Aeluma, Inc. Files 2024 Annual Report

TL;DR

Aeluma Inc. 10-K filed. Check financials for FY24.

AI Summary

Aeluma, Inc. filed its annual report on Form 10-K for the fiscal year ended June 30, 2024. The company, incorporated in Delaware and headquartered in Goleta, California, operates in the Semiconductors & Related Devices industry. Aeluma, Inc. was formerly known as Parc Investments, Inc. before a name change on October 16, 2020. The filing is associated with SEC file number 000-56218.

Why It Matters

This 10-K filing provides a comprehensive overview of Aeluma, Inc.'s financial performance and business operations for the fiscal year, crucial for investors and stakeholders to assess the company's health and future prospects.

Risk Assessment

Risk Level: low — This is a standard annual report filing with no immediate red flags or significant new disclosures of risk.

Key Players & Entities

• Aeluma, Inc. (company) — Registrant
• June 30, 2024 (date) — Fiscal year end
• Delaware (jurisdiction) — State of incorporation
• Goleta, California (location) — Principal executive offices
• 3674 (industry_code) — Standard Industrial Classification (Semiconductors & Related Devices)
• Parc Investments, Inc. (company) — Former company name
• October 16, 2020 (date) — Date of name change
• 000-56218 (sec_file_number) — Commission File Number

FAQ

Key Financial Figures

• $0.0001 — Section 12(g) of the Act: Common Stock, $0.0001 par value Indicate by check mark if th
• $2 — r 31, 2023, as computed by reference to $2.90, the price at which the common stock
• $1,323,237 — ere awarded several contracts, totaling $1,323,237 , some of which is from the U.S. Navy,
• $30B — image sensors market is projected to be $30B in 2026 (Source: Yole Development). Man
• $5 — LiDAR market is projected to be between $5-80B in 2030 (https://www.bloomberg.com/
• $14,014 — . The current rent for this property is $14,014 per month, with a CPI escalation over t

Filing Documents

• ea0215719-10k_aelumainc.htm (10-K) — 622KB
• ea021571901ex31-1_aelumainc.htm (EX-31.1) — 9KB
• ea021571901ex31-2_aelumainc.htm (EX-31.2) — 9KB
• ea021571901ex32-1_aelumainc.htm (EX-32.1) — 4KB
• ea021571901ex32-2_aelumainc.htm (EX-32.2) — 4KB
• ea021571901ex97-1_aelumainc.htm (EX-97.1) — 22KB
• 0001213900-24-082694.txt ( ) — 3643KB
• almu-20240630.xsd (EX-101.SCH) — 28KB
• almu-20240630_cal.xml (EX-101.CAL) — 28KB
• almu-20240630_def.xml (EX-101.DEF) — 160KB
• almu-20240630_lab.xml (EX-101.LAB) — 304KB
• almu-20240630_pre.xml (EX-101.PRE) — 170KB
• ea0215719-10k_aelumainc_htm.xml (XML) — 305KB

Business

Business 1 Item 1A.

Risk Factors

Risk Factors 5 Item 1B. Unresolved Staff Comments 5 Item 1C. Cybersecurity 5 Item 2.

Properties

Properties 5 Item 3.

Legal Proceedings

Legal Proceedings 5 Item 4. Mine Safety Disclosure 5 PART II 6 Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 6 Item 6. Reserved 6 Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

Quantitative and Qualitative Disclosures about Market Risk 10 Item 8.

Financial Statements and Supplementary Data

Financial Statements and Supplementary Data F-1 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 11 Item 9A.

Controls and Procedures

Controls and Procedures 11 Item 9B. Other Information 11 Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 11 PART III 12 Item 10. Directors, Executive Officers and Corporate Governance 12 Item 11.

Executive Compensation

Executive Compensation 18 Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 21 Item 13. Certain Relationships and Related Transactions, and Director Independence 22 Item 14. Principal Accounting Fees and Services 24 PART IV 25 Item 15. Exhibit and Financial Statement Schedules 25 Item 16. Form 10-K Summary 26

SIGNATURES

SIGNATURES 27 i INTRODUCTORY NOTE Unless otherwise stated or the context otherwise indicates, references to "Aeluma," the "Company," "we," "our," "us," or similar terms refer to Aeluma, Inc. and Subsidiary. Special Note Regarding

Forward-Looking Statements

Forward-Looking Statements This report contains forward-looking statements and information that are based on the beliefs of our management as well as assumptions made by and information currently available to us. Such statements should not be unduly relied upon. Forward-looking statements include statements about our expectations, beliefs, plans, objectives, intentions, assumptions and other statements that are not historical facts or that are not present facts or conditions. Forward-looking statements and information can generally be identified by the use of forward-looking terminology or words, such as "anticipate," "approximately," "believe," "continue," "estimate," "expect," "forecast," "intend," "may," "ongoing," "pending," "perceive," "plan," "potential," "predict," "project," "seeks," "should," "views" or similar words or phrases or variations thereon, or the negatives of those words or phrases, or statements that events, conditions or results "can," "will," "may," "must," "would," "could" or "should" occur or be achieved and similar expressions in connection with any discussion, expectation or projection of future operating or financial performance, costs, regulations, events or trends. The absence of these words does not necessarily mean that a

Forward-looking statements

Forward-looking statements and information are based on management's current expectations and assumptions, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict. These statements reflect our current view concerning future events and are described in this report as anticipated, estimated or expected, as well as general conditions in the economy, capital markets, Securities and Exchange Commission (the " SEC ") regulations which affect trading in the securities of "penny stocks," and other risks and uncertainties. Except as required by law, we assume no obligation to update any forward-looking statements publicly, or to update the reasons actual results could differ materially from those anticipated in any forward-looking statements, even if new information becomes available in the future. Depending on the market for our stock and other conditional tests, a specific safe harbor under the Private Securities Litigation Reform Act of 1995 may be available. Notwithstanding the above, Section 27A of the Securities Act of 1933, as amended (the " Securities Act "), and Section 21E of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), expressly state that the safe harbor for forward-looking statements does not apply to companies that issue penny stock. Because we may from time to time be considered to be an issuer of penny stock, the safe harbor for forward-looking ii PART I

Business

Item 1. Business. Overview We develop novel optoelectronic devices for sensing and communications applications. Aeluma has pioneered a technique to manufacture devices using high performance compound semiconductor materials on large-diameter substrates that are commonly used to manufacture mass market microelectronics. This enables cost-effective manufacturing of high-performance photodetectors and photodetector array circuits for imaging applications in mobile devices, as well as other technologies. This technology has the potential to enhance the performance and capability of camera image sensors, light detection and ranging (LiDAR), augmented reality/virtual reality (AR/VR), facial recognition, and other applications. Because we will leverage compound semiconductor materials, our devices may operate at longer wavelengths than traditional silicon-based image sensors, up to at least 1600 nm, which is advantageous for a number of reasons including eye safety. Beyond 1400 nm is considered eye safe at significantly higher optical power levels relative to that at shorter wavelengths. Therefore, for LiDAR sensing systems, the range (the detectable object distance) can be increased significantly. Operating at specific longer wavelengths (for example, near 1550 nm) also enables imaging both in low light (dark) conditions, as well as in direct sunlight. Therefore, images could be captured outdoors and in various conditions. Additionally, Aeluma's technology may be used to manufacture other electronic and optoelectronic devices in the future including lasers, transistors, and solar cells. Aeluma has acquired key manufacturing equipment, and has headquarters in Goleta, California with a manufacturing cleanroom to house this equipment. Recent Events For the year ended June 30, 2024, we were awarded several contracts, totaling $1,323,237 , some of which is from the U.S. Navy, the Office of the Secretary of Defense, and the Department of Energy, for providing service

Risk Factors

Item 1A. Risk Factors. As a smaller reporting company, we are not required to provide the information called for by this Item. However, we encourage you to review the risk factors included in our registration statement on Form S-1 (File No. 333-273149) that was filed with the SEC on July 6, 2023.

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None. Item 1C. Cybersecurity. Risk Management and Strategy We periodically assess risks from cybersecurity threats, and monitor our information systems for potential vulnerabilities. However, to date, given the small size of our company and the nature of our operations, our reliance on information systems has been limited to the use of standard off-the-shelf software (such as Google, QuickBooks and Microsoft Office) and the use by our employees of standard personal computers. Accordingly, management has not implemented any formal process for assessing, identifying, and managing risks from cybersecurity threats. We depend on digital technologies, including information systems, infrastructure and cloud applications and services, including those of third parties with which we may deal. Sophisticated and deliberate attacks on, or security breaches in, our systems or infrastructure, or the systems or infrastructure of third parties or the cloud, could lead to corruption or misappropriation of our assets, proprietary information and sensitive or confidential data. As a company without significant investments in data security protection, we may not be sufficiently protected against such occurrences. We may not have sufficient resources to adequately protect against, or to investigate and remediate any vulnerability to, cyber incidents. It is possible that any of these occurrences, or a combination of them, could have adverse consequences on our business and lead to financial loss. However, risks from cybersecurity threats have, to date, not materially affected us, our business strategy, results of operations or financial condition. Governance As discussed above, given the nature of our current operations and our experience to date, we do not currently perceive cybersecurity as a particularly significant risk to our business. Accordingly, we have not tasked our Board of Directors with any additional cybersecurity oversight duti

Properties

Item 2. Properties . Our principal executive office is located at 27 Castilian Dr., Goleta, California. Effective February 22, 2021, we entered into a triple-net lease agreement with SBR Associates LP for the commercial building at 27 Castilian Dr. Goleta, California for a term of five years, which began on April 1, 2021. The current rent for this property is $14,014 per month, with a CPI escalation over the initial base rent over the term of the lease. The lease expires on March 31, 2026, with the option to renew the lease with reasonable notice for two 60 months periods.

Legal Proceedings

Item 3. Legal Proceedings. We are not currently involved in any material legal proceedings. From time-to-time we are, and we anticipate that we will be, involved in legal proceedings, claims, and litigation arising in the ordinary course of our business and otherwise. The ultimate costs to resolve any such matters could have a material adverse effect on our financial statements. We could be forced to incur material expenses with respect to these legal proceedings, and in the event that there is an outcome in any that is adverse to us, our financial position and prospects could be harmed.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures Not applicable. 5 PART II

Market for

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market Information Our common stock trades on the OTCQB system under the symbol "ALMU." Our CUSIP number is 00776X. There is currently limited trading volume for our Common Stock. Holders of Record As of September 25, 2024, we had 12,178,424 shares of our common stock outstanding held by approximately 99 stockholders of record. Dividend Policy We have never paid any cash dividends on our capital stock and do not anticipate paying any cash dividends on our common stock in the foreseeable future. We intend to retain future earnings to fund ongoing operations and future capital requirements. Any future determination to pay cash dividends will be at the discretion of our board of directors and will be dependent upon financial condition, results of operations, capital requirements and such other factors as the board of directors deems relevant. Recent Sales of Unregistered Securities During the periods covered by this Report, we have not issued unregistered securities to any person, except as described below. None of these transactions involved any underwriters, underwriting discounts or commissions, except as specified below, or any public offerin

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