10-K/A: Sativus Tech Corp. Files 2025 Annual Report Amendment

Sativus Tech Corp. files an amendment to its 2025 10-K report to correct a clerical error in the auditor's report date.

Summary

• This filing is an amendment (10-K/A) to Sativus Tech Corp.'s Annual Report for the fiscal year ended December 31, 2025.
• The amendment corrects a clerical error in the date of the 'Report of Independent Registered Public Accounting Firm' from April 14, 2026, to April 15, 2026.
• No other changes to the original filing are made, and it does not reflect events occurring after the original filing date.
• The company is focused on the development of agriculture and technological products, specifically through its subsidiary Saffron Tech, which is developing a system for growing saffron.
• The company has a cumulative deficit of $24,477 thousand and a working capital deficit of $3,735 thousand as of December 31, 2025, raising substantial doubt about its ability to continue as a going concern.
• The company's common stock is quoted on the OTC Bulletin Board under the symbol SATT.

Sentiment

Score: 2

Explanation: StockSavvy.ai views this filing as negative due to the significant going concern issues, material weaknesses in internal controls, and ongoing operational losses, despite the strategic pivot to saffron cultivation.

Positives

• Saffron Tech has developed a comprehensive agronomic and agrotechnical protocol for saffron cultivation.
• Saffron Tech has innovated proprietary Controlled Environment Agriculture (CEA) technology for saffron cultivation.
• Saffron Tech has established a meticulous extraction protocol for high-quality saffron extract.
• Saffron Tech is poised to launch its proof of concept pilot site for commercial saffron cultivation.
• Saffron Tech successfully completed four Saffron cultivation cycles a year using CEA, compared to one harvest per year with traditional agriculture.
• The market opportunity for Saffron Tech is evaluated at $2.3B in 2023, anticipated to grow to $3.7B by 2032.

Negatives

• The company has a cumulative deficit of $24,477 thousand as of December 31, 2025.
• The company has a working capital deficit of $3,735 thousand as of December 31, 2025.
• Substantial doubt exists about the company's ability to continue as a going concern.
• Operating expenses increased in R&D due to a smaller grant from IIA in 2025 compared to 2024.
• General and Administrative expenses increased in 2025 compared to 2024, mainly due to increased professional services costs.
• The company's disclosure controls and procedures were found to be not effective.
• The company has not established an Audit Committee.
• The company has not established methodical and consistent data back-up procedures.

Risks

• The company's future growth is dependent on achieving further purchase orders, managing operating expenses, and obtaining necessary financing.
• The company's ability to continue as a going concern is dependent on obtaining necessary financing to meet obligations.
• An actual or perceived breach of security could damage the company's reputation and relationships, and subject it to lawsuits, regulatory fines, or other liabilities.
• The company's shares must comply with Penny Stock rules, which may decrease shareholders' ability to easily transfer their shares.
• The company has not established insider trading policies and procedures.
• The company has not established an Audit Committee, which is considered an utmost important entity level control over the financial reporting process.

Future Outlook

The company's future growth is dependent on achieving further purchase orders, managing operating expenses, and obtaining necessary financing. The company's ability to continue as a going concern is dependent on securing additional financing.

Management Comments

• Management recognizes the critical importance of developing, implementing, and maintaining robust cybersecurity measures.
• Management believes that the financial institutions that hold the Company and its subsidiary cash and cash equivalents have high credit ratings.
• Management believes that the dollar is the primary currency of the economic environment in which the Company and its subsidiary operates.
• Management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made.
• Management believes that the functions of nominating, compensation or audit committees can be adequately performed by the board of directors.
• Management believes that our board of directors is capable of analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting.
• Management has concluded that, as of December 31, 2025, the Companys internal control over financial reporting was not based on the criteria in Internal Control - Integrated Framework issued by COSO.

Industry Context

StockSavvy.ai notes that Sativus Tech Corp. is pivoting from a consumer plant-growing device to a focus on saffron cultivation through its subsidiary Saffron Tech, leveraging Controlled Environment Agriculture (CEA). This aligns with growing market interest in high-value crops and sustainable farming technologies, though the company faces significant going concern risks.

Management Changes

Corporate Governance

Legal Proceedings

• There are no legal proceedings involving the Company.

Related Party Transactions

• The Company signed an agreement with the CFO, effective December 1, 2023, for $3 per month.
• The Company paid compensation expenses to the CEO of Saffron Tech in the amount of $200 thousand for 2025 and $167 thousand for 2024.
• The Company has an outstanding convertible loan from Mr. Shmuel Yannay of $123 thousand (principal $100 thousand).

Stakeholder Impact

• Shareholders may find it more difficult to sell their securities due to penny stock regulations.
• The going concern issue raises concerns for all stakeholders regarding the company's long-term viability.
• Weaknesses in internal controls and disclosure procedures could impact investor confidence.

Next Steps

• Saffron Tech is poised to launch its proof of concept pilot site for commercial saffron cultivation.
• The company intends to strengthen its Board of Directors by expanding it and recruiting world-class key members.
• The company intends to finance operating costs over the next twelve months with existing cash on hand, reducing operating spend, and future issuances of equity and debt securities.
• The company plans to form a standing audit committee and appoint a financial expert as it generates future revenue.

Key Dates

Recommendation

The company's pivot to saffron cultivation via Saffron Tech presents a potential growth avenue, but this is heavily overshadowed by significant going concern risks, material weaknesses in internal controls, and a history of operational losses. While the amendment itself is minor, the underlying financial health and control environment warrant a cautious 'hold' approach, awaiting clearer signs of operational stability and financial recovery.

Keywords

Sativus Tech Corp, 10-K/A, Annual Report, Saffron Tech, Controlled Environment Agriculture, Going Concern, Financial Statements, Amendment