Form 8-K
8-K — INTRUSION INC
Accession: 0001683168-26-003916
Filed: 2026-05-14
Period: 2026-05-14
CIK: 0000736012
SIC: 3576 (COMPUTER COMMUNICATIONS EQUIPMENT)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — intrusion_8k.htm (Primary)
EX-99.1 — PRESS RELEASE (intrusion_ex9901.htm)
GRAPHIC (image_001.jpg)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — FORM 8 -K
8-K (Primary)
Filename: intrusion_8k.htm · Sequence: 1
8-K Report
false
0000736012
0000736012
2026-05-14
2026-05-14
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): May 14,
2026
INTRUSION
INC.
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
001-39608
75-1911917
(State or Other Jurisdiction
of Incorporation)
(Commission File
Number)
(IRS Employer
Identification No.)
101
East Park Blvd, Suite
1200
Plano, Texas
75074
(Address of Principal Executive Offices)
(Zip Code)
(888) 637-7770
(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, $0.01 par value per share
INTZ
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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 May 14, 2026, Intrusion, Inc. (the “Company”)
issued a press release providing information about its operating and financial results for the quarter ended March 31, 2026. A copy of
the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.
The information included in this Item 2.02, including
Exhibit 99.1, shall not be deemed to be “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 such information be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except
as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
Description
99.1
Press release of the registrant, issued on May 14, 2026.
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
2
SIGNATURE
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.
Intrusion, Inc.
Dated: May 14, 2026
By:
/s/ Kimberly Pinson
Kimberly Pinson
Chief Financial Officer
3
EX-99.1 — PRESS RELEASE
EX-99.1
Filename: intrusion_ex9901.htm · Sequence: 2
Exhibit 99.1
Intrusion Inc. Reports
First Quarter 2026 Results
Continued adoption of Shield technology supports
the Company’s expected transition to profitability in fiscal 2026
PLANO, Texas, May 14, 2026 (ACCESSWIRE) --
Intrusion Inc. (NASDAQ: INTZ) (“Intrusion” or the “Company”), a leader in cyberattack prevention solutions, announced
today financial results for the first quarter ended March 31, 2026.
Recent Financial & Business Highlights:
·
Secured a $4 million contract to deliver our cyber threat intelligence and
critical infrastructure protection technology to a state government agency.
· Entered into a $3 million secured financing agreement
to strengthen liquidity position and support near-term operating priorities.
· Launched the P.O.S.S.E (Protecting Our Sheriff's
Security Everywhere) Program in February through a partnership with PortNexus that utilizes Shield On-Premise to help protect law enforcement
from cyber threats.
“Our first quarter results primarily reflect
the timing impact of the previously disclosed contract extension delay related to our critical infrastructure technology with the Department
of War that was driven by federal funding and procurement delays,” said Tony Scott, CEO of Intrusion. “We expect to recover
this revenue in future periods as federal funding resumes and procurement activity returns to more typical levels. Furthermore, we continue
to remain confident that we will see further expansion of our critical infrastructure solution both domestically and internationally with
the Department of War throughout 2026 and beyond.”
Mr. Scott concluded, “As we look ahead to
the remainder of fiscal year 2026, we are optimistic that we will see an improvement in our financial results. This is supported by strengthening
sales momentum, including broader adoption of the P.O.S.S.E Program through our partnership with PortNexus, and the recent award of a
$4 million contract to provide our cyber threat intelligence and critical infrastructure protection solutions to a state government agency.
These developments give us great confidence that Intrusion remains on track to achieve profitability by the end of the fiscal year and
deliver value for our shareholders.”
First Quarter Financial Results
Revenue for the first quarter
of 2026 was approximately $0.9 million, representing a decrease of 50% on a year-over-year basis. Performance continued to be impacted
by delays in the award of a key U.S. government contract. The Company remains optimistic that a meaningful portion of the associated revenue
will be realized in future periods subject to final award timing and funding approvals.
The gross profit margin was 74% for the first quarter
of 2026, down slightly from the prior year period. Gross margin varies based on product mix.
Operating expense for the first quarter of 2026 was
$4.2 million, up $0.8 million compared to the first quarter of 2025.
Net loss for the first quarter of 2026 was $3.6 million,
or $(0.18) per share, which is down $1.5 million when compared to prior year performance.
As of March 31, 2026, cash and cash equivalents were
$1.4 million. In early April, the Company entered into a $3 million secured financing agreement, strengthening its liquidity position
and supporting near-term operating priorities. The facility provides additional financial flexibility to execute on strategic initiatives.
1
Conference Call
Intrusion’s
management will host a conference call today at 5:00 P.M. EDT. Interested investors can access the live call by dialing 1-888-506-0062,
or 1-973-528-0011 for international callers, and providing the following access code: 624002. The call will also be webcast live
(LINK) For those unable to participate in the live conference call, a replay
will be accessible beginning tonight at 7:00 P.M. EDT until May 28, 2026, by dialing 1-877-481-4010, or 1-919-882-2331 for international
callers, and entering the following access code: 53875. Additionally, a live and archived audio webcast of the conference call will be
available at www.intrusion.com.
About Intrusion Inc.
Intrusion Inc. is a cybersecurity
company based in Plano, Texas, specializing in advanced threat intelligence. At the core of its capabilities is TraceCop, a proprietary
database that catalogs the historical behavior, associations, and reputational risk of IPv4 and IPv6 addresses, domain names, and hostnames.
Built on years of gathering global internet intelligence and supporting government entities, this data forms the backbone of Intrusion's
commercial solutions.
Its most recent solution is
Intrusion Shield - a next-generation network security platform designed to detect and prevent threats in real time. In observe
mode, Shield delivers analytical insights powered by Intrusion's exclusive data, helping organizations identify unseen patterns and previously
unknown risks. In protect mode, it monitors traffic flow and automatically blocks known malicious and unknown connections from entering
or exiting the network - providing a powerful defense against Zero-Day threats and ransomware. By integrating Shield into a network, organizations
can elevate their overall security posture and enhance the performance of their broader cybersecurity architecture.
Cautionary Statement Regarding
Forward-Looking Information
This press release contains
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, which statements involve substantial risks and uncertainties. All statements other than statements of
historical facts contained herein, including statements regarding our financial position; our ability to continue our business as a going
concern; our business, sales, and marketing strategies and plans; our ability to successfully market, sell, and deliver our Intrusion
Shield commercial product and solutions to an expanding customer base; are forward-looking statements. In some cases, you can identify
forward-looking statements because they contain words such as “anticipate,” “believe,” “contemplate,”
“continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,”
“potential,” “predict,” “project,” “should,” “target,” “will,”
or “would” or the negative of these words or other similar terms or expressions. Forward-looking statements contained in this
press release include, but are not limited to, such statements.
You should not rely on forward-looking
statements as predictions of future events. We have based the forward-looking statements contained in this press release primarily on
our current expectations and projections about future events and trends that we believe may affect our business, financial condition,
and operating results. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties, and
other factors described in our filings with the Securities and Exchange Commission, including but not limited to our most recent annual
report on Form 10-K and quarterly reports on Form 10-Q, as the same may be updated from time to time.
The forward-looking statements
made herein relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking
statements made in this press release to reflect events or circumstances after the date hereof or to reflect new information or the occurrence
of unanticipated events, except as required by law.
IR Contact:
Alpha IR Group
Mike Cummings or Josh Carroll
INTZ@alpha-ir.com
Source: Intrusion Inc.
2
INTRUSION INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value amounts)
March 31, 2026
December 31, 2025
(unaudited)
ASSETS
Current Assets:
Cash and cash equivalents
$ 1,366
$ 3,624
Accounts receivable, net of allowance of $0.1 million
37
131
Prepaid expenses and other assets
602
476
Total current assets
2,005
4,231
Noncurrent Assets:
Property and equipment:
Equipment
2,971
2,917
Capitalized software development
5,861
5.663
Leasehold improvements
18
18
Property and equipment, gross
8,850
8,598
Accumulated depreciation and amortization
(4,687 )
(4,313 )
Property and equipment, net
4,163
4,285
Finance leases, right-of-use (“ROU”) assets, net
193
222
Operating leases, ROU assets, net
1,320
1,392
Other assets
256
257
Total noncurrent assets
5,932
6,156
TOTAL ASSETS
$ 7,937
$ 10,387
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable, trade
$ 1,049
$ 492
Accrued expenses
519
357
Finance lease liabilities, current portion
127
167
Operating lease liabilities, current portion
146
266
Deferred revenue
1,044
503
Total current liabilities
2,885
1,785
Noncurrent Liabilities:
Finance lease liabilities, noncurrent portion
5
6
Operating lease liabilities, noncurrent portion
1,348
1,319
Total noncurrent liabilities
1,353
1,325
Commitments and Contingencies
Stockholders’ Equity:
Preferred stock, $0.01 par value: Authorized shares – 5,000; Issued shares – 0 in 2026 and 2025
–
–
Common stock, $0.01 par value: Authorized shares – 80,000; Issued shares – 20,370 in 2026
and 20,117 in 2025; Outstanding shares – 20,369 in 2026 and 20,116 in 2025
204
201
Common stock held in treasury, at cost – 1 share(s)
(362 )
(362 )
Additional paid-in capital
134,529
134,547
Accumulated deficit
(130,629 )
(127,066 )
Accumulated other comprehensive loss
(43 )
(43 )
Total stockholders’ equity
3,699
7,277
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 7,937
$ 10,387
3
INTRUSION
INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
Three Months Ended
March 31,
2026
2025
Revenue
$ 888
$ 1,775
Cost of revenue
229
432
Gross profit
659
1,343
Operating expenses:
Sales and marketing
1,631
1,184
Research and development
1,451
1,218
General and administrative
1,149
1,034
Operating loss
(3,572 )
(2,093 )
Interest expense
(11 )
(29 )
Other income (expense), net
20
24
Net loss
$ (3,563 )
$ (2,098 )
Net loss per share:
Basic
$ (0.18 )
$ (0.11 )
Diluted
$ (0.18 )
$ (0.11 )
Weighted average common shares outstanding:
Basic
20,274
19,216
Diluted
20,274
19,216
4
GRAPHIC
GRAPHIC
Filename: image_001.jpg · Sequence: 6
Binary file (3919 bytes)
Download image_001.jpg
XML — IDEA: XBRL DOCUMENT
XML
Filename: R1.htm · Sequence: 8
v3.26.1
Cover
May 14, 2026
Cover [Abstract]
Document Type
8-K
Amendment Flag
false
Document Period End Date
May 14, 2026
Entity File Number
001-39608
Entity Registrant Name
INTRUSION
INC.
Entity Central Index Key
0000736012
Entity Tax Identification Number
75-1911917
Entity Incorporation, State or Country Code
DE
Entity Address, Address Line One
101
East Park Blvd
Entity Address, Address Line Two
Suite
1200
Entity Address, City or Town
Plano
Entity Address, State or Province
TX
Entity Address, Postal Zip Code
75074
City Area Code
(888)
Local Phone Number
637-7770
Written Communications
false
Soliciting Material
false
Pre-commencement Tender Offer
false
Pre-commencement Issuer Tender Offer
false
Title of 12(b) Security
Common Stock, $0.01 par value per share
Trading Symbol
INTZ
Security Exchange Name
NASDAQ
Entity Emerging Growth Company
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
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
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