GLAI

MKT CAP $91.9MP/E —DIV YIELD —FCF YIELD -1.91%REV TTM $184KNET INCOME −$1.6MNET CASH —52W 0.35 – 4.15SEC XBRL · TTM TO Invalid Date

How GLAI rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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100

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words, now 4,991

New in FY2025

RISK FACTORS An investment in our Class A common stock is highly speculative, involves a high degree of risk, and should be made only by investors who can afford a complete loss of their investment.
You should carefully consider the following risk factors, together with the other information in this annual report on Form 10-K, including our financial statements and the related notes, before you decide to buy our Class A common stock.
If any of the following risks actually occur, our business, financial condition, or results of operations could be materially adversely affected, the trading of our Class A common stock could decline, and you may lose all or part of your investment therein.
To date, we have not provided, licensed or sold any substantial amount of products.
We had an accumulated deficit of $5,424,034 as of December 31, 2025, and we expect to continue to incur significant developmental expenses in the foreseeable future related to development of our AI technology business.
Our ability to raise additional financing depends on many factors beyond our control, including the state of capital markets and the market price of our Class A common stock.
Because our Class A common stock is not listed on a national securities exchange, such as the New York Stock Exchange (“NYSE”) or The NASDAQ Stock Market (“NASDAQ”), many investors may not be willing or allowed to purchase shares of our Class A common stock or may demand steep discounts to the trading price of our Class A common stock.
Sufficient additional financing may not be available to us or may be available only on terms that would result in substantial dilution to the current owners of our Class A common stock.
We expect to pursue additional capital during the fiscal year ending December 31, 2026, but we do not have any firm commitments for funding.
We may not be able to successfully source potential AI-based technology companies and assets.
We also may not be able to effectively integrate and develop acquisition targets into our network and cannot predict when significant commercial market acceptance for the AI services provided by us and any acquired businesses will develop, if at all, and we cannot reliably estimate the projected size of any such potential market.
Our revenue growth and achievement of profitability will depend substantially on the success of our M&A Program.
If our M&A Program is not successful, or if the services provided by us and any acquired businesses do not achieve wide market acceptance, our business will be materially and adversely affected.
The market for agentic AI is nascent and may not develop as we expect.
Our success depends on the widespread adoption of agentic AI—systems that take autonomous action—within enterprise environments.
If organizations remain hesitant to grant autonomy to AI systems due to security, ethical, or reliability concerns, the Agentic AI Platform may fail to achieve market personation.
We operate in a highly regulated environment, and changes in AI laws could harm our business.
Our customers operate in a variety of industries, including retail, healthcare, and insurance.
These industries are subject to intense scrutiny regarding data privacy and algorithmic bias.
Emerging global regulations (such as the EU AI Act or potential U.S. federal frameworks) may impose costly compliance requirements on our Agentic AI Platform or limit our ability to deploy certain automated features.
New regulations could have a material adverse effect on our business.
We may not be able to identify, complete, or successfully integrate acquisitions.
A key component of our strategy is our M&A Program.
We may be unable to find suitable targets at reasonable valuations, or at all.
Even if acquisitions are effectuated, the integration of new technologies and personnel into our existing Agentic AI Platform involves significant operational risks, including, but not limited to: ● Diversion of management’s attention from organic R&D; ● Difficulties in harmonizing disparate software architectures; ● Loss of key technical talent from acquired entities; and ● Unforeseen liabilities or technical debt associated with acquired assets.
The occurrence of any of the above risks could materially impair our ability to generate revenues and materially harm our business and financial condition.
Our products and services may not be competitive with their products and services.
Our future success depends on the continuing efforts of our executive officers and on a small number of specialized personnel, and on our ability to attract, hire, retain and motivate highly skilled and creative executive officers and specialized personnel in the future.
Our future success depends on the continuing efforts of our executive officers and key personnel, in particular Darko Horvat, our Chief Executive Officer and Chairman of the Board, and a significant stockholder of the Company.
We rely on the leadership, knowledge and experience that our executive officers provide.
They foster our corporate culture, which we believe has been instrumental to our ability to attract and retain new talent.
Any failure to attract new or retain key creative talent could have a material adverse effect on our business, financial condition, and results of operations.
In addition, our R&D and engineering team is currently led by a team of 14 senior AI specialists and software engineers.
The market for AI talent is extremely competitive.
The loss of even a few of these individuals to competitors could significantly delay our product development and harm our competitive position.
Additionally, such competition could increase our costs to attract and retain talented individuals.
As a result, we may incur significant costs to attract and retain personnel, including significant expenditures related to salaries and benefits and compensation expenses related to equity awards, and we may lose personnel to our competitors or other companies before we realize the benefit of our investment in recruiting and training them.
Turnover, including changes in our management team, could disrupt our business.
The loss of one or more of our executive officers or other key personnel, or our inability to attract and retain highly skilled and creative individuals, could have a material adverse effect on our business, results of operations or financial condition.
We rely significantly on independent contractors and third-party service providers, which may expose us to operational risks.

and 60 more.

Gone since FY2024

RISK FACTORS An investment in our common stock is highly speculative, involves a high degree of risk, and should be made only by investors who can afford a complete loss of their investment.
You should carefully consider the following risk factors, together with the other information in this annual report on Form 10-K, including our financial statements and the related notes, before you decide to buy our common stock.
If any of the following risks actually occur, our business, financial condition, or results of operations could be materially adversely affected, the trading of our common stock could decline, and you may lose all or part of your investment therein.
To date, we have not provided, licensed or sold any substantial amount of services and do not have any definitive agreements to do so.
We had an accumulated deficit of $3,052,489 as of December 31, 2024, and we expect to continue to incur significant developmental expenses in the foreseeable future related to development of our AI technology business.
Our ability to raise additional financing depends on many factors beyond our control, including the state of capital markets and the market price of our common stock.
Because our common stock is not listed on a national securities exchange, such as the New York Stock Exchange (“NYSE”) or The NASDAQ Stock Market (“NASDAQ”), many investors may not be willing or allowed to purchase shares of our common stock or may demand steep discounts to the trading price of our common stock.
Sufficient additional financing may not be available to us or may be available only on terms that would result in substantial dilution to the current owners of our common stock.
We expect to pursue additional capital during the fiscal year ending December 31, 2025, but we do not have any firm commitments for funding.
We may not be able to successfully source potential AI-based technology companies and assets (“Acquisitions”).
We also may not be able to effectively integrate and develop the Acquisitions into our network and cannot predict when significant commercial market acceptance for the AI services provided by us and our Acquisitions will develop, if at all, and we cannot reliably estimate the projected size of any such potential market.
Our revenue growth and achievement of profitability will depend substantially on our ability to acquire, integrate, and develop our Acquisitions.
If we are unable to do so, or if the services provided by us and our Acquisitions do not achieve wide market acceptance, our business will be materially and adversely affected.
The occurrence of any of the above risks could impair our ability to generate revenues and harm our business and financial condition.
Our services may not be competitive with their services.
Risks Relating to our Stock Future stock issuances would dilute stockholders’ ownership, and may reduce our share value.
If, in the future, we issue additional shares, the future issuance of common stock or preferred stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders.
We may value any common stock issued in the future on an arbitrary basis.
Many of our Acquisitions will require the issuance of our common stock as part of the consideration provided.
The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock.
Trading on the OTC Markets is volatile, sporadic and often thin, which could depress the market price of our common stock and make it difficult for our stockholders to resell their common stock.
Our common stock is quoted on the OTCQB tier of the OTC Markets.
This volatility could depress the market price of our common stock for reasons unrelated to operating performance.
Our common stock has a history of thin trading.
These factors may result in investors having difficulty reselling any shares of our common stock.
Our common stock price is likely to be highly volatile because of several factors, including a limited public float.
The market price of our common stock has been volatile in the past.
The market price of our common stock is likely to be highly volatile in the future, as well.
You may not be able to resell shares of our common stock following periods of volatility because of the market’s adverse reaction to volatility.
Other factors that could cause such volatility may include, among other things: ● actual or anticipated fluctuations in our operating results; ● the absence of securities analysts covering us and distributing research and recommendations about us; ● we may have a low trading volume for a number of reasons, including that a large portion of our stock is closely held; ● overall stock market fluctuations; ● announcements concerning our business or those of our competitors; ● actual or perceived limitations on our ability to raise capital when we require it, and to raise such capital on favorable terms; ● conditions or trends in the industry; ● litigation; ● changes in market valuations of other similar companies; ● future sales of common stock; ● departure of key personnel or failure to hire key personnel; and ● general market conditions.
Any of these factors could have a significant and adverse impact on the market price of our common stock.
These broad market fluctuations may adversely affect the trading price of our common stock, regardless of our actual operating performance.
Our common stock is currently, has been in the past, and may be in the future, a “penny stock” under SEC rules.
It may be more difficult to resell securities classified as “penny stock.” Our common stock is a “penny stock” under applicable SEC rules (generally defined as non-exchange traded stock with a per-share price below $5.00).
These requirements may restrict the ability of broker-dealers to sell our common stock and may affect your ability to resell our common stock.
We can give no assurance that our common stock will not remain classified as a “penny stock” in the future.
Our internal control over financial reporting may have weaknesses and conditions that could require correction or remediation, the disclosure of which may have an adverse impact on the price of our common stock.
Any actual or perceived weaknesses and conditions that need to be addressed in our internal control over financial reporting or disclosure of management’s assessment of our internal control over financial reporting may have an adverse impact on the price of our common stock.
From time to time, certain of our stockholders may be eligible to sell all or some of their shares of common stock by means of ordinary brokerage transactions in the open market pursuant to Rule 144 promulgated under the Securities Act, subject to certain limitations.
Given the limited trading of our common stock, resale of even a small number of shares of our common stock pursuant to Rule 144 or an effective registration statement may adversely affect the market price of our common stock.

and 13 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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