effectively
- 21We depend on our founders, senior professionals and other key personnel, and our ability to retain them and attract additional qualified personnel is critical to our success and our growth prospects
- 22If we are unable to maintain and protect our intellectual property, or if third parties assert that we infringe on their intellectual property rights, our business could suffer
- 23Also, third parties may claim that our business operations infringe on their intellectual property rights. These claims may harm our reputation, cost us money to defend, distract the attention of our management and prevent us from offering some services
- 24Our business could be adversely affected by security breaches through cyber-attacks, cyber intrusions or otherwise
- 25Natural disasters and other catastrophic events beyond our control, have and could continue in the future to adversely affect our business operations and financial performance30% rewritten
- 26Our business could be adversely affected by entertainment content provider labor disputes, strikes and shutdowns
- 27Trade disputes could have a material adverse impact on our business, financial condition, liquidity and results of operationsNew
- 28We are subject to the rules and regulation of the NYSE American stock exchange and are required to comply with certain continued exchange listing standards and requirements or be subject to delistingNew
- 29Our business depends on motion picture production and performance and is subject to intense competition, including increases in alternative film delivery methods or other forms of entertainment
Risks Related to Ownership of Our Common Stock
- 30An active trading market may not develop or continue to be liquid and the market price of shares of our common stock may be volatileNew
- 31general economic and political conditions such as recessions, interest rates, fuel prices, foreign currency fluctuations, international tariffs, social, political and economic risks and acts of war or terrorismNew
- 32Our operating results and share price may be volatile and the market price of our Common Stock may decrease43% rewritten
- 33general economic, industry and market conditionsNew
- 34We may be subject to securities litigation, which is expensive and could divert management attention
- 35Insiders exercise significant control over our company and all corporate matters
- 36We are an “emerging growth company” and we intend to take advantage of reduced disclosure and governance requirements applicable to emerging growth companies, which could result in our shares of Common Stock being less attractive to investors
- 37Our status as an “emerging growth company” under the JOBS Act may make it more difficult to raise capital as and when we need it
- 38We incur increased costs as a result of being a public company and our management expects to devote substantial time to public company compliance programs
- 39Because we do not anticipate paying any cash dividends on our capital stock in the foreseeable future, capital appreciation, if any, will be your sole source of potential gain
- 40Our issuance of additional capital stock in connection with financings, acquisitions, investments, our equity incentive plans, or otherwise will dilute all other stockholders
- 41Some provisions of our charter documents and Delaware law may have anti-takeover effects that could discourage an acquisition of us by others, even if an acquisition would be beneficial to our stockholders and may prevent attempts by our stockholders to replace or remove our current management54% rewritten
- 42not provide for cumulative voting rights, thereby allowing the holders of a plurality of the shares of Common Stock entitled to vote in any election of directors to elect all of the directors standing for electionNew
- 43Our Bylaws have an exclusive forum for adjudication of disputes provision which limits the forum to the Delaware Court of Chancery for certain actions against the Company
- 44If securities or industry analysts do not publish research or publish inaccurate or unfavorable research about our business, the trading price of our Common Stock and trading volume could decline
Other MOVING iMAGE Technologies 10-Ks
- FY2026 10-K risk factors39 risks1 dropped5 reworded
Backlog fell from $7.52 million to $6.96 million, with shipments now planned during fiscal 2027.
Filed Sep 28, 2026 - FY2024 10-K risk factors39 risks
The risk section is dominated by the company's reliance on movie exhibition industry trends, key suppliers, and customer concentration.
Filed Sep 27, 2024
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.