Groowe Groowe BETA / Newsroom
⏱ News is delayed by 15 minutes. Sign in for real-time access. Sign in

Form 8-K

sec.gov

8-K — CLOUDASTRUCTURE, INC.

Accession: 0001683168-26-005913

Filed: 2026-08-03

Period: 2026-07-28

CIK: 0001709628

SIC: 7370 (SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.)

Item: Material Modifications to Rights of Security Holders

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — cloud_8k.htm (Primary)

EX-3.1 — CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS (cloud_ex0301.htm)

EX-3.2 — CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION (cloud_ex0302.htm)

EX-99.1 — PRESS RELEASE (cloud_ex9901.htm)

GRAPHIC (image_001.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — CURRENT REPORT

8-K (Primary)

Filename: cloud_8k.htm · Sequence: 1

8-K

false

--12-31

0001709628

0001709628

2026-07-28

2026-07-28

iso4217:USD

xbrli:shares

iso4217:USD

xbrli:shares

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): July 28, 2026

___________________________

CLOUDASTRUCTURE,

INC.

(Exact name of registrant as specified in its

charter)

___________________________

Delaware

001-42494

87-0690564

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

3000 El Camino

Real, Bldg 4, Ste 200

Palo Alto,

California

94306

(Address of principal executive offices)

(Zip Code)

(650) 644-4160

Registrant’s telephone number, including

area code:

Not Applicable

(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 (see General Instruction A.2. below):

☐     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 Class

Trading Symbol

Name of Exchange On Which Registered

Class A Common Stock

CSAI

Nasdaq Capital Market

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 ☒

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 3.03 Material Modification to Rights of Security Holders.

The information set forth under Item 5.03 below

is incorporated here by reference.

Item 5.03 Amendments to Articles of Incorporation or Bylaws: Change in Fiscal Year.

On July 28, 2026, Cloudastructure, Inc. (the “Company”)

filed a Certificate of Amendment to Amended and Restated Certificate of Designations of Preferences and Rights of Series 2 Convertible

Preferred Stock (the “Series 2 Amendment”) with the Secretary of State of

the State of Delaware to amend the terms of its Series 2 Convertible Preferred Stock (the “Series

2 Stock”) to add a standard antidilution provision that adjusts the conversion price of the Series 2 Stock upon certain recapitalizations

and reclassifications of the Company’s outstanding shares of Class A common stock, par value $0.0001 per share (the “Class

A Stock”). The Series 2 Amendment became effective on July 28, 2026.

Also on July 28, 2026, the Company filed a Certificate

of Amendment to (the “Charter Amendment”) to its Second Amended and Restated

Certificate of Incorporation with the Secretary of State of the State of Delaware to effect a reverse stock split of its outstanding shares

of Class A Stock and Class B common stock, par value $0.0001 per share (“Class B Stock”),

at a ratio of 1-for-30 (the “Reverse Stock Split”), and to reduce proportionately

the Company’s authorized stock. The Certificate of Amendment became effective at 12:01 a.m. Eastern Time on July 31, 2026.

Pursuant to the Charter Amendment, at the effective

time, each thirty (30) shares of Class A Stock and each thirty (30) shares of Class B Stock issued and outstanding immediately prior to

the effective time were automatically reclassified, combined, and changed into one fully paid and nonassessable share of Class A Stock

or Class B Stock, as applicable, without any further action by the stockholders or any other person. No fractional shares were issued

in connection with the Reverse Stock Split. Any fractional shares resulting from the Reverse Stock Split were rounded up to the nearest

whole share in accordance with the Charter Amendment.

Pursuant to the Charter Amendment, immediately

following the effective time, the authorized capital of the Company was reduced from 500,000,000 shares of capital stock, consisting of

250,000,000 shares of Class A Stock, 100,000,000 shares of Class B Stock, and 150,000,000 shares of preferred stock, par value $0.0001

per share, to 16,666,668 shares of capital stock, consisting of 8,333,334 shares of Class A Stock, 3,333,334 shares of Class B Stock,

and 5,000,000 shares of preferred stock, par value $0.0001 per share.

The foregoing descriptions of the Series 2 Amendment

and the Charter Amendment do not purport to be complete and are qualified in their entirety by reference to the full text of the Series

2 Amendment and the Charter Amendment, respectively, copies of which are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current

Report on Form 8-K and are incorporated here by reference.

Item 8.01 Other Events.

On July 28, 2026, the Company issued a press release

announcing the Reverse Stock Split. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is

incorporated here by reference.

Item 9.01

Financial Statements, Pro Forma Financial Information, and Exhibits.

(d)       Exhibits

3.1

Certificate of Amendment to Amended and Restated Certificate of Designations

of Preferences and Rights of Series 2 Convertible Preferred Stock of Cloudastructure, Inc.

3.2

Certificate of Amendment to the Second Amended and Restated Certificate of Incorporation of Cloudastructure, Inc.

99.1

Press Release dated July 28, 2026

104

Cover Page Interactive File (the cover page XBRL tags are embedded in the Inline XBRL document)

3

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.

Dated: August 3, 2026

CLOUDASTRUCTURE, INC.

By:

/s/ James McCormick

James McCormick

Chief Executive Officer

4

EX-3.1 — CERTIFICATE OF AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF DESIGNATIONS

EX-3.1

Filename: cloud_ex0301.htm · Sequence: 2

Exhibit 3.1

CERTIFICATE OF AMENDMENT

TO

AMENDED AND RESTATED

CERTIFICATE OF DESIGNATIONS OF PREFERENCES AND

RIGHTS

OF

SERIES 2 CONVERTIBLE PREFERRED STOCK

OF

CLOUDASTRUCTURE, INC.

(Pursuant to Section 242 of the

Delaware General Corporation Law)

Pursuant to Section 242 of the General Corporation

Law of the State of Delaware (the “DGCL”), Cloudastructure, Inc. (the “Corporation”), a corporation

organized and existing under the DGCL, does hereby certify that:

1.       The

Corporation’s Second Amended and Restated Certificate of Incorporation (as amended, the “Certificate of Incorporation”)

was filed with the Secretary of State of the State of Delaware on October 24, 2024. The Certificate of Incorporation authorizes the Corporation’s

Board of Directors (the “Board of Directors”) to issue shares of preferred stock, par value $0.0001 per share, in one

or more series and to fix the powers, designations, preferences and relative, participating, optional or other special rights, and qualifications,

limitations or restrictions thereof.

2.       The

Board of Directors previously adopted a resolution authorizing the creation and issuance of a series of preferred stock designated as

Series 2 Convertible Preferred Stock, and an Amended and Restated Certificate of Designations of Preferences and Rights of Series 2 Convertible

Preferred Stock (the “Amended and Restated Certificate of Designations”) was filed with the Secretary of State of the

State of Delaware on June 29, 2026.

3.       On

July 28, 2026, the Board of Directors duly adopted a resolution approving and authorizing this Certificate of Amendment to the Amended

and Restated Certificate of Designations (this “Certificate of Amendment”).

4.       On

July 28, 2026, the holders of a majority of the then outstanding shares of Series 2 Convertible Preferred Stock, acting by written consent

in lieu of a meeting in accordance with Section 228 of the DGCL, approved and adopted this Certificate of Amendment, as required by Section

11(a) of the Amended and Restated Certificate of Designations.

5.       Pursuant

to Article IV(b)(iii)(B) of the Certificate of Incorporation, the holders of the Class A Common Stock and Class B Common Stock are not

entitled to vote on this Certificate of Amendment because it relates solely to the terms of one or more outstanding series of Preferred

Stock, and the holders of such affected series are entitled to vote thereon pursuant to the Amended and Restated Certificate of Designations

and the DGCL.

6.       This

Certificate of Amendment was duly adopted in accordance with Section 242 of the DGCL.

1

NOW, THEREFORE, BE IT RESOLVED, that pursuant

to the authority vested in the Board of Directors by the Certificate of Incorporation and the DGCL, the Amended and Restated Certificate

of Designations is hereby amended as follows:

AMENDMENT

1.       Section

7 of the Amended and Restated Certificate of Designations is hereby amended by adding a new subsection (f) immediately following the existing

subsection (e), to read in its entirety as follows:

“(f)     Adjustment for Stock

Splits, Stock Dividends, Combinations and Similar Events. If, at any time while any shares of Series 2 Stock remain outstanding, the

Corporation effects, or fixes a record date for, any stock split, reverse stock split, stock dividend, subdivision, combination, reclassification,

recapitalization or other similar transaction with respect to the Class A Stock that increases or decreases the number of issued and outstanding

shares of Class A Stock, then the Fixed Conversion Price in effect immediately before the applicable effective time or record date, as

applicable, shall be proportionately adjusted so that the number of shares of Class A Stock issuable upon conversion of the same Conversion

Amount immediately after such transaction equals the number of shares of Class A Stock that would have been issuable upon conversion of

such Conversion Amount immediately before such transaction, adjusted to give effect to such transaction as if such Conversion Shares had

been issued and outstanding immediately before such effective time or record date.

Without limiting the generality of the

foregoing, in the event of a reverse stock split or combination of the outstanding shares of Class A Stock, the Fixed Conversion Price

shall be increased in the same proportion as the number of issued and outstanding shares of Class A Stock is decreased; and in the event

of a stock split, stock dividend or subdivision of the outstanding shares of Class A Stock, the Fixed Conversion Price shall be decreased

in the same proportion as the number of issued and outstanding shares of Class A Stock is increased. Any adjustment under this Section

7(f) shall become effective immediately upon the effective time of the applicable reverse stock split, stock split, combination, subdivision,

reclassification, recapitalization or similar transaction, or, in the case of any stock dividend or similar distribution of Class A Stock,

immediately after the record date for determining holders of Class A Stock entitled to receive such dividend or distribution.

For purposes of calculating any adjustment

under this Section 7(f), the Fixed Conversion Price shall be adjusted according to the following formula:

NCP = OCP × (OB / OA)

where:

“NCP” means the Fixed

Conversion Price in effect immediately after giving effect to the adjustment;

“OCP” means the Fixed

Conversion Price in effect immediately before giving effect to the adjustment;

“OB” means the number

of issued and outstanding shares of Class A Stock immediately before giving effect to the applicable transaction; and

“OA” means the number

of issued and outstanding shares of Class A Stock immediately after giving effect to the applicable transaction.

For the avoidance of doubt, if the Corporation

effects a one-for-N reverse stock split of the Class A Stock, the Fixed Conversion Price shall be multiplied by N. If, as a result of

any reclassification, recapitalization or other similar transaction not otherwise addressed by Section 6(b), the Class A Stock is converted

into, exchanged for or otherwise changed into the right to receive other securities, cash or other property, then each Series 2 Holder

shall thereafter have the right to receive, upon conversion of the Series 2 Stock, the kind and amount of securities, cash or other property

that such Series 2 Holder would have received if the Conversion Shares issuable upon conversion of such Series 2 Stock immediately prior

to such transaction had been issued and outstanding immediately prior to such transaction, subject to the other terms of this Certificate

of Designations. No adjustment under this Section 7(f) shall be deemed to waive, modify or limit any approval, consent or voting right

of any Series 2 Holder or Required Holder under this Certificate of Designations, including Section 12(j).

2

Whenever the Fixed Conversion Price is

adjusted pursuant to this Section 7(f), the Corporation shall promptly deliver to each Series 2 Holder a written notice setting forth

the Fixed Conversion Price after such adjustment, a brief statement of the facts requiring such adjustment and the calculation of such

adjustment. Failure to deliver such notice shall not affect the automatic operation of any adjustment under this Section 7(f).”

2.       Section

14(h) of the Amended and Restated Certificate of Designations is hereby amended and restated in its entirety to read as follows:

“(h)     “Fixed Conversion

Price” means $0.40 per share of Class A Stock, as adjusted from time to time pursuant to Section 7(f) or this Section 14(h).

In the event the Corporation issues any Class A Stock or any warrant, option or other right to receive Class A Stock (other than from

conversions of Series 1 Stock) at a price per share lower than the Fixed Conversion Price then in effect, then the Fixed Conversion Price

shall automatically be reduced to such lower price.”

GENERAL PROVISIONS

This Certificate of Amendment shall become effective

upon filing with the Secretary of State of the State of Delaware. Except as specifically amended hereby, the Amended and Restated Certificate

of Designations shall remain in full force and effect and is hereby ratified and confirmed in all respects. In the event of any inconsistency

between the provisions of this Certificate of Amendment and the Amended and Restated Certificate of Designations, the provisions of this

Certificate of Amendment shall control.

All capitalized terms used and not otherwise defined

herein shall have the meanings ascribed to such terms in the Amended and Restated Certificate of Designations.

[Remainder of page intentionally left blank; signature

page follows.]

3

IN WITNESS WHEREOF,

the Corporation has caused this Certificate of Amendment to be signed by its duly authorized officer on this 28th day of July, 2026, and

such officer does hereby affirm, under penalties of perjury, that this Certificate of Amendment is the act and deed of the Corporation

and that the facts stated herein are true.

CLOUDASTRUCTURE, INC.

By:

/s/ James McCormick

Name:

James McCormick

Title

CEO

4

EX-3.2 — CERTIFICATE OF AMENDMENT TO THE SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION

EX-3.2

Filename: cloud_ex0302.htm · Sequence: 3

Exhibit 3.2

STATE OF DELAWARE

CERTIFICATE OF AMENDMENT

OF SECOND AMENDED AND RESTATED CERTIFICATE OF

INCORPORATION

OF

CLOUDASTRUCTURE, INC.

Cloudastructure, Inc., a corporation organized

and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

FIRST: The name of the corporation is Cloudastructure, Inc.

(the “Corporation”). The Corporation was incorporated pursuant to the General Corporation Law of the State of Delaware

by the filing of its original Certificate of Incorporation on March 28, 2003 (as amended and restated, including by the Second Amended

and Restated Certificate of Incorporation filed on October 24, 2024, the “Certificate of Incorporation”);

SECOND: In accordance with Section 242 of the General Corporation

Law of the State of Delaware, the Board of Directors of the Corporation duly adopted resolutions setting forth and approving a proposed

amendment to the Certificate of Incorporation (the “Amendment”), declaring said Amendment to be advisable and in the

best interests of the Corporation, and directing that the Amendment be submitted to the stockholders of the Corporation for their approval.

The resolution setting forth the Amendment is as follows:

RESOLVED, that the Certificate of Incorporation be amended by

changing subsection (a) of Article IV thereof so that, as amended, said subsection (a) of Article IV shall be as follows:

(a) Reverse Stock Split; Authorized Capital Stock.

(i) Reverse Stock Split. Effective as of 12:01 a.m. Eastern Time on July 31, 2026 (the “Reverse

Split Effective Time”), (i) each thirty (30) shares of Class A Common Stock of this Corporation that are issued and outstanding

immediately prior to the Reverse Split Effective Time (the “Old Class A Common Stock”) shall be automatically reclassified,

combined and changed (without any further action by the stockholders or any other person) into one fully paid and nonassessable share

of Class A Common Stock, and (ii) each thirty (30) shares of Class B Common Stock of this Corporation that are issued and outstanding

immediately prior to the Reverse Split Effective Time (the “Old Class B Common Stock”) shall be automatically reclassified,

combined and changed (without any further action by the stockholders or any other person) into one fully paid and nonassessable share

of Class B Common Stock (collectively, the “Reverse Stock Split”).

The Corporation shall not issue any fractional shares

of Class A Common Stock or Class B Common Stock in the Reverse Stock Split. All shares of each applicable class held by a holder immediately

prior to the Reverse Split Effective Time shall be aggregated on a class-by-class basis before determining whether the Reverse Stock Split

would result in a fractional share. For purposes of the preceding sentence, a “holder” means a holder of record; provided

that shares held of record by Cede & Co. or another nominee for The Depository Trust Company shall be treated in accordance with The

Depository Trust Company’s procedures at the DTC participant level, and not at the beneficial-owner, customer, account, or lot level.

After giving effect to the foregoing aggregation, if the Reverse Stock Split would result in a holder being entitled to a fractional share

of Class A Common Stock or Class B Common Stock, the Corporation shall round up such fractional share to the nearest whole share of the

applicable class; provided that no holder shall be entitled to receive more than one additional whole share of Class A Common Stock or

one additional whole share of Class B Common Stock, as applicable, in lieu of fractional shares with respect to all shares of such class

held by such holder.

1

Each certificate that immediately prior to the Reverse

Split Effective Time represented shares of Old Class A Common Stock or Old Class B Common Stock (collectively, the “Old Certificates”),

and each uncertificated share or book-entry position that immediately prior to the Reverse Split Effective Time represented shares of

Old Class A Common Stock or Old Class B Common Stock (collectively, the “Old Book-Entry Shares”), shall, following

the Reverse Split Effective Time, represent that number of shares of Class A Common Stock or Class B Common Stock, as applicable, into

which such shares shall have been combined, subject to the elimination of fractional share interests as described above. The adjustment

of Old Book-Entry Shares, including any shares held through The Depository Trust Company or its nominee, shall be effected through the

records of the Corporation’s transfer agent and, as applicable, in accordance with The Depository Trust Company’s procedures.

(ii) Authorized Capital Stock. Immediately following the Reverse Split Effective Time, the Corporation

shall be authorized to issue 16,666,668 shares of capital stock, par value $0.0001 per share, consisting of (A) 8,333,334 shares of Class

A Common Stock, par value $0.0001 per share (the “Class A Common Stock”), (B) 3,333,334 shares of Class B Common Stock,

par value $0.0001 per share (the “Class B Common Stock” and, together with the Class A Common Stock, the “Common

Stock”), and (C) 5,000,000 shares of preferred stock, par value $0.0001 per share (the “Preferred Stock”).

THIRD: That the Amendment was duly adopted by the Board of Directors

of the Corporation and approved by the holders of the requisite number of shares of the Corporation’s outstanding capital stock

entitled to vote thereon at a meeting of stockholders held on July 15, 2026, in accordance with the provisions of Sections 211 and 242

of the General Corporation Law of the State of Delaware.

FOURTH: This Certificate of Amendment shall become effective

at 12:01 a.m. Eastern Time on July 31, 2026 in accordance with Section 103(d) of the General Corporation Law of the State of Delaware.

IN WITNESS WHEREOF, the Corporation has

caused this certificate to be signed on this 28th day of July, 2026.

CLOUDASTRUCTURE, INC.

By:

/s/ James McCormick

Name:

James McCormick

Title

Chief Executive Officer

2

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: cloud_ex9901.htm · Sequence: 4

Exhibit 99.1

FOR IMMEDIATE RELEASE

Cloudastructure

Announces Reverse Stock Split

Palo Alto, Calif. — July 28, 2026

— Cloudastructure, Inc. (Nasdaq: CSAI), a provider of AI-powered video surveillance, remote monitoring, and cloud-based security

analytics, today announced that its stockholders have approved, and the Company intends to effect, a reverse stock split of its Class

A Common Stock, par value $0.0001 per share (the “Common Stock”), at a ratio of 1-for-30, to become effective on July 31,

2026.

Following the reverse stock split, the Common

Stock will continue to trade on the Nasdaq Capital Market under the symbol “CSAI,” with a new CUSIP number of 18912E306. No

fractional shares will be issued in connection with the reverse stock split. Any fractional shares will be rounded up to the nearest whole

share. Proportionate adjustments will be made to the number of shares of Common Stock issuable upon the exercise or conversion of the

Company’s outstanding equity awards, warrants and other convertible securities, as well as to the applicable exercise or conversion

prices.

The reverse stock split is intended to increase

the per share trading price of the Common Stock in order to regain and maintain compliance with the $1.00 minimum bid price requirement

for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(a)(2). The Company’s transfer agent, Transfer

Online, Inc., is acting as exchange agent for the reverse stock split. Stockholders holding shares in book-entry form or through a bank,

broker or other nominee are not required to take any action in connection with the reverse stock split.

About Cloudastructure

Headquartered in Palo

Alto, California, Cloudastructure’s patented, advanced, award-winning security platform utilizes a scalable cloud-based architecture

that features cloud video surveillance with proprietary, state-of-the-art AI/ML analytics, and a seamless remote guarding solution. The

combination enables enterprise businesses to achieve proactive, end-to-end security, and pairs that platform with an attractive value

proposition that eschews proprietary hardware and offers contract-free, month-to-month pricing and unlimited 24/7 support. With Cloudastructure,

companies can achieve unparalleled situational awareness in real time and thereby stop crime as it is happening, while simultaneously

achieving up to a 75% lower Total Cost of Ownership than other systems. For more information, visit https://www.cloudastructure.com/.

Cautionary Note Regarding

Forward-Looking Statements

Certain statements in

this press release may be considered forward-looking. Any forward-looking statement expressing an expectation or belief as to one or more

future events is expressed in good faith and believed to be reasonable. However, these statements are not guarantees of future events

and involve risks, uncertainties and other factors beyond our control including our ability to effect the reverse stock split on the expected

terms and within the expected timeframe, whether the reverse stock split will have the intended effect of increasing the per share trading

price of our Common Stock or enabling us to regain and maintain compliance with Nasdaq’s minimum bid price requirement, and general

market and economic conditions. We caution you against relying on any of the forward-looking statements in this release, as actual outcomes

and results may differ materially from what is expressed in any forward-looking statement. Except as required by applicable law, we do

not intend to update any of the forward-looking statements to conform them to actual results or revised expectations.

1

Media Contact

Kathleen Hannon, Sr. Communications Director

Cloudastructure, Inc.

704.574.3732

Kathleen@cloudastructure.com

Investor Contact

Valter Pinto, Managing Director

KCSA Strategic Communications

212.896.1254

Cloudastructure@KCSA.com

2

GRAPHIC

GRAPHIC

Filename: image_001.jpg · Sequence: 8

Binary file (3315 bytes)

Download image_001.jpg

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 10

v3.26.1

Cover

Jul. 28, 2026

Cover [Abstract]

Document Type

8-K

Amendment Flag

false

Document Period End Date

Jul. 28, 2026

Current Fiscal Year End Date

--12-31

Entity File Number

001-42494

Entity Registrant Name

CLOUDASTRUCTURE,

INC.

Entity Central Index Key

0001709628

Entity Tax Identification Number

87-0690564

Entity Incorporation, State or Country Code

DE

Entity Address, Address Line One

3000 El Camino

Real,

Entity Address, Address Line Two

Bldg 4, Ste 200

Entity Address, City or Town

Palo Alto

Entity Address, State or Province

CA

Entity Address, Postal Zip Code

94306

City Area Code

(650)

Local Phone Number

644-4160

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Class A Common Stock

Trading Symbol

CSAI

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

true

Elected Not To Use the Extended Transition Period

false

X

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

End date of current fiscal year in the format --MM-DD.

+ References

No definition available.

+ Details

Name:

dei_CurrentFiscalYearEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:gMonthDayItemType

Balance Type:

na

Period Type:

duration

X

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

na

Period Type:

duration

X

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Indicate if an emerging growth company has elected not to use the extended transition period for complying with any new or revised financial accounting standards.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 7A

-Section B

-Subsection 2

+ Details

Name:

dei_EntityExTransitionPeriod

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

Name:

dei_PreCommencementIssuerTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

Name:

dei_PreCommencementTenderOffer

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

Name:

dei_Security12bTitle

Namespace Prefix:

dei_

Data Type:

dei:securityTitleItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

dei_SecurityExchangeName

Namespace Prefix:

dei_

Data Type:

dei:edgarExchangeCodeItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

Name:

dei_SolicitingMaterial

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

dei_TradingSymbol

Namespace Prefix:

dei_

Data Type:

dei:tradingSymbolItemType

Balance Type:

na

Period Type:

duration

X

- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

na

Period Type:

duration