Business Context and Reporting Period
Company: T Stamp Inc. (d/b/a Trust Stamp)
Filing Type: Form 10-K (Annual Report)
Period Ended: December 31, 2025
Business Overview: Trust Stamp develops AI-powered identity authentication software, focusing on privacy-preserving biometric tokenization (IT2), fraud detection, and secure digital identity solutions for enterprise, government, and financial sectors. The company is transitioning from custom professional services to a scalable Software-as-a-Service (SaaS) model via its "Orchestration Layer" platform.
Key Financial Metrics
| Metric | 2025 | 2024 |
|---|---|---|
| Net Revenue | $3.14 million | $3.08 million |
| Net Loss | $(8.33) million | $(12.54) million |
| Operating Loss | $(7.66) million | $(9.37) million |
| Adjusted EBITDA (Non-GAAP) | $(5.77) million | $(7.29) million |
| Cash and Cash Equivalents | $6.04 million | $2.78 million |
| Operating Cash Flow | $(5.69) million | $(8.92) million |
| Accumulated Deficit | $(69.78) million | $(61.46) million |
| Debt (Notes Payable) | $1.13 million | $3.06 million (current portion) |
Note: The company had no current loans payable as of December 31, 2025, having repaid significant short-term debt during the year. Long-term notes payable (Malta loans) remain outstanding.
Material Changes vs. Prior Period
- Revenue Growth: Net revenue increased 1.85% to $3.14 million, driven primarily by a contract amendment with an S&P 500 bank customer (extending services through 2031) and a new Master Technology Services Agreement with QID Technologies.
- Expense Reduction: Selling, General, and Administrative (SG&A) expenses decreased by 23.95% ($2.04 million) due to a reduction in sales staff (from 9 to 0), departure of executive management, and reduced consulting fees.
- Loss Narrowing: Net loss decreased by 33.6% year-over-year, and operating loss decreased by 18.2%, reflecting improved cost management despite continued investment in R&D.
- Capital Structure: The company executed a 1-for-15 reverse stock split effective January 6, 2025. It also raised approximately $9.89 million in net proceeds from financing activities in 2025 through equity and warrant exercises.
Guidance, Outlook, and Risks
Management Commentary and Outlook
- Strategic Shift: Management is prioritizing the transition to a SaaS model and expanding into stablecoin/crypto-asset identity verification (StableKey, Wallet of Wallets) and African digital identity markets.
- Recent Acquisitions: In early 2026, the company acquired 100% of Lexverify Ltd (LLM compliance expertise) and a 50% stake in Cyberfish CyberPsychology Solutions Ltd (cybersecurity resilience) to enhance its UK market presence and product suite.
- Customer Concentration: Revenue remains highly concentrated. In 2025, two customers accounted for approximately 83.5% of total net revenue (an S&P 500 bank and QID).
Risks and Contingencies
- Going Concern: The auditor has included an "Emphasis of Matter" paragraph regarding liquidity. The company has an accumulated deficit of $69.78 million and incurred a net loss of $8.33 million in 2025. Management states the ability to continue as a going concern for the next 12 months is dependent on raising additional capital and generating sufficient revenue.
- Regulatory Compliance: The business is subject to stringent global data privacy regulations (GDPR, BIPA, HIPAA, EU AI Act) which could increase costs or limit operations.
- Market Acceptance: Success depends on the adoption of the Orchestration Layer by financial institutions, which has been slower than anticipated.
Investor Verification Checklist
- Liquidity Runway: Verify the sufficiency of the $6.04 million cash balance against the $5.69 million annual operating cash burn rate and the timeline for securing additional financing.
- Revenue Concentration: Assess the risk associated with the S&P 500 bank contract (64.36% of revenue) and the QID agreement (19.12% of revenue), including renewal terms and termination clauses.
- Acquisition Integration: Monitor the integration and financial impact of the Lexverify and Cyberfish acquisitions consummated in early 2026.
- Equity Dilution: Review the impact of outstanding warrants (3.5 million shares) and recent equity issuances on shareholder dilution.
- Going Concern Status: Confirm the status of any new financing arrangements or revenue bookings required to satisfy the auditor's substantial doubt regarding the company's ability to continue operations.