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OTHER BALANCE SHEET COMPONENTS - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Other accrued liabilities	$ 829	$ 1,427
Restructuring expenses accrual	37	400
Other	436	497
Other current liabilities	$ 1,302	$ 2,324

SEGMENT INFORMATION (Tables)

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

Schedule of Segment Reporting Information, by Segment


Table 18.1: Results of Operations by Business Segment
	For the Year Ended December 31,
	2024						2023
	Security Solutions		Secure Networks		Total		Security Solutions		Secure Networks		Total

	(in thousands)
Revenues	$	76,760	$	31,512	$	108,272	$	77,416	$	67,962	$	145,378
Cost of sales
Impairment loss on intangible assets (1)	5,333		—		5,333		—		—		—
Depreciation and amortization (1)	6,396		8		6,404		3,532		12		3,544
Stock-based compensation expense (1)	667		161		828		668		232		900
Other segment items (2)	36,685		24,593		61,278		33,602		54,390		87,992
Total cost of sales	49,081		24,762		73,843		37,802		54,634		92,436
Gross profit	27,679		6,750		34,429		39,614		13,328		52,942
Operating expenses
Research and development expenses					8,442						11,760
Selling, general and administrative expenses					75,487						81,010
Impairment loss on intangible assets					6,373						487
Total operating expenses					90,302						93,257
Operating loss					(55,873)						(40,315)
Other income					4,023						6,715
Interest expense					(644)						(786)
Loss before income taxes					(52,494)						(34,386)
Provision for income taxes					(26)						(36)
Net loss					$	(52,520)					$	(34,422)

(1) The significant segment expense categories and amounts align with the segment-level information regularly provided to the CODM.

(2) Other segment items for each reportable segment include direct labor, direct subcontractor costs, direct materials and inventory, other direct non-labor costs, fringes, overhead, and facility costs.

LOSS PER SHARE (Tables)

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

Schedule of Potentially Dilutive Securities


Table 16.1: Potentially Dilutive Securities
	For the Year Ended December 31,
	2024	2023

	(in thousands)
Unvested restricted stock and restricted stock units	834	687
Total	834	687

ACCOUNTS RECEIVABLE, NET

12 Months Ended

Dec. 31, 2024

Receivables [Abstract]

ACCOUNTS RECEIVABLE, NET


Table 4.1: Details of Accounts Receivable, Net
	As of December 31,
	2024		2023

	(in thousands)
Billed accounts receivables	$	10,070	$	18,101
Unbilled accounts receivable	5,412		8,022
Contract assets	3,746		4,584
Allowance for credit losses	(56)		(283)
Accounts receivable, net	$	19,172	$	30,424

As our primary customer base includes agencies of the U.S. government, we have a concentration of credit risk associated with our accounts receivable, as 88% and 91% of our billed and unbilled accounts receivable, as of December 31, 2024, and 2023, respectively, were directly with U.S. government customers. While we acknowledge the potentially material and adverse risk of such a significant concentration of credit risk, our past experience of collecting substantially all of such receivables provides us with an informed basis that such risk, if any, is manageable. We perform ongoing credit evaluations of all of our customers and generally do not require collateral or other guarantees from our customers. We maintain allowances for potential losses.


Table 4.2: Allowance for Credit Losses Activities
	Balance Beginning of Year		Provision for (Recovery from) Credit Losses (1)		Write-Offs (2)		Balance End of Year

	(in thousands)
For the Year Ended December 31, 2024	$	283	$	(20)	$	(207)	$	56
For the Year Ended December 31, 2023	134		152		(3)		283


(1) Current year account receivable reserves for expected credit losses and subsequent recoveries, net
(2) Accounts receivable written-off

On July 15, 2016, the Company entered into an accounts receivable purchase agreement under which the Company could sell certain accounts receivable (balance not to exceed $10.0 million) to a third party, or the "Factor," without recourse to the Company, with an availability period through June 30, 2022, and from year to year thereafter unless terminated in writing by the parties. There were no accounts receivable sold during 2024 and 2023, respectively. As of December 31, 2024, and 2023, there were no outstanding sold accounts receivable.

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Total revenue	$ 108,272	$ 145,378
Impairment loss on intangible assets	5,333	0
Depreciation and amortization	6,404	3,544
Total cost of sales	73,843	92,436
Gross profit	34,429	52,942
Operating expenses:
Research and development expenses	8,442	11,760
Selling, general and administrative expenses	75,487	81,010
Impairment loss on intangible assets	6,373	487
Total operating expenses	90,302	93,257
Operating loss	(55,873)	(40,315)
Other income	4,023	6,715
Interest expense	(644)	(786)
Loss before income taxes	(52,494)	(34,386)
Provision for income taxes	(26)	(36)
Net loss	$ (52,520)	$ (34,422)
Net loss per share:
Basic (in dollars per share)	$ (0.73)	$ (0.50)
Diluted (in dollars per share)	$ (0.73)	$ (0.50)
Weighted-average share outstanding:
Basic (in shares)	71,850	69,256
Diluted (in shares)	71,850	69,256
Services
Total revenue	$ 103,581	$ 135,175
Cost of sales	59,271	83,159
Products
Total revenue	4,691	10,203
Cost of sales	$ 2,835	$ 5,733

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Cash flows from operating activities:
Net loss	$ (52,520)	$ (34,422)
Adjustments to reconcile net loss to cash (used in) provided by operating activities:
Stock-based compensation	21,411	24,396
Depreciation and amortization	11,867	8,942
Impairment loss on intangible assets	11,706	487
(Recovery from) provision for doubtful accounts, net	(20)	152
Deferred income tax provision	0	55
(Gain) loss on disposal of fixed assets	(9)	2
Accretion of discount on acquisition holdback	0	2
Amortization of debt issuance costs	70	69
Provision for inventory obsolescence	108	0
Gain on early extinguishment of other financing obligations	0	(1,427)
Changes in other operating assets and liabilities:
Accounts receivable	11,272	9,493
Inventories	(471)	1,457
Prepaid expenses, other current assets and other assets	(11,455)	(3,058)
Accounts payable and other accrued payables	(9,417)	(8,817)
Accrued compensation and benefits	(7,395)	6,602
Contract liabilities	110	283
Other current liabilities and other liabilities	(1,195)	(2,629)
Net cash (used in) provided by operating activities	(25,938)	1,587
Cash flows from investing activities:
Capitalized software development costs	(11,505)	(14,552)
Purchase of investment	(3,000)	0
Purchases of property and equipment, net	(2,252)	(926)
Net cash used in investing activities	(16,757)	(15,478)
Cash flows from financing activities:
Payments under finance lease obligations	(1,730)	(1,592)
Payment of tax withholding related to net share settlement of equity awards	(457)	(3,742)
Proceeds from exercise of stock options	203	0
Payments of DFT holdback amount	0	(564)
Repurchase of common stock	0	(139)
Payments for debt issuance costs	0	(114)
Net cash used in financing activities	(1,984)	(6,151)
Net change in cash, cash equivalents, and restricted cash	(44,679)	(20,042)
Cash, cash equivalents and restricted cash, beginning of period	99,396	119,438
Cash, cash equivalents and restricted cash, end of period	$ 54,717	$ 99,396

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

STOCK-BASED COMPENSATION - Schedule of Stock-Based Compensation Expense Incurred (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total	$ 21,411	$ 24,396
Cost of sales - services \| Cost of sales - services
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total	828	900
Research and development
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total	(121)	1,989
General and administrative
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total	$ 20,704	$ 21,507

STOCKHOLDERS' EQUITY

12 Months Ended

Dec. 31, 2024

Stockholders' Equity Note [Abstract]

STOCKHOLDERS' EQUITY

Capital Stock

Our authorized capital stock consists of 250,000,000 shares of common stock, $0.001 par value per share, and 10,000,000 shares of preferred stock, $0.01 par value per share.

As of December 31, 2024, and 2023, there were 72,514,652 and 70,239,890 shares of common stock issued and outstanding, respectively. There were no shares of preferred stock issued and outstanding on either date.

Shares Repurchases

On May 24, 2022, the Company announced that the Board of Directors approved a new share repurchase program ("SRP") authorizing the Company to repurchase up to $50.0 million of its common stock. Pursuant to this authorization, the Company may repurchase shares of its common stock on a discretionary basis from time to time through open market purchases. The repurchase program has no expiration date and may be modified, suspended, or terminated at any time.

There were no share repurchases during the year ended December 31, 2024, and 2023. As of December 31, 2024, there was $38.7 million of the authorization remaining for future common stock repurchases under the SRP.

Accumulated Other Comprehensive Loss


Table 11.1: Details of Changes in Accumulated Other Comprehensive Loss by Category
	Foreign currency translation adjustment		Pension liability adjustment		Total

	(in thousands)
Balance as of December 31, 2022	$	(162)	$	107	$	(55)
Other comprehensive loss, net of tax	(5)		—		(5)
Balance as of December 31, 2023	(167)		107		(60)
Other comprehensive loss, net of tax	(8)		(61)		(69)
Balance as of December 31, 2024	$	(175)	$	46	$	(129)

- Definition

The entire disclosure for equity.

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+ Details

ACCOUNTS RECEIVABLE, NET - Narrative (Details) - USD ($)		12 Months Ended
	Jul. 15, 2016	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Maximum limit of sold receivables	$ 10,000,000.0
Sold receivables during the period		$ 0	$ 0
Federal government \| Accounts Receivable \| Customer Concentration Risk
Finite-Lived Intangible Assets [Line Items]
Concentration risk, percentage		88.00%	91.00%

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Deferred tax assets:
Accounts receivable, principally due to allowance for doubtful accounts	$ 14	$ 70
Allowance for inventory obsolescence and amortization	60	203
Accrued liabilities not currently deductible	763	1,133
Stock-based compensation	2,734	1,352
Accrued compensation	783	2,457
Lease liabilities	2,594	2,906
Goodwill	28,122	30,947
Capitalized research and development costs	10,116	2,992
Net operating loss carryforwards - federal	15,101	8,402
Net operating loss carryforwards - state	2,672	1,522
R&D tax credit	4,856	3,647
Amortization and depreciation	0	252
Total gross deferred tax assets	67,815	55,883
Less valuation allowance	(67,117)	(54,999)
Total deferred tax assets, net of valuation allowance	698	884
Deferred tax liabilities:
Right-of-use assets	(1,510)	(1,697)
Amortization and depreciation	(1)	0
Total deferred tax liabilities	(1,511)	(1,697)
Net deferred tax liabilities	$ (813)	$ (813)

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Pay vs Performance Disclosure
Net loss	$ (52,520)	$ (34,422)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

LEASES - Schedule of Weighted Average Remaining Lease Term and Discount Rate (Details)	Dec. 31, 2024	Dec. 31, 2023
Weighted average remaining lease term (in years):
Finance leases	4 years 3 months 18 days	5 years 3 months 18 days
Operating leases	2 years 9 months 18 days	3 years 4 months 24 days
Weighted average discount rate:
Finance leases	5.04%	5.04%
Operating leases	6.04%	5.75%

STOCK-BASED COMPENSATION - Schedule of Stock Option Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Stock Options Outstanding
Outstanding option balance at the beginning of period (in shares)	400,000
Granted (in shares)	0
Exercised (in shares)	(113,000)
Forfeited, cancelled, or expired (in shares)	0
Outstanding option balance at the end of period (in shares)	287,000	400,000
Exercisable stock option (in shares)	287,000
Weighted-Average Exercise Price
Outstanding option balance at the beginning of period (in dollars per share)	$ 1.80
Granted (in dollars per share)	0
Exercised (in dollars per share)	1.80
Forfeited, cancelled, or expired (in dollars per share)	0
Outstanding option balance at the end of period (in dollars per share)	1.80	$ 1.80
Exercisable stock option (in dollars per share)	$ 1.80
Stock Options Additional Disclosures
Weighted Average Remaining Contractual Term, Outstanding option balance	8 years 4 months 24 days	9 years 4 months 24 days
Weighted Average Remaining Contractual Term, Exercisable stock option	8 years 4 months 24 days
Aggregate Intrinsic Value, Outstanding option balance	$ 464,940	$ 740,000
Aggregate Intrinsic Value, Exercisable stock option	$ 464,940

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)

12 Months Ended

Dec. 31, 2024

Supplemental Cash Flow Elements [Abstract]

Schedule of Cash and Cash Equivalents


Table 20.1: Details of Cash, Cash Equivalent, and Restricted Cash
	As of December 31,
	2024		2023

	(in thousands)
Cash and cash equivalents	$	54,578	$	99,260
Restricted cash (1)	139		136
Cash, cash equivalents, and restricted cash	$	54,717	$	99,396

(1)Restricted cash consists of a commercial money market account held as a deposit on the Ashburn lease and is recorded under "Other assets" on the Consolidated Balance Sheets.

Schedule of Restrictions on Cash and Cash Equivalents


Table 20.1: Details of Cash, Cash Equivalent, and Restricted Cash
	As of December 31,
	2024		2023

	(in thousands)
Cash and cash equivalents	$	54,578	$	99,260
Restricted cash (1)	139		136
Cash, cash equivalents, and restricted cash	$	54,717	$	99,396

(1)Restricted cash consists of a commercial money market account held as a deposit on the Ashburn lease and is recorded under "Other assets" on the Consolidated Balance Sheets.

Schedule of Supplemental Cash Flow Information


Table 20.2: Supplemental Cash Flow Information
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cash paid during the year for:
Interest	$	563	$	693
Income taxes	132		147
Non-cash investing and financing activities:
Operating lease ROU assets obtained in exchange for operating lease liabilities	$	626	$	125
Capital expenditure activity in accounts payable and other accrued liabilities	309		341
Issuance of common stock for 401K match	1,619		1,943
Intangible assets transferred to extinguish other financing obligations	—		7,089

DEBT AND OTHER OBLIGATIONS - Other Financing Obligations (Details)	1 Months Ended	12 Months Ended
	Nov. 30, 2022 USD ($) extension_option	Dec. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt Instrument [Line Items]
Other income		$ 0	$ 1,400,000
Disposal Group, Disposed of by Sale, Not Discontinued Operations \| Software Licenses Under Delivery Order
Debt Instrument [Line Items]
Consideration received	$ 9,100,000
Number of exercisable options \| extension_option	3
Period of exercisable extension options		12 months

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

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+ Details

INTANGIBLE ASSETS, NET - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 31,036	$ 38,982
Accumulated Amortization	(17,351)	(13,385)
Net Carrying Value	13,685	25,597
Impairment loss on intangible assets	6,373	487
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Gross Carrying Amount	47,761	53,001
Accumulated Amortization	(17,351)	(13,385)
Net Carrying Value	30,410	39,616
In-process software development costs
Indefinite-lived Intangible Assets [Line Items]
Indefinite-lived intangible assets	$ 16,725	14,019
Acquired technology
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	8 years
Gross Carrying Amount	$ 3,630	3,630
Accumulated Amortization	(1,550)	(1,097)
Net Carrying Value	2,080	2,533
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	$ (1,550)	(1,097)
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	3 years
Gross Carrying Amount	$ 40	40
Accumulated Amortization	(40)	(32)
Net Carrying Value	0	8
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	(40)	(32)
Software development costs
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	27,366	35,312
Accumulated Amortization	(15,761)	(12,256)
Net Carrying Value	11,605	23,056
Impairment loss on intangible assets		500
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Accumulated Amortization	$ (15,761)	$ (12,256)
Software development costs \| Minimum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	2 years
Software development costs \| Maximum
Finite-Lived Intangible Assets [Line Items]
Estimated useful life	5 years

REVENUE RECOGNITION - Schedule of Contract with Customer, Contract Asset, Contract Liability, and Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Revenue from Contract with Customer [Abstract]
Billed accounts receivables	$ 10,014	$ 17,818
Unbilled account receivables	5,412	8,022
Contract assets	3,746	4,584
Contract liabilities - current	$ 6,838	$ 6,728

PROPERTY AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Gross Carrying Amount	$ 20,635	$ 19,424
Accumulated Depreciation and Amortization	(16,352)	(15,967)
Net Carrying Value	4,283	3,457
Depreciation and amortization	1,646	2,230
Furniture and equipment
Property, Plant and Equipment [Line Items]
Gross Carrying Amount	17,239	16,213
Accumulated Depreciation and Amortization	(13,617)	(13,363)
Net Carrying Value	3,622	2,850
Leasehold improvement
Property, Plant and Equipment [Line Items]
Gross Carrying Amount	3,396	3,211
Accumulated Depreciation and Amortization	(2,735)	(2,604)
Net Carrying Value	$ 661	$ 607

SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principle of Consolidation

The accompanying consolidated financial statements include the accounts of Telos and its subsidiaries (see Note 1 – Organization), all of whose issued and outstanding share capital is wholly-owned directly and indirectly by the Telos Corporation. All intercompany transactions have been eliminated in consolidation.

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP"), and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC").

Basis of Comparison

Certain reclassifications have been made to the prior year's consolidated financial statements to conform to the current year's presentation. In the current year, we reclassified sales and marketing expenses and general and administrative expenses, and presented them together as selling, general and administrative ("SG&A") expenses on the consolidated statements of operations. In addition, we presented impairment loss as a separate line item from research and development ("R&D") expenses on the consolidated statements of operations. The reclassifications had no impact on gross profit, total operating expenses or net loss in the consolidated statement of operations.

Segment Reporting

Operating segments are defined as components of an enterprise for which separate discrete financial information is available and evaluated regularly by the chief operating decision maker ("CODM"), or decision-making group, in deciding how to allocate resources and assess performance. We identified our Chief Executive Officer as the CODM.

We operate our business in two reportable and operating segments: Security Solutions and Secure Networks. These segments enable the alignment of our strategies and objectives and provide a framework for the timely and rational allocation of resources within business lines. We eliminate any inter-segment revenues and expenses upon consolidation. See Note 18 – Segment Information for further information.

Use of Estimates

Preparing consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and disclosure of contingent assets and liabilities. The Company regularly assesses these estimates; however, actual results could differ from those estimates. We base our estimates on historical experience, currently available information, and various other assumptions that we believe are reasonable under the circumstances.

Management evaluates these estimates and assumptions on an ongoing basis, including those relating to revenue recognition on cost estimation on certain contracts, allowance for credit losses, inventory obsolescence, valuation allowance for deferred tax assets, income taxes, certain assumptions related to share-based compensation, valuation and impairment of intangible assets and goodwill, restructuring expenses accruals, and contingencies. Actual results could differ from those estimates. The impact of changes in estimates is recorded in the period in which they become known.

Concentrations

Financial instruments that subject us to concentrations of credit risk consist primarily of cash and cash equivalents, and accounts receivable.

In consideration that a large amount of our working capital and total assets are held in cash and cash equivalents, we are exposed to credit risk in the event of default by the financial institutions to the extent of the amounts held in excess of federal insurance limits. Due to the financial strength and high credit quality of the financial institutions where the accounts are held, we do not believe that this credit risk makes it reasonably possible that a near-term severe impact risk of loss will occur.

The Company's receivables are primarily due from the U.S. government, or from prime contractors to whom we are subcontractors and the end customer is the U.S. government, and are generally considered collectable from the perspective of the customer's ability to pay. We believe that the credit risk associated with our receivables is limited due to the creditworthiness of our customers. We maintain an allowance for estimated potential credit losses.

Cash and Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents.

Restricted cash represents funds that are held in our money market account but precluded from use of general business needs through contractual requirements. We report our restricted cash balance within "Other assets" on the consolidated balance sheets, see Note 9 – Other B a lance Sheet Comp onents.

Contract Balances

The timing of revenue recognition may differ from the timing of billing and cash receipts from customers. Amounts are invoiced as work progresses, either at periodic intervals or upon achievement of contractual milestones. We record a contract asset when revenue is recognized prior to invoicing, or a contract liability when cash is received in advance or when milestone payments from customers exceed revenue earned to date.

A contract asset is a right to consideration that is conditional upon factors other than the passage of time. Contract liabilities include deferred revenue, customer advances and billings in excess of revenue. Contract assets and liabilities are recorded net on a contract-by-contract basis and are classified based on the contract's operating cycle at the end of each reporting period.

Accounts Receivable

Accounts receivable includes the following:

Billed Receivables: Billed receivables are balances where an invoice has been prepared and issued and is collectible under standard contract terms. Where we anticipate that an invoice will be issued within a short period of time and where the funds are considered collectible within standard contract terms, we include this balance as billed accounts receivable.

Unbilled Receivables: Unbilled receivables are balances that have not yet been billed due to timing, most commonly just a month delayed from the timing of revenue recognition and the actual bill being presented to the customer. The Company has fulfilled all requirements in order to bill the customer and collect the funds.

Contract Assets: Contract assets are receivables for which the right to consideration is conditional upon factors other than the passage of time. The timing of these billings is generally driven by contractual terms, which may have billing milestones that are different from revenue recognition milestones.

Both billed and unbilled balances are recorded at their face amount less an allowance for credit losses over the contractual payment terms of the receivable. Collectability of these amounts is periodically reviewed based upon management's knowledge and analysis of available information as of the balance sheet date, including any specific circumstances related to overdue balances, length of time that the receivable has been outstanding, historical bad debts and aging trends, and other general and contract specific factors. The allowance for credit losses is adjusted based on such evaluation. Accounts receivable balances are written off against the allowance when management deems the balances uncollectible.

Our contract asset balance is recorded at the net amount expected to be billed for services performed once the objective criteria laid out by the contract has been met.

Inventories

Inventories are valued at the lower of cost or net realizable value, where cost is determined using the weighted-average method. The value of inventory is adjusted for damaged, obsolete, excess and slowing-moving inventory. Net realizable value of inventory is estimated based on the historical obsolescence experience and planned usage.

Inventories are substantially comprised of finished goods purchased for customers, such as off-the-shelf hardware and software, and component computer parts used in connection with system integration services that we perform.

Property and Equipment

Property and equipment are recorded at cost less accumulated depreciation and amortization. Depreciation is recorded over the assets' estimated useful lives using the straight-line method, which is three to five years for furniture and equipment. Leasehold improvements are amortized over the shorter of their useful life or the remaining terms of the lease.

Upon sale or retirement of property and equipment, the costs and related accumulated depreciation and amortization are eliminated from the accounts and any gain or loss on such disposition is reflected in the consolidated statements of operations. For the years ended December 31, 2024, and 2023, such amounts are negligible.

Repairs and maintenance costs are expensed as incurred. Major renewals and improvements are capitalized and depreciated over their estimated useful lives.

Leases

We determine if an arrangement is a lease and we account for leases in accordance with ASC Topic 842, "Leases." We entered into contractual arrangements primarily for the use of real estate facilities and certain other equipment. We determine the classification of the lease under these arrangements, if any, at inception based on (1) whether the contract involves the use of a distinct identified asset, (2) whether we obtain the right to substantially all the economic benefits from the use of the asset throughout the period, and (3) whether we have a right to direct the use of the asset.

Leased property meeting certain criteria is capitalized at the present value of the related minimum lease payments. Amortization of a finance lease ROU asset is computed using the straight-line method over the lesser of the lease term or the useful life of the related asset.

In accordance with ASC 842, we recorded operating lease ROU assets, which represent our right to use an underlying asset for the lease term, and operating lease liabilities, which represent our obligation to make lease payments. Our operating leases are generally for equipment and office spaces. The amount of operating lease liabilities due within 12 months are recorded in other current liabilities, with the remaining operating lease liabilities recorded as non-current liabilities in our consolidated balance sheets based on their contractual due dates. The operating lease ROU assets and liabilities are recognized as of the lease commencement date at the present value of the lease payments over the lease term. On lease arrangements where leases include options to extend the term of the lease, we include the impact of the options on the lease term, when we are reasonably certain that we will exercise such options. Most of our leases do not provide an implicit rate that can readily be determined. Therefore, we use a discount rate based on our incremental borrowing rate on all operating leases. Some of our operating leases contain lease and non-lease components, which we account for as a single component. Operating lease expense is recognized as rent expense on a straight-line basis over the lease term, and recorded within our consolidated statement of operations.

The related lease payments on short-term lease arrangements (leases of one year or less) are recognized as expense on a straight-line basis over the lease term.

ROU assets are assessed for potential impairment whenever there is evidence that events or changes in circumstances indicate that the carrying value of the asset may not be recoverable and the carrying amount of the assets exceeds its estimated fair value.

Software Development Costs

We account for development costs of software in accordance with ASC Topic 985-20 ("ASC 985-20"), "Software – Costs of Software to be Sold, Leased, or Marketed" and ASC Topic 350-40 ("ASC 350-40") "Internal Use Software," depending on the intended use of the software being developed. Under ASC 985-20, all costs of developing software prior to establishing its technological feasibility are research and development costs and are expensed as incurred. Once technological feasibility has been established, subsequent costs should be capitalized until the software begins to be marketed or is released to customers, after which the capitalized costs should be amortized and reviewed for impairment. Under ASC 350-40, we capitalize certain software development costs when the preliminary project stage is completed and the software has entered the application development stage. Once substantial testing is complete and the software is ready to be used, capitalization of costs ceases.

Capitalized software development costs are amortized on a straight-line basis over the estimated economic life of the application, ranging from two to five years, beginning when the asset is ready for its intended use.

ASC 350-40 also requires hosting arrangements that are service contracts to follow the guidance for internal-use software to determine which implementation costs can be capitalized. In accordance with ASC 350-40, (i) capitalized implementation costs are classified in the same balance sheet line item as the amounts prepaid for the related hosting arrangement, (ii) amortization of capitalized implementation costs is presented in the same income statement line item as the service fees for the related hosting arrangement, and (iii) cash flows related to capitalized implementation costs are presented within the same category of cash flow activity as the cash flow for the related hosting arrangements (i.e. operating activity). As of December 31, 2024, and 2023, the net carrying value of the capitalized implementation costs related to hosting arrangements that were incurred during the application development stage aggregated to $0.17 million and $0.23 million, respectively. These costs are related primarily to the implementation of a new enterprise resource planning system. The Company begins amortizing the capitalized implementation costs after all substantial testing is complete and ready for its intended use, and amortized over the expected term of the arrangement on a straight-line basis.

Goodwill and Intangible Assets

Goodwill is recorded for the difference between the aggregate consideration paid for an acquisition and the fair value of net tangible and intangible assets acquired and liabilities assumed. Goodwill is not amortized, but rather tested for potential impairment. We evaluate the impairment of goodwill in accordance with ASC 350, which requires goodwill to be assessed on at least an annual basis, as of December 31 each year, for impairment using a fair value basis. Between annual evaluations, if events occur or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying amount, then impairment must be evaluated. Such circumstances could include, but are not limited to, (1) a significant adverse change in legal factors or business climate, (2) a loss of key contracts or customers, or (3) negative operating performance indicators. The Company performs its goodwill impairment test at the reporting unit level.

We may elect to utilize a qualitative assessment to evaluate whether it is more likely than not that the fair value of a reporting unit is less than its carrying value. If an impairment indicator exists based on the qualitative assessment, we perform the quantitative goodwill impairment test. When performing a quantitative impairment test, we calculate the estimated fair value of the reporting unit and compare the results with its respective carrying value, including goodwill. If the estimated fair value is determined to be less than the carrying value, we recognize an impairment loss equal to the difference between the reporting unit's fair value and the reporting unit's carrying value, up to the amount of goodwill associated with the reporting unit.

The evaluation is based on the estimation of the fair values at the reporting unit level in comparison to the reporting unit's net asset-carrying values. The Company uses industry-accepted valuation models and set criteria that are reviewed and approved by management. The methodology used to assess impairment is a combination of the income approach (i.e., discounted cash flow ("DCF") method) and the market approach (i.e., Comparable Public Company ("CPC") method) to determine the fair value.

In the application of the income approach, the estimated fair value of the reporting unit is determined using a DCF analysis, which requires management's judgment with respect to forecasted revenue streams and operating margins, capital expenditures and the selection and use of an appropriate discount rate commensurate with the risk inherent in each of our reporting unit's current business model. We utilize the weighted average cost of capital as derived by certain assumptions specific to our facts and circumstances as the discount rate.

In the application of the market approach, the CPC method uses value multiples or ratio to the reporting accounting data (such as revenue) in measuring the market's perception of the reporting unit's enterprise value. Value multiples or ratio reflect the trends in growth and performance, and the comparable public companies provide a reasonable basis for comparison to the relative investment characteristic of the business being valued. The Company analyzes the relationship between the comparable companies' performance and applies a control premium based on the multiples of comparable companies. The control premium is management's estimate of how much a market participant would be willing to pay over the fair market value in consideration of benefits that flow from control of the entity.

The results of the income and market approaches are weighted to determine the estimated fair value of the reporting unit. The weighting is judgmental and is based on the perceived level of appropriateness of the valuation methodology. Estimating the fair value involves the use of assumptions and significant judgments that are based on a number of factors, including actual operating results. A relatively small change in the underlying assumptions may cause a change in the results of the impairment assessment in future periods and, as such, could result in goodwill impairment.

The Company's goodwill is amortized and deducted over a 15-year period for tax purposes. See Note 7 – Goodwill for additional information.

Intangible assets with finite lives are carried at cost, less accumulated amortization. Amortization is computed using the method that best reflects how their economic benefits are utilized or, if a pattern of economic benefits cannot be reliably determined, on a straight-line basis over their estimated useful lives.

Impairment of Long-Lived Assets

The Company evaluates its long-lived assets, including property and equipment, for potential impairment whenever there is evidence that events or changes in circumstances indicate that the carrying value may not be recoverable. If such evaluation indicates that the carrying amount of the asset exceeds its estimated future undiscounted cash flows or its estimated fair value, an impairment loss is recognized to reduce the asset's carrying amount to its estimated fair value. Considerable management judgment is necessary to estimate its fair value. Accordingly, actual results could differ from such estimates. No events have been identified that caused an evaluation of the recoverability of long-lived assets.

In addition to the recoverability assessment, the Company routinely reviews the remaining lives of its long-lived assets. Any reduction in the useful life assumptions will result in increased depreciation or amortization expense in the period when such determinations are made, as well as in subsequent periods. There are no changes in the estimated useful lives of long-lived assets for the periods presented.

Fair Value Measurements

U.S. GAAP provides a framework for measuring fair value and expands disclosures about fair value measurements. The framework requires the valuation of investments using a three-tiered approach. The statement requires fair value measurement to be classified and disclosed in one of the following categories:

•Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities;

•Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or

•Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

This hierarchy requires the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Except for the fair value of investment, the fair value of certain non-derivative financial instruments, including receivables, accounts payable and other accrued liabilities, approximates the carrying value due to the short-term nature of these instruments. See Note 9 – Other Balance Sheet Components for further details on investment.

Research and Development

Research and development expenses consist primarily of employee-related expenses (such as salaries, taxes, benefits and stock-based compensation), allocated overhead costs and outside services costs related to the development and improvement of the Company's software. Research and development costs are generally expensed as incurred, except for costs incurred in connection with the development of software that qualify for the capitalization as described in our software development costs policy. Amortization of capitalized software development costs, not charged under cost of sales, are also reported as part of research and development expenses.

Selling, General and Administrative Expenses

Selling, general and administrative expenses include general and administrative expenses, as well as direct and indirect sales and marketing expenses. These costs consist primarily of compensation and benefits (including incentive-based compensation), advertising, facilities, and certain types of depreciation and amortization.

Advertising Costs

Advertising costs are expensed and included in selling, general and administrative expenses when incurred. Advertising expenses were $0.7 million and $0.8 million for the years ended December 31, 2024, and 2023, respectively.

Income Taxes

We account for income taxes in accordance with ASC 740, "Income Taxes." Under ASC 740, deferred tax assets and liabilities are recognized for the estimated future tax consequences of temporary differences and income tax credits. Deferred tax assets and liabilities are measured by applying enacted statutory tax rates that are applicable to the future years in which deferred tax assets or liabilities are expected to be settled or realized for differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. Any change in tax rates on deferred tax assets and liabilities is recognized in net income in the period in which the tax rate change is enacted. We record a valuation allowance that reduces deferred tax assets when it is "more likely than not" that deferred tax assets will not be realized.

We follow the provisions of ASC 740 related to accounting for uncertainty in income taxes. The accounting estimates related to liabilities for uncertain tax positions require us to make judgments regarding the sustainability of each uncertain tax position based on its technical merits. If we determine it is more likely than not that a tax position will be sustained based on its technical merits, we record the impact of the position in our consolidated financial statements at the largest amount that is greater than fifty percent likely of being realized upon ultimate settlement. These estimates are updated at each reporting date based on the facts, circumstances and information available. We are also required to assess at each reporting date whether it is reasonably possible that any significant increases or decreases to our unrecognized tax benefits will occur during the next 12 months.

Business Combinations

We evaluate acquisitions to determine whether it is a business combination or an asset acquisition and accounted for under U.S. GAAP using the acquisition method in accordance with ASC 805, Business Combinations. The Company allocates the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities, if any, is recorded as goodwill.

The accounting for business combinations requires management to make judgments and estimates of the fair value of assets acquired, including the identification and valuation of intangible assets, as well as liabilities and contingencies assumed. Such judgments and estimates directly impact the amount of goodwill recognized in connection with an acquisition. Estimating the fair value of acquired assets and assumed liabilities, including intangibles, requires judgment about expected future cash flows, weighted-average cost of capital, discount rates and expected long-term growth rates.

No business combinations occurred during the years ended December 31, 2024, and 2023.

Stock-Based Compensation

The Company grants stock-based compensation awards under the Amended and Restated 2016 Omnibus Long-Term Incentive Plan (the "2016 LTIP"). Our 2016 LTIP provides for the grant of stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock and dividend equivalent rights to our senior executives, directors, employees, and other eligible service providers. The stock options granted under the 2016 LTIP expire no more than 10 years after the date of grant.

The restricted stock units granted are time-based ("Service-Based RSU" or "RSU") and performance-based ("Performance-Based RSU" or "PSU"). The Company issues new shares of common stock upon vesting of the restricted stock units under this plan.

•Service-Based RSUs granted to eligible employees as an incentive generally vest in installments over a period of up to three years from the date of grant. The grant date fair value per share is equal to the closing stock price on the date of grant.

•Performance-Based RSUs vest upon the achievement of a defined performance target during a defined performance period from the date of grant, or market conditions for its common stock, or certain operational milestone over a prescribed period. The fair value per share of these PSUs is equal to the closing stock price on the date of the grant or the fair value of the award on the grant date as determined through an independent valuation for PSUs with market conditions. In order to reflect the substantive characteristics of these market condition awards, the Company employs a Monte Carlo simulation valuation model to estimate the fair value for each tranche of the grant and corresponding requisite service period of the award. Monte Carlo approaches are a class of computational algorithms that rely on repeated random sampling to compute their results. This approach allows the calculation of the value of such PSUs based on a large number of possible stock price path scenarios. The risk-free rate is based on the U.S. treasury zero-coupon issues in effect at the time of grant over the performance period. The expense for these PSUs is recognized over the derived service period as determined through the Monte Carlo simulation model.

Awards granted under the 2016 LTIP vest over the periods determined by the Board of Directors or the Compensation Committee of the Board of Directors, which has the discretion to establish the terms, conditions and criteria of the various awards, including the weighting and vesting schedule of RSUs and the performance conditions applicable to the PSUs.

The Company estimates the fair value of stock options on the date of the grant using an option pricing model. The option pricing model takes into consideration the current share price of the underlying common stock, exercise price of the option, expected term, risk-free interest rate and the volatility of share price. These considerations directly affect the amount of compensation expense that will ultimately be recognized.

We recognize these stock-based payment transactions when services from the employees, directors and other eligible service providers are received and recognize a corresponding increase in additional paid-in capital in our consolidated balance sheets. The measurement objective for these equity awards is the estimated fair value at the date of grant of the equity instruments that we are obligated to issue when employees, directors and other eligible service providers have rendered the requisite service and satisfied any other conditions necessary to earn the right to benefit from the instruments.

The stock-based compensation expense for an award is recognized ratably over the requisite service period, which is generally the vesting period during which an employee is required to provide service in exchange for an award. Stock-based compensation expense for awards with performance conditions is estimated at each reporting date using management's expectation of the probable achievement of the specified performance targets and recognized over the requisite service period for each tranche on a graded-vesting basis. If such performance conditions are not or are no longer considered probable, no compensation expense for these awards is recognized, and any previously recognized expense is reversed. If the performance condition is achieved prior to the completion of the requisite service period, any unrecognized compensation expense will be recognized in the period the performance condition is achieved. Compensation expense for PSUs with market conditions is recognized based on the grant-date fair value calculated using the Monte Carlo model, as described above, or sooner if the market condition is achieved. Previously recognized expense for awards with market conditions will never be reversed subsequent to completion of the derived service period even if the market conditions are never achieved. We recognize forfeitures of stock-based compensation awards as they occur. Stock-based compensation expense is recognized as part of the cost of sales and operating expenses in our consolidated statements of operations. The stock-based payment transactions are recognized in accordance with ASC 718, "Compensation - Stock Compensation" and ASU 2018-07, "Compensation - Stock Compensation (Topic 718): Improvements to Non-employee Share-Based Payment Accounting."

Net (Loss) Earnings per Share

Basic net (loss) earnings per share is computed by dividing the net (loss) earnings by the weighted-average number of common shares outstanding for the period, without consideration for potentially dilutive securities. Diluted net (loss) earnings per share is computed by dividing the net (loss) earnings by the weighted-average number of shares of common stock and dilutive common stock equivalents outstanding for the period determined using the treasury-stock and if-converted methods. Dilutive common stock equivalents are comprised of unvested restricted common stock.

Other Comprehensive (Loss) Income

For one of our wholly-owned subsidiaries, the functional currency is the local currency. For this subsidiary, the translation of its foreign currency into U.S. dollars is performed for assets and liabilities using current foreign currency exchange rates in effect at the balance sheet date and for revenue and expense accounts using average foreign currency exchange rates during the periods presented. Translation gains and losses are included in stockholders' equity as a component of accumulated other comprehensive (loss) income.

Restructuring Expenses

The determination of when the Company accrues for involuntary termination benefits under restructuring plans depends on whether the termination benefits are provided under an ongoing benefit arrangement or under a one-time benefit arrangement. The Company accounts for ongoing benefit arrangements, such as those documented by employment agreements, in accordance with ASC 712 ("ASC 712"), "Compensation – Nonretirement Postemployment Benefits." Under ASC 712, liabilities for postemployment benefits are recorded at the time of obligations are probable of being incurred and can be reasonably estimated. When applicable, the Company records such costs into operating expenses.

From time to time, the Company initiates restructuring activities to execute management's strategy and optimize its cost structure. Restructuring activities may include streamlining its workforce or realignment of resources to support its business strategies and enhance operational efficiency.

2022 Restructuring Plan

In the fourth quarter of 2022, the Company committed to a restructuring plan to streamline its workforce and spending to better align its cost structure with its volume of business. The 2022 restructuring plan reduced the Company's workforce, with a majority of the affected employees separating from the business in early 2023. In connection with this restructuring plan, we incurred restructuring-related costs, including employee severance and related benefit costs. Employee severance and related benefit costs include cash payments, outplacement services and continuing health insurance coverage. Severance costs pursuant to ongoing-benefit arrangements are recognized when probable and reasonably estimated. Other related costs include external consulting and advisory fees related to implementing the restructuring plan. These costs are recognized at fair value in the period in which the costs are incurred.

The Company incurred a cumulative amount of $3.9 million of restructuring expenses, which is the total expected cost of this restructuring plan. The actions under this restructuring plan were substantially completed in fiscal year 2023 and were fully paid in the third quarter of 2024.

2024 Restructuring Plan

Beginning in the third quarter of 2024, the Company undertook another restructuring action in an effort to optimize its strategic priorities and cost structure. As part of the 2024 restructuring plan, the Company decided to discontinue the development and/or sale of selected solutions or parts of solutions, which resulted in the impairment of capitalized software assets and a reduction in workforce. The restructuring charges under the 2024 restructuring plan include severance and related benefit costs. The Company accrues severance and related benefit costs under the 2024 restructuring plan when it is probable that a liability exists and the amount is reasonably estimated.

As of December 31, 2024, the cumulative amount of incurred severance and benefit costs related to the 2024 restructuring plan was $1.3 million, of which $0.2 million was allocated to the Security Solutions segment and $0.1 million was allocated to the Secure Networks segment. The 2024 restructuring actions were substantially completed in fiscal year 2024 and will be fully paid in early fiscal year 2025.

In addition, as a result of the Company's decision to abandon the development or sale of selected solutions in the third quarter of 2024, the Company wrote off $6.4 million of its previously capitalized software assets. This was reported as an impairment loss on intangible assets under operating expenses on the consolidated statement of operations.


Table 2.3: Restructuring Expenses and Impairment Loss
	Statements of Operations	For the Year Ended December 31,
		2024		2023

		(in thousands)
2022 Restructuring Plan:
Severance and related benefit costs (adjustments)	SG&A	$	(10)	$	(168)
Other related costs	SG&A	—		1,300
2024 Restructuring Plan:
Severance and related benefit costs	Cost of sales	341		—
Severance and related benefit costs	R&D, SG&A	939		—
Total restructuring expenses		1,270		1,132
Impairment of intangible assets (1)	Impairment loss on intangible assets	6,373		—
Total restructuring expenses and impairment loss		$	7,643	$	1,132

(1) The recoverability evaluation of intangible assets resulted in an $11.7 million impairment loss, of which $5.3 million was recorded under cost of sales for the discontinued parts of certain solutions, and $6.4 million was recorded under operating expenses as a result of the restructuring plan (see Note 8 - Intangible Assets, Net).

At each reporting date, the Company evaluates its restructuring expense accrual to determine if the liabilities reported are still appropriate. Any changes in the estimated costs of executing the approved restructuring plan are reflected in the Company's consolidated statements of operations.


Table 2.4: Summary of Changes in Restructuring Expenses Accrual
	Severance and related benefit costs (1)

	(in thousands)
Balance at December 31, 2023	$	400
Expenses (adjustments)	1,270
Cash payments	(1,633)
Balance at December 31, 2024	$	37

(1) Restructuring-related liabilities are reported as part of "Other current liabilities" in the Company's consolidated balance sheets, see Note 9 - Other Balance Sheet Components for further details.

Recently Accounting Pronouncements - Adopted

In June 2022, the FASB issued ASU No. 2022-03, "Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions," which clarifies that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. This standard was effective for reporting periods beginning December 15, 2023. The adoption of this ASU did not have a material impact on our consolidated financial position, results of operations, and cash flows.

In November 2023, the FASB issued ASU No. 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures," which requires improvement on reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The standard was effective for fiscal year beginning after December 15, 2023, and requires application on a retrospective basis, and for interim periods within fiscal year beginning after December 15, 2024. We adopted this standard during the fourth quarter of fiscal year ended December 31, 2024, and disclosed the significant segment expense categories that are regularly provided to the CODM on an annual basis, as well as disclosing how segment measures of profit or loss are used by the CODM. The adoption of this standard only affected our disclosures, with no impact on our consolidated financial statements.

Recently Accounting Pronouncements - Not Yet Adopted

From time to time, new accounting standards are issued by the FASB or other standard-setting bodies, and are adopted by the Company as of the specified accounting date. Unless disclosed below, there are no issued standards not yet effective that are deemed applicable to the Company's consolidated financial statements.

In December 2023, the FASB issued ASU No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosure," which requires public entities, on an annual basis, (1) disclose specific categories in the rate reconciliation, and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5% of the amount computed by multiplying pretax income/(loss) by the applicable statutory income tax rate). This ASU will be effective, for public entities, for fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently assessing the impact of the adoption of this ASU on our consolidated financial position, results of operations, and cash flows.

In November 2024, the FASB issued ASU 2024-03, "Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Topic 220): Disaggregation of Income Statement Expenses." This standard requires additional disclosure of certain amounts included in the expense captions presented on the statement of operations, as well as disclosures about selling expenses. The ASU is effective on a prospective basis, with the option for retrospective application. All public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are in the process of assessing the impact of the adoption of this ASU on our consolidated financial statements.

INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Impairment loss on intangible assets	$ 11,706	$ 487
Impairment loss on intangible assets	5,333	0
Impairment loss on intangible assets	$ 6,373	487
Software development costs
Finite-Lived Intangible Assets [Line Items]
Impairment loss on intangible assets		$ 500

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

On May 8, 2023, the Company amended the 2016 LTIP with an additional 6,000,000 shares available for issuance, increasing the total number of shares available to 13,459,913. Further, on May 21, 2024, the Company authorized an additional 8,500,000 shares to be available under the Amended and Restated 2016 LTIP, increasing the total number of shares available for issuance under the 2016 LTIP to 21,959,913 shares. As of December 31, 2024, approximately 1.0 million shares of our common stock were reserved for future grants under the 2016 LTIP, as amended.

The Company records stock-based compensation related to accrued compensation in which it intends to settle in shares of the Company's common stock. However, it is the Company's discretion whether this compensation will ultimately be paid in stock or cash, as it has the right to dictate the form of these payments up until the date they are paid.

Stock-based compensation expense recognized for restricted stock units and stock options granted to employees and non-employees is included in the consolidated statements of operations, net of adjustments. There were no income tax benefits recognized on the stock-based compensation expense for these periods.


Table 12.1: Details of Stock Compensation Expense by Category
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cost of sales - services	$	828	$	900
Research and development	(121)		1,989
General and administrative (1)	20,704		21,507
Total	$	21,411	$	24,396

(1) Stock-based compensation expense related to stock options was $0.1 million and $0.3 million for the years ended December 31, 2024 and 2023.

Restricted Stock


Table 12.2: Restricted Stock Unit Activity
	Service-Based RSU	Performance-Based RSU	Total	Weighted-Average Grant Date Fair Value
Unvested outstanding units as of December 31, 2023	2,132,613	43,800	2,176,413	$	5.07
Granted	1,844,223	10,730,226	12,574,449	3.47
Vested	(1,910,651)	—	(1,910,651)	4.41
Forfeited, cancelled, or expired	(114,082)	(90,796)	(204,878)	9.25
Unvested outstanding units as of December 31, 2024	1,952,103	10,683,230	12,635,333	$	3.52

On May 16, 2024, the Company granted PSUs that could be settled in up to 1,335,281 shares of its common stock to certain senior executives and employees that will vest upon achieving certain operational milestones prior to January 1, 2027.

On May 28, 2024, the Company granted PSUs to certain senior executives and employees that could settle in up to 2,499,945 shares of its common stock. These PSUs may vest only if the Company achieves certain financial performance targets for fiscal year 2025. The Company also granted PSUs containing market conditions to certain executives that could settle in up to 6,875,000 shares of its common stock. These PSUs with market conditions may vest, in whole or in part, only if the Company's closing common stock price remains at or above certain specified stock prices for 50 consecutive calendar days prior to January 1, 2027.

Our key assumptions used to calculate the grant date fair value of the PSU awards with market condition granted in fiscal year 2024 include a performance period of 2.59 years, an expected volatility of 83.9%, and a risk-free rate of 4.70%. The fair value for these market condition PSUs at the grant date ranges between $2.62 - $3.75, and the derived service periods ranges between 0.63 - 1.31 years.

On December 1, 2024, the Company granted PSUs to an employee that could settle in up to 20,000 shares of its common stock and may vest upon achieving certain operational milestones prior to January 1, 2028.

As of December 31, 2024, the intrinsic value of the RSUs and PSUs outstanding, exercisable, and vested or expected to vest was $43.2 million. Total unrecognized compensation cost related to unvested RSUs and PSUs was $17.0 million as of December 31, 2024, of which $2.0 million relates to PSUs that were not probable of achievement. The remaining $15.0 million of unrecognized compensation cost is expected to be recognized on a straight-line basis over a weighted-average remaining vesting period of 0.7 years.

In the second quarter of 2024, the performance targets for outstanding PSUs granted prior to 2024 were not probable of being achieved. Therefore, the Company recorded a cumulative catch-up adjustment for the change in its probability assessment, resulting in a $1.2 million decrease in stock-based compensation expense. This was recorded as a stock-based compensation adjustment under R&D expenses and SG&A expenses in the Company's statements of operations for the year ended December 31, 2024. The performance period for these PSUs ended during the third quarter of 2024.

Stock Options


Table 12.3: Stock Option Activity
	Stock Options Outstanding	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding option balance as of December 31, 2023	400,000	$	1.80	9.4	$	740,000
Granted	—	—
Exercised	(113,000)	1.80
Forfeited, cancelled, or expired	—	—
Outstanding option balance as of December 31, 2024	287,000	$	1.80	8.4	$	464,940
Exercisable stock option as of December 31, 2024	287,000	$	1.80	8.4	$	464,940

The Company uses the Black-Scholes option pricing model to calculate the estimated fair value of stock options on the date of grant. Option awards are generally granted with an exercise price equal to the market price of the Company's stock at the date of grant. The following weighted-average assumptions are used in the Black-Scholes valuation model to estimate the fair value of stock option awards, as granted.

•Expected term of the option – For options granted to employees and directors, the Company estimates the term over which option holders are expected to hold their stock option by using the "simplified method" in accordance with Staff Accounting Bulletin ("SAB") No. 107, Share-Based Payments, and SAB No. 110, Simplified Method for Plain Vanilla Share Options, to calculate the expected term of stock options determined to be "plain vanilla." The Company's stock option exercise history does not provide a reasonable basis to compute the expected term for stock options. Under this approach, the expected term is presumed to be a midpoint between the vesting date and the contractual end of the stock option grant. For options granted to non-employees, the Company elected to use the contractual term as the expected term.

•Risk-free interest rate – Based on the daily yield curve rates for U.S. Treasury obligations with terms that approximate the expected term of the stock options.

•Expected volatility – Due to the absence of the Company's historical price volatility for the expected contractual term of the stock options, the Company utilized the historical price volatility of a peer group.

•Expected dividend yield – The Company has not declared dividends, nor does it expect to in the foreseeable future. Therefore, a zero value was assumed for the expected dividend yield.

Our key assumptions used to calculate the fair value of the stock options granted in fiscal year 2023 include an expected term ranging from 5.5 to 10 years, expected volatility between 30.7% - 35.1%, and a risk-free rate of 3.5%. The weighted-average fair value of the underlying stock options at the grant date was $1.06. There were no new stock options granted in fiscal year 2024.

The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock option awards and the quoted closing price of the Company's common stock as of December 31, 2024.

The fair value of the stock options is expensed on a straight-line basis over the vesting period of one year, including the stock options granted to directors, as the next annual stockholders meeting is expected to occur at the same approximate time each year.

As of December 31, 2024, there were no unrecognized compensation costs related to non-vested stock options.

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
Stockholders' equity:
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized (in shares)	250,000,000	250,000,000
Common stock, issued (in shares)	72,514,652	70,239,890
Common stock, outstanding (in shares)	72,514,652	70,239,890

LEASES - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$ 275	$ 585
Operating cash flows related to finance leases	528	611
Financing cash flows related to finance leases	$ 1,730	$ 1,592

LOSS PER SHARE

12 Months Ended

Dec. 31, 2024

Earnings Per Share [Abstract]

LOSS PER SHARE

For the period of net loss, potentially dilutive securities are not included in the calculation of diluted net (loss)/earnings per share because to do so would be anti-dilutive.


Table 16.1: Potentially Dilutive Securities
	For the Year Ended December 31,
	2024	2023

	(in thousands)
Unvested restricted stock and restricted stock units	834	687
Total	834	687

As of December 31, 2024, and 2023, PSUs of 10,683,230 and 43,800, respectively, have been excluded in the calculation of the potentially dilutive securities above because issuance of such shares are contingent upon the satisfaction of certain conditions which were not satisfied by the end of the reporting period.

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Assets:
Cash and cash equivalents	$ 54,578	$ 99,260
Accounts receivable, net	19,172	30,424
Inventories, net	1,783	1,420
Prepaid expenses	15,092	7,520
Other current assets	793	1,367
Total current assets	91,418	139,991
Property and equipment, net	4,283	3,457
Finance lease right-of-use assets, net	5,391	6,612
Operating lease right-of-use assets	622	216
Goodwill	17,922	17,922
Intangible assets, net	30,410	39,616
Other assets	8,189	885
Total assets	158,235	208,699
Liabilities:
Accounts payable and other accrued liabilities	4,300	13,750
Accrued compensation and benefits	7,608	14,569
Contract liabilities	6,838	6,728
Finance lease obligations – current portion	1,877	1,730
Operating lease obligations – current portion	210	97
Other current liabilities	1,302	2,324
Total current liabilities	22,135	39,198
Finance lease obligations – non-current portion	7,641	9,518
Operating lease obligations – non-current portion	418	123
Deferred income taxes	813	813
Other liabilities	91	44
Total liabilities	31,098	49,696
Commitments and contingencies
Stockholders' equity:
Common stock, $0.001 par value, 250,000,000 shares authorized, 72,514,652 shares and 70,239,890 shares issued and outstanding as of December 31, 2024 and 2023, respectively	111	109
Additional paid-in capital	454,502	433,781
Accumulated other comprehensive loss	(129)	(60)
Accumulated deficit	(327,347)	(274,827)
Total stockholders' equity	127,137	159,003
Total liabilities and stockholders' equity	$ 158,235	$ 208,699

INTANGIBLE ASSETS, NET

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLE ASSETS, NET


Table 8.1: Details of Intangible Assets, Net
	Estimated useful life	As of December 31, 2024						As of December 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value

		(in thousands)
Acquired technology	8 years	$	3,630	$	(1,550)	$	2,080	$	3,630	$	(1,097)	$	2,533
Customer relationships	3 years	40		(40)		—		40		(32)		8
Software development costs	2 - 5 years	27,366		(15,761)		11,605		35,312		(12,256)		23,056
Subtotal		31,036		(17,351)		13,685		38,982		(13,385)		25,597
In-process software development costs (1)		16,725		—		16,725		14,019		—		14,019
Total		$	47,761	$	(17,351)	$	30,410	$	53,001	$	(13,385)	$	39,616


(1) In-process software development costs are costs for software that is not yet available for its intended use or general release to customers as of balance sheet date, thus not yet amortized.

In 2024, there were selected capital software projects for which the Company decided to discontinue the development and/or sale of all or part of certain solutions and certain projects that the Company ceased use before the end of its useful life. As a result of the Company's decision to abandon the associated software, the Company wrote off $11.7 million of the previously capitalized software costs, of which $5.3 million was recorded as "Impairment loss on intangible assets" under cost of sales within the Security Solutions segment, and $6.4 million was recorded as "Impairment loss on intangible assets" under operating expenses in the Company's consolidated statements of operations during the fiscal year ended December 31, 2024.

In 2023, as a result of the impairment assessment, the Company identified conditions demonstrating impairment of certain software development costs and an impairment charge of $0.5 million was reported as "Impairment loss on intangible assets" under operating expenses in the Company's consolidated statements of operations during the fiscal year ended December 31, 2023.

The Company did not recognize any impairment charges on other intangible assets for the periods presented.


Table 8.2: Amortization Expense
	For the year ended December 31,
	2024		2023

	(in thousands)
Amortization expense related to:
Software development costs - cost of sales (1)	$	6,015	$	2,840
Software development costs - research and development	2,286		1,623
Other intangible assets - general and administrative	461		467
Total	$	8,762	$	4,930

(1) Amortization expense for software development costs related to assets to be sold, leased, or otherwise marketed are charged under cost of sales on the consolidated statements of operations.


Table 8.3: Estimated Future Amortization Expense of Intangible Assets, Net
	As of December 31, 2024
	(in thousands)
Year Ending December 31, 2025	$	5,692
Year Ending December 31, 2026	3,698
Year Ending December 31, 2027	2,658
Year Ending December 31, 2028	1,373
Year Ending December 31, 2029	264
Thereafter	—
Total (1)	$	13,685

(1) This does not include amortization of in-process software development costs, as estimation of the timing of future amortization expenses would be impractical.

Actual amortization expense in future periods could differ from these estimates as a result of impairments, future releases, future acquisitions, divestitures, and other factors.

ACCOUNTS RECEIVABLE, NET - Schedule of Accounts Receivable, Allowance for Credit Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance Beginning of Year	$ 283	$ 134
Provision for (Recovery from) Credit Losses	(20)	152
Write-offs	(207)	(3)
Balance End of Year	$ 56	$ 283

INTANGIBLE ASSETS, NET - Schedule of Amortization Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Finite-Lived Intangible Assets [Line Items]
Software development costs - cost of sales	$ 6,015	$ 2,840
Total	8,762	4,930
Research and Development Netting
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	2,286	1,623
General and Administrative Expense
Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 461	$ 467

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References + Details

LEASES (Tables)

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

Schedule of Details of Lease Cost


Table 13.1: Details of Lease Costs
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Operating lease cost	$	277	$	541
Short-term lease cost (1)	53		55
Finance lease cost
Amortization of finance lease assets	1,221		1,221
Interest on finance lease liabilities	527		611
Total finance lease cost	1,748		1,832
Total lease costs	$	2,078	$	2,428

(1) Leases that have terms of 12 months or less.


Table 13.3: Weighted-Average Remaining Lease Terms and Discount Rates
	For the Year Ended December 31,
	2024	2023
Weighted average remaining lease term (in years):
Finance leases	4.3 years	5.3 years
Operating leases	2.8 years	3.4 years
Weighted average discount rate:
Finance leases	5.04%	5.04%
Operating leases	6.04%	5.75%


Table 13.4: Supplemental Cash Flow Information Related to Leases
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$	275	$	585
Operating cash flows related to finance leases	528		611
Financing cash flows related to finance leases	1,730		1,592

Schedule of Future Minimum Lease Payments


Table 13.2: Future Minimum Lease Payments
	Operating Leases		Finance Leases

	(in thousands)
Year Ending December 31, 2025	$	245	$	2,314
Year Ending December 31, 2026	252		2,372
Year Ending December 31, 2027	166		2,431
Year Ending December 31, 2028	26		2,492
Year Ending December 31, 2029	—		1,049
Thereafter	—		—
Total minimum lease payments	689		10,658
Less: Imputed interest	(61)		(1,140)
Total lease obligations	628		9,518
Less: Current portion of lease obligations	(210)		(1,877)
Long-term lease obligations	$	418	$	7,641

Schedule of Future Minimum Lease Payments


Table 13.2: Future Minimum Lease Payments
	Operating Leases		Finance Leases

	(in thousands)
Year Ending December 31, 2025	$	245	$	2,314
Year Ending December 31, 2026	252		2,372
Year Ending December 31, 2027	166		2,431
Year Ending December 31, 2028	26		2,492
Year Ending December 31, 2029	—		1,049
Thereafter	—		—
Total minimum lease payments	689		10,658
Less: Imputed interest	(61)		(1,140)
Total lease obligations	628		9,518
Less: Current portion of lease obligations	(210)		(1,877)
Long-term lease obligations	$	418	$	7,641

SUPPLEMENTAL CASH FLOW INFORMATION - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Cash paid during the year for:
Interest	$ 563	$ 693
Income taxes	132	147
Non-cash investing and financing activities:
Operating lease ROU assets obtained in exchange for operating lease liabilities	626	125
Capital expenditure activity in accounts payable and other accrued liabilities	309	341
Issuance of common stock for 401K match	1,619	1,943
Intangible assets transferred to extinguish other financing obligations	$ 0	$ 7,089

OTHER BALANCE SHEET COMPONENTS - Schedule of Other Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Mar. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Prepaid expenses – long-term portion	$ 4,975		$ 593
Investment	3,000		0
Restricted cash	139		136
Other	75		156
Other assets	$ 8,189		$ 885
Investment owned cost		$ 3,000

- Definition

Cost of the investment.

+ References

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-Topic 946
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-Name Accounting Standards Codification
-Section 55
-Paragraph 1
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-URI https://asc.fasb.org/1943274/2147477439/946-210-55-1

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-Paragraph 6
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
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-Paragraph 6
-Subparagraph (a)(2)
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Reference 4: http://www.xbrl.org/2003/role/exampleRef
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Reference 5: http://www.xbrl.org/2009/role/commonPracticeRef
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-Name Accounting Standards Codification
-Section 50
-Paragraph 6
-Subparagraph (a)(3)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147478795/946-210-50-6

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 3
-Subparagraph (SX 210.6-03(d))
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
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-Paragraph 1
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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-Paragraph 3
-Subparagraph (SX 210.12-12B(Column C)(Footnote 11)(a)(3))
-Publisher FASB
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 320
-Name Accounting Standards Codification
-Section S99
-Paragraph 6
-Subparagraph (SX 210.12-14(Column F)(Footnote 5)(a))
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477271/946-320-S99-19

+ Details

INCOME TAXES (Tables)

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

Schedule of Components of Provision for Income Taxes


Table 15.1: Components of Provision for Income Taxes
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Current provision
Federal	$	—	$	—
State	21		(19)
Foreign	5		—
Total current	26		(19)
Deferred tax expense
Federal	46		32
State	(46)		23
Total deferred	—		55
Provision for income taxes	$	26	$	36

Schedule of Effective Income Tax Rate Reconciliation


Table 15.2: Reconciliation of Statutory Tax Rate to Actual Tax Rate
	For the Year Ended December 31,
	2024		2023
Computed expected income tax provision	21.0	%	21.0	%
State income taxes, net of federal income tax benefit	3.3		3.6
Change in valuation allowance for deferred tax assets	(23.1)		7.5
Cumulative deferred adjustments	1.0		—
Provision to return adjustments	—		(0.1)
Other permanent differences	(0.1)		(0.2)
Stock-based compensation	(0.7)		(41.2)
Section 162(m) limitation - covered employees	(3.9)		9.5
Uncertain tax positions	(0.5)		0.5
R&D credit	2.9		(0.7)
Effective tax rate	(0.1	%)	(0.1	%)

Schedule of Deferred Tax Assets and Liabilities


Table 15.3: Components of Deferred Tax Assets and Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Deferred tax assets:
Accounts receivable, principally due to allowance for doubtful accounts	$	14	$	70
Allowance for inventory obsolescence and amortization	60		203
Accrued liabilities not currently deductible	763		1,133
Stock-based compensation	2,734		1,352
Accrued compensation	783		2,457
Lease liabilities	2,594		2,906
Goodwill	28,122		30,947
Capitalized research and development costs	10,116		2,992
Net operating loss carryforwards - federal	15,101		8,402
Net operating loss carryforwards - state	2,672		1,522
R&D tax credit	4,856		3,647
Amortization and depreciation	—		252
Total gross deferred tax assets	67,815		55,883
Less valuation allowance	(67,117)		(54,999)
Total deferred tax assets, net of valuation allowance	698		884
Deferred tax liabilities:
Right-of-use assets	(1,510)		(1,697)
Amortization and depreciation	(1)		—
Total deferred tax liabilities	(1,511)		(1,697)
Net deferred tax liabilities	$	(813)	$	(813)

Components of Valuation Allowance


Table 15.4: Valuation Allowance Activity
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Balance at beginning of year	$	54,999	$	57,559
Additions (reductions)	12,118		(2,560)
Balance at end of year	$	67,117	$	54,999

Schedule of Unrecognized Tax Benefits Roll Forward


Table 15.5: Reconciliation of the Beginning and Ending Amounts of Unrecognized Tax Benefit
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Balance at beginning of year	$	1,228	$	1,357
Increase (decrease) in prior year tax positions	123		(169)
Increase related to current year tax positions	177		131
Decrease related to lapse of statutes	(13)		(91)
Balance at end of year	$	1,515	$	1,228

Cover - USD ($) $ in Millions	12 Months Ended
Cover - USD ($) $ in Millions	Dec. 31, 2024	Mar. 03, 2025	Jun. 30, 2024
Cover [Abstract]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2024
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity File Number	001-08443
Entity Registrant Name	TELOS CORPORATION
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	52-0880974
Entity Address, Address Line One	19886 Ashburn Road
Entity Address, City or Town	Ashburn
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	20147-2358
City Area Code	703
Local Phone Number	724-3800
Title of 12(b) Security	Common stock, $0.001 par value per share
Trading Symbol	TLS
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	false
Entity Public Float			$ 212.6
Entity Common Stock, Shares Outstanding		72,552,120
Documents Incorporated by Reference	Portions of the registrant's definitive Proxy Statement for the 2025 Annual Meeting of Stockholders to be filed with the Securities and Exchange Commission within 120 days after the end of the registrant's fiscal year ended December 31, 2024 are incorporated by reference in Part III of this Annual Report on Form 10-K.
Entity Central Index Key	0000320121
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY

INCOME TAXES

12 Months Ended

Dec. 31, 2024

Income Tax Disclosure [Abstract]

INCOME TAXES


Table 15.1: Components of Provision for Income Taxes
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Current provision
Federal	$	—	$	—
State	21		(19)
Foreign	5		—
Total current	26		(19)
Deferred tax expense
Federal	46		32
State	(46)		23
Total deferred	—		55
Provision for income taxes	$	26	$	36


Table 15.2: Reconciliation of Statutory Tax Rate to Actual Tax Rate
	For the Year Ended December 31,
	2024		2023
Computed expected income tax provision	21.0	%	21.0	%
State income taxes, net of federal income tax benefit	3.3		3.6
Change in valuation allowance for deferred tax assets	(23.1)		7.5
Cumulative deferred adjustments	1.0		—
Provision to return adjustments	—		(0.1)
Other permanent differences	(0.1)		(0.2)
Stock-based compensation	(0.7)		(41.2)
Section 162(m) limitation - covered employees	(3.9)		9.5
Uncertain tax positions	(0.5)		0.5
R&D credit	2.9		(0.7)
Effective tax rate	(0.1	%)	(0.1	%)


Table 15.3: Components of Deferred Tax Assets and Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Deferred tax assets:
Accounts receivable, principally due to allowance for doubtful accounts	$	14	$	70
Allowance for inventory obsolescence and amortization	60		203
Accrued liabilities not currently deductible	763		1,133
Stock-based compensation	2,734		1,352
Accrued compensation	783		2,457
Lease liabilities	2,594		2,906
Goodwill	28,122		30,947
Capitalized research and development costs	10,116		2,992
Net operating loss carryforwards - federal	15,101		8,402
Net operating loss carryforwards - state	2,672		1,522
R&D tax credit	4,856		3,647
Amortization and depreciation	—		252
Total gross deferred tax assets	67,815		55,883
Less valuation allowance	(67,117)		(54,999)
Total deferred tax assets, net of valuation allowance	698		884
Deferred tax liabilities:
Right-of-use assets	(1,510)		(1,697)
Amortization and depreciation	(1)		—
Total deferred tax liabilities	(1,511)		(1,697)
Net deferred tax liabilities	$	(813)	$	(813)


Table 15.4: Valuation Allowance Activity
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Balance at beginning of year	$	54,999	$	57,559
Additions (reductions)	12,118		(2,560)
Balance at end of year	$	67,117	$	54,999

We establish a valuation allowance for deferred tax assets if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The realization of deferred tax assets is dependent upon the generation of future taxable income. We considered projected future taxable income, tax planning strategies, and reversal of taxable temporary differences in making this assessment.

Based on available evidence, we have determined that a valuation allowance is required as of December 31, 2024, and 2023 against the net of our deferred tax assets and liabilities to the extent that only a deferred tax liability related to indefinite-lived goodwill remains on our consolidated balance sheets on December 31, 2024, and 2023.

On December 31, 2024, for federal income tax purposes, there was approximately a $71.9 million net operating loss available to be carried forward to offset future taxable income. Approximately $10.6 million of these net operating loss carryforwards expire in 2037, the remaining will be carried forward indefinitely. As of December 31, 2024, there was approximately $6.1 million of R&D credit carryover which begins to expire in 2033. Certain tax attributes of the Company, including net operating losses and credits, would be subject to a limitation should an ownership change as defined under Section 382 of the Internal Revenue Code of 1986, as amended, occur. The limitations resulting from a change in ownership could affect the Company's ability to utilize its tax attributes. A study was completed in 2020 which confirmed that no limitation applies to the Company's tax attributes as of December 31, 2020. We believe that ownership activity since December 31, 2020, would not result in limitation sufficient to result in the expiration of unused attributes.

Under the provisions of ASC 740, we determined that there were approximately $1.5 million and $1.2 million of unrecognized tax benefits as of December 31, 2024, and 2023, respectively. There was no tax benefit included on the unrecognized tax benefits as of December 31, 2024. There was $0.01 million of tax benefits included in the balance of unrecognized tax benefits as of December 31, 2023, that if recognized, would impact the effective tax rate. Also included in the balance of unrecognized tax benefits as of December 31, 2024, and 2023 were $1.5 million and $1.2 million, respectively, of tax benefits that, if recognized, would not impact the effective tax rate due to the Company's valuation allowance. We report interest and penalties as a component of income tax expense. There was no accrued interest and penalties related to the unrecognized tax benefits as of December 31, 2024. The Company had accrued interest and penalties related to the unrecognized tax benefits of $0.01 million, which was recorded in other liabilities as of December 31, 2023. We believe that the total amounts of unrecognized tax benefits will not significantly increase or decrease within the next 12 months. The period for which tax years are open with regards to unrecognized tax benefits, 2013 to 2024, has not been extended beyond the applicable statute of limitations.

We file income tax returns in the U.S. federal jurisdiction and are subject to the continuous examination of our income tax returns by the Internal Revenue Service ("IRS") and other tax authorities. The applicable statute of limitations is no longer open for audit or examination for the years before 2021 for federal income taxes in the U.S. We were notified by the IRS in September 2024 regarding an audit of our 2021 federal income tax return. As of the date of these financial statements, the audit is still ongoing and no final determination or audit report has been issued.


Table 15.5: Reconciliation of the Beginning and Ending Amounts of Unrecognized Tax Benefit
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Balance at beginning of year	$	1,228	$	1,357
Increase (decrease) in prior year tax positions	123		(169)
Increase related to current year tax positions	177		131
Decrease related to lapse of statutes	(13)		(91)
Balance at end of year	$	1,515	$	1,228

- Definition

The entire disclosure for income tax.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 55
-Paragraph 231
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482663/740-10-55-231

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12C
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12C

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 12B
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-12B

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 270
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147477891/740-270-50-1

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 6.I.5.Q1)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-1

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 946
-SubTopic 20
-Name Accounting Standards Codification
-Section 50
-Paragraph 13
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480990/946-20-50-13

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 235
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147480678/235-10-S99-1

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org/740/tableOfContent

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 14
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-14

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 21
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-21

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 17
-Subparagraph (b)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482685/740-10-50-17

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 10
-Name Accounting Standards Codification
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147479360/740-10-S99-2

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 740
-SubTopic 30
-Name Accounting Standards Codification
-Section 50
-Paragraph 2
-Subparagraph (a)
-Publisher FASB
-URI https://asc.fasb.org/1943274/2147482603/740-30-50-2

+ Details

INTANGIBLE ASSETS, NET (Tables)

12 Months Ended

Dec. 31, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets


Table 8.1: Details of Intangible Assets, Net
	Estimated useful life	As of December 31, 2024						As of December 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value

		(in thousands)
Acquired technology	8 years	$	3,630	$	(1,550)	$	2,080	$	3,630	$	(1,097)	$	2,533
Customer relationships	3 years	40		(40)		—		40		(32)		8
Software development costs	2 - 5 years	27,366		(15,761)		11,605		35,312		(12,256)		23,056
Subtotal		31,036		(17,351)		13,685		38,982		(13,385)		25,597
In-process software development costs (1)		16,725		—		16,725		14,019		—		14,019
Total		$	47,761	$	(17,351)	$	30,410	$	53,001	$	(13,385)	$	39,616


(1) In-process software development costs are costs for software that is not yet available for its intended use or general release to customers as of balance sheet date, thus not yet amortized.

Schedule of Indefinite-Lived Intangible Assets


Table 8.1: Details of Intangible Assets, Net
	Estimated useful life	As of December 31, 2024						As of December 31, 2023
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value

		(in thousands)
Acquired technology	8 years	$	3,630	$	(1,550)	$	2,080	$	3,630	$	(1,097)	$	2,533
Customer relationships	3 years	40		(40)		—		40		(32)		8
Software development costs	2 - 5 years	27,366		(15,761)		11,605		35,312		(12,256)		23,056
Subtotal		31,036		(17,351)		13,685		38,982		(13,385)		25,597
In-process software development costs (1)		16,725		—		16,725		14,019		—		14,019
Total		$	47,761	$	(17,351)	$	30,410	$	53,001	$	(13,385)	$	39,616


(1) In-process software development costs are costs for software that is not yet available for its intended use or general release to customers as of balance sheet date, thus not yet amortized.

Schedule of Amortization Expense


Table 8.2: Amortization Expense
	For the year ended December 31,
	2024		2023

	(in thousands)
Amortization expense related to:
Software development costs - cost of sales (1)	$	6,015	$	2,840
Software development costs - research and development	2,286		1,623
Other intangible assets - general and administrative	461		467
Total	$	8,762	$	4,930

(1) Amortization expense for software development costs related to assets to be sold, leased, or otherwise marketed are charged under cost of sales on the consolidated statements of operations.

Schedule of Estimated Future Amortization Expense of Intangible Assets, Net


Table 8.3: Estimated Future Amortization Expense of Intangible Assets, Net
	As of December 31, 2024
	(in thousands)
Year Ending December 31, 2025	$	5,692
Year Ending December 31, 2026	3,698
Year Ending December 31, 2027	2,658
Year Ending December 31, 2028	1,373
Year Ending December 31, 2029	264
Thereafter	—
Total (1)	$	13,685

(1) This does not include amortization of in-process software development costs, as estimation of the timing of future amortization expenses would be impractical.

INVENTORIES, NET (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Inventory Disclosure [Abstract]
Gross inventory	$ 1,916	$ 2,179
Allowance for inventory obsolescence	(133)	(759)
Inventories, net	$ 1,783	$ 1,420

SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) $ in Thousands			12 Months Ended
	Sep. 01, 2023	Aug. 31, 2023	Dec. 31, 2024 USD ($) segment	Dec. 31, 2023 USD ($)
Business Acquisition [Line Items]
Number of reportable segments \| segment			2
Number of operating segments \| segment			2
Capitalized software development costs			$ 170	$ 230
Amortized and deducted over period			15 years
Advertising expense			$ 700	800
Award vesting period	1 year	5 years
Impairment loss on intangible assets			$ 6,373	487
Restructuring Charges, Statement of Income or Comprehensive Income [Extensible Enumeration]			Cost of Goods and Services Sold, Selling, general and administrative expenses, Research and development expenses
2024 Restructuring Plan
Business Acquisition [Line Items]
Restructuring charges incurred to date			$ 1,300
Impairment loss on intangible assets			6,373	0
2024 Restructuring Plan \| Security Solutions Segment
Business Acquisition [Line Items]
Restructuring charges incurred to date			200
2024 Restructuring Plan \| Secure Networks Segment
Business Acquisition [Line Items]
Restructuring charges incurred to date			$ 100
Severance and related benefit costs \| 2022 Restructuring Plan
Business Acquisition [Line Items]
Restructuring charges incurred to date				$ 3,900
Stock Options
Business Acquisition [Line Items]
Award vesting period			1 year
Stock Options \| 2016 Omnibus Long-Term Incentive Plan
Business Acquisition [Line Items]
Share-based compensation arrangement by share-based payment award, expiration period			10 years
Minimum
Business Acquisition [Line Items]
Amortization period			2 years
Minimum \| Furniture and Fixtures
Business Acquisition [Line Items]
Property, plant and equipment, useful life			3 years
Maximum
Business Acquisition [Line Items]
Amortization period			5 years
Maximum \| Service-Based RSU
Business Acquisition [Line Items]
Award vesting period			3 years
Maximum \| Furniture and Fixtures
Business Acquisition [Line Items]
Property, plant and equipment, useful life			5 years

SUPPLEMENTAL CASH FLOW INFORMATION

12 Months Ended

Dec. 31, 2024

Supplemental Cash Flow Elements [Abstract]

SUPPLEMENTAL CASH FLOW INFORMATION


Table 20.1: Details of Cash, Cash Equivalent, and Restricted Cash
	As of December 31,
	2024		2023

	(in thousands)
Cash and cash equivalents	$	54,578	$	99,260
Restricted cash (1)	139		136
Cash, cash equivalents, and restricted cash	$	54,717	$	99,396

(1)Restricted cash consists of a commercial money market account held as a deposit on the Ashburn lease and is recorded under "Other assets" on the Consolidated Balance Sheets.


Table 20.2: Supplemental Cash Flow Information
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cash paid during the year for:
Interest	$	563	$	693
Income taxes	132		147
Non-cash investing and financing activities:
Operating lease ROU assets obtained in exchange for operating lease liabilities	$	626	$	125
Capital expenditure activity in accounts payable and other accrued liabilities	309		341
Issuance of common stock for 401K match	1,619		1,943
Intangible assets transferred to extinguish other financing obligations	—		7,089

SUPPLEMENTAL CASH FLOW INFORMATION - Schedule of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Supplemental Cash Flow Elements [Abstract]
Cash and cash equivalents	$ 54,578	$ 99,260
Restricted cash	139	136
Cash, cash equivalents, and restricted cash	$ 54,717	$ 99,396	$ 119,438

REVENUE RECOGNITION (Tables)

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

Schedule of Revenue by Customer Type


Table 3.1: Revenue by Customer Type
	For the Year Ended December 31,
	2024			2023
	Amount		%	Amount		%

	(dollars in thousands)
Federal government	$	94,951	88%	$	131,143	90%
State & local government, and commercial	13,321		12%	14,235		10%
Total revenue	$	108,272		$	145,378


Table 3.2: Revenue by Contract Type
	For the Year Ended December 31,
	2024			2023
	Amount		%	Amount		%

	(dollars in thousands)
Firm fixed-price	$	81,541	75%	$	114,188	79%
Time-and-materials	15,839		15%	13,535		9%
Cost plus fixed-fee	10,892		10%	17,655		12%
Total revenue	$	108,272		$	145,378

Schedules of Concentration of Risk, by Risk Factor


Table 3.3: Revenue Concentrations Greater than 10% of Total Revenue
	For the Year Ended December 31,
	2024	2023
U.S. Department of Defense ("DoD")
Security Solutions segment	24%	18%
Secure Networks segment	29%	47%
U.S. Department of Homeland Security ("DHS")
Security Solutions segment	15%	N/A

Schedule of Contract Balances


Table 3.4: Contract Balances
		As of December 31,
	Balance Sheet Presentation	2024		2023

		(in thousands)
Billed account receivables (1)	Accounts receivable, net	$	10,014	$	17,818
Unbilled account receivables	Accounts receivable, net	5,412		8,022
Contract assets	Accounts receivable, net	3,746		4,584
Contract liabilities - current	Contract liabilities	6,838		6,728

(1) Net of allowance for credit losses.

INCOME TAXES - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Operating loss carryforwards	$ 71,900
Deferred tax assets, operating loss carryforwards, subject to expiration	10,600
Deferred tax assets, tax credit carryforwards, research	6,100
Unrecognized tax benefits	1,515	$ 1,228	$ 1,357
Unrecognized tax benefits that would impact effective tax rate	0	10
Unrecognized tax benefits that would not impact effective tax rate	1,500	1,200
Unrecognized tax benefits, income tax penalties and interest accrued	$ 0	$ 10

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Additional Paid–in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2022		67,431,000
Beginning balance at Dec. 31, 2022	$ 172,354	$ 106	$ 412,708	$ (55)	$ (240,405)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(34,422)				(34,422)
Foreign currency translation loss	(5)			(5)
Actuarial loss on pension liability adjustment	0
Stock-based compensation	22,874		22,874
Restricted stock unit award vested, net of shares withheld to cover tax withholding (in shares)		2,032,000
Restricted stock unit award vested, net of shares withheld to cover tax withholding	(3,741)	$ 2	(3,743)
Issuance of common stock for 401K match (in shares)		777,000
Issuance of common stock for 401K match	$ 1,943	$ 1	1,942
Ending balance (in shares) at Dec. 31, 2023	70,239,890	70,240,000
Ending balance at Dec. 31, 2023	$ 159,003	$ 109	433,781	(60)	(274,827)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(52,520)				(52,520)
Foreign currency translation loss	(8)			(8)
Actuarial loss on pension liability adjustment	(61)			(61)
Stock-based compensation	19,359		19,359
Restricted stock unit award vested, net of shares withheld to cover tax withholding (in shares)		1,792,000
Restricted stock unit award vested, net of shares withheld to cover tax withholding	$ (457)	$ 2	(459)
Issuance of common stock upon exercise of stock options (in shares)	113,000	113,000
Issuance of common stock upon exercise of stock options	$ 203		203
Issuance of common stock for 401K match (in shares)		370,000
Issuance of common stock for 401K match	$ 1,618	$ 0	1,618
Ending balance (in shares) at Dec. 31, 2024	72,514,652	72,515,000
Ending balance at Dec. 31, 2024	$ 127,137	$ 111	$ 454,502	$ (129)	$ (327,347)

INCOME TAXES - Schedule of Effective Income Tax Rate Reconciliation (Details)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Income Tax Disclosure [Abstract]
Computed expected income tax provision	21.00%	21.00%
State income taxes, net of federal income tax benefit	3.30%	3.60%
Change in valuation allowance for deferred tax assets	(23.10%)	7.50%
Cumulative deferred adjustments	1.00%	0.00%
Provision to return adjustments	0.00%	(0.10%)
Other permanent differences	(0.10%)	(0.20%)
Stock-based compensation	(0.70%)	(41.20%)
Section 162(m) limitation - covered employees	(3.90%)	9.50%
Uncertain tax positions	(0.50%)	0.50%
R&D credit	2.90%	(0.70%)
Effective tax rate	(0.10%)	(0.10%)

SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation and Principle of Consolidation

Financial instruments that subject us to concentrations of credit risk consist primarily of cash and cash equivalents, and accounts receivable.

Cash and Cash Equivalents

We consider all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents.

Contract Balances

We recognize revenue in accordance with ASC Topic 606, "Revenue from Contracts with Customers." The unit of account in ASC 606 is a performance obligation, which is a promise in a contract with a customer to transfer a good or service to the customer.

The Company follows the five-step model for recognizing revenue that includes identifying the contract with the customer, determining the performance obligation(s), determining the transaction price, allocating the transaction price to the performance obligation(s), and recognizing revenue as the performance obligations are satisfied. Timing of the satisfaction of performance obligations varies across our businesses due to our diverse product and service mix, customer base, and contractual terms. Significant judgment can be required in determining certain performance obligations, and these determinations could change the amount of revenue and profit recorded in a given period. Our contracts may have a single performance obligation or multiple performance obligations. When there are multiple performance obligations within a contract, we allocate the transaction price, net of any discounts, to each performance obligation based on the standalone selling price of the product or service underlying each performance obligation.

Our contracts with the U.S. government are generally subject to the Federal Acquisition Regulation and the price is typically based on estimated or actual costs plus a reasonable profit margin. As such, the standalone selling price of products or services in our contracts with the U.S. government is typically equal to the selling price stated in the contract. For non-U.S. government contracts with multiple performance obligations, the standalone selling price is the observable price of a good or service when Telos sells that good or service separately in similar circumstances and to similar customers.

Contracts are routinely and often modified to account for changes in contract requirements, specifications, quantities, or price. Depending on the nature of the modification, we determine whether to account for the modification as an adjustment to the existing contract or as a new contract. Generally, modifications are not distinct from the existing contract due to the significant interrelatedness of the performance obligations and are therefore accounted for as an adjustment to the existing contract, and recognized as a cumulative adjustment to revenue (as either an increase or reduction of revenue) based on the modification's effect on progress toward completion of a performance obligation.

The majority of our revenue is recognized over time, as control is transferred continuously to our customers, who receive and consume benefits as we perform. Revenue transferred to customers over time accounted for 81% and 84% of our revenue for the years ended December 31, 2024, and 2023, respectively. All of our business groups earn services revenue under a variety of contract types, including time and materials, firm-fixed-price, firm-fixed-price level of effort, and cost-plus fixed-fee contract types, which may include variable consideration.

Revenue is recognized using a variety of input and output methods that approximate the progress towards complete satisfaction of the performance obligation; including cost incurred, labor hours expended, and time-elapsed measures for our fixed-price stand ready obligations. For certain contracts, revenue is recognized over time using costs incurred to date relative to total estimated costs at completion to measure progress toward satisfying our performance obligations. Incurred cost represents work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. This continuous transfer of control to the customer is supported by clauses in our contracts with U.S. government customers whereby the customer may terminate a contract for convenience and then pay for costs incurred plus a profit, at which time the customer would take control of any work in process. For non-U.S. government contracts where we perform as a subcontractor and our order includes similar FAR provisions as the prime contractor's order from the U.S. government, continuous transfer of control is likewise supported by such provisions. For other non-U.S. government customers, continuous transfer of control to such customers is also supported due to general terms in our contracts and rights to recover damages, which would include, among other potential damages, the right to payment for our work performed to date plus a reasonable profit.

For performance obligations in which control does not continuously transfer to the customer, we recognize revenue at the point in time in which each performance obligation is fully satisfied. This coincides with the point in time the customer obtains control of the transferred product or service, which typically occurs upon customer acceptance or receipt of the product or service, given that we maintain control of the product or service until that point. Revenue transferred to customers at a point in time accounted for 19% and 16% of our revenue for the years ended December 31, 2024, and 2023, respectively.

Orders for the sale of software licenses may contain multiple performance obligations, such as maintenance, training, or consulting services, which are typically delivered over time, consistent with the transfer of control disclosed above for the provision of services. When an order contains multiple performance obligations, we allocate the transaction price to the performance obligations based on the standalone selling price of the product or service underlying each performance obligation. The standalone selling price represents the amount we would sell the product or service to a customer on a standalone basis.

For certain performance obligations where we are not primarily responsible for fulfilling the promise to provide the goods or services to the customer, do not have inventory risk and have limited discretion in establishing the price for the goods or services, we recognize revenue on a net basis.

Contract Estimates

Due to the transfer of control over time, revenue is recognized based on progress towards completion of the performance obligation. The selection of the method to measure progress toward completion requires judgment and is based on the nature of the performance obligations. We generally use the cost-to-cost measure of progress on a proportional performance basis for our long-term contracts because it best depicts the transfer of control to the customer, which occurs as we incur costs on our contracts. Under the cost-to-cost measure of progress, the extent of progress towards completion is measured based on the ratio of costs incurred to date to the total estimated costs at completion of the performance obligation, which includes both the actual costs already incurred and the estimated costs to complete. Revenues are recorded proportionally as costs are incurred. Due to the nature of the work required to be performed on certain of our performance obligations, the estimation of costs at completion is complex, subject to many variables and requires significant judgment. Contract estimates are based on various assumptions, including labor and subcontractor costs, materials and other direct costs and the complexity of the work to be performed. A significant change in one or more of these estimates could affect the profitability of our contracts. We review and update our contract-related estimates regularly and recognize adjustments in estimated profit on contracts on a cumulative catch-up basis, which may result in an adjustment increasing or decreasing revenue to date on a contract in a particular period that the adjustment is identified. Revenue and profit in future periods of contract performance are recognized using the adjusted estimate.

Our contracts may include various types of variable consideration, such as claims (for instance, indirect rate or other equitable adjustments) or incentive fees. We include estimated amounts in the transaction price based on all of the information available to us, including historical information and future estimations, and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when any uncertainty associated with the variable consideration is resolved. We have revised and re-submitted several years of incurred cost submissions reflecting certain indirect rate structure changes as a result of regular Defense Contract Audit Agency audits of incurred cost submissions. This resulted in signed final rate agreement letters through fiscal year 2022. We evaluated the resulting changes to revenue under the applicable cost-plus fixed-fee contracts, as variable consideration, and determined the most likely amount to which we expect to be entitled, to the extent that no constraint exists that would preclude recognizing this revenue or result in a significant reversal of cumulative revenue recognized. We included these estimated amounts of variable consideration in the transaction price and as performance on these contracts is complete, if any. An immaterial revenue adjustment was recorded during fiscal years ended December 31, 2024, and 2023.

We provide for anticipated losses on contracts during the period when the loss is determined by recording an expense for the total expected costs that exceeds the total estimated revenue for a performance obligation. No contract loss was recorded during the year ended December 31, 2024. We recorded an immaterial contract loss during the year ended December 31, 2023.

Historically, most of our contracts do not include award or incentive fees. For incentive fees, we would include such fees in the transaction price to the extent we could reasonably estimate the amount of the fee. With limited historical experience, we have not included any revenue related to incentive fees in our estimated transaction prices. We may include in our contract estimates additional revenue for submitted contract modifications or claims against the customer when we believe we have an enforceable right to the modification or claim, the amount can be estimated reliably and its realization is probable. We consider the contractual/legal basis for the claim (in particular FAR provisions), the facts and circumstances around any additional costs incurred, the reasonableness of those costs and the objective evidence available to support such claims.

For our contracts that have an original duration of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. We capitalize sales commissions related to proprietary software and related services that are directly tied to sales. We do not elect the practical expedient to expense as incurred the incremental costs of obtaining a contract if the amortization period would have been one year or less. For the sales commissions that are capitalized, we amortize the asset over the expected customer life, which is based on recent and historical data.

Accounts Receivable

Accounts receivable includes the following:

Our contract asset balance is recorded at the net amount expected to be billed for services performed once the objective criteria laid out by the contract has been met.

Inventories

Property and Equipment

Repairs and maintenance costs are expensed as incurred. Major renewals and improvements are capitalized and depreciated over their estimated useful lives.

Leases

The related lease payments on short-term lease arrangements (leases of one year or less) are recognized as expense on a straight-line basis over the lease term.

Software Development Costs

Goodwill and Intangible Assets

The Company's goodwill is amortized and deducted over a 15-year period for tax purposes. See Note 7 – Goodwill for additional information.

Impairment of Long-Lived Assets

Fair Value Measurements

•Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets and liabilities;

•Level 2: Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; or

•Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity).

This hierarchy requires the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value.

Research and Development

Selling, General and Administrative Expenses

Advertising Costs

Advertising costs are expensed and included in selling, general and administrative expenses when incurred.

Income Taxes

Business Combinations

No business combinations occurred during the years ended December 31, 2024, and 2023.

Stock-Based Compensation

Net (Loss) Earnings per Share

Other Comprehensive (Loss) Income

Restructuring Expenses

2022 Restructuring Plan

2024 Restructuring Plan


Table 2.3: Restructuring Expenses and Impairment Loss
	Statements of Operations	For the Year Ended December 31,
		2024		2023

		(in thousands)
2022 Restructuring Plan:
Severance and related benefit costs (adjustments)	SG&A	$	(10)	$	(168)
Other related costs	SG&A	—		1,300
2024 Restructuring Plan:
Severance and related benefit costs	Cost of sales	341		—
Severance and related benefit costs	R&D, SG&A	939		—
Total restructuring expenses		1,270		1,132
Impairment of intangible assets (1)	Impairment loss on intangible assets	6,373		—
Total restructuring expenses and impairment loss		$	7,643	$	1,132


Table 2.4: Summary of Changes in Restructuring Expenses Accrual
	Severance and related benefit costs (1)

	(in thousands)
Balance at December 31, 2023	$	400
Expenses (adjustments)	1,270
Cash payments	(1,633)
Balance at December 31, 2024	$	37

Recently Accounting Pronouncements - Adopted and Not Yet Adopted

Recently Accounting Pronouncements - Adopted

Recently Accounting Pronouncements - Not Yet Adopted

Revenue Recognition

Contract Balances

Contract Estimates

OTHER BALANCE SHEET COMPONENTS

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

OTHER BALANCE SHEET COMPONENTS


Table 9.1: Details of Other Assets
	As of December 31,
	2024		2023

	(in thousands)
Prepaid expenses – long-term portion	$	4,975	$	593
Investment (1)	3,000		—
Restricted cash	139		136
Other	75		156
Other assets	$	8,189	$	885

(1) In March 2024, the Company made a $3.0 million investment in a privately held company via a simple agreement for future equity. The Company elected to apply the fair value option on this investment. The Company believes the fair value option best reflects the economics of the underlying transaction. The fair value of this investment was based on non-marketable observable inputs, which represent Level 3 measurement within the fair value hierarchy. Changes in the fair value of this investment are recognized within "Other Income (Expenses)" on the consolidated statements of operations, if any. During fiscal year 2024, there were no changes in the fair value of this investment.


Table 9.2: Details of Accounts Payable and Other Accrued Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Accounts payable	$	1,153	$	8,307
Accrued payables	3,147		5,443
Accounts payable and other accrued liabilities	$	4,300	$	13,750


Table 9.3: Details of Other Current Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Other accrued liabilities	$	829	$	1,427
Restructuring expenses accrual	37		400
Other	436		497
Other current liabilities	$	1,302	$	2,324

DEBT AND OTHER OBLIGATIONS	12 Months Ended
DEBT AND OTHER OBLIGATIONS	Dec. 31, 2024
Debt Disclosure [Abstract]
DEBT AND OTHER OBLIGATIONS	DEBT AND OTHER OBLIGATIONS Revolving Credit Facility On December 30, 2022 (the "Closing Date"), we entered into a Credit Agreement (the "Credit Agreement"), by and among the Company, as borrower, Xacta Corporation, ubIQuity.com,inc, Teloworks, Inc., and Telos Identity Management Solutions, LLC, as guarantors, the lenders party thereto (the "Lenders"), and JPMorgan Chase Bank N.A., as administrative agent for the Lenders (in such capacity, the "Agent"). The Credit Agreement provides for a $30.0 million senior secured revolving credit facility with a maturity date of December 30, 2025, with the option of issuing letters of credit thereunder with a sub-limit of $5.0 million, and with an uncommitted expansion feature of up to $30.0 million of additional revolver capacity (the "Loan"). The Loan is subject to acceleration in the event of customary events of default. The Company has not drawn any amount under the Loan. Borrowings under the Credit Agreement will accrue interest, at our option, at one of three variable rates, plus a specified margin. We can elect to borrow at (i) the Alternative Base Rate, plus 0.9%; (ii) Adjusted Daily Simple Secured Overnight Financing Rate ("SOFR"), plus 1.9%; and (iii) Adjusted Term SOFR, plus 1.9%, as such capitalized terms are defined and calculated in the Credit Agreement. The Company may elect to convert borrowings from one type of borrowing to another type per the terms of the Credit Agreement. After the occurrence and during the continuance of any event of default, the interest rate may increase by an additional 2.0%. We are obligated to pay accrued interest (i) with respect to amounts accruing interest based on the Alternative Base Rate, each calendar quarter and on the maturity date, (ii) with respect to amounts accruing interest based on Adjusted Daily Simple SOFR, on each one month anniversary of the borrowing and on the maturity date, and (iii) with respect to amounts accruing interest based on Adjusted Term SOFR, at the end of the period specified per the Credit Agreement and on the maturity date. Upon five, three, or one days' prior notice, as applicable, we may prepay any portion or the entire amount of the Loan. We paid and could pay costs and customary fees, including a closing fee, commitment fees and letter of credit participation fee, if any, payable to the Agent and Lenders, as applicable, in connection with the Loan. The Loan under the Credit Agreement is collateralized by substantially all of the Company's assets, including the Company's pledge of its domestic and material foreign subsidiary equity interests. The Loan has various covenants that may, among other things, affect our ability to create, incur, assume or suffer any indebtedness, merge into or consolidate with another entity, acquire entity interests, sell or transfer certain assets, enter into certain arrangements (such as sale and leaseback and swap agreements) or restrictive agreements, pay dividends and make certain restricted payments, and amend material documents related to any subordinated indebtedness and corporate agreements. The Credit Agreement also requires certain financial covenants to maintain a Senior Leverage Ratio on the last day of any fiscal quarter, no greater than 3 to 1. We were in compliance with all covenants as of December 31, 2024. The occurrence of an event of default under the Credit Agreement could result in the Loan and other obligations becoming immediately due and payable and allow the Lenders to exercise all rights and remedies available to them under the Credit Agreement. On April 12, 2023, the Credit Agreement was amended to exclude from collateral the (i) amount collectible from a third party related to an Accounts Receivable Purchase Agreement and (ii) receivables generated by the Company from the sale of goods supplied to this third party in an amount not to exceed $25.0 million. Other Financing Obligations We entered into a Master Purchase Agreement ("MPA") with a third-party buyer ("Buyer") for $9.1 million ("Assignment Price") relating to software licenses under a specific delivery order ("DO") with our customer resulting in proceeds from other financing obligations of $9.1 million in November 2022. Under the MPA, we sold, assigned and transferred all of our rights, title and interest in (i) the DO payments from the customer and (ii) the underlying licenses. The DO covers a base period with an option for the customer to exercise three (3) additional 12-month periods through January 2026. The DO payments assigned to the Buyer are billable to the customer at the beginning of the base period and for each option year exercised. On February 9, 2023, the customer notified us that it would not exercise the first option period under the DO. The MPA provides that, if the customer terminates the DO for non-renewal and the Buyer reasonably concludes that the customer's actions constitute grounds for filing a claim with the customer's contracting officer, Buyer and Telos will cooperate in preparing such a claim, which would be filed in Telos' name. During the third quarter of 2024, the Buyer, through Telos, filed a claim against the customer. The Company transferred all the rights, title and interest in the underlying licenses in exchange for the extinguishment of the outstanding financing obligations. The Company evaluated the transfer of the underlying licenses as consideration paid for the outstanding financing obligations under ASC 470-10, Debt, and the provisions of the MPA, and concluded that the transaction resulted in an extinguishment of debt. The Company recorded the difference between the carrying value of the Company's debt instrument and the underlying licenses as a gain on early extinguishment of other financing obligations. The Company reported a gain of $1.4 million, which was recorded as "Other income" in the consolidated statements of operations during the year ended December 31, 2023. No gain was reported for the fiscal year ended December 31, 2024.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

STOCKHOLDERS' EQUITY - Schedule of Details of Changes in Accumulated Other Comprehensive Loss by Category (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ 159,003	$ 172,354
Other comprehensive loss, net of tax	(69)	(5)
Ending balance	127,137	159,003
Accumulated Other Comprehensive Loss
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(60)	(55)
Ending balance	(129)	(60)
Foreign currency translation adjustment
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(167)	(162)
Other comprehensive loss, net of tax	(8)	(5)
Ending balance	(175)	(167)
Pension liability adjustment
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	107	107
Other comprehensive loss, net of tax	(61)	0
Ending balance	$ 46	$ 107

- Definition

Amount after tax, before reclassification adjustments of other comprehensive income (loss).

+ References + Details

- Definition

Amount of equity (deficit) attributable to parent. Excludes temporary equity and equity attributable to noncontrolling interest.

+ References

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+ Details

DEBT AND OTHER OBLIGATIONS - Revolving Credit Facility (Details) $ in Millions	Dec. 30, 2022 USD ($) variable_rate day	Apr. 12, 2023 USD ($)
Debt Instrument [Line Items]
Maximum senior leverage ratio covenant	3
Receivables excluded from collateral		$ 25.0
Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Debt instrument, variable rates \| variable_rate	3
Credit Agreement \| Alternative Base Rate \| Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate	0.90%
Debt instrument, prior notice period \| day	5
Credit Agreement \| Adjusted Daily Simple Secured Overnight Financing Rate (SOFR) \| Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate	1.90%
Debt instrument, prior notice period \| day	3
Credit Agreement \| Adjusted Term Secured Overnight Financing Rate (SOFR) \| Revolving Credit Facility
Debt Instrument [Line Items]
Basis spread on variable rate	1.90%
Debt instrument, prior notice period \| day	1
Line of Credit \| Credit Agreement \| Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 30.0
Incremental increase in interest rates in the event of default	2.00%
Line of Credit \| Credit Agreement \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 5.0
Expansion feature borrowing limit	$ 30.0

STOCKHOLDERS' EQUITY - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	May 24, 2022
Stockholders' Equity Note [Abstract]
Common stock, authorized (in shares)	250,000,000	250,000,000
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized (in shares)	10,000,000
Preferred stock, par or stated value per share (in dollars per share)	$ 0.01
Common stock, issued (in shares)	72,514,652	70,239,890
Common stock, outstanding (in shares)	72,514,652	70,239,890
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Stock repurchase program, authorized amount			$ 50.0
Stock repurchased during period (in shares)	0	0
Remaining authorized repurchase amount	$ 38.7

LEASES

12 Months Ended

Dec. 31, 2024

Leases [Abstract]

LEASES

We lease office space facilities and equipment under non-cancelable operating and finance leases with various expiration dates, some of which contain renewal options. The Company's lease portfolio is comprised of two major classes. The lease of the Ashburn facility is accounted for as a finance lease. Under this lease agreement, the basic rent increases by a fixed 2.5% escalation annually, expiring on May 28, 2029. The other office spaces and equipment leased are accounted for as operating leases.


Table 13.1: Details of Lease Costs
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Operating lease cost	$	277	$	541
Short-term lease cost (1)	53		55
Finance lease cost
Amortization of finance lease assets	1,221		1,221
Interest on finance lease liabilities	527		611
Total finance lease cost	1,748		1,832
Total lease costs	$	2,078	$	2,428

(1) Leases that have terms of 12 months or less.


Table 13.2: Future Minimum Lease Payments
	Operating Leases		Finance Leases

	(in thousands)
Year Ending December 31, 2025	$	245	$	2,314
Year Ending December 31, 2026	252		2,372
Year Ending December 31, 2027	166		2,431
Year Ending December 31, 2028	26		2,492
Year Ending December 31, 2029	—		1,049
Thereafter	—		—
Total minimum lease payments	689		10,658
Less: Imputed interest	(61)		(1,140)
Total lease obligations	628		9,518
Less: Current portion of lease obligations	(210)		(1,877)
Long-term lease obligations	$	418	$	7,641


Table 13.3: Weighted-Average Remaining Lease Terms and Discount Rates
	For the Year Ended December 31,
	2024	2023
Weighted average remaining lease term (in years):
Finance leases	4.3 years	5.3 years
Operating leases	2.8 years	3.4 years
Weighted average discount rate:
Finance leases	5.04%	5.04%
Operating leases	6.04%	5.75%


Table 13.4: Supplemental Cash Flow Information Related to Leases
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$	275	$	585
Operating cash flows related to finance leases	528		611
Financing cash flows related to finance leases	1,730		1,592

LEASES


Table 13.1: Details of Lease Costs
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Operating lease cost	$	277	$	541
Short-term lease cost (1)	53		55
Finance lease cost
Amortization of finance lease assets	1,221		1,221
Interest on finance lease liabilities	527		611
Total finance lease cost	1,748		1,832
Total lease costs	$	2,078	$	2,428

(1) Leases that have terms of 12 months or less.


Table 13.2: Future Minimum Lease Payments
	Operating Leases		Finance Leases

	(in thousands)
Year Ending December 31, 2025	$	245	$	2,314
Year Ending December 31, 2026	252		2,372
Year Ending December 31, 2027	166		2,431
Year Ending December 31, 2028	26		2,492
Year Ending December 31, 2029	—		1,049
Thereafter	—		—
Total minimum lease payments	689		10,658
Less: Imputed interest	(61)		(1,140)
Total lease obligations	628		9,518
Less: Current portion of lease obligations	(210)		(1,877)
Long-term lease obligations	$	418	$	7,641


Table 13.3: Weighted-Average Remaining Lease Terms and Discount Rates
	For the Year Ended December 31,
	2024	2023
Weighted average remaining lease term (in years):
Finance leases	4.3 years	5.3 years
Operating leases	2.8 years	3.4 years
Weighted average discount rate:
Finance leases	5.04%	5.04%
Operating leases	6.04%	5.75%


Table 13.4: Supplemental Cash Flow Information Related to Leases
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows related to operating leases	$	275	$	585
Operating cash flows related to finance leases	528		611
Financing cash flows related to finance leases	1,730		1,592

PROPERTY AND EQUIPMENT, NET

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

PROPERTY AND EQUIPMENT, NET


Table 6.1: Details of Property and Equipment, Net
	As of December 31, 2024						As of December 31, 2023
	Gross Carrying Amount		Accumulated Depreciation and Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Depreciation and Amortization		Net Carrying Value

	(in thousands)
Furniture and equipment	$	17,239	$	(13,617)	$	3,622	$	16,213	$	(13,363)	$	2,850
Leasehold improvement	3,396		(2,735)		661		3,211		(2,604)		607
Total	$	20,635	$	(16,352)	$	4,283	$	19,424	$	(15,967)	$	3,457


Table 6.2: Depreciation and Amortization Expense
	For the year ended December 31,
	2024		2023

	(in thousands)
Depreciation and amortization	$	1,646	$	2,230

EMPLOYEE BENEFIT PLAN (Details) - USD ($) $ in Millions			12 Months Ended
EMPLOYEE BENEFIT PLAN (Details) - USD ($) $ in Millions	Sep. 01, 2023	Aug. 31, 2023	Dec. 31, 2024	Dec. 31, 2023
Retirement Benefits [Abstract]
Stock issued during period, shares, employee benefit plan (in shares)			1,609,480
Defined contribution plan, employer matching contribution, percent of match			50.00%
Defined contribution plan, maximum annual contributions per employee, percent			4.00%
Annual vesting percentage	20.00%	20.00%
Award vesting period	1 year	5 years
Share-based compensation arrangement by share-based payment award, award requisite service period	2 years
Defined benefit plan, plan assets, contributions by employer			$ 2.1	$ 2.1

SIGNIFICANT ACCOUNTING POLICIES - Restructuring Expenses and Impairment Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Restructuring Cost and Reserve [Line Items]
Impairment of intangible assets	$ 6,373	$ 487
Impairment loss on intangible assets	11,706	487
Impairment loss on intangible assets	5,333	0
2022 And 2024 Restructuring Plans
Restructuring Cost and Reserve [Line Items]
Total restructuring expenses	1,270	1,132
Total restructuring expenses and impairment loss	7,643	1,132
2024 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Impairment of intangible assets	6,373	0
SG&A \| 2022 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Severance and related benefit costs (adjustments)	(10)	(168)
Other related costs	0	1,300
Cost of sales \| 2024 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Severance and related benefit costs (adjustments)	341	0
R&D, SG&A \| 2024 Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Severance and related benefit costs (adjustments)	$ 939	$ 0

LEASES - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Leases [Abstract]
Operating lease cost	$ 277	$ 541
Short-term lease cost	53	55
Finance lease cost
Amortization of finance lease assets	1,221	1,221
Interest on finance lease liabilities	527	611
Total finance lease cost	1,748	1,832
Total lease costs	$ 2,078	$ 2,428

REVENUE RECOGNITION - Schedule of Revenue by Customer Type (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Total revenue	$ 108,272	$ 145,378
Security Solutions Segment
Disaggregation of Revenue [Line Items]
Total revenue	76,760	77,416
Secure Networks Segment
Disaggregation of Revenue [Line Items]
Total revenue	31,512	67,962
Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Total revenue	108,272	145,378
Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk \| Firm fixed-price
Disaggregation of Revenue [Line Items]
Total revenue	$ 81,541	$ 114,188
Concentration risk, percentage	75.00%	79.00%
Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk \| Time-and-materials
Disaggregation of Revenue [Line Items]
Total revenue	$ 15,839	$ 13,535
Concentration risk, percentage	15.00%	9.00%
Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk \| Cost plus fixed-fee
Disaggregation of Revenue [Line Items]
Total revenue	$ 10,892	$ 17,655
Concentration risk, percentage	10.00%	12.00%
Federal government \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Total revenue	$ 94,951	$ 131,143
Concentration risk, percentage	88.00%	90.00%
State & local government, and commercial \| Revenue from Contract with Customer, Product and Service Benchmark \| Customer Concentration Risk
Disaggregation of Revenue [Line Items]
Total revenue	$ 13,321	$ 14,235
Concentration risk, percentage	12.00%	10.00%
U.S. Department of Defense ("DoD") \| Revenue from Contract with Customer, Segment Benchmark \| Customer Concentration Risk \| Security Solutions Segment
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	24.00%	18.00%
U.S. Department of Defense ("DoD") \| Revenue from Contract with Customer, Segment Benchmark \| Customer Concentration Risk \| Secure Networks Segment
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	29.00%	47.00%
U.S. Department of Homeland Security ("DHS") \| Revenue from Contract with Customer, Segment Benchmark \| Customer Concentration Risk \| Security Solutions Segment
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	15.00%

INVENTORIES, NET

12 Months Ended

Dec. 31, 2024

Inventory Disclosure [Abstract]

INVENTORIES, NET


Table 5.1: Details of Inventories, Net
	As of December 31,
	2024		2023

	(in thousands)
Gross inventory	$	1,916	$	2,179
Allowance for inventory obsolescence	(133)		(759)
Inventories, net	$	1,783	$	1,420

INTANGIBLE ASSETS, NET - Schedule of Estimated Future Amortization Expense of Intangible Assets, Net (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Year one	$ 5,692
Year two	3,698
Year three	2,658
Year four	1,373
Year five	264
Thereafter	0
Net Carrying Value	$ 13,685	$ 25,597

RELATED PARTY TRANSACTIONS	12 Months Ended
RELATED PARTY TRANSACTIONS	Dec. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONS Emmett J. Wood, the brother of our Chairman and CEO, had been an employee of ours since 1996. In January 2023, he tendered his resignation as an employee effective February 7, 2023. The amounts paid to him as total compensation in 2023, including stock awards and other benefits, was $0.2 million. One of the Company's directors served as a consultant to the Company under a consultancy agreement that expired on December 31, 2023. The Company, at its election, paid the director a fixed amount, in the form of RSUs, for his services from January 1 through June 30, 2023. On January 3, 2023, the Company granted the director 16,859 RSUs, one-half of which vested on March 3, 2023, and the other half vested on May 18, 2023. From July 1 through December 31, 2023, the director was paid a firm-fixed monthly retainer fee, plus additional fees and contingent bonus payments upon achievement of certain contract goals, payable in cash. Cash payments made for his consulting services were $0.1 million for the year ended December 31, 2023.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Section 50
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-URI https://asc.fasb.org/1943274/2147480990/946-20-50-2

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+ Details

LEASES - Schedule of Future Minimum Lease Commitments (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Operating Leases
Operating lease year one	$ 245
Operating lease year two	252
Operating lease year three	166
Operating lease year four	26
Operating lease year five	0
Thereafter	0
Total minimum lease payments	689
Less: Imputed interest	(61)
Total lease obligations	628
Less: Current portion of lease obligations	(210)	$ (97)
Long-term lease obligations	418	123
Finance Leases
Finance lease year one	2,314
Finance lease year two	2,372
Finance lease year three	2,431
Finance lease year four	2,492
Finance lease year five	1,049
Thereafter	0
Total minimum lease payments	10,658
Less: Imputed interest	(1,140)
Total lease obligations	9,518
Less: Current portion of lease obligations	(1,877)	(1,730)
Long-term lease obligations	$ 7,641	$ 9,518

SEGMENT INFORMATION - Schedule of Segment Reporting Information, by Segment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Revenues [Abstract]
Revenues	$ 108,272	$ 145,378
Cost of sales
Impairment loss on intangible assets	5,333	0
Depreciation and amortization	6,404	3,544
Stock-based compensation expense	828	900
Other segment item	61,278	87,992
Total cost of sales	73,843	92,436
Gross profit	34,429	52,942
Operating expenses
Research and development expenses	8,442	11,760
Selling, general and administrative expenses	75,487	81,010
Impairment loss on intangible assets	6,373	487
Total operating expenses	90,302	93,257
Operating loss	(55,873)	(40,315)
Other income	4,023	6,715
Interest expense	(644)	(786)
Loss before income taxes	(52,494)	(34,386)
Provision for income taxes	(26)	(36)
Net loss	(52,520)	(34,422)
Security Solutions
Revenues [Abstract]
Revenues	76,760	77,416
Cost of sales
Impairment loss on intangible assets	5,333	0
Depreciation and amortization	6,396	3,532
Stock-based compensation expense	667	668
Other segment item	36,685	33,602
Total cost of sales	49,081	37,802
Gross profit	27,679	39,614
Secure Networks
Revenues [Abstract]
Revenues	31,512	67,962
Cost of sales
Impairment loss on intangible assets	0	0
Depreciation and amortization	8	12
Stock-based compensation expense	161	232
Other segment item	24,593	54,390
Total cost of sales	24,762	54,634
Gross profit	$ 6,750	$ 13,328

OTHER BALANCE SHEET COMPONENTS - Schedule of Details of Accounts Payable and Other Accrued Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accounts payable	$ 1,153	$ 8,307
Accrued payables	3,147	5,443
Accounts payable and other accrued liabilities	$ 4,300	$ 13,750

SEGMENT INFORMATION

12 Months Ended

Dec. 31, 2024

Segment Reporting [Abstract]

SEGMENT INFORMATION

As noted in Note 2 – Significant Accounting Policies, we conduct our operations through two reportable and operating segments: Security Solutions and Secure Networks.

•Our Security Solutions segment is primarily focused on cybersecurity, cloud and identity solutions, and secure messaging through Xacta, Telos Automated Message Handling System ("AMHS") and Telos ID offerings. We recognize revenue on contracts from providing various system platforms in the cloud, on-premises, and in hybrid cloud environments, as well as software sales or software-as-a-service. Revenue associated with the segment's custom solutions is recognized as work progresses or upon delivery of services and products. Fluctuation in revenue from period to period is the result of the volume of software sales, and the progress or completion of cloud and/or cybersecurity solutions during the period. Other segment expenses relate to labor, material, and overhead costs. Software sales generally yield higher margins. Gross profit and margin are a function of operational efficiency on security solutions and changes in the volume of software sales.

•Our Secure Networks segment provides secure networking architectures and solutions to our customers through secure mobility solutions, and network management and defense services. Revenue is recognized over time as the work progresses on contracts related to managing network services and information delivery. Contract costs include labor, material, and overhead costs. Variances in costs recognized from period to period primarily reflect increases and decreases in activity levels on individual contracts.


Table 18.1: Results of Operations by Business Segment
	For the Year Ended December 31,
	2024						2023
	Security Solutions		Secure Networks		Total		Security Solutions		Secure Networks		Total

	(in thousands)
Revenues	$	76,760	$	31,512	$	108,272	$	77,416	$	67,962	$	145,378
Cost of sales
Impairment loss on intangible assets (1)	5,333		—		5,333		—		—		—
Depreciation and amortization (1)	6,396		8		6,404		3,532		12		3,544
Stock-based compensation expense (1)	667		161		828		668		232		900
Other segment items (2)	36,685		24,593		61,278		33,602		54,390		87,992
Total cost of sales	49,081		24,762		73,843		37,802		54,634		92,436
Gross profit	27,679		6,750		34,429		39,614		13,328		52,942
Operating expenses
Research and development expenses					8,442						11,760
Selling, general and administrative expenses					75,487						81,010
Impairment loss on intangible assets					6,373						487
Total operating expenses					90,302						93,257
Operating loss					(55,873)						(40,315)
Other income					4,023						6,715
Interest expense					(644)						(786)
Loss before income taxes					(52,494)						(34,386)
Provision for income taxes					(26)						(36)
Net loss					$	(52,520)					$	(34,422)

(1) The significant segment expense categories and amounts align with the segment-level information regularly provided to the CODM.

We measure each segment's profitability based on gross profit. The CODM evaluates the segment's performance based on metrics, such as segment revenues and gross profit, to align with our strategies and objectives, and provide a framework to allocate resources between the segments.

We account for inter-segment sales and transfers as if the sales or transfers were to third parties, that is, at current market prices, if any. There were no inter-segment sales and transfers during fiscal years 2024 and 2023. Interest income, interest expense, other income and expense items, and income taxes, as reported in the consolidated financial statements, are not part of the segment profitability measure and are primarily recorded at the corporate level.

Management does not utilize total assets by segment, nor provide segment asset information to the CODM, to evaluate segment performance or allocate resources. As a result, assets are not tracked by segment, and therefore, total assets by segment are not disclosed.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

STOCK-BASED COMPENSATION (Tables)

12 Months Ended

Dec. 31, 2024

Share-Based Payment Arrangement [Abstract]

Schedule of Stock Compensation Expense


Table 12.1: Details of Stock Compensation Expense by Category
	For the Year Ended December 31,
	2024		2023

	(in thousands)
Cost of sales - services	$	828	$	900
Research and development	(121)		1,989
General and administrative (1)	20,704		21,507
Total	$	21,411	$	24,396

(1) Stock-based compensation expense related to stock options was $0.1 million and $0.3 million for the years ended December 31, 2024 and 2023.

Schedule of Restricted Stock Unit Activity

Restricted Stock


Table 12.2: Restricted Stock Unit Activity
	Service-Based RSU	Performance-Based RSU	Total	Weighted-Average Grant Date Fair Value
Unvested outstanding units as of December 31, 2023	2,132,613	43,800	2,176,413	$	5.07
Granted	1,844,223	10,730,226	12,574,449	3.47
Vested	(1,910,651)	—	(1,910,651)	4.41
Forfeited, cancelled, or expired	(114,082)	(90,796)	(204,878)	9.25
Unvested outstanding units as of December 31, 2024	1,952,103	10,683,230	12,635,333	$	3.52

Schedule of Stock Option Activity


Table 12.3: Stock Option Activity
	Stock Options Outstanding	Weighted-Average Exercise Price		Weighted-Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value
Outstanding option balance as of December 31, 2023	400,000	$	1.80	9.4	$	740,000
Granted	—	—
Exercised	(113,000)	1.80
Forfeited, cancelled, or expired	—	—
Outstanding option balance as of December 31, 2024	287,000	$	1.80	8.4	$	464,940
Exercisable stock option as of December 31, 2024	287,000	$	1.80	8.4	$	464,940

STOCKHOLDERS' EQUITY (Tables)

12 Months Ended

Dec. 31, 2024

Stockholders' Equity Note [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)


Table 11.1: Details of Changes in Accumulated Other Comprehensive Loss by Category
	Foreign currency translation adjustment		Pension liability adjustment		Total

	(in thousands)
Balance as of December 31, 2022	$	(162)	$	107	$	(55)
Other comprehensive loss, net of tax	(5)		—		(5)
Balance as of December 31, 2023	(167)		107		(60)
Other comprehensive loss, net of tax	(8)		(61)		(69)
Balance as of December 31, 2024	$	(175)	$	46	$	(129)

Audit Information	12 Months Ended
Audit Information	Dec. 31, 2024
Audit Information [Abstract]
Auditor Name	PricewaterhouseCoopers LLP
Auditor Location	Washington, District of Columbia
Auditor Firm ID	238

ACCOUNTS RECEIVABLE, NET - Schedule of Accounts, Notes, Loans and Financing Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Accounts Receivable, after Allowance for Credit Loss [Abstract]
Billed accounts receivables	$ 10,070	$ 18,101
Unbilled accounts receivable	5,412	8,022
Contract assets	3,746	4,584
Allowance for credit losses	(56)	(283)	$ (134)
Accounts receivable, net	$ 19,172	$ 30,424

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions			12 Months Ended
	Jan. 03, 2023	Feb. 01, 2022	Dec. 31, 2024	Dec. 31, 2023
Related Party Transaction [Line Items]
Granted (in shares)			12,574,449
Related Party \| Restricted Stock
Related Party Transaction [Line Items]
Granted (in shares)	16,859
Related Party \| Restricted Stock \| Share-based Payment Arrangement, Tranche Three
Related Party Transaction [Line Items]
Award vesting rights, percentage	50.00%	25.00%
Related Party \| Restricted Stock \| Share-based Payment Arrangement, Tranche Two
Related Party Transaction [Line Items]
Award vesting rights, percentage	50.00%	25.00%
Related Party \| Restricted Stock \| Share-based Payment Arrangement, Tranche One
Related Party Transaction [Line Items]
Award vesting rights, percentage		25.00%
Related Party \| Restricted Stock \| Share-based Payment Arrangement, Tranche Four
Related Party Transaction [Line Items]
Award vesting rights, percentage		25.00%
Related Party \| Emmett Wood
Related Party Transaction [Line Items]
Compensation paid				$ 0.2
Director
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction				$ 0.1

STOCK-BASED COMPENSATION - Narrative (Details)								12 Months Ended
STOCK-BASED COMPENSATION - Narrative (Details)	Dec. 01, 2024 shares	May 28, 2024 day shares	May 21, 2024 shares	May 16, 2024 shares	Sep. 01, 2023	Aug. 31, 2023	May 08, 2023 shares	Dec. 31, 2024 USD ($) $ / shares shares	Dec. 31, 2023 USD ($) $ / shares	Dec. 31, 2022 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Income tax benefits										$ 0
Granted (in shares) \| shares								12,574,449
Risk-free interest rate									3.50%
Granted (in dollars per share) \| $ / shares								$ 3.47
Share-based compensation arrangement by share-based payment award, award requisite service period					2 years
Aggregate intrinsic value, outstanding, exercisable, and vested or expected to vest								$ 43,200,000
Stock-based compensation expense								$ 21,411,000	$ 24,396,000
Fair value assumptions, expected dividend rate								0.00%
Expected volatility rate, minimum									30.70%
Expected volatility rate, maximum									35.10%
Fair value assumptions, risk free interest rate									3.50%
Vested, weighted average grant date fair value \| $ / shares									$ 1.06
Award vesting period					1 year	5 years
Unrecognized compensation costs related to non-vested stock options								$ 0
Certain Senior Executives And Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation arrangement by share based payment award, equity instruments other than options, number of common shares that maybe settled based on conditions \| shares		6,875,000
Share based compensation arrangement by share based payment award, vesting conditions, stock prices threshold, number of consecutive days \| day		50
Share-Based Payment Arrangement, Expense, Cumulative Catch-Up Adjustment
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense								$ (1,200,000)
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)									5 years 6 months
Fair value assumptions, expected term									5 years 6 months
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected term (in years)									10 years
Fair value assumptions, expected term									10 years
2016 Omnibus Long-Term Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, number of additional shares authorized (in shares) \| shares			8,500,000				6,000,000
Share-based compensation arrangement by share-based payment award, number of shares authorized (in shares) \| shares			21,959,913				13,459,913
Common stock, capital shares reserved for future issuance (in shares) \| shares								1,000,000
Performance-Based RSU
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares								10,730,226
Expected term (in years)								2 years 7 months 2 days
Share-based compensation arrangement by share-based payment award, fair value assumptions, expected volatility rate								83.90%
Risk-free interest rate								4.70%
Fair value assumptions, expected term								2 years 7 months 2 days
Fair value assumptions, risk free interest rate								4.70%
Performance-Based RSU \| Certain Senior Executives And Employees
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares) \| shares	20,000	2,499,945		1,335,281
Performance-Based RSU \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) \| $ / shares								$ 2.62
Share-based compensation arrangement by share-based payment award, award requisite service period								7 months 17 days
Performance-Based RSU \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share) \| $ / shares								$ 3.75
Share-based compensation arrangement by share-based payment award, award requisite service period								1 year 3 months 21 days
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense								$ 100,000	$ 300,000
Award vesting period								1 year
Performance Shares And Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense								$ 17,000,000.0
Performance Shares Not Probably Of Achievement
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense								2,000,000.0
Performance Shares Probable Of Achievement And Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense								$ 15,000,000
Weighted-average remaining vesting period								8 months 12 days

COMMITMENTS AND CONTINGENCIES	12 Months Ended
COMMITMENTS AND CONTINGENCIES	Dec. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company may be a party to litigation or claims arising in the ordinary course of business, including those relating to employment matters, relationships with clients and contractors, intellectual property disputes, and other business matters. These legal proceedings seek various remedies, including claims for monetary damages in varying amounts, none of which are considered material, or are unspecified as to amount. Although the outcome of any such matter is inherently uncertain and may be materially adverse, based on current information, management believes that the outcome of such known matters will not have a material adverse effect on the Company's financial condition and results of operations. Management does not believe that there are any litigation or claims that would have a material adverse effect on the business, or the consolidated financial statements of the Company as of December 31, 2024. Other - Government Contracts As a U.S. government contractor, we are subject to various audits and investigations by the U.S. government to determine whether our operations are being conducted in accordance with applicable regulatory requirements. U.S. government investigations of our operations, whether relating to government contracts or conducted for other reasons, could result in administrative, civil, or criminal liabilities, including repayments, fines or penalties being imposed upon us, suspension, proposed debarment, debarment from eligibility for future U.S. government contracting, or suspension of export privileges. Suspension or debarment could have a material adverse effect on us because of our dependence on contracts with the U.S. government. U.S. government investigations often take years to complete and many result in no adverse action against us. We also provide products and services to customers outside of the United States, which are subject to U.S. and foreign laws and regulations and foreign procurement policies and practices. Our compliance with local regulations or applicable U.S. government regulations also may be audited or investigated.

GOODWILL	12 Months Ended
GOODWILL	Dec. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL	GOODWILL As discussed in Note 2 – Significant Accounting Policies, we reported two operating and reportable segments: Security Solutions and Secure Networks. The two operating and reportable segments represent the reporting units for purposes of testing goodwill. The goodwill balance was $17.9 million as of December 31, 2024, and 2023, of which $3.0 million is allocated to the Security Solutions segment and $14.9 million is allocated to the Secure Networks segment. The net assets attributable to the reporting units are determined based upon the estimated assets and liabilities attributable to the reporting units in deriving its free cash flows. For fiscal year 2024, we performed a qualitative assessment of our reporting units and identified that it is more likely than not that the estimated fair value of the reporting units exceeds their carrying value and thus, we did not proceed to the two-step goodwill impairment test. For fiscal year 2023, we performed a qualitative assessment of our reporting units and identified that it is more likely than not that the estimated fair value of our Security Solutions reporting unit exceeded its carrying value. In contrast, based on the initial qualitative assessment of our Secure Networks reporting unit, we determined that it is not more likely than not that the fair value of this reporting unit exceeds its carrying value, therefore we performed a quantitative impairment test. Based on the quantitative assessment of our Secure Networks reporting unit as of December 31, 2023, the estimated fair value exceeded its carrying value. Based on the results of our annual impairment test of goodwill performed, the estimated fair value of our respective reporting units exceeded their respective carrying value, and no impairment charges were taken during the years ended December 31, 2024, and 2023.

INCOME TAXES - Schedule of Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Unrecognized Tax Benefits [Roll Forward]
Balance at beginning of year	$ 1,228	$ 1,357
Increase in prior year tax positions	123
Decrease in prior year tax positions		(169)
Increase related to current year tax positions	177	131
Decrease related to lapse of statutes	(13)	(91)
Balance at end of year	$ 1,515	$ 1,228

INCOME TAXES - Schedule of Components of Provision for Income Taxes (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Current provision
Federal	$ 0	$ 0
State	21	(19)
Foreign	5	0
Total current	26	(19)
Deferred tax expense
Federal	46	32
State	(46)	23
Total deferred	0	55
Provision for income taxes	$ 26	$ 36

REVENUE RECOGNITION

12 Months Ended

Dec. 31, 2024

Revenue from Contract with Customer [Abstract]

REVENUE RECOGNITION

Contract Estimates

Disaggregated Revenues

In addition to our segment reporting, as further discussed in Note 18 – Segment Information, we disaggregate our revenue by customer and contract types. We treat sales to U.S. customers as sales within the U.S. regardless of where the services are performed. Notably, most of our revenues are generated from U.S. customers, while international customers are de minimis; as such the financial information by geographic location is not presented.


Table 3.1: Revenue by Customer Type
	For the Year Ended December 31,
	2024			2023
	Amount		%	Amount		%

	(dollars in thousands)
Federal government	$	94,951	88%	$	131,143	90%
State & local government, and commercial	13,321		12%	14,235		10%
Total revenue	$	108,272		$	145,378


Table 3.2: Revenue by Contract Type
	For the Year Ended December 31,
	2024			2023
	Amount		%	Amount		%

	(dollars in thousands)
Firm fixed-price	$	81,541	75%	$	114,188	79%
Time-and-materials	15,839		15%	13,535		9%
Cost plus fixed-fee	10,892		10%	17,655		12%
Total revenue	$	108,272		$	145,378


Table 3.3: Revenue Concentrations Greater than 10% of Total Revenue
	For the Year Ended December 31,
	2024	2023
U.S. Department of Defense ("DoD")
Security Solutions segment	24%	18%
Secure Networks segment	29%	47%
U.S. Department of Homeland Security ("DHS")
Security Solutions segment	15%	N/A


Table 3.4: Contract Balances
		As of December 31,
	Balance Sheet Presentation	2024		2023

		(in thousands)
Billed account receivables (1)	Accounts receivable, net	$	10,014	$	17,818
Unbilled account receivables	Accounts receivable, net	5,412		8,022
Contract assets	Accounts receivable, net	3,746		4,584
Contract liabilities - current	Contract liabilities	6,838		6,728

(1) Net of allowance for credit losses.

The changes in the Company's contract assets and contract liabilities during the current period were primarily the result of the timing differences between the Company's performance, invoicing and customer payments. For the years ended December 31, 2024, and 2023, the amount of revenue recognized during the year that was included in the opening contract liabilities balance was $5.9 million and $5.4 million, respectively.

As of December 31, 2024, we had approximately $51.2 million of remaining performance obligations, which we also refer to as funded backlog. We expect to recognize approximately 95% of our remaining performance obligations over the next 12 months, and the balance thereafter.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

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+ Details

EMPLOYEE BENEFIT PLAN	12 Months Ended
EMPLOYEE BENEFIT PLAN	Dec. 31, 2024
Retirement Benefits [Abstract]
EMPLOYEE BENEFIT PLAN	EMPLOYEE BENEFIT PLAN Telos sponsors a defined contribution employee savings plan (the "Plan") under which substantially all full-time employees are eligible to participate. As of December 31, 2024, the Plan held 1,609,480 shares of Telos common stock. We matched one-half of employee contribution to the Plan up to a maximum of 4% of such employee's eligible annual base salary. Prior to September 2023, Telos' contributions vested at the rate of 20% each year, with full vesting occurring after completion of five years of service. Effective September 1, 2023, we changed our Telos-contributed matching funds to a two-year vesting schedule: 20% vesting after one year of service, and fully vesting after the completion of two years of service. Telos intends to fund the employer matching contribution in Telos stock, but will have the discretion to fund the match in cash or a combination of stock and cash. The Telos employer matching contribution is funded in the first quarter of the subsequent year. Our total contributions to the Plan for 2024 and 2023 were $2.1 million for both periods.

SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2024

Accounting Policies [Abstract]

Schedule of Changes in Restructuring Expenses Accrual


Table 2.3: Restructuring Expenses and Impairment Loss
	Statements of Operations	For the Year Ended December 31,
		2024		2023

		(in thousands)
2022 Restructuring Plan:
Severance and related benefit costs (adjustments)	SG&A	$	(10)	$	(168)
Other related costs	SG&A	—		1,300
2024 Restructuring Plan:
Severance and related benefit costs	Cost of sales	341		—
Severance and related benefit costs	R&D, SG&A	939		—
Total restructuring expenses		1,270		1,132
Impairment of intangible assets (1)	Impairment loss on intangible assets	6,373		—
Total restructuring expenses and impairment loss		$	7,643	$	1,132


Table 2.4: Summary of Changes in Restructuring Expenses Accrual
	Severance and related benefit costs (1)

	(in thousands)
Balance at December 31, 2023	$	400
Expenses (adjustments)	1,270
Cash payments	(1,633)
Balance at December 31, 2024	$	37

GOODWILL (Details)	12 Months Ended
GOODWILL (Details)	Dec. 31, 2024 USD ($) segment	Dec. 31, 2023 USD ($)
Goodwill [Line Items]
Number of operating segments \| segment	2
Number of reportable segments \| segment	2
Goodwill	$ 17,922,000	$ 17,922,000
Goodwill, impairment loss	0	0
Revenues
Goodwill [Line Items]
Goodwill	3,000,000	3,000,000
Impairment loss on intangible assets
Goodwill [Line Items]
Goodwill	$ 14,900,000	$ 14,900,000

- Definition

Amount, after accumulated impairment loss, of asset representing future economic benefit arising from other asset acquired in business combination or from joint venture formation or both, that is not individually identified and separately recognized.

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+ Details

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

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+ Details

SIGNIFICANT ACCOUNTING POLICIES - Changes in Restructuring Expenses Accrual (Details) - Severance and related benefit costs $ in Thousands	12 Months Ended
	Dec. 31, 2024 USD ($)
Restructuring Reserve [Roll Forward]
Beginning Balance	$ 400
Expenses (adjustments)	1,270
Cash payments	(1,633)
Ending Balance	$ 37

Insider Trading Policies and Procedures	12 Months Ended
Insider Trading Policies and Procedures	Dec. 31, 2024
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

LEASES - Narrative (Details)	Dec. 31, 2024
Leases [Abstract]
Annual rent increase percentage	2.50%

ORGANIZATION	12 Months Ended
ORGANIZATION	Dec. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION	ORGANIZATION Telos Corporation, together with its subsidiaries (collectively, the "Company" or "Telos" or "We" or "Our"), a Maryland corporation, is a leading provider of cyber, cloud and enterprise security solutions for the world's most security-conscious organizations. We own all of the issued and outstanding shares of Xacta Corporation and ubIQuity.com, inc., (a holding company for Xacta Corporation), and 100% ownership interest in Telos Identity Management Solutions, LLC ("Telos ID") and Teloworks, Inc. ("Teloworks"). On March 13, 2024, the Board of Directors unanimously approved the dissolution of Telos APAC Pte. Ltd. ("Telos APAC"), a pre-operating foreign subsidiary, pursuant to a plan of complete liquidation and dissolution. Telos APAC was dissolved on October 7, 2024. The dissolution of this subsidiary did not have a material impact on the Company's business, results of operations and financial condition.

INCOME TAXES - Schedule of Valuation Allowance Activity (Details) - SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]
Balance at beginning of year	$ 54,999	$ 57,559
Additions (reductions)	12,118	(2,560)
Balance at end of year	$ 67,117	$ 54,999

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023
Statement of Comprehensive Income [Abstract]
Net loss	$ (52,520)	$ (34,422)
Other comprehensive loss, net of tax:
Foreign currency translation adjustments	(8)	(5)
Actuarial loss on pension liability adjustment	(61)	0
Other comprehensive loss	(69)	(5)
Comprehensive loss	$ (52,589)	$ (34,427)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.

+ References + Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

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+ Details

OTHER BALANCE SHEET COMPONENTS (Tables)

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Other Assets


Table 9.1: Details of Other Assets
	As of December 31,
	2024		2023

	(in thousands)
Prepaid expenses – long-term portion	$	4,975	$	593
Investment (1)	3,000		—
Restricted cash	139		136
Other	75		156
Other assets	$	8,189	$	885

Schedule of Accounts Payable and Other Accrued Liabilities


Table 9.2: Details of Accounts Payable and Other Accrued Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Accounts payable	$	1,153	$	8,307
Accrued payables	3,147		5,443
Accounts payable and other accrued liabilities	$	4,300	$	13,750

Schedule of Other Current Liabilities


Table 9.3: Details of Other Current Liabilities
	As of December 31,
	2024		2023

	(in thousands)
Other accrued liabilities	$	829	$	1,427
Restructuring expenses accrual	37		400
Other	436		497
Other current liabilities	$	1,302	$	2,324

PROPERTY AND EQUIPMENT, NET (Tables)

12 Months Ended

Dec. 31, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment, Net including Depreciation and Amortization Expense


Table 6.1: Details of Property and Equipment, Net
	As of December 31, 2024						As of December 31, 2023
	Gross Carrying Amount		Accumulated Depreciation and Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Depreciation and Amortization		Net Carrying Value

	(in thousands)
Furniture and equipment	$	17,239	$	(13,617)	$	3,622	$	16,213	$	(13,363)	$	2,850
Leasehold improvement	3,396		(2,735)		661		3,211		(2,604)		607
Total	$	20,635	$	(16,352)	$	4,283	$	19,424	$	(15,967)	$	3,457


Table 6.2: Depreciation and Amortization Expense
	For the year ended December 31,
	2024		2023

	(in thousands)
Depreciation and amortization	$	1,646	$	2,230

ORGANIZATION (Details)	Dec. 31, 2024
Telos ID
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Business acquisition, percentage of voting interests acquired	100.00%

LOSS PER SHARE (Details) - shares	12 Months Ended
LOSS PER SHARE (Details) - shares	Dec. 31, 2024	Dec. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	834,000	687,000
Unvested antidilutive stock units excluded from the dilutive effect (stock units) (in shares)	10,683,230	43,800
Unvested restricted stock and restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount (in shares)	834,000	687,000

ACCOUNTS RECEIVABLE, NET (Tables)

12 Months Ended

Dec. 31, 2024

Receivables [Abstract]

Schedule of Accounts, Notes, Loans and Financing Receivable


Table 4.1: Details of Accounts Receivable, Net
	As of December 31,
	2024		2023

	(in thousands)
Billed accounts receivables	$	10,070	$	18,101
Unbilled accounts receivable	5,412		8,022
Contract assets	3,746		4,584
Allowance for credit losses	(56)		(283)
Accounts receivable, net	$	19,172	$	30,424

Schedule of Accounts Receivable, Allowance for Credit Loss


Table 4.2: Allowance for Credit Losses Activities
	Balance Beginning of Year		Provision for (Recovery from) Credit Losses (1)		Write-Offs (2)		Balance End of Year

	(in thousands)
For the Year Ended December 31, 2024	$	283	$	(20)	$	(207)	$	56
For the Year Ended December 31, 2023	134		152		(3)		283


(1) Current year account receivable reserves for expected credit losses and subsequent recoveries, net
(2) Accounts receivable written-off

STOCK-BASED COMPENSATION - Schedule of Restricted Stock Unit Activity (Details)	12 Months Ended
	Dec. 31, 2024 $ / shares shares
Total
Outstanding, beginning balance (in shares)	2,176,413
Granted (in shares)	12,574,449
Vested (in shares)	(1,910,651)
Forfeited, cancelled, or expired (in shares)	(204,878)
Outstanding, ending balance (in shares)	12,635,333
Weighted-Average Grant Date Fair Value
Outstanding, beginning balance (in dollars per share) \| $ / shares	$ 5.07
Granted (in dollars per share) \| $ / shares	3.47
Vested (in dollars per share) \| $ / shares	4.41
Forfeited, cancelled, or expired (in dollars per share) \| $ / shares	9.25
Outstanding, ending balance (in dollars per share) \| $ / shares	$ 3.52
Service-Based RSU
Total
Outstanding, beginning balance (in shares)	2,132,613
Granted (in shares)	1,844,223
Vested (in shares)	(1,910,651)
Forfeited, cancelled, or expired (in shares)	(114,082)
Outstanding, ending balance (in shares)	1,952,103
Performance-Based RSU
Total
Outstanding, beginning balance (in shares)	43,800
Granted (in shares)	10,730,226
Vested (in shares)	0
Forfeited, cancelled, or expired (in shares)	(90,796)
Outstanding, ending balance (in shares)	10,683,230

SEGMENT INFORMATION - Narrative (Details)	12 Months Ended
SEGMENT INFORMATION - Narrative (Details)	Dec. 31, 2024 segment
Segment Reporting [Abstract]
Number of reportable segments	2
Number of operating segments	2

INVENTORIES, NET (Tables)

12 Months Ended

Dec. 31, 2024

Inventory Disclosure [Abstract]

Schedule of Inventories, Net


Table 5.1: Details of Inventories, Net
	As of December 31,
	2024		2023

	(in thousands)
Gross inventory	$	1,916	$	2,179
Allowance for inventory obsolescence	(133)		(759)
Inventories, net	$	1,783	$	1,420

REVENUE RECOGNITION - Narrative (Details) - USD ($)	12 Months Ended
REVENUE RECOGNITION - Narrative (Details) - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Disaggregation of Revenue [Line Items]
Contract with customer, asset, cumulative catch-up adjustment to revenue, modification of contract	$ 0	$ 0
Contract with customer, liability, revenue recognized	5,900,000	$ 5,400,000
Revenue, remaining performance obligation, amount	$ 51,200,000
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, percentage	95.00%
Revenue, remaining performance obligation, expected timing of satisfaction, period	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01
Disaggregation of Revenue [Line Items]
Revenue, remaining performance obligation, expected timing of satisfaction, period
Revenue from Contract with Customer, Product and Service Benchmark \| Revenue Timing of Transfer of Goods or Service \| Transferred over Time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	81.00%	84.00%
Revenue from Contract with Customer, Product and Service Benchmark \| Revenue Timing of Transfer of Goods or Service \| Transferred at Point in Time
Disaggregation of Revenue [Line Items]
Concentration risk, percentage	19.00%	16.00%