UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~June~~September 30, 2024

☐

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

From ________________ to ________________

ELECTRONIC SYSTEMS TECHNOLOGY INC

(Exact name of registrant as specified in its charter)

Washington	000-27793	91-1238077
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

415 N. Roosevelt St. STE B1 Kennewick WA		99336
(Address of principal executive offices)		(Zip Code)

(509) 735-9092

(Registrant's telephone number, including area code)

N/A

(Former name, former address & former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(g) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.001 par value	ELST	OTCQB

Indicate by check mark whether the registrant (1) has filed all documents and reports required to be filed by Sections 13 or☐ 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filings for the past 90 days. Yes x NO No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes x NONo ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large Accelerated Filer ☐

Accelerated Filer ☐

Non-Accelerated Filer ☒

Small Reporting Company ☒

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. ☐£

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

APPLICABLE ONLY TO CORPORATE ISSUERS:

As of ~~July~~October 2330, 2024, the number of the Company's shares of Common Stock par value $0.001, outstanding was 4,946,502.

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements

ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED BALANCE SHEETS (Unaudited)


ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED BALANCE SHEETS (Unaudited)

	September 30,		December 31,
	2024		2023

ASSETS
Current assets
Cash and cash equivalents	$	158,223	$	486,252
Certificates of deposit		400,000		400,000
Accounts receivable, net		59,365		52,592
Inventories		785,755		722,457
Prepaid expenses		29,679		19,278
Accrued interest receivable		1,342		1,906
Total current assets		1,434,364		1,682,485

Property and equipment, net of depreciation		16,450		18,255

Right to use – Lease, net of amortization		—		30,298
Total assets	$	1,450,814	$	1,731,038

LIABILITIES and STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	21,754	$	37,355
Accrued wages and bonus		1,208		4,188
Accrued vacation pay		24,072		21,243
Lease liability, current		—		30,773
Other accrued liabilities		397		10,221
Total current liabilities		47,431		103,780

Total liabilities		47,431		103,780
Stockholders’ equity
Common stock, $0.001 par value 50,000,000 shares authorized 4,946,502 and 4,946,502 shares issued and outstanding, respectively		4,947		4,947
Additional paid-in capital		933,105		933,105
Retained earnings		465,331		689,206
Total stockholders' equity		1,403,383		1,627,258
Total liabilities and stockholders' equity	$	1,450,814	$	1,731,038

	June 30,		December 31,
	2024		2023
ASSETS
Current assets
Cash and cash equivalents	$	322,634	$	486,252
Certificates of deposit		400,000		400,000
Accounts receivable, net		76,322		52,592
Inventories		748,344		722,457
Prepaid expenses		20,961		19,278
Accrued interest receivable		1,235		1,906
Total current assets		1,569,496		1,682,485
Property and equipment, net of depreciation		17,502		18,255
Right to use – Lease, net of amortization		10,363		30,298
Total assets	$	1,597,361	$	1,731,038
LIABILITIES and STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	74,117	$	37,355
Accrued wages		9,527		4,188
Operating lease liability, current portion		10,521		30,773
Accrued vacation pay		25,631		21,243
Other accrued liabilities		6,741		10,221
Total liabilities		126,537		103,780
Stockholders' equity
Common stock, $0.001 par value 50,000,000 shares authorized 4,946,502 and 4,946,502 shares issued and outstanding, respectively		4,947		4,947
Additional paid-in capital		933,105		933,105
Retained earnings		532,772		689,206
Total stockholders' equity		1,470,824		1,627,258
Total liabilities and stockholders' equity	$	1,597,361	$	1,731,038

See Notes to Condensed Financial Statements.

ELECTRONIC SYSTEMS TECHNOLOGY, INC.


ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED STATEMENTS OF OPERATIONS (Unaudited)


		Three Months Ended September 30, 2024			Three Months Ended September 30, 2023			Nine Months Ended September 30, 2024			Nine Months Ended September 30, 2023

SALES - NET	$	293,936		$	342,721		$	983,566		$	1,233,016
COST OF SALES		(145,429	)		(178,435	)		(461,953	)		(586,631	)
GROSS PROFIT		148,507			164,286			521,613			646,385

Operating Expenses
General and administrative		59,881			55,829			211,328			202,086
Research and development		28,236			26,114			92,263			82,798
Marketing and sales		133,313			133,223			458,442			454,819
TOTAL OPERATING EXPENSE		221,430			215,166			762,033			739,703

OPERATING LOSS		(72,923	)		(50,880	)		(240,420	)		(93,318	)

OTHER INCOME
Interest income		5,482			8,375			16,545			17,559
TOTAL OTHER INCOME		5,482			8,375			16,545			17,559

NET LOSS BEFORE INCOME TAX		(67,441	)		(42,505	)		(223,875	)		(75,759	)
Benefit (provision) for income tax		—			—			—			—
NET LOSS	$	(67,441	)	$	(42,505	)	$	(223,875	)	$	(75,759	)

Basic and diluted loss per share	$	(0.01	)	$	(0.01	)	$	(0.05	)	$	(0.02	)

Basic and diluted weighted average shares used in computing loss per share:		4,946,502			4,946,502			4,946,502			4,946,502

CONDENSED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended June 30, 2024			Three Months Ended June 30, 2023			Six Months Ended June 30, 2024			Six Months Ended June 30, 2023
SALES - NET	$	333,569		$	585,206		$	689,630		$	890,295
COST OF SALES		(155,809	)		(268,636	)		(316,524	)		(408,196	)
GROSS PROFIT		177,760			316,570			373,106			482,099
Operating Expenses
General and administrative		62,670			61,492			151,448			146,257
Research and development		35,080			28,021			64,027			56,684
Marketing and sales		156,462			173,368			325,127			321,595
TOTAL OPERATING EXPENSE		254,212			262,881			540,602			524,536
OPERATING INCOME (LOSS)		(76,452	)		53,689			(167,496	)		(42,437	)
OTHER INCOME
Interest income		5,592			5,181			11,062			9,183
TOTAL OTHER INCOME		5,592			5,181			11,062			9,183
NET INCOME (LOSS) BEFORE INCOME TAX		(70,860	)		58,870			(156,434	)		(33,254	)
Benefit (provision) for income tax		—			—			—			—
NET INCOME (LOSS)	$	(70,860	)	$	58,870		$	(156,434	)	$	(33,254	)
Basic and diluted earnings per share	$	(0.01	)	$	0.01		$	(0.03	)	$	(0.01	)
Basic and diluted weighted average shares used in computing income (loss) per share:		4,946,502			4,946,502			4,946,502			4,946,502

See Notes to Condensed Financial Statements.

ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)


ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)

	Nine Months Ended
	September 30,			September 30,
	2024			2023

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss	$	(223,875	)	$	(75,759	)

Noncash items included in net loss:
Depreciation and amortization		3,109			1,423
Stock based compensation		—			693
Changes in operating assets and liabilities:
Accounts receivable, net		(6,773	)		45,216
Inventories		(63,298	)		(84,399	)
Accrued interest receivable		564			(1,466	)
Prepaid expenses		(10,401	)		10,191
Employee retention tax credit receivable		—			63,000
Accounts payable		(15,601	)		(106,414	)
Other accrued liabilities		(10,450	)		(14,040	)
NET CASH USED IN OPERATING ACTIVITIES		(326,725	)		(161,555	)


CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets		(1,304	)		(19,769	)
Certificates of deposit redeemed		1,000,000			1,001,699
Certificates of deposit purchased		(1,000,000	)		(1,150,000	)
NET CASH USED IN INVESTING ACTIVITIES		(1,304	)		(168,070	)

NET DECREASE IN CASH AND CASH EQUIVALENTS		(328,029	)		(329,625	)
Cash and cash equivalents at beginning of period		486,252			751,118
Cash and cash equivalents at end of period	$	158,223		$	421,493

	Six Months Ended
	June 30,			June 30,
	2024			2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(156,434	)	$	(33,254	)
Noncash items included in net loss:
Depreciation and amortization		2,057			418
Stock based compensation		—			693
Changes in operating assets and liabilities:
Accounts receivable, net		(23,730	)		(36,474	)
Inventories		(25,887	)		(115,095	)
Accrued interest receivable		671			109
Prepaid expenses		(1,683	)		22,901
Accounts payable		36,762			(45,207	)
Other accrued liabilities		5,930			4,956
NET CASH USED IN OPERATING ACTIVITIES		(162,314	)		(200,953	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of fixed assets		(1,304	)		(19,769	)
Certificates of deposit redeemed		700,000			751,699
Certificates of deposit purchased		(700,000	)		(900,000	)
NET CASH USED IN INVESTING ACTIVITIES		(1,304	)		(168,070	)
NET DECREASE IN CASH AND CASH EQUIVALENTS		(163,618	)		(369,023	)
Cash and cash equivalents at beginning of period		486,252			751,118
Cash and cash equivalents at end of period	$	322,634		$	382,095

See Notes to Condensed Financial Statements.

ELECTRONIC SYSTEMS TECHNOLOGY, INC. DBA ESTEEM WIRELESS MODEMS CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited)


ELECTRONIC SYSTEMS TECHNOLOGY, INC. CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Unaudited)

	Common Stock				Additional Paid-In		Retained
	Shares		Amount		Capital		Earnings			Total

Balances, January 1, 2023		4,946,502	$	4,947	$	932,412	$	849,989		$	1,787,348

Net income (loss)		—		—		—		(92,124	)		(92,124	)

Balance at March 31, 2023		4,946,502		4,947		932,412		757,865			1,695,224

Net income (loss)		—		—		—		58,870			58,870

Stock based compensation		—		—		693		—			693

Balance at June 30, 2023		4,946,502		4,947		933,105		816,735			1,754,787

Net income (loss)		—		—		—		(42,505	)		(42,505	)

Balance at September 30, 2023		4,946,502	$	4,947	$	933,105	$	774,230		$	1,712,282

Balances, January 1, 2024		4,946,502	$	4,947	$	933,105	$	689,206		$	1,627,258

Net income (loss)		—		—		—		(85,574	)		(85,574	)

Balance at March 31, 2024		4,946,502		4,947		933,105		603,632			1,541,684

Net income (loss)		—		—		—		(70,860	)		(70,860	)

Balance at June 30, 2024		4,946,502		4,947		933,105		532,772			1,470,824

Net income (loss)		—		—		—		(67,441	)		(67,441	)

Balance at September 30, 2024		4,946,502	$	4,947	$	933,105	$	465,331		$	1,403,383

	Common Stock				Additional Paid-In		Retained
	Shares		Amount		Capital		Earnings			Total
Balances, January 1, 2023		4,946,502	$	4,947	$	932,412		849,989		$	1,787,348
Net income (loss)		—		—		—		(92,124	)		(92,124	)
Balance at March 31, 2023		4,946,502	$	4,947	$	932,412	$	757,865		$	1,695,224
Net income (loss)		—		—		—		58,870			58,870
Stock based compensation		—		—		693		—			693
Balance at June 30, 2023		4,946,502	$	4,947	$	933,105	$	816,735		$	1,754,787
Balances, January 1, 2024		4,946,502	$	4,947	$	933,105	$	689,206		$	1,627,258
Net income (loss)		—		—		—		(85,574	)		(85,574	)
Balance at March 31, 2024		4,946,502	$	4,947	$	933,105	$	603,632		$	1,541,684
Net income (loss)		—		—		—		(70,860	)		(70,860	)
Balance at June 30, 2024		4,946,502	$	4,947	$	933,105	$	532,772		$	1,470,824

See Notes to Condensed Financial Statements.

ELECTRONIC SYSTEMS TECHNOLOGY, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The unaudited condensed financial statements, including notes, of Electronic Systems Technology, Inc. (the "Company") are representations of the Company’s management, which is ~~responsible~~ responsible for their integrity and objectivity. The accompanying unaudited condensed financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, as well as the instructions to Form 10-Q. Accordingly, the financial statements do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, the accompanying unaudited condensed financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair statement of its financial position as of ~~June~~September 30, 2024, and its results of operations, cash flows, and changes in stockholders’ equity for the three and nine ~~six~~ months ended ~~June~~ September 30, 2024, and 2023. The balance sheet at December 31, 2023 was derived from audited annual financial statements but does not contain all of the footnote disclosures from the annual financial statements. All amounts presented are in U.S. dollars. For further information, refer to the financial statements and footnotes thereto in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

The results of operations for the three and ~~six~~nine-month periods ended ~~June~~September 30, 2024 are not necessarily indicative of the results expected for the full fiscal year or for any other fiscal period. The Company estimates that for 2024 the anticipated effective annual federal income tax rate will be 0%.

New Accounting Pronouncements

~~Accounting~~Management ~~standards~~does ~~that~~not ~~have~~believe ~~been~~that ~~issued~~any byrecently ~~the~~issued ~~Financial~~but ~~Accounting Standards Board that do~~ not ~~require~~yet ~~adoption~~effective, ~~until~~accounting apronouncements, ~~future~~if ~~date~~currently ~~are~~adopted, ~~not~~would ~~expected to~~ have a material ~~impact~~effect on the ~~financial~~ ~~statements~~Company’s ~~upon adoption~~financial statements.

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, amending reportable segment disclosure requirements to include disclosure of incremental segment information on an annual and interim basis. Among the disclosure enhancements are new disclosures regarding significant segment expenses that are regularly provided to the chief operating decision-maker and included within each reported measure of segment profit or loss, as well as other segment items bridging segment revenue to each reported measure of segment profit or loss. The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and for interim periods beginning January 1, 2025, and are applied retrospectively. Early adoption is permitted. We are currently evaluating the effect the updated standard will have on our consolidated financial statements and disclosures.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvement to Income Tax Disclosures, amending income tax disclosure requirements for the effective tax rate reconciliation and income taxes paid. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024 and are applied prospectively. Early adoption and retrospective application of the amendments are permitted. We are currently evaluating the effect the updated standard will have on our consolidated financial statements and disclosures.

NOTE 2 - INVENTORIES

Inventories are stated at lower of direct cost or net realizable value with cost determined using the FIFO (first in, first out) method. Inventories consist of the following:

Schedule of inventories
	June 30, 2024		December 31, 2023
	September 30, 2024		December 31, 2023
Parts	$	102,~~952~~834	$	118,472
Work in progress		~~386~~406,~~694~~658		313,597
Finished goods		~~258~~276,~~698~~263		290,388
Total inventories	$	~~748~~785,~~344~~755	$	722,457

ELECTRONIC SYSTEMS TECHNOLOGY, INC.

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

NOTE 3 - EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share excludes dilution and is computed by dividing income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted earnings (loss) per share reflects potential dilution occurring if securities or other contracts to issue common stock were exercised or converted into Common Stock or resulted in the issuance of common stock that then shared in the earnings of the Company. At ~~June~~September 30, 2024 and 2023, the Company had 225,000 and 225,000 outstanding stock options, respectively, that could have a dilutive effect on future periods’ net income. The stock options were not included in the calculation of diluted earnings per share for either period as they were anti-dilutive.

NOTE 4 - STOCK OPTIONS

OnAs ~~June~~of 9September 30, ~~2023~~2024, ~~the~~there ~~Board~~were ~~of Directors granted 45~~225,000 options outstanding towith ~~employees.~~a ~~The~~weighted ~~new~~average ~~options have an~~ exercise price of $0.40, aper ~~term of 5 years~~share, ~~and~~a ~~vest~~weighted ~~immediately.~~average ~~The~~remaining ~~fair~~life ~~value~~ of ~~the options was determined using the Black-Scholes model using the following variables: stock price of $0~~1.~~24,~~0 ~~volatility of 104.1%, expected term of 5~~ years ~~with a forfeiture rate of 95%,~~ and aan ~~discount factor of 3.92%. Share based compensation of $693 ($534 in marketing and~~intrinsic ~~sales~~value ~~and $159 in general and administrative in the condensed statement~~ of ~~operations) was recognized during the three and six-month periods ended June 30, 2023~~0nil.

As of June 30, 2024, there were 225,000 options outstanding with a weighted average exercise price of $0.40 per share, a weighted average remaining life of 1.3 years and had intrinsic value of $11,250.

NOTE 5 – REVENUE

The Company’s product revenue includes industrial ~~wireless~~ wireless products and accessories such as antennas, power supplies and cable assemblies. The Company also provides direct site support and engineering services to customers, such as repair and upgrade of its products. During the three-month periods ended ~~June~~September 30, 2024 and 2023, the Company’s revenue from products sales was $~~326~~275,~~469~~936 and $~~575~~336,~~306~~621, respectively. Revenue from site support and engineering services was $718,~~100~~000 and $96,~~900~~100 respectively, over the same periods.

During the ~~six~~nine-month periods ended ~~June~~September 30, 2024 and 2023, the Company’s revenue from products sales was $~~671~~947,~~630~~566 and $~~872~~1,~~895~~209,516, respectively. Revenue from site support and ~~engineering~~ engineering services was $1836,000 and $1723,~~400~~500 respectively, over the same periods.

The Company’s customers, to which trade credit terms are extended, consist of United States and local governments and foreign and domestic companies. Domestic sales for the three-month ~~period~~periods ended ~~June~~September 30, 2024 and ~~June 30,~~ 2023 were $~~269~~247,~~355~~572 and $~~575~~338,~~683~~948, respectively. Sales to foreign customers for the three-month ~~period~~ periods ended ~~June~~September 30, 2024 and ~~June~~September 30, 2023 were $6446,~~214~~364 and $93,~~523~~773, respectively.

Domestic sales for the ~~six~~nine-month ~~period~~periods ended ~~June~~September 30, 2024 and ~~June 30,~~ 2023 were $~~582~~830,~~595~~167 and $~~869~~1,~~591~~208,539, respectively. Sales to foreign customers for the ~~six~~nine-month ~~period~~periods ended ~~June~~September 30, 2024 and ~~June~~September 30, 2023 were $~~107~~153,~~035~~399 and $2024,~~704~~477, respectively.

For the three-month period ended June 30, 2024, sales to two customers represented more than 10% of total revenue, three customers represented more than 10% of total revenue for the same period in 2023.

Schedule of revenue
	2024 Sales		2024 %age of Total Sales			2023 Sales		2023 %age of Total Sales
Customer A	$	36,342		11	%	$	134,604		23	%
Customer B		32,996		10	%		76,993		13	%
Customer C							56,861		10	%

For the six-month period ended June 30, 2024, sales to two customers represented more than 10% of total revenue, two customers represented more than 10% of total revenue for the same period in 2023.

	2024 Sales		2024 %age of Total Sales			2023 Sales		2023 %age of Total Sales
Customer A	$	73,534		11	%	$	204,694		23	%
Customer B		72,717		11	%		91,821		10	%

For the three-month period ended September 30, 2024, sales to two customers represented more than 10% of total revenue. Three customers represented more than 10% of total revenue for the same period in 2023.

Schedule of revenue
	2024 Sales		2024 %age of Total Sales			2023 Sales		2023 %age of Total Sales
Customer A	$	40,771		14	%	$	64,698		19	%
Customer B		39,518		13	%		57,456		17	%
Customer C		—		—	%		33,119		10	%

For the nine-month period ended September 30, 2024, sales to no one customer represented more than 10% of total revenue, one customer represented more than 10% of total revenue for the same period in 2023.

		2024 Sales				2024 %age of Total Sales				2023 Sales				2023 %age of Total Sales
Domestic customer A		$	—				—	%		$	262,149				21	%

As of September 30, 2024 and 2023, the Company had a sales order backlog of $5,109 and $124,125, respectively.

For the three and nine-month periods ended September 30, 2024 and 2023, lease expenses of $11,616 and $11,576 and $34,835 and $34,727, respectively, are included in the following expense classifications on the statement of operations:


	For the three-month period ended September 30,
	2024						2023
	Cost of sales		Operating expenses		Total		Cost of sales		Operating expenses		Total
Base rent pursuant to lease agreement	$	5,751	$	4,526	$	10,277	$	5,751	$	4,526	$	10,277
Variable lease costs		749		590		1,339		727		572		1,299
Total lease costs	$	6,500	$	5,116	$	11,616	$	6,478	$	5,098	$	11,576

	For the nine-month period ended September 30,
	2024						2023
	Cost of sales		Operating expenses		Total		Cost of sales		Operating expenses		Total
Base rent pursuant to lease agreement	$	17,252	$	13,578	$	30,830	$	17,252	$	13,578	$	30,830
Variable lease costs		2,241		1,764		4,005		2,181		1,716		3,897
Total lease costs	$	19,493	$	15,342	$	34,835	$	19,433	$	15,294	$	34,727

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATION

Management's discussion and analysis is intended to be read in conjunction with the Company's unaudited financial statements and the integral notes thereto for the ~~three-month~~quarter ~~period~~ ended ~~June~~ September 30, 2024. The following statements may be forward looking in nature and actual results may differ materially.

A. RESULTS OF OPERATIONS

REVENUES: Total revenues from sales decreased to $~~333~~293,~~569~~936 for the ~~three-month~~third ~~period~~quarter ~~ending~~of ~~June 30,~~ 2024 as compared to $~~585~~342,~~206~~721 in the ~~second~~third quarter of 2023, reflecting a decrease of 2214.52%. Management believes the decrease in sales revenues is due to the decrease in customer demand. Year to date total revenues from sales decreased to $~~689~~983,~~630~~ 566 in 2024 as compared to $~~890~~1,~~295~~233,016 in 2023, reflecting a decrease of 2220.52%. Management believes the decrease in sales revenues is due to a decrease in customer demand ~~slowing~~and tothe ~~higher~~increased ~~interest~~cost ~~rates~~associated with funding capital improvements.

The Company's revenues have historically fluctuated from quarter to quarter due to timing factors such as product shipments to customers, customer order placement, customer buying trends, and changes in the general economic environment. The procurement process regarding plant and project automation, or project development, which usually surrounds the decision to purchase ESTeem products, can be lengthy. This procurement process may involve bid activities unrelated to the ESTeem products, such as additional systems and subcontract work, as well as capital budget considerations on the part of the customer. Because of the complexity of this procurement process, forecasts with regard to the Company's revenues are difficult to predict.

A percentage breakdown of the Company’s market segments of Domestic and Foreign Export sales for the three- and ~~six~~nine-month periods ended ~~June~~September 30, 2024 and 2023 are as follows:

	Three Months ended June 30, 2024			Three Months ended June 30, 2023			Six Months ended June 30, 2024			Six Months ended June 30, 2023
	Three Months ended September 30, 2024			Three Months ended September 30, 2023			Nine Months ended September 30, 2024			Nine Months ended September 30, 2023
Domestic Sales		8184	%		9899	%		84	%		98	%
Export Sales		1916	%		21	%		16	%		2	%

BACKLOG:

As of ~~June~~September 30, 2024, the Company had a sales ~~order~~ order backlog of ~~nil~~$5,109. The Company’s customers generally place orders on an "as needed basis". Shipment for most of the Company’s products is generally made within 1 to 5 working days after receipt of customer orders, with the exception of ongoing, scheduled projects, and custom designed equipment.

COST OF SALES:

Cost of sales percentages for the ~~second~~third quarters of 2024 and 2023 were 4649.75% and 4552.91% of respective net sales. Cost of sales percentages for the ~~six~~nine-month periods ended ~~June~~September 30, 2024 and 2023 were 4547.90% and 4547.86%, respectively. The cost of sales percentage ~~increase~~ decrease for the ~~six~~ nine-month period ended ~~June~~September 330, 2024 is the result of the product mix sold during the same period of 2023. The product mix varies from period to period based on customer needs.

OPERATING EXPENSES:

The following is a delineation of operating expenses:

Three Months Ended

~~Six~~Nine Month Ended

June 30, 2024

June 30, 2023

Increase (Decrease)

June 30, 2024

June 30, 2023

Increase (Decrease)

September 30, 2024

September 30, 2023

Increase (Decrease)

September 30, 2024

September 30, 2023

Increase (Decrease)

General and administrative

6259,~~670~~881

6155,~~492~~829

14,~~178~~052

~~151~~211,~~448~~328

~~146~~202,~~257~~086

59,~~191~~242

Research and development

3528,~~080~~236

2826,~~021~~114

72,~~059~~122

6492,~~027~~263

5682,~~684~~798

79,~~343~~465

Marketing and sales

~~156~~133,~~462~~313

~~173~~133,~~368~~223

~~(16,906)~~90

~~325~~458,~~127~~442

~~321~~454,~~595~~819

3,~~532~~623

Total operating expenses

~~254~~221,~~212~~430

~~262~~215,~~881~~166

(86,~~669)~~264

~~540~~762,~~602~~033

~~524~~739,~~536~~703

1622,~~066~~330

General and administrative: For the ~~second quarter~~third quarter of 2024, general and administrative expenses increased $14,~~178~~052 to $6259,~~670~~881, due to increased ~~wages~~professional services when compared with the same quarter of 2023. For the ~~six~~nine-month period ended ~~June~~September 30, 2024, general and administrative expenses increased by $59,~~191~~242, to $~~151~~211,~~448~~328, due to increased payroll and increased ~~services~~professional ~~purchased~~services. ~~General and administrative expenses were 18.8% compared to 10.5% of sales revenue for the second quarter of 2024 and 22.0% compared to 16.4% of sales revenue for six-month period ended June 30, 2024.~~

Research and development: Research and development expenses increased $72,~~059~~122 to $3528,~~080~~236 during the ~~second~~third quarter of 2024 due to increased ~~prototype~~payroll ~~expenses~~ when compared with the same quarter of 2023. For the ~~six~~nine-month period, research and development expenses increased by $79,~~343~~465 to $6492,~~027~~263, due to increased ~~prototype expenses.~~payroll ~~Research~~ and ~~development expenses were 10.5% compared to 4.8% of sales revenue for the second quarter of 2024 and 9.3% compared~~prototype toservices 6purchased.~~4% of sales revenue for six-month period ended June 30, 2024.~~

Marketing and sales: During the ~~second~~third quarter of 2024, marketing and sales expenses ~~decreased~~increased $~~16,906~~90 to $~~156~~133,~~462~~313 when compared with the same period of 2023, due to ~~decreased~~increased ~~payroll~~travel expenses, ~~benefits~~which ~~expense,~~were partially offset by lower payroll and ~~travel~~benefit expenses. For the ~~six~~nine-month period, marketing and sales expenses increased by $3,~~532~~623 to $~~325~~458,~~127~~442, due to increased ~~advertising.~~ ~~Marketing~~travel and ~~sales~~marketing expenses which were ~~46.9%~~partially ~~compared~~offset toby ~~29.6%~~lower ofpayroll ~~sales revenue for the second quarter of 2024~~ and ~~47.1%~~benefit ~~compared to 36~~expenses.~~1% of sales revenue for the six-month period ended June 30, 2024.~~

OTHER INCOME:

The Company earned $5,~~592~~482 in interest income during the quarter ended ~~June~~September 30, 2024 and $1116,~~062~~545 for the ~~six~~nine-month period. Sources of this income were money market accounts and certificates of deposit.

NET LOSS:

The Company had a net loss of $7067,~~860~~441 for the ~~second~~third quarter of 2024 compared to a net ~~income~~loss of $5842,~~870~~505 for the same quarter of 2023. For the ~~six~~nine-month period ended ~~June~~September 30, 2024, the ~~Company~~ Company recorded a net loss of $~~156~~223,~~434~~875 compared with a net loss of $3375,~~254~~759 for the same period of 2023. The increase in ~~the~~ net loss during ~~2024~~ 2024 is the result of ~~decreased~~increased operating expenses and lower sales.

B. FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

The Corporation's current asset to current liabilities ratio at ~~June~~September 30, 2024 was 1230.42 compared to 16.2 at December 31, 2023. The ~~decrease~~increase in the current ratio is due to the ~~increase~~decrease of ~~accounts~~ ~~receivable,~~accounts ~~inventory~~payable, ~~and~~short-term ~~accounts~~lease payable and increase in inventory at ~~June~~September 30, 2024 as compared to December 31, 2023.

At ~~June~~September 30, 2024, the Company had cash and cash ~~equivalents~~ equivalents including certificates of deposit of $~~722~~558,~~634~~223 as compared to cash and cash equivalent of $886,252 at December 31, 2023.

Cash used from operating activities ~~decreased~~increased by $38165,~~639~~170 for the ~~six~~nine-month period ended ~~June~~September 30, 2024 when compared to the same period in 2023. ~~Although~~The ~~the~~increase is attributable to an increase in net loss ~~increased~~for ~~when~~the ~~compared~~period ~~to last~~being ~~year~~$148,116 ~~there~~more ~~was~~than anthe ~~improvement~~same period in ~~cash flow~~2023.. AThe ~~decreased~~decrease in the change toin ~~inventory~~accounts ofreceivable, ~~$89~~accounts payable,~~208~~ and aninventory ~~increased~~balances ~~change~~accounted tofor ~~accounts~~a ~~payable of~~ $81164,~~969,~~903 ~~had~~of athe ~~positive~~cash ~~impact~~used toversus ~~cash~~the ~~flows~~same period in 2023.

In management's opinion, the Company's cash and cash equivalents and other working capital at ~~June~~September 30, 2024 is sufficient to satisfy requirements for operations, capital expenditures, and other expenditures as may arise during 2024 and into the first ~~half~~nine ofmonths of 2025.

FORWARD LOOKING STATEMENTS: The above discussion may contain forward looking statements that involve a number of risks and uncertainties. In addition to the factors discussed above, among other factors that could cause actual results to differ materially are the following: competitive factors such as rival wireless architectures and price pressures; availability of third party component products at reasonable prices; inventory risks due to shifts in market demand and/or price erosion of purchased components; change in product mix, and risk factors that are listed in the Company's reports and registration statements filed with the Securities and Exchange Commission.

OFF-BALANCE SHEET ARRANGEMENTS

The Company has no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to its stockholders.

Item 1. Controls and Procedures

An evaluation has been performed under the supervision and with the participation of our management, including our Chief Executive Officer and Principal Accounting Officer, of the effectiveness of the design and the operation of our "disclosure controls and procedures" (as such term is defined in Rules 13a-15(e) under the Securities Exchange Act of 1934) as of ~~June~~September 30, 2024. Based on that evaluation, our principal executive officer and our principal financial officer concluded that the design and operation of our disclosure controls and procedures were effective as of ~~June~~September 30, 2024.

The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote. However, management believes that our system of disclosure controls and procedures are designed to provide a reasonable level of assurance that the objectives of the system will be met.

Changes in Internal Control Over Financial Reporting

There have not been any changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

910

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

None.

Item 2. Unregistered Sales of Securities

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable

Item 5. Other Information

During the ~~three~~quarter ~~months~~ ended ~~June~~September 30, 2024, no director or officer of the Company adopted~~, modified,~~ or terminated ~~any~~ a contract, instruction or written plan for the purchase or sale of ~~our~~ securities ~~that~~of ~~was~~the Company intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) ~~under the Exchange Act~~ and/or ~~any~~a “non-Rule 10b5-1 ~~arrangement”~~trading ~~as defined in Item 408(c) of Regulation S-K~~arrangement.

1011

Item 6. Exhibits

EXHIBIT NUMBER	DESCRIPTION
31.1	Section 302 Certification, CEO
31.2	Section 302 Certification, CFO
32.1	Section 906 Certification, CEO
32.2	Section 906 Certification, CFO
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

1112

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	ELECTRONIC SYSTEMS TECHNOLOGY, INC.
	By: /s/ Daniel M. Tolley
Date: July 23, 2024	Name: Daniel M. Tolley
	Title: President
	(Principal Executive Officer)

ELECTRONIC SYSTEMS TECHNOLOGY, INC.

	By: /s/ Michael W. Eller
	By: /s/ Daniel M. Tolley
Date: July 23, 2024	Name: Michael W. Eller
Date: October 29, 2024	Name: Daniel M. Tolley
	Title: Vice President Administration
	Title: President
	(Principal Accounting Officer)
	(Principal Executive Officer)

	By: /s/ Michael W. Eller
Date: October 29, 2024	Name: Michael W. Eller
	Title: Vice President Administration
	(Principal Accounting Officer)

Filing Compare · ELECTRONIC SYSTEMS TECHNOLOGY INC