Overview
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- TickerFCUV on Nasdaq1
- IndustryIndustrial Instruments For Measurement, Display, and Control1
- HeadquartersWest Covina, California1
- Incorporated inNV2
- Business address1515 West Cameron Avenue, Suite 210, West Covina, Ca 917902
- Filer categoryNon-accelerated filer, Smaller reporting company2
- Legal formCorporation
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Stock and designated 100,000,000 shares as preferred stock by filing a Third Amendment and Restatement to the Articles of Incorporation.3 From its latest annual report
Financials
From the company’s reports to the SEC. Every number links to the filing it came from.
Key numbers, fiscal 2025
What sells
Revenue by product, business segment and region, as the company reports it to the SEC.
Business segments
Corporate And Io T brought in 90% of the revenue FOCUS UNIVERSAL INC. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Corporate And Io T | $372.1K | $229.0K |
| Perfecular And Lusher | $26.1K | $26.0K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue24¢$290.3K
- Research and development76¢$920.0K
Out of $255.0K in revenue.4 The company lost money this year.
Financial statements
Every line of the income statement as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Revenue | $255.0K | $398.1K |
| Cost of revenue | $290.3K | $387.9K |
| Gross (Loss) Profit | -$35.3K | $10.2K |
| Selling expense | $60.3K | $100.2K |
| Compensation - officers and directors | $499.9K | $951.8K |
| Research and development | $920.0K | $1.4M |
| Professional fees | $1.3M | $1.7M |
| General and administrative | $2.1M | $2.1M |
| Total Operating Expense | $4.9M | $6.2M |
| Loss from Operations | -$4.9M | -$6.2M |
| Interest income, net | $70.0K | $40.9K |
| Interest expense - related party | $0 | -$89.1K |
| Gain on disposal of property | $0 | $3.2M |
| Unrealized loss on marketable equity securities | -$1.8K | -$12.1K |
| Rental income | $0 | $96.5K |
| Other income | $37.2K | $60.4K |
| Total other income | $105.5K | $3.3M |
| Loss from continuing operations before income taxes | -$4.8M | -$2.9M |
| Loss from discontinued operations, net of tax | $0 | -$278.3K |
| Net loss | -$4.8M | -$3.2M |
| Accretion of redeemable preferred stock | -$453.3K | $0 |
| Net loss available to common stockholders | -$5.2M | -$3.2M |
| Foreign currency translation loss | -$6.2K | -$11.6K |
| Total comprehensive loss | -$5.2M | -$3.2M |
| Basic net loss per shares continuing operations | -$7 | -$4 |
| Diluted net loss per shares continuing operations | -$7 | -$4 |
| Basic net loss per shares discontinued operations | $0 | -$0 |
| Diluted net loss per shares discontinued operations | $0 | -$0 |
| Net loss per share, Basic | -$7.07 | -$4.77 |
| Net loss per share, Diluted | -$7.07 | -$4.77 |
| Weighted average number of common shares outstanding, Basic | 742.2K shares | 671.5K shares |
| Weighted average number of common shares outstanding, Diluted | 742.2K shares | 671.5K shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 3 fiscal years (annual) or 3 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $7.9M | $3.6M | |
| Accounts receivable, net | $7.1K | $5.6K | |
| Inventories, net | $99.8K | $126.1K | |
| Other receivables | $20.0K | $0 | |
| Prepaid expenses | $493.0K | $100.7K | |
| Marketable securities | $22.9K | $24.7K | |
| Deposit current portion | $69.4K | $0 | |
| Total Current Assets | $8.6M | $3.8M | |
| Property and equipment, net | $66.7K | $60.5K | |
| Operating lease right-of-use asset | $12.5K | $108.3K | |
| Capitalized software costs | $159.2K | $0 | |
| Deposits | $0 | $65.2K | |
| Total Assets | $8.9M | $4.1M | |
| Accounts payable and accrued liabilities | $358.0K | $702.1K | |
| Other current liabilities | $0 | $68.2K | |
| Lease liability, current portion | $8.5K | $106.7K | |
| Total Current Liabilities | $366.5K | $877.0K | |
| Lease liability, less current portion | $0 | $8.1K | |
| Total Liabilities | $366.5K | $885.1K | |
| Common stock, par value $0.001 per share, 1,000,000,000 shares authorized; 915,097 and 715,366 shares issued and outstanding as of December 31, 2025 and 2024, respectively | $915 | $715 | |
| Treasury stock (17,085 and 34,897 shares held at December 31, 2025 and 2024, respectively) | -$494.4K | -$1.1M | |
| Additional paid-in capital | $34.0M | $30.0M | |
| Shares to be issued, common shares (5,794 and 568 shares at December 31, 2025 and 2024, respectively) | $82.9K | $25.6K | |
| Accumulated deficit | -$31.0M | -$25.8M | |
| Accumulated other comprehensive loss | -$31.4K | -$25.2K | |
| Total Stockholders Equity | $2.6M | $3.2M | $3.5M |
| Total Liabilities, Redeemable Preferred Stock and Stockholders Equity | $8.9M | $4.1M | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 1.0B shares | 1.0B shares | |
| Common stock, shares issued | 915.1K shares | 715.4K shares | |
| Common stock, shares outstanding | 915.1K shares | 715.4K shares | |
| Treasury stock, shares | 17.1K shares | 34.9K shares | |
| Shares to be issued common shares, shares | 5.8K shares | 568 shares |
| Period ending | 2025-12-31 | 2024-12-31 | 2023-12-31 |
|---|---|---|---|
| Cash | $7.9M | $3.6M | |
| Accounts receivable, net | $7.1K | $5.6K | |
| Inventories, net | $99.8K | $126.1K | |
| Other receivables | $20.0K | $0 | |
| Prepaid expenses | $493.0K | $100.7K | |
| Marketable securities | $22.9K | $24.7K | |
| Deposit current portion | $69.4K | $0 | |
| Total Current Assets | $8.6M | $3.8M | |
| Property and equipment, net | $66.7K | $60.5K | |
| Operating lease right-of-use asset | $12.5K | $108.3K | |
| Capitalized software costs | $159.2K | $0 | |
| Deposits | $0 | $65.2K | |
| Total Assets | $8.9M | $4.1M | |
| Accounts payable and accrued liabilities | $358.0K | $702.1K | |
| Other current liabilities | $0 | $68.2K | |
| Lease liability, current portion | $8.5K | $106.7K | |
| Total Current Liabilities | $366.5K | $877.0K | |
| Lease liability, less current portion | $0 | $8.1K | |
| Total Liabilities | $366.5K | $885.1K | |
| Common stock, par value $0.001 per share, 1,000,000,000 shares authorized; 915,097 and 715,366 shares issued and outstanding as of December 31, 2025 and 2024, respectively | $915 | $715 | |
| Treasury stock (17,085 and 34,897 shares held at December 31, 2025 and 2024, respectively) | -$494.4K | -$1.1M | |
| Additional paid-in capital | $34.0M | $30.0M | |
| Shares to be issued, common shares (5,794 and 568 shares at December 31, 2025 and 2024, respectively) | $82.9K | $25.6K | |
| Accumulated deficit | -$31.0M | -$25.8M | |
| Accumulated other comprehensive loss | -$31.4K | -$25.2K | |
| Total Stockholders Equity | $2.6M | $3.2M | $3.5M |
| Total Liabilities, Redeemable Preferred Stock and Stockholders Equity | $8.9M | $4.1M | |
| Common stock, par value | $0.00 | $0.00 | |
| Common stock, shares authorized | 1.0B shares | 1.0B shares | |
| Common stock, shares issued | 915.1K shares | 715.4K shares | |
| Common stock, shares outstanding | 915.1K shares | 715.4K shares | |
| Treasury stock, shares | 17.1K shares | 34.9K shares | |
| Shares to be issued common shares, shares | 5.8K shares | 568 shares |
Cash flow is reported year to date, not quarter by quarter, so there are no separate quarterly figures.
Every line of the cash flow as filed: the last 2 fiscal years, latest first.4
| Period ending | 2025-12-31 | 2024-12-31 |
|---|---|---|
| Net Loss | -$4.8M | -$3.2M |
| Gain on sale of warehouse | $0 | -$3.2M |
| Bad debt expense | $0 | $4.9K |
| Inventory reserve | $0 | $211.0K |
| Depreciation expense | $23.8K | $73.6K |
| Unrealized (gain) or loss on marketable equity securities | $1.8K | $12.1K |
| Stock-based compensation - shares | $428.5K | $417.3K |
| Stock based compensation - options | $41.1K | $148.0K |
| Compensation cost related to sale of common shares to related parties | $0 | $340.0K |
| Fair value of shares issued as commitment fee | $0 | $250.0K |
| Accounts receivable | -$1.5K | $3.1K |
| Inventories | $26.3K | -$55.0K |
| Other receivable | -$20.0K | $20.4K |
| Prepaid expenses | -$390.9K | -$13.1K |
| Deposit | -$3.0K | -$41.8K |
| Operating lease right-of-use asset | $97.8K | $87.9K |
| Accounts payable and accrued liabilities | -$342.3K | $272.8K |
| Other current liabilities | -$68.2K | $42.3K |
| Lease liabilities | -$108.3K | -$88.7K |
| Other liabilities | $0 | -$12.3K |
| Net cash flows used in operating activities from continuing operations | -$5.1M | -$4.7M |
| Net cash flows provided by (used in) operating activities from discontinuing operations | $0 | $52.7K |
| Net cash used in operating activities | -$5.1M | -$4.7M |
| Purchase of property and equipment | -$28.1K | -$18.7K |
| Proceeds from sales of property | $0 | $7.1M |
| Capitalized software costs | -$157.7K | $0 |
| Net cash flows provided by (used in) investing activities | -$185.8K | $7.1M |
| Proceeds from sale of series B preferred stock, net | $6.3M | $0 |
| Series A preferred stock issued for cash | $3.0M | $0 |
| Proceeds from third party loan | $0 | $350.0K |
| Proceeds from related party loan | $0 | $1.1M |
| Repayment on related party loan | $0 | -$2.1M |
| Repayment on third party loan | $0 | -$350.0K |
| Common stock issued for placement agent | $0 | $1.1M |
| Common stock issued for private placement | $822.5K | $1.3M |
| Purchase of treasury stock | -$494.4K | -$669.9K |
| Net cash flows provided by financing activities | $9.6M | $706.1K |
| Effect of exchange rate | -$13.9K | -$15.4K |
| Net change in cash | $4.3M | $3.2M |
| Cash paid for income taxes | $3.8K | $0 |
| Cash paid for interest | $0 | $4.2K |
| Receiving discount upon issuance of redeemable series B preferred stock | $680.0K | $0 |
| Accretion of redeemable series B preferred stock discount | $453.3K | $0 |
| Conversion of series B preferred stock into common stock | $827.0K | $0 |
No quarter-by-quarter statement was filed.
Corporate structure
FOCUS UNIVERSAL INC. sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.
Major holders of FOCUS UNIVERSAL INC.
- JANE STREET GROUP, LLC Filed SCHEDULE 13G on FOCUS UNIVERSAL INC., latest Sep 10, 2026
- FOCUS UNIVERSAL INC. West Covina, California
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What FOCUS UNIVERSAL INC. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.
Property and equipment
| Item | Latest | A year before | Change |
|---|---|---|---|
| Property and equipment, before depreciation | $228.0K4 Dec 31, 2025 | $196.6K4 Dec 31, 2024 | +16.0% |
| Accumulated depreciation | $161.3K4 Dec 31, 2025 | $136.1K4 Dec 31, 2024 | +18.5% |
| Property and equipment, net | $66.7K4 Dec 31, 2025 | $60.5K4 Dec 31, 2024 | +10.3% |
| Operating-lease assets (leased space) | $12.5K4 Dec 31, 2025 | $108.3K4 Dec 31, 2024 | −88.5% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $99.8K4 Dec 31, 2025 | $126.1K4 Dec 31, 2024 | −20.8% |
| Finished goods | $305.0K4 Dec 31, 2025 | $337.1K4 Dec 31, 2024 | −9.5% |
Properties, in its own words
We currently lease our offices located at 1515 W. Cameron Avenue, Ste. 210 West Covina, CA 91790 on a month-to-month basis. The property consists of commercial offices with a total office area of 3,546 square feet.
Focus Universal (Shenzhen) Technology Co. LTD entered into two separate thirty-six-month commercial leases with a third party for office spaces of approximately 2,017 and 3,449 square feet. These two leases ended in January and February 2026, respectively. In January 2026, Focus Universal (Shenzhen) Technology Co. LTD entered into another two separate thirty-six-month commercial lease with a third party for office space of approximately 3,700 and 4,230 square feet.
The rest of Item 2
On January 21, 2026, we entered into a purchase, sale, and escrow agreement with 901 Corporate Center, LP to acquire a 100,743 sq. ft. office and commercial building, along with a four-level parking structure, located in Monterey Park, California.
Item 2 of the 10-K filed Mar 31, 2026.3
Leadership
Who has led FOCUS UNIVERSAL INC., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
- Chief executive officerDesheng Wang Sep 12, 2019 to now12
- PresidentEdward Shihai Lee Sep 12, 2019 to now13
- Chief financial officerDuncan Lee Sep 12, 2019 to Sep 12, 201914
Board members and other officers (7)
- DirectorEdward Shihai Lee Sep 19, 2024 to now15
- Board memberCarine S. Clark Sep 12, 2019 to Sep 12, 201916
- Board memberDesheng Wang Sep 12, 2019 to now12
- Board memberEdward Shihai Lee Sep 12, 2019 to now13
- Board memberGregory S. Butterfield Sep 12, 2019 to Sep 12, 201917
- Board memberJennifer Lingjie Gu Sep 12, 2019 to Apr 4, 202218
- Board memberSheri Lofgren Sep 13, 2019 to Sep 12, 202219
Named in SEC Form D filings
People the company listed in its private-offering notices.
- Executive Officer, DirectorIrving Kau named Apr 22, 202620
- Executive OfficerIrving Shihai Kau named Oct 7, 2024 to Nov 7, 202521
- DirectorMichael Pope named Apr 22, 202620
- DirectorSean Warren named Apr 22, 202620
- DirectorMichael Shihai Pope named Oct 7, 2024 to Nov 7, 202521
- DirectorSean Shihai Warren named Oct 7, 2024 to Nov 7, 202521
Timeline
- Sep 8, 20268-K Regulation FD disclosure; Other events22
- Aug 19, 20268-K Shareholder vote23
- Jun 25, 20268-K Regulation FD disclosure24
- Jun 18, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed25
- May 26, 20268-K Other events26
- Apr 27, 20268-K Entered a material agreement; Completed an acquisition or sale; New debt or obligation27
- Apr 10, 20268-K Entered a material agreement; Unregistered sale of shares; Other events28
- Feb 5, 20268-K Change to shareholders' rights; Bylaws or fiscal year changed29
- Dec 23, 20258-K Other events30
- Dec 17, 20258-K Other events31
- Dec 8, 20258-K Change to shareholders' rights; Bylaws or fiscal year changed32
- Nov 25, 20258-K Unregistered sale of shares33
- Sep 12, 2019New chief executive Desheng Wang becomes CEO12
Calendar
Coming up
- Nov 9, 2026Reports results for the quarter ending Sep/202634
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
142 filings to the SEC since October 2021: 6 annual reports, 16 quarterly reports, 49 major events, 18 insider forms, 1 large holders, 4 private raises, 48 other. The latest 20:
- Sep 10, 2026SCHEDULE 13G EDGAR
- Sep 8, 20268-K EDGAR
- Aug 19, 20268-K EDGAR
- Aug 14, 202610-Q FORM 10-Q FOR JUNE 2026 EDGAR
- Jun 25, 20268-K EDGAR
- Jun 18, 20268-K CURRENT REPORT EDGAR
- Jun 4, 2026424B4 PROSPECTUS EDGAR
- May 26, 20268-K CURRENT REPORT EDGAR
- May 14, 202610-Q FORM 10-Q FOR MAR 2026 EDGAR
- May 1, 2026EFFECT EDGAR
- May 1, 2026S-1/A FORM S-1 AMENDMENT 2 EDGAR
- Apr 29, 2026DEFA14A DEFINITIVE ADDITIONAL MATERIALS EDGAR
- Apr 29, 2026CORRESP EDGAR
- Apr 29, 2026UPLOAD EDGAR
- Apr 28, 2026S-1/A AMENDMENT #1 TO FORM S-1 EDGAR
- Apr 27, 20268-K EDGAR
- Apr 24, 2026DEF 14A DEFINITIVE PROXY STATEMENT EDGAR
- Apr 23, 2026S-1 REGISTRATION STATEMENT EDGAR
- Apr 22, 2026D EDGAR
- Apr 14, 2026PRE 14A PRELIMINARY PROXY STATEMENT EDGAR
The 142 filings since October 2021 can be filtered by form type and year here when JavaScript is on.
Every filing from the last five years, summarized. The full record is on SEC EDGAR.
Insider trades
12 open-market trades by officers, directors and large owners since October 2021: 6 buys and 6 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Aug 15, 2025 | WANG DESHENGCEO and Director | Buy | 11,000 | $2.23 | $24.5K | Form 4 |
| Sep 18, 2024 | Lee Edward ShihaiDirector | Buy | 1,000,000 | $0.30 | $300.0K | Form 4 |
| Sep 18, 2024 | WANG DESHENGCEO and Director | Buy | 1,000,000 | $0.30 | $300.0K | Form 4 |
| Sep 18, 2024 | Lee Edward ShihaiDirector | Buy | 1,000,000 | $0.30 | $300.0K | Form 4 |
| Aug 28, 2024 | WANG DESHENGCEO and Director | Buy | 280,100 | $0.18 | $50.5K | Form 4 |
| Aug 27, 2024 | WANG DESHENGCEO and Director | Buy | 22,000 | $0.18 | $4.0K | Form 4 |
| Sep 7, 2022 | Lofgren SheriDirector | Sale | 25,903 | $10.22 | $264.8K | Form 4 |
| Sep 2, 2022 | Pope Michael RossDirector | Sale | 29,643 | $10.14 | $300.6K | Form 4 |
| Sep 1, 2022 | Pope Michael RossDirector | Sale | 4,000 | $10.06 | $40.2K | Form 4 |
| Aug 31, 2022 | Pope Michael RossDirector | Sale | 22,410 | $10.57 | $236.9K | Form 4 |
| Jun 23, 2022 | Pope Michael RossDirector | Sale | 21,000 | $6.00 | $126.0K | Form 4 |
| Jun 2, 2022 | Pope Michael RossDirector | Sale | 29,000 | $6.00 | $174.0K | Form 4 |
From Forms 4 filed with the SEC.
Major holders
Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.
- JANE STREET GROUP, LLCSCHEDULE 13G, 1 filing Sep 10, 202635
Executive pay
What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.
| Year | Executive | Age | Salary | Total pay |
|---|---|---|---|---|
| 2025 | Irving Kau | 51 | $200.0K | $204.6K36 |
| 2025 | Desheng Wang | 61 | $120.0K | $147.9K36 |
| 2024 | Chief Financial Officer | $200.0K | $204.7K36 | |
| 2024 | CEOSecretary and Director | $120.0K | $170.6K36 |
Money raised
Private offerings the company reported to the SEC on Form D.
- Apr 6, 2026Raised $4 million in a private offering of equity Form D: $4 million offered in all Form D
- Oct 22, 2025Raised $3 million in a private offering of equity Form D: $7 million offered in all Form D
- Oct 17, 2025Raised $3 million in a private offering of equity Form D: 2 investors so far Form D
- Sep 18, 2024Raised $1.3 million in a private offering of equity Form D: $2 million offered in all Form D
Held by these funds
The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026. Change is in shares since the quarter before.
| Fund | Shares | Value | Share of the fund | Change |
|---|---|---|---|---|
| Jane Street Group, LLC | 20,269 | $77.0K | 0.0% | New |
| Citadel Advisors LLC | 11,539 | $43.8K | 0.0% | New |
| Tower Research Capital LLC (TRC) | 843 | $3.2K | 0.0% | New |
| Vanguard Capital Management LLC | 697 | $2.6K | 0.0% | New |
| Bnp Paribas Financial Markets | 3 | $11 | 0.0% | New |
| Group One Trading LLC | 2 | $8 | 0.0% | New |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How FOCUS UNIVERSAL INC. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARFOCUS UNIVERSAL INC.1
- CIK0001590418
- Employer ID (EIN)46-33558763
- Filer statusNon-accelerated filer not an emerging growth company; a smaller reporting company; a shell company3
- Incorporated inNevada3
- Fiscal year endsDecember 311
- Industry code (SIC)3823 Industrial Instruments For Measurement, Display, and Control1
- SEC reviewing officeOffice of Industrial Applications and Services, Division of Corporation Finance1
- Business address1515 West Cameron Avenue, Suite 210, West Covina, CA 917901
- Phone(626) 272-38831
- Shares outstanding702,745 as of Aug 10, 202611
- Public float$14.4M as of Jun 30, 20253
- AuditorWeinberg & Company, P.A, Los Angeles, CA PCAOB ID 572; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceDec 26, 20131
- Filings281 in all: 8-K (69), 10-Q (37), S-1/A (19), CORRESP (14), UPLOAD (13), 10-K (12), 5 (12), 4 (10)1
All 40 form types
3 (8), 424B5 (8), S-1 (8), EFFECT (7), DEF 14A (6), 8-K/A (5), D (5), FWP (5), 5/A (4), NT 10-Q (4), S-3/A (4), PRE 14A (3), RW (3), 10-K/A (2), 10-Q/A (2), 4/A (2), 424B4 (2), DEF 14C (2), S-3 (2), 10-KT (1), 10-KT/A (1), 8-A12B (1), 8-A12G (1), CERT (1), DEFA14A (1), DEL AM (1), NT 10-K (1), NTN 10Q (1), PRE 14C (1), PRER14C (1), SC 14F1 (1), SCHEDULE 13G (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Proxy statement (DEF 14A) Apr 24, 2026
Latest 8-K (8-K) Sep 8, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, $0.001 par value | FCUV | Nasdaq |
From the cover page of the 10-K filed Mar 31, 2026 (Section 12(b) of the Exchange Act).3
Risk factors and legal proceedings
The risks FOCUS UNIVERSAL INC. names in Item 1A of its 10-K filed Mar 31, 2026: 48 risks under these headings, as written.3
- Risks Related to our Business and Industry
- We have a history of operating losses and going concern basis, and we may not be able to sustain profitability.
- We require significant funding to develop, manufacture and market our Ubiquitor wireless sensor.
- We depend on key personnel.
- Regulatory actions could limit our ability to market and sell our products.
- We outsource our product manufacturing and are susceptible to problems in connection with procurement, decreasing quality, reliability and protectability.
- Our potential inability to adequately protect our intellectual property during the outsource manufacturing of n products in China could negatively impact our performance.
- Our business operations in China may negatively affect our ability to protect our intellectual property and our financial position.
- The size and future growth in the market for our Ubiquitor device or our PLC technology has not been established with precision and may be smaller than we estimate, possibly materially. If our estimates and projections overestimate the size of this market, our sales growth may be adversely affected.
- If we are unable to properly forecast future demand of our products, our production levels may not meet demands, which could negatively impact our operating results.
- Demand for our Ubiquitor product may be affected by new entrants who copy our products and/or infringe on our intellectual property.
- Internal system or service failures, including as a result of cyber or other security incidents, could disrupt business operations, result in the loss of critical and confidential information, and adversely impact our reputation, our business, financial condition, results of operations and cash flows. Our connected products potentially expose our business to cybersecurity threats.
The other 37 risks
- Our sensor segment is subject to risks associated with operations as we diversify away from a single dominant customer.
- Prices and availability for the electronic parts and plastics we need to assemble the Ubiquitor could fluctuate.
- Changes in tariffs, import or export restrictions, Chinese regulations or other trade barriers may reduce gross margins.
- Our failure to respond to rapid change in the technology markets could cause us to lose revenue and harm our competitive position.
- Our business depends on our ability to keep manufacturing costs low; and we may lack the expertise necessary to negotiate and maintain favorable pricing, supply, business and credit terms with our potential vendors.
- Since wireless networks are susceptible to interference and other limitations, and one advantage of our Ubiquitor device and our USIP platform is that it can connect to wireless networks as one way to transmit data, wireless network limitations may reduce the competitive advantage of the Ubiquitor and USIP platform in the marketplace.
- Demand for our products is uncertain and depends on our currently unproven ability to create and maintain superior performance.
- The Ubiquitor device could fail to gain traction in the marketplace for several reasons that would adversely impact our financial results and cause our investors to lose money.
- Our Ubiquitor device greatly depends on the growth and adoption of the IoT market, and other next-generation internet and smartphone-based applications.
- There is a risk that the market will not adapt to using the smartphone readout as a substitute platform for sensor devices, causing our products to fail in the marketplace.
- Using wireless transmission technologies such as Wi-Fi and Bluetooth may create security risks.
- Our business involves the use, transmission and storage of confidential information, and the failure to properly safeguard such information could result in significant reputational harm.
- Product liability associated with the production, marketing, and sale of our products, and/or the expense of defending against claims of product liability, could materially deplete our assets and generate negative publicity which could impair our reputation.
- We may not be able to identify suitable acquisition targets or otherwise successfully implement a growth strategy reliant on mergers and acquisitions.
- Our growth strategy includes licensing our intellectual property, and we run the risk that a licensee could become a competitor.
- Product defects could result in costly fixes, litigation, and damages.
- Only two officers have public company experience on our management team which could adversely impact our ability to comply with the reporting requirements of U.S. securities laws.
- Some of our officers, directors, consultants, and advisors are involved in other businesses and not obligated to commit their time and attention exclusively to our business and therefore they may encounter conflicts of interest with respect to the allocation of time and business opportunities between our operations and those of other businesses.
- We have concluded that we have not maintained effective internal control over financial reporting through the years ended December 31, 2025, and December 31, 2024. Significant deficiencies and material weaknesses in our internal control could have material adverse effects on us.
- Our executive officers and directors collectively have the power to control our management and operations and have a significant majority in voting power on all matters submitted to the stockholders of the Company.
- If we fail to maintain an effective system of internal control over financial reporting, we may not be able to accurately report our financial results. As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our stock.
- The requirements of being a public company may strain our resources and distract our management.
- Risks Related to the Ownership of our Common Stock
- Our common stock is subordinated to our preferred stock.
- Starting on January 19, 2026, the outstanding shares of Series B Preferred Stock will be redeemable at the holder of such shares option.
- Our shares may be affected by short selling practices which may decrease the stock price.
- An increase of free trading shares of our common stock could result in substantial sales of common stock on the open market which could cause our stock price to fall substantially.
- You could be diluted from our future issuance of capital stock and derivative securities.
- Substantial future sales of our common stock, or the perception in the public markets that these sales may occur, may depress our stock price.
- Future sales of our common stock by existing stockholders could cause our stock price to decline.
- We do not intend to pay dividends and there will be less ways in which you can make a gain on any investment in Focus Universal Inc.
- Sales of a substantial number of shares of our common stock in the public market by certain of our shareholders could cause our stock price to fall.
- An active trading market for our common stock may not be maintained.
- We may not be able to maintain the continued NASDAQ listing standards.
- If we are unable to maintain compliance with NASDAQ continued listing standards, including maintenance of at least $2.5 million of stockholders’ equity and maintenance of a $1.00 minimum bid price, our common stock may be delisted from NASDAQ.
- Risks Related to AVX
- Increasing competition within our industry could have an impact on our business prospects.
- The success of our smart home installation business will depend upon the efforts of management of our subsidiary AVX.
- If we are unable to integrate the Ubiquitor device into the smart home installation business, we may not be able to distinguish ourselves in the segment and that could negatively affect our ability to operate in the competitive smart home installation industry.
Legal proceedings
On or about April 13, 2020, Ian Patterson, the Chief Operations Officer of AVX resigned from his position. On May 5, 2020, Mr. Patterson filed an action in the Superior Court for the County of Los Angeles, State of California, against the company, et al. The complaint alleges claims including discrimination, wrongful termination, retaliation and various other provisions of the California Labor Code, and various other claims under California state law. The complaint seeks unspecified economic and non-economic losses, as well as attorneys’ fees. On August 29, 2025, the Company and Former COO entered into a confidential settlement agreement which concluded this matter and releases all claims against the Company. This settlement has been accounted for in these financial statements and is scheduled to be executed and concluded in early August.
Similarly, on or about April 14, 2020, Devesa Sarria, the Sales and Marketing Director, was terminated. On May 13, 2020, she filed an action in the Superior Court for the County of Los Angeles, State of California. The Complaint alleges claims including discrimination, wrongful termination, retaliation and various other provisions of the California Labor Code, and various other claims under California state law. On August 29, 2025, the Company and Former Sales and Marketing Director entered into a confidential settlement agreement which concluded this matter and releases all claims against the Company. This settlement has been accounted for in these financial statements and this is scheduled to be executed and concluded in early August as well. The conclusion on these two related matters would mark the conclusion of all legal matters with respect to Focus Universal Inc.
The opening of Item 3, Legal Proceedings.3
Sources
The numbers on this page point here. Each one links to the record it came from.
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- 13SEC EDGAREdward Shihai Lee, President
- 14SEC EDGARDuncan Lee, Chief financial officer
- 15SEC EDGAREdward Shihai Lee, Director
- 16SEC EDGARCarine S. Clark, Board member
- 17SEC EDGARGregory S. Butterfield, Board member
- 18SEC EDGARJennifer Lingjie Gu, Board member
- 19SEC EDGARSheri Lofgren, Board member
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- 23SEC EDGARShareholder vote
- 24SEC EDGARRegulation FD disclosure
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- 26SEC EDGAROther events
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- 30SEC EDGAROther events
- 31SEC EDGAROther events
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- 33SEC EDGARUnregistered sale of shares
- 34NasdaqNasdaq calendar
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