Form 8-K

8-K — Ainos, Inc.

Accession: 0001493152-26-035859

Filed: 2026-08-03

Period: 2026-08-03

CIK: 0001014763

SIC: 3577 (COMPUTER PERIPHERAL EQUIPMENT, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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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)

the Securities Exchange Act of 1934

Date

of Report (Date of earliest event reported): August 3, 2026

AINOS,

INC.

(Exact

name of registrant as specified in its charter)

Texas

001-41461

75-1974352

(State

or other Jurisdiction

Incorporation)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

3050

Post Oak Blvd, Suite 510-T80, Houston, TX 77056

(281)

898-6586

(Address

and telephone number, including area code, of registrant’s principal executive offices)

(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 $0.01 per share

AIMD

The

Nasdaq Stock Market LLC

Warrants

to purchase Common Stock

AIMDW

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 (§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

2.02 Results of Operations and Financial Condition

August 3, 2026, Ainos, Inc. (the “Company”) reported its financial results for the quarter ended June 30, 2026. A copy of

the press release issued by the Company in this connection is furnished herewith as Exhibit 99.1.

The

information in this Item in this Current Report on Form 8-K and Exhibit 99.1 attached hereto are being furnished and shall not be deemed

“filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject

to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933,

as amended or the Exchange Act, regardless of any general incorporation language in such filing.

Item

9.01 Financial Statement and Exhibits

(d)

Exhibits.

Exhibit

No.

Description

99.1

Press Release dated August 3, 2026, issued by the Ainos, Inc.

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.

Ainos,

Inc.

Date:

August 3, 2026

By:

/s/

Chun-Hsien Tsai

Name:

Chun-Hsien

Tsai

Title:

Chief

Executive Officer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

Ainos

Reports Second Quarter 2026 Results and Highlights Continued AI Nose Execution Across Industrial, Healthcare Infrastructure and Robotics

Markets

Ainos,

Inc. (NASDAQ:AIMD)(NASDAQ:AIMDW) (“Ainos” or the “Company”) today announced results for the second quarter ended

June 30, 2026, and provided a business update on continued execution progress for AI Nose across semiconductor manufacturing, industrial

infrastructure, robotics, and healthcare-related environments.

Eddy

Tsai, Chairman, President and Chief Executive Officer, commented:

“We

believe AI is increasingly expanding beyond understanding text, images, and speech toward interpreting real-world environmental information.

This vision continues to guide Ainos’ commercialization strategy for AI Nose. We believe future semiconductor manufacturing, industrial

infrastructure, healthcare environments, and robotics applications will increasingly require intelligent environmental awareness, and

AI Nose continues to advance steadily toward that objective.”

“During

the first half of 2026, we continued executing our commercialization roadmap by expanding AI Nose deployments across semiconductor manufacturing,

industrial infrastructure, healthcare, and robotics environments. I believe these deployments not only support commercial applications,

but also continuously expand our real-world environmental dataset, strengthen our Smell ID dataset, and enhance the learning and environmental

pattern recognition capabilities of our Smell Language Model (SLM), enabling our Smell AI Platform to continue evolving.”

“Since

December 2025, AI Nose has accumulated approximately 613 million industrial smell data records, primarily from semiconductor manufacturing

environments. We believe these growing real-world datasets represent an important foundation for the long-term development of Smell AI.

We believe every new deployment expands application opportunities while further strengthening our platform’s ability to recognize

and understand diverse environmental patterns, allowing our Smell AI Platform to continuously learn and evolve through real-world experience.”

“We

are encouraged by the progress of our commercialization activities. As existing deployments continue to advance, strategic collaborations

expand, and additional real-world data strengthens the platform, we remain focused on executing our commercialization strategy, expanding

real-world applications, and steadily advancing the long-term development of our Smell AI Platform.”

Christopher

Lee, Chief Financial Officer of Ainos, added, “Our second-quarter results reflect Ainos’ continued execution of its commercialization

strategy. We are focused on supporting AI Nose deployments across semiconductor manufacturing, industrial infrastructure, healthcare,

and other real-world environments while advancing commercialization initiatives and expanding strategic collaborations that strengthen

the Company’s long-term foundation. We continue to believe our activities will help support broader revenue generation opportunities

in the second half of 2026.”

Mr.

Lee continued, “We remain committed to disciplined capital allocation and financial management while supporting our core commercialization

strategy, technology development, and deployment priorities. We will continue focusing on operational efficiency, strategic deployment

activities, and financial discipline as we execute our long-term commercialization strategy.”

Second

Quarter 2026 and Recent Operational Highlights

●

Advanced deployments associated with the previously announced

initial $2.1 million commercial arrangement in backend semiconductor manufacturing environments.

●

Continued pilot programs in selected front-end semiconductor

environments.

●

Expanded AI Nose deployment and validation activities across

industrial and healthcare infrastructure environments, including facility monitoring, safety, ventilation, equipment, and chemical handling

applications.

●

Expanded research activities involving emergency care environments

and exhaled breath pattern analysis.

●

Continued robotics-related pilot and deployment activities.

●

Supported use-case expansion through channel and integration

partnerships.

●

Continued development of Smell ID datasets and smell language

model capabilities using deployment and pilot data.

Ainos

is focused on execution, deployment, Smell ID dataset expansion, smell language model development, and strategic commercial expansion,

supporting its long-term objective of advancing AI Nose as a scalable Smell AI platform for real-world infrastructure environments.

About

AI Nose

Nose digitizes scent into Smell ID, an AI-driven form of scent intelligence. The full-stack electronic nose platform integrates high-precision

MEMS sensor arrays with proprietary AI algorithms designed to support ppb-level scent detection sensitivity, subject to application conditions

and deployment configurations. Smell ID converts analog scent signals into structured, actionable data, while the proprietary Smell Language

Model (SLM) is designed to learn, classify, and contextualize complex scent patterns over time.

Built

upon more than a decade of accumulated scent data and deep medtech expertise, AI Nose is designed to support continuous monitoring, predictive

analysis, and real-time alerts across industrial and manufacturing environments. AI Nose is offered under a SmellTech-as-a-Service architecture,

intended to support ongoing access to scent intelligence, analytics, and AI-driven insights through subscription-based deployment models.

About

Ainos, Inc.

Ainos,

Inc. (NASDAQ:AIMD) is a dual-platform AI and biotech company pioneering smelltech and immune therapeutics. Its AI Nose platform and smell

language model (SLM) digitize scent into Smell ID, a machine-readable data format, powering intelligent sensing across robotics, smart

factories, and healthcare. The company also develops VELDONA®, a low-dose oral interferon targeting rare, autoimmune, and infectious

diseases. Ainos, a fusion of “AI” and “Nose,” is redefining machine perception for the sensory age. To

learn more, visit https://www.ainos.com. Follow Ainos on X, formerly known as Twitter,

(@AinosInc) and LinkedIn to stay

up-to-date. Visit media room https://ainos.suite.accessnewswire.com.

Forward-Looking

Statements

Certain

statements in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,

and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact are forward-looking

statements. Forward-looking statements are based on management’s current assumptions and expectations of future events and trends,

which affect or may affect the Company’s business, strategy, operations or financial performance, and actual results and other

events may differ materially from those expressed or implied in such statements due to numerous risks and uncertainties. Forward-looking

statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. There are a number of

important factors that could cause actual results, developments, business decisions or other events to differ materially from those contemplated

by the forward-looking statements in this press release. These factors include, among other things, our expectation that we will incur

net losses for the foreseeable future; our ability to become profitable; our ability to raise additional capital to continue our product

development; our ability to accurately predict our future operating results; our ability to advance our current or future product candidates

through clinical trials, obtain marketing approval and ultimately commercialize any product candidates we develop; the ability to obtain

and maintain regulatory approval of our product candidates; delays in completing the development and commercialization of our current

and future product candidates; developing and commercializing additional products, including diagnostic testing devices; our ability

to compete in the marketplace; compliance with applicable laws, regulations and tariffs, and factors described in the Risk Factors section

of our public filings with the Securities and Exchange Commission (SEC). Because forward-looking statements are inherently subject to

risks and uncertainties, you should not rely on these forward-looking statements as predictions of future events. These forward-looking

statements speak only as of the date of this press release and, except to the extent required by applicable law, the Company undertakes

no obligation to update or revise these statements, whether as a result of any new information, future events and developments or otherwise.

Contact

Information

Investor

Relations

ir@ainos.com

Ainos,

Inc.

Condensed

Consolidated Balance Sheets

June 30,

December 31,

2026

2025

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

$ 1,422,912

$ 417,353

Accounts receivable

Inventory, net

308,743

295,565

Other current assets

456,883

425,859

Total current assets

2,188,538

1,138,799

Intangible assets, net

16,983,329

19,226,003

Property and equipment, net

239,635

343,281

Other assets

149,983

163,025

Total assets

$ 19,561,485

$ 20,871,108

Liabilities and Stockholders’ Equity

Current liabilities:

Contract liabilities

$ 350,000

Convertible notes payable

11,000,000

Loan payable

2,812,940

Accrued expenses and other current liabilities

2,114,560

728,683

Total current liabilities

16,277,500

1,078,683

Convertible notes payable - noncurrent

11,000,000

Other long-term liabilities

1,229,843

Total liabilities

16,277,500

13,308,526

Commitments and contingencies

Stockholders’ equity:

Preferred stock, $0.01 par value; 50,000,000 shares authorized; none

issued and outstanding as of June 30, 2026 and December 31, 2025

Common stock, $0.01 par value; 300,000,000 shares authorized as of June 30, 2026 and December 31, 2025, 8,544,073 and 6,982,675

shares issued and 7,384,073 and 5,822,675 shares outstanding as of June 30, 2026, and December 31, 2025, respectively

85,441

69,827

Treasury stock, at cost (1,160,000 shares held as of June 30, 2026 and December 31, 2025)

(1,972,000 )

Additional paid-in capital

79,982,981

77,234,374

Accumulated deficit

(74,574,859 )

(67,520,328 )

Accumulated other comprehensive loss

(237,578 )

(249,291 )

Total stockholders’ equity

3,283,985

7,562,582

Total liabilities and stockholders’ equity

$ 19,561,485

$ 20,871,108

Ainos, Inc.

Condensed Consolidated

Statements of Operations

(Unaudited)

Three months ended June 30,

Six months ended June 30,

2026

2025

2026

2025

Revenues

$ 152

$ 4,663

$ 313

$ 110,870

Cost of revenues

(53 )

(937 )

(816 )

(19,170 )

Gross profit (loss)

3,726

(503 )

91,700

Operating expenses:

Research and development (including amounts of related party of $220,619 and

$449,570 for the three and six months ended June 30, 2026, and $235,424 and $481,685 for the three and six months ended June 30,

2025, respectively)

1,850,409

1,911,800

3,540,269

3,635,884

Selling, general and administrative

2,548,776

1,837,613

3,141,961

3,364,374

Total operating expenses

4,399,185

3,749,413

6,682,230

7,000,258

Loss from operations

(4,399,086 )

(3,745,687 )

(6,682,733 )

(6,908,558 )

Non-operating (expenses) income, net:

Interest expense

(200,162 )

(177,957 )

(377,038 )

(358,402 )

Other income, net

4,517

(161,346 )

5,240

(104,052 )

Total non-operating expenses, net

(195,645 )

(339,303 )

(371,798 )

(462,454 )

Net loss before income taxes

(4,594,731 )

(4,084,990 )

(7,054,531 )

(7,371,012 )

Provision for income taxes

Net loss

$ (4,594,731 )

$ (4,084,990 )

$ (7,054,531 )

$ (7,371,012 )

Net loss per common share - basic and diluted

$ (0.62 )

$ (0.99 )

$ (1.05 )

$ (2.02 )

Weighted-average shares used in computing net loss per common share-basic

and diluted

7,357,150

4,122,131

6,698,030

3,649,994

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