{"url_path":"/sec/mtekw/10-k/2026/item-4","section_key":"item-4","section_title":"Item 4 INFORMATION ON THE COMPANY **","topic":"sec","document":{"doc_type":"20-F","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/1872964/0001213900-26-057766-index.html","accession_number":"0001213900-26-057766","cik":"0001872964","ticker":"MTEK","issuer_name":"Maris Tech Ltd.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1872964/0001213900-26-057766-index.html","primary_entity_key":"0001872964","primary_entity_name":"Maris Tech Ltd."},"word_count":6712,"has_tables":true,"body_markdown":"** **\n\n**ITEM 4. INFORMATION ON THE COMPANY **\n\n** **\n\n**A. History and Development of the Company**\n\n \n\nWe were incorporated in 2008\nin Israel under the name “Maris Technologies Marketing Ltd.” On November 4, 2020, we changed our name to “Maris-Tech\nLtd.” We develop, design and manufacture AI-enabled and video edge computing products and assemblies, primarily for defense applications.\nOur offerings include both OEM grade components and subsystems, as well as fully integrated video and AI processing assemblies, tailored\nto meet the operational and technical requirements of defense platform manufacturers. In October 2024, we established Maris U.S. to serve\nas the strategic hub for our operations across the United States.\n\n \n\nWe operate in Israel and the\nUnited States, and sell to customers in other countries, including the United States, the United Kingdom, Western Europe, Eastern Europe,\nCzech Republic, India, Australia and Switzerland.\n\n \n\nOur principal executive offices\nare located at 2 Yitzhak Modai Street, Rehovot, Israel 7608804. Our telephone number in Israel is 972.72.2424022. Our website address\nis *www.maris-tech.com*. The information contained on our website or available through our website is not incorporated by reference\ninto and should not be considered a part of this Annual Report, and the reference to our website in this Annual Report is an inactive\ntextual reference only. Puglisi & Associates is our agent in the United States and its address is 850 Library Ave., Suite 204, Newark,\nDE 19711 Tel: 302.738.6680.\n\n \n\n22\n\n \n\n \n\nWe are an “emerging\ngrowth company,” as defined in Section 2(a) of the Securities Act. As such, we are eligible to, and intend to, take advantage of\ncertain exemptions from various reporting requirements applicable to other public companies that are not “emerging growth companies”\nsuch as not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, or the\nSarbanes-Oxley Act. We could remain an “emerging growth company” until the end of our fiscal year ending on the fifth year\nfollowing the completion of our IPO, or until the earliest of (a) the last day of the first fiscal year in which our annual gross revenues\nexceeds $1.235 billion, (b) the date that we become a “large accelerated filer” as defined in Rule 12b-2 under the Exchange\nAct, which would occur if the market value of our Ordinary Shares that is held by non-affiliates exceeds $700 million as of the last business\nday of our most recently completed second fiscal quarter, or (c) the date on which we have issued more than $1 billion in nonconvertible\ndebt during the preceding three-year period.\n\n \n\nWe are a “foreign private\nissuer” as defined by the rules under the Securities Act and the Exchange Act. Our status as a foreign private issuer also exempts\nus from compliance with certain laws and regulations of the SEC and certain regulations of Nasdaq, including the proxy rules, the short-swing\nprofits recapture rules, and certain governance requirements such as independent director oversight of the nomination of directors and\nexecutive compensation. In addition, we are not required to file annual, quarterly and current reports and financial statements with the\nSEC as frequently or as promptly as U.S. domestic companies registered under the Exchange Act. \n\n \n\nFor years ended December 31,\n2025 and 2024, our capital expenditures were $22,700 and $190,994, respectively. Our current capital expenditures are primarily for equipment,\ncomputers, software, research and development equipment and leasehold improvements substantially all in Israel, and we expect to finance\nthese expenditures primarily from cash on hand.\n\n \n\nOn February 4, 2022, we closed\nour IPO and issued and sold Ordinary Shares, pre-funded warrants and warrants, including pursuant to the partial exercise of the underwriters’\nover-allotment option, resulting in aggregate gross proceeds of approximately $17.8 million, before deducting underwriting discounts,\ncommissions and offering expenses. Certain warrants issued in the IPO remain outstanding and are exercisable until February 4, 2027.\n\n \n\nOn March 6, 2026, we entered\ninto a Securities Purchase Agreement, or the Purchase Agreement, with an institutional investor, or the Purchaser, pursuant to which,\non March 9, 2026, we issued and sold in a registered direct offering (i) 882,825 Ordinary Shares at a purchase price of $1.24 per share\nand (ii) pre-funded warrants, or the Pre-Funded Warrants, to purchase up to 722,311 Ordinary Shares at a purchase price of $1.2399 per\nPre-Funded Warrant. Each Pre-Funded Warrant is exercisable for one Ordinary Share at an exercise price of $0.0001 per share and is exercisable\nimmediately and until exercised in full, subject to a 9.99% beneficial ownership limitation. The gross proceeds from the offering were\napproximately $2.0 million before deducting offering expenses payable by us. The Ordinary Shares and the Pre-Funded Warrants were offered\npursuant to our effective shelf registration statement on Form F-3 (File No. 333-270330).\n\n** **\n\n**B. Business Overview**\n\n \n\nWe are a B2B provider of AI-enabled\nand video computing technology, focused on the development of advanced video processing solutions for defense applications. Our miniature,\nlightweight, and low-power products deliver high-performance capabilities including raw data processing, seamless transfer, advanced analytics\nand intelligent video transmission. Founded by Israeli technology-sector veterans, Maris-Tech primarily serves defense platform manufacturers\nworldwide through the supply of both OEM-grade components and subsystems, as well as fully integrated video processing assemblies. In\naddition, we support selected professional applications, including aerospace, intelligence gathering and HLS.\n\n \n\nIn addition to our longstanding\nfocus on OEM-grade components and subsystems, we have expanded our capabilities to deliver fully integrated solutions. Our products are\nprimarily designed for unmanned aerial, ground, maritime platforms, observation processing assemblies and system-level solutions, primarily\nfor defense platforms. This expanded delivery model enables us to support customers across a broader portion of the value chain, from\nsubsystem integration through complete onboard video processing assemblies, while maintaining flexibility to address varying customer\nintegration and deployment requirements.\n\n \n\n23\n\n \n\n \n\nFor defense, and other professional\nmarkets, we provide a range of customizable, low-power and miniature solutions that incorporate advanced video and audio hardware with\nintegrated embedded firmware. Our offerings include both OEM components and subsystems, as well as fully integrated video processing assemblies,\ndesigned for applications requiring complex and high- performance video and audio processing, streaming, recording, debriefing and analytics\nfunctionalities.\n\n \n\nOur products are primarily\ndesigned for unmanned aerial, ground, maritime platforms, observation systems and any other remotely operated platforms used for intelligence,\nsurveillance and reconnaissance, or ISR, situational awareness analysis and investigation. Our products, which are further described below,\nare deployed worldwide in defense platforms, including unmanned systems and observation solutions supporting ISR and situational awareness\nappliances. Our customers include leading electro-optical payload, radio frequency, or RF, datalink and unmanned platforms manufacturers\nas well as other large defense system providers. We also serve selected customers in homeland security, or HLS, and related professional\nmarkets.\n\n* *\n\nIn addition to our core defense\nactivities, we offer selected off-the-shelf and customizable miniature, low power video and audio streaming and recording solutions for\ncertain civilian and homeland security applications, including selected homeland security and autonomous vehicle-related use cases.\n\n \n\n** **\n\n \n\nOur solutions are designed\nfor deployment in mission-critical operational environments, where reliability, performance and robustness are essential. Many of our\nproducts are integrated into platforms that operate under demanding field conditions, requiring consistent performance, low latency and\noperational continuity in real-world defense and military scenarios.\n\n** **\n\n**Our Strengths**\n\n \n\nWe believe that our main strengths\ninclude:\n\n \n\n \n●\n**Strong research and development capabilities**: our research and development team has over 30 years of experience in the field and possesses extensive expertise in the development of advanced video and audio systems, as well as in adapting these systems to specific customer requirements. Our team maintains deep familiarity with current technologies and continuously incorporates relevant technological advancements to ensure that our products evolve in line with market needs and operational requirements.\n\n \n\n \n●\n**Commitment to investment and development of our intellectual property portfolio**: our intellectual property portfolio currently includes an approved patent, multiple patentable technology solutions, in various stages of preparation for patent registration, as well as extensive proprietary know-how, embedded in our product design, resulting from the unique skill set and field experience of our team. We believe these patentable technology solutions and proprietary know-how are unique, the result of years of research and development, and provide a significant entry barrier to our competitors.\n\n \n\n24\n\n \n\n \n\n \n●\n**Strong\nmanagement team with relevant experience**: our management team has decades of experience in the field, and a strong technological\nbackground, and a proven track record of engagement with large defense and military organizations, as well as private security and HLS\nentities. Our management team also has extensive experience in executive leadership and in managing publicly traded companies.\n\n \n\n \n●\n**Market validation**: our products are operational and deployed in the field, by defense and military organizations, including use in mission-critical applications. Our products are often selected due to  their unique technological characteristics and our ability to work closely with customers to adapt and customize solutions to meet specific operational requirements. In addition, our products served as the video recording and streaming solution on the 2019 Space-IL “Beresheet” lunar mission.\n\n \n\n \n●\n**Unique technology and design**: our products are designed to be scalable in size and weight while maintaining low latency, extended operational range and durability. Our solutions are among the smallest and lightest systems available in the market without compromising performance, reliability or operational robustness, which are critical for small, unmanned platforms and covert applications. In addition, our modular product architecture enables the configurations of customized solutions through the combination and interchangeability of multiple functional building blocks within a consistent form factor.\n\n** **\n\n**Industry Overview and Market Opportunity**\n\n \n\nThe broader video streaming,\nprocessing and analysis markets have evolved significantly over the past decade, driven by the widespread availability of advanced wireless\nnetworks and the increased adoption of unmanned and remotely operated platforms in defense and military applications, as well as in certain\ncommercial use cases. In particular, the use of unmanned platforms across aerial, ground and maritime domains has expanded substantially\nin recent years, driving demand for high-performance, low-latency edge video processing and analytics capabilities.\n\n \n\n** **\n\n**The global video surveillance market**\n\n \n\nAccording to Mordor Intelligence,\nthe global video surveillance systems market was valued at approximately $71.65 billion in 2026 and is projected to reach approximately\n$118.83 billion by 2031, representing a compound annual growth rate, or CAGR, of approximately 10.65% during the forecast period from\n2026 to 2031.\n\n \n\nThe continued shift from analog\nsurveillance systems to network-based architecture has enabled higher-bandwidth video transmission, improved scalability and broader deployment\nflexibility, supporting increased adoption of advanced surveillance capabilities in governmental and other sectors.\n\n \n\n25\n\n \n\n \n\nNetwork based cameras are\ndeployed across a broad range of environments, enabling real-time monitoring and centralized management in both public and private settings.\n\n \n\nMarket growth is supported\nby increasing security requirements, continued migration toward network-based -based architecture, and the integration of connected sensors\nand systems. At the same time, deployment complexity, integration costs and the availability of skilled personnel may moderate adoption\nrates in certain segments. Ongoing investments in connected infrastructure and advanced analytics are expected to support continued market\nexpansion.\n\n \n\n**The Global UAV Payload and Subsystems Market**\n\n \n\nAccording to Mordor Intelligence,\nthe global market for unmanned aerial vehicle, or UAV, payloads and subsystems was valued at approximately $7.86 billion in 2025 and is\nprojected to grow from $8.61 billion in 2026 to approximately $13.55 billion by 2031, representing a CAGR of approximately 9.49% during\nthe forecast period from 2026 to 2031. Growth in this market is driven in part by the increasing adoption of unmanned systems and rising\ndemand for higher-performance payload capabilities, particularly in defense and military applications, as well as certain commercial use\ncases.\n\n \n\nUnmanned platforms, equipped\nwith video, communications and AI-enable artificial intelligence analysis payloads capabilities are increasingly deployed for remote operation,\nreal-time scene monitoring, inspection, situational awareness and intelligence gathering. This growth has increased demand for high-fidelity,\nlow-latency video systems, onboard sensors and edge data processing units that can operate reliably under mission-critical conditions.\nAs additional use cases emerge, payload capabilities and supporting software are expected to continue advancing in performance, stability\nand operational robustness.\n\n \n\nThis activity growth, along\nwith the need for increased operational efficiency and reduced human intervention, is at the forefront of the constant drive for new advancements\nand improvements, especially in the following areas:\n\n \n\n \n●\n**High Fidelity, Streaming and Latency**. As demand for higher-fidelity video and audio increases, payloads are required to support real-time streaming at high quality. With unmanned platforms increasingly deployed in defense and other real-time, high-risk scenarios, the industry continues to seek solutions that enable remote operation and real-time video streaming and analytics with minimal latency, without compromising video integrity, reliability or resolution.\n\n \n\n \n●\n**Size***.* The continuing trend toward smaller unmanned and covert platforms ongoing demand for smaller payload form factors, particularly in applications requiring low visibility and operation in confined environments. As miniaturization progresses, technical solutions are required to reduce payload size while maintaining or improving operational capabilities. For example, our Mars V300 is similar to the size of a quarter.\n\n \n\n \n\n \n\n \n●\n**Weight***.*\nAs payloads are increasingly deployed on smaller unmanned platforms and other field deployed systems, continued reductions in payload\nweight are required. The market therefore seeks technical solutions that enable lighter payloads without compromising operational performance\nor functionality. Payload weight may also significantly impact mission duration and overall operational planning.\n\n \n\n26\n\n \n\n \n\n \n●\n**Design***.* As unmanned platform technologies are adopted across an increasing range of applications, innovative payload design has become critical to enhancing operational effectiveness. Multi-modal platforms capable of operating across mixed environments, including day and night, air, land and maritime domains, are gaining broader adoption, driving demand for payloads that can function reliably across multiple environments In addition, many operational scenarios require coordinated use of multiple platforms, increasing the need for payload designs that support efficient, continuous and secure data sharing across platforms.\n\n \n\n \n●\n**Range and Endurance**. The increasing requirement to operate beyond visual line of sight and to support long range, extended-duration missions continue to drive demand for improved operational range and endurance capabilities. Advancements in payload design and power efficiency are required to enable sustained operation over longer mission durations. As a result, the industry remains highly focused on improving range and endurance related features.\n\n \n\n \n●\n**Video encoding***.* The evolution of video encoding standards, including MPEG-2, MPEG-4, H.264 and H.265, has increased computational requirements in order to achieve higher video quality and efficiency. In parallel, video resolutions have progressed from standard definition and, more recently, to 4K and 8K formats. Together, these trends have significantly increased the computing power required to support real-time, low-latency video processing.\n\n \n\n \n●\n**Sensors**. Increasing demand for advanced onboard sensors and processing capabilities is driving the need for intelligent payload design. The integration of multiple sensors and the ability to deliver multi-sensor analytics in real-time support enhanced situational awareness and decision-making, while maintaining platform performance, size, weight and cost constraints.\n\n \n\n \n●\n**Autonomy and Processing**. There is a growing demand for platforms and payloads capable of operating autonomously, whether semi-autonomous or fully autonomous, while maintaining robust operational performance through edge computing. As autonomy requirements increase, payload capabilities, such as sensors and onboard processing, play a critical role in enabling functions including adaptive maneuverability, sense-and-avoid capabilities, object tracking and waypoint navigation.\n\n** **\n\n**Our Core Products**\n\n \n\nWe offer ready-to-use, off-the-shelf\nproducts that can be purchased through our sales representatives, as well as fully customizable solutions tailored to our customers’\nspecific technical and operational requirements. Our offerings include both OEM-grade components and subsystems, as well as fully integrated\nvideo processing assemblies, and are typically delivered directly or through selected commercial partners. Our products are built on cutting-edge\ntechnology and designs, and are distinguished by extreme miniaturization, low latency and advanced analytical capabilities. These features\nenable us to deliver standardized products or developed customized solutions primarily for defense and military applications, as well\nas selected professional and homeland security use cases. Our product portfolio includes hardware platforms integrated with embedded\nsoftware which enable video, audio and data capture, processing, encoding, recording, streaming, display, playback and analytics.\n\n \n\nOur main product families\nare described below:\n\n \n\n**Jupiter Family**\n\n \n\nA miniature intelligent video\nprocessing solution, Jupiter provides robust and reliable communication capabilities, supporting high-quality video and audio capture,\nencoding, decoding, transcoding and display, forward error correction, or FEC, raw video recording, raw data pre-processing, and low latency\nstreaming over Ethernet. The Jupiter family is designed to support mission-critical defense applications, including UAV, intelligence\ngathering, surveillance and situational awareness.\n\n \n\n27\n\n \n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Jupiter-AI*\n \nMultiple channel SD/HD H.265 codec for low-latency streaming, recording, display + Hailo-8 AI acceleration.\n \n \n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Jupiter-Nano*  \n \nUltra small dual channel SD/HD h.264/5 codec for low-latency streaming, recording and display.\n \n \n\n \n \n \n \n \n \n\n*Jupiter Mini*\n \nMulti-channel H.264/5 codec & AI accelerator\n \n \n\n \n \n \n \n \n \n\n*Jupiter-SB/SB-AI*\n \nMulti-channel H.264/5 codec & AI accelerator for Sony block-based applications.\n \n \n\n \n \n \n \n \n \n\n*Jupiter-Drones*\n \nDrone oriented dual-channel SD/HD H.265 codec supporting end-to-end 100 msec ultra-low latency streaming over networks using Maris SW player for Windows, Linux, and Android.\n \n \n\n \n\n28\n\n \n\n \n\n**Uranus Family**\n\n \n\nUranus delivers 360° 3D\nsituational awareness and advanced airborne threat protection capabilities. It is designed to support land defense missions by providing\nreal-time alerts, ultra-low latency, performance and high-resolution video encoding, including support for resolutions of up to 8K. The\nplatform’s flexible architecture is well suited for mission-critical applications such as armored fighting vehicles, or AFVs, and\nobservation posts, supporting modern defense and military operational requirements.\n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Uranus AI*\n \n360° video and AI situational awareness platform.\n \n \n\n \n \n \n \n \n \n\n*Uranus Ultra*\n \nProvides 360° 3D situational awareness and airborne perspectives, up to 12 SD/HD camera inputs, AI-driven threat detection, real-time analytics powered by dual Hailo AI accelerators, low latency transmission.\n \n \n\n \n \n \n \n \n \n\n*Uranus Drones*\n \nDrone-oriented video encoding solution, featuring a 4K HD / H.265 encoder powered by Rockchip technology. Designed for high-performance aerial video streaming and recording, it delivers low-latency, high-efficiency encoding, making it ideal for UAVs, surveillance, and defense applications.\n \n \n\n \n\n29\n\n \n\n** **\n\n**Mars Family**\n\n \n\nThe Mars family of miniature\nintelligent video processing solutions supports multiple wireless connectivity options, including RF datalink, RF datalink combined with\n+ LTE, LTE, and Wi-Fi. The system is designed to interface with both digital video sensors and analog cameras, encode H.265 video with\nintegrated AAC audio, stream RTP and RTSP channels over Ethernet, and record MP4 files on EMMC.\n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Mars V300*\n \nThe Mars V300, which is our smallest product in size, is a miniature wearable H.265 DVR & Streamer. Able to Capture MIPI or CVBS cameras as well as microphone (on board or external if connected), streams RTP (Unicast/ Multicast) and/or RTSP channels over Ethernet and record MP4 files on EMMC. Able to Act as USB mass storage device when connected to PC and Maintain RTC with battery backup. Set-up using PC App via USB or Ethernet.\n \n \n\n \n \n \n \n \n \n\n*Mars RF*\n \nMars RF is integrated with a long range miniature RF-Datalink.\n \n \n \n\n \n \n \n \n \n \n\n*Mars DVR*\n \nA miniature sniper gun sight H.265 DVR & streamer.\n \n \n\n \n\n30\n\n \n\n* *\n\n**Venus Family**\n\n** **\n\n** **\n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n**Venus**\n \nThe Venus is an ultra-low-latency streaming solution based on Neptune core with field programmable gate array, or FPGA, running h.264 Codec-IP core. Specifically designed to meet drones and autonomous vehicle critical requirement for low latency and accurate constant bitrate. Simultaneously supporting dual video inputs or outputs (any combination of HDSDI and Analog). Streaming over Ethernet, sub-frame end-to-end ultra-low-latency, high CBR accuracy, up to 2 separated streams simultaneously, web-browser-based control over networks.\n \n \n\n \n \n \n \n \n \n\n*Venus Pro*\n \nArmored vehicle video distribution assisting driving & command and control.\n \n \n\n** **\n\n**Ruggedized Products**\n\n \n\nOur ruggedized products incorporate\na smart onboard architecture designed to enable real-time and accurate video and AI processing capabilities, including object detection,\nclassification and tracking, under demanding operational conditions.\n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Jupiter-Drones (R)*\n \nDrone oriented dual-channel SD/HD H.265 codec supporting end-to-end 100 msec ultra-low latency streaming over networks using Maris SW player for Windows, Linux, and Android.\n \n \n\n \n\n31\n\n \n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Opal*\n \nBased on our Jupiter-AI technology, Opal is a tactical edge computing system based on a multi-channel H.264/5 streaming and recording platform with AI acceleration capabilities.\n \n \n\n \n \n \n \n \n \n\n*Jade*\n \nA ruggedized video distribution platform for defense applications.\n \n \n\n \n \n \n \n \n \n\n*Mini Jade*\n \nA compact version of the ruggedized video distribution platform for defense applications.\n \n \n\n \n \n \n \n \n \n\n*Emerald*\n \nRuggedized raw-video recorder for armored vehicles  \n \n \n\n \n \n \n \n \n \n\n*Coral*\n \nA miniature tactical intelligence gathering unit.  \n \n \n\n \n \n \n \n \n \n\n*Jasper*\n \nAI-based miniature tactical intelligence gathering unit.  \n \n \n\n \n \n \n \n \n \n\n*Amethyst*\n \nAn advanced miniature and low power H.265 multiple stream recorder and streamer over narrow band cellular and ethernet network.\n \n \n\n \n\n32\n\n \n\n \n\n**Product**\n \n**Description and Technical Specifications**\n \n \n**Picture**\n\n*Amethyst 5-G*\n \nAn advanced miniature and low power H.265 multiple stream recorder and streamer over 5G narrow band cellular and ethernet network.\n \n \n\n \n \n \n \n \n \n\n*Pearl*\n \nUltimate multiple Ultra-HD, edge computing platform.\n \n \n\n \n \n \n \n \n \n\n*Diamond Ultra*\n \nAI-based situational awareness platform designed for armored fighting vehicles.  \n \n \n\n \n \n \n \n \n \n\n*Onyx*\n \nRuggedized miniature and low-power edge computing solution supporting video streaming & recording and AI applications.\n \n \n\n \n \n \n \n \n \n\n*Saturn*\n \nNew space situational awareness platform.\n \n \n\n** **\n\n*Garnet*\n \nA compact, lightweight, and low-power integrated video and AI payload for miniature drones.\n \n \n\n______________________\n\n*Peridot*\n \nA ruggedized observation system designed for wide-area daytime surveillance in defense and homeland security applications. The system utilizes four IP day cameras arranged to provide a continuous field of view with partial overlap, allowing operators to monitor large areas. Peridot transmits raw video through an integrated Ethernet switch to the user’s system, enabling connection to external recording, analytics or AI processing platforms.\n \n \n\n \n\n \n \n \n \n \n \n \n \n\n** **\n\n33\n\n \n\n** **\n\n*Peridot-Night*\n \nA ruggedized, modular night-vision observation system designed for surveillance in defense and homeland security applications. The system provides a 90° field of view, or FOV, module by combining three thermal cameras with a full-HD day camera. Multiple modules may be deployed together to expand coverage, including 180° coverage using two modules and up to 360° coverage using four modules, depending on operational requirements\n \n\n** **\n\n**Legacy Products**\n\n \n\nCertain products from the\nMercury and Neptune product families are classified as “Legacy Products,” which means they are no longer in active manufacture,\nbut may be available for custom orders.\n\n \n\n**Strategy**\n\n \n\nIn parallel with our near-term\noperational priorities, we are focused on executing a multi-year strategic development framework aimed at expanding our technological\ncapabilities, broadening our product offerings and strengthening our presence in selected geographic markets. This framework is designed\nto support sustainable growth by aligning our research and development efforts, go-to-market approach and partnership strategy with evolving\ndefense and security market requirements.\n\n \n\nOur strategic objective is\nto strengthen our position as a leading provider of video streaming and AI-accelerated edge computing systems designed for unmanned platforms\nsupporting intelligence gathering and situational awareness applications. To support this objective, we are expanding our international\nactivities and seeking to enter into agreements or arrangements with additional business partners in selected global markets.\n\n \n\nWe intend to continue focusing\non expanding our presence in the U.S. market. In October 2024, we established Maris U.S. to serve as the strategic hub for our operations\nacross the United States, further enhancing our ability to deliver localized support and forge new business relationships in North America.\nDuring 2025, we continued to advance our U.S. market strategy through localized operational initiatives and commercial expansion efforts,\nincluding entering into a product supply agreement with One Stop Systems, Inc. to promote and support our solutions to U.S. defense customers.\n\n \n\nIn the United States, we are\nfocused on deepening our market presence through strategic collaborations with technology partners, system integrators and platform manufactures,\nalongside direct customer engagement. These collaborations are intended to enhance solution integration, accelerate market access and\nsupport long-term growth in the U.S. defense and military markets.\n\n \n\nIndia represents a strategically\nimportant market for our defense and security solutions. We are focused on expanding our activities in India through distribution partnerships,\ncustomer engagements and support of programs that require advanced video processing and situational awareness capabilities. Our approach\nemphasizes long-term collaboration and ability to adapt our solutions to local operational and programmatic requirements.\n\n \n\nOur current and future efforts\ninclude:\n\n \n\n \n●\nparticipation in professional defense, security and technology expos, conventions and exhibitions; \n\n \n\n \n●\nentering into agreements or arrangements with distributors in the U.S. markets; and\n\n \n\n \n●\nexploring collaborative relationships with defense entities, as well as selected HLS and commercial entities, for the development of new customized products.\n\n \n\n34\n\n \n\n \n\nIn addition to operating in\nIsrael and the United States and selling to customers in other countries, including the United States, the United Kingdom, Western Europe,\nEastern Europe, Czech Republic, India, Australia and Switzerland, we are also expanding our marketing activities in Eastern Europe, primarily\nin Poland and Ukraine. In these markets, we are actively promoting our situational awareness solutions for UAV applications, including\nsolutions based on our Jupiter and Uranus product families.\n\n \n\nMoreover, we intend to continue\ninvesting significant resources in research and development to enhance and expand existing product portfolio. We plan to develop new advanced\nproducts in alignment with evolving technological trends and operational requirements, in order to maintain our innovative capabilities\nand competitive position.\n\n \n\nWe intend to further advance\nour breakthrough technologies and commercialization efforts. To achieve these objectives, we plan to:\n\n \n\n \n●\nengage with additional suppliers and service providers to improve and streamline our product development and supply chains;\n\n \n\n \n●\nincrease marketing and sales activities, focusing on selected defense and military target markets;\n\n \n\n \n●\nincrease participation in relevant professional exhibitions, conventions and exhibitions;\n\n \n\n \n●\nengage with distributors and systems integrators; and\n\n \n\n \n●  \nestablish collaborations with strategic customers and entities primarily in the defense and military sectors, as well as selected HLS and autonomous platform markets.\n\n \n\nWhile our core strategic\nfocus is on defense and military applications, many of our technologies are inherently dual-use and may be adapted to selected HLS and\nprofessional applications, subject to customer requirements and applicable regulatory considerations.\n\n \n\n**Intellectual Property**\n\n \n\nWe rely on a combination of\nintellectual property strategies, including patents and trade secret protection laws, to protect our proprietary technology and intellectual\nproperty that includes: (1) proprietary know-how; (2) patents; (3) registered designs (also known in some jurisdictions as design patents);\nand (4) trademarks.\n\n \n\nOur intellectual property\nstrategy primarily relies on proprietary know-how and confidential information to maintain a competitive position in markets requiring\ncomplex, high-performance video and audio processing, streaming, recording and debriefing capabilities for unmanned platforms and related\napplications. Consistent with common industry practice, we selectively refrain from patent registration in order to avoid disclosure of\nsensitive proprietary information that could enable competitors to replicate non-patentable know-how. We believe that our expertise and\naccumulated know-how support our ability to remain competitive in the development of new products. However, in light of our expected growth\nand expansion into additional markets, we also seek to protect certain innovations through patent filings.\n\n \n\nIn April 2021, we filed a\npatent application in Israel and currently intend to file additional patents in Israel and then file for an international recognition.\nPursuant to international conventions, such as the Paris Convention, an application made in Israel can be used to establish a priority\ndate for applications subsequently made in other countries. For example, the Patent Cooperation Treaty, or the PCT, allows for an international\napplication to be made claiming priority from an application made in a participating country. Under the PCT, a patent application must\nbe made in each country where patent protection is sought and we filed for PCT in April 2022, using the priority date of the application\nfiled in Israel.\n\n \n\n35\n\n \n\n \n\nIn September 2024, we were\ngranted a new patent from the United States Patent and Trademark Office for our innovative forward error correction, or FEC, method, which\noptimizes FEC processes in media communication streaming.\n\n \n\nWe have entered into, and\nintend to continue to enter into, customary confidentiality agreements with our employees, consultants, customers, service providers and\nvendors that generally require that any confidential or proprietary information developed by us or on our behalf be kept confidential\nincluding, but not limited to, information related to our proprietary manufacturing process.\n\n \n\nAs of May 14, 2026, we:\n\n \n\n \n●\nown extensive proprietary know-how, which is embedded in our product design, including, for example, modular universal infrastructure (firmware) ubiquitous for the entire range of our products and enabling low-effort customization for a variety of applications; or expertise in mechanical and thermo-design enabling products’ operation in extreme environments and conditions (our technology was tested and found to be fully operational in extreme temperature range, thermal vacuum, vibrations, shock absorbency etc. as part of our collaboration with Israeli SpaceIL and its implementation in the Israeli lunar vehicle “Beresheet” and the development of “Beresheet-2”;\n\n \n\n \n●\nhave several patent applications that we contemplate filing in the next twelve months, for processes which, at the current stage of research and preparation, we believe are viable, including, for example, on-the-fly setting of encoding parameters in accordance with collected metadata;\n\n \n\n \n●\nhave one patent for enhanced forward error correction for video streaming; and\n\n \n\n \n●\nown three Israeli trademarks - “Neptune by Maris” (Israeli Trademark No. 337301), “XtremeView” (Israeli Trademark No. 337303), and “Mercury by Maris” (Israeli Trademark No. 337302).\n\n \n\nNo assurance can be made that\nany of our pending patent or trademark applications, or any future applications, will result in the granting of patents or trademarks.\nThere is also a significant risk that any issued patents or trademarks will have substantially narrower claims than those being sought\nin our applications. Additionally, while we regularly take measures to protect our proprietary information and patentable know-how –\nsuch as regularly entering into confidentiality and nondisclosure agreements with our employees and other third parties – it is\npossible that misappropriation and disclosure, will nevertheless occur.\n\n \n\n**Competition**\n\n \n\nThe video surveillance and\ncommunication platform markets in which we operate are characterized by intense competition, rapid technological advancement and evolving\ncustomer requirements. As we compete with several well-established companies, we invest significant resources in maintaining technological\ndifferentiation while seeking to offer cost-effective solutions relative to competing offerings.\n\n \n\nWe are constantly striving\nto improve our competitive status in the market by:\n\n \n\n \n●\nentering into agreements or arrangements with large and established customers in the industry, which we believe enhances our market position and reputation, strengthens existing customer relationships and supports the development of additional business opportunities;\n\n \n\n \n●\nentering into agreements or arrangements with distributors and technological partners in order to strengthen our position in existing markets to penetrate new markets; and\n\n \n\n \n●\nproviding high level development and support services to existing customers, in order to promote customer retention, and continued engagement on future projects.\n\n** **\n\n36\n\n \n\n** **\n\n**Our Competitive Advantages**\n\n \n\nBased on our product portfolio\nand designs, we believe we possess a differentiated combination of technical knowledge and capabilities. We work closely with customers\nto develop products designed to support mission-critical real-time video streaming and analysis applications across a range of unmanned\nplatforms. We have an established operational track record and a portfolio of proprietary technologies developed by an experienced engineering\nteam, which we believe contributes to meaningful barriers to entry for competitors.\n\n \n\nAccordingly, our products\noffer advantages related to competing solutions in terms of miniaturization, latency and functionality, as well as in their ability to\ndeliver integrated, modular solutions that address multiple customer requirements within a single configurable platform.\n\n \n\nA key differentiating aspect\nof our technology is the ability to perform AI-enabled video processing and analytics at the edge, under strict size, weight, power and\nlatency constraints. This capability enables real-time situational awareness and decision support directly on the platform, without reliance\non continuous high-bandwidth connectivity or centralized processing.\n\n * *\n\n*Modularity and Tailor-made Innovative Solutions*\n\n \n\nMany competing solutions focus\non single products or isolated functionalities. We believe that partners and end-customers value solutions that integrate multiple functionalities\nwithin a single product, reducing the need to combine technologies from multiple providers. The modular architecture of our products enables\nflexible adaptation, configuration and combination of components to meet specific partner and end-customer requirements.\n\n* *\n\n*Miniaturization*\n\n \n\nWhile many competitors seek\nto reduce the size and weight of their solutions to address demand for miniature systems deployable on small, unmanned platforms, our\nproducts are designed to support significant miniaturization while maintaining required functionality and operational performance. This\ncapability enables deployment on a wide range of space-constrained platforms.\n\n* *\n\n*High Performance Products*\n\n \n\nOur products are designed\nto support high performance video analytics across multiple video streams and data sensors, while accommodating a range of video formats\nand network streaming capabilities. These capabilities are delivered with low power consumption (less than 1 watt) and extremely low latency,\nsupporting deployment in power- and space-constrained environments.\n\n* *\n\n*Seasoned Leadership Team and Board with Deep\nIndustry Expertise and Proven Track Record of Innovation*\n\n \n\nWe have been active in the\nmarket since our founding in 2010 by Israel Bar, our Chief Executive Officer, who oversees the daily operations of our business and brings\nextensive experience in the technology sector. Our management team consists of experienced technology professionals with an average of\nmore than 30 years of experience in the video industry. We have developed long-standing relationships with defense and military organizations,\nmany of which are recurring customers of our products and solutions, and have engaged with multiple international partners across various\nmarkets.\n\n** **\n\n**Research and Development**\n\n \n\nOur product development roadmap\nincludes planned OEM solutions and additional products based on our existing and emerging technologies that are currently under development\nor evaluation.\n\n \n\n \n●\nEmerald-Light is a compact, high-performance\nraw-video recording system for small platforms such as drones, unmanned ground vehicles, or UGVs, and other lightweight tactical systems.\nThe system is designed to support integration with deep learning applications, enabling real-time data processing and IA-driven insights.\nEmerald-Light incorporates low-power, high-efficient architecture intended to support reliable raw video recording for mission-critical\noperations.\n\n \n\n37\n\n \n\n \n\n \n●\nTopaz is a lightweight thermal imaging system incorporating edge computing and AI capabilities, based on Jupiter technology. Topaz is designed to support real-time thermal imaging, intelligence analytics and data transmission for defense, surveillance and tactical applications.\n\n \n\n \n●\nRuby Light is a high-quality wearable and concealed video system designed for video acquisition and recording.\n\n** **\n\n**Production and Manufacturing**\n\n \n\nWe design our products in-house,\nwhile the manufacturing of components is outsourced. We procure standard components from multiple manufacturers in order to reduce dependency\non a single supplier and mitigate risks associated with component “end-of-life”. Product assembly is performed by several\nelectronic manufacturing service providers. Final firmware loading, inspection and quality control processes are conducted internally\nto maintain control over our intellectual property and ensure product quality.\n\n \n\nWe consistently monitor inventory\nlevels, and manufacturing and distribution capabilities, and maintain contingency plans to address potential operational disruptions.\nAs our sales and production volumes increase, we may evaluate the implementation of turnkey manufacturing arrangements with selected manufacturing\npartners.\n\n \n\nWe enter into agreements with\nour contractors. Pursuant to such agreements, the contractors will provide the components and/or perform the assembly of such components\nand/or service in accordance with specific terms of the mutually agreed work instructions and purchase orders. The agreements define the\nresponsibilities of each party and the regulatory and compliance requirements that apply and contain industry-standard terms and guidelines.\n\n** **\n\n**Marketing, Distribution Methods and Sales**\n\n \n\nWe have an established presence\nin Israel, United States, and sell to customers in other countries, including the United States, the United Kingdom, Western Europe, Eastern\nEurope, Czech Republic, India, Australia and Switzerland. We provide partners and end customers with both ready-made, off-the-shelf products,\nsold through our sales representatives, distributors and resellers, as well as custom-made products developed and adapted to specific\npartner or end-customer requirements. Accordingly, our sales teams frequently work closely with customers and with our design and development\nteams to tailor solutions and implement product adjustments that address specific operational needs.\n\n \n\n*Sales and Orders*\n\n \n\nWe generate revenues from\nthe sale of our products and technology solutions to customers in the defense, homeland security and surveillance sectors. Orders may\ninclude both standard products and customized solutions developed to meet specific operational requirements. These engagements often involve\ncollaboration between our sales, engineering and development teams and the customer, and deliveries may occur over multiple phases depending\non the scope of the project.\n\n \n\nWe periodically receive purchase\norders from customers in multiple geographic regions, including Australia, India, the United States, Eastern Europe and Israel. Since\n2023, we have received multiple orders from customers in the defense and homeland security sectors for products based on our Callisto,\nMars, Jupiter, Uranus and Opal platforms, as well as for customized systems incorporating advanced video processing, artificial intelligence\nand situational awareness capabilities. For the years ended December 31, 2025 and 2024, we received an aggregate of approximately $2.2\nmillion and $7.7 million, respectively, in orders. These orders included both initial product development projects and follow-on procurement\norders from repeat customers.\n\n \n\n38\n\n \n\n \n\nIn addition to large multi-year\ncontracts, we also receive smaller development and production orders from defense and security sector customers for the integration of\nour technologies into surveillance, intelligence and tactical systems. These orders may include both product supply and system development\nactivities and are typically fulfilled over varying timeframes depending on the specific project requirements.\n\n \n\n*Distribution Agreements and Strategic Collaborations*\n\n \n\nFrom time to time, we enter\ninto non-recurring engineering, or NRE, agreements pursuant to which we develop a specialized products based on customer requirements.\n\n \n\nWe sell our products through\na combination of direct sales, distributors, resellers and channel partners, and we also enter into sales and development agreements with\ncustomers for the development of custom-made products and technical solutions. Our marketing and sales personnel work closely with customers\nand our engineering teams to understand customer requirements and to deliver appropriate solutions based on our product portfolio and\ntechnological capabilities.\n\n \n\nWe periodically enter into\ndistribution agreements and strategic collaborations with partners in various geographic regions in order to expand the market reach of\nour products and technologies. These relationships typically involve the promotion, distribution or integration of our solutions into\ndefense, homeland security, aerospace and other mission-critical applications.\n\n \n\nDuring 2025 and though May\n14, 2026, we entered into several distribution and collaboration arrangements with entities in various regions, including India, Europe,\nAsia-Pacific and the United States. These arrangements include agreements with regional distributors, technology partners and system integrators\nfor the promotion and distribution of our video processing, intelligence and edge computing platforms, as well as collaborations for the\ndevelopment of new technologies and integrated solutions.\n\n \n\nIn addition, we entered into\ncollaboration agreements with technology partners to develop integrated solutions combining our edge computing platforms with complementary\ntechnologies, including advanced navigation and artificial intelligence capabilities for mission-critical applications.\n\n \n\nWe routinely enter into agreements\nwith distributors, resellers and channel partners for the distribution of our products, and have entered into sales and development agreements\nwith numerous customers for the development of custom-made products and technical solutions. Our marketing and sales teams work closely\nwith customers to understand operational requirements and provide appropriate technical solutions based on our product portfolio and technological\ncapabilities.\n\n \n\nWe intend to expand our marketing\nand sales activities by taking the following actions:\n\n \n\n \n●\nexpanding marketing efforts in the U.S., with a focus on defense and military applications including unmanned systems;\n\n \n\n \n●\nexpanding our distribution network by identifying strategic international distributors with relevant technological expertise;\n\n \n\n \n●\ndeepening cooperation with leading system manufacturers and integrators;\n\n \n\n \n●\nintroducing royalty-based compensation programs for selected strategic partners;\n\n \n\n \n●\nenhancing our online presence to support partner engagement;\n\n \n\n \n●\nparticipating in major international trade shows; and\n\n \n\n \n●\nengaging external marketing consultants, as appropriate.\n\n**  **\n\n39\n\n \n\n** **\n\n**Government Regulation and Product Approval**\n\n \n\nOther than the provisions\nof the Research Law, which may restrict our ability to move the production of products developed using grants received from the Israeli\nInnovation Authority, or the IIA (see “Risk Factors - Risks Related to Israeli Law and our Operations in Israel - We received Israeli\ngovernment grants for certain of our research and development activities, the terms of which may require us to pay royalties and to satisfy\nspecified conditions in order to manufacture products and transfer technologies outside of Israel. If we fail to satisfy these conditions,\nwe may be required to pay penalties and refund grants previously received” for further information), we currently do not require\nany license, permit or approval by any governmental agency to operate.\n\n \n\nWe do not anticipate any significant\nproblems in obtaining any future required licenses, permits or approvals should such be necessary to expand our business.\n\n \n\n**C. Organizational Structure**\n\n \n\nWe have a North American subsidiary,\nMaris North America, that is incorporated under the laws of Delaware.\n\n \n\n**D. Property, Plant and Equipment**\n\n \n\nOur main business activities\nare conducted at our headquarters office at 2 Yitzhak Modai St. Rehovot, Israel. We lease 634 square meters of office space at this location\nunder a lease with an unrelated third-party which currently expires in October 2027.\n\n \n\nWe consider that our current\noffice space is sufficient to meet our anticipated needs for the foreseeable future and is suitable for the conduct of our business."}