Form 8-K

8-K — Artificial Intelligence Technology Solutions Inc.

Accession: 0001493152-26-048336

Filed: 2026-10-26

Period: 2026-10-26

CIK: 0001498148

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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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): October 26, 2026

ARTIFICIAL

INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

(Exact

name of registrant as specified in its charter)

Nevada

000-55079

27-2343603

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

10800

Galaxie Avenue, Ferndale, Michigan 48220

(Address

of principal executive offices) (Zip Code)

[(877)

787-6268]

(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

None

N/A

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging

growth company ☐

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

7.01 Regulation FD Disclosure.

October 26, 2026, Artificial Intelligence Technology Solutions Inc. (the “Company”) issued a press release describing four

internal operating milestones that management intends to use to measure the Company’s progress toward breakeven. A copy of the

press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.

The

press release refers to a video update by the Company’s Chief Executive Officer. The video is not part of, and is not incorporated

by reference into, this Current Report on Form 8-K or the press release. As stated in the press release, the video does not supplement,

update or modify the press release, and if anything in the video differs from the press release, the press release controls.

The

milestones described in the press release are internal management measures and are not calculated in accordance with generally accepted

accounting principles in the United States (“GAAP”). They are internal targets, not projections or guarantees. See “Important

Information Regarding Management Measures” in Exhibit 99.1 for the definitions of these measures, their relationship to the most

directly comparable GAAP measures and their limitations.

The

information in this Item 7.01, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of

Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities

of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities

Act”), or the Exchange Act, regardless of any general incorporation language in such filing, except as expressly set forth by specific

reference in such filing. The furnishing of this information shall not be deemed an admission as to the materiality of any information

in this Item 7.01 that is required to be disclosed solely by reason of Regulation FD.

Cautionary

Note Regarding Forward-Looking Statements

This

Current Report on Form 8-K, including Exhibit 99.1, contains forward-looking statements, including statements regarding the definition,

expected timing and achievement of the milestones described in Exhibit 99.1. These statements are subject to significant risks and uncertainties,

including those described under “Cautionary Disclosure About Forward-Looking Statements” and “Certain Information Regarding

the Company’s Financial Condition” in Exhibit 99.1 and in the Company’s Annual Report on Form 10-K for the fiscal year

ended February 28, 2026 and its Quarterly Report on Form 10-Q for the quarter ended August 31, 2026, each of which reports substantial

doubt about the Company’s ability to continue as a going concern. Actual results may differ materially. Because the Company’s

common stock is a “penny stock,” the safe harbor for forward-looking statements under the Private Securities Litigation Reform

Act of 1995 is not available to the Company. Except as required by law, the Company undertakes no obligation to update any forward-looking

statement.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

99.1

Press release of Artificial Intelligence Technology Solutions Inc., dated [October 26, 2026] (furnished herewith)

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by

the undersigned hereunto duly authorized.

ARTIFICIAL INTELLIGENCE TECHNOLOGY SOLUTIONS INC.

By:

/s/

Steve Reinharz

Name:

Steve

Reinharz

Title:

Chief

Executive Officer

Date:

October

26, 2026

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

AITX

Defines Four Internal Breakeven Milestones

First

Milestone, Monthly Operating Cash Breakeven, Remains an Internal Target for January 2027; CEO Video Update Walks Through the Numbers

Detroit,

Michigan, October 26, 2026 – Artificial Intelligence Technology Solutions, Inc. (the “Company”) (OTCID:AITX),

a developer and operator of AI-driven security and productivity solutions for enterprise clients, today described four operating milestones

it intends to use to measure progress toward breakeven. CEO/CTO and founder Steve Reinharz discusses the milestones in a video update

available at www.youtu.be/NSPCFNvr4jk.

Each

milestone applies a stricter test than the one before it. All four are internal management measures, not measures under generally accepted

accounting principles (“GAAP”); see “Important Information Regarding Management Measures” below.

Milestone

Test

Exclusions

include

these

and other items

Internal

target (not a projection or guarantee)

Monthly operating cash breakeven

Monthly

revenue, as recognized, exceeds operating cash paid to operate the Company

Debt

service; inventory purchases for device builds

January

2027 (as announced October 21, 2026; previously December 2026

Monthly accrual operating breakeven

Monthly

revenue exceeds operating expenses as incurred

Depreciation

and other non-cash items; deferrals; debt service; inventory purchases

March–April

2027

Operating breakeven after cash debt service

Milestone

2, plus debt service paid in cash

Inventory

purchases; debt not serviced in cash

Not

yet set

Full accrual-basis breakeven

Monthly

revenue exceeds all expenses as incurred, including debt service and inventory purchases

Depreciation

and other non-cash items

Not

yet set

“Milestone

one is the narrowest of the four measures, reaching it will be a huge step forward,” said Reinharz. “It would show more self-sustainability

than this Company has ever had. We are focused on milestones one and two, and as time goes on, I expect to be able to forecast three

and four.”

Starting

Point

For

its fiscal second quarter ended August 31, 2026, the Company reported revenue of $1,985,604, up 8% sequentially and 5% year over

year. Revenue from customers other than its largest grew 61% year over year, and that customer’s share of revenue fell to 18% from

46% a year earlier. Recurring device rental revenue represented 89% of total revenue.

Two

Levers: Revenue and Cost

The

Company’s projection for Milestone 1 assumes revenue growth of approximately 2.7% per month, the pace implied by its second-quarter

sequential growth of 8%. “We have two basic levers: increase revenue and decrease cost,” said Reinharz. “Our revenue

assumption is based on what the business actually did last quarter.”

cost, the Company expanded its August target of approximately $200,000 in monthly cash spend reductions to more than $350,000 per month

from February 2027, measured against its August 2026 run-rate, as announced October 20, 2026. The program includes a reduction in force

of approximately 7 positions in August 2026, as previously announced, and 17 positions in October 2026. It also includes reductions in

marketing, promotion, cloud and other operating costs. The Company’s sales force was not affected.

The

program also includes salary deferrals, which reduce cash spend faster than they reduce total expenses. Deferred amounts remain obligations

of the Company. This is why Milestone 1 measures cash spend and Milestone 2 measures expenses as incurred.

“These

were hard decisions, and we don’t take them lightly,” added Reinharz. “We tried to cut costs without significantly

affecting our major initiatives or our existing revenue streams.”

August, the Company expected to reach Milestone 1 in December 2026. As announced October 20, 2026, the expanded program phases

in through year-end, and the Company now expects to reach it around January 2027.

Gross

Margin

Second-quarter

gross margin was 67% excluding a one-time, non-cash inventory write-down of $270,987 related to the discontinued residential camera line,

and 54% as reported. Management’s objective is to return gross margin to the 75%–85% range, a level the Company has reached

before: gross margin was approximately 83% in its fiscal fourth quarter ended February 28, 2026, as derived from its annual and nine-month

results. The hardware price increases effective September 22, 2026 further support that objective.

Debt

Service

Certain

of the Company’s monthly-repayment loans, including merchant cash advances, are scheduled to be fully repaid beginning in April

2027, which would reduce monthly cash debt service and support progress toward Milestones 3 and 4. This is one data point. The Company’s

other debt obligations, including those described in its Quarterly Report on Form 10-Q for the period ended August 31, 2026, could change

the timing of those milestones.

Inventory

Financing

The

Company currently pays cash for the inventory it uses to build devices because it has not obtained inventory financing on acceptable

terms. The Company expects inventory needs to grow with ROAMEO™, RAIA™ and its existing product lineup. As it reaches

Milestones 1 and 2, the Company hopes to become eligible for non-dilutive financing, such as secured, lower-cost inventory financing,

rather than the financing it relies on today.

“What

we’re hoping happens as we hit milestones one and two is that new, non-dilutive ways to finance inventory become options for us,”

concluded Reinharz. “That’s a milestone I can’t wait to get to.”

The

Company intends to report progress against these milestones in future updates.

Important

Information Regarding Management Measures

The

four milestones are management estimates and internal measures, not results achieved, guarantees of future performance or projections

of profitability under GAAP. They differ from GAAP net income (loss) and from net cash provided by or used in operating activities, and

should not be considered substitutes for those measures. The Company cannot provide a quantitative reconciliation of these forward-looking

measures to the most directly comparable GAAP measures without unreasonable effort, because it cannot reliably estimate future working

capital changes, non-cash items and other reconciling items.

Revenue

recognized in a month does not necessarily equal cash collected in that month. Milestone 1 compares recognized revenue with cash operating

expenditures. Salary deferrals and deferred compensation reduce cash expenditures but remain obligations of the Company, and Milestones

1 and 2 exclude them. Milestones 2 through 4 exclude depreciation and other non-cash items. Collection timing, deferred obligations,

debt service, inventory purchases and other cash requirements may require financing even if a milestone is reached. Reaching any milestone

would not, by itself, establish GAAP profitability, positive net cash provided by operating activities, sufficient liquidity to meet

the Company’s obligations or an end to its need for outside financing.

The

milestones are not defined under GAAP or any other accounting standard. Management calculates them from internal records, and they have

not been audited or reviewed by the Company’s independent registered public accounting firm. Other companies may calculate similarly

titled measures differently.

About

Artificial Intelligence Technology Solutions, Inc. (AITX)

AITX

is a developer and provider of artificial intelligence-based solutions that empower organizations to gain new insight, solve complex

challenges and drive operational efficiency. Through its family of companies, including PURSUON, Inc. (formerly RAD-M), Robotic Assistance

Devices, Inc. (RAD-I), Robotic Assistance Devices Residential (RAD-R), Robotic Assistance Devices Group (RAD-G), and Robotic Assistance

Devices Lanka (Private) Limited (RAD Lanka), AITX develops and delivers a broad range of AI-driven technologies and services designed

to transform security, automation, and operational workflows across multiple industries.

Through

its primary subsidiary, RAD-I, AITX is redefining the nearly $50 billion U.S. security and guarding services industryi with

its AI-driven Solutions-as-a-Service model. RAD solutions are specifically designed to deliver cost savings of between 35% and 80% compared

to traditional manned security and monitoring, utilizing a suite of stationary and mobile autonomous systems that complement, and in

many cases replace, human personnel in environments better suited for machines. All RAD technologies, AI-based analytics and software

platforms are primarily developed in-house.

All

of RAD’s solutions are designed to integrate with leading industry platforms and workflows, including an integration with Immix®,

a provider of central station and remote monitoring software. The Company’s operations and internal controls have been validated

through successful completion of its SOC 2 Type 2 audit, reinforcing its credibility with enterprise and government clients that require

rigorous data protection and compliance standards.

AITX

is led by Steve Reinharz, CEO/CTO and founder of the Company and all subsidiaries, who brings decades of experience in the security services

industry. The Company’s solutions are deployed across a wide range of industries including enterprises, government, transportation,

critical infrastructure, education, and healthcare.

learn more, visit www.aitx.ai, www.radsecurity.com, www.pursuon.com, www.radgroup.ai, www.saramonitoring.ai,

www.radlightmyway.com, and www.stevereinharz.com, or follow Steve Reinharz on X @SteveReinharz. Information contained

on, or accessible through, the foregoing websites and social media accounts is not incorporated by reference into, and does not form

a part of, this press release or any of the Company’s filings with the Securities and Exchange Commission.

Cautionary

Disclosure About Forward-Looking Statements

This

press release contains forward-looking statements, including statements regarding the definition, expected timing and achievement of

the four milestones; the Company’s previously announced cash breakeven objectives; anticipated monthly revenue growth; anticipated

cash spend reductions and the effects of workforce, vendor and operating reductions and salary deferrals; the Company’s gross margin

objective; the scheduled repayment of certain loans and its effect on debt service; anticipated inventory requirements for ROAMEO, RAIA

and other products; the potential availability of inventory or other non-dilutive financing; the relationship of the milestones to the

Company’s previously announced all-in cash breakeven target; negotiations to extend the maturities of the Company’s related-party

debt; the proposed increase in the Company’s authorized common stock; and future progress updates.

These

statements reflect management’s current expectations and assumptions and are subject to significant risks and uncertainties. Actual

results may differ materially. Risks include revenue growth below the assumed rate, which exceeds the Company’s growth over the

preceding twelve months; customer attrition, cancellations or deployment delays; delays in billing or collections; cost reductions that

are delayed, smaller than anticipated or offset by separation and other costs; deferred compensation and other obligations becoming payable;

staffing reductions adversely affecting sales, execution, customer support or retention; gross margin below management’s objective;

changes in, or the acceleration, extension or refinancing of, the Company’s debt obligations; debt service, inventory or other

cash requirements exceeding expectations; the unavailability of inventory or other financing on acceptable terms or at all; product launch

or commercialization delays, including for RAIA and ROAMEO; regulatory restrictions affecting ROAMEO, and substantial dilution from equity

or equity-linked financing, from the conversion or exchange of debt and accrued interest, and from any issuance of the additional authorized

shares described in the Company’s preliminary information statement filed October 23, 2026.

The

Company did not meet its target of positive cash flow by November 2025, has moved its December 2026 breakeven objective to January 2027,

and may not reach any milestone within the targeted period, or sustain it once reached.

Other

material risks include the Company’s history of losses, negative working capital, stockholders’ deficit, substantial doubt

about its ability to continue as a going concern, and the risks described in its most recent Annual Report on Form 10-K and subsequent

filings with the Securities and Exchange Commission. Because the Company’s common stock is a “penny stock,” the safe

harbor for forward-looking statements under the Private Securities Litigation Reform Act of 1995 is not available to the Company. Readers

should not place undue reliance on these statements, which speak only as of the date of this release. Except as required by law, the

Company undertakes no obligation to update them. Although the Company intends to report progress against the milestones, it undertakes

no obligation to do so at any particular time or in any particular form, except as required by law. This release does not constitute

an offer to sell or the solicitation of an offer to buy securities.

The

CEO video update referred to in this release is subject to this cautionary disclosure. The video does not supplement, update or modify

this release, and if anything in the video differs from this release, this release controls. Investors should rely only on this release

and the Company’s filings with the SEC.

Certain

Information Regarding the Company’s Financial Condition

The

Company has not been profitable in any fiscal year of its operating history and has reported significant operating losses, negative working

capital and a stockholders’ deficit. Its independent auditor’s report includes an explanatory paragraph expressing substantial

doubt about the Company’s ability to continue as a going concern. The Company’s cash on hand is insufficient to fund operations

for an extended period without additional financing, which may not be available on acceptable terms or at all and may substantially dilute

existing stockholders. Investors should review the Company’s Annual Report on Form 10-K for the fiscal year ended February 28,

2026, its Quarterly Report on Form 10-Q for the period ended August 31, 2026, its preliminary information statement on Schedule 14C filed

October 23, 2026, and its other SEC filings.

August 31, 2026, the Company had cash of $220,275, a working capital deficit of $55,894,870, a stockholders’ deficit of $61,690,773

and an accumulated deficit of $184,084,880. Net cash used in operating activities was $4,820,842 for the six months ended August 31,

2026, an average of approximately $803,000 per month, and the Company’s net loss for that period was $12,554,310. In its Quarterly

Report on Form 10-Q for that period, management also concluded that substantial doubt exists about the Company’s ability to continue

as a going concern.

###

Doug

Clemons, Chief Marketing Officer

248-270-8273

doug.c@radsecurity.com

https://www.ibisworld.com/united-states/market-research-reports/security-services-industry/

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