Overview
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- TickerSPAI on Nasdaq1
- IndustryServices-Prepackaged Software1
- HeadquartersAventura, Florida1
- Incorporated inDE2
- Business address18305 Biscayne Blvd.,, Suite 222, Aventura, Fl 331602
- Filer category, Emerging growth company2
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Intelligence (“AI”) and Machine Learning (“ML”) Software Technology and Photogrammetry Analysis Tools.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.
Products and services
Product brought in 60% of the revenue Safe Pro Group Inc. broke down this way in fiscal 2025.
Products and services by year
| Products and services | 2024 | 2025 |
|---|---|---|
| Product | $1.0M | $361.3K |
| Service | $1.1M | $245.4K |
Business segments
Safe-Pro USA brought in 56% of the revenue Safe Pro Group Inc. broke down this way in fiscal 2025.
Business segments by year
| Business segments | 2024 | 2025 |
|---|---|---|
| Safe-Pro USA | $873.3K | $340.8K |
| Airborne Response | $1.3M | $191.5K |
| Safe Pro AI | $15.0K | $74.4K |
Where the money goes
Where each dollar of revenue went, fiscal 2025
- Cost of revenue14¢$404.5K
- Research and development13¢$394.2K
- Selling, general and admin73¢$2.1M
Out of $606.7K 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 |
|---|---|---|
| Total revenues | $606.7K | $2.2M |
| Total cost of revenues | $404.5K | $1.3M |
| GROSS PROFIT | $202.2K | $906.1K |
| Salary, wages and payroll taxes | $5.5M | $4.3M |
| Research and development | $394.2K | $90.4K |
| Professional fees | $5.5M | $2.2M |
| Selling, general and administrative expenses | $2.1M | $1.3M |
| Depreciation and amortization | $304.8K | $272.7K |
| Impairment of goodwill | $684.9K | |
| Impairment of other intangibles | $146.0K | |
| Total operating expenses | $14.7M | $8.1M |
| LOSS FROM OPERATIONS | -$14.5M | -$7.2M |
| Other income | $57.1K | |
| Interest income | $178.5K | $30.1K |
| Interest expense | -$12.8K | -$306.5K |
| Total other income (expenses), net | $222.8K | -$276.5K |
| NET LOSS | -$14.3M | -$7.4M |
| Net loss per common share, Basic | -$0.85 | -$0.70 |
| Net loss per common share, Diluted | -$0.85 | -$0.70 |
| Weighted average common shares outstanding, Basic | 16.9M shares | 10.6M shares |
| Weighted average common shares outstanding, Diluted | 16.9M shares | 10.6M shares |
No quarter-by-quarter statement was filed.
Every line of the balance sheet as filed: the last 5 fiscal years (annual) or 7 quarters (quarterly), latest first.4
| Period ending | 2025-12-31 | 2025-06-30 | 2024-12-31 | 2024-04-30 | 2023-12-31 |
|---|---|---|---|---|---|
| Cash | $16.8M | $2.0M | |||
| Accounts receivable and other receivables, net | $100.0K | $123.7K | |||
| Inventory | $615.0K | $342.1K | |||
| Prepaid expenses and other current assets | $420.3K | $313.7K | |||
| Total current assets | $17.9M | $2.8M | |||
| Property and equipment, net | $283.1K | $314.9K | |||
| Right of use assets, net | $59.0K | $33.1K | $101.6K | $19.6K | |
| Intangible assets, net | $834.5K | $1.1M | |||
| Goodwill | $684.9K | ||||
| Security deposits | $9.8K | $9.8K | |||
| Total other assets | $1.2M | $2.2M | |||
| TOTAL ASSETS | $19.1M | $4.9M | |||
| Accounts payable | $461.3K | $119.8K | |||
| Accrued expenses | $270.9K | $90.3K | |||
| Accrued compensation | $7.2K | $115.3K | |||
| Due to related parties | $437.4K | $421.6K | |||
| Contract liabilities | $18.9K | $83.8K | |||
| Lease liabilities, current portion | $55.2K | $63.1K | |||
| Total current liabilities | $1.3M | $893.9K | |||
| Note payable | $146.0K | $146.0K | |||
| Lease liabilities, net of current portion | $947 | $35.6K | |||
| Total long-term liabilities | $146.9K | $181.6K | |||
| Total liabilities | $1.4M | $1.1M | |||
| Common stock; $0.0001 par value, 200,000,000 shares authorized, 20,899,270 shares issued and 20,736,816 outstanding at December 31, 2025, and 14,534,685 shares issued and outstanding at December 31, 2024. | $2.1K | $1.5K | |||
| Treasury Stock; at cost, 162,454 and 0 shares of common stock at December 31, 2025 and 2024, respectively | -$676.0K | ||||
| Additional paid-in capital | $47.0M | $18.1M | |||
| Accumulated deficit | -$28.6M | -$14.3M | |||
| Total shareholders equity | $17.7M | $3.9M | $1.8M | ||
| Total liabilities and shareholders equity | $19.1M | $4.9M | |||
| Preferred stock, par value | $0.00 | $0.00 | |||
| Preferred stock, shares authorized | 10.0M shares | 10.0M shares | |||
| Common stock, par value | $0.00 | $0.00 | |||
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |||
| Common stock, shares issued | 20.9M shares | 14.5M shares | |||
| Common stock, shares outstanding | 20.7M shares | 14.5M shares | |||
| Treasury common shares | 162.5K shares | 0 shares |
| Period ending | 2025-12-31 | 2025-06-30 | 2024-12-31 | 2024-04-30 | 2023-12-31 | 2022-07-31 | 2022-05-31 |
|---|---|---|---|---|---|---|---|
| Cash | $16.8M | $2.0M | |||||
| Accounts receivable and other receivables, net | $100.0K | $123.7K | |||||
| Inventory | $615.0K | $342.1K | |||||
| Prepaid expenses and other current assets | $420.3K | $313.7K | |||||
| Total current assets | $17.9M | $2.8M | |||||
| Property and equipment, net | $283.1K | $314.9K | |||||
| Right of use assets, net | $59.0K | $33.1K | $101.6K | $19.6K | $92.5K | $157.0K | |
| Intangible assets, net | $834.5K | $1.1M | |||||
| Goodwill | $684.9K | ||||||
| Security deposits | $9.8K | $9.8K | |||||
| Total other assets | $1.2M | $2.2M | |||||
| TOTAL ASSETS | $19.1M | $4.9M | |||||
| Accounts payable | $461.3K | $119.8K | |||||
| Accrued expenses | $270.9K | $90.3K | |||||
| Accrued compensation | $7.2K | $115.3K | |||||
| Due to related parties | $437.4K | $421.6K | |||||
| Contract liabilities | $18.9K | $83.8K | |||||
| Lease liabilities, current portion | $55.2K | $63.1K | |||||
| Total current liabilities | $1.3M | $893.9K | |||||
| Note payable | $146.0K | $146.0K | |||||
| Lease liabilities, net of current portion | $947 | $35.6K | |||||
| Total long-term liabilities | $146.9K | $181.6K | |||||
| Total liabilities | $1.4M | $1.1M | |||||
| Common stock; $0.0001 par value, 200,000,000 shares authorized, 20,899,270 shares issued and 20,736,816 outstanding at December 31, 2025, and 14,534,685 shares issued and outstanding at December 31, 2024. | $2.1K | $1.5K | |||||
| Treasury Stock; at cost, 162,454 and 0 shares of common stock at December 31, 2025 and 2024, respectively | -$676.0K | ||||||
| Additional paid-in capital | $47.0M | $18.1M | |||||
| Accumulated deficit | -$28.6M | -$14.3M | |||||
| Total shareholders equity | $17.7M | $3.9M | $1.8M | ||||
| Total liabilities and shareholders equity | $19.1M | $4.9M | |||||
| Preferred stock, par value | $0.00 | $0.00 | |||||
| Preferred stock, shares authorized | 10.0M shares | 10.0M shares | |||||
| Common stock, par value | $0.00 | $0.00 | |||||
| Common stock, shares authorized | 200.0M shares | 200.0M shares | |||||
| Common stock, shares issued | 20.9M shares | 14.5M shares | |||||
| Common stock, shares outstanding | 20.7M shares | 14.5M shares | |||||
| Treasury common shares | 162.5K shares | 0 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 | -$14.3M | -$7.4M |
| Depreciation and amortization expense | $381.3K | $341.1K |
| Stock-based compensation and professional fees | $6.9M | $2.9M |
| Amortization of debt discount | $208.0K | |
| Impairment of goodwill | $684.9K | |
| Impairment of other intangibles | $146.0K | |
| Relative fair value of options granted | $241.3K | |
| Lease costs | -$9.1K | |
| Accounts receivable | $23.7K | $39.6K |
| Inventory | -$273.0K | $17.1K |
| Prepaid expenses and other assets | -$106.6K | -$265.6K |
| Accounts payable | $278.9K | -$49.3K |
| Accrued expenses | $180.7K | $7.1K |
| Contract liabilities | -$64.9K | -$902 |
| Lease liabilities | $11 | |
| Accrued compensation | -$51.6K | -$49.0K |
| NET USED IN OPERATING ACTIVITIES | -$6.2M | -$4.1M |
| Purchase of property and equipment | -$48.8K | -$63.8K |
| Investment in intangible technologies (software development) | -$192.5K | -$372.6K |
| NET CASH USED IN INVESTING ACTIVITIES | -$241.4K | -$436.4K |
| Proceeds from sale of common stock and warrants | $6.8M | $489.0K |
| Proceeds from convertible notes payable | $275.0K | |
| Proceeds from sale of common stock in offering | $12.9M | $4.2M |
| Proceeds from issuance of Series C Preferred Stock and warrants | $1.1M | |
| Purchase of treasury stock in connection with Stock Repurchase Program | -$613.4K | |
| Proceeds from warrant exercise | $1.5M | $878.7K |
| Proceeds from option exercise | $12.8K | |
| Payments for employee tax withholdings on net share settlement | -$465.6K | |
| Proceeds from related party advances | $141.9K | |
| Proceeds from notes payable | $236.5K | |
| Payments on notes payable | -$236.5K | |
| Repayment of due to related party | -$69.6K | -$23.0K |
| NET CASH PROVIDED BY FINANCING ACTIVITIES | $21.3M | $5.8M |
| NET INCREASE IN CASH | $14.8M | $1.3M |
| Interest | $8.6K | $93.3K |
| Issuance of common stock in exchange for Series C Preferred Stock | $51 | |
| Contributed Services | $113.1K | |
| Purchase of treasury stock in connection with Stock Repurchase Program included in Accounts Payable | $62.6K | |
| Increase in debt discount and additional paid-in capital | $76.8K | |
| Increase in common stock and additional paid-in capital issued for conversion of debt | $808.5K |
No quarter-by-quarter statement was filed.
Corporate structure
Safe Pro Group 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 Safe Pro Group Inc.
- Phillip Et Al Frost Md. Filed SCHEDULE 13G on Safe Pro Group Inc., latest Sep 14, 2026
- CITADEL ADVISORS LLC Filed SCHEDULE 13G/A on Safe Pro Group Inc., latest Aug 14, 2026 (4 filings since Aug 28, 2025)
- Christopher Michael Todd Filed SC 13D on Safe Pro Group Inc., latest Sep 11, 2024
- Daniyel Erdberg Filed SC 13D on Safe Pro Group Inc., latest Sep 11, 2024
- Pravin Borkar Filed SC 13D on Safe Pro Group Inc., latest Sep 11, 2024
- Safe Pro Group Inc. Aventura, Florida
Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.
What it owns
What Safe Pro Group 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 | $521.6K4 Dec 31, 2025 | $472.8K4 Dec 31, 2024 | +10.3% |
| Accumulated depreciation | $238.5K4 Dec 31, 2025 | $157.9K4 Dec 31, 2024 | +51.1% |
| Property and equipment, net | $283.1K4 Dec 31, 2025 | $314.9K4 Dec 31, 2024 | −10.1% |
| Operating-lease assets (leased space) | $59.0K4 Dec 31, 2025 | $101.6K4 Dec 31, 2024 | −41.9% |
Intangibles and goodwill
| Item | Latest | A year before | Change |
|---|---|---|---|
| Goodwill | $684.9K4 Dec 31, 2024 | $684.9K5 Dec 31, 2023 | 0% |
| Intangible assets, net (excluding goodwill) | $834.5K4 Dec 31, 2025 | $1.1M4 Dec 31, 2024 | −23.3% |
| Finite-lived intangibles, gross | $1.8M4 Dec 31, 2025 | $1.6M4 Dec 31, 2024 | +11.9% |
| Accumulated amortization | -$974.3K4 Dec 31, 2025 | -$527.6K4 Dec 31, 2024 | −84.7% |
| Finite-lived intangibles, net | $834.5K4 Dec 31, 2025 | $1.1M4 Dec 31, 2024 | −23.3% |
Inventory
| Item | Latest | A year before | Change |
|---|---|---|---|
| Inventory, total | $615.0K4 Dec 31, 2025 | $342.1K4 Dec 31, 2024 | +79.8% |
| Work in process | $306.0K4 Dec 31, 2025 | $60.2K4 Dec 31, 2024 | +408.0% |
| Finished goods | $18.2K4 Dec 31, 2025 | $22.2K4 Dec 31, 2024 | −18.0% |
Properties, in its own words
Properties
We do not own any real property. We currently rent our executive office space located in Aventura, Florida, which serves as the operational base for the parent and for two of our subsidiaries, Airborne Response and Safe Pro AI. We also lease a 7,000 square foot facility located, in Hialeah, Florida, which is used for the manufacturing operations of our Safe-Pro USA business unit. We believe our facilities are sufficient to meet our current needs and that suitable space will be available as and when needed.
Item 2 of the 10-K filed Mar 31, 2026.3
Leadership
Who has led Safe Pro Group Inc., and when. Pick a name to see everywhere that person has worked.
Chief executive
President
Chief financial officer
Chief operating officer
- Chief executive officerDaniyel Erdberg Aug 28, 2024 to now8
- ChairDaniyel Erdberg May 29, 2026 to now9
- PresidentChristopher Michael Todd Aug 28, 2024 to now10
- Chief financial officerTheresa Carlise Aug 28, 2024 to now11
- Chief operating officerJarret Daniel Mathews Jun 8, 2026 to now12
Board members and other officers (6)
- Chief Growth OfficerBrian William Mack Jun 23, 2026 to now13
- Chief Technical OfficerPravin Borkar Aug 28, 2024 to Aug 28, 202414
- Board memberArsdale Lee Van Aug 28, 2024 to now15
- Board memberArthur T. Dean Aug 28, 2024 to now16
- Board memberDaniyel Erdberg Aug 28, 2024 to now8
- Board memberPravin Borkar Aug 28, 2024 to Aug 28, 202414
Timeline
- Oct 7, 20268-K Results of operations17
- Aug 25, 20268-K Regulation FD disclosure18
- Aug 18, 20268-K Regulation FD disclosure19
- Aug 14, 20268-K Results of operations20
- Aug 6, 20268-K Regulation FD disclosure21
- Aug 3, 20268-K Regulation FD disclosure22
- Jun 23, 20268-K Regulation FD disclosure23
- Jun 2, 20268-K Regulation FD disclosure24
- May 29, 20268-K Executive or director change25
- May 15, 20268-K Results of operations26
- Apr 3, 20268-K Executive or director change27
- Feb 20, 20268-K Regulation FD disclosure; Other events28
- Aug 28, 2024New chief executive Daniyel Erdberg becomes CEO8
Calendar
Coming up
- Nov 13, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported ($0.29) a share, on Nov 14, 2025.29
When it reported results
- Oct 7, 2026Reported quarterly or annual results17
- Aug 14, 2026Reported quarterly or annual results20
- May 15, 2026Reported quarterly or annual results26
- Nov 14, 2024Reported quarterly or annual results30
- Sep 26, 2024Reported quarterly or annual results31
Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar
Filings
114 filings to the SEC since October 2021: 3 annual reports, 7 quarterly reports, 23 major events, 32 insider forms, 8 large holders, 41 other. The latest 20:
- Oct 7, 20268-K EDGAR
- Sep 25, 20264 EDGAR
- Sep 14, 2026SCHEDULE 13G EDGAR
- Sep 11, 20264 EDGAR
- Aug 25, 20268-K EDGAR
- Aug 18, 20268-K EDGAR
- Aug 14, 202610-Q EDGAR
- Aug 14, 20268-K EDGAR
- Aug 14, 2026SCHEDULE 13G/A EDGAR
- Aug 6, 20268-K EDGAR
- Aug 3, 20268-K EDGAR
- Jun 23, 20264 EDGAR
- Jun 23, 20263 EDGAR
- Jun 23, 20268-K EDGAR
- Jun 8, 20264 EDGAR
- Jun 8, 20263 EDGAR
- Jun 3, 2026S-8 EDGAR
- Jun 2, 20268-K EDGAR
- May 29, 20268-K EDGAR
- May 29, 20264 EDGAR
The 114 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
1 open-market trades by officers, directors and large owners since October 2021: 0 buys and 1 sales. Grants, option exercises and gifts are left out.
| Date | Who | Trade | Shares | Price | Value | Filing |
|---|---|---|---|---|---|---|
| Sep 9, 2026 | ERDBERG DANIYELChairman and CEO | Sale | 1,000,000 | $4.00 | $4.0M | 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.
- Phillip Et Al Frost Md.SCHEDULE 13G, 1 filing Sep 14, 202632
- CITADEL ADVISORS LLCSCHEDULE 13G/A, 4 filings Aug 28, 2025 to Aug 14, 202633
- Christopher Michael ToddSC 13D, 1 filing Sep 11, 202434
- Daniyel ErdbergSC 13D, 1 filing Sep 11, 202435
- Pravin BorkarSC 13D, 1 filing Sep 11, 202436
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 |
|---|---|---|---|---|
| 2024 | Daniyel Erdberg | 47 | $510.2K | $1.7M37 |
| 2024 | Theresa Carlise | 66 | $160.0K | $596.1K37 |
| 2024 | Christopher Todd | 54 | $225.0K | $358.5K37 |
| 2024 | Pravin Borkar | 67 | $140.6K | $142.1K37 |
| 2023 | (President of Airborne Response) | $225.0K | $748.4K37 | |
| 2023 | Chief Financial OfficerTreasurer & Assistant Secretary | $78.9K | $470.3K37 | |
| 2023 | Chief Executive Officer | $285.0K | $325.6K37 | |
| 2023 | Chief Technology Officer, and(President of Safe-Pro USA) | $120.0K | $120.0K37 |
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 |
|---|---|---|---|---|
| Vanguard Capital Management LLC | 563,837 | $2.4M | 0.0% | +110,780 |
| Cresset Asset Management, LLC | 306,735 | $1.3M | 0.0% | No change |
| Perkins Capital Management Inc | 230,500 | $998.1K | 0.8% | −750 |
| Geode Capital Management, LLC | 147,046 | $637.0K | 0.0% | −3,040 |
| Jane Street Group, LLC | 139,551 | $604.3K | 0.0% | New |
| Tudor Investment Corp Et Al | 129,459 | $560.6K | 0.0% | −96,037 |
| Vanguard Fiduciary Trust Co | 75,926 | $328.8K | 0.0% | +10,294 |
| BlackRock, Inc. | 73,258 | $317.2K | 0.0% | +13,004 |
| State Street Corp | 48,615 | $210.5K | 0.0% | No change |
| UBS Group AG | 44,688 | $193.5K | 0.0% | −17,340 |
| Atlantic Union Bankshares Corp | 30,000 | $129.9K | 0.0% | +20,000 |
| Northern Trust Corp | 27,378 | $118.5K | 0.0% | +2,762 |
| Squarepoint Ops LLC | 20,420 | $88.4K | 0.0% | New |
| Cornerstone Select Advisors, LLC | 11,700 | $50.7K | 0.0% | New |
| Granite Investment Partners, LLC | 10,636 | $46.1K | 0.0% | No change |
| Royal Bank Of Canada | 2,990 | $13.0K | 0.0% | No change |
| Morgan Stanley | 2,793 | $12.1K | 0.0% | −5,927 |
| Vanguard Global Advisers, LLC | 600 | $2.6K | 0.0% | No change |
| Thompson Siegel & Walmsley LLC | 118,976 | $515 | 0.0% | No change |
| Simplex Trading, LLC | 51 | $220 | 0.0% | New |
| Hrt Financial LP | 45,536 | $197 | 0.0% | +10,121 |
| Barclays PLC | 29 | $126 | 0.0% | −9,127 |
| Gsa Capital Partners Llp | 22,378 | $97 | 0.0% | −15,206 |
| Virtu Financial LLC | 22,233 | $96 | 0.0% | +10,876 |
| Price T Rowe Associates Inc /md/ | 15,400 | $67 | 0.0% | No change |
13F reports cover disclosed long positions in U.S. stocks only.
SEC filer profile
How Safe Pro Group Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.
- Name on EDGARSafe Pro Group Inc.1
- CIK0002011208
- Employer ID (EIN)87-42270793
- Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company3
- Incorporated inDelaware3
- Fiscal year endsDecember 311
- Industry code (SIC)7372 Services-Prepackaged Software1
- SEC reviewing officeOffice of Technology, Division of Corporation Finance1
- Business address18305 Biscayne Blvd.,, Suite 222, Aventura, FL 331601
- Phone786-409-40301
- Shares outstanding20,362,862 as of Aug 14, 20267
- Public float$0 as of Jun 28, 202538
- AuditorRBSM LLP, Las Vegas, Nevada PCAOB ID 587; no auditor attestation of internal control over financial reporting3
- On EDGAR sinceApr 17, 20241
- Filings114 in all: 8-K (23), 4 (22), 3 (9), CORRESP (8), 10-Q (7), UPLOAD (6), EFFECT (4), 424B3 (3)1
All 28 form types
S-1/A (3), S-3 (3), SC 13D (3), SCHEDULE 13G/A (3), 10-K (2), S-1 (2), S-8 (2), SCHEDULE 13G (2), 10-K/A (1), 4/A (1), 424B4 (1), 424B5 (1), 8-A12B (1), ARS (1), CERT (1), DEF 14A (1), DEFA14A (1), DRS (1), DRS/A (1), DRSLTR (1)
- Latest filingsAnnual report (10-K) Mar 31, 2026
Quarterly report (10-Q) Aug 14, 2026
Proxy statement (DEF 14A) Apr 30, 2025
Latest 8-K (8-K) Oct 7, 2026
Securities registered for trading
| Class | Symbol | Exchange |
|---|---|---|
| Common Stock, par value $0.0001 | SPAI | 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 Safe Pro Group Inc. names in Item 1A of its 10-K filed Mar 31, 2026: 45 risks under these headings, as written.3
- Risks Related to Our Business and Industry
- We lack an established operating history on which to evaluate our consolidated business and determine if we will be able to execute our business plan, and we can give no assurance that our operations will result in profits.
- We incurred net losses in the years ended December 31, 2025, and 2024, we cannot assure you as to when, or if we will become profitable and generate positive cash flows.
- We may need to raise additional capital to grow our business and satisfy our anticipated future liquidity needs, and we may not be able to raise it on terms acceptable to us, or at all.
- If we are unable to obtain additional funding when needed, our business operations will be harmed, and if we do obtain additional financing, our then-existing shareholders may suffer substantial dilution.
- Raising capital in the future could cause dilution to our existing shareholders and may restrict our operations or require us to relinquish rights.
- Rapid technological change in our market and/or changes in customer requirements could cause our products to become obsolete or require us to redesign our products, which would have a material adverse effect on our business, operating results and financial condition.
- Product development is a long, expensive and uncertain process, and our failure to develop marketable products in our various markets could adversely affect our business, prospects and financial condition.
- We compete with companies that have significantly more resources for their research and development efforts than we have or have received government contracts for the development of new products.
- Successful technical development of our products does not guarantee successful commercialization.
- Product quality problems, defects, errors or vulnerabilities in our products could harm our reputation and adversely affect our business, financial condition, results of operations and prospects.
- If we lose our rights to use software we currently license from third parties, we could be forced to seek alternative technology, which could increase our operating expenses and could adversely affect our ability to compete.
The other 34 risks
- We are dependent upon our distributors in certain jurisdictions to provide localized support and other local services which assist us in avoiding certain costs and investments.
- If critical components or raw materials used to manufacture our products become scarce or unavailable, then we may incur delays in manufacturing and delivery of our products, which could damage our business.
- Our potential customers for our Safe-Pro USA products are likely to include U.S. Government or Government-related entities that are subject to appropriations by Congress. Reduced funding for defense procurement and research and development programs would likely adversely impact on our ability to generate revenues.
- Opportunities for expanded uses of our drone-based services in the United States are limited by federal and state laws and rulemaking.
- Rapidly evolving technological advances in aviation, aerospace, automation, and/or remote sensing may reduce demand for some of our service offerings.
- One of our key customers may bolster its in-house aerial drone capabilities, thereby reducing dependency on our services.
- Some of our products may be subject to government regulations pertaining to exportation, which may limit the markets in which we can sell some of our products.
- Economic conditions in the U.S. and worldwide could adversely affect our revenues.
- Sales to customers outside the United States or with international operations expose us to risks inherent in international sales.
- Geopolitical and macroeconomic events and conditions could adversely affect our business, operating results, financial condition and cash flows.
- We intend to pursue strategic transactions in the future, which could be difficult to implement, disrupt our business or change our business profile significantly.
- If we fail to protect our intellectual property rights, we could lose our ability to compete in the marketplace.
- If we fail to protect our intellectual property rights, our ability to pursue the development of our technologies and products would be negatively affected.
- Other companies may claim that we infringe their intellectual property, which could materially increase our costs and harm our ability to generate future revenue and profit.
- Security breaches, including cybersecurity incidents and other disruptions could compromise our information, expose us to liability and harm our reputation and business.
- We do not carry insurance against all potential risks and losses, and our insurance might be inadequate to cover all of our losses or liabilities or may not be available on commercially reasonable terms.
- The nature of our business involves significant risks and uncertainties that may not be covered by insurance or indemnity.
- If a successful product liability claim was made against us, our business could be seriously harmed.
- If we are unable to recruit and retain key management, technical and sales personnel, our business will be negatively affected.
- If we are required to reclassify independent contractors as employees, we may incur additional costs and taxes which could adversely affect our business, financial condition, results of operations and prospects.
- The control deficiencies in our internal control over financial reporting may, until remedied, cause errors in our financial statements or cause our filings with the SEC to not be timely.
- Risks Relating to our Common Stock
- A sustained, active trading market for our common stock may not be maintained, which may limit investors’ ability to sell shares at all or at an acceptable price.
- Our stock price may be volatile, which could result in substantial losses to investors and litigation.
- We have never declared or paid cash dividends on our common stock, and we do not anticipate paying any cash dividends on our common stock in the foreseeable future.
- There is an increased potential risk for new public companies similar to ours of rapid and substantial price volatility which may add to the risk of investing in our company.
- We may need to raise additional capital in the future. Additional capital may not be available to us on reasonable terms, if at all, when or as we require. If we issue additional shares of our common stock or other securities that may be convertible into, or exercisable or exchangeable for, our common stock, our existing stockholders will experience further dilution and could trigger anti-dilution provisions in outstanding warrants.
- Our officers and directors are entitled to indemnification from us for liabilities under our certificate of incorporation, which could be costly to us and may discourage the exercise of stockholder rights.
- Our bylaws and Delaware law may discourage, delay or prevent a change of control of our company or changes in our management, which could have the result of depressing the trading price of our common stock.
- If equity research analysts do not publish research or reports about our business, or if they issue unfavorable commentary or downgrade our common stock, the market price of our common stock will likely decline.
- Our certificate of incorporation and bylaws provides that the state and federal courts located in the State of Delaware will be the exclusive forums for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees.
- Our certificate of incorporation allows our board of directors to create a new series of preferred stock without further approval by our stockholders, which could adversely affect the rights of the holders of our common stock.
- Our failure to meet the continued listing requirements of the Nasdaq could result in de-listing of our common stock.
- If we are a “controlled company” under the rules of Nasdaq, we may choose to exempt our company from certain corporate governance requirements that could have an adverse effect on our public stockholders.
- As an “emerging growth company” under the Jumpstart Our Business Startups Act, or JOBS Act, we are permitted to, and intend to, rely on exemptions from certain disclosure requirements.
Legal proceedings
From time to time, we may become involved in various lawsuits and legal proceedings that arise in the ordinary course of business. Neither our company nor any of our subsidiaries is currently a party to any legal proceeding that, individually or in the aggregate, is material to our company as a whole.
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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- 9SEC EDGARDaniyel Erdberg, Chair
- 10SEC EDGARChristopher Michael Todd, President
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- 15SEC EDGARArsdale Lee Van, Board member
- 16SEC EDGARArthur T. Dean, Board member
- 17SEC EDGARResults of operations
- 18SEC EDGARRegulation FD disclosure
- 19SEC EDGARRegulation FD disclosure
- 20SEC EDGARResults of operations
- 21SEC EDGARRegulation FD disclosure
- 22SEC EDGARRegulation FD disclosure
- 23SEC EDGARRegulation FD disclosure
- 24SEC EDGARRegulation FD disclosure
- 25SEC EDGARExecutive or director change
- 26SEC EDGARResults of operations
- 27SEC EDGARExecutive or director change
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- 29NasdaqNasdaq calendar
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