10-K: Duos Technologies Shifts to Edge AI, Reports Soaring Revenue
Annual Report
Duos Technologies Group, Inc. reports a 271% revenue increase in 2025, driven by a strategic pivot to edge data centers and energy solutions, despite continued net losses.
Summary
- Total revenues for 2025 increased by 271% to $27,023,651, up from $7,280,885 in 2024.
- The significant revenue growth was primarily driven by the Asset Management Agreement (AMA) with New APR Energy, a related party, contributing $18,740,343 in services revenue.
- The company recognized $3,616,500 in revenue from its 5% non-voting equity interest in Sawgrass Parent, the ultimate parent of New APR.
- New revenue streams from Technology Solutions and Hosting segments commenced in 2025, generating $349,166 and $56,000 respectively.
- Net loss decreased to $(9,835,031) in 2025 from $(10,764,457) in 2024, with basic and diluted net loss per share improving to $(0.64) from $(1.39).
- Operating expenses increased by 54% to $17,640,587, largely due to a 100% increase in general and administration costs, primarily from non-cash stock-based compensation and cash bonuses.
- Cash used in operating activities significantly increased to $(13,748,223) in 2025 from $(3,488,687) in 2024, driven by decreased contract liabilities and increased accounts receivable.
- Net cash used in investing activities rose to $(23,734,605) in 2025, reflecting higher investment in capitalized construction-in-progress costs for Edge Data Centers.
- The company successfully raised substantial capital through financing activities, including $8,927,347 from its At-The-Market (ATM) offering and approximately $45 million from a public offering in 2025, plus an additional $65 million public offering in early 2026.
- An intangible asset related to CN Digital Image data rights was fully impaired by $8,130,461 in 2025 due to contractual disputes and cessation of services, though this was a non-cash event.
- Deployment of two high-speed Railcar Inspection Portals faced customer delays, leading to an 83% decrease in Technology Systems revenue.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this filing with a moderately positive sentiment. The significant revenue growth and successful capital raises are strong positives, indicating successful execution of the strategic pivot. However, the continued net losses, increased cash burn from operations and investing, and high reliance on related-party revenue introduce elements of risk and uncertainty.
Positives
- Total revenues increased by 271% in 2025, reaching $27,023,651, indicating strong top-line growth.
- Significant revenue contribution from the Asset Management Agreement (AMA) with New APR Energy, a related party, totaling $18,740,343.
- Successful launch of new revenue streams from Technology Solutions ($349,166) and Hosting ($56,000) segments in 2025, diversifying the business model.
- Net loss decreased by approximately 8.6% in 2025, and net loss per share improved from $(1.39) to $(0.64).
- Substantial capital raises in 2025 and early 2026, including $8,927,347 from ATM offerings and over $100 million from public offerings, significantly bolstering the balance sheet and liquidity.
- The company holds a 5% non-voting equity interest in Sawgrass Parent, generating $3,616,500 in recognized revenue in 2025 with 100% margin.
- A U.S. patent was granted in 2025 for an Entryway for a Modular Data Center, enhancing physical security and environmental protection for Edge Data Centers.
- Management believes current capital and revenues are sufficient to fund operations for at least the next twelve months, indicating a stable liquidity position post-capital raises.
Negatives
- Technology systems revenue decreased by 83% from $2,252,357 in 2024 to $373,270 in 2025, primarily due to customer delays in deploying Railcar Inspection Portals.
- Services and consulting revenue (excluding related parties) decreased modestly by 5% from $4,106,966 in 2024 to $3,888,372 in 2025.
- Cash used in operating activities significantly increased to $(13,748,223) in 2025 from $(3,488,687) in 2024, indicating higher cash burn.
- Net cash used in investing activities surged to $(23,734,605) in 2025 from $(1,841,298) in 2024, reflecting substantial capital intensity for Edge Data Center deployment.
- Accumulated deficit increased to $84,203,040 as of December 31, 2025, highlighting a history of losses.
- General and administration costs increased by 100% to $15,565,997 in 2025, partly due to non-cash stock-based compensation and cash bonuses.
- The company recorded an impairment of $8,130,461 for its CN Digital Image data rights intangible asset due to contractual disputes and cessation of related maintenance services.
- High dependence on a limited number of customers, with two related parties accounting for 69% and 13% of 2025 revenues, and one related party accounting for 88% of accounts receivable at year-end 2025, posing significant concentration risk.
Risks
- The strategic shift to data centers and digital infrastructure markets requires significant capital, management attention, and operational resources, and failure to execute effectively could materially adversely affect the business.
- The portfolio of edge data centers is currently concentrated in Texas, making it dependent on local economic conditions in that state.
- Dependence on leased land for data centers means inability to renew existing leases or find suitable new locations could adversely affect operations.
- Deploying data centers involves substantial planning and risks related to zoning, regulatory approvals, disruptions, delays, and securing adequate power supply from local utilities.
- Vulnerability to service failures and price increases from third-party suppliers for power and network connectivity.
- Complexity and integration of technology management platforms may lead to errors, data corruption, or unexpected performance issues, harming revenues, operating income, and reputation.
- Adverse effects of inflation and supply chain disruption, including higher costs for employees, contractors, materials, and travel, which may not be fully passed on to customers.
- Risk that products and services may fail to keep pace with rapidly changing technology and evolving industry standards, or that new market opportunities are not successfully identified.
- The market opportunity for products and services may not develop as anticipated, or other technologies may disrupt existing platforms.
- Revenues are dependent on general economic conditions and the willingness of enterprises to invest in technology, with a growing trend towards operating expense models over capital expense models.
- The working capital profile may shift to require additional investment for company-owned assets without significant customer milestone payments.
- Competition from larger companies with greater financial, marketing, distribution, and personnel resources.
- History of losses and potential for additional losses and negative operating cash flows in the future as resources are expended for market expansion and development.
- Inability to protect intellectual property through patents, trademarks, trade secrets, and contractual protections, which could impair competitive advantage.
- Substantial expenses and diversion of management attention and resources in defending or prosecuting intellectual property litigation.
- Inability to apply technology effectively in driving value for clients or gaining internal efficiencies, potentially affecting operating results, client relationships, growth, and compliance programs.
- Dependence on information technology networks and systems, increasing the risk of security breaches and cyberattacks, which could lead to disruptions, data disclosure, and reputational damage.
- Dependence on key personnel, and the difficulty of replacing them or hiring additional qualified personnel, could harm business plans.
- Concentration of credit risk due to reliance on a limited number of customers, increasing exposure to revenue volatility and collection risk.
- High dependence on the Asset Management Agreement with New APR Energy, with risks if the market for behind-the-meter power does not grow as anticipated or if the agreement is terminated.
- Changes in the availability of government financing may adversely affect customers' ability to enter into major capital projects, particularly for Edge data centers in rural communities.
- Future issuances of securities may dilute existing ownership interests.
- The Board of Directors may issue and fix the terms of preferred stock without stockholder approval, potentially affecting voting power or change of control.
- Consideration of registering additional shares using the S3 shelf registration facility could adversely affect the prevailing market price of common shares.
- No expectation of dividends, meaning investors will only realize economic gain through stock price appreciation.
- Operating results are likely to fluctuate from period to period due to various factors including product manufacturing issues, new competitor products, and regulatory changes.
- Subject to Florida anti-takeover provisions, which may prevent shareholders from exercising a vote on business combinations or mergers.
Future Outlook
The company's future outlook is centered on scaling its Edge Data Center deployments, expanding energy and power solutions, and growing its Technology Solutions platform. It intends to increase recurring revenue streams from infrastructure hosting and AI computing services, utilizing a capital-efficient deployment model. The company plans to prioritize investment in digital infrastructure and AI computing platforms while evaluating strategic alternatives for legacy or non-core businesses. Management anticipates favorable prospects for future revenue growth, driven by diversification into edge computing and power generation, coupled with continued growth in core machine vision and AI-based inspection technologies. However, achieving these objectives is subject to risks including capital availability, execution risks, customer adoption, supply chain issues, and competitive market conditions.
Management Comments
- Management believes this strategy enables a capital-efficient growth model that balances infrastructure ownership with services-based revenue, supports disciplined deployment pacing, and mitigates risks associated with large, centralized data center development.
- Management believes the Company's Technology Solutions business line is positioned to offset variability through project-based infrastructure revenue.
- Management believes the combination of distributed infrastructure deployments, GPU-based computing services, and infrastructure solutions may position the Company to participate in the growing market for artificial intelligence infrastructure and high-performance compute capacity.
- Management believes this focus will allow the Company to allocate resources toward business segments with the greatest long-term growth potential.
- We believe our current capital and revenues are sufficient to fund such expansion and our operations over the next twelve months, although we are dependent on timely payments from our customers for projects and work in process. However, we expect such timely payments to continue.
- Management has extensively evaluated our requirements for the next twelve months and has determined that the Company currently has sufficient cash and access to capital to operate for at least that period.
Industry Context
StockSavvy.ai notes that Duos Technologies Group, Inc.'s strategic pivot towards edge computing, AI, and distributed digital infrastructure aligns with broader industry trends of increasing demand for localized data processing, low-latency applications, and high-performance computing, particularly for AI workloads. The expansion into energy and power solutions also addresses the critical need for robust power infrastructure to support data centers. While the company faces competition from established hyperscale providers and colocation operators, its focus on modular deployment in underserved Tier 2-4 markets and value-added supply chain services offers a differentiated approach. The reliance on related-party revenue, however, warrants careful monitoring in the context of market diversification.
Comparison to Industry Standards
- The company's shift to modular Edge Data Centers (EDCs) in Tier 2-4 and underserved markets positions it to capitalize on a niche within the broader data center industry, which is typically dominated by hyperscale facilities from giants like Amazon Web Services, Microsoft Azure, and Google Cloud, or large colocation providers such as Equinix and Digital Realty. Duos's strategy aims to avoid the capital intensity of traditional hyperscale development.
- The integration of AI and machine learning workloads at the edge is a growing trend, with companies like NVIDIA providing GPU hardware and software platforms. Duos's GPU-as-a-Service (GPUaaS) offering directly competes with or complements similar services from cloud providers and specialized AI infrastructure companies.
- The company's Asset Management Agreement with New APR Energy for mobile gas turbines and balance-of-plant inventory places it in the distributed energy and fast power markets, which are seeing increased demand due to data center power requirements. This segment competes with traditional utility providers and other independent power producers, but its focus on 'behind-the-meter' solutions for large data centers suggests a targeted approach to a high-growth demand area.
- The significant revenue growth of 271% in 2025, while impressive, is heavily skewed by related-party transactions (69% and 13% of revenues from two related parties), which may not be directly comparable to organic growth rates seen in fully independent industry players.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Operating Officer | Christopher King | NA | 2025-09-30 | Resignation (implied by 'through September 2025' and serving similar position with New APR) |
| Chief Financial Officer | Adrian Goldfarb | Leah F. Brown | 2025-11-16 | Adrian Goldfarb became Strategic Advisor; Leah F. Brown's employment agreement became effective. |
| Executive Leadership Team | NA | Charles P. Ferry, Adrian Goldfarb, Christopher King | 2025-01-01 | New employment agreements with three-year cliff vesting restricted stock awards. |
| Employee | NA | Frank D. Recker | 2025-09-15 | New employment agreement and restricted stock award. |
| Officer | NA | NA | 2026-01-01 | Restricted stock awards granted to an officer. |
| Employees | NA | NA | 2026-01-01 | Restricted stock awards granted to eight employees. |
| Employees | NA | NA | 2026-02-01 | Restricted stock awards granted to two employees. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Oversight Responsibility | Oversight of cybersecurity and information security matters, including risk management, resides with the Audit Committee of the Board of Directors. | NA | Enhances corporate governance by formalizing board-level oversight of critical cybersecurity risks, aligning with best practices for enterprise risk management. |
| Role Designation | The Chief Technology Officer has been designated by the Board to serve in the role of Chief Information Security Officer. | NA | Centralizes cybersecurity strategy and policy coordination under a dedicated executive, improving accountability and responsiveness to evolving threats. |
| Anti-Takeover Provisions | The company is subject to Florida anti-takeover provisions (Sections 607.0901 and 607.0902 of the Florida Business Corporation Act), which may prevent certain business combinations or voting rights for interested shareholders. | NA | Could deter unsolicited takeover attempts, potentially limiting shareholder ability to influence corporate control or realize a premium for their shares in such events. |
| Board Authority | The Board of Directors is empowered, without shareholder approval, to issue shares of blank check preferred stock with various rights and preferences. | NA | Provides the Board with flexibility for future financing or strategic maneuvers, but could also be used to dilute voting power of common stockholders or impede a change in control. |
Legal Proceedings
- The company is not currently involved in any litigation that is believed to have a material adverse effect on its financial condition or results of operations.
- No action, suit, proceeding, inquiry, or investigation is pending or threatened against the company, its common stock, subsidiaries, or officers/directors that could have a material adverse effect.
Related Party Transactions
- The Asset Management Agreement (AMA) with New APR Energy, LLC, a related party, generated $18,740,343 in revenue for 2025. The CEO of Duos Technologies Group, Inc. is also the former CEO of APR and currently serves as Executive Chairman and a Board member of New APR.
- The company holds a 5% non-voting equity interest in Sawgrass APR Holdings, LLC (Sawgrass Parent), the ultimate parent company of New APR, which contributed $3,616,500 in recognized revenue in 2025.
- Two related-party customers accounted for 69% and 13% of total revenues for the year ended December 31, 2025.
- One related-party customer accounted for 88% of accounts receivable as of December 31, 2025.
- Secured promissory notes totaling $2,200,000 were entered into in 2024 with 21 April Fund LP and 21 April Fund Ltd., institutional investors considered related parties due to their >10% ownership of voting common stock. These notes were repaid in 2025.
- Transactions with Landstar System, Inc. for shipping services, where Frank Lonegro (a director of Duos) is the CEO. Expenses for these transactions were $50,657 in 2025.
- Sale of the Integrated Correctional Automation System (iCAS) business in 2023 to a third-party buyer where the company's former Chief Financial Officer (until November 2025) is a director.
Stakeholder Impact
- Shareholders: Experience significant dilution from recent and planned equity offerings, but also benefit from increased liquidity and potential long-term growth from the strategic shift. The Florida anti-takeover provisions and the Board's ability to issue preferred stock could limit shareholder influence.
- Employees: New employment agreements for executives and restricted stock awards aim to attract and retain key personnel, but the strategic shift may also lead to reallocation of resources away from legacy businesses.
- Customers: New Edge Data Center and Technology Solutions offerings aim to provide localized computing, AI, and infrastructure services, potentially improving performance and efficiency for enterprise and public sector clients. Delays in legacy technology deployments could impact existing customers.
- Creditors: The substantial capital raises improve the company's balance sheet and ability to meet financial obligations, reducing credit risk.
- Suppliers: Dependence on a limited pool of vendors for key components and potential supply chain disruptions could affect the company's ability to deliver products and services, impacting supplier relationships.
Next Steps
- Expand the network of Edge Data Centers to support increasing demand for distributed computing and AI workloads.
- Build upon initial energy and consulting activities, including the AMA with New APR, to expand presence in distributed energy and fast power markets.
- Further develop Technology Solutions capabilities, including infrastructure procurement, logistics, and deployment services.
- Continue enhancing AI capabilities to improve system performance, enable automation, and support advanced analytics across platforms.
- Evaluate strategic alternatives for certain legacy or non-core business activities to prioritize investment in digital infrastructure and AI computing platforms.
- Monitor market adoption, capital availability, competitive dynamics, and macroeconomic conditions which may affect the pace of growth.
Key Dates
| Date | Description |
|---|---|
| 1990-11-30 | Duos Technologies, Inc. (duostech) incorporated in Florida. |
| 1994-05-31 | Information Systems Associates, Inc. (ISA) incorporated in Florida. |
| 2014-12-31 | ISA entered negotiations with duostech for a merger. |
| 2015-04-01 | Duostech became a wholly owned subsidiary of ISA; ISA changed its corporate name to Duos Technologies Group, Inc. |
| 2023-06-29 | Company sold assets related to its Integrated Correctional Automation System (iCAS) business. |
| 2024-01-01 | Company began a major expansion into new markets. |
| 2024-04-15 | Company entered into an agreement with its insurance provider for Insurance Note 1. |
| 2024-05-17 | Company entered into an At-the-Market Issuance Sales Agreement with Ascendiant Capital Markets, LLC. |
| 2024-07-22 | Company and Duos Edge entered into secured promissory notes with 21 April Fund LP and 21 April Fund Ltd. |
| 2024-09-19 | 21 April Fund LP and 21 April Fund Ltd. exercised warrants to purchase 344,644 shares of common stock. |
| 2024-09-30 | Shareholders approved an increase in shares available under the 2021 Equity Incentive Plan to 2,500,000. |
| 2024-11-01 | Company entered into a Master Lease Agreement (MLA) for a total lease obligation of $2,662,282. |
| 2024-11-21 | Company paid Mr. Arcaini $23,890 to settle a dispute, leading to forfeiture of his equity. |
| 2024-12-31 | Sawgrass Buyer LLC (now New APR Energy, LLC) executed an asset purchase agreement with Atlas Corporation, APR Energy Holdings Limited and affiliates; Asset Management Agreement (AMA) with the Company established. |
| 2025-01-01 | Duos Energy began executing the AMA with New APR; Executive leadership team granted 1,841,898 shares of restricted stock under new employment agreements. |
| 2025-02-05 | A holder of Series D Convertible Preferred Stock converted 300 shares into 100,000 shares of Common Stock. |
| 2025-03-26 | Company issued a restricted stock award to an employee for 100,000 shares. |
| 2025-03-31 | Company issued 9,360 shares of common stock for board fees to four directors. |
| 2025-04-09 | Company issued 10,000 shares of restricted common stock to Mr. Ehrman. |
| 2025-04-14 | First Amendment to At-The-Market Issuance Sales Agreement, increasing capacity by $8,850,000. |
| 2025-05-27 | Second Amendment to At-The-Market Issuance Sales Agreement, increasing capacity to $10,500,000. |
| 2025-05-28 | A shareholder converted 1,000 shares of Series E Convertible Preferred Stock into 383,143 shares of common stock. |
| 2025-06-01 | Master capital lease agreement with Region 16 Education Service Center commenced. |
| 2025-06-29 | Amended the convertible promissory note for iCAS business, increasing principal to $180,000 and extending maturity to June 29, 2027. |
| 2025-06-30 | Company issued 18,983 shares of common stock to employees under the Employee Stock Purchase Plan. |
| 2025-07-30 | Company priced a public offering of its common stock. |
| 2025-08-01 | Public offering of common stock closed, issuing 6,666,667 shares. |
| 2025-09-02 | Underwriter exercised Over-Allotment Option in full for 838,851 shares of Common Stock. |
| 2025-09-15 | Company issued a restricted stock award to an employee for 175,000 shares; an employee forfeited 112,500 shares of restricted stock. |
| 2025-09-30 | Company issued 5,965 shares of common stock for board fees to four directors. |
| 2025-11-16 | Leah F. Brown's employment agreement became effective. |
| 2025-12-01 | Duos Edge AI entered into a commercial ground lease. |
| 2025-12-31 | Employee forfeited 50,000 shares of restricted stock; Company issued 7,756 shares of common stock for board fees; Company issued 30,000 shares of common stock for board committee fees; Amended and Restated Asset Management Agreement became effective. |
| 2026-01-01 | Company issued restricted stock awards to an officer (150,000 shares) and eight employees (145,000 shares); an employee awarded 5,000 stock options. |
| 2026-01-15 | A former employee exercised options to purchase 2,500 shares. |
| 2026-02-01 | Shareholders approved an increase in shares available under the 2021 Plan to the greater of 2,500,000 or a formula-based number. |
| 2026-02-26 | Company priced a public offering of its common stock for gross proceeds of approximately $65 million. |
| 2026-03-02 | Public offering of common stock closed, issuing 8,666,666 shares. |
| 2026-03-03 | A former employee completed a cashless exercise of stock options for 5,556 shares. |
| 2026-03-26 | Company's common equity shares outstanding is 29,542,860. |
| 2026-03-31 | Report of Independent Registered Public Accounting Firm dated. |
| 2026-03-31 | Annual Report on Form 10-K signed by CEO and CFO. |
| 2026-05-28 | Annual Meeting of Shareholders to be held. |
Recommendation
holdDuos Technologies Group, Inc. is undergoing a significant strategic transformation, evidenced by impressive revenue growth in new segments and substantial capital raises. This pivot to edge AI and digital infrastructure positions the company in high-growth markets. However, the continued net losses, increased cash burn from operations and investing activities, and heavy reliance on related-party revenue introduce considerable execution risk and concentration risk. While the long-term potential is appealing, the capital-intensive nature of the new strategy and the need for sustained operational profitability warrant a 'hold' recommendation. Investors should monitor the company's ability to convert its strategic vision into consistent, diversified, and profitable growth, reducing its dependence on related-party transactions and managing its cash flow effectively.
Keywords
Edge Data Centers, Artificial Intelligence, Digital Infrastructure, Energy Solutions, SEC Filing, 10-K, DUOT, Financial Results, Revenue Growth, Net Loss, Capital Raise, Asset Management Agreement, Related Party Transactions, Cybersecurity, Intellectual Property, Railcar Inspection, Technology Solutions, Corporate Governance
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