AIRG

• GAAP net loss was $1.7 million, or $(0.13) per share; non-GAAP net income was $0.3 million, or $0.02 per share.
• Adjusted EBITDA was $0.4 million, compared to $(0.9) million in Q1 2026 and $(0.4) million in Q2 2025.
• Q3 2026 outlook: sales of $14.25–$16.25 million, GAAP net loss per share of $(0.03) at midpoint, adjusted EBITDA of $0.7 million at midpoint.
• Operational highlights include new AirgainConnect products (MegaFi 2, MegaGo 2) and design wins in robotics, drones, and data center monitoring.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Airgain, Inc. held its 2026 Annual Meeting of Stockholders on June 10, 2026.
• Stockholders ratified the appointment of Grant Thornton LLP as independent auditor for fiscal year 2026.
• The say-on-pay proposal for named executive officer compensation was approved on a non-binding advisory basis.
• The amendment and restatement of the 2016 Incentive Award Plan was approved.

5.07 Submission of Matters to a Vote of Security Holders

• GAAP net loss was $1.9 million, or $(0.15) per share; non-GAAP net loss was $1.0 million, or $(0.08) per share.
• GAAP gross margin was 43.2%; non-GAAP gross margin was 44.2%.
• Company guides Q2 2026 sales of $12.5M-$14.5M and non-GAAP EPS of $0.01 at midpoint.
• Operational highlights include a Tier 1 MNO design win, a $4M IoT order, and HPUE acquisition from Nextivity.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Airgain, Inc. terminated the employment of Chief Technology Officer Ali Sadri, Ph.D., effective April 17, 2026.
• Dr. Sadri is eligible for severance benefits under his existing severance agreement, subject to signing a separation agreement with a general release of claims and standard restrictive covenants.
• Severance includes a lump sum cash payment of $325,000 (12 months of base salary), a prorated target bonus for 2026 of $57,164, 12 months of COBRA coverage at company expense, and vesting of equity awards that would have vested within 12 months of termination.
• The separation agreement will be filed as an exhibit to the company's Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements

• GAAP net loss for Q4 2025 was $2.4 million, or $(0.20) per share, compared to a net loss of $2.0 million, or $(0.17) per share, in Q4 2024.
• Full year 2025 sales were $51.8 million, down 14.6% from $60.6 million in 2024; GAAP net loss was $6.4 million, or $(0.54) per share.
• In February 2026, Airgain acquired HPUE product line assets from Nextivity, expanding its system-level connectivity portfolio.
• For Q1 2026, the company expects sales in the range of $10.5 million to $12.5 million and a GAAP net loss per share of $(0.17) at the midpoint.
• Completed Lighthouse trials with a Tier 1 U.S. mobile network operator and a top five global tower operator in Latin America.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• GAAP gross margin was 43.6%, up from 42.9% in Q2 2025 and 41.7% in Q3 2024; non-GAAP gross margin was 44.4%.
• GAAP net loss was $1.0 million, or $(0.08) per share, compared to a loss of $1.5 million in Q2 2025 and $1.8 million in Q3 2024.
• Non-GAAP net income was $0.1 million, or $0.01 per share, and adjusted EBITDA was $0.3 million.
• For Q4 2025, the company expects sales of $12.0–$14.0 million, GAAP net loss per share of $(0.13) at midpoint, and adjusted EBITDA of $0.1 million at midpoint.
• Operational highlights include FCC certification for Lighthouse 5G repeater and T-Mobile T-Priority certification for AC-Fleet.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• GAAP net loss was $1.5 million ($0.12 per share), compared to $1.5 million loss in Q1 2025 and $2.5 million loss in Q2 2024.
• Non-GAAP net loss was $0.5 million ($0.04 per share), and adjusted EBITDA was negative $0.4 million.
• GAAP gross margin was 42.9%, up from 40.5% in the year-ago quarter; non-GAAP gross margin was 43.8%.
• Q3 2025 outlook: sales of $13.0-$15.0 million, GAAP net loss per share of $(0.14) at midpoint, and non-GAAP net income per share of $0.01 at midpoint.
• Operational highlights include FirstNet Trusted certification for AC-Fleet, launch of Go-Kit Pro, and NimbeLink Skywire Cat 1 bis modem.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• On July 15, 2025, Airgain's board approved an amendment to the 2021 Employment Inducement Incentive Award Plan.
• The amendment increases the aggregate shares reserved for issuance from 700,000 to 1,100,000.

5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements