usio20260630

usio20260630_10q.htm

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2026

☐ 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: 000-30152

USIO, INC.

(Exact name of registrant as specified in its charter)

Nevada		98-0190072
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)



3611 Paesanos Parkway, Suite 300, San Antonio, TX		78231
(Address of principal executive offices)		(Zip Code)

(210) 249-4100

(Registrant’s telephone number, including area code)

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

Title of each class	Trading symbol(s)	Name on each exchange on which registered
Common stock, par value $0.001 per share	USIO	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 Act). ☐ Yes ☒ No

As of August 10, 2026, the number of outstanding shares of the registrant's common stock was 28,495,414.

Table of Contents

USIO, INC.

INDEX

		Page
PART I – FINANCIAL INFORMATION		3

Item 1.	Financial Statements (Unaudited).	3

	Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025	3

	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025	4

	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025	5

	Consolidated Statements of Changes in Stockholders' Equity for the Three and Six Months ended June 30, 2026 and 2025	7

	Notes to Interim Consolidated Financial Statements	8

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	20

Item 3.	Quantitative and Qualitative Disclosures About Market Risk.	30

Item 4.	Controls and Procedures.	30

PART II – OTHER INFORMATION		31

Item 1.	Legal Proceedings.	31

Item 1A.	Risk Factors.	32

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	32

Item 3.	Defaults Upon Senior Securities.	32

Item 4.	Mine Safety Disclosures (Not applicable).	32

Item 5.	Other Information.	32

Item 6.	Exhibits.	33

Signatures		36

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

USIO, INC.

CONSOLIDATED BALANCE SHEETS

	*June 30, 2026*		*December 31, 2025*
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	6,385,966	$	7,434,051
Settlement processing assets		72,172,358		74,180,475
Prepaid card load assets		16,945,868		27,623,728
Customer deposits		2,355,284		2,281,220
Merchant reserves		4,568,537		4,795,537
Accounts receivable, net		6,525,621		5,274,586
Inventory		392,108		461,675
Prepaid expenses and other		1,824,140		1,359,382
Total current assets		111,169,882		123,410,654

Property and equipment, net		4,654,545		4,157,393

Other assets:
Intangibles, net		9,759		9,759
Operating lease right-of-use assets, net		3,185,438		2,423,231
Other assets		362,949		362,949
Deferred tax asset, net		4,404,425		4,526,228
Total other assets		7,962,571		7,322,167

Total assets	$	123,786,998	$	134,890,214

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable	$	967,359	$	880,590
Accrued expenses		3,371,039		3,326,445
Operating lease liabilities, current portion		750,013		639,805
Equipment loan, current portion		343,339		289,317
Settlement processing obligations		72,172,358		74,180,475
Prepaid card load obligations		16,945,868		27,623,728
Customer deposits		2,355,284		2,281,220
Merchant reserve obligations		4,568,537		4,795,537
Total current liabilities		101,473,797		114,017,117

Non-current liabilities: