UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-40556

THE GLIMPSE GROUP, INC.

(Exact name of registrant as specified in its charter)

Nevada		81-2958271
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

15 West 38th St., 12th Fl New York, NY		10018
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (917) 292-2685

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol		Name of each exchange on which registered
Common Stock, par value $0.001 per share		VRAR		The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.☒ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and ‘‘emerging growth company’’ in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

As of May 9, 2025, the registrant had 21,055,506 shares of common stock, par value $0.001 per share, outstanding.

THE GLIMPSE GROUP, INC.

TABLE OF CONTENTS

		Page No.
PART I	FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS (Unaudited)	3
	Condensed Consolidated Balance Sheets	4
	Condensed Consolidated Statements of Operations	5
	Condensed Consolidated Statements of Stockholders’ Equity	6
	Condensed Consolidated Statements of Cash Flows	8
	Notes to Condensed Consolidated Financial Statements	9
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	26
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	32
ITEM 4.	CONTROLS AND PROCEDURES	32
PART II	OTHER INFORMATION	33
ITEM 1.	LEGAL PROCEEDINGS	33
ITEM 1A.	RISK FACTORS	33
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	33
ITEM 6.	EXHIBITS	34
SIGNATURES		35

THE GLIMPSE GROUP, INC.

INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

	Page
Index to Condensed Consolidated Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets	4
Condensed Consolidated Statements of Operations	5
Condensed Consolidated Statements of Stockholders’ Equity	6
Condensed Consolidated Statements of Cash Flows	8
Notes to Condensed Consolidated Financial Statements	9-25

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	As of March 31, 2025			As of June 30, 2024
	(Unaudited)			(Audited)
ASSETS
Cash and cash equivalents	$	7,058,020		$	1,848,295
Accounts receivable		652,118			723,032
Deferred costs/contract assets		605,562			170,781
Notes receivable		93,600			-
Prepaid expenses and other current assets		579,264			778,181
Total current assets		8,988,564			3,520,289

Equipment and leasehold improvements, net		70,975			167,325
Right-of-use assets, net		155,238			452,808
Intangible assets, net		161,253			487,867
Goodwill		10,857,600			10,857,600
Other assets		11,100			72,714
Total assets	$	20,244,730		$	15,558,603

LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	$	52,806		$	181,668
Accrued liabilities		780,330			340,979
Deferred revenue/contract liabilities		1,047,673			72,788
Lease liabilities, current portion		147,900			364,688
Contingent consideration for acquisitions, current portion		1,468,663			1,467,475
Total current liabilities		3,497,372			2,427,598

Long term liabilities
Contingent consideration for acquisitions, net of current portion		-			1,413,696
Lease liabilities, net of current portion		19,451			178,824
Total liabilities		3,516,823			4,020,118
Commitments and contingencies		-			-
Stockholders’ Equity
Preferred Stock, par value $0.001 per share, 20 million shares authorized; 0 shares issued and outstanding		-			-
Common Stock, par value $0.001 per share, 300 million shares authorized; 21,043,756 and 18,158,217 issued and outstanding, respectively		21,044			18,158
Additional paid-in capital		82,236,658			74,559,600
Accumulated deficit		(65,529,795	)		(63,039,273	)
Total stockholders’ equity		16,727,907			11,538,485
Total liabilities and stockholders’ equity	$	20,244,730		$	15,558,603

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	2025			2024			2025			2024
	For the Three Months Ended						For the Nine Months Ended
	March 31						March 31
	2025			2024			2025			2024
Revenue
Software services	$	1,283,287		$	1,466,397		$	6,641,652		$	6,510,740
Software license/software as a service		138,948			429,246			387,886			566,208
Total Revenue		1,422,235			1,895,643			7,029,538			7,076,948
Cost of goods sold		402,209			569,461			2,061,519			2,406,479
Gross Profit		1,020,026			1,326,182			4,968,019			4,670,469
Operating expenses:
Research and development expenses		829,815			1,136,848			2,610,038			4,209,518
General and administrative expenses		1,165,187			1,233,904			2,947,847			3,375,140
Sales and marketing expenses		483,138			559,681			1,606,236			2,138,539
Amortization of acquisition intangible assets		100,537			291,036			326,614			950,192
Goodwill impairment		-			-			-			379,038
Intangible asset impairment		-			-			-			522,166
Change in fair value of acquisition contingent consideration		26,012			(291,980	)		87,492			(4,317,524	)
Total operating expenses		2,604,689			2,929,489			7,578,227			7,257,069
Loss from operations before other income		(1,584,663	)		(1,603,307	)		(2,610,208	)		(2,586,600	)

Other income
Interest income		82,461			61,051			119,686			186,534
Net loss	$	(1,502,202	)	$	(1,542,256	)	$	(2,490,522	)	$	(2,400,066	)

Basic and diluted net loss per share	$	(0.07	)	$	(0.09	)	$	(0.13	)	$	(0.15	)

Weighted-average common shares outstanding for basic and diluted net loss per share		20,999,445			17,195,322			19,161,661			16,194,523

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2025

(Unaudited)

	Shares		Amount		Paid-In Capital		Deficit			Total
	Common Stock				Additional Paid-In		Accumulated
	Shares		Amount		Capital		Deficit			Total
Balance as of January 1, 2025		20,272,006	$	20,272	$	81,925,269	$	(64,027,593	)	$	17,917,948
Common stock and stock option based compensation expense		10,500		11		206,068		-			206,079
Common stock issued to vendors		1,250		1		3,086		-			3,087
Stock option-based board of directors expense		-		-		102,235		-			102,235
Common stock issued for exercise of warrants		760,000		760		-		-			760
Net loss		-		-		-		(1,502,202	)		(1,502,202	)
Balance as of March 31, 2025		21,043,756	$	21,044	$	82,236,658	$	(65,529,795	)	$	16,727,907

THE GLIMPSE GROUP, INC.

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED MARCH 31, 2025

(Unaudited)

	Shares		Amount		Paid-In Capital			Deficit			Total
	Common Stock				Additional Paid-In			Accumulated
	Shares		Amount		Capital			Deficit			Total
Balance as of July 1, 2024		18,158,217	$	18,158	$	74,559,600		$	(63,039,273	)	$	11,538,485
Common stock and stock option based compensation expense		26,500		27		588,364			-			588,391
Common stock issued to vendors		1,250		1		3,086			-			3,087
Stock option-based board of directors expense		-		-		127,154			-			127,154
Common stock issued for exercise of options		7,789		8		(8	)		-			-
Common stock issued in Securities Purchase Agreement, net		1,990,000		1,990		6,783,562			-			6,785,552
Common stock issued for exercise of warrants		860,000		860		174,900			-			175,760
Net loss		-		-		-			(2,490,522	)		(2,490,522	)
Balance as of March 31, 2025		21,043,756	$	21,044	$	82,236,658		$	(65,529,795	)	$	16,727,907

The accompanying notes are an integral part of these condensed consolidated financial statements.

THE GLIMPSE GROUP, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

FOR THE THREE MONTHS ENDED MARCH 31, 2024

(Unaudited)

	Shares		Amount		Paid-In Capital		Deficit			Total
	Common Stock				Additional Paid-In		Accumulated
	Shares		Amount		Capital		Deficit			Total
Balance as of January 1, 2024		16,722,146	$	16,723	$	72,283,210	$	(57,502,788	)	$	14,797,145
Common stock issued to vendors		5,626		5		15,185		-			15,190
Common stock issued to satisfy contingent acquisition obligations		750,000		750		846,752		-			847,502
Common stock and stock option based compensation expense		329,803		330		468,011		-			468,341
Common stock and stock option based board of directors expense		332,642		333		501,616		-			501,949
Net loss		-		-		-		(1,542,256	)		(1,542,256	)
Balance as of March 31, 2024		18,140,217	$	18,141	$	74,114,774	$	(59,045,044	)	$	15,087,871

THE GLIMPSE GROUP, INC.

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY

FOR THE NINE MONTHS ENDED MARCH 31, 2024

(Unaudited)

Common Stock

Additional Paid-In

Accumulated

Amount

Capital

Deficit

Total

Balance as of July 1, 2023

SEC Form 10-Q filed by The Glimpse Group Inc.