AI Earnings Predictions for Peraso Inc. (PRSO)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): August 11, 2026

PERASO INC.

(Exact Name of Registrant as Specified in Charter)

000-32929

(Commission File Number)

Delaware

77-0291941

(State or Other Jurisdiction of Incorporation)

(I.R.S. Employer Identification Number)

2033 Gateway Place, Suite 500

San Jose, California 95110

(Address of principal executive offices, with zip code)

(408) 418-7500

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

PRSO

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 11, 2026, Peraso Inc. (the “Company”) issued a press release announcing its financial results for the three months ended June 30, 2026. A copy of this press release is furnished as Exhibit 99.1 to this report. The press release should be read in conjunction with the cautionary language regarding forward-looking statements, which are included in the text of the release.

In addition to disclosing financial results calculated in accordance with U.S. generally accepted accounting principles (“GAAP”), management also presents information regarding the Company’s performance over comparable periods based on cost of goods sold, operating expenses (research and development and sales, general and administrative), operating income (loss), net income (loss) and net income (loss) per share, exclusive of stock-based compensation and the change in fair value of warrant liabilities. Because management discloses financial measures calculated without taking into account these items, these financial measures are characterized as “non-GAAP financial measures” under Securities and Exchange Commission rules.

Stock-based compensation charges represent non-cash charges related to equity awards granted by the Company. Although these are recurring charges to the Company’s operations, management believes the measurement of these amounts can vary considerably from period to period and depend substantially on factors that are not a direct consequence of operating performance that is within management’s control. Thus, management believes that excluding these charges facilitates comparisons of the Company’s operational performance in different periods, as well as with similarly determined non-GAAP financial measures of comparable companies.

The Company’s non-GAAP financial measures also exclude the change in fair value of warrant liabilities. In November 2022 and June 2023, the Company issued warrants to an investor in registered direct offerings. These warrants were initially recorded at fair value and are re-valued at each reporting date, with changes in the fair value reported in the statement of operations. The change in the fair value of the warrant liabilities is recorded as other income (expense) in the consolidated statements of operations.

Adjusted EBITDA is GAAP net income (loss), as reported on the Company’s consolidated statements of operations, excluding stock-based compensation, changes in fair value of warrant liabilities, interest expense, depreciation and the provision (benefit) for income taxes.

Management and the Company’s board of directors will continue to analyze the historical consolidated results of operations (revenue, cost of goods sold, research and development expenses, selling, general and administrative expenses, operating income (loss), net income (loss) and net income (loss) per share) and adj

EX-99.1

2 prso_ex991.htm

PRESS RELEASE

prso_ex991.htm

EXHIBIT 99.1

Peraso Announces First Quarter 2026 Results

SAN JOSE, Calif., May 11, 2026 – Peraso Inc. (NASDAQ: PRSO) (“Peraso” or the “Company”), a pioneer in mmWave wireless technology solutions, today announced financial results for the first quarter ended March 31, 2026.

Management Commentary

“Our first quarter results reflect the anticipated push-out on the fulfillment of a significant customer order due to the delayed receipt of key materials from one of our suppliers,” commented Ron Glibbery, CEO of Peraso. “We shipped this order in the current quarter, and we have since begun implementing measures to mitigate our reliance on any one supplier. In addition to this delayed order, we are also experiencing irregular order patterns from our fixed wireless access customers, as well as multiple new customers not yet establishing observable order patterns.

“Despite these near-term challenges, particularly within the fixed wireless access market, we have remained closely engaged on expanded opportunities for our 60 GHz mmWave technology across a number of new and existing customers. Within the tactical communications market, we are seeing growing interest in Peraso’s mmWave wireless technology following the announcement of our lead Israeli defense customer, InTACT. We delivered initial production shipments in April of our optimized 60GHz modules in support of this customer’s next-generation drone Identification Friend or Foe system.

“We remain optimistic about the breadth of our customer engagements and continue to believe there are expanding opportunities for 60 GHz wireless technology in markets that require high-bandwidth and secure connectivity beyond our core fixed wireless access applications. Our primary focus over the coming quarters is to secure new purchase orders, as well as increase the conversion rate of existing customer engagements into design wins for potential future top-line growth.”

First Quarter 2026 Financial Results

Total net revenue for the first quarter of 2026 was $1.0 million, compared with $2.9 million in the prior quarter and $3.9 million in the same quarter a year ago. Product revenue for the first quarter of 2026 was $0.7 million, compared with $2.8 million in the prior quarter and $3.8 million in the same quarter a year ago. The sequential and year-over-year decrease in product revenue for the first quarter of 2026 was primarily attributable to lower shipments of both memory IC and mmWave products.

Gross margin for the first quarter of 2026 was 61.5%, compared with 52.2% in the prior quarter and 69.3% in the same quarter a year ago. The sequential increase in gross margin for the first quarter of 2026 was primarily attributable to a higher mix of revenue contribution from non-recurring engineering projects, while the year-over-year decrease primarily reflected the decrease in sales of legacy memory ICs.

Total operating expenses on a GAAP basis for the first quarter of 2026 were $3.1 million, compared with $2.8 million in the prior quarter and $3.2 million in the same quarter a year ago. Operating expenses on a non-GAAP basis for the first quarter of 2026, which excluded stock-based compensation, were $2.9 million compared with $2.7 million in the prior quarter and $3.1 million in the same quarter a year ago.

1

GAAP net loss for the first quarter of 2026 was $2.5 million, or ($0.22) per share, compared with a net loss of $1.2 million, or ($0.13) per share, in the prior quarter, and a net loss of $0.5 million, or ($0.08) per share, in the first quarter of 2025. Non-GAAP net loss, which excludes stock-based compensation and changes in fair value of warrant liabilities, for the first quarter of 2026 was $2.3 million, or ($0.20) per share, compared with a net loss of $1.2 million, or ($0.13) per share, in the prior quarter and a net loss of $0.4 million, or ($0.07) per share, in the first quarter of 2025.

Adjusted EBITDA for the first quarter of 2026 was negative $2.3 million, compared with negative $1.1 million in the prior quarter and negative $0.3 million in the same quarter last year.

A reconciliation of GAAP to non-GAAP results and GAAP net loss to Adjusted EBITDA is provided in the financial statement tables following the text of this press release.

Earnings Conference Call and Webcast Information

Ron Glibbery, CEO, and Jim Sullivan, CFO, will host a conference call and webcast with slides today, May 11th, at 1:30 p.m. Pacific Time.

Date: Monday, May 11, 2026

Time: 1:30 p.m. Pacific Time (4:30 p.m. Eastern Time)

Conference Call Number: 1-888-506-0062

International Call Number: +1-973-528-0011

Participant Access Code: 939441

Webcast and Slides: Click Here

For those unable to listen to the live Web broadcast, it will be archived on the Company’s website, and can be accessed by visiting the Company’s investor page at https://investors.perasoinc.com/events-presentations. A replay of the conference call wil

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0000890394

2026-04-10 2026-04-10

iso4217:USD

xbrli:shares

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): April 10, 2026

Peraso Inc.

(Exact Name of Registrant as Specified in Charter)

000-32929

(Commission File Number)

Delaware

77-0291941

(State or Other Jurisdiction

of Incorporation)

(I.R.S. Employer

Identification Number)

2033 Gateway Pl., Suite 500

San Jose, CA 95110

(Address of principal executive offices, with zip code)

(408) 418-7500

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

PRSO

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

The information set forth under Item 7.01 below is incorporated by reference into this Item 2.02.

Item 7.01 Regulation FD Disclosure.

On April 10, 2026, Peraso Inc. (the “Company”) filed the Current Prospectus Supplement (as defined below) with the Securities and Exchange Commission in connection with the Sales Agreement (as defined below) relating to its ATM offering program. Set forth below are certain updates with respect to the Company’s preliminary financial results included in the Current Prospectus Supplement.

On March 16, 2026, the Company announced on its conference call that the Company expects total revenues for the quarterly period ended March 31, 2026 to be approximately $1.2 million.

Based on the Company’s preliminary internal financial reports, the Company now expects that its total revenues for the quarterly period ended March 31, 2026 will be approximately $0.9 million to $1.0 million.

The Company is currently in the process of finalizing its condensed consolidated financial results for the quarterly period ended March 31, 2026 and, therefore, its actual results for this period are not yet available. The Company’s actual results may differ materially from the estimated preliminary results set forth above and will not be finalized until after the Company completes its normal quarter-end financial accounting close process. The Company’s preliminary results set forth above reflect management’s best estimate of the impact of events during the quarter and are based on the information currently available to the Company as of the date hereof.

Accordingly, undue reliance should not be placed on this preliminary estimate.

In accordance with General Instruction B.2 of Form 8-K, the information included in this Current Report on Form 8-K is furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item 8.01 Other Events.

On April 10, 2026, Peraso Inc. (the “Company”) filed a prospectus supplement (the “Current Prospectus Supplement”) to increase the maximum number of shares (the “Shares”) of the Company’s common stock, par value $0.001 per share, issuable pursuant to the At the Market Offering Agreement between the Company and Ladenburg Thalmann & Co. Inc., dated August 30, 2024 (the “Sales Agreement”), to up to an aggregate of $2,125,000 of Shares, which does not include the Shares having an aggregate gross sales price of approximately $7,245,131 that have been sold to date under the Sales Agreement.

The issuance and sale of the Shares by the Company under the Sales Agreement will be made pursuant to the Company’s registration statement on Form S-3 (File No. 333-280798) filed with the Securities and Exchange Commission on July 12,