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Form 8-K

sec.gov

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

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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): 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

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