10-K: DOOR (Latch) Navigates 2025 Losses, Legal & Liquidity Risks
Annual Report
Latch, Inc., now operating as DOOR, reported a net loss of $53.7 million for 2025, alongside revenue growth and ongoing efforts to remediate material weaknesses in internal controls.
Summary
- Latch, Inc. formally rebranded as DOOR in August 2025, continuing to offer an integrated ecosystem of hardware, software, and services for the multifamily rental market.
- Total revenue increased by 23.8% to $70.1 million for the year ended December 31, 2025, up from $56.6 million in 2024.
- Professional services revenue saw a significant increase of 55.9% to $28.2 million, primarily driven by a full year of HelloTech operations following its July 2024 merger and increased installation revenue.
- Software revenue grew by 9.3% to $22.1 million in 2025, attributed to continued subscription growth and the resale of third-party software.
- The company reported a net loss of $53.7 million for 2025, an improvement from a net loss of $57.6 million in 2024.
- Adjusted EBITDA improved to $(27.1) million in 2025 from $(36.0) million in 2024.
- Unrestricted cash and cash equivalents, and current and non-current available-for-sale securities, significantly decreased from $75.4 million at December 31, 2024, to $34.6 million at December 31, 2025.
- A goodwill impairment charge of $16.6 million was recorded in 2025, reducing the goodwill balance to $13.6 million.
- A $4.9 million write-off of prepaid inventory deposits occurred in 2025 due to materially reduced hardware demand forecasts and cessation of production with a contract manufacturer.
- The company continues to operate with material weaknesses in its internal control over financial reporting across multiple components, although the 'tone at the top' weakness was remediated.
- Securities are currently traded on the OTCID Basic Market, which has minimal public market liquidity and may impair the ability to raise additional capital.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this filing with significant caution due to substantial cash burn, ongoing net losses, a large goodwill impairment, and persistent material weaknesses in internal controls, compounded by the delisting to OTC markets and future revenue uncertainty from a key customer.
Positives
- Total revenue increased by $13.5 million (23.8%) to $70.1 million for the year ended December 31, 2025.
- Professional services revenue grew substantially by $10.1 million (55.9%), driven by the HelloTech Merger and increased installation revenue.
- Software revenue increased by $1.9 million (9.3%) due to continued subscription growth and third-party software resale.
- Net loss decreased by $3.8 million (6.7%) to $53.7 million in 2025, indicating a reduction in losses.
- Adjusted EBITDA improved by $8.9 million (24.7%) to $(27.1) million in 2025, reflecting better operational performance excluding certain non-GAAP adjustments.
- General and administrative expenses decreased significantly by $20.4 million (46.0%), primarily due to lower investigation, legal, settlement, audit, and professional fees.
- The 'tone at the top' material weakness in internal control over financial reporting was effectively remediated as of December 31, 2025.
- The company successfully repaid $22.0 million in unsecured promissory notes in April 2024.
Negatives
- Unrestricted cash and cash equivalents and available-for-sale securities declined significantly from $75.4 million in 2024 to $34.6 million in 2025.
- The company incurred a net loss of $53.7 million in 2025 and has a history of losses since inception, with expectations of continued operating losses and negative cash flow in the near term.
- Net cash used in operating activities was $(35.9) million for the year ended December 31, 2025, indicating ongoing cash burn.
- A goodwill impairment charge of $16.6 million was recorded in 2025, reflecting a reduction in the estimated fair value of the reporting unit.
- A $4.9 million write-off of prepaid inventory deposits occurred in 2025 due to reduced demand forecasts and cessation of production with a contract manufacturer.
- Total excess and obsolete inventory reserve stood at $10.9 million as of December 31, 2025.
- Hardware cost of revenue increased by 26.4%, outpacing hardware revenue growth of 8.1%.
- The company's securities are traded on the OTCID Basic Market, which has minimal public market liquidity and may impair its ability to raise additional capital.
- Ongoing SEC investigation and derivative lawsuits continue to incur significant legal and professional expenses.
- Material weaknesses in internal control over financial reporting persist across control environment, risk assessment, control activities, information and communication, and monitoring activities.
- The company is dependent on a small number of customers, with one customer accounting for 47% of gross accounts receivable and 32% of total revenue in 2025.
- The volume of hardware purchases and installations for a key customer's existing portfolio is expected to substantially decrease beginning in 2026, posing a future revenue challenge.
- The Loan Agreement with Customers Bank contains restrictive covenants and requires maintaining a liquidity ratio of at least 4.00, which the company continues to monitor.
Risks
- The company is subject to an ongoing investigation by the SEC and may be named in future governmental or other regulatory investigations and proceedings.
- Because securities are traded on the OTCID Market, there is a minimal public market, negatively affecting value and making it difficult to sell or buy them.
- Matters relating to or arising from the Restatement and the 2022 internal investigation have had, and could continue to have, an adverse effect on business, financial condition, and reputation.
- Material weaknesses exist in internal control over financial reporting, which, if not remediated, could lead to further material misstatements and impair the ability to produce accurate and timely financial statements.
- The company's liquidity position faces various risks and uncertainties, which may adversely affect its ability to sustain operations, including significant legal expenses and potential SEC penalties.
- A history of losses exists, and profitability may not be achieved or maintained in the future, with operating results and financial condition likely to fluctuate.
- The loss of a significant customer may have a material adverse effect, especially with an expected substantial decrease in hardware purchases from a key customer in 2026.
- Growth and rapidly changing markets make it difficult to evaluate the current business and future prospects, increasing investment risk.
- Various risks are related to the HelloTech business, including independent contractor classification, reliance on third-party background check providers, and the ability to offer high-quality support.
- Future operating results rely in part upon the successful execution of strategic partnerships, which may not be successful.
- Security controls could be breached, or unauthorized access to user information or systems obtained, leading to significant liabilities and harm to the business.
- Inability to attract new customers and maintain customer satisfaction with current customers could adversely affect business and growth rate.
- Reliance on the channel partner network and certain third-party providers of licensed software and services is critical to business operations.
- Customer turnover or costs incurred to retain and upsell customers could materially and adversely affect financial performance.
- Inability to develop new solutions, adapt to technological change, sell into new markets, or further penetrate existing markets may prevent expected revenue growth.
- Operating in the emerging and evolving smart building technology industry, which may develop more slowly or become more competitive than expected.
- Anticipated benefits of the HelloTech Merger or other acquisitions may not be realized.
- Changes in effective tax rates, adverse outcomes from tax examinations, and inability to use some or all of net operating loss carryforwards could adversely affect results.
- Additional capital may be required to pursue business objectives, and if unavailable, business, results of operations, and financial condition may be adversely affected.
- Inability to acquire or adequately protect intellectual property could lead to competitive disadvantage.
- Accusations of infringement of third-party intellectual property rights could materially and adversely affect the business.
- Some products and services contain open source software, which may pose particular risks to proprietary software and technologies.
- Products and services may be affected by design and manufacturing defects, leading to product liability claims and reputational harm.
- New software, services, and products may not be successful.
- Failure to continue to develop brands or unsuccessful marketing efforts could harm the business.
- Applications run on mobile operating systems, networks, and devices not controlled by the company.
- Need to successfully upgrade and maintain information technology systems, with potential for disruptions.
- Potential problems with information systems, third-party systems, and infrastructure could interfere with business and operations.
- Collection, storage, processing, and use of personal information subjects the company to legal obligations and laws/regulations related to security and privacy, with compliance failures potentially harming the business.
- Reliance on a limited number of suppliers, manufacturers, and logistics partners increases risks of supply chain disruptions.
- Increases in component costs, long lead times, supply shortages, labor shortages, and construction delays could disrupt the supply chain and operations.
- Operating results could be adversely affected if customer demand for products and services is not accurately forecasted, or inventory is not adequately managed.
- Legal proceedings, regulatory disputes, and governmental inquiries could cause significant expenses and divert management's attention.
- Smart building technology is subject to varying state and local regulations, and compliance with import/export, bribery, and money laundering laws is required.
- Inability to sustain pricing levels for software, services, and products could adversely affect the business.
- Insurance policies may not cover all operating risks, and a casualty loss beyond coverage limits could negatively impact the business.
- Downturns in general economic and market conditions and reductions in spending may reduce demand for products and services.
- Inability to generate sufficient cash to service indebtedness, potentially forcing other actions that may not be successful.
- The Loan Agreement and any future debt agreements may restrict current and future operations.
- Common stock price may be volatile or decline regardless of operating performance, leading to potential investment loss.
- No intention to pay dividends on common stock for the foreseeable future.
- Issuance or sale of additional shares of common stock or convertible securities could make an acquisition difficult, dilute ownership, and adversely affect stock price.
- Warrants are subject to various limitations and features that could adversely impact holders.
- Anti-takeover provisions in governing documents and Delaware law could make an acquisition more difficult or limit stockholder attempts to replace management.
- Governing documents provide a sole and exclusive forum for substantially all disputes, limiting stockholders' ability to obtain a favorable judicial forum.
- Climate change and related environmental issues may have an adverse effect on business, financial condition, and operating results.
- Stockholder and customer emphasis on environmental, social, and governance (ESG) responsibility may impose additional costs or expose the company to new risks.
- Business is subject to the risk of earthquakes, fires, power outages, floods, other catastrophic events, and man-made problems such as terrorism.
- Increased costs are incurred as a public company, and failure to comply with related laws, regulations, and standards could materially and adversely affect business.
- If securities analysts do not publish research or reports, or issue unfavorable commentary, the stock price could decline.
Future Outlook
The company expects to continue incurring operating losses and negative cash flow in the near term as it invests in enhancing the DOOR Platform, developing new products, and expanding services. Revenue growth may slow or decline due to macroeconomic conditions, increasing competition, and the anticipated substantial decrease in hardware purchases from a key customer starting in 2026. Management plans to closely monitor cash flow, potentially implementing cost-saving measures like exiting unprofitable business units, and may seek additional outside capital, though securing such funds on acceptable terms is uncertain given the limited liquidity of its OTCID Market trading. The company also expects to resume granting and settling vested RSUs after filing this 10-K.
Management Comments
- "We believe we will continue to incur operating losses and negative cash flow in the near term as we continue to invest significantly in our business, in particular to enhance and develop new DOOR Platform features, services and products to position us for future growth."
- "We expect to be able to use our current cash and cash equivalents and available-for-sale securities to fund our operational cash requirements for at least 12 months beyond the Filing Date."
- "Management continues to focus on cost discipline, inventory management and liquidity preservation as it seeks to reduce operating cash usage."
- "Management, with oversight from the Audit Committee of the Board of Directors, continues to devote significant time, attention and resources to the remediation of the remaining material weaknesses and to strengthening the Companys internal control over financial reporting."
Industry Context
StockSavvy.ai notes that the smart building technology market is dynamic and evolving, with increasing competition from traditional lock manufacturers, other smart access control providers, and specialized smart home device and platform companies. The company's expansion into broader smart home solutions and property management services aligns with a trend towards integrated building intelligence platforms, but faces challenges from point solution providers and macroeconomic conditions impacting real estate development. The shift to OTC markets for trading could hinder capital raising efforts compared to competitors on national exchanges.
Comparison to Industry Standards
- The company operates in the smart building technology industry, competing with traditional lock manufacturers (e.g., Allegion, Assa Abloy), smart access control providers (e.g., August Home, Schlage Encode), and smart home device/platform companies (e.g., Google Nest, Amazon Ring, Apple HomeKit, Samsung SmartThings).
- The company's integrated hardware, software (DOOR Platform), and professional services (HelloTech, DPM) aim to differentiate from competitors offering point solutions, which are often perceived as lower cost alternatives.
- The market for integrated smart home solutions is in an early stage of development, suggesting potential for growth but also uncertainty in adoption rates compared to more mature tech sectors.
- The company's reliance on outsourced manufacturing in Asia is a common industry practice but exposes it to supply chain risks, similar to many hardware-focused tech companies.
- The company's significant net losses and declining cash position contrast with established, profitable industry leaders, indicating a challenging financial standing relative to global benchmarks.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Chief Strategy Officer | Jamie Siminoff | NA | December 31, 2024 | Mutually agreed to step down, transitioned to an advisory role. |
| Executive Leadership Team | Prior executive management | New executive leadership team | After December 31, 2022 | Strengthening executive leadership, governance, and accountability to remediate 'tone at the top' material weakness. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Legal Settlement | Agreed in principle to a settlement for derivative actions involving the implementation of certain governance reforms and payment of $0.5 million in attorneys fees. | March 2026 | Aims to resolve ongoing litigation and strengthen corporate governance practices, though subject to court approval. |
| Internal Control Remediation | Remediation of the 'tone at the top' material weakness, including strengthening executive leadership, governance, and accountability, and reinforcing expectations regarding ethical conduct and financial reporting. | As of December 31, 2025 | Improved the control environment, but other material weaknesses in internal controls persist, requiring ongoing remediation efforts. |
| Risk Management Enhancement | Enhanced enterprise risk assessment processes and refinement of the Sarbanes-Oxley compliance program, including improved documentation of financial reporting risks. | Ongoing | Aims to better identify, assess, and communicate risks, and ensure risk assessments are updated with changing business conditions. |
| Control Design and Financial Reporting Process Improvement | Continued development and implementation of formal policies, procedures, and internal controls to address key financial reporting risks, including enhancements to customer contract term review and revenue recognition policies. | Ongoing | Designed to improve the accuracy and timeliness of financial reporting and reduce the likelihood of material misstatements. |
| Information Flow and Monitoring Activities Enhancement | Improved communication across operational and finance teams and enhanced monitoring procedures over internal control execution, including implementing a governance, risk, and compliance platform. | Ongoing | Aims to support the proper functioning of internal controls and ensure accurate revenue recognition and overall compliance. |
Legal Proceedings
- Ongoing SEC Investigation into key performance indicators and revenue recognition practices that led to the Restatement and related issues, with uncertain duration and outcome, potentially leading to civil penalties or fines.
- Consolidated derivative actions (Manley v. Latch, Inc., et al. and Gottlieb v. Latch, Inc., et al.) alleging breach of fiduciary duties and false statements; the company agreed in principle to a settlement in March 2026 involving governance reforms and a $0.5 million payment for attorneys fees, subject to court approval.
- Discussions with a service provider regarding a demand for payment under a prior agreement, with approximately $6.8 million accrued as of December 31, 2025, as a probable and reasonably estimable liability.
- Settlement of securities class action lawsuits (Brennan v. Latch, Inc., et al. and Schwartz v. Latch, Inc., et al.) in 2024, with $1.95 million each, which were paid by the company's insurers to the designated plaintiff account during 2025.
Related Party Transactions
- The company has customers who are also stockholders and directors, or affiliates thereof, and charges market rates for products and services.
- As of December 31, 2025, $0.2 million in receivables were due from these related-party customers.
- For the year ended December 31, 2025, related-party revenue included $0.01 million from hardware, $0.1 million from software, and $1.3 million from services.
Stakeholder Impact
- Shareholders face significant risks including potential dilution from future capital raises, continued stock price volatility, minimal public market liquidity due to OTC trading, and no anticipated dividends.
- Employees are subject to potential workforce reductions (mentioned as a risk factor) but are offered competitive compensation and benefits, with stock-based compensation being a component of their remuneration.
- Customers may benefit from expanded product and service offerings (DOOR Platform, HelloTech, DPM) but face potential service disruptions from security breaches or operational issues, and may have concerns about the company's long-term viability given its financial challenges.
- Suppliers and manufacturers face risks associated with the company's reliance on a limited number of partners, potential supply chain disruptions, increased component costs, and disputes (e.g., the $4.9 million prepaid inventory write-off).
- Creditors, particularly Customers Bank, are exposed to the company's financial health and operating performance, with the Loan Agreement containing restrictive covenants and granting security interests in substantially all of the company's assets.
Next Steps
- Continue to invest in research and development to innovate and expand the capabilities of the DOOR Platform and hardware offerings.
- Expand and leverage professional services by scaling the multifamily installation partner network and the HelloTech platform.
- Closely monitor cash flow forecasts and, if necessary, implement incremental cost savings measures, including potentially exiting unprofitable business units, to preserve liquidity.
- Attempt to secure additional outside capital to fund business objectives and respond to opportunities or challenges.
- Resume granting and regularly settling vested Restricted Stock Units (RSUs) after the filing of this Form 10-K.
- Continue remediation activities for the remaining material weaknesses in internal control over financial reporting.
- File the definitive proxy statement for the 2026 Annual Meeting of Stockholders with the SEC on or before April 30, 2026.
- Evaluate the impacts of recently issued accounting pronouncements, including ASU 2025-06, ASU 2025-08, ASU 2025-11, and ASU 2025-12.
Key Dates
| Date | Description |
|---|---|
| September 18, 2020 | TS Innovation Acquisitions Corp. (TSIA) was incorporated in Delaware. |
| November 9, 2020 | Warrant Agreement between TSIA and Continental Stock Transfer & Trust Company was dated. |
| January 24, 2021 | TSIA entered into an agreement and plan of merger with Latch Systems, Inc. (Legacy Latch). |
| June 3, 2021 | The Latch, Inc. 2021 Incentive Award Plan was approved by TSIA stockholders. |
| June 4, 2021 | The merger was consummated, and TSIA changed its name to Latch, Inc. |
| June 7, 2021 | Latch common stock and warrants were listed and traded on The Nasdaq Capital Market LLC. |
| July 2021 | The New York City Tenant Data Privacy Act (TDPA) went into effect. |
| August 9, 2021 | The S-8 Registration Statement was filed with the SEC. |
| August 10, 2022 | The company suspended use of the S-8 Registration Statement. |
| August 16, 2022 | The Inflation Reduction Act of 2022 (IRA) was signed into federal law. |
| January 1, 2023 | The California Privacy Rights Act (CPRA) went into effect. |
| February 15, 2023 | The Manley v. Latch, Inc., et al. derivative action was filed. |
| March 2023 | The SEC Staff contacted the company, initiating the SEC Investigation. |
| July 13, 2023 | The Gottlieb v. Latch, Inc., et al. derivative action was filed. |
| July 2023 | The company completed its acquisition of Honest Days Work, Inc. (HDW). |
| August 1, 2023 | The Manley Action and Gottlieb Action were consolidated. |
| August 11, 2023 | Latch's common stock and warrants began trading on the OTC Expert Market. |
| November 1, 2023 | The company relocated its headquarters to St. Louis (Olivette), Missouri. |
| November 2023 | The company ceased using its Denver property. |
| December 2023 | The company settled certain RSUs for which participants faced year-end tax liability. |
| January 2024 | The company entered into an amendment to the St. Louis lease agreement, expanding the premises. |
| March 1, 2024 | The term of the St. Louis lease commenced. |
| March 2024 | The company announced the launch of Door Property Management, LLC (DPM) and acquired the property management business of The Broadway Company. |
| April 14, 2024 | An amendment to the Promissory Notes was dated. |
| April 26, 2024 | The company repaid the Promissory Notes in full without penalty. |
| May 2024 | The company purchased the property management division of Boston Realty Advisors. |
| June 21, 2024 | The company entered into an Agreement and Plan of Merger with HelloTech, Inc. |
| July 1, 2024 | The HelloTech Merger was consummated, with HelloTech becoming a wholly-owned subsidiary. |
| July 2024 | The company began a month-to-month office lease for its property management team in Boston, Massachusetts. |
| July 15, 2024 | The company entered into a Loan Agreement with Customers Bank and issued a warrant to Customers Bank. |
| August 11, 2024 | The Board approved a performance-based equity incentive program and granted Performance Options. |
| September 13, 2024 | The company granted approximately 8.6 million additional Performance Options to employees. |
| November 18, 2024 | The company and Jamie Siminoff entered into a Separation and Advisory Agreement and Release. |
| December 31, 2024 | Jamie Siminoff stepped down as the company's Chief Strategy Officer. |
| January 2025 | The company ceased leasing office space in Los Angeles, California. |
| July 2025 | The company ceased leasing a small office space in Taipei, Taiwan. |
| August 2025 | The company rebranded as DOOR. |
| September 2025 | The company ceased its month-to-month office lease in Cebu City, Philippines. |
| December 2025 | The FASB issued ASU 2025-11 and ASU 2025-12. |
| December 31, 2025 | Fiscal year ended for this Annual Report on Form 10-K. |
| January 1, 2026 | The total number of shares reserved for issuance under the 2021 Plan increased by 39,647,714. |
| February 12, 2026 | Latch's securities began trading on the OTC Pink Limited market. |
| March 2, 2026 | Latch's securities began trading on the OTCID Basic Market. |
| March 2026 | The company agreed in principle to a settlement for the Derivative Actions. |
| March 31, 2026 | Date of filing this Annual Report on Form 10-K. |
| April 30, 2026 | Deadline for filing the definitive proxy statement relating to the 2026 Annual Meeting of Stockholders. |
| July 15, 2029 | Maturity Date of the Loan Agreement with Customers Bank. |
| July 15, 2030 | Expiration date of the warrant issued to Customers Bank. |
| 2034 | Federal net operating loss carryforwards begin to expire. |
| December 15, 2026 | Effective date for ASU 2024-03 for annual reporting periods. |
| December 15, 2027 | Effective date for ASU 2024-03 for interim periods and ASU 2025-06. |
Recommendation
sellThe company faces severe liquidity challenges, evidenced by a significant decline in cash and continued operating losses. The $16.6 million goodwill impairment and $4.9 million inventory write-off highlight operational and valuation issues. Trading on the OTCID Market severely limits liquidity and capital raising capabilities. Ongoing SEC investigations and derivative lawsuits create substantial legal and reputational overhang. Furthermore, the anticipated decrease in a key customer's hardware purchases in 2026 signals future revenue headwinds. While some revenue growth and Adjusted EBITDA improvement are noted, the fundamental financial health and market position are highly precarious, making the stock a high-risk investment with significant downside potential.
Keywords
Latch, DOOR, Smart Building Technology, SaaS, Access Control, Property Management, HelloTech, SEC Investigation, 10-K, Financial Results, Internal Controls, Liquidity, Goodwill Impairment, Multifamily Rental Market, IoT, Smart Home
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.