QS Energy, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>QS Energy, Inc. has filed its 2023 10-K report detailing financial performance and asset information.</b>

AI Summary

QS Energy, Inc. (QSEP) filed a Annual Report (10-K) with the SEC on April 9, 2024. QS Energy, Inc. filed its annual report for the fiscal year ending December 31, 2023. The company is incorporated in Nevada and operates in the Oil & Gas Field Machinery & Equipment sector. The filing includes financial data for the fiscal years 2023, 2022, and 2021. Key financial statement items such as common stock, additional paid-in capital, and retained earnings are detailed. The report also references specific asset categories including patent costs, stock options, warrants, and convertible notes.

Why It Matters

For investors and stakeholders tracking QS Energy, Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of QS Energy's financial health and operational status for the fiscal year 2023, crucial for investors assessing the company's performance. The detailed breakdown of financial elements and asset categories offers insights into the company's capital structure and investment in intellectual property and operational assets.

Risk Assessment

Risk Level: medium — QS Energy, Inc. shows moderate risk based on this filing. The filing is a standard 10-K, which typically contains a broad range of financial and operational information. Specific risks are not detailed in the provided header information, necessitating a review of the full document for a precise risk assessment.

Analyst Insight

Review the full 10-K filing for detailed financial statements, management discussion and analysis, and risk factors to understand QS Energy's current business standing and future outlook.

Key Numbers

• 2023 — Fiscal Year End (Reported fiscal year)
• 2024-04-09 — Filing Date (Date the 10-K was filed)
• 1231 — Fiscal Year End (Specific date of fiscal year end)
• 3533 — SIC Code (Standard Industrial Classification for Oil & Gas Field Machinery & Equipment)

Key Players & Entities

• QS Energy, Inc. (company) — Filer name
• 2023 (date) — Fiscal year end
• 1231 (date) — Fiscal year end
• 20240409 (date) — Filing date
• NV (location) — State of incorporation
• 3533 (industry) — Standard Industrial Classification
• TOMBALL (location) — Business address city
• 77375 (postal_code) — Business address zip

FAQ

Industry Context

QS Energy, Inc. operates within the Oil & Gas Field Machinery & Equipment industry, a sector focused on providing specialized equipment for oil and gas exploration, production, and transportation.

Regulatory Implications

As a publicly traded company, QS Energy, Inc. is subject to the reporting requirements of the Securities and Exchange Commission (SEC), including the annual filing of a Form 10-K.

What Investors Should Do

1. Analyze the detailed financial statements within the 10-K to assess revenue, expenses, and profitability for FY 2023.
2. Examine the Management's Discussion and Analysis (MD&A) section for insights into the company's operational performance and strategic initiatives.
3. Review the Risk Factors section to understand potential challenges and uncertainties facing QS Energy.

Key Dates

• 2023-12-31: Fiscal Year End — End of the reporting period for the 10-K
• 2024-04-09: Filing Date — Date the 10-K was officially submitted to the SEC

Year-Over-Year Comparison

This is the initial filing data extracted for the 2023 10-K. Comparative data from the previous year's filing (2022) would be available within the full document.

Key Financial Figures

• $0.001 — 2(g) of the Exchange Act: Common Stock, $0.001 par value. Indicate by check mark if t
• $50,000 — eriod in early 2017 at a fixed price of $50,000. This test was performed in January 201

Filing Documents

• qsenergy_i10k-123123.htm (10-K) — 928KB
• qsenergy_ex3101.htm (EX-31.1) — 8KB
• qsenergy_ex3102.htm (EX-31.2) — 8KB
• qsenergy_ex3201.htm (EX-32.1) — 4KB
• 0001683168-24-002236.txt (&nbsp;) — 4444KB
• qsep-20231231.xsd (EX-101.SCH) — 32KB
• qsep-20231231_cal.xml (EX-101.CAL) — 38KB
• qsep-20231231_def.xml (EX-101.DEF) — 152KB
• qsep-20231231_lab.xml (EX-101.LAB) — 305KB
• qsep-20231231_pre.xml (EX-101.PRE) — 262KB
• qsenergy_i10k-123123_htm.xml (XML) — 527KB

Risk Factors

Item 1A. Risk Factors 17

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments 23

Cybersecurity

Item 1C. Cybersecurity 23

Properties

Item 2. Properties 23

Legal Proceedings

Item 3. Legal Proceedings 23

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 23 PART II

Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 5. Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 24

Selected Financial Data

Item 6. Selected Financial Data 25

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

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation 25

Quantitative and Qualitative Disclosures About Market Risk

Item 7A. Quantitative and Qualitative Disclosures About Market Risk 29

Financial Statements and Supplementary Data

Item 8. Financial Statements and Supplementary Data 29

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 29

Controls and Procedures

Item 9A. Controls and Procedures 30

Other Information

Item 9B. Other Information 31 PART III

Directors, Executive Officers and Corporate Governance

Item 10. Directors, Executive Officers and Corporate Governance 32

Executive Compensation

Item 11. Executive Compensation 36

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

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 38

Certain Relationships and Related Transactions, and Director Independence

Item 13. Certain Relationships and Related Transactions, and Director Independence 39

Principal Accounting Fees and Services

Item 14. Principal Accounting Fees and Services 39 PART IV

Exhibits, Financial Statement Schedules

Item 15. Exhibits, Financial Statement Schedules 40

Form 10-K Summary

Item 16. Form 10-K Summary 41

SIGNATURES

SIGNATURES 42 i PART I

Forward-Looking Statements

Forward-Looking Statements This Annual Report on Form 10-K contains forward-looking statements. These forward-looking statements include predictions and statements regarding our future: revenues and profits; customers; research and development expenses and efforts; scientific and other third-party test results; sales and marketing expenses and efforts; liquidity and sufficiency of existing cash; technology and products; and the effect of recent accounting pronouncements on our financial condition and results of operations. You can identify these and other

forward-looking statements by the use of words such as "may," "will," "expects," "anticipates,"

forward-looking statements by the use of words such as "may," "will," "expects," "anticipates," "believes," "estimates," "intends," "project," "potential," "forecast" "continues," "strategies," or the negative of such terms, or other comparable terminology, and also include statements concerning plans, objectives, goals, strategies and future events or performance. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth below under the heading " Risk Factors ." We cannot assure you that we will achieve or accomplish our expectations, beliefs or projections. All forward-looking statements included in this document are based on information available to us on the date hereof. We assume no obligation to update any forward-looking statements. 1

Business

Item 1. Business The discussion of our business is as of the date of filing this report, unless otherwise indicated. Overview QS Energy, Inc. ("QS Energy" or "Company" or "we" or "us" or "our") develops and seeks to commercialize energy efficiency technologies that assist in meeting increasing global energy demands, improving the economics of oil transport, and reducing greenhouse gas emissions. The Company's intellectual properties include a portfolio of domestic and international patents, a substantial portion of which have been developed in conjunction with and exclusively licensed by us from Temple University of Philadelphia, PA ("Temple"). QS Energy's primary technology (and for now only technology) is called Applied Oil Technology (AOT), a commercial-grade crude oil pipeline transportation flow-assurance product. Engineered specifically to reduce pipeline pressure loss, increase pipeline flow rate and capacity, and reduce shippers' reliance on diluents and drag reducing agents to meet pipeline maximum viscosity requirements, AOT is a 100% solid-state system that in lab and other tests has shown to reduce crude oil viscosity by applying a high intensity electrical field to crude oil while in transit. AOT technology has shown to deliver reductions in crude oil viscosity and pipeline pressure loss as demonstrated in independent third-party tests performed by the U.S. Department of Energy, the PetroChina Pipeline R&D Center, and ATS RheoSystems, a division of CANNON, at full-scale test facilities in the U.S. and China, and under commercial operating conditions on one of North America's largest high-volume crude oil pipelines. Prior testing on a commercial crude oil condensate pipeline demonstrated high correlation between laboratory analysis and full-scale AOT operations under commercial operating conditions with onsite measurements and data collected by the pipeline operator on its supervisory control and data acquisition ("SCADA") system. The AOT product is

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View this 10-K filing on SEC EDGAR