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SideChannel, Inc. (SDCH) filings document the public-company record of an OTCQB cybersecurity services and technology provider. Form 8-K reports cover operating and financial results, Regulation FD releases on Enclave platform capabilities and AI-supported operations, amendments to corporate charter documents, and capital-structure actions including a 1-for-52 reverse stock split.
Proxy and governance filings describe stockholder voting matters, board elections, director appointments and departures, independent auditor ratification, compensation arrangements and related governance disclosures. The filing record also documents common-stock structure, fiscal-year reporting periods, material-event exhibits and recurring disclosures tied to SideChannel’s vCISO services, SideChannel Complete cybersecurity planning and Enclave platform business.
SideChannel, Inc. reported weaker results for the quarter and six months ended March 31, 2026, with revenue of $1.6M for the quarter and $3.4M year-to-date, down 16.8% and 11.9% from the prior-year periods. The company posted a quarterly net loss of $444K and a six‑month net loss of $840K, with an accumulated deficit of $21.6M.
Gross margin improved to 53.5% for the quarter and 52.3% year-to-date, helped by higher‑margin Enclave software and better utilization of service staff. However, cash and cash equivalents fell to $311K, and management disclosed that recurring losses, limited liquidity, and forecasted cash needs raise “substantial doubt” about SideChannel’s ability to continue as a going concern without new capital or major cost cuts.
During the period, the company completed a 1‑for‑52 reverse stock split, leaving 4,572,757 common shares outstanding as of March 31, 2026, and allowed certain restrictive 2021 warrants to expire, which management says provides more flexibility to pursue future financing.
SideChannel, Inc. reported weaker results for its FY 2026 second quarter ended March 31, 2026. Revenue was $1.576 million, down from $1.894 million in the prior-year quarter, while gross margin improved to 53.5% from 49.7%. Operating expenses rose to $1.291 million from $1.002 million, driving an operating loss of $448 thousand and a net loss of $444 thousand, compared with a net loss of $54 thousand a year earlier. For the first six months, revenue was $3.350 million versus $3.802 million and net loss widened to $840 thousand from $249 thousand. Cash and cash equivalents fell to $311 thousand as of March 31, 2026, from $1.065 million at September 30, 2025. Management highlighted higher marketing and partnership spending, improving trailing twelve-month revenue retention to 66.8% and supporting margin gains, and plans to grow recurring revenue from its Enclave cybersecurity platform.
SideChannel, Inc. filed an update describing how it has integrated artificial intelligence into its sales, marketing, and cybersecurity delivery operations. The company aims to increase capacity and speed in these areas without adding headcount proportionally, particularly to support its vCISO services and Enclave security platform strategy.
AI now assists vCISO practitioners with faster client assessments, policy documentation, and risk management deliverables, while sales and marketing use AI for prospect research, content creation, campaigns, and pipeline management. Management frames this as part of a deliberate transition from a services-led business to a platform-led model centered on Enclave.
SideChannel director Nicholas William Hnatiw reported routine equity compensation activity. On March 16, he received a grant of 10,684 restricted stock units (RSUs) valued at $2.01 per unit. According to the vesting terms, one third of this award will vest on the first business day of each subsequent March for three years.
On March 2, 10,149 RSUs vested, and 3,512 shares of common stock that would have been issued were withheld to cover tax obligations, resulting in 6,637 shares of common stock issued to him. Following these transactions, he directly holds 288,748 shares of common stock and 22,259 RSUs, indicating a continued substantial equity stake in the company.
SideChannel, Inc. Chief Executive Officer Brian Wayne Haugli reported compensation-related equity activity. On March 16, 2026, he received a grant of 53,361 restricted stock units (RSUs) valued at $2.01 per unit. According to the filing, this award vests in three equal annual installments on the first business day of each March over the next three years.
The footnotes state that on March 2, 2026, 38,084 RSUs vested, with 13,372 shares of common stock withheld to cover taxes and 24,712 shares of common stock issued to him. Following these transactions and a previously effected 1-for-52 reverse stock split, he beneficially owns 1,732,114 shares of common stock and 104,554 RSUs.
SideChannel, Inc. Chief Financial Officer Ryan Polk reported compensation-related equity activity. On March 16, he received a grant of 35,574 restricted stock units (RSUs) at a reference price of $2.01 per share, which will vest in three equal annual installments each March.
On March 2, 25,745 RSUs vested; 10,602 shares of common stock were withheld to cover taxes, and 15,143 shares of common stock were issued to him, using a reference price of $2.20 per share. After these transactions, he directly beneficially owns 69,704 shares and RSUs in total.
SideChannel, Inc. reported a net loss of $396 thousand on revenue of $1.8 million for the quarter ended December 31, 2025, compared with a $195 thousand loss on $1.9 million of revenue a year earlier. Gross margin improved to 51.2% from 45.8%, helped by higher Enclave software and services mix.
Cash and cash equivalents fell to $495 thousand from $1.1 million at the start of fiscal 2026, and operating activities used $570 thousand of cash. Management said conditions initially raised substantial doubt about the company’s ability to continue as a going concern, but it is implementing a cost-reduction program expected to cut annual operating expenses by about $930 thousand and is seeking additional financing.
The company completed a 1-for-52 reverse stock split, leaving 4,446,713 common shares outstanding (4,467,207 as of February 17, 2026), and continues to operate without debt while relying on vCISO services and cybersecurity software, including its Enclave product, as primary revenue drivers.
SideChannel, Inc. reported results for the first quarter of FY 2026 and detailed recent shareholder actions. Revenue was $1.77 million, down from $1.91 million a year earlier, while gross margin improved to 51.2% from 45.8%. Net loss widened to $396 thousand, or $0.09 per share, compared with $195 thousand, or $0.04 per share, as operating expenses rose 21.2%.
Cash, cash equivalents, and short-term investments fell by $570 thousand to $595 thousand at December 31, 2025. Management plans to reduce annual operating costs by $930 thousand to extend the cash runway and support marketing for its Enclave cybersecurity product. The company completed a 1‑for‑52 reverse stock split, elected five directors, ratified its independent auditor, and appointed CEO Brian Haugli as Chairman of the Board.
SideChannel, Inc. furnished an update about its cybersecurity product suite. The company issued a press release announcing expanded capabilities within its Enclave platform, which are designed to address a growing gap between how access is granted and how organizations actually operate. This update focuses on improving how companies manage and control access to their systems and data.
The press release is provided as an exhibit and is treated as a Regulation FD disclosure, meaning it is being shared to ensure broad, fair access to this information. The company also notes that this press release and related disclosure are not considered filed for liability purposes under certain securities laws unless specifically incorporated into another filing.
SideChannel, Inc. is implementing a 1-for-52 reverse stock split of its common stock. At 4:00 p.m. ET on January 22, 2026, each block of 52 pre-split shares will automatically convert into one share, with any fractional share rounded up to the nearest whole share.
The reverse split will reduce the number of outstanding common shares from approximately 231.2 million to approximately 4.4 million, while leaving the authorized share count and par value unchanged. The company’s common stock, quoted on the OTCQB, is expected to begin trading on a post-split basis at market open on January 23, 2026.