Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 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 filing requirements for the past 90 days. Yes ☑☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☑☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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.

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 Act). Yes ☐ No ☑☒

As of ~~February 12,~~November 8, 2021, the number of shares of the registrant’s common stock outstanding was: ~~19,731,600.~~49,514,467.

	December 31, 2020			June 30, 2020			September 30, 2021			June 30, 2021
	(Unaudited)			(Note)			(Unaudited)			(Note)
Assets
Current assets
Cash and cash equivalents	$	22,121		$	3,349		$	31,650		$	35,936
Restricted cash		542			—
Short-term investments								27,302			27,351
Accounts receivable		95			101			206			5
Inventory:
Inventory, net:
Raw materials		173			416			1,348			1,056
Work-in-process		221			38			80			147
Finished goods		194			222			267			297
Income tax receivable		—			429
Prepaid expenses and other current assets		76			117			164			318
Total current assets		23,422			4,672			61,017			65,110
Property and equipment, net		85			99			343			263
Assets held for disposal		—			237
Operating leases, right-of-use assets, net		72			851			228			249
Other assets		—			71			11			11
Total assets	$	23,579		$	5,930		$	61,599		$	65,633
Liabilities and stockholders’ equity
Current liabilities
Accounts payable		228			239			114			396
Payroll related accruals		434			433			517			344
Accrued expenses and other liabilities		939			627			688			888
Income tax payable		2			2			2			2
Term note payable - related party		2,500			2,500			500			2,500
Term note payable		421			210
Lease liabilities		82			339			100			81
Total current liabilities		4,606			4,350			1,921			4,211
Term note payable, net of current portion		121			332
Lease liabilities, net of current portion		42			623			189			215
Total liabilities		4,769			5,305			2,110			4,426
Commitments and contingencies (Note 12)
Commitments and contingencies (Note 13)
Stockholders’ equity
Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at December 31, 2020 and June 30, 2020		—			—
Common stock, $0.001 par value, 50,000,000 shares authorized; 18,941,345 and 8,250,286 shares issued at December 31, 2020 and June 30, 2020, respectively; 18,541,429 and 7,850,362 shares outstanding at December 31, 2020 and June 30, 2020, respectively		190,610			190,599
Treasury stock, 399,916 shares at cost at December 31, 2020 and June 30, 2020		(4,129	)		(4,129	)
Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at September 30, 2021 and June 30, 2021								—			—
Common stock, $0.001 par value, 50,000,000 shares authorized; 49,450,558 shares issued and outstanding at September 30, 2021 and June 30, 2021								190,641			190,641
Additional paid-in capital		35,841			13,934			78,330			77,971
Accumulated deficit		(203,512	)		(199,779	)		(209,411	)		(207,382	)
Accumulated other comprehensive loss								(71	)		(23	)
Total stockholders’ equity		18,810			625			59,489			61,207
Total liabilities and stockholders’ equity	$	23,579		$	5,930		$	61,599		$	65,633

Note: The balance sheet at June 30, ~~2020,~~2021, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by the United States generally accepted accounting principles for complete financial statements.

See accompanying notes to unaudited condensed consolidated financial statements.

	Three Months Ended December 31,						Six Months Ended December 31,						Three Months Ended September 30,
	2020			2019			2020			2019			2021			2020
Revenue	$	130		$	205		$	270		$	206		$	187		$	140
Cost of revenue		128			196			241			196			175			113
Gross profit		2			9			29			10			12			27
Operating expenses:
Selling, general and administrative		803			1,110			1,729			2,312			1,426			926
Research and development		758			939			1,367			1,794			639			609
Disposal of corporate lease		—			—			544			—			—			544
Total operating expenses		1,561			2,049			3,640			4,106			2,065			2,079
Loss from operations		(1,559	)		(2,040	)		(3,611	)		(4,096	)		(2,053	)		(2,052	)
Interest and other expense, net		(63	)		(43	)		(122	)		(55	)
Other income and (expense), net														24			(59	)
Loss from operations before income taxes		(1,622	)		(2,083	)		(3,733	)		(4,151	)		(2,029	)		(2,111	)
Income tax benefit		—			—			—			—			0			0
Net loss	$	(1,622	)	$	(2,083	)	$	(3,733	)	$	(4,151	)	$	(2,029	)	$	(2,111	)
Weighted average common shares outstanding:
Basic and diluted		15,864			5,947			11,769			5,769			47,428			7,719
Basic and diluted net loss per common share:
Net loss	$	(0.10	)	$	(0.35	)	$	(0.32	)	$	(0.72	)	$	(0.04	)	$	(0.27	)
Other comprehensive loss, net of tax:
Net loss													$	(2,029	)	$	(2,111	)
Available-for-sale securities:
Net unrealized loss														(48	)		—
Total comprehensive loss	$	(1,622	)	$	(2,083	)	$	(3,733	)	$	(4,151	)	$	(2,077	)	$	(2,111	)

See accompanying notes to unaudited condensed consolidated financial statements.

Preferred Stock

Series D

Common Stock

Number of
Shares
Outstanding

Amount

Number of
Shares
Outstanding

Amount

Treasury
Stock
Amount

Additional
Paid-In
Capital

Accumulated
Deficit

Total
Stockholders’
Equity

Balance at June 30, 2020

281

$
—

7,850

$
190,599

$
(4,129
)

$
13,934

$
(199,779
)

$
625

Stock offering costs

—

—

—

—

—

(2
)

—

(2
)
Stock-based compensation

—

—

—

—

—

49

—

49

Restricted stock cancellation

—

—

(6
)

—

—

(5
)

—

(5
)
Net loss

—

—

—

—

—

—

(2,111
)

(2,111
)
Balance at September 30, 2020

281

$
—

7,844

$
190,599

$
(4,129
)

$
13,976

$
(201,890
)

$
(1,444
)
Issuance of stock, net of offering costs

—

—

10,714

11

—

21,819

—

21,830

Stock-based compensation

—

—

—

—

—

47

—

47

Restricted stock cancellation

—

—

(17
)

—

—

(1
)

—

(1
)
Net loss

—

—

—

��

—

—

(1,622
)

(1,622
)
Balance at December 31, 2020

281

$
—

18,541

$
190,610

$
(4,129
)

$
35,841

$
(203,512
)

$
18,810

	Preferred Stock
		Series D				Common Stock
		Number of Shares Outstanding		Amount		Number of Shares Outstanding		Amount		Treasury Stock Amount		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive Loss			Total Stockholders’ Equity
Balance at June 30, 2021			281	$	—		49,451	$	190,641	$	—	$	77,971	$	(207,382	)	$	(23	)	$	61,207
Net change in available-for-sale marketable securities			—		—		—		—		—		—		—			(48	)		(48	)
Stock-based compensation			—		—		—		—		—		359		—			—			359
Net loss			—		—		—		—		—		—		(2,029	)		—			(2,029	)
Balance at September 30, 2021			281	$	—		49,451	$	190,641	$	—	$	78,330	$	(209,411	)	$	(71	)	$	59,489

Preferred Stock

Series C

Series D

Common Stock

Number of
Shares
Outstanding

Amount

Number of
Shares
Outstanding

Amount

Number of
Shares
Outstanding

Amount

Treasury
Stock
Amount

Additional
Paid-In
Capital

Accumulated
Deficit

Total
Stockholders’
Equity

Balance at June 30, 2019

281

$
—

281

$
—

5,775

$
190,571

$
(4,129
)

$
7,964

$
(191,698
)

$
2,708

Adjustment to opening retained earnings related to adoption of ASC Topic 842

—

—

—

—

—

—

—

—

230

230

Issuance of shares, net of offering issuance costs of $7

—

—

—

146

—

—

321

—

321

Stock-based compensation

—

—

—

—

—

—

—

78

—

78

Restricted stock issuance

—

—

—

—

5

26

—

—

—

26

Net loss

—

—

—

—

—

—

—

—

(2,068
)

(2,068
)
Balance at September 30, 2019

281

$
—

281

$
—

5,926

$
190,597

$
(4,129
)

$
8,363

$
(193,536
)

$
1,295

Issuance of stock

—

—

—

—

433

1

—

951

—

952

Stock-based compensation

—

—

—

—

—

—

—

97

—

97

Restricted stock cancellation

—

—

—

—

(11
)

—

—

(11
)

—

(11
)
Forfeiture of stock-based compensation

—

—

—

—

—

—

—

(3
)

—

(3
)
Net loss

—

—

—

—

—

—

—

—

(2,083
)

(2,083
)
Balance at December 31, 2019

281

$
—

281

$
—

6,348

$
190,598

$
(4,129
)

$
9,397

$
(195,619
)

$
247

	Preferred Stock
		Series D				Common Stock
		Number of Shares Outstanding		Amount		Number of Shares Outstanding			Amount		Treasury Stock Amount			Additional Paid-In Capital			Accumulated Deficit			Accumulated Other Comprehensive Loss		Total Stockholders’ Equity
Balance at June 30, 2020			281	$	—		7,850		$	190,599	$	(4,129	)	$	13,934		$	(199,779	)	$	—	$	625
Stock offering costs			—		—		—			—		—			(2	)		—			—		(2	)
Stock-based compensation			—		—		—			—		—			49			—			—		49
Restricted stock cancellation			—		—		(6	)		—		—			(5	)		—			—		(5	)
Net loss			—		—		—			—		—			—			(2,111	)		—		(2,111	)
Balance at September 30, 2020			281	$	—		7,844		$	190,599	$	(4,129	)	$	13,976		$	(201,890	)	$	—	$	(1,444	)

See accompanying notes to unaudited condensed consolidated financial statements.

	Six Months Ended December 31,						Three Months Ended September 30,
	2020			2019			2021			2020
Cash flows from operating activities:
Net loss	$	(3,733	)	$	(4,151	)	$	(2,029	)	$	(2,111	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation, net of forfeitures		90			187
Stock-based compensation								359			44
Depreciation and amortization		141			289			39			81
Loss on disposal of assets		173			—			0			194
Changes in assets and liabilities:
Accounts receivable		6			(210	)		(201	)		49
Inventory		88			57
Income tax receivable		429			215			0			429
Inventory, net								(195	)		64
Accounts payable		(11	)		(7	)		(282	)		(164	)
Other assets and liabilities		319			264			120			(66	)
Net cash used in operating activities		(2,498	)		(3,356	)		(2,189	)		(1,480	)
Cash flows from investing activities:
Purchases of property and equipment		(16	)		—			(97	)		(16	)
Net cash used in investing activities		(16	)		—			(97	)		(16	)
Cash flows from financing activities:
Proceeds from term note payable - related party		—			1,500
Proceeds from issuance of stock, net of offering issuance costs		21,828			1,272
Net cash provided by financing activities		21,828			2,772

Repayment of related party debt								(2,000	)		0
Net cash used in financing activities								(2,000	)		0
Net change in cash and cash equivalents	$	19,314			(584	)		(4,286	)		(1,496	)
Cash and cash equivalents at beginning of period		3,349			1,588			35,936			3,349
Cash and cash equivalents at end of period	$	22,663		$	1,004		$	31,650		$	1,853

Reconciliation of cash and cash equivalents and restricted cash at end of period:
Cash and cash equivalents	$	22,121		$	393
Restricted cash	$	542		$	611
Total	$	22,663		$	1,004

Supplemental disclosures of cash flow information:
Cash paid for interest	$	—		$	—		$	502		$	0
Income taxes paid	$	—		$	—		$	0		$	0
Impact to retained earnings from adoption of ASC Topic 842	$	—		$	230
Operating right-of-use assets and associated liabilities	$	—		$	1,608		$	0		$	0

See accompanying notes to unaudited condensed consolidated financial statements.

Description of the Company – Astrotech Corporation (Nasdaq: ASTC) (“Astrotech,” ~~“the Company,~~the “Company,” “we,” “us,” or “our”), a Delaware corporation organized in 1984, is a ~~science and technology development and commercialization~~mass spectrometry company that launches, manages, and ~~builds~~commercializes scalable companies based on its innovative ~~technology in order to maximize shareholder value.~~core technology.

Basis of Presentation – The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and the rules and regulations of the Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the ~~six~~three months ended ~~December 31, 2020~~September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending June 30, ~~2021.~~2022. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended June 30, ~~2020.~~2021.

Astrotech Technologies, Inc. (“ATI”) owns and licenses the Astrotech Mass Spectrometer Technology™ (the “AMS Technology”), the platform mass spectrometry technology originally developed by 1^st Detect Corporation (“1^st Detect”). The AMS Technology has been designed to be inexpensive, small, and easy to use. Unlike other technologies, the AMS Technology works under ultra-high vacuum, which eliminates competing molecules, yielding higher resolution and fewer false alarms. The intellectual property includes 3224 patents granted with ~~two~~2 additional patents in process along with extensive trade secrets. With a number of diverse market opportunities for the core technology, ATI is structured to license the intellectual property for different fields of use. ATI currently licenses the AMS Technology to ~~three~~3 wholly-owned subsidiaries of Astrotech on an exclusive basis, including to 1^st Detect for use in the security and detection market, to AgLAB Inc. (“AgLAB”) for use in the agriculture market, and to BreathTech Corporation (“BreathTech”) for use in breath analysis.

1^st Detect, a licensee of ATI for the security and detection market, has developed the TRACER 1000™, the world’s first mass spectrometer (“MS”) based explosives trace detector (“ETD”) certified by the European Civil Aviation Conference (“ECAC”), designed to replace the ETDs used at airports, cargo ~~facilities,~~and other secured facilities, and borders worldwide. The Company believes that ETD customers are unsatisfied with the currently deployed ETD technology, which is driven by ion mobility spectrometry (“IMS”). The Company believes that IMS-based ETDs are fraught with false positives, as they often misidentify personal care products and other common household chemicals as explosives, causing facility shutdowns, unnecessary delays, frustration, and significant wasted security resources. In addition, there are hundreds of different types of explosives, but IMS-based ETDs have a very limited threat detection library reserved only for those several explosives of largest concern. Adding additional compounds to the detection library of an IMS-based ETD fundamentally reduces the instrument’s performance, further increasing the likelihood of false alarms. In contrast, adding additional compounds to the TRACER 1000’s detection library does not degrade ~~the TRACER 1000’s~~its detection capabilities, as it has a virtually unlimited and expandable threat library.

In order to sell the TRACER 1000 to airport and cargo security customers in the European Union, ECAC certification is required. Certain other countries around the globe also accept ECAC certification. ~~After receiving~~The Company received ECAC certification for the TRACER 1000 on February 21, ~~2019, the Company~~2019. It is now ~~marketing to and~~ taking orders from airports and cargo facilities outside of the U.S. that accept ECAC certification.

On June 26, 2019, the Company announced the official launch of the TRACER 1000, and on November 22, 2019, also announced the first commercial sale of TRACER 1000 units to a global shipping and logistics company.

In the United States, the Company is working with the U.S. Transportation Security Administration (“TSA”) towards ~~Air Cargo~~air cargo certification. On March 27, 2018, the Company announced that the TRACER 1000 was accepted into TSA’s Air Cargo Screening Technology Qualification Test (“ACSQT”) and, on April 4, 2018, the Company announced that the TRACER 1000 was beginning testing with TSA for passenger screening at airports. On November 14, 2019, the Company announced that the TRACER 1000 had been selected by the TSA’s Innovation Task Force ~~(“ITF”)~~ to conduct live checkpoint screening at Miami International Airport. With similar protocols as ECAC testing, the Company has received valuable feedback from all programs. Following ECAC certification and the Company's early traction within the cargo market, testing for cargo security continued with the TSA. With the COVID-19 pandemic, all testing within the TSA was put on hold; however, cargo ~~non-detection~~ testing resumed ~~this~~during the summer of 2020, and the Company subsequently announced on September 9, 2020 that the TRACER 1000 passed the non-detection testing portion of the TSA’s ACSQT. TSA cargo detection testing ~~resumed this fall~~is ongoing and ~~continues to move forward. This~~ is the next and final step to be listed on the Air Cargo Screening Technology List (“ACSTL”) as an “approved” ~~device and,~~

ifdevice. If approved, ~~thereby~~the TRACER 1000 will be approved for cargo sales in the United States. ~~Given the deterioration in air traffic caused by the pandemic, TSA certification testing for passenger checkpoint security has been put on indefinite hold.~~

~~Finally, on October 28, 2020, the Company~~On August 25, 2021, 1^st Detect announced that it ~~had surpassed $1.0 million in~~has secured an important landmark purchase ~~orders~~order for the TRACER 1000, ~~and~~representing the first units to be deployed at an ~~additional $1.0 million in future service and support commitments, also announcing DHL (Deutsche Post AG) as its largest flagship customer.~~airport security checkpoint.

AgLAB, ~~is a~~an exclusive licensee of ATI ~~and~~for the agriculture market, has developed the AgLAB-1000™ series of mass spectrometers for use in the ~~agriculture industry for both process control~~hemp and cannabis market with initial focus on optimizing yields in the ~~detection of trace amounts of solvents~~extraction and ~~pesticides.~~distillation process. The AgLAB product line is a derivative of the Company’s core AMS Technology. The AMS Technology provides a significant competitive advantage due to its small size, rugged design, quick analysis, and ease of use.

BreathTech is developing the BreathTest-1000™, a breath analysis tool to screen for volatile organic compound (“VOC”) metabolites found in a person’s breath that could indicate they may have an infection, including COVID-19 or pneumonia. While vaccines have been deployed to prevent the transmission of COVID-19, only a small fraction of the world has been vaccinated and new variants continue to pose a significant and evolving threat. New tools to aid in the battle against COVID-19 remain of the utmost importance to help defeat the disease, and BreathTech, in conjunction with the Cleveland Clinic, are at the forefront of developing a quick and easy to use device to help aid in preventing the further spread of the disease.

Development of the BreathTest-1000 follows the Company’s results in pre-clinical trials for the BreathDetect-1000™, a rapid self-serve breathalyzer that iswas designed to detect bacterial infections in the respiratory tract, including pneumonia. The pre-clinical trials were conducted in collaboration with UT Health San Antonio in 2017.

~~On October 20, 2020, the Company announced~~ a joint development agreement with the Cleveland Clinic Foundation to explore leveraging the BreathTest-1000 to rapidly screen for COVID-19 or related indicators. The goal of the agreement is to develop a non-invasive device that will use breath samples to identify COVID-19 strains, with the potential to provide a low-cost, self-service screening option that could be deployed on a large-scale.

As of July 1, 2019, the Company adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) 2016-02 Leases: Topic 842 (“Topic 842”), using the modified retrospective method of adoption. Astrotech elected to use the transition option that allowed the Company to initially apply the new lease standard at the adoption dateThe following tables summarize gains and ~~recognize a cumulative-effect adjustment~~losses related to the ~~opening balance~~Company’s investments as of ~~retained earnings in the year of adoption. The adoption of Topic 842 resulted in an adjustment to~~ ~~accumulated deficit~~ ~~of $230 thousand at~~September 30, 2021 and June 30, 2021:

~~The~~2021, the Company ~~had two existing facility leases and several small equipment leases.~~ ~~Astrotech~~ leased office space consisting of 5,219 square feet in Austin, Texas that housed executive management, finance and accounting, sales, and marketing and communications. The lease began in November 2016 and was originally ~~expired~~set to expire in December ~~2023.~~2023. On August 3, 2020, the Company decided to terminate the lease. Upon lease termination, the Company recognized a decrease in the related operating right-of-use (“ROU”) asset and operating lease liability of approximately $539 thousand and $506 thousand, ~~and $540 thousand,~~ respectively.

~~In May 2013, 1~~^st ~~Detect completed build-out of~~On April 27, 2021, Astrotech entered into a ~~16,540 square foot leased~~new lease for a research and development ~~and production~~ facility of approximately 5,960 square feet in ~~Webster, Texas. This facility is equipped with state-of-the-art laboratories,~~Austin, Texas that includes a ~~clean room,~~laboratory, a small production shop, and offices for ~~staff.~~staff, although many of the Company’s employees continue to work remotely. The lease commenced on June 1, 2021 and has a lease term of ~~the lease is 62 months and includes options to extend for two additional five-year periods. In February 2015, 1~~^st Detect exercised its right of first refusal on the adjoining space of 9,138 square feet. The original lease began in May 2013 and was to expire in June 2018; these dates were amended in October 2014 with the amended lease beginning February 1, 2015, and expiring April 30, 2020, with provisions to renew and extend the lease for the entire premises, but not less than the entire premises, for two renewal terms of five years each. On June 1, 2018, the Company entered into its third amendment of the original lease removing 8,118 square feet from its leased space, leaving leased premises with a total square footage of 17,560. On January 21, 2020, the Company entered into its fourth amendment of the original lease, with the amended lease beginning May 1, 2020 and expiring April 30, 2021, with the option to renew and extend the lease for one renewal term of one year. During the second quarter of fiscal year 2021, the Company has decided to allow the Webster lease to expire on its expiration date and declined the option to renew the lease. This resulted in a reduction of the related operating ROU asset and operating lease liability of $171 thousand and $192 thousand, respectively.36 months.

Operating lease assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. Operating lease assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate in determining the present value of lease payments. Significant judgement is required when determining the Company’s incremental borrowing rate. Lease expense for lease payments is recognized on a straight-line basis over the lease term.

~~Upon the adoption of Topic 842, the Company’s accounting for financing leases, previously referred to as capital leases, remains substantially unchanged from prior guidance.~~

The balance sheet presentation of the Company’s operating and finance leases is as follows:

(In thousands)
For the Year Ended June 30,	Operating Leases		Financing Leases		Total
2021	$	72	$	6	$	78
For the Year Ending June 30,							Operating Leases		Financing Leases		Total
2022		6		12		18	$	76	$	9	$	85
2023		6		12		18		103		12		115
2024		—		12		12		93		12		105
2025		—		8		8		—		9		9
2026								—		—		—
Thereafter		—		—		—		—		—		—
Total lease obligations		84		50		134		272		42		314
Less: imputed interest		4		6		10		20		5		25
Present value of net minimum lease obligations		80		44		124		252		37		289
Less: lease liabilities - current		72		10		82		90		10		100
Lease liabilities - non-current	$	8	$	34	$	42	$	162	$	27	$	189

Cash payments for operating leases for the three months ended ~~December 31,~~September 30, 2021 and September 30, 2020 ~~and December 31, 2019~~ totaled ~~$53~~$10 thousand and ~~$96 thousand, respectively. Cash payments for operating leases for the six months ended December 31, 2020 and December 31, 2019 totaled $123 thousand and $192~~$70 thousand, respectively.

Cash payments for financing leases for each of the three months ended ~~December 31,~~September 30, 2021 and September 30, 2020 ~~and December 31, 2019~~ totaled $3 ~~thousand and $0, respectively. Cash payments for financing leases for the six months ended December 31, 2020 and December 31, 2019 totaled $6 thousand and $0, respectively.~~thousand.

As of ~~December 31, 2020~~September 30, 2021 and June 30, ~~2020,~~2021, property and equipment, net consisted of the following:

Depreciation and amortization expense of property and equipment for the three months ended ~~December 31,~~September 30, 2021 and September 30, 2020 ~~and December 31, 2019~~ were ~~$15~~$17 thousand and ~~$58 thousand, respectively. Depreciation expense of property and equipment for the six months ended December 31, 2020 and December 31, 2019 were $37 thousand and $117~~$22 thousand, respectively.

On August 3, 2020, the Company terminated its corporate office lease in Austin, Texas and wrote-off the remaining net book value of the related leasehold improvement assets in the amount of $229 thousand.

~~On October 21, 2020,~~The Company has issued 280,898 shares of Series D convertible preferred stock (“Series D Preferred Shares”), all of which are issued and outstanding. Series D Preferred Shares are convertible to common stock on a one-to-one basis. Series D Preferred Shares are not callable by the Company. The holder of the preferred stock is entitled to receive, and we shall pay, dividends on shares equal to and in the same form as dividends actually paid on shares of common stock when, and if, such dividends are paid on shares of common stock. NaN other dividends are paid on the preferred shares. Preferred shares have no voting rights. Upon liquidation, dissolution, or winding-up of the Company, ~~entered into a Securities Purchase Agreement (the “First Purchase Agreement”) with certain purchasers named therein, pursuant~~whether voluntary or involuntary, the preferred shares have preference over common stock. The holder of Series D Preferred Shares has the option to ~~which the Company agreed~~convert said shares to ~~issue and sell 7,826,086 shares (the “Public Offering Shares”) of the Company’s~~ common stock ~~par value $0.001 per share (the “Common Stock”),~~ at ~~an offering price of $2.30 per share (the “Public Offering”).~~the holder’s discretion.

The ~~Public Offering resulted~~holder of the preferred stock previously agreed with the Company that they would not convert the preferred stock until such time as the amendment to the Certificate of Incorporation (the “2020 Certificate Amendment”) was accepted for filing with the state of Delaware, which occurred in ~~gross proceeds of approximately $18.0 million before deducting the placement agent’s fees and related offering expenses.~~October 2021.

Pursuant to an engagement agreement dated July 23, 2020, as amended, the Company engaged H.C. Wainwright & Co., LLC (the “Placement Agent”) to act as the Company’s exclusive placement agent in connection with the Public Offering. The Company issued to the Placement Agent, or its designees, warrants (the “Placement Agent’s Warrants No. 1”) to purchase up to 469,565 shares of Common Stock, which represents 6.0% of the Public Offering Shares sold in the Public Offering. The Placement Agent’s Warrants No. 1 have an exercise price of $2.875 per share, which represents 125% of the per share offering price of the Public Offering Shares, and a termination date of October 21, 2025. The Placement Agent’s Warrants No. 1 had a fair value per share of $2.01 as of the date of issuance.

On October 28, 2020, the Company entered into a Securities Purchase Agreement (the “Second Purchase Agreement”) with certain purchasers named therein, pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “Registered Offering”), 2,887,906 shares (the “Registered Offering Shares”) of the Company’s Common Stock, ~~at an offering price of $2.15~~ ~~per share.~~

~~The Registered Offering resulted in gross proceeds of approximately $6.2 million before deducting the placement agent’s fees and related offering expenses.~~

Pursuant to an engagement agreement dated July 23, 2020, as amended, the Company engaged the Placement Agent to act as the Company’s exclusive placement agent in connection with the Registered Offering. The Company also issued to the Placement Agent, or its designees, warrants (the “Placement Agent’s Warrants No. 2”) to purchase up to 173,274 shares of Common Stock, which represents 6.0% of the Registered Offering Shares sold in the Registered Offering. The Placement Agent’s Warrants No. 2 have an exercise price of $2.6875 per share, which represents 125% of the per share offering price of the Registered Offering Shares, and a termination date of October 28, 2025. The ~~Placement Agent’s~~ ~~Warrants No. 2 had a fair value per share of $1.80 as of the date of issuance.~~

From November 9, 2018 through March 25, 2020, the Company sold 793,668 shares of Common Stock pursuant to an At-the-Market Issuance Sales Agreement (the “B. Riley ATM Agreement”) with B. Riley FBR, under which B. Riley FBR acted as the sales agent. In connection with the sale of these shares of Common Stock, the Company received net proceeds of $2.3 million. The weighted-average sale price per share was $3.04. No additional shares of the Company’s Common Stock will be sold pursuant to the B. Riley ATM Agreement. The Company did not incur any termination penalties as a result of its termination of the B. Riley ATM Agreement.

On December 18, 2020, the Company entered into an at-the-market offering agreement (the “Wainwright ATM Agreement”) with H.C. Wainwright & Co., LLC as agent, pursuant to which the Company may offer and sell, from time to time through H.C. Wainwright, shares of the Company’s Common Stock, having an aggregate offering price of up to $3,582,614.

A summary of the common stock warrant activity for the three months ended ~~December 31, 2020~~September 30, 2021 is presented below:

The Company has made an immaterial error correction to the table above to reflect the correct weighted average exercise price and weighted average remaining contractual term reported as of June 30, 2021. Management evaluated the materiality of the error, both quantitatively and qualitatively, and concluded that it was not material to the financial statements of any period presented.

The following represents a summary of the warrants outstanding at each of the dates identified:

					Number of Shares Underlying Warrants								Number of Shares Underlying Warrants (In thousands)
Issue Date	Classification	Exercise Price		Expiration Date	December 31, 2020		June 30, 2020		Classification	Exercise Price		Expiration Date	September 30, 2021		June 30, 2021
March 26, 2020	Equity	$	6.25	March 25, 2025		24,780		24,780	Equity	$	6.25	March 25, 2025		25		25
March 30, 2020	Equity	$	4.69	March 27, 2025		61,133		61,133	Equity	$	4.69	March 27, 2025		61		61
October 23, 2020	Equity	$	2.89	October 21, 2025		469,565		—	Equity	$	2.88	October 21, 2025		470		470
October 28, 2020	Equity	$	2.69	October 28, 2025		173,274		—	Equity	$	2.69	October 28, 2025		173		173
February 16, 2021									Equity	$	4.06	February 11, 2026		171		171
April 12, 2021									Equity	$	1.88	April 7, 2026		1,493		1,493
Total Outstanding						728,752		85,913						2,393		2,393

As previously noted in our Form 10-K for the fiscal year ended June 30, 2020, the Company was not in compliance with the minimum stockholders’ equity requirement under Nasdaq Listing Rule 5550(b)(1) for continued listing on The Nasdaq Capital Market because its stockholders’ equity was below the required minimum of $2.5 million at June 30, 2020. On September 11, 2020, the Company received a notice from the Listing Qualifications Department of the Nasdaq Stock Market LLC (“Nasdaq”) stating that it was not in compliance with the required stockholder’s equity of $2.5 million.

The notice had no immediate effect on the Company’s listing on The Nasdaq Capital Market. The Company originally had until October 26, 2020 to submit a plan to regain compliance with the minimum stockholders’ equity requirement; however, Nasdaq granted an extension of the deadline to submit a plan until November 2, 2020.

~~Following the offerings mentioned above, the Company is now in compliance with the minimum stockholders’ equity requirement.~~

Basic net loss per share is computed on the basis of the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed based on the weighted average number of common shares outstanding plus the effect of potentially dilutive common shares outstanding during the period using the treasury stock method and the if-converted method. Potentially dilutive common shares include outstanding stock options and share-based awards.

The following table reconciles the numerators and denominators used in the computations of both basic and diluted net loss per share:

All unvested restricted stock awards for the ~~six~~three months ended ~~December 31, 2020~~September 30, 2021 are not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive. Options to purchase ~~321,225~~152,532 shares of common stock at exercise prices ranging from $1.85 to ~~$8.35~~$6.00 per share outstanding as of ~~December 31, 2020~~September 30, 2021 were not included in diluted net loss per share, as the impact to net loss per share would be anti-dilutive.

Astrotech recognizes revenue employing the generally accepted revenue recognition methodologies described under the provisions of Accounting Standards Codification (“ASC”) Topic 606 “Revenue from Contracts with Customers” (“Topic 606”), which was adopted by the Company in fiscal year 2019. The methodology used is based on contract type and how products and services are provided. The guidelines of Topic 606 establish a five-step process to govern the recognition and reporting of revenue from contracts with customers. The five steps are: (i) identify the contract with a customer, (ii) identify the performance obligations within the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations within the contract, and (v) recognize revenue when or as the performance obligations are satisfied.

An additional factor is reasonable assurance of collectability. This necessitates deferral of all or a portion of revenue recognition until collection. During each of the three months ended ~~December 31,~~September 30, 2021 and 2020, the Company had ~~one~~1 revenue source that ~~totaled $130 thousand. During the three and six months ended December 31, 2020, the Company had one material revenue source.~~materially comprised all of its revenue. Revenue was recognized at a point in time consistent with the guidelines in Topic 606.

The Company disaggregates revenue by reporting segment to depict the nature of revenue in a manner consistent with its business operations and to be consistent with other communications and public filings. Refer to ~~Note 13~~ ~~for additional details of revenues by reporting segment.~~

Contract Assets and Liabilities. The Company enters into contracts to sell products and provide services, and it recognizes contract assets and liabilities that arise from these transactions. The Company recognizes revenue and corresponding accounts receivable according to Topic 606 and, at times, recognize revenue in advance of the time when contracts give us the right to invoice a customer. The Company may also receive consideration, per the terms of a contract, from customers prior to transferring goods to the customer. The Company records customer deposits as deferred revenue. Additionally, the Company may receive payments, most typically for service and warranty contracts, at the onset of the contract and before services have been performed. In such instances, the Company records a deferred revenue liability. The Company recognizes these contract liabilities as sales after all revenue recognition criteria are met.

Practical Expedients. In cases where the Company is responsible for shipping after the customer has obtained control of the goods, the Company has elected to treat the shipping activities as fulfillment activities rather than as a separate performance obligation. Additionally, the Company has elected to capitalize the cost to obtain a contract only if the period of amortization would be longer than one year. The Company only gives consideration to whether a customer agreement has a financing component if the period of time between transfer of goods and services and customer payment is greater than one year.

Product Sales. The Company recognizes revenue from sales of products upon shipment or delivery when control of the product transfers to the customer, depending on the terms of each sale, and when collection is probable. In the circumstance where terms of a product sale include subjective customer acceptance criteria, revenue is deferred until the Company has achieved the acceptance criteria unless the customer acceptance criteria are perfunctory or inconsequential. The Company generally offers customers payment terms of ~~less than one year.~~60 days or less.

Freight. The Company records shipping and handling fees that it charges to its customers as revenue and related costs as cost of revenue.

Multiple Performance Obligations. Certain agreements with customers include the sale of equipment involving multiple elements in cases where obligations in a contract are distinct and thus require separation into multiple performance obligations, revenue recognition guidance requires that contract consideration be allocated to each distinct performance obligation based on its relative standalone selling price. The value allocated to each performance obligation is then recognized as revenue when the revenue recognition criteria for each distinct promise or bundle of promises has been met.

The standalone selling price for each performance obligation is an amount that depicts the amount of consideration to which the entity expects to be entitled in exchange for transferring the good or service. When there is only one performance obligation associated with a contract, the entire amount of consideration is attributed to that obligation. When a contract contains multiple

performance obligations, the standalone selling price is first estimated using the observable price, which is generally a list price net of applicable discount or the price used to sell the good or service in similar circumstances. In circumstances when a selling price is not directly observable, the Company will estimate the standalone selling price using information available to it including its market assessment and expected cost, plus margin.

The timetable for fulfilment of each of the distinct performance obligations can range from completion in a short amount of time and entirely within a single reporting period to completion over several reporting periods. The timing of revenue recognition for each performance obligation may be dependent upon several milestones, including physical delivery of equipment, completion of site acceptance test, and in the case of after-market consumables and service deliverables, the passage of time.

ASC Topic 820 “Fair Value Measurement” (“Topic 820”) defines fair value, establishes a market-based framework or hierarchy for measuring fair value, and expands disclosures about fair value measurements. Topic 820 is applicable whenever assets and liabilities are measured and included in the financial statements at fair value.

The fair value hierarchy established in Topic 820 prioritizes the inputs used in valuation techniques into three levels as follows:

Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 - Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.

The following tables present the carrying amounts, estimated fair values, and valuation input levels of certain financial instruments as of September 30, 2021 and June 30, 2021:

The value of available-for-sale investments is based on pricing from third-party pricing vendors, who use quoted prices in active markets for identical assets (Level 1 inputs).

On September 5, 2019, the Company entered into a private placement transaction with Thomas B. Pickens III, the Chief Executive Officer and Chairman of the Board of Directors of the Company for the issuance and sale of a secured promissory note to Mr. Pickens with a principal amount of $1.5 million (the “2019 Note”), and on February 13, 2020, the Company entered into a second private placement transaction with Mr. Pickens for the issuance and sale of a second secured promissory note to Mr. Pickens with a principal amount of $1.0 million (the “2020 Note” and, collectively with the 2019 Note, the “Original Notes”). Interest on the Original Notes accrued at 11% per annum. The principal amount and accrued interest on the Original Notes originally were to become due and payable on September 5, 2020; however, on August 24, 2020, the Company and Mr. Pickens agreed to extend the date of maturity of the Notes and payment of accrued interest to September 5, 2021 (the “Original Maturity Date”).

The Company had the option to prepay the principal amount and all accrued interest on the Original Notes at any time prior to the Original Maturity Date.

In connection with the issuance of the Original Notes, the Company, along with 1^st Detect Corporation and Astrotech Technologies, Inc. (the “Subsidiaries”), entered into two security agreements, dated as of September 5, 2019 and February 13,

2020 (collectively, the “Original Security Agreements”), with Mr. Pickens, pursuant to which the Company and the Subsidiaries granted to Mr. Pickens a security interest in all of the Company’s and the Subsidiaries’ Collateral, as such term is defined in the Original Security Agreements. In addition, the Subsidiaries jointly and severally agreed to guarantee and act as surety for the Company’s obligation to repay the Original Notes pursuant to a subsidiary guarantee.

On September 3, 2021, the Company entered into (1) the Omnibus Amendment to the Secured Promissory Notes (the “Amended Notes”) with Mr. Pickens, in connection with the Original Notes, and (2) the Omnibus Amendment to the Security Agreements (the “Amended Security Agreements”, and together with the Amended Notes, the “Amendments”) with the Subsidiaries, in connection with the Original Security Agreements. Pursuant to the Amendments, (a) the principal amount of $1.0 million and accrued interest of $172 thousand on the 2020 Note was paid in full and the 2020 Note was cancelled, and (b) $1.0 million of the principal amount and $330 thousand of accrued interest on the 2019 Note was paid and the maturity date on the remaining balance of $500 thousand of the 2019 Note was extended to September 5, 2022 (the “Amended Maturity Date”).

In addition, the Subsidiaries jointly and severally agreed to guarantee and act as surety for the Company’s obligation to repay the remaining balance on the 2019 Note pursuant to subsidiary guarantees, dated September 5, 2019 and February 13, 2020, respectively, as amended by the Omnibus Amendments to Subsidiary Guarantees, dated August 24, 2020 and September 3, 2021, respectively (the Omnibus Amendment to Subsidiary Guarantees dated September 3, 2021, the “Amended Subsidiary Guarantee”). The Subsidiary Guaranty with respect to the 2020 Note was also cancelled by the Amended Subsidiary Guarantee due to the 2020 Note being repaid in full.

For the each of the three months ended September 30, 2021 and 2020, the Company had 1 customer that materially comprised all of the Company’s revenue.

The Company maintains funds in bank accounts that may exceed the limit insured by the Federal Deposit Insurance Corporation of $250 thousand per depositor. The risk of loss attributable to these uninsured balances is mitigated by depositing funds in what we believe to be high credit quality financial institutions. The Company has not experienced any losses in such accounts.

The Company’s stock option activity for the three months ended September 30, 2021 is as follows:

The aggregate intrinsic value of options exercisable at September 30, 2021 was $0, as the fair value of the Company’s common stock is less than the exercise prices of these options. The remaining stock-based compensation expense of $1 thousand related to stock options will be recognized over a weighted-average period of 1.03 years.

The table below details the Company’s stock options outstanding as of September 30, 2021:

Compensation costs recognized related to stock option awards were $0 thousand for each of the three months ended September 30, 2021, and 2020.

The Company’s restricted stock activity for the three months ended September 30, 2021, is as follows:

Stock compensation expenses related to restricted stock were $359 thousand and $44 thousand for the three months ended September 30, 2021, and 2020. The remaining stock-based compensation expense of $3.3 million related to restricted stock awards granted will be recognized over a weighted-average period of 2.47 years.

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are more likely than not to be realized. As of September 30, 2021, the Company established a valuation allowance against all of its net deferred tax assets.

For the three months ended September 30, 2021 and 2020, the Company incurred pre-tax losses in the amount of $2.0 million and $2.1 million, respectively.

The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was signed into law on March 27, 2020. The CARES Act provided certain tax relief measures including the acceleration of the alternative minimum tax (“AMT”) credit previously paid. The CARES Act allows for the acceleration of the refundable AMT credit up to 100% of the AMT credit. In response to the impact of the CARES Act, the Company received the remaining AMT credit of $429 thousand for AMT previously paid during the three months ended September 30, 2020.

FASB ASC 740, “Income Taxes” addresses the accounting for uncertainty in income tax recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on a tax return. The Company currently has approximately $300 thousand of uncertain tax positions as of September 30, 2021, all of which are accounted as contra-deferred tax assets. The Company does 0t expect any significant changes to its uncertain tax positions in the coming 12 months.

Loss carryovers are generally subject to modification by tax authorities until three years after they have been utilized; as such, the Company is subject to examination for the fiscal years ended 2001 through present for federal purposes and fiscal years ended 2006 through present for state purposes.

The Company is subject to various lawsuits and other claims in the normal course of business. In addition, from time to time, the Company receives communications from government or regulatory agencies concerning investigations or allegations of noncompliance with laws or regulations in jurisdictions in which the Company operates.

The Company establishes reserves for the estimated losses on specific contingent liabilities, for regulatory and legal actions where the Company deems a loss to be probable and the amount of the loss can be reasonably estimated. In other instances, the Company is not able to make a reasonable estimate of liability because of the uncertainties related to the outcome or the amount or range of potential loss.

On April 15, 2021, a putative stockholder of the Company commenced a class action and derivative lawsuit in the Delaware Court of Chancery, Stein v. Pickens, et al., C.A. No. 2021-0322-JRS (the “Stein Action”), in which it was alleged, among other things, that the Company improperly included broker non-votes in the tabulation of votes counted in favor to approve the 2020 Certificate Amendment and, thus the 2020 Certificate Amendment was defective. The Company investigated these allegations and disputed them. Following a period of discovery, the parties entered into a settlement in principle. No date to present the settlement to the Court of Chancery has yet been set.

Company did not believe that the filing and effectiveness of the 2020 Certificate Amendment was either invalid or ineffective. However, to resolve any uncertainty, the Company determined to pursue corrective actions to ratify the 2020 Certificate Amendment through the filing of the Section 205 Action. The Company’s request for validation from the Court of Chancery was granted on October 6, 2021, thereby ratifying the 2020 Certificate Amendment and all issuances of shares made pursuant thereto.

Further information regarding the Stein Action and the Section 205 Action is provided in the Schedule 14A proxy statement amendment and supplement filed by the Company with the Securities and Exchange Commission on April 29, 2021.

The Company has determined that it does not meet the criteria of ASC 280 “Segment Reporting” because the Company’s subsidiaries represent Company brands that leverage the same core technology rather than independent operating segments. Furthermore, restatement of prior results is not necessary as they would mirror the consolidated results.

The Company has taken what it believes are necessary precautions to safeguard its employees from the COVID-19 pandemic. The Company continues to follow the Centers for Disease Control and Prevention’s (“CDC”) guidance and the recommendations and restrictions provided by state and local authorities. All of the Company’s employees who do not work in a lab setting are currently on a telecommunication work arrangement and have been able to successfully work remotely. The Company’s lab requires in-person staffing and the Company has been able to continue to operate its lab, minimizing infection risk to lab staff through a combination of social distancing and appropriate protective equipment. There can be no assurance, however, that key employees will not become ill or that the Company will be able to continue to operate its labs.

To date, the Company has seen delays with respect to the TSA certification process and parts of its supply chain, particularly the impact of the global semiconductor shortage, as a result of COVID-19. In addition, although passenger demand for air travel has recently rebounded to a certain extent, the overall recovery of the airline industry and ancillary services remains highly uncertain and is dependent upon, among other things, the number of cases declining around the globe, public health impacts of new COVID-19 variants, the continued administration of vaccines to unvaccinated populations, and the duration of immunity granted by vaccines.

The ~~continuing~~Company continues to manage production, to secure alternative supplies, and to take other proactive actions. If supply chain shortages become more severe or longer term in nature, the Company’s business and results of operations could be adversely impacted; however, the Company does not expect this issue to materially adversely affect its liquidity position. The long-term impact ~~that~~of the COVID-19 pandemic ~~will have~~ on the Company’s ~~operations, including duration, severity, and scope, remains uncertain and cannot~~ business may not be fully ~~predicted at this time. Accordingly,~~reflected until future periods.

The Company continues to evaluate the ~~Company believes that~~current and potential impact of the ~~COVID-19~~ pandemic ~~could continue to adversely impact~~on its business, results of operations, ~~cash flows,~~ and consolidated financial ~~condition~~statements. The Company also continues to actively monitor developments and business conditions that may cause it to take further actions that alter business operations as may be required by applicable authorities or that it determines are in the ~~future.~~best interests of its employees, customers, suppliers, and stockholders.

On March 27, 2020, the ~~Company’s business operations continue~~CARES Act was enacted. The CARES Act, among other things, includes provisions relating to ~~be impacted by~~refundable payroll taxes, deferment of employer side social security payments, net operating loss carryback periods, alternative minimum tax credit refunds, modifications to the ~~pandemic,~~net interest deduction limitations, and technical corrections to tax depreciation methods for qualified improvement property. The most significant relief measures which the Company ~~continues~~qualified for are a loan pursuant to ~~monitor~~ the situation and the guidance that is being provided by relevant federal, state, and local public health authorities. The Company may take additional actions based upon their recommendations. However, it is possible thatPaycheck Protection Program for which the Company ~~may have to make further adjustments to its operating plans in reaction to developments that are beyond its control.~~

has received full forgiveness, alternative minimum tax credit refunds, employee retention credit, and payroll tax deferral. The accounting standard for fair value measurements defines fair value, establishes a market-based framework or hierarchy for measuring fair value, and expands disclosures about fair value measurements. The standard is applicable whenever assets and liabilities are measured and included inpayroll tax deferral was effective from the ~~financial statements at fair value.~~

~~The fair value hierarchy established in the standard prioritizes the inputs used in valuation techniques into three levels as follows:~~

~~Level 1 - Quoted prices in active markets for identical assets or liabilities.~~

~~Level 3 - Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities.~~

~~As of~~enactment date through December 31, 2020, t~~he fair value~~and the deferred amount will be repaid in two installments, 50% of the ~~Company’s cash~~deferred amount by December 31, 2021 and ~~cash equivalents approximate their carrying value due to their short-term nature.~~ the remainder by December 31, 2022. The deferred payroll taxes are recorded within accrued liabilities on the condensed consolidated balance sheets.

~~On September 5, 2019,~~The Company will continue to assess the ~~Company entered into a private placement transaction with Thomas B. Pickens III, the Chief Executive Officer and Chairman~~treatment of the ~~Board of Directors~~CARES Act to the extent additional guidance and regulations are issued, the further applicability of the ~~Company for the issuance and sale of a secured promissory note (“Note No. 1”)~~CARES Act to Mr. Pickens with a principal amount of $1.5 million. Interest on Note No. 1 shall accrue at 11% per annum. The principal amount and accrued interest on Note No. 1 shall become due and payable on September 5, 2020 (the “Maturity Date”). The Company may prepay the principal amount and all accrued interest on Note No. 1 at any time prior to the Maturity Date. In connection with the issuance of Note No. 1, the Company, along with 1^st Detect Corporation and Astrotech Technologies, Inc. (the “Subsidiaries”), entered into a security agreement, dated as of September 5, 2019, with Mr. Pickens (the “Security Agreement No. 1”), pursuant to which the Company, and the ~~Subsidiaries granted to Mr. Pickens a security interest in all of~~potential impacts on the Company’s and the Subsidiaries’ Collateral, as such term is defined in Security Agreement No. 1. In addition, the Subsidiaries jointly and severally agreed to guarantee and act as surety for the Company’s obligation to repay Note No. 1 pursuant to a subsidiary guarantee.business.

On February 13, 2020, the Company entered into a second private placement transaction with Mr. Pickens for the issuance and sale of a secured promissory note (“Note No. 2”) to Mr. Pickens with a principal amount of $1.0 million. Interest on Note No. 2 shall accrue at 11% per annum. The principal amount and accrued interest on Note No. 2 shall become due and payable on the Maturity Date. The Company may prepay the principal amount and all accrued interest on Note No. 2 at any time prior to the Maturity Date. In connection with the issuance of Note No. 2, the Company, along with the Subsidiaries, entered into a second security agreement, dated as of February 13, 2020, with Mr. Pickens (the “Security Agreement No. 2”), pursuant to which the Company and the Subsidiaries granted to Mr. Pickens a security interest in all of the Company’s and the Subsidiaries’ Collateral, as such term is defined in Security Agreement No. 2. In addition, the Subsidiaries jointly and severally agreed to guarantee and act as surety for the Company’s obligation to repay Note No. 2 pursuant to a subsidiary guarantee.

~~On August 24, 2020, the Company and Mr. Pickens agreed to extend the Maturity Date of both the notes and payment of accrued interest to September 5, 2021.~~

On April 14, 2020, the Company entered into a promissory note under the Paycheck Protection Program “(PPP”) for $542 thousand (the “PPP Promissory Note”) with a commercial bank (the “Bank”) under t~~he Coronavirus Aid, Relief, and Economic Security~~ Act (the “CARES Act”). The PPP Promissory Note bears interest at a rate of 1.0% per annum. Payments are due monthly beginning November 10, 2020. The remaining principal amount of the PPP Promissory Note along with any unpaid interest is due on April 1, 2022. The principal and interest may be forgiven if the proceeds are used for forgivable purposes as defined by the terms in the PPP Promissory Note, and the Company has used the proceeds from the PPP Promissory Note for forgivable purposes as defined by the terms of the PPP Promissory Note. The Company has applied for forgiveness under the provisions of the CARES Act and escrowed the balance of the note with the lender. Forgiveness is subject to the sole approval of the Small Business Administration (“SBA”) and it may deny our application for forgiveness in whole or in part. ~~Interest expense for the three and six months ended December 31, 2020 was approximately $1 thousand and $2 thousand, respectively.~~(16) Subsequent Events

On October ~~19, 2020, as required by the SBA prior to executing the First Purchase Agreement on October 21, 2020,~~7, 2021, the Company ~~and~~filed with the ~~Bank entered into~~Secretary of State of the State of Delaware a ~~Cash Reserve Agreement wherein the Company agreed to deliver~~Certificate of Amendment to the ~~Bank an amount equal~~Company’s Certificate of Incorporation (the “Charter Amendment”) to ~~$542 thousand~~ ~~to be held in a separate restricted cash account in accordance with~~increase the ~~terms and conditions~~authorized number of ~~the Cash Reserve Agreement for the purpose of establishing a source of payment for the Company’s obligations to repay and/or obtain forgiveness of the PPP Promissory Note.~~

~~For the three and six months ended December 31, 2020 and 2019, the Company had one customer that materially comprised all of the Company’s revenue.~~

~~The Company’s stock option activity for the six months ended December 31, 2020 is as follows:~~

~~The aggregate intrinsic value of options exercisable at December 31, 2020 was $0, as the fair value~~shares of the Company’s common stock ~~is less than~~from 50,000,000 shares to 250,000,000 shares. The Delaware Court of Chancery on October 6, 2021

ratified and confirmed the ~~exercise prices of these options. The remaining stock-based compensation expense of $2 thousand related~~amendment to ~~stock options will be recognized over a weighted-average period of 1.78 years.~~

~~The table below details~~ the Company’s ~~stock options outstanding as~~Certificate of ~~December 31, 2020:~~

~~Compensation costs recognized related~~Incorporation filed on July 1, 2020 with the Delaware Secretary of State, which was a precondition to ~~stock option awards were $0 and $41 thousand for~~ the ~~three months ended December 31, 2020, and 2019, respectively and $1 thousand and $85 thousand for the six months ended December 31, 2020 and 2019, respectively.~~

~~The Company’s restricted stock activity for the six months ended December 31, 2020, is as follows:~~

Stock compensation expenses related to restricted stock were $46 thousand and $42 thousand for the three months ended December 31, 2020, and 2019, respectively and $90 thousand and $102 thousand for the six months ended December 31, 2020 and 2019, respectively. The remaining stock-based compensation expense of $161 thousand related to restricted stock awards granted will be recognized over a weighted-average period of 0.98 years.

The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to amounts that are more likely than not to be realized. As of December 31, 2020, the Company established a valuation allowance against all of its net deferred tax assets.

For the three months ended December 31, 2020 and 2019, the Company incurred pre-tax losses in the amount of $1.6 million and $2.1 million, respectively. For the six months ended December 31, 2020 and 2019, the Company incurred pre-tax losses in the amount of $3.7 million and $4.2 million, respectively. The total effective tax rate was approximately 0% for the eachfiling of the ~~three and six months ended December 31, 2020 and 2019.~~

For each of the six months ended December 31, 2020 and 2019, the Company’s effective tax rate differed from the federal statutory rate of 21%, primarily due to the valuation allowance placed against its net deferred tax assets.

The CARES Act was signed into law on March 27, 2020. The CARES Act provided certain tax relief measures including the acceleration of the alternative minimum tax (“AMT”) credit previously paid. The CARES Act allows for the acceleration of the refundable AMT credit up to 100% of the AMT credit. In response to the impact of the CARES Act, the Company received the remaining AMT credit of $429 thousand for AMT previously paid during the three months ended September 30, 2020.

FASB ASC 740, “Income Taxes” addresses the accounting for uncertainty in income tax recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on a tax return. The Company had no unrecognized tax benefit for the three and six months ended December 31, 2020 or 2019.

~~Litigation, Investigations, and Audits~~ ~~– We are not party to, nor are our properties the subject of, any material pending legal proceedings.~~

~~The Company currently has two reportable business units: 1~~^st ~~Detect Corporation and AgLAB Inc.~~

1^st ~~Detect is a manufacturer of explosives and narcotics trace detectors developed for use at airports, secured facilities, and borders worldwide.~~

~~AgLAB is developing a series of mass spectrometers for use in the agriculture market for process control and the detection of trace amounts of solvents and pesticides.~~

~~All intercompany transactions between business units have been eliminated in consolidation.~~

Subsequent to the end of the second quarter of fiscal year 2021 and as of February 9, 2021, the Company has sold 1,139,323 shares of common stock pursuant to the Wainwright ATM Agreement. In connection with the sales of these shares of common stock, the Company has received net proceeds of approximately $3.5 million. The weighted-average sale price per shares was $3.14.

On February 11, 2021, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers named therein, pursuant to which the Company agreed to issue and sell, in a registered direct offering (the “February Registered Offering”), 2,845,535 shares (the “Shares”) of the Company’s Common Stock at an offering price of $3.25 per share.

~~The February Registered Offering resulted in gross proceeds of approximately $9.25 million before deducting the placement agent’s fees and related offering expenses.~~

Pursuant to an engagement agreement, dated July 23, 2020, as amended, the Company engaged the Placement Agent to act as the Company’s exclusive placement agent in connection with the February Registered Offering. The Company will also issue to the Placement Agent, or its designees, warrants (the “Placement Agent’s Warrants”) to purchase up to 199,187 shares of Common

Stock, which represents 6.0% of the Shares sold in the February Registered Offering. The Placement Agent’s Warrants have an exercise price of $4.06 per share, which represents 125% of the per share offering price of the Shares and a termination date of February 11, 2026.

This Quarterly Report on Form 10-Q contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are forward-looking statements for purposes of federal and state securities laws. Forward-looking statements may include the words “may,” “will,” “plans,” “believes,” “estimates,” “expects,” “intends,” and other similar expressions. Such statements are subject to risks and uncertainties that could cause our actual results to differ materially from those projected in the statements. Such risks and uncertainties include, but are not limited to:

Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of the assumptions could be inaccurate; therefore, we cannot assure you that the forward-looking statements included in this Quarterly Report on Form 10-Q will prove to be accurate. In light of the significant uncertainties inherent in our forward-looking statements, the inclusion of such information should not be regarded as a representation by us or any other person that our objectives and plans will be achieved. Some of these and other risks and uncertainties that could cause actual results to differ materially from such forward-looking statements are more fully described in our ~~2020~~2021 Annual Report on Form 10-K, elsewhere in this Quarterly Report on Form 10-Q, or in the documents incorporated by reference herein. Except as may be required by applicable law, we undertake no obligation to publicly update or advise of any change in any forward-looking statement, whether as a result of new information, future events, or otherwise. In making these statements, we disclaim any obligation to address or update each factor in future filings with the Securities and Exchange Commission (“SEC”) or communications regarding our business or results, and we do not undertake to address how any of these factors may have caused changes to discussions or information contained in previous filings or communications. In addition, any of the matters discussed above may have affected our past results and may affect future results, so that our actual results may differ materially from those expressed in this Quarterly Report on Form 10-Q and in prior or subsequent communications.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following information should be read in conjunction with the unaudited condensed consolidated financial statements and the accompanying notes included in Part I, Item 1 of this Report.

Astrotech Corporation (Nasdaq: ASTC) (“Astrotech,” the “Company,” “we,” “us,” or “our”), a Delaware corporation organized in 1984, is a ~~science and technology development and commercialization~~mass spectrometry company that launches, manages, and ~~builds~~commercializes scalable companies based on its innovative ~~technology in order to maximize shareholder value.~~core technology.

The Company’s efforts are focused on commercializing its platform mass spectrometry technology through its wholly-owned subsidiaries:

ATI owns and licenses the AMS Technology, the platform mass spectrometry technology originally developed by 1^st1st Detect. Long recognized as the gold standard in chemical detection, mass spectrometry has historically been too costly, bulky, and cumbersome. In contrast, the AMS Technology has been designed to be inexpensive, small, and easy to use. Unlike other technologies, the AMS Technology works under ultra-high vacuum, which eliminates competing molecules, yielding higher resolution and fewer false alarms. The intellectual property includes 3224 granted patents and two additional patents in process along with extensive trade secrets. With a number of diverse market opportunities for the core technology, ATI is structured to license the intellectual property for different fields of use. ATI currently licenses the AMS Technology to three wholly-owned subsidiaries of Astrotech on an exclusive basis, including to 1^st Detect for use in the security and detection market, to AgLAB for use in the agriculture market, and to BreathTech for use in breath analysis.

ATI has contracted with Sanmina Corporation (“Sanmina”), a leading contract manufacturer with a worldwide presence. During the first quarter of fiscal year 2022, Sanmina completed production of the first batch of TRACER 1000 instruments. Sanmina has already helped to reduce the cost of the TRACER 1000™ and we have leveraged their expertise to improve manufacturability and reliability of our systems.

1^st Detect, ~~an exclusive~~a licensee of ATI for the security and detection market, has developed the TRACER ~~1000™,~~1000, the world’s first mass spectrometer (“MS”) based explosives trace detector (“ETD”) certified by the European Civil Aviation Conference (“ECAC”), designed to replace the ETDs used at airports, cargo ~~facilities,~~and other secured facilities, and borders worldwide. ~~We believe~~The Company believes that ETD customers are unsatisfied with the currently deployed ETD technology, which is driven by ion mobility spectrometry (“IMS”). ~~We believe~~The Company believes that IMS-based ETDs are fraught with false positives, as they often misidentify personal care products and other common household chemicals as explosives, causing facility shutdowns, unnecessary delays, frustration, and significant wasted security resources. In addition, there are hundreds of different types of explosives, but IMS-based ETDs have a very limited threat detection library reserved only for those several explosives of largest concern. Adding additional compounds to the detection library of an IMS-based ETD fundamentally reduces the instrument’s performance, further increasing the likelihood of false alarms. In contrast, adding additional compounds to the TRACER 1000’s detection library does not degrade ~~the TRACER 1000’s~~its detection capabilities, as it has a virtually unlimited and ~~easily~~ expandable threat library. With terrorist threats becoming more numerous, sophisticated, and lethal, security professionals have been looking for better instrumentation, and specifically for mass spectrometry, to address the evolving threats, but mass spectrometry has long been too expensive, too cumbersome, and not practical for security applications until the launch of the TRACER 1000.

In order to sell the TRACER 1000 to airport and cargo security customers in the European Union, ECAC certification is required. Certain other countries around the globe also accept ECAC certification. ~~After receiving~~We received ECAC certification for the TRACER 1000 on February 21, ~~2019, we~~2019. We are now ~~marketing to and~~ taking orders from airports and cargo facilities outside of the U.S. that accept ECAC

~~On June 26, 2019, the Company announced the official launch of~~ We have deployed or received orders for the TRACER 1000 in approximately twenty locations in thirteen countries throughout Europe and ~~on November 22, 2019, we announced our first commercial sale of TRACER 1000 units to a global shipping and logistics company.~~ Asia.

In the United States, ~~we are~~the Company is working with the U.S. Transportation Security Administration (“TSA”) towards ~~Air Cargo~~air cargo certification. On March 27, 2018, wethe Company announced that the TRACER 1000 was accepted into TSA’s Air Cargo Screening Technology Qualification Test (“ACSQT”) and, on April 4, 2018, wethe Company announced that the TRACER 1000 was beginning testing with TSA for passenger screening at airports. On November 14, 2019, wethe Company announced that the TRACER 1000 had been selected by the TSA’s Innovation Task Force to conduct live checkpoint screening at Miami International Airport. With similar protocols as ECAC testing, ~~we have~~the Company has received valuable feedback from all programs. Following ECAC certification and the Company's early traction within the cargo market, testing for cargo security continued with the TSA. With the COVID-19 pandemic, all testing within the TSA was put on hold; however, cargo ~~non-detection~~ testing resumed ~~this~~during the summer of 2020, and wethe Company subsequently announced on September 9, 2020 that the TRACER 1000 passed the non-detection testing portion of the TSA’s ACSQT. TSA cargo detection testing ~~resumed this fall~~is ongoing and ~~continues to move forward. This~~ is the next and final step to be listed on the Air Cargo Screening Technology List (“ACSTL”) as an “approved” ~~device and, if~~device. If approved, ~~thereby~~the TRACER 1000 will be approved for cargo sales in the United States. ~~Given the deterioration in air traffic caused by the pandemic, TSA certification testing for passenger checkpoint security has been put on indefinite hold.~~

AgLAB, an exclusive licensee of ATI for the agriculture market, has developed the AgLAB-1000™ series of mass spectrometers for ~~process control and~~use in the ~~detection of trace levels of solvents~~hemp and ~~pesticides.~~cannabis market with initial focus on optimizing yields in the extraction and distillation process. The AgLAB product line is a derivative of ~~the Company’s~~our core AMS Technology. The AMS Technology provides a significant competitive advantage due to its small size, rugged design, quick analysis, and ease of ~~use, and affordability. These attributes are valuable for agriculture applications in both processing facilities and in the field.~~use.

BreathTech ~~an exclusive licensee of ATI for breath analysis,~~ is developing the BreathTest-1000™, a breath analysis tool to screen for VOC metabolites found in a person’s breath that could indicate they may have an infection, including COVID-19 or pneumonia. While vaccines have been deployed to prevent the transmission of COVID-19, only a small fraction of the world has been vaccinated and new variants continue to pose a significant and evolving threat. New tools to aid in the battle against COVID-19 remain of the utmost importance to help defeat the disease, and BreathTech, in conjunction with the Cleveland Clinic, are at the forefront of developing a quick and easy to use device to help prevent the further spread of the disease.

Development of the BreathTest-1000 follows ~~the Company’s positive~~our results in pre-clinical trials for the BreathDetect-1000™, a rapid self-serve breathalyzer that ~~detects~~was designed to detect bacterial infections in the respiratory tract, including pneumonia. The pre-clinical trials were conducted in collaboration with UT Health San Antonio in 2017.

~~On October 20, 2020, we announced~~ a joint development agreement with the Cleveland Clinic Foundation to explore leveraging the BreathTest-1000 to rapidly screen for COVID-19 or related indicators. The goal of the agreement is to develop a non-invasive device that will use breath samples to identify COVID-19 strains, with the potential to provide a low-cost, self-service screening option that could be deployed on a large-scale.

In March 2020, the World Health Organization declared COVID-19 a global pandemic.

We are subject to risks and uncertainties as a result of the COVID-19 pandemic. The extent of the impact of the COVID-19 pandemic on our business is uncertain and difficult to predict, as the disease and the responses that we, other businesses, and governments are taking continue to evolve. Furthermore, capital markets and economies worldwide have also been negatively impacted by the COVID-19 pandemic, and it isremains possible that it could cause a prolonged global economic recession. Policymakers around the globe have responded with fiscal policy actions to support the economy as a whole. The magnitude and overall effectiveness of these actions have been somewhat positive, but continuing actions remain ~~uncertain.~~uncertain and pose some degree of risk.

To date, we have seen delays with respect to the TSA certification process and parts of our supply chain, particularly the impact of the global semiconductor shortage, as a result of COVID-19. In addition, ~~with a reduction in~~although passenger demand for air travel ~~caused~~has recently rebounded to a certain extent, the overall recovery of the airline industry and ancillary services remains highly uncertain and is dependent upon, among other things, the number of cases declining around the globe, public health impacts of new COVID-19 variants, the continued administration of the vaccine to unvaccinated populations, and the duration of immunity granted by the ~~pandemic, we are seeing a reduction in near-term demand for ETDs at checkpoints.~~current vaccine.

~~It is possible that the continued spread~~We continue to manage production, to secure alternative supplies, and to take other proactive actions. If supply chain shortages become more severe or longer term in nature, our business and results of ~~COVID-19~~operations could ~~cause further disruption in~~be adversely impacted; however, we do not expect this issue to materially adversely affect our ~~supply chain; cause delay, or limit the ability~~liquidity position. The long-term impact of customers to perform, including in making timely payments to the Company; cause further delay in regulatory certification testing of our instruments; impact investment performance; and cause other unpredictable events. The extent to which the COVID-19 pandemic on our business may innot be fully reflected until future periods.

We continue to evaluate the ~~future materially~~current and potential impact of the pandemic on our ~~financial condition, liquidity, or~~business, results of operations, ~~is uncertain.~~and consolidated financial statements. We also continue to actively monitor developments and business conditions that may cause us to take further actions that alter business operations as may be required by applicable authorities or that we determine are in the best interests of our employees, customers, suppliers, and stockholders.

The discussion and analysis of our financial condition and results of operations are based upon our condensed consolidated financial statements, which have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”). The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses, and related disclosures. We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Estimates and assumptions are reviewed periodically. Actual results may differ from these estimates under different assumptions or conditions.

Three months ended ~~December 31, 2020,~~September 30, 2021, compared to three months ended ~~December 31, 2019~~September 30, 2020:

Selected consolidated financial data for the quarters ended ~~December 31,~~September 30, 2021, and 2020 ~~and 2019~~ is as follows:

Revenue – Total revenue ~~decreased $75~~increased $47 thousand during the ~~second~~first quarter of fiscal ~~2021,~~2022, compared to the ~~second~~first quarter of fiscal ~~2020.The decrease was due to the timing of orders.~~ 2021.All of the revenue generated in the ~~second~~first quarters of fiscal 2022 and 2021 ~~and 2020~~ was ~~from~~related to the sales of our TRACER 1000 to DHL (Deutsche Post AG).

Cost of Revenue – Gross profit is comprised of revenue less cost of revenue. In the ~~second~~first quarters of fiscal ~~2021~~2022 and ~~2020,~~2021, cost of revenue was comprised of labor, materials, shipping, warranty reserve, and overhead allocation related to the sale of TRACER 1000 units. ~~Gross margin was in~~Cost of revenue increased $62 thousand during the single digits as we have low volume production and certain costs related to refining our product for the cargo environment. Gross margin should improve as we increase production and benefit from associated volume discounts, and as we further enhance our technology for the cargo environment. Gross margin remained consistent in the secondfirst quarter of fiscal ~~2021,~~2022, compared to the ~~second~~first quarter of fiscal ~~2020.~~2021 due to the increase in revenue described above. Gross margin decreased by 13% in the first quarter fiscal 2022, compared to the first quarter of fiscal 2021 due to addressing issues relating to the sales of our earliest, ultra-low volume production units. We also incurred increased international shipping expenses caused by the current global shipping crisis.

Operating Expenses – Operating expenses decreased ~~$488~~$14 thousand, or ~~24%~~1%, during the ~~second~~first quarter of fiscal ~~2021~~,2022, compared to the ~~second~~first quarter of fiscal ~~2020.~~2021. Significant changes to operating expenses include the following:

Income Taxes –Income tax benefit did not change during the ~~second~~first quarter of fiscal ~~2021,~~2022, compared to the ~~second~~first quarter of fiscal ~~2020.~~2021. The realization of tax benefits depends on the existence of future taxable income. Pursuant to ASC 740 “Income Taxes”, a valuation allowance has been established on all of ~~the Company’s~~our deferred tax assets.

~~Six months ended December 31, 2020, compared to six months ended December 31, 2019~~:

~~Selected consolidated financial data for the six months ended December 31, 2020, and 2019 is as follows:~~

~~Revenue~~ – Total revenue increased $64 thousand during the six months ended December 31, 2020, compared to the six months ended December 31, 2019. All of the material revenue generated during each of the six months ended December 31, 2020 and 2019 was from the sales of our TRACER 1000 units.

~~Cost of Revenue~~ – Gross profit is comprised of revenue less cost of revenue. During each of the six months ended December 31, 2020 and 2019, cost of revenue was comprised of labor, materials, overhead, warranty reserve, and shipping related to the above sales. Gross margin increased to 11% during the six months ended December 31, 2020, compared to the six months ended December 31, 2019, as the margin in the prior period was driven by the FIFO inventory methodology where much of the inventory used to build the TRACER 1000 had R&D volume pricing.

~~Operating Expenses~~ ~~– Operating expenses decreased $466 thousand, or 11%, during the six months ended December 31, 2020, compared to the six months ended December 31, 2019.Significant changes to operating expenses include the following:~~

~~Income Taxes~~ – Income tax benefit did not change during the six months ended December 31, 2020, compared to the six months ended December 31, 2019. The realization of tax benefits depends on the existence of future taxable income. Pursuant to ASC 740 “Income Taxes”, a valuation allowance has been established on all of the Company’s deferred tax assets.

As of ~~December 31, 2020,~~September 30, 2021, we held cash and cash equivalents ~~and restricted cash~~ of ~~$22.7~~$31.7 million, and our working capital was approximately ~~$18.8~~$59.1 million. As of June 30, ~~2020,~~2021, we had cash and cash equivalents of ~~$3.3~~$35.9 million, and our working capital was approximately ~~$0.3~~$60.9 million. Cash and cash equivalents ~~increased $19.3~~decreased $4.3 million as of ~~December 31, 2020,~~September 30, 2021, compared to June 30, ~~2020,~~2021, due to ~~public offerings~~the partial repayment of ~~common stock with net proceeds of approximately $21.8 million, partially offset by funding our normal~~the related party notes including accrued interest as well as continuing operating ~~activities and research and development initiatives.~~expenses.

Cash used in operating activities ~~decreased $0.9~~increased $0.7 million for the ~~six~~three months ended ~~December 31, 2020,~~September 30, 2021, compared to the ~~six~~three months ended ~~December 31, 2019, primarily~~September 30, 2020, due to ~~a reduction in our expenses as well as a decrease~~an increase in accounts receivable from ~~receiving~~sales of the ~~remaining alternative minimum tax (“AMT”) credit.~~TRACER 1000, as well as increases in inventory and accounts payable as we continue to purchase raw materials to build the TRACER 1000.

Cash used in investing activities increased ~~$16~~$81 thousand for the ~~six~~three months ended ~~December 31, 2020,~~September 30, 2021, compared to the ~~six~~three months ended ~~December 31, 2019,~~September 30, 2020, due to ~~purchases~~the addition of ~~equipment.~~leasehold improvement assets related to our new R&D facility in Austin.

Cash ~~provided by~~used in financing activities increased ~~$19.1~~$2.0 million for the ~~six~~three months ended ~~December 31, 2020,~~September 30, 2021, compared to the ~~six~~three months ended ~~December 31, 2019,~~September 30, 2020 due to the ~~net proceeds from sale~~partial repayment of ~~common stock of $21.8 million in~~ the ~~current period, compared to a note payable from a~~ related party ~~as well as the sale of shares of common stock through an “at the~~ ~~market offering” program~~ ~~in the prior period~~.notes.

~~Our annual report on Form 10-K for~~Historically, our primary uses of cash have been to fund research and development, inventory, and selling, general and administrative expenses. During the fiscal year ~~ended June 30, 2020 indicated substantial doubt as to our ability to continue as a going concern. On October 23, 2020,~~2021, we successfully completed aseveral public ~~offering~~offerings of our common stock, raising ~~gross~~net proceeds of ~~$18.0 million, and on October 30, 2020, we also completed a registered direct offering of our common stock, raising gross proceeds of $6.2~~approximately $67.6 million. ~~We believe this solves our liquidity issue, and we no longer have substantial doubt about our ability to continue as a going concern.~~ We will continue to evaluate opportunities to further strengthen our liquidity, including selling the Company or a portion thereof, licensing some of our technology, raising additional funds through the capital markets, debt financing, equity financing, merging, or engaging in a strategic partnership. However, our ability to successfully effectuate any such transactions depends on operating and economic conditions, some of which are beyond our control. If additional capital is needed, we may not be able to obtain debt or equity financing on terms favorable to us, or at all. Based on current expectations, we believe we have sufficient liquidity to meet our capital expenditure and cash flow needs during the fiscal year 2022 from our available financial resources.

Our effective tax rate is 0% for income ~~taxes under the asset and liability method. Deferred~~ tax ~~assets and liabilities are recognized~~ for the three months ended September 30, 2021 and we expect that our effective tax rate for the full fiscal year 2022 year will be 0%. Based on the weight of available evidence, including net cumulative losses and expected tax consequences of temporary differences between the tax bases of assets and liabilities and their reported amounts. Valuation allowances are established, when necessary, to reduce deferred tax assets to amountsfuture losses, we have determined that ~~are~~it is more likely than not tothat our U.S. federal and state deferred tax assets will not be ~~realized. As of December 31, 2020, the Company established~~realized and therefore a full valuation allowance ~~against all of its~~has been provided on the U.S. federal and state net deferred tax assets.

~~For~~In general, if we experience a greater than 50 percentage point aggregate change in ownership over a three-year period (a Section 382 ownership change), utilization of its pre-change net operating loss (“NOL”) carryforwards are subject to an annual limitation under Section 382 of the ~~three months ended December 31, 2020~~Internal Revenue Code. Generally, U.S. state laws have laws similar to Internal Revenue Code Section 382. The annual limitation generally is determined by multiplying the value of the Company’s stock at the time of such ownership

change (subject to certain adjustments) by the applicable long-term tax-exempt rate. Such limitations may result in expiration of a portion of the NOL carryforward before utilization.

We file U.S. federal and ~~2019,~~state income tax returns. We are not currently subject to any income tax examinations. Dating back to June 2002, we have net operating loss carryovers, which generally allows all tax years to remain open to income tax examinations for all years for which there are loss carryforwards.

We recognize the financial statement effects of a tax position when it becomes more likely than not, based upon the technical merits, that the position will be sustained upon examination. We currently have approximately $300 thousand of uncertain tax positions as of September 30, 2021, all of which are accounted as contra-deferred tax assets. The Company ~~incurred pre-tax losses~~does not expect any significant changes to its uncertain tax positions in the amount of $1.6 million and $2.1 million, respectively. For the six months ended December 31, 2020 and 2019, the Company incurred pre-tax losses in the amount of $3.7 million and $4.2 million, respectively. The total effective tax rate was approximately 0% for the each of the three and six months ended December 31, 2020 and 2019.coming 12 months.

~~The CARES Act was signed into law on March 27, 2020. The CARES Act provided certain tax relief measures including the acceleration of the AMT credit previously paid. The CARES Act allows~~There is $0 provision for ~~the acceleration of the refundable AMT credit up to~~

~~100% of the AMT credit. In response to the impact of the CARES Act, the Company received the remaining AMT credit of $429 thousand for AMT previously paid~~income taxes during the three months ended September 30, ~~2020.~~2021.

FASB ASC 740, “Income Taxes” addresses the accounting for uncertainty in income tax recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on a tax return. The Company had no unrecognized tax benefit for the three and six months ended December 31, 2020 or 2019.

We did not have any off-balance sheet arrangements as of ~~December 31, 2020,~~September 30, 2021, or June 30, ~~2020.~~2021.

We maintain disclosure controls and procedures, as defined in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as of the end of the period covered by this Quarterly Report. Based on the evaluation and criteria of these disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were ~~effective.~~effective at the reasonable assurance level.

There was no change in our internal control over financial reporting during the ~~six~~three months ended ~~December 31, 2020~~September 30, 2021 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

AsOn April 15, 2021, a putative stockholder of ~~December 31, 2020, we are not involved in any pending or threatened legal proceedings that we believe could reasonably be expected to have~~the Company commenced a ~~material adverse effect on our financial condition, results of operations, or cash flows. From time to time, we are subject to legal proceedings~~class action and business disputes involving ordinary routine legal matters and claims incidental to our business. The ultimate legal and financial liability with respect to such matters generally cannot be estimated with certainty and requires the use of estimates in recording liabilities for potential litigation settlements or awards against us. Estimates for losses from litigation are made after consultation with outside counsel. If estimates of potential losses increase or the related facts and circumstances changederivative lawsuit in the ~~future, we may be required~~Delaware Court of Chancery, Stein v. Pickens, et al., C.A. No. 2021-0322-JRS (the “Stein Action”), in which it was alleged, among other things, that the Company improperly included broker non-votes in the tabulation of votes counted in favor to ~~record~~approve an amendment to the Company’s Certificate of Incorporation (the “2020 Certificate Amendment”) and, thus the 2020 Certificate Amendment was defective. The Company investigated these allegations and disputed them. Following a period of discovery, the parties entered into a settlement in principle. No date to present the settlement to the Court of Chancery has yet been set.

On April 30, 2021, the Company filed a validation proceeding in the Delaware Court of Chancery, In re Astrotech Corporation, C.A. No. 2021-0380-JRS, pursuant to Section 205 of the Delaware General Corporation Law (the “Section 205 Action”). The Company did not believe that the filing and effectiveness of the 2020 Certificate Amendment was either ~~more~~invalid or ~~less litigation expense.~~ineffective. However, to resolve any uncertainty, the Company determined to pursue corrective actions to ratify the 2020 Certificate Amendment through the filing of the Section 205 Action. The Company’s request for validation from the Court of Chancery was granted on October 6, 2021, thereby ratifying the 2020 Certificate Amendment and all issuances of shares made pursuant thereto.

Our ~~stock price has fluctuated in the past, has recently been volatile and may be volatile in the future, and as a result, investors in our common stock could incur substantial losses.~~

Our stock price has fluctuated in the past, has recently been volatile and may be volatile in the future. By way of example, on February 1, 2021, the price of our common stock closed at $2.11 per share, while on February 10, 2021, our stock price closed at $4.05 per share with no discernable announcements or developments by the Company or third parties. On January 14, 2021, the intra-day sales price of our common stock fluctuated between a reported low sale price of $2.24 and a reported high sales price of $2.58. We may incur rapid and substantial decreases in our stock price in the foreseeable future that are unrelated to our operating performance or prospects. In addition, the recent outbreak of the novel strain of coronavirus (COVID-19) has caused broad stock market and industry fluctuations. The stock market in general and the market for companies such as ours in particular have experienced extreme volatility that has often been unrelated to the operating performance of particular companies. As a result of this volatility, investors may experience losses on their investment in our common stock. The market price for our common stock may be influenced by many factors, including the following:

These broad market and industry factors may seriously harm the market price of our common stock, regardless of our operating performance. Further, recent increases are significantly inconsistent with any improvements in actual or expected operating performance, financial condition or other indicators of value, including our loss per share of $1.31 and $0.27 for our fiscal year ended June 30, 2020 and the three months ended September 30, 2020. Since the stock price of our common stock has fluctuated

in the past, has been recently volatile and may be volatile in the future, investors in our common stock could incur substantial losses. In the past, following periods of volatility in the market, securities class-action litigation has often been instituted against companies. Such litigation, if instituted against us, could result in substantial costs and diversion of management’s attention and resources, which could materially and adversely affect our business, financial condition, results of operations, and ~~growth prospects. There can~~cash flows may be ~~no guarantee that~~impacted by a number of factors, many of which are beyond our ~~stock price will remain at current levels or that future sales~~control, including those set forth in our Form 10-K and our Form 10-Qs, the occurrence of any one of which could have a material adverse effect on our ~~common stock will not be at prices lower than those sold to investors.~~actual results.

~~Additionally, securities of certain companies~~There have recently experienced significant and extreme volatility in stock price due short sellers of shares of common stock, known as a “short squeeze.” These short squeezes have caused extreme volatility in both the stock prices of those companies and in the market, and have ledbeen no material changes to the ~~price per share of those companies to trade at a significantly inflated rate that is disconnected from the underlying value of the company. Many investors who have purchased shares~~Risk Factors previously disclosed in those companies at an inflated rate face the risk of losing a significant portion of their original investment, as in many cases the price per share has declined steadily as interest in those stocks have abated. While we have no reason to believe our shares would be the target of a short squeeze, there can be no assurance that we won’t be in the future, and you may lose a significant portion or all of your investment if you purchase our shares at a rate that is significantly disconnected from our underlying value.fiscal year 2021 Form 10-K.

On October 28, 2020, the Company issued the Placement Agent Warrants No. 2 to the Placement Agent. The Placement Agent Warrants and the shares of Common Stock underlying the Placement Agent Warrants have not been registered under the Securities Act and were issued in reliance on an exemption from the registration requirements of the Securities Act afforded by Section 4(a)(2) thereof.None.

Exhibit No.	Description	Incorporation by Reference
~~1.1~~
3.1	AtCertificate of Incorporation, as filed with the ~~Market Offering Agreement, dated December 18, 2020, by and between Astrotech Corporation and H.C. Wainwright & Co., LLC~~Secretary of State of the State of Delaware.	Exhibit ~~1.1~~3.1 to Form 8-K filed on December ~~18,~~28, 2017.

3.2	Bylaws of the Registrant (incorporated by reference to Exhibit 3.2 of the Registrant’s Form 8-K filed with the Securities and Exchange Commission on December 28, 2017).	Exhibit 3.2 to Form 8-K filed on December 28, 2017.
3.3	Certificate of Designations of Series A Junior Participating Preferred Stock, as filed with the Secretary of State of the State of Delaware.	Exhibit 3.3 to Form 8-K filed on December 28, 2017.

3.4	Certificate of Designations of Series C Convertible Preferred Stock, as filed with the Delaware Secretary of State on April 17, 2019.	Exhibit 3.1 to Form 8-K filed on April 23, 2019.

3.5	Certificate of Designations of Preferences, Rights and Limitations of Series D Convertible Preferred Stock, as filed with the Delaware Secretary of State on April 17, 2019.	Exhibit 3.2 to Form 8-K filed on April 23, 2019.

3.6	Certificate of Amendment to the Certificate of Incorporation of Astrotech Corporation.	Exhibit 3.1 to Form 8-K filed on July 1, 2020.

~~4.1~~3.7	~~Form~~Certificate of ~~Placement Agent’s Warrant~~Amendment to the Certificate of Incorporation of Astrotech Corporation.	Exhibit ~~4.1~~3.1 to Form 8-K filed on October ~~23, 2020.~~12, 2021.

~~4.2~~4.1	~~Form of Placement Agent’s Warrant~~Omnibus Amendment to Secured Promissory Notes, dated September 3, 2021.	Exhibit 4.1 to Form 8-K filed on ~~October 30, 2020.~~September 8, 2021.

10.1	~~Securities Purchase Agreement~~Acknowledgment, Consent and Affirmation of Guarantors, dated September 3, 2021.	Exhibit 10.1 to Form 8-K filed on ~~October 23, 2020.~~September 8, 2021.

10.2	~~Form~~Omnibus Amendment to Security Agreements, dated September 3, 2021, by and among the Company, certain of ~~Securities Purchase Agreement~~the Company’s subsidiaries and Thomas B. Pickens III.	Exhibit ~~10.1~~10.2 to Form 8-K filed on ~~October 30, 2020.~~September 8, 2021.

~~99.1~~10.3	~~Joint Development and Option Agreement,~~Omnibus Amendment to Subsidiary Guarantees, dated ~~October 20, 2020~~September 3, 2021, made by certain of the Company’s subsidiaries in favor of Thomas B. Pickens III.	Exhibit ~~99.1~~10.3 to Form 8-K filed on ~~October 20, 2020.~~September 8, 2021.

~~99.2~~	~~Cash Reserve Agreement, dated October 19, 2020~~	~~Exhibit 99.3 to Form 8-K filed on October 20, 2020.~~

31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.	Filed herewith.

31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.	Filed herewith.

32.1	Certification pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934.	Filed herewith.

~~101~~101.INS	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.	Filed herewith.

101.SCH	Inline XBRL Taxonomy Extension Schema Document	Filed herewith.

101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document	Filed herewith.

101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document	Filed herewith.

101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document	Filed herewith.

101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document	Filed herewith.

104	The ~~following financial information~~cover page from the Company’s Quarterly Report on Form 10-Q for the ~~period~~quarter ended ~~December 31, 2020~~September 30, 2021, has been formatted in eXtensible Business Reporting Language: (i) Unaudited Condensed Consolidated Balance Sheets, (ii) Unaudited Condensed Consolidated Statements of Operations, (iii) Unaudited Condensed Consolidated Statements of Cash Flows, (iv) Notes to Unaudited Condensed Consolidated Financial Statements.Inline XBRL.	~~Filed herewith.~~

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Delaware		91-1273737
State or Other Jurisdiction of Incorporation or Organization		I.R.S. Employer Identification No.

~~2028 E. Ben White Blvd.,~~2105 Donley Drive, Suite ~~240-9530,~~100, Austin, Texas		~~78741~~78758
Address of Principal Executive Offices		Zip Code

		Page
PART I:	FINANCIAL INFORMATION	3

ITEM 1.	CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)	3
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	18
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	2322
ITEM 4.	CONTROLS AND PROCEDURES	22

PART II:	OTHER INFORMATION	23

~~PART II:~~ITEM 1.	~~OTHER INFORMATION~~LEGAL PROCEEDINGS	24
		23
ITEM 1.1A.	~~LEGAL PROCEEDINGS~~RISK FACTORS	2423
ITEM ~~1A.~~2.	~~RISK FACTORS~~	24
~~ITEM 2.~~	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	23
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	23
ITEM 4.	MINE SAFETY DISCLOSURES	23
ITEM 5.	OTHER INFORMATION	23
ITEM 6.	EXHIBITS	24
~~ITEM 3.~~	~~DEFAULTS UPON SENIOR SECURITIES~~	24
~~ITEM 4.~~	~~MINE SAFETY DISCLOSURES~~	24
~~ITEM 5.~~	~~OTHER INFORMATION~~	24
~~ITEM 6.~~	~~EXHIBITS~~	25

	September 30, 2021
Available-for-Sale	Adjusted		Unrealized		Unrealized			Fair
(In thousands)	Cost		Gain		Loss			Value
Mutual Funds - Corporate & Government Debt	$	19,998	$	0	$	(48	)	$	19,950
ETFs - Corporate & Government Debt		7,375		0		(23	)		7,352
Total	$	27,373	$	0	$	(71	)	$	27,302

	June 30, 2021
Available-for-Sale	Adjusted		Unrealized		Unrealized			Fair
(In thousands)	Cost		Gain		Loss			Value
Mutual Funds - Corporate & Government Debt	$	19,998	$	0	$	(13	)	$	19,985
ETFs - Corporate & Government Debt		7,376		0		(10	)		7,366
Total	$	27,374	$	0	$	(23	)	$	27,351

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☑☒	Smaller reporting company	☑☒
Emerging growth company	☐

	Preferred Stock
	Series C				Series D				Common Stock
	Number of Shares Outstanding		Amount		Number of Shares Outstanding		Amount		Number of Shares Outstanding			Amount		Treasury Stock Amount			Additional Paid-In Capital			Accumulated Deficit			Total Stockholders’ Equity
Balance at June 30, 2019		281	$	—		281	$	—		5,775		$	190,571	$	(4,129	)	$	7,964		$	(191,698	)	$	2,708
Adjustment to opening retained earnings related to adoption of ASC Topic 842		—		—		—		—		—			—		—			—			230			230
Issuance of shares, net of offering issuance costs of $7		—		—				—		146			—		—			321			—			321
Stock-based compensation		—		—		—		—		—			—		—			78			—			78
Restricted stock issuance		—		—		—		—		5			26		—			—			—			26
Net loss		—		—		—		—		—			—		—			—			(2,068	)		(2,068	)
Balance at September 30, 2019		281	$	—		281	$	—		5,926		$	190,597	$	(4,129	)	$	8,363		$	(193,536	)	$	1,295
Issuance of stock		—		—		—		—		433			1		—			951			—			952
Stock-based compensation		—		—		—		—		—			—		—			97			—			97
Restricted stock cancellation		—		—		—		—		(11	)		—		—			(11	)		—			(11	)
Forfeiture of stock-based compensation		—		—		—		—		—			—		—			(3	)		—			(3	)
Net loss		—		—		—		—		—			—		—			—			(2,083	)		(2,083	)
Balance at December 31, 2019		281	$	—		281	$	—		6,348		$	190,598	$	(4,129	)	$	9,397		$	(195,619	)	$	247

(In thousands)	Classification on the Condensed Consolidated Balance Sheet	December 31, 2020		Classification on the Condensed Consolidated Balance Sheet	September 30, 2021
Assets:
Operating lease assets	Operating leases, right-of-use assets, net	$	72	Operating leases, right-of-use assets, net	$	228
Financing lease assets	Property and equipment, net		52	Property and equipment, net		48
Total lease assets		$	124		$	276

Liabilities:
Current:
Operating lease obligations	Lease liabilities, current	$	72	Lease liabilities, current	$	90
Financing lease obligations	Lease liabilities, current		10	Lease liabilities, current		10
Non-current:
Operating lease obligations	Lease liabilities, non-current		8	Lease liabilities, non-current		162
Financing lease obligations	Lease liabilities, non-current		34	Lease liabilities, non-current		27
Total lease liabilities		$	124		$	289

	Shares (In thousands)		Weighted Average Exercise Price		Aggregate Fair Market Value at Issuance (In thousands)		Weighted Average Remaining Contractual Term (Years)		Number of Shares Underlying Warrants (In thousands)		Weighted Average Exercise Price		Aggregate Fair Market Value at Issuance (In thousands)		Weighted Average Remaining Contractual Term (Years)
Outstanding June 30, 2020		86	$	5.14	$	194		4.74
Outstanding June 30, 2021										2,393	$	2.40	$	3,747		4.63
Warrants issued		643		2.82		1,256		4.81		—		—		—		—
Warrants exercised		—		—		—		—		—		—		—		—
Warrants expired		—		—		—		—		—		—		—		—
Outstanding December 31, 2020		729	$	3.10	$	1,450		4.74
Outstanding September 30, 2021										2,393	$	2.40	$	3,747		4.35

	September 30, 2021
	Carrying		Fair Value Measured Using						Fair
(In thousands)	Amount		Level 1		Level 2		Level 3		Value
Available-for-Sale Securities
Mutual Funds - Corporate & Government Debt	$	19,950	$	19,950	$	—	$	—	$	19,950
ETFs - Corporate & Government Debt		7,352		7,352		—		—		7,352
Total	$	27,302	$	27,302	$	—	$	—	$	27,302

	Shares (in thousands)			Weighted Average Exercise Price
Outstanding at June 30, 2021		275		$	5.25
Granted		—			—
Exercised		—			—
Canceled or expired		(122	)		4.96
Outstanding at September 31, 2021		153		$	5.41

Range of exercise prices	Number Outstanding (In thousands)		Options Outstanding Weighted- Average Remaining Contractual Life (years)		Weighted- Average Exercise Price		Number Exercisable (In thousands)		Options Exercisable Weighted- Average Exercise Price
$1.85 – 2.83		13		6.99	$	2.08		6	$	2.31
$5.00 – 5.85		88		5.61		5.55		88		5.55
$6.00 – 6.00		52		0.89		6.00		52		6.00
$1.85 – 6.00		153		4.12	$	5.41		146	$	5.57

	Shares (in thousands)			Weighted Average Grant-Date Fair Value
Outstanding at June 30, 2020	$	2,023		$	2.05
Granted		—			—
Vested		(1	)		3.08
Canceled or expired		—			—
Outstanding at September 31, 2021	$	2,022		$	2.05

Range of exercise prices	Number Outstanding		Options Outstanding Weighted- Average Remaining Contractual Life (years)		Weighted- Average Exercise Price		Number Exercisable		Options Exercisable Weighted- Average Exercise Price
$1.85 – 3.55		76,500		2.28	$	3.43		66,500	$	3.43
$5.30 – 5.85		114,725		6.36		5.49		113,203		5.49
$6.00 – 8.35		130,000		3.89		7.19		86,000		6.59
$1.85 – 8.35		321,225		4.39	$	5.68		265,703	$	5.33

	Three Months Ended December 31, 2020							Three Months Ended December 31, 2019
(In thousands)	Revenue		Depreciation		Loss before Income Taxes			Revenue		Depreciation		Loss before Income Taxes
1st Detect	$	130	$	15	$	(841	)	$	205	$	58	$	(2,083	)
AgLAB		—		—		(781	)		—		—		—
Total	$	130	$	15	$	(1,622	)	$	205	$	58	$	(2,083	)

	Six Months Ended December 31, 2020							Six Months Ended December 31, 2019
(In thousands)	Revenue		Depreciation		Loss before Income Taxes			Revenue		Depreciation		Loss before Income Taxes
1st Detect	$	270	$	37	$	(2,251	)	$	206	$	117	$	(4,151	)
AgLAB		—		—		(1,482	)		—		—		—
Total	$	270	$	37	$	(3,733	)	$	206	$	117	$	(4,151	)

	Three Months Ended December 31,						Three Months Ended September 30,
(In thousands)	2020			2019			2021			2020
Revenue	$	130		$	205		$	187		$	140
Cost of revenue		128			196			175			113
Gross profit		2			9			12			27
Gross margin		2	%		4	%		6	%		19	%
Operating expenses:
Selling, general and administrative		803			1,110			1,426			926
Research and development		758			939			639			609
Disposal of corporate lease								—			544
Total operating expenses		1,561			2,049			2,065			2,079
Loss from operations		(1,559	)		(2,040	)		(2,053	)		(2,052	)
Interest and other expense, net		(63	)		(43	)
Other income and (expense), net								24			(59	)
Income tax benefit		—			—			—			—
Net loss	$	(1,622	)	$	(2,083	)	$	(2,029	)	$	(2,111	)

		Astrotech Corporation



Date: ~~February 16,~~November 12, 2021		/s/ Eric Stober
		Eric Stober
		Chief Financial Officer and Principal Accounting Officer

Weighted-average remaining lease term (years):

Operating leases

~~0.3~~2.6

Financing leases

~~4.2~~3.4

Weighted-average discount rate:

Operating leases

~~11.0~~6.4

Financing leases