Airship AI (AISP) 10-Q 14 Aug 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2024	Aug. 14, 2024
Document Information Line Items
Entity Registrant Name	Airship AI Holdings, Inc.
Entity Central Index Key	0001842566
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Jun. 30, 2024
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		23,736,027
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-40222
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	93-4974766
Entity Address Address Line 1	8210 154th Ave NE
Entity Address City Or Town	Redmond
Entity Address Postal Zip Code	98052
City Area Code	877
Local Phone Number	462-4250
Entity Interactive Data Current	Yes
Common Stocks [Member]
Document Information Line Items
Security 12b Title	Common Stock
Trading Symbol	AISP
Security Exchange Name	NASDAQ
Warrants [Member]
Document Information Line Items
Security 12b Title	Warrant
Trading Symbol	AISPW
Security Exchange Name	NASDAQ

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Jun. 30, 2024	Dec. 31, 2023
CURRENT ASSETS:
Cash and cash equivalents	$ 226,750	$ 3,124,413
Accounts receivable, net of provision for credit losses of $0	3,440,121	1,648,904
Prepaid expenses and other	494,616	18,368
Income tax receivable	9,640	7,230
Total current assets	4,171,127	4,798,915
PROPERTY AND EQUIPMENT, NET	0	1,861
OTHER ASSETS
Other assets	180,432	182,333
Operating lease right of use asset	953,713	1,104,804
TOTAL ASSETS	5,305,272	6,087,913
CURRENT LIABILITIES:
Accounts payable - trade	1,505,442	2,908,472
Advances from founders	2,550,000	1,750,000
Accrued expenses	161,406	200,531
Senior Secured Convertible Promissory Notes	2,675,919	2,825,366
Current portion of operating lease liability	198,002	174,876
Deferred revenue- current portion	3,791,970	4,008,654
Total current liabilities	10,882,739	11,867,899
NON-CURRENT LIABILITIES:
Operating lease liability, net of current portion	795,993	943,702
Warrant liability	5,972,729	667,985
Earnout liability	11,741,351	5,133,428
Deferred revenue- non-current	3,878,997	4,962,126
Total liabilities	33,271,809	23,575,140
STOCKHOLDERS' DEFICIT:
Preferred stock - no par value, 5,000,000 shares authorized, 0 shares issued and outstanding as of June 30, 2024 and December 31, 2023	0	0
Common stock - $0.0001 par value, 200,000,000 shares authorized, 23,736,027 and 22,812,048 shares issued and outstanding as of June 30, 2024 and December 31, 2023	2,372	2,281
Additional paid in capital	3,014,089	0
Accumulated deficit	(30,979,174)	(17,476,700)
Accumulated other comprehensive loss	(3,824)	(12,808)
Total stockholders' deficit	(27,966,537)	(17,487,227)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 5,305,272	$ 6,087,913

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
CONSOLIDATED BALANCE SHEETS
Accounts receivable, net of provision	$ 0	$ 0
Preferred stock, par value	$ 0	$ 0
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, authorized	200,000,000	200,000,000
Common stock, issued	23,736,027	22,812,048
Common stock, outstanding	23,736,027	22,812,048

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE (LOSS) (Unaudited)
Product	$ 5,358,808	$ 1,805,163	$ 14,757,584	$ 3,639,329
Post contract support	1,042,223	964,855	2,218,462	2,069,286
Revenues	6,401,031	2,770,018	16,976,046	5,708,615
COST OF NET REVENUES:
Cost of Sales	1,306,386	557,792	9,095,795	2,135,958
Post contract support	588,438	538,889	745,917	1,095,040
Cost of Revenue	1,894,824	1,096,681	9,841,712	3,230,999
GROSS PROFIT	4,506,207	1,673,337	7,134,334	2,477,616
RESEARCH AND DEVELOPMENT EXPENSES	702,771	665,203	1,398,137	1,339,283
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES	2,827,120	4,092,646	6,162,414	5,925,016
TOTAL OPERATING EXPENSES	3,529,891	4,757,849	7,560,551	7,264,299
OPERATING INCOME (LOSS)	976,316	(3,084,512)	(426,217)	(4,786,683)
OTHER INCOME (EXPENSE):
Gain (loss) from change in fair value of earnout liability	14,876,927	0	(6,607,923)	0
Gain (loss) from change in fair value of warrant liability	1,542,347	0	(5,304,744)	0
Gain (loss) from change in fair value of convertible debt	1,527,193	0	(512,184)	0
Loss on note conversion	0	0	(158,794)	0
Interest expense, net	(421,500)	(19,005)	(453,324)	(19,005)
Other (expense) income	(39,288)	(238)	(39,288)	(9,767)
Total other income (expense), net	17,485,679	(18,767)	(13,076,257)	(28,772)
INCOME (LOSS) BEFORE PROVISON FOR INCOME TAXES	18,461,995	(3,103,279)	(13,502,474)	(4,815,455)
Provision for income taxes	0	0	0	0
NET INCOME (LOSS)	18,461,995	(3,103,279)	(13,502,474)	(4,815,455)
OTHER COMPREHENSIVE INCOME
Foreign currency translation income, net	3,239	0	8,984	42,551
TOTAL COMPREHENSIVE INCOME (LOSS)	$ 18,465,234	$ (3,103,279)	$ (13,493,490)	$ (4,772,904)
NET INCOME (LOSS) PER SHARE:
Basic	$ 0.80	$ (0.14)	$ (0.59)	$ (0.21)
Diluted	$ 0.58	$ (0.14)	$ (0.59)	$ (0.21)
Weighted average shares of common stock outstanding
Basic	23,220,709	22,812,048	23,059,598	22,812,048
Diluted	30,272,228	22,812,048	23,059,598	22,812,048

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Total	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Other Comprehensive Income (Loss)
Balance, shares at Dec. 31, 2022		22,812,048
Balance, amount at Dec. 31, 2022	$ (8,358,411)	$ 2,281	$ 1,963,727	$ (10,314,313)	$ (10,106)
Stock-based compensation	136,709	0	136,709	0	0
Net loss	(1,712,176)	$ 0	0	(1,712,176)	0
Balance, shares at Mar. 31, 2023		22,812,048
Balance, amount at Mar. 31, 2023	(9,933,878)	$ 2,281	2,100,436	(12,026,489)	(10,106)
Balance, shares at Dec. 31, 2022		22,812,048
Balance, amount at Dec. 31, 2022	(8,358,411)	$ 2,281	1,963,727	(10,314,313)	(10,106)
Stock-based compensation	273,418
Net loss	(4,815,455)
Balance, shares at Jun. 30, 2023		22,812,048
Balance, amount at Jun. 30, 2023	(10,721,782)	$ 2,281	4,373,260	(15,129,768)	32,445
Balance, shares at Mar. 31, 2023		22,812,048
Balance, amount at Mar. 31, 2023	(9,933,878)	$ 2,281	2,100,436	(12,026,489)	(10,106)
Stock-based compensation	136,709	0	136,709	0	0
Net loss	(3,103,279)	0	0	(3,103,279)	0
Stock based compensation- warrants	2,136,115	0	2,136,115	0	0
Foreign currency translation gain	42,551	$ 0	0	0	42,551
Balance, shares at Jun. 30, 2023		22,812,048
Balance, amount at Jun. 30, 2023	(10,721,782)	$ 2,281	4,373,260	(15,129,768)	32,445
Balance, shares at Dec. 31, 2023		22,812,048
Balance, amount at Dec. 31, 2023	(17,487,227)	$ 2,281	0	(17,476,700)	(12,808)
Stock-based compensation	268,989	0	268,989	0	0
Net loss	(31,964,469)	0	0	(31,964,469)	0
Foreign currency translation gain	3,239	$ 0	0	0	3,239
Issuance of common stock for prior period services, shares		15,000
Issuance of common stock for prior period services, amount	0	$ 0	0	0	0
Issuance of common stock for conversion of debt, shares		169,204
Issuance of common stock for conversion of debt, amount	835,610	$ 17	835,593	0	0
Issuance of common stock for exercise of warrants, shares		162,867
Issuance of common stock for exercise of warrants, amount	293,249	$ 16	293,233	0	0
Balance, shares at Mar. 31, 2024		23,159,119
Balance, amount at Mar. 31, 2024	(48,050,609)	$ 2,314	1,397,815	(49,441,169)	(9,569)
Balance, shares at Dec. 31, 2023		22,812,048
Balance, amount at Dec. 31, 2023	(17,487,227)	$ 2,281	0	(17,476,700)	(12,808)
Stock-based compensation	530,625
Net loss	(13,502,474)
Stock based compensation- warrants	267,522
Balance, shares at Jun. 30, 2024		23,736,027
Balance, amount at Jun. 30, 2024	(27,966,537)	$ 2,372	3,014,089	(30,979,174)	(3,824)
Balance, shares at Mar. 31, 2024		23,159,119
Balance, amount at Mar. 31, 2024	(48,050,609)	$ 2,314	1,397,815	(49,441,169)	(9,569)
Stock-based compensation	261,636	0	261,636	0	0
Net loss	18,461,995	0	0	18,461,995	0
Stock based compensation- warrants	133,761
Foreign currency translation gain	5,745	$ 0	0	0	5,745
Issuance of common stock for exercise of warrants, shares		100
Issuance of common stock for exercise of warrants, amount	800	$ 0	800	0	0
Issuance of common stock for services, shares		50,000
Issuance of common stock for services, amount	198,500	$ 5	198,495	0	0
Issuance of common stock for stock options exercise, shares		294,448
Issuance of common stock for stock options exercise, amount	146,972	$ 29	146,943	0	0
Issuance of common stock for debt interest payment, shares		232,360
Issuance of common stock for debt interest payment, amount	1,008,423	$ 23	1,008,400	0	0
Balance, shares at Jun. 30, 2024		23,736,027
Balance, amount at Jun. 30, 2024	$ (27,966,537)	$ 2,372	$ 3,014,089	$ (30,979,174)	$ (3,824)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (13,502,474)	$ (4,815,455)
Adjustments to reconcile net loss to net cash used in operating activities
Depreciation and amortization	1,861	7,440
Stock-based compensation- stock option grants	530,625	273,418
Stock-based compensation- warrants	0	2,136,115
Amortization of operating lease right of use asset	151,091	358,199
Issuance of common stock for services	198,500
Noncash interest expense	521,582
Loss from change in fair value of warrant liability	(5,304,744)	0
Loss from change in fair value of earnout liability	(6,607,923)	0
Loss from change in fair value of convertible note	512,184	0
Loss on note conversions	158,794	0
Changes in operating assets and liabilities:
Accounts receivable	(1,791,217)	40,554
Prepaid expenses and other	11,394	(159)
Other assets	1,901	0
Operating lease liability	(124,583)	(302,233)
Payroll and income tax receivable	(2,410)	962,793
Accounts payable - trade and accrued expenses	(1,426,970)	(66,397)
Accrued income tax expense	0	(10,000)
Deferred revenue	(1,299,813)	678,623
NET CASH USED IN OPERATING ACTIVITIES	(4,146,868)	(737,102)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from convertible promissory note	0	1,984,582
Proceeds from warrant exercise	293,249	0
Advances from founders, net	800,000	1,100,000
Proceeds from stock option exercises	146,972	0
Repayment of small business loan and line of credit	0	(424,540)
NET CASH PROVIDED BY FINANCING ACTIVITIES	1,240,221	2,660,042
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS	(2,906,647)	1,922,940
Effect from exchange rate on cash	8,984	41,306
CASH AND CASH EQUIVALENTS, beginning of period	3,124,413	298,614
CASH AND CASH EQUIVALENTS, end of period	226,750	2,262,860
Supplemental disclosures of cash flow information:
Interest paid	0	5,064
Taxes paid	2,410	14,837
Noncash investing and financing
Elimination of advances to founders in connection with contribution of Zeppelin by shareholders	0	1,100,000
Elimination of payables to founders in connection with contribution of Zeppelin by shareholders	0	1,100,000
Issuance of common stock for debt interest payment	487,642
Issuance of common stock for debt conversion	835,610	0
Recognition of warrant liability	$ 0	$ 15,418

Organization

Organization	6 Months Ended
	Jun. 30, 2024
Organization
Organization	1. Organization On March 7, 2023, Airship AI Holdings, Inc. changed its name from Super Simple AI, Inc. Airship AI Holdings, Inc. (the “Company” or “Airship”) is a holding company that executes business through its wholly owned subsidiary, Airship AI, Inc. (“Airship AI”). Prior to the formation of Super Simple AI, Inc. in 2022, the Company operated as Airship AI, Inc. (formerly known as JDL Digital Systems, Inc.). Super Simple AI, Inc. was formed in January 2022 through a share exchange with JDL Digital Systems, Inc. JDL Digital Systems, Inc. was incorporated under the laws of the State of Washington on June 30, 2003. On December 21, 2023, the Company completed the merger contemplated by the Merger Agreement, dated as of June 27, 2023 and amended on September 22, 2023, by and among BYTE Acquisition Corp. (“BYTS”), BYTE Merger Sub, Inc., a Washington corporation and a direct, wholly-owned subsidiary of BYTS (“Merger Sub”), and Airship AI. Effective December 21, 2023, Merger Sub merged with and into Airship AI with Airship AI as the surviving corporation. Thus, Airship AI became a wholly-owned subsidiary of the Company. In connection with the merger, Airship AI changed its name to “Airship AI, Inc.” See Note 13 —Reverse Recapitalization for additional information. Fair Value Transactions As a result of the merger, the Company entered into the following transactions that were measured at fair value and vary quarterly with the share price and other items. Any change is non-cash and is recorded as a gain or loss in other income (expense). See Note 14– Fair Value Measurements for more information. Liability as of Liability as of June 30, 2024 December 31, 2023 Earnout liability $ 11,741,351 $ 5,133,428 Senior Secured Convertible Promissory Notes 2,675,919 2,825,366 Warrant liability (Public Warrants) 144,120 646,428 Warrant liability (Private Warrants) 5,828,609 21,557 Total liabilities measured at fair value $ 20,389,999 $ 8,626,779 Other loss related to instruments recorded at fair value during the six months ended June 30, 2024 $ (12,424,851 ) Other loss related to instruments recorded at fair value during the six months ended June 30, 2023 $ - Private Placement and Public Warrants At the merger closing, the Company assumed 515,000 private placement warrants and 16,184,612 public warrants. On June 3, 2024, the Company permanently reduced the exercise price of such warrants from $11.50 per share to an exercise price of $7.80 per share. The purpose of this reduced exercise price was to potentially raise proceeds received from the exercise of such warrants, if any, for working capital and general corporate purposes. As of June 30, 2024, there were 515,000 private placement warrants and 16,159,012 public warrants outstanding. See Note 12– Private Placement and Public Warrants for more information. Business The Company is a robust AI-driven data management platform that solves complex data challenges for large institutions operating in dynamic and mission-critical environments with rapidly increasing volumes of data being ingested from a similarly rapidly growing number of data sources. The Company solves these challenges by structuring “dark” or unstructured data at the edge, the location at which the data is generated and collected, and leveraging purpose-built AI models. Unstructured, or “dark” data, which is typically categorized as qualitative data, cannot be processed and analyzed via conventional data tools and methods. Conversely, structured data, typically categorized as quantitative data, is highly organized and easily decipherable by machine learning algorithms. Structuring and then analyzing data using AI models at the edge, versus transmitting the data from the edge back to a central processing location for structuring and analysis, enables real-time decision making and data-driven operational efficiency. The Company specializes in ingesting all available metadata from edge-based sensors used by government and law enforcement agencies around the world, including surveillance cameras (video), audio, telemetry, acoustic, seismic, and autonomous devices, along with large commercial corporations with fundamentally similar capabilities and requirements. Data generated by these edge-based sensors, including video, can then be run through the Company’s trained AI models to detect objects present within the video frame. Once an object is detected, for example an automobile, additional identifying characteristics of the object can be extracted from the image including the license plate characters and the make, model, and color of the automobile. This process of analyzing, logging and categorizing ingested data is referred to as “structuring” the data. Airship AI’s software allows customers to view structured data both in real-time as well as to conduct searches on the structured data at a later point in time. Real-time structured data use includes, for example, alarms on a specific license plate or a specific make, model or color of automobile. Non-real-time structured data use includes, for example, searching a database of video data that has been previously ingested and stored to find instances of a particular license plate being visible, along with other logged vehicle characteristics such as make, model and color of an automobile. Additional edge deployed AI models enable similar object detection and recognition of common and custom trained objects, such as an aircraft, boat, person, animal, bag, or weapon. Airship AI’s models provide similar data points for these object types allowing analysts the ability to be notified in real-time of the detection of a specified object and similarly search for historically detected objects. Examples include detecting aircrafts and boats along with their respective tail numbers and hull registration numbers. The Company’s AI modelling process starts with pre-trained AI models from its technology ecosystem partners which the Company then customizes using proprietary datasets tailored towards its customers’ unique workflow requirements. Where customers have pre-existing AI models or engines, the Company integrates those models or engines into its edge platform allowing customers to leverage proprietary models within the Airship AI software ecosystem. The Company’s primary offerings include Outpost AI, Acropolis, and Airship Command. Its offerings allow customers to manage their data across the full data lifecycle, when and where they need it, using a highly secure permissioned based architecture. The Company employed 51 employees as of June 30, 2024. The employees are headquartered in Redmond, WA and are supported by a growing team at its Customer Center of Excellence located in Charlotte, NC. The Company employed 8 research and development personnel in Taiwan as of June 30, 2024. Liquidity The Company has incurred losses from operations the past few years and had an accumulated deficit of $30,979,174 as of June 30, 2024. The Company also had at June 30, 2024 a working capital deficit of approximately $6,712,000. The net working capital deficit included a couple of items that are expected to require limited cash outlays in the future, including the current deferred revenue totaling $3,791,970 and convertible debt totaling $2,675,919, which the Company expects to be converted to equity. The Company has received purchase orders from various federal government agency customers totaling over $16 million from which it started shipping in the first and second quarters of 2024. Mr. Huang, the Company’s CEO, has committed to providing additional temporary funding if it is necessary. Based on the Company’s actions undertaken during 2023 and 2024 to close customer deals, build sales pipeline, manage operating expenses and opportunities to raise additional capital after the merger, management believes that the Company’s current cash and cash equivalents will be sufficient to fund its operations for at least the next 12 months from the issuance of these consolidated financial statements. The Company’s assessment of the period of time through which its financial resources will be adequate to support its operations is a forward-looking statement and involves risks and uncertainties. The Company’s actual results could vary as a result of its near and long-term future capital requirements that will depend on many factors.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2024
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation and Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”). For periods prior to the merger, the reported share and per share amounts have been retroactively converted by the applicable exchange ratio with the exception of the authorized shares and shares reserved for issuance. See Note 11—Reverse Recapitalization for additional information. Functional Currency The Company’s consolidated functional currency is the U.S. Dollar. The operations of Zeppelin Worldwide, Inc. and its subsidiary, Zeppelin Taiwan, Ltd. (together “Zeppelin”) use the Taiwan Dollar as its functional currency. At each period end, Zeppelin’s balance sheet is translated into U.S. Dollars based upon the period end exchange rate, while their statements of operations and comprehensive loss and statements of cash flows are translated into U.S. Dollars based upon an average exchange rate during the period. Cash and Cash Equivalents The Company classifies highly liquid temporary investments with an original maturity of three months or less when purchased as cash equivalents. The Company maintains cash balances at various financial institutions. Balances at US banks are insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk for cash on deposit. Revenue Recognition and Deferred Revenue The Company primarily generates revenue from sales of systems and products and the related post contract support to customers. The Company’s primary systems and products include Outpost AI, Acropolis and Airship Command. To date, the majority of the Company’s product revenue that has been recognized consists primarily of a bundled offering of hardware and software which delivers on premise solutions to its customers. Separate limited software subscription services have been delivered to customers including those customers that are able to operate in a cloud based environment. The transaction price recognized as revenue represents the amount the Company expects to be entitled to and is primarily comprised of product revenue, net of returns and variable consideration, including sales incentives provided to customers. Payment is typically due within 30 to 90 calendar days of the invoice date. The Company recognizes revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services by following a five-step process: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price, and (5) recognize revenue when or as the Company satisfies a performance obligation, as further described below. Product Revenue Product revenue is derived primarily from sales of the Company’s system offerings, Outpost AI, Acropolis and Airship Command. The Company recognizes product revenue at a point in time when title transfers, when the products are shipped, or when control of the system is transferred to the customer, which usually is upon delivery of the system and when contractual performance obligations have been satisfied. Post Contract Support Revenue Post Contract Support (“PCS”) revenue is derived primarily from the Company’s support and software maintenance agreements (“SMA”). The Company’s PCS includes the right to receive, on a when and if available basis, future unspecified firmware upgrades and features as well as bug fixes, and email and telephone support. The Company allocates a portion of the transaction price to the PCS performance obligation based on a cost-plus methodology and recognizes the associated revenue on a straight-line basis over the estimated term of the support period. The Company’s support contracts are typically one to five years with an average of four years, payment is due within 30 to 90 calendars days of the invoice date and may include options to renew. For the three months ended June 30, 2024 and 2023, the Company recognized revenue of $80,236 and $40,608, respectively, related to one-year support contracts. For the three months ended June 30, 2024 and 2023, the Company recognized revenue of $961,987 and $924,247, respectively, related to multi-year support contracts. For the six months ended June 30, 2024 and 2023, the Company recognized revenue of $139,597 and $81,215, respectively, related to one-year support contracts. For the six months ended June 30, 2024 and 2023, the Company recognized revenue of $2,078,865 and $1,988,071, respectively, related to multi-year support contracts. Other Services The Company earns other service revenues from installation services, training and licensing which are short-term in nature and revenue for these services are recognized at the time of performance when the service is provided. Contracts with Multiple Performance Obligations The Company’s contracts with customers often contain multiple performance obligations that can include three separate obligations: (i) a hardware component (which may be bundled with hardware accessories) and the embedded firmware essential to the functionality of the hardware component delivered at the time of sale; (ii) the right to the Company’s downloadable free application and software solutions, and (iii) the right for the customer to receive post contract support (“PCS”) after the initial sale. The Company’s products and PCS offerings have significant standalone functionalities and capabilities. Accordingly, the products are distinct from the Company’s PCS services as customers can benefit from the products without the PCS services and such PCS services are separately identifiable within the contracts. The Company accounts for multiple agreements with a single customer as a single contract if the contractual terms and/or substance of those agreements indicate that they may be so closely related that they are, in effect, parts of a single contract. The amount of consideration the Company expects to receive in exchange for delivering on the contract is allocated to each performance obligation based on its relative standalone selling price. The Company establishes the standalone selling price using the prices charged for a deliverable when sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price based on its pricing model and offering type (products or PCS services). The Company has elected the practical expedient to not assess whether a contract has a significant financing component as the Company’s standard payment terms are less than one year. The Company sells its products primarily through a direct sales force. The Company considers revenue to be earned when all of the following criteria are met: · The Company has a contract with a customer that creates enforceable rights and obligations, · Promised performance obligations are identified, · The transaction price, or the amount the Company expects to receive, is determinable and · The Company has satisfied the performance obligations to the customer. Transfer of control is evidenced upon passage of title and risk of loss to the customer unless the Company is required to provide additional services. The Company’s short-term and long-term deferred revenue balances totaled $3,791,970 and $3,878,997 as of June 30, 2024. The Company’s short-term and long-term deferred revenue balances totaled $4,008,654 and $4,962,126 as of December 31, 2023. Of the deferred revenue balance of $8,970,780 as of January 1, 2024, the Company recognized approximately $1,000,090 and $2,166,588 during the three and six months ended June 30, 2024, respectively. Accounts Receivable and Provision for Credit Losses The Company generally sells its products to large governmental entities and large corporations in the United States. Accounts receivable are recorded at invoiced amounts and are non-interest bearing. The Company adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (codified as Accounting Standards Codification (“ASC”) 326) on January 1, 2023. ASC 326 adds to U.S. GAAP the current expected credit loss (“CECL”) model, a measurement model based on expected losses rather than incurred losses. Prior to the adoption of ASC 326, the Company evaluated receivables regularly and adjusted the allowance for doubtful accounts accordingly. The Company determined estimates of uncollectible accounts receivable based primarily on actual historical bad debt and sales return trends, customers financial condition and general economic conditions. Under the application of ASC 326, the Company’s historical credit loss experience provides the basis for the estimation of expected credit losses, as well as current economic and business conditions, and anticipated future economic events that may impact collectability. In developing its expected credit loss estimate, the Company evaluated the appropriate grouping of financial assets based upon its evaluation of risk characteristics, including consideration of the types of products and services sold. Account balances are written off against the allowance for expected credit losses after all means of collection have been exhausted and the potential for recovery is considered remote. Occasionally certain long-standing customers, who routinely place large orders, will have unusually large receivables balances relative to the total gross receivables. Management monitors the payments for these large balances closely and very often requires payment of existing invoices before shipping new sales orders. As of June 30, 2024 and December 31, 2023, the Company did not have a reserve for credit losses as all accounts receivable are considered collectible. Accounts receivable balances as of June 30, 2024 and December 31, 2023 were $3,440,121 and $1,648,904, respectively. Concentration of Credit and Sales Risk The Company sells its product to commercial and government customers under agreements that are normally paid within 30 days of contract completion. For the six months ended June 30, 2024, the Company had revenue from 36 customers and two customer represented 72% and 11% of total revenue, although such a high level of customer concentration is not typical. The primary reason for the high level of customer concentration for the six months ended June 30, 2024 was due to one large order received in late 2023 which was fulfilled in the six months ended June 30, 2024. As of June 30, 2024, four customers represent approximately 49%, 20%, 11% and 10% of outstanding account receivables. Due to the nature of the customers and timely payment history, customer concentration and credit risk in account receivables is estimated to be minimal. For the six months ended June 30, 2023, two customers represented 60% and 18% of total revenue. The primary reason for the high level of customer concentration for the six months ended June 30, 2023 was due to the lag-time in delivering on a large order received in late 2022 from one division of a customer which was not fulfilled until 2023. As of December 31, 2023, three customers represent approximately 51%, 26% and 17% of outstanding account receivables. Due to the nature of the customers and timely payment history, customer concentration and credit risk in account receivables is estimated to be minimal. Inventory The Company’s purchase of inventory, primarily computer servers, is undertaken to match purchase orders received from customers. Upon receipt of inventory, the Company generally configures the servers and loads proprietary software onto the servers before shipping out. The Company holds inventory for a short period of time and as of June 30, 2024 and December 31, 2023, it had no inventory in stock. Inventory value is primarily material costs and is valued at the lower of cost (first in, first out method) or net realizable value. Long-Lived Assets The Company reviews its long-lived assets for impairment annually or when changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets under certain circumstances are reported at the lower of carrying amount or fair value. Assets to be disposed of and assets not expected to provide any future service potential to the Company are recorded at the lower of carrying amount or fair value (less the projected cost associated with selling the asset). To the extent carrying values exceed fair values, an impairment loss is recognized in operating results. The Company recorded impairment losses of $0 for the six months ended June 30, 2024 and 2023. Research and Development Expenses Research and development expenses consist of the cost of employees, consultants and contractors who design, engineer and develop new products and processes as well as materials, supplies and facilities used in producing prototypes. The Company’s current research and development efforts are primarily focused on improving the Company’s products. The Company is also actively involved in identifying new applications. The Company’s current internal team along with outside consultants has considerable experience working with the application of the Company’s technologies and their applications. The Company engages third party experts as required to supplement the Company’s internal team. The Company believes that continued development of new and enhanced technologies is essential to the Company’s future success. The Company incurred research and development expenses of $702,771 and $665,203 for the three months ended June 30, 2024 and 2023, respectively, on development activities. The Company incurred research and development expenses of $1,398,137 and $1,339,283 for the six months ended June 30, 2024 and 2023, respectively, on development activities. Software Development Costs Costs incurred in the development of software programs for the Company’s products are charged to operations as incurred until technological feasibility of the software has been established. Generally, technological feasibility is established when the software module performs its primary functions described in its original specifications, contains features required for it to be usable in a production environment, is completely documented and the related hardware portion of the product is complete. After technological feasibility is established, any additional costs are capitalized. Capitalization of software costs ceases when the software is substantially complete and is ready for its intended use. No software development costs have been capitalized as of June 30, 2024 and December 31, 2023. Cost of Net Revenues Cost of net revenues for products includes components and freight. Cost of net revenues for post contract support and other services includes primarily the cost of personnel and personnel-related expenses to conduct implementations and ongoing client support. Advertising Advertising costs are charged to selling, general and administrative expenses as incurred. Advertising and marketing costs for the three months ended June 30, 2024 and 2023 were $66,863 and $3,500, respectively. Advertising and marketing costs for the six months ended June 30, 2024 and 2023 were $89,321 and $53,328, respectively. Shipping and Handling of Products Amounts billed to customers for shipping and handling of products are included in net revenues. Costs incurred related to shipping and handling of products are included in cost of revenues. Fair Value Measurements Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This topic also establishes a fair value hierarchy, which requires classification based on observable and unobservable inputs when measuring fair value. The fair value hierarchy distinguishes between assumptions based on market data (observable inputs) and an entity’s own assumptions (unobservable inputs). The hierarchy consists of three levels: Level 1 Level 2 Level 3 The recorded value of other financial assets and liabilities, which consist primarily of cash and cash equivalents, accounts receivable, other current assets, accounts payable and accrued expenses approximate the fair value of the respective assets and liabilities as of June 30, 2024 and December 31, 2023 are based upon the short-term nature of the assets and liabilities. The Company recorded its Senior Secured Convertible Promissory Note, earnout liability, and the warrants that were issued with the Convertible Promissory Note at fair value, remeasured on a recurring basis and considered them as Level 3 instruments. The public and private warrants were considered Level 1 and 2 instruments, respectively. The method of determining the fair value of the Senior Secured Convertible Promissory Note and attached warrants is described below. The Company classifies as liabilities any contracts that (i) require net-cash settlement (including a requirement to net- cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). Accounting for Senior Secured Convertible Promissory Notes at Fair Value The Company has elected the fair value option to account for the senior secured convertible note that was issued on June 22, 2023 and the convertible notes that were issued in October and November 2023 and record them at fair value with changes in fair value recorded in the Consolidated Statements of Operations and Comprehensive Loss. As a result of applying the fair value option, direct costs and fees related to the convertible notes are recognized in earnings as incurred and not deferred. Values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the liability. Considerable judgment is necessary to interpret market data and determine an estimated fair value. The use of different market assumptions or valuation methods may have a material effect on the estimated fair values. As of June 30, 2024, the Company has used a Monte Carlo simulation pricing model that factors in potential outcomes being consummated, such as the convertible notes being repaid in cash and the convertible notes being converted to common stock. All of these scenarios take into consideration the terms and conditions of the underlying convertible notes plus potential changes in the underlying value of the common stock. For the six months ended June 30, 2024, the Company recognized an unrealized loss of $512,184 for the change in fair value of the notes and is included in the Consolidated Statements of Operations and Comprehensive Loss. The Company believes accounting for the convertible notes at fair value better aligns the measurement methodologies of assets and liabilities, which may mitigate certain earnings volatility. Derivative Liabilities and Earnout Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued share purchase warrants and earnout shares to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. The Company classifies as liabilities any contracts that (i) require net-cash settlement (including a requirement to net- cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). At the merger closing, the Company assumed 515,000 private placement warrants and 16,184,612 public warrants. On June 3, 2024, the Company permanently reduced the exercise price of such warrants from $11.50 per share to an exercise price of $7.80 per share. The purpose of this reduced exercise price was to potentially raise proceeds received from the exercise of such warrants, if any, for working capital and general corporate purposes. As of June 30, 2024, there were 515,000 private placement warrants and 16,159,012 public warrants outstanding. See Note 12– Private Placement and Public Warrants for more information. Upon consummation of the merger, the Company evaluated the warrants and concluded that they did not meet the criteria to be classified within the stockholders’ deficit. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The initial estimated fair value of the warrants was measured using a Monte Carlo simulation. The subsequent estimated fair value of the public warrants is based on the listed price in an active market for such warrants while the fair value of the private placement warrants continues to be measured using a Monte Carlo simulation with the key inputs being directly or indirectly observable public warrants listed price. Since the public and private warrants meet the definition of a derivative, the Company recorded the public and private warrants as liabilities on the consolidated balance sheet at fair value upon the merger closing, with subsequent changes in the fair value recognized in the consolidated statements of operations at each reporting date. At the closing of the merger, the Airship AI securityholders that hold shares of common stock of Airship AI, Airship AI options, Airship AI earnout warrants or Airship AI SARs have the contingent right to receive up to 5.0 million additional shares of common stock, subject to certain contingencies. These earnout shares have been categorized into two components: (i) the vested shares that are associated with stockholders with vested equity at the closing of the merger that will be earned upon achievement of the earnout milestones and (ii) the unvested shares associated with stockholders with unvested equity at the closing of the merger that will be earned over the remaining service period with the Company on their unvested equity shares and upon achievement of the earnout milestones. The earnout shares associated with vested shares are recognized as derivative liabilities in accordance with ASC 815-40, as the events that determine the number of earnout shares required to be released or issued, as the case may be, include events that were not solely indexed to the fair value of common stock of the Company. The earnout shares were measured at the merger closing and subsequently measured at each reporting date until settled or when they met the criteria for equity classification. Accordingly, the Company recognizes the earnout shares as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The earnout shares were valued using a Monte Carlo analysis. At the closing of the merger, the unvested earnout shares were considered to be equity instruments and valued at approximately $2,675,000. This amount will be recognized as stock-based compensation going forward over the five-year vesting period. Derivative warrant and earnout shares liabilities are classified as non-current liabilities as their liquidation is not reasonably expected to require the use of significant current assets or require the creation of current liabilities. Stock-Based Compensation The Company has share-based compensation plans under which employees, consultants, suppliers and directors may be granted restricted stock, stock appreciation rights, incentive stock options, nonqualified stock options, unvested earnout shares and warrants to purchase shares of common stock at the fair market value at the time of grant. Stock-based compensation cost is measured by the Company at the grant date and the fair value of the award is recognized as an expense, over the requisite service period which is generally the vesting period. The Company adjusts stock-based compensation for changes to the estimate of expected equity award forfeitures based on actual forfeiture experience. The effect of adjusting the forfeiture rate is recognized in the period the forfeiture estimate is changed. Income Taxes Income taxes are accounted for using the liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and net operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The Company’s ability to realize deferred tax assets depends upon future taxable income, as well as the limitations discussed below. For financial reporting purposes, a deferred tax asset must be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax assets will not be realized prior to expiration. The Company considers historical and future taxable income, future reversals of existing taxable temporary differences, taxable income in prior carryback years, and ongoing tax planning strategies in assessing the need for valuation. Comprehensive Gain Comprehensive gain is defined as the change in equity of a business during a period from non-owner sources. There was other comprehensive gain of $3,239 and $0 related foreign exchange translation for the three months ended June 30, 2024 and 2023, respectively. There was other comprehensive gain of $8,984 and $42,551 related foreign exchange translation for the six months ended June 30, 2024 and 2023, respectively. Going Concern Assessment The Company applies Accounting Standards Codification 205-40 (“ASC 205-40”), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern Use of Estimates In preparing these consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in the Company’s consolidated financial statements relate to the calculation of revenue recognition, stock-based compensation, valuation of common stock, valuation of senior secured convertible notes, warrant liability, earnout share liabilities, accruals for potential liabilities including income taxes, valuation of deferred tax assets and valuation assumptions related to share-based compensation. Income (Loss) Per Share Basic income (loss) per share is based upon the net income (loss) for the three and six months ended June 30, 2024 and 2023 divided by the weighted average shares of common stock outstanding. Diluted net income per share is determined using the weighted average number of common shares and potential common shares (representing the dilutive effect of stock options, warrants, convertible notes payable and stock appreciation rights) outstanding during the period using the treasury stock method for the three months ended June 30, 2024. Common stock equivalents for the six months ended June 30, 2024 and 2023 are not included in the calculation of diluted earnings (loss) per share given the Company incurred a loss and they are anti-dilutive. Reportable Segments The Financial Accounting Standards Board, or FASB, Accounting Standard Codification, or ASC, Topic 280, Segment Reporting Recent Accounting Pronouncements All recent accounting pronouncements issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

Advances due to and from Founde

Advances due to and from Founders	6 Months Ended
	Jun. 30, 2024
Advances due to and from Founders
Advances due to and from Founders	3. Advances due to and from Founders Advances due to Founders Prior to 2023, the founders had advanced the Company a net $600,000. In the year ended December 31, 2023, Mr. Huang and Mr. Xu advanced Airship AI a total of $1,350,000 and were repaid a total of $200,000, with $1,750,000 recorded as advances from founders as of December 31, 2023. During 2024, Mr. Huang and Mr. Xu advanced Airship AI $2,100,000 and was repaid $1,300,000, with $2,550,000 recorded as advances from founders as of June 30, 2024. The advances are non-interest bearing and the Company expects to pay the balance off within a one year period.

Revenues

Revenues	6 Months Ended
	Jun. 30, 2024
Revenues
Revenues	4. Revenues Disaggregation of Revenue The Company’s net revenues for the three months ended June 30, 2024 and 2023 consisted of approximately $5.4 million and $1.8 million, respectively, of hardware and software bundled systems for which revenue is transferred at a point in time. The Company’s net revenues for the six months ended June 30, 2024 and 2023 consisted of approximately $14.8 million and $3.6 million, respectively, of hardware and software bundled systems for which revenue is transferred at a point in time. The Company’s remaining net revenue for the three months ended June 30, 2024 and 2023 of approximately $1 million and $0.96 million, respectively, related to PCS revenue and other services which are transferred over time. The Company’s remaining net revenue for the six months ended June 30, 2024 and 2023 of approximately $2.2 million and $2.1 million, respectively, related to PCS revenue and other services which are transferred over time. Within each product category, contract terms, conditions and economic factors affecting the nature, amount, timing, and uncertainty around revenue recognition and cash flow are substantially similar. Contract Balances A receivable is recognized in the period the Company delivers goods or provides services or when the Company’s right to consideration is unconditional. The Company usually does not record contract assets because the Company has an unconditional right to payment upon satisfaction of the performance obligation, and therefore, a receivable is more commonly recorded than a contract asset. Receivables are generally paid within thirty days and there is no financing element to the customer contracts. As of June 30, 2024 and December 31, 2023, there were no unbilled receivable balances. The Company’s short-term and long-term deferred revenue balances totaled $3,791,970 and $3,878,997 as of June 30, 2024. The Company’s short-term and long-term deferred revenue balances totaled $4,008,654 and $4,962,126 as of December 31, 2023. Of the deferred revenue balance of $8,970,780 as of January 1, 2024, the Company recognized approximately $1,000,090 and $2,166,588 during the three and six months ended June 30, 2024, respectively. Remaining Performance Obligations As of June 30, 2024, the Company had approximately $7.7 million of remaining performance obligations, which were comprised of deferred service contracts not yet delivered. The Company expects to recognize approximately 27% of its remaining performance obligations as revenue in fiscal 2024 and the remaining 73% in fiscal 2025 and years thereafter. Costs to Obtain or Fulfill a Contract The Company does not pay any material variable compensation to obtain a customer contract. Additionally, the majority of the Company’s cost of fulfillment as a seller of products is classified as inventory and then cost of revenue when the product is sold. Other costs of contract fulfillment such as software maintenance are expensed in the period incurred and align with when the revenue is amortized.

Notes Payable, Line of Credit a

Notes Payable, Line of Credit and Convertible Notes Payable	6 Months Ended
	Jun. 30, 2024
Notes Payable, Line of Credit and Convertible Notes Payable
Notes Payable, Line of Credit and Convertible Notes Payable	5. Notes Payable, Line of Credit and Convertible Notes Payable On June 22, 2023, the Company issued a $2,000,000 senior secured convertible promissory note to Platinum Capital Partners, Inc. As a condition of funding, the Company paid off three small notes and accounts payable totaling $374,000. At the option of the holder, the note is convertible into cash, common stock or a combination of cash and stock. The conversion into the Company’s common stock was $6.50 per share as of December 31, 2023. The repayment amount of the note is 110% ($2,200,000) and had an original maturity date of June 22, 2024. Interest on the note is 6% per annum calculated on 360 days. In connection with the convertible notes transaction, the Company issued warrants to purchase 53,800 shares of common stock with an exercise price of $6.50 upon the conclusion of the BYTS merger. The value of the warrants totaled $15,418 and reduced the fair value of the convertible promissory notes. On February 2, 2024, the Company issued in a private placement an amended and restated senior secured convertible promissory note to Platinum in the principal amount of $2,000,000. The Platinum convertible note amends and restates in its entirety the senior secured convertible promissory note issued to Platinum in the principal amount of $2,000,000 on June 22, 2023. The repayment amount of the Platinum convertible note is 110% of the principal amount ($2,200,000) and had an original maturity date of June 22, 2024. Interest accrues on the Platinum convertible note at the rate of 6% per annum calculated on the basis of 360 days. At the option of Platinum, the principal amount of the Platinum convertible note plus any accrued but unpaid interest is convertible into shares of common stock at a conversion price per share equal to the lower of (i) $3.69717, subject to appropriate adjustment as provided in the Platinum convertible note, and (ii) 65% of the VWAP for the common stock for the preceding five trading days immediately prior to any conversion, but in no event below $2.27518, subject to appropriate adjustment as provided in the Platinum convertible note. The Platinum convertible note contains “weighted average” anti-dilution protection for issuances of shares of common stock or common stock equivalents at a price less than the conversion price then in effect. In connection with the issuance of the Platinum convertible note, the Company also issued to Platinum an amended and restated common stock purchase warrant dated February 2, 2024 to purchase 189,334 shares of common stock at an exercise price per share of $3.69717. The term of the Platinum warrant expires on June 22, 2028. The Platinum convertible note may not be converted, and the Platinum warrant may not be exercised, to the extent that after giving effect to such conversion and/or exercise, Platinum (together with its affiliates) would beneficially own in excess of 4.99% of the common stock outstanding immediately after giving effect to such conversion and/or exercise. On March 18, 2024, Platinum exercised the Platinum warrant and received 137,367 shares of common stock. Platinum forfeited 51,967 shares. On June 22, 2024, the Company entered into an Extension Agreement related to the Platinum convertible note. The Extension Agreement extended the due date of the Platinum convertible note from June 22, 2024 to June 22, 2025. The Company issued 232,360 shares of the Company’s restricted common stock in payment of all interest and extension fees through June 22, 2025 with a value of $1,008,400. Approximately $487,000 of the total payment related to the future interest period and was recorded in prepaid expenses and others on the consolidated balance sheet. Subject to the terms and conditions of such Extension Agreement, for a period commencing on December 22, 2024 and ending at the close of business on December 22, 2025, Platinum has a one-time put right to have the Company purchase all or a portion of Platinum’s 232,360 restricted shares at $2.27518 per share. The Company granted piggyback registration rights to Platinum. At the option of Platinum, the $2,000,000 principal amount of the note is convertible into shares of the Company’s common stock at a conversion price per share equal to the lower of (i) $3.69717, subject to appropriate adjustment as provided in the note, and (ii) 65% of the VWAP of the common stock for the five trading days immediately prior to any conversion, but in no event below $2.27518, subject to appropriate adjustment as provided in the note. The note contains “weighted average” anti-dilution protection for issuances of shares of common stock or common stock equivalents at a price less than the conversion price then in effect. The obligations under the note are secured by a blanket lien on all assets of the Company pursuant to an Amended and Restated Security Agreement dated February 2, 2024 and are guaranteed pursuant to an Amended and Restated Guaranty dated February 2, 2024. The Company also concurrently entered into an Amended and Restated Subordination Agreement. On October 3, 2023, the Company issued senior secured convertible promissory notes for $600,000 to two private investors. At the option of the holders, the notes are convertible into cash, common stock or a combination of cash and stock. The repayment amount of the notes is 110% ($660,000) and mature on September 30, 2024. Interest on the notes is 6% per annum calculated on the basis of 360 days. On March 5, 2024, the two private investors converted senior secured convertible promissory notes with a face value of $600,000 and interest into 169,204 shares of the Company’s common stock valued at $835,610. The Company recognized a loss on debt conversion of $158,794 during the three and six months ended June 30, 2024. The Company accounts for the notes under the fair value method of accounting and as of June 30, 2024 and December 31, 2023, the notes were recorded at $2,675,919 and $2,825,366. During the six months ended June 30, 2024, the Company recorded an increase in the fair value of the convertible notes payable totaling $512,184 which was recorded as loss from change in fair value of convertible debt on the statement of operations and comprehensive loss. See Note 14 – Fair Value Measurements for more information.

Stockholders Deficit

Stockholders Deficit	6 Months Ended
	Jun. 30, 2024
STOCKHOLDERS' DEFICIT:
Stockholders' Deficit	6. Stockholders’ Deficit Authorized and Outstanding Stock The Company is a Delaware company and its affairs are governed by its certificate of incorporation, its bylaws and the Delaware General Corporation Law and the common law of the State of Delaware. The Company’s charter authorizes the issuance of 205,000,000 shares, consisting of 200,000,000 shares of common stock and 5,000,000 shares of preferred stock, par value $0.0001 per share. Details on the common stock, preferred stock and equity incentive plans were disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and filed with the SEC on April 1, 2024. Common Stock As of June 30, 2024, there were 23,736,027 shares of common stock outstanding. Six Months Ended June 30, 2024 During the six months ended June 30, 2024, the Company had the following sales of unregistered equity securities: On March 5, 2024, a private investor converted a senior secured convertible promissory note for $250,000 and interest into 70,502 shares of the Company’s common stock. On March 5, 2024, a private investor converted a senior secured convertible promissory note for $350,000 and interest into 98,702 shares of the Company’s common stock. On March 21, 2024, the Company issued 15,000 shares of common stock for services performed as of December 31, 2023 to MZHCI, LLC related to an investor relations consulting agreement. On May 16, 2024, the Company issued 50,000 shares of common stock to Pamria LLC for consulting and investor relations services. On June 22, 2024, the Company entered into an extension agreement with Platinum Capital Partners Inc. to extend the maturity date of the Platinum convertible note to June 22, 2025. In consideration for entering into the extension agreement, the Company agreed to issue to Platinum 232,360 shares of common stock. In June 2024, the Company issued an aggregate of 294,448 shares of common stock upon the exercise of stock options at exercise prices ranging from $0.12 to $1.64 per share. 2023 Equity Incentive Plan The Company has adopted the 2023 Equity Incentive Plan, which plan was approved by stockholders at the extraordinary general meeting held in December 2023. Details on the equity incentive plan were disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and filed with the SEC on April 1, 2024. The aggregate number of shares of common stock initially reserved and available for grant and issuance under the equity incentive plan is 4,080,000 as of June 30, 2024. Such aggregate number of shares of stock will automatically increase on January 1 of each year for a period of ten years commencing on January 1, 2024 and ending on January 1, 2033, in an amount equal to 2.0% of the total number of shares of common stock outstanding on December 31 of the preceding year. The Company had the following stock option activity during the six months ended June 30, 2024: During the six months ended June 30, 2024, the Company granted stock options to six employees to purchase an aggregate of 525,000 shares of common stock with an exercise price of $4.61 and which vest primarily quarterly over four years and expire on March 31, 2034. Stock option activity for the six months ended June 30, 2024 was as follows: Options Weighted Average Potential Shares Exercise Price Proceeds Outstanding as of December 31, 2023 4,664,589 $ 0.55 $ 2,545,765 Granted 525,000 4.61 2,420,750 Exercised (294,448 ) (0.50 ) (146,972 ) Outstanding as of June 30, 2024 4,895,141 $ 0.98 $ 4,819,543 The following table summarizes information about stock options outstanding and exercisable as of June 30, 2024: Weighted Weighted Average Weighted Average Range of Number Remaining Life Average Number Exercise Price Exercise Prices Outstanding In Years Exercise Price Exercisable Exercisable $ 0.12 2,495,803 3.84 $ 0.12 2,495,803 $ 0.12 0.57 922,963 4.02 0.57 922,963 0.57 1.49-1.65 1,126,562 7.93 1.64 483,625 1.64 1.90 49,813 3.48 1.90 6,227 1.90 6.59-7.61 300,000 9.75 6.84 18,750 6.84 4,895,141 5.17 $ 0.98 3,927,367 $ 0.45 There were 4,895,141 options to purchase common stock at an average exercise price of $0.98 per share outstanding as of June 30, 2024 under the 2023 Equity Incentive Plan. The Company recorded $261,636 and $136,709 of compensation expense, net of related tax effects, relative to stock options for the three months ended June 30, 2024 and 2023, respectively. The Company recorded $530,625 and $273,418 of compensation expense, net of related tax effects, relative to stock options for the six months ended June 30, 2024 and 2023, respectively, in accordance with ASC 718. As of June 30, 2024, there was $1,553,651 of total unrecognized costs related to employee granted stock options that were not vested. These costs are expected to be recognized over a period of approximately 4.75-5.17 years. The significant weighted-average assumptions relating to the valuation of the Company’s stock option grants were as follows for the three months ended: Assumptions 6/30/2024 3/31/2024 Estimated stock price $ 7.61 $1.49-$6.59 Exercise price $ 7.61 $1.49-$6.59 Dividend yield 0 % 0 % Expected life 4 years 5-10 years Expected volatility 69 % 69 % Risk free interest rate 4.68 % 4.23 % There were stock incentive plan awards outstanding at June 30, 2024 totaling 4,895,141 shares with an aggregate intrinsic value of $13,728,765. As of June 30, 2024 and December 31, 2023 there were 1,758,000 SARs outstanding. There were no SAR grants in the six months ended June 30, 2024 or the year ended December 31, 2023. Warrants to Purchase Common Stock See Note 12 for public and private placement warrants assumed after the merger. The Company had the following warrant activity during the six months ended June 30, 2024: In connection with the issuance of the Platinum convertible note, the Company also issued to Platinum an amended and restated common stock purchase warrant dated February 2, 2024 to purchase 189,334 shares of common stock at an exercise price per share of $3.69717. The term of the Platinum warrant expires on June 22, 2028. The Platinum convertible note may not be converted, and the Platinum warrant may not be exercised, to the extent that after giving effect to such conversion and/or exercise, Platinum (together with its affiliates) would beneficially own in excess of 4.99% of the common stock outstanding immediately after giving effect to such conversion and/or exercise. On March 18, 2024, Platinum exercised the Platinum warrant and received 137,367 shares of common stock. Platinum forfeited 51,967 shares. During the six months ended June 30, 2024, investors exercised warrants for 25,600 shares of the Company’s common stock at $11.49 per share and the Company received proceeds of $293,249. A summary of the warrants outstanding as of June 30, 2024 were as follows: June 30, 2024 Weighted Average Exercise Shares Price Outstanding January 1, 2024 19,443,314 $ 10.16 Issued 135,534 3.70 Exercised (162,967 ) (4.92 ) Forfeited (51,967 ) (3.70 ) Expired - - Outstanding at June 30, 2024 19,363,914 $ 6.96 June 30, 2024 Weighted Weighted Weighted Average Average Average Number of Remaining Exercise Shares Exercise Warrants Life ( In Years) Price Exercisable Price 2,689,902 3.85 $ 1.77 2,689,902 $ 1.77 515,000 4.42 7.80 515,000 7.80 16,159,012 4.42 7.80 16,159,012 7.80 19,363,914 4.40 $ 6.96 19,363,914 $ 6.96 The significant weighted average assumptions relating to the valuation of the Company’s warrants issued for the six months ended June 30, 2024 were as follows: Assumptions Dividend yield 0% Expected life 3-5 years Expected volatility 69% Risk free interest rate 4.23% Warrants for 19,363,914 shares had an aggregate intrinsic value of $4,895,622 as of June 30, 2024. Earnout Liability See Note 13 for common stock shares related to earnout liability. In addition, a portion of the earnout shares may be issued to individuals with unvested equity awards. While the payout of these shares requires the achievement of the earnout milestones, the individuals must complete the remaining service period associated with these unvested equity awards to be eligible to receive the earnout shares. As a result, these unvested earn-out shares are equity-classified awards and have an aggregated grant date fair value of $2,675,223 (or $5.96 per share). During the three and six months ended June 30, 2024, the Company stock-based compensation expense for the vesting of earnout shares was $133,761 and $267,522, respectively. As of June 30, 2024, unrecognized compensation cost related to unvested earnout shares totaled $2,407,702. The weighted average period over which this remaining compensation cost is expected to be recognized is 4.5 years.

Employee 401(k) Plan

Employee 401(k) Plan	6 Months Ended
	Jun. 30, 2024
Employee 401(k) Plan
Employee 401(k) Plan	7. Employee 401(k) Plan The Company has a 401(k) plan for its employees. The plan provides for a 3.5% match on up to 6% of deferred salary. The Company expensed $50,696 and $47,563 of contributions during the three months ended June 30, 2024 and 2023, respectively. The Company expensed $100,798 and $93,559 of contributions during the six months ended June 30, 2024 and 2023, respectively.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2024
Related Party Transactions
Related Party Transactions	8. Related Party Transactions Advances due to Founders Prior to 2023, the founders had advanced the Company a net $600,000. In the year ended December 31, 2023, Mr. Huang and Mr. Xu advanced Airship AI a total of $1,350,000 and were repaid a total of $200,000, with $1,750,000 recorded as advances from founders as of December 31, 2023. During 2024, Mr. Huang and Mr. Xu advanced Airship AI $2,100,000 and was repaid $1,300,000, with $2,550,000 recorded as advances from founders as of June 30, 2024. The advances are non-interest bearing and the Company expects to pay the balance off within a one year period.

Commitments, Contingencies and

Commitments, Contingencies and Legal Proceedings	6 Months Ended
	Jun. 30, 2024
COMMITMENTS AND CONTINGENCIES (Note 9)
Commitments, Contingencies and Legal Proceedings	9. Commitments, Contingencies and Legal Proceedings Legal Proceedings The Company may from time to time become a party to various legal proceedings arising in the ordinary course of its business. The Company is currently not a party to any pending legal proceeding that is not ordinary routine litigation incidental to its business. Properties and Operating Leases-Right of Use Asset and Lease Liability Lease agreements are evaluated to determine whether an arrangement is or contains a lease in accordance with ASC 842, Leases On May 1, 2019, the Company leased 31,765 square feet for its executive offices in Redmond, Washington. The Company’s net monthly payment was $44,440. The monthly payment increased approximately 3% each year and the lease was set to expire on April 30, 2024. The Company had two five-year renewal options. In April 2023, the Company and its landlord entered into an agreement whereby the Company’s office lease was terminated on September 30, 2023. On July 13, 2023, the Company entered into a new lease in Redmond, WA for 15,567 square feet of office and warehouse space which starts October 1, 2023. The monthly payment is $25,000 per month. The lease expires October 31, 2027 and the monthly payment increases 3% on July 31, 2024 and each year thereafter. There is a one three year option to extend based on the fair market rate on October 31, 2027. On January 1, 2021, the Company leased offices located in Moorestown, North Carolina. The Company leases 3,621 square feet and the net monthly payment was $4,828. The monthly payment increases approximately 3%-6% annually thereafter. The lease expired on February 28, 2024. On February 29, 2024, the Company extended the lease and the net monthly payment is $6,488. The lease expires on August 29, 2024. The Company has entered into operating leases for office and development facilities for four years and include options to renew. The Company determines whether an arrangement is or contains a lease based upon the unique facts and circumstances at the inception of the lease. Operating lease liabilities and their corresponding right-of-use assets are recorded based upon the present value of the lease payments over the expected lease term. As of June 30, 2024 and December 31, 2023, total operating lease liabilities was approximately $993,995 and $1,118,578, respectively. Right of use assets totaled approximately $953,713 and $1,104,804 at June 30, 2024 and December 31, 2023, respectively. Current lease liabilities were $198,002 and $174,876 at June 30, 2024 and December 31, 2023, respectively. In the three months ended June 30, 2024 and 2023, the Company recognized $128,124 and $162,414 in total lease costs for the leases, respectively. In the six months ended June 30, 2024 and 2023, the Company recognized $227,067 and $324,828 in total lease costs for the leases, respectively. Because the rate implicit in each lease is not readily determinable, the Company uses its estimated incremental borrowing rate to determine the present value of the lease payments. The weighted average remaining lease term for the operating leases was forty three months at June 30, 2024 and the weighted average discount rate was 7 %. The minimum future lease payments as of June 30, 2024 are as follows: Years Ended June 30, 2025 $ 261,752 2026 364,885 2027 375,859 2028 128,397 Total remaining payments 1,130,893 Less Imputed Interest (136,898 ) Total lease liability $ 993,995 Employment Agreement On March 1, 2024, the Company entered into an employment agreement with Mark E. Scott, the Company’s Chief Financial Officer, which provides for a base salary of $250,000 annually. Mr. Scott is also eligible to participate in annual performance-based bonus programs established by the board or compensation committee, subject to the achievement of applicable performance criteria established by the board or compensation committee, which shall be determined in good faith by the board or compensation committee. Mr. Scott was also granted options to purchase up to twenty five thousand (25,000) shares of common stock with an exercise price equal to $1.49, which options vested in full on the date of issuance.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2024
Income Taxes
Income Taxes	10. Income Taxes The Company recorded a provision for income taxes of $0 for the six months ended June 30, 2024 and 2023. The Company’s effective tax rate was 0% for the six months ended June 30, 2024 and 2023. The difference between the effective tax rate and the federal statutory tax rate for the six months ended June 30, 2024 and 2023 primarily related to the valuation allowance on the Company’s deferred tax assets. For interim periods, the Company estimates its annual effective income tax rate and applies the estimated rate to the year-to-date income or loss before income taxes. The Company also computes the tax provision or benefit related to items reported separately and recognizes the items net of their related tax effect in the interim periods in which they occur. The Company also recognizes the effect of changes in enacted tax laws or rates in the interim periods in which the changes occur. As of June 30, 2024 and December 31, 2023, the Company retains a full valuation allowance on its deferred tax assets. The realization of the Company’s deferred tax assets depends primarily on its ability to generate taxable income in future periods. The amount of deferred tax assets considered realizable in future periods may change as management continues to reassess the underlying factors it uses in estimating future taxable income.

Reverse Recapitalization

Reverse Recapitalization	6 Months Ended
	Jun. 30, 2024
Reverse Recapitalization
Reverse Recapitalization	11. Reverse Recapitalization On December 21, 2023, the Company completed the merger and received net proceeds of $2.8 million, net of transaction costs of $6.6 million. The merger was accounted for as a reverse recapitalization in accordance with GAAP. Under this method of accounting, BYTS, who was the legal acquirer, was treated as the “acquired” company for accounting purposes and Airship AI was treated as the accounting acquirer. Accordingly, the merger was treated as the equivalent of Airship AI issuing shares at the closing of the merger for the net assets of BYTS as of the closing date, accompanied by a recapitalization. The net assets of BYTS was stated at historical cost, with no goodwill or other intangible assets recorded. Airship AI was determined to be the accounting acquirer based on evaluation of the following facts and circumstances: · Airship AI’s stockholders have the majority voting interest in the combined company; · The board of the post-merger company is composed of one (1) director designated by BYTS and four (4) directors designated by Airship AI; · Airship AI’s senior management is the senior management of the post-merger company; · The business of Airship AI comprises the ongoing operations of post-merger company; and · Airship AI is the larger entity, in terms of substantive assets. The table below summarizes the shares of common stock issued immediately after the closing of the merger as well as the impact on the consolidated statement of stockholders’ equity as of December 21, 2023: Additional Accumulated Shares Par Amount Common Stock Paid in Capital Deficit SPAC Financing 8,891,718 $ 0.0001 $ 889 $ 8,315,186 $ - Transaction expenses (1) 532,986 0.0001 53 (6,651,674 ) (894,662 ) Earnout liability (4,470,918 ) (22,638,859 ) Warrants liability (2,009,105 ) - Reverse capitalization on December 21, 2023 (1) 9,424,704 $ 942 $ (4,816,511 ) $ (23,533,521 ) (1) Adjusted for correction of transaction expense discussed below. Immaterial Revision of Prior Period Financial Information In connection with the preparation of its consolidated financial statements, the Company identified an immaterial error related to the classification of prepaid expenses and transaction expenses (classified in accumulated deficit as reverse recapitalization). In accordance with SAB No. 99, “Materiality,” and SAB No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements,” the Company evaluated the error and determined that the impact was not material to its financial statements for the prior annual and current interim period, accordingly the Company revised the prior period financial information for comparative purposes. The revision does not impact the consolidated statements of operations and comprehensive loss. A summary of the revision to the Company’s previously reported consolidated balance sheets is included below for comparative purposes: As of December 31, 2023 As Reported Adjustment As Revised Prepaid expenses and other $ 913,030 $ (894,662 ) $ 18,368 Total current assets 5,693,577 (894,662 ) 4,798,915 Total assets 6,982,575 (894,662 ) 6,087,913 Accumulated deficit (16,582,038 ) (894,662 ) (17,476,700 ) Total stockholders' deficit (16,592,565 ) (894,662 ) (17,487,227 ) The revision had no impact to cash provided by operating activities in such period.

Private Placement and Public Wa

Private Placement and Public Warrants	6 Months Ended
	Jun. 30, 2024
Private Placement and Public Warrants
Private Placement and Public Warrants	12. Private Placement and Public Warrants At the merger closing, the Company assumed 515,000 private placement warrants and 16,184,612 public warrants. On June 3, 2024, the Company permanently reduced the exercise price of such warrants from $11.50 per share to an exercise price of $7.80 per share. The purpose of this reduced exercise price was to potentially raise proceeds received from the exercise of such warrants, if any, for working capital and general corporate purposes. As of June 30, 2024, there were 515,000 private placement warrants and 16,159,012 public warrants outstanding. Details on the warrants were disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 and filed with the SEC on April 1, 2024. The public warrants will expire on December 21, 2028. The following table is a summary of the number of shares of the Company’s common stock issuable upon exercise of the public and private warrants outstanding as of June 30, 2024: Number of Shares Exercise Price Expiration Date Fair Value Public Warrants 16,159,012 $ 7.80 December 21, 2028 5,828,609 Private Warrants 515,000 $ 7.80 December 21, 2028 144,120

Earnout Liability

Earnout Liability	6 Months Ended
	Jun. 30, 2024
Earnout Liability
Earnout Liability	13. Earnout Liability Certain of the Company’s stockholders are entitled to receive up to 5,000,000 earnout shares of the Company’s common stock if the following earnout milestones are met. (A) 25% of the earnout shares if, for the period starting on the closing date and ending on the last day of the full calendar quarter immediately following the first anniversary of the closing date, (1) Company Revenue (as defined below) is at least $39 million, or (2) the aggregate value of new contract awards (including awards obtained through purchase orders) with federal law enforcement agencies (whether such awards are obtained directly or through intermediaries) has grown by at least 100% as compared to the year-over-year amount for the twelve-month period ending on the date of the Merger Agreement (the “First Operating Performance Milestone”); (B) 75% of the earnout shares if, for the period starting on the closing date and ending on the last day of the full calendar quarter immediately following the third anniversary of the closing date, Company Revenue is at least $100 million (the “Second Operating Performance Milestone”); (C) 50% of the earnout shares if, at any time during the period starting on the closing date and ending on the fifth anniversary of the closing date, over any twenty (20) trading days within any thirty (30) trading day period the volume weighted average price (“VWAP”) of the common stock is greater than or equal to $12.50 per share (the “First Share Price Performance Milestone”); and (D) 50% of the earnout shares if, at any time during the period starting on the closing date and ending on the fifth anniversary of the closing date, over any twenty (20) trading days within any thirty (30) trading day period the VWAP of the common stock is greater than or equal to $15.00 per share (the “Second Share Price Performance Milestone”). Further, the earnout milestones are also considered to be met if the Company undergoes a change of control. A change of control is defined as (i) any transaction or series of related transactions that results in any Person or “group” (within the meaning of Section 13(d)(3) of the Exchange Act) acquiring equity interests that represent more than 50% of the total voting power of the Company or (ii) a sale or disposition of all or substantially all of the assets of the Company and its subsidiaries on a consolidated basis. Notwithstanding anything in the Merger Agreement to the contrary, any earnout shares issuable under the Merger Agreement to a Airship AI securityholder in respect of each Airship AI option or Airship AI SAR held by such holder as of immediately prior to the effective time of the merger shall be earned by such holder on the later of (i) the occurrence of the applicable earnout milestone, and (ii) the date on which the option in respect of such Airship AI option or SAR in respect of such Airship AI SAR, as applicable, becomes vested pursuant to its applicable vesting schedule, but only if such holder continues to provide services (whether as an employee, director or individual independent contractor) to the Company or one of its subsidiaries through such date. Notwithstanding the foregoing, any earnout shares that are not earned by a Airship AI securityholder in respect of its options or SARs on or before the fifth anniversary of the closing date of the merger shall be forfeited without any consideration. Any earnout shares that are forfeited pursuant to the Merger Agreement shall be reallocated to the other Airship AI securityholders who remain entitled to receive earnout shares in accordance with their respective earnout pro rata shares. These earnout shares have been categorized into two components: (i) the “Vested Shares” - those associated with earnout holders with vested equity at the closing of the merger that will be earned upon achievement of the earnout milestones and (ii) the “Unvested Shares” - those associated with earnout holders with unvested equity at the closing of the merger that will be earned over the remaining service period with the Company on their unvested equity shares and upon achievement of the earnout milestones. The Vested Shares, which represent 95% of the total earnout shares are classified as liabilities in the consolidated balance sheet at fair value with changes in fair value recognized in the consolidated statements of operations due to the variability in the number of earnout shares at settlement which could change upon a change of control event. The earnout arrangement contains a settlement provision that violates the indexation guidance under ASC 815-40. The Unvested Shares are equity-classified share-based compensation to be recognized over time under ASC 718 due to the service component. At the closing of the merger on December 21, 2023, the earnout liability had an initial fair value of $27,109,777, which was recorded as a long-term liability and a reduction to additional paid in capital in the consolidated balance sheet. As of December 31, 2023, the earnout liability had decreased to $5,133,428 as a result of the decline in the Company’s share price since the closing of the merger. As of June 30, 2024, the estimated fair value of the earnout liability increased to $11,741,351 primarily due to the increase in the Company’s share price, which resulted in a loss due to the change in fair value of the earnout liability during the six months ended June 30, 2024 of $6,607,923 and is recorded on the consolidated statements of operations and comprehensive loss. See Note 14– Fair Value Measurements for more information. As of June 30, 2024, the Company is currently evaluating the earnout shares to determine the first operating performance milestone has been met.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2024
Fair Value Measurements
Fair Value Measurements	14. Fair Value Measurements The following table sets forth by level within the ASC 820, Fair Value Measurement, fair value hierarchy of the Company’s liabilities that are measured at fair value on a recurring basis as of June 30, 2024: June 30, 2024 Level 1 Level 2 Level 3 Total Liabilities Earnout liability $ - $ - $ 11,741,351 $ 11,741,351 Senior Secured Convertible Promissory Notes - - 2,675,919 2,675,919 Warrant liability (Public Warrants) 5,828,609 - - 5,828,609 Warrant liability (Private Warrants) - 144,120 - 144,120 Total liabilities measured at fair value $ 5,828,609 $ 144,120 $ 14,417,270 $ 20,389,999 The following table sets forth by level within the ASC 820, Fair Value Measurement, fair value hierarchy of the Company’s liabilities that are measured at fair value on a recurring basis as of December 31, 2023: December 31, 2023 Level 1 Level 2 Level 3 Total Liabilities Earnout liability $ - $ - $ 5,133,428 $ 5,133,428 Senior Secured Convertible Promissory Notes - - 2,825,366 2,825,366 Warrant liability (Public Warrants) 646,428 - - 646,428 Warrant liability (Private Warrants) - 21,557 - 21,557 Total liabilities measured at fair value $ 646,428 $ 21,557 $ 7,958,794 $ 8,626,779 The estimated fair value of the earnout liability was determined using a Monte Carlo Model. The assumptions utilized in the calculation are based on the achievement of certain stock price milestones including projected stock price, volatility, probability of meeting the federal law enforcement agency growth and risk-free rate. The following assumptions were used in the simulation at each valuation date: June 30, 2024 December 31, 2023 Stock price $ 3.59 $ 1.70 Risk-free interest rate 4.33 % 3.84 % Expected term (in years) 4.5 5 Expected volatility 62.9 % 75.9 % Dividend yield 0 % 0 % The assumptions also included the probability of meeting the federal law enforcement agency growth milestone at 100%. The initial estimated fair value of the private warrants was measured using a Monte Carlo simulation. The estimated fair value of the public warrants is based on the listed price in an active market for such warrants and the fair value of the private placement warrants continues to be measured based on the public warrants listed price. The estimated fair value of the senior secured convertible promissory notes was measured using a Monte Carlo simulation pricing model that factors in potential outcomes being consummated, such as the convertible notes being repaid in cash and the convertible notes being converted to common stock. All of these scenarios take into consideration the terms and conditions of the underlying convertible notes plus potential changes in the underlying value of the common stock. The following assumptions were used in the simulation: June 30, 2024 December 31, 2023 Stock price $ 3.59 1.70 Effective discount rate 14.83 % 12.95 % Expected term (in years) 0.98 0.48 to 0.75 Expected volatility 56.9 % 62.5 % Dividend yield 0 % 0 % There were no transfers of financial instruments between valuation levels during the three and six months ended June 30, 2024 and the year ended December 31, 2023.

Earnings per Share

Earnings per Share	6 Months Ended
	Jun. 30, 2024
Earnings per Share
Earnings per Share	15. Earnings per Share The following table sets forth the computation of basic and diluted net income (loss) per share attributable to common stockholders: June 30, 2024 June 30, 2023 Three months ended Six months ended Three months ended Six months ended Net income (loss) - Basic $ 18,461,995 $ (13,502,474 ) $ (3,103,279 ) $ (4,815,455 ) Less: interest expense and remeasurement of convertible debt (1,005,611 ) - - - Net income (loss) - Diluted $ 17,456,384 $ (13,502,474 ) $ (3,103,279 ) $ (4,815,455 ) Weighted average shares outstanding: Basic 23,220,709 23,059,598 22,812,048 22,812,048 Add: dilutive effect of convertible debt, stock options, SARs and Airship warrants 7,051,519 - - - Diluted 30,272,228 23,059,598 22,812,048 22,812,048 Income (loss) per share Basic $ 0.80 $ (0.59 ) $ (0.14 ) $ (0.21 ) Diluted $ 0.58 $ (0.59 ) $ (0.14 ) $ (0.21 ) The following potentially dilutive shares were not included in the calculation of diluted shares outstanding for the periods presented as the effect would have been anti-dilutive: June 30, 2024 December 31, 2023 Public Warrants 16,159,012 16,184,612 Private Warrants 515,000 515,000 Convertible debt - 452,240 Warrants - 53,800 Outstanding stock options 300,000 - 16,974,012 17,205,652 The 5,000,000 earnout shares are excluded from basic and diluted net loss per share as such shares are contingently issuable until the Company exceeds certain milestone thresholds that have not been achieved. As of June 30, 2024, the Company is currently evaluating the earnout shares to determine if the first operating performance milestone has been met. As a result of the merger, the weighted-average number of shares of Common Stock used in the calculation of net income (loss) per share have been retroactively converted by applying the conversion ratio.

Subsequent Events

Subsequent Events	6 Months Ended
	Jun. 30, 2024
Subsequent Events
Subsequent Events	16. Subsequent Events The Company evaluated subsequent events, for the purpose of adjustment or disclosure, up through the date the financial statements were issued. Subsequent to June 30, 2024, there were no material transactions that require disclosure.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2024
Summary of Significant Accounting Policies
Basis of Presentation and Consolidation	The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. Intercompany accounts and transactions have been eliminated. The preparation of these consolidated financial statements were prepared in conformity with U.S. generally accepted accounting principles (“GAAP”). For periods prior to the merger, the reported share and per share amounts have been retroactively converted by the applicable exchange ratio with the exception of the authorized shares and shares reserved for issuance. See Note 11—Reverse Recapitalization for additional information.
Functional Currency	The Company’s consolidated functional currency is the U.S. Dollar. The operations of Zeppelin Worldwide, Inc. and its subsidiary, Zeppelin Taiwan, Ltd. (together “Zeppelin”) use the Taiwan Dollar as its functional currency. At each period end, Zeppelin’s balance sheet is translated into U.S. Dollars based upon the period end exchange rate, while their statements of operations and comprehensive loss and statements of cash flows are translated into U.S. Dollars based upon an average exchange rate during the period.
Cash and Cash Equivalents	The Company classifies highly liquid temporary investments with an original maturity of three months or less when purchased as cash equivalents. The Company maintains cash balances at various financial institutions. Balances at US banks are insured by the Federal Deposit Insurance Corporation up to $250,000. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant risk for cash on deposit.
Revenue Recognition and Deferred Revenue	The Company primarily generates revenue from sales of systems and products and the related post contract support to customers. The Company’s primary systems and products include Outpost AI, Acropolis and Airship Command. To date, the majority of the Company’s product revenue that has been recognized consists primarily of a bundled offering of hardware and software which delivers on premise solutions to its customers. Separate limited software subscription services have been delivered to customers including those customers that are able to operate in a cloud based environment. The transaction price recognized as revenue represents the amount the Company expects to be entitled to and is primarily comprised of product revenue, net of returns and variable consideration, including sales incentives provided to customers. Payment is typically due within 30 to 90 calendar days of the invoice date. The Company recognizes revenue when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services by following a five-step process: (1) identify the contract with a customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price, and (5) recognize revenue when or as the Company satisfies a performance obligation, as further described below.
Product Revenue	Product revenue is derived primarily from sales of the Company’s system offerings, Outpost AI, Acropolis and Airship Command. The Company recognizes product revenue at a point in time when title transfers, when the products are shipped, or when control of the system is transferred to the customer, which usually is upon delivery of the system and when contractual performance obligations have been satisfied.
Post Contract Support Revenue	Post Contract Support (“PCS”) revenue is derived primarily from the Company’s support and software maintenance agreements (“SMA”). The Company’s PCS includes the right to receive, on a when and if available basis, future unspecified firmware upgrades and features as well as bug fixes, and email and telephone support. The Company allocates a portion of the transaction price to the PCS performance obligation based on a cost-plus methodology and recognizes the associated revenue on a straight-line basis over the estimated term of the support period. The Company’s support contracts are typically one to five years with an average of four years, payment is due within 30 to 90 calendars days of the invoice date and may include options to renew. For the three months ended June 30, 2024 and 2023, the Company recognized revenue of $80,236 and $40,608, respectively, related to one-year support contracts. For the three months ended June 30, 2024 and 2023, the Company recognized revenue of $961,987 and $924,247, respectively, related to multi-year support contracts. For the six months ended June 30, 2024 and 2023, the Company recognized revenue of $139,597 and $81,215, respectively, related to one-year support contracts. For the six months ended June 30, 2024 and 2023, the Company recognized revenue of $2,078,865 and $1,988,071, respectively, related to multi-year support contracts.
Other Services	The Company earns other service revenues from installation services, training and licensing which are short-term in nature and revenue for these services are recognized at the time of performance when the service is provided.
Contracts with Multiple Performance Obligations	The Company’s contracts with customers often contain multiple performance obligations that can include three separate obligations: (i) a hardware component (which may be bundled with hardware accessories) and the embedded firmware essential to the functionality of the hardware component delivered at the time of sale; (ii) the right to the Company’s downloadable free application and software solutions, and (iii) the right for the customer to receive post contract support (“PCS”) after the initial sale. The Company’s products and PCS offerings have significant standalone functionalities and capabilities. Accordingly, the products are distinct from the Company’s PCS services as customers can benefit from the products without the PCS services and such PCS services are separately identifiable within the contracts. The Company accounts for multiple agreements with a single customer as a single contract if the contractual terms and/or substance of those agreements indicate that they may be so closely related that they are, in effect, parts of a single contract. The amount of consideration the Company expects to receive in exchange for delivering on the contract is allocated to each performance obligation based on its relative standalone selling price. The Company establishes the standalone selling price using the prices charged for a deliverable when sold separately. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price based on its pricing model and offering type (products or PCS services). The Company has elected the practical expedient to not assess whether a contract has a significant financing component as the Company’s standard payment terms are less than one year. The Company sells its products primarily through a direct sales force. The Company considers revenue to be earned when all of the following criteria are met: · The Company has a contract with a customer that creates enforceable rights and obligations, · Promised performance obligations are identified, · The transaction price, or the amount the Company expects to receive, is determinable and · The Company has satisfied the performance obligations to the customer. Transfer of control is evidenced upon passage of title and risk of loss to the customer unless the Company is required to provide additional services. The Company’s short-term and long-term deferred revenue balances totaled $3,791,970 and $3,878,997 as of June 30, 2024. The Company’s short-term and long-term deferred revenue balances totaled $4,008,654 and $4,962,126 as of December 31, 2023. Of the deferred revenue balance of $8,970,780 as of January 1, 2024, the Company recognized approximately $1,000,090 and $2,166,588 during the three and six months ended June 30, 2024, respectively.
Accounts Receivable and Provision for Credit Losses	The Company generally sells its products to large governmental entities and large corporations in the United States. Accounts receivable are recorded at invoiced amounts and are non-interest bearing. The Company adopted Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments — Credit Losses (codified as Accounting Standards Codification (“ASC”) 326) on January 1, 2023. ASC 326 adds to U.S. GAAP the current expected credit loss (“CECL”) model, a measurement model based on expected losses rather than incurred losses. Prior to the adoption of ASC 326, the Company evaluated receivables regularly and adjusted the allowance for doubtful accounts accordingly. The Company determined estimates of uncollectible accounts receivable based primarily on actual historical bad debt and sales return trends, customers financial condition and general economic conditions. Under the application of ASC 326, the Company’s historical credit loss experience provides the basis for the estimation of expected credit losses, as well as current economic and business conditions, and anticipated future economic events that may impact collectability. In developing its expected credit loss estimate, the Company evaluated the appropriate grouping of financial assets based upon its evaluation of risk characteristics, including consideration of the types of products and services sold. Account balances are written off against the allowance for expected credit losses after all means of collection have been exhausted and the potential for recovery is considered remote. Occasionally certain long-standing customers, who routinely place large orders, will have unusually large receivables balances relative to the total gross receivables. Management monitors the payments for these large balances closely and very often requires payment of existing invoices before shipping new sales orders. As of June 30, 2024 and December 31, 2023, the Company did not have a reserve for credit losses as all accounts receivable are considered collectible. Accounts receivable balances as of June 30, 2024 and December 31, 2023 were $3,440,121 and $1,648,904, respectively.
Concentration of Credit and Sales Risk	The Company sells its product to commercial and government customers under agreements that are normally paid within 30 days of contract completion. For the six months ended June 30, 2024, the Company had revenue from 36 customers and two customer represented 72% and 11% of total revenue, although such a high level of customer concentration is not typical. The primary reason for the high level of customer concentration for the six months ended June 30, 2024 was due to one large order received in late 2023 which was fulfilled in the six months ended June 30, 2024. As of June 30, 2024, four customers represent approximately 49%, 20%, 11% and 10% of outstanding account receivables. Due to the nature of the customers and timely payment history, customer concentration and credit risk in account receivables is estimated to be minimal. For the six months ended June 30, 2023, two customers represented 60% and 18% of total revenue. The primary reason for the high level of customer concentration for the six months ended June 30, 2023 was due to the lag-time in delivering on a large order received in late 2022 from one division of a customer which was not fulfilled until 2023. As of December 31, 2023, three customers represent approximately 51%, 26% and 17% of outstanding account receivables. Due to the nature of the customers and timely payment history, customer concentration and credit risk in account receivables is estimated to be minimal.
Inventory	The Company’s purchase of inventory, primarily computer servers, is undertaken to match purchase orders received from customers. Upon receipt of inventory, the Company generally configures the servers and loads proprietary software onto the servers before shipping out. The Company holds inventory for a short period of time and as of June 30, 2024 and December 31, 2023, it had no inventory in stock. Inventory value is primarily material costs and is valued at the lower of cost (first in, first out method) or net realizable value.
Long-Lived Assets	The Company reviews its long-lived assets for impairment annually or when changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Long-lived assets under certain circumstances are reported at the lower of carrying amount or fair value. Assets to be disposed of and assets not expected to provide any future service potential to the Company are recorded at the lower of carrying amount or fair value (less the projected cost associated with selling the asset). To the extent carrying values exceed fair values, an impairment loss is recognized in operating results. The Company recorded impairment losses of $0 for the six months ended June 30, 2024 and 2023.
Research and Development Expenses	Research and development expenses consist of the cost of employees, consultants and contractors who design, engineer and develop new products and processes as well as materials, supplies and facilities used in producing prototypes. The Company’s current research and development efforts are primarily focused on improving the Company’s products. The Company is also actively involved in identifying new applications. The Company’s current internal team along with outside consultants has considerable experience working with the application of the Company’s technologies and their applications. The Company engages third party experts as required to supplement the Company’s internal team. The Company believes that continued development of new and enhanced technologies is essential to the Company’s future success. The Company incurred research and development expenses of $702,771 and $665,203 for the three months ended June 30, 2024 and 2023, respectively, on development activities. The Company incurred research and development expenses of $1,398,137 and $1,339,283 for the six months ended June 30, 2024 and 2023, respectively, on development activities.
Software Development Costs	Costs incurred in the development of software programs for the Company’s products are charged to operations as incurred until technological feasibility of the software has been established. Generally, technological feasibility is established when the software module performs its primary functions described in its original specifications, contains features required for it to be usable in a production environment, is completely documented and the related hardware portion of the product is complete. After technological feasibility is established, any additional costs are capitalized. Capitalization of software costs ceases when the software is substantially complete and is ready for its intended use. No software development costs have been capitalized as of June 30, 2024 and December 31, 2023.
Cost of Net Revenues	Cost of net revenues for products includes components and freight. Cost of net revenues for post contract support and other services includes primarily the cost of personnel and personnel-related expenses to conduct implementations and ongoing client support.
Advertising	Advertising costs are charged to selling, general and administrative expenses as incurred. Advertising and marketing costs for the three months ended June 30, 2024 and 2023 were $66,863 and $3,500, respectively. Advertising and marketing costs for the six months ended June 30, 2024 and 2023 were $89,321 and $53,328, respectively.
Shipping and Handling of Products	Amounts billed to customers for shipping and handling of products are included in net revenues. Costs incurred related to shipping and handling of products are included in cost of revenues.
Fair Value Measurements	Fair value is the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. This topic also establishes a fair value hierarchy, which requires classification based on observable and unobservable inputs when measuring fair value. The fair value hierarchy distinguishes between assumptions based on market data (observable inputs) and an entity’s own assumptions (unobservable inputs). The hierarchy consists of three levels: Level 1 Level 2 Level 3 The recorded value of other financial assets and liabilities, which consist primarily of cash and cash equivalents, accounts receivable, other current assets, accounts payable and accrued expenses approximate the fair value of the respective assets and liabilities as of June 30, 2024 and December 31, 2023 are based upon the short-term nature of the assets and liabilities. The Company recorded its Senior Secured Convertible Promissory Note, earnout liability, and the warrants that were issued with the Convertible Promissory Note at fair value, remeasured on a recurring basis and considered them as Level 3 instruments. The public and private warrants were considered Level 1 and 2 instruments, respectively. The method of determining the fair value of the Senior Secured Convertible Promissory Note and attached warrants is described below. The Company classifies as liabilities any contracts that (i) require net-cash settlement (including a requirement to net- cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement).
Accounting for Senior Secured Convertible Promissory Notes at Fair Value	The Company has elected the fair value option to account for the senior secured convertible note that was issued on June 22, 2023 and the convertible notes that were issued in October and November 2023 and record them at fair value with changes in fair value recorded in the Consolidated Statements of Operations and Comprehensive Loss. As a result of applying the fair value option, direct costs and fees related to the convertible notes are recognized in earnings as incurred and not deferred. Values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires management to make judgments and consider factors specific to the liability. Considerable judgment is necessary to interpret market data and determine an estimated fair value. The use of different market assumptions or valuation methods may have a material effect on the estimated fair values. As of June 30, 2024, the Company has used a Monte Carlo simulation pricing model that factors in potential outcomes being consummated, such as the convertible notes being repaid in cash and the convertible notes being converted to common stock. All of these scenarios take into consideration the terms and conditions of the underlying convertible notes plus potential changes in the underlying value of the common stock. For the six months ended June 30, 2024, the Company recognized an unrealized loss of $512,184 for the change in fair value of the notes and is included in the Consolidated Statements of Operations and Comprehensive Loss. The Company believes accounting for the convertible notes at fair value better aligns the measurement methodologies of assets and liabilities, which may mitigate certain earnings volatility.
Derivative Liabilities and Earnout Liabilities	The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued share purchase warrants and earnout shares to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. The Company classifies as liabilities any contracts that (i) require net-cash settlement (including a requirement to net- cash settle the contract if an event occurs and if that event is outside the control of the Company) or (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement). At the merger closing, the Company assumed 515,000 private placement warrants and 16,184,612 public warrants. On June 3, 2024, the Company permanently reduced the exercise price of such warrants from $11.50 per share to an exercise price of $7.80 per share. The purpose of this reduced exercise price was to potentially raise proceeds received from the exercise of such warrants, if any, for working capital and general corporate purposes. As of June 30, 2024, there were 515,000 private placement warrants and 16,159,012 public warrants outstanding. See Note 12– Private Placement and Public Warrants for more information. Upon consummation of the merger, the Company evaluated the warrants and concluded that they did not meet the criteria to be classified within the stockholders’ deficit. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The initial estimated fair value of the warrants was measured using a Monte Carlo simulation. The subsequent estimated fair value of the public warrants is based on the listed price in an active market for such warrants while the fair value of the private placement warrants continues to be measured using a Monte Carlo simulation with the key inputs being directly or indirectly observable public warrants listed price. Since the public and private warrants meet the definition of a derivative, the Company recorded the public and private warrants as liabilities on the consolidated balance sheet at fair value upon the merger closing, with subsequent changes in the fair value recognized in the consolidated statements of operations at each reporting date. At the closing of the merger, the Airship AI securityholders that hold shares of common stock of Airship AI, Airship AI options, Airship AI earnout warrants or Airship AI SARs have the contingent right to receive up to 5.0 million additional shares of common stock, subject to certain contingencies. These earnout shares have been categorized into two components: (i) the vested shares that are associated with stockholders with vested equity at the closing of the merger that will be earned upon achievement of the earnout milestones and (ii) the unvested shares associated with stockholders with unvested equity at the closing of the merger that will be earned over the remaining service period with the Company on their unvested equity shares and upon achievement of the earnout milestones. The earnout shares associated with vested shares are recognized as derivative liabilities in accordance with ASC 815-40, as the events that determine the number of earnout shares required to be released or issued, as the case may be, include events that were not solely indexed to the fair value of common stock of the Company. The earnout shares were measured at the merger closing and subsequently measured at each reporting date until settled or when they met the criteria for equity classification. Accordingly, the Company recognizes the earnout shares as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The earnout shares were valued using a Monte Carlo analysis. At the closing of the merger, the unvested earnout shares were considered to be equity instruments and valued at approximately $2,675,000. This amount will be recognized as stock-based compensation going forward over the five-year vesting period. Derivative warrant and earnout shares liabilities are classified as non-current liabilities as their liquidation is not reasonably expected to require the use of significant current assets or require the creation of current liabilities.
Stock-Based Compensation	The Company has share-based compensation plans under which employees, consultants, suppliers and directors may be granted restricted stock, stock appreciation rights, incentive stock options, nonqualified stock options, unvested earnout shares and warrants to purchase shares of common stock at the fair market value at the time of grant. Stock-based compensation cost is measured by the Company at the grant date and the fair value of the award is recognized as an expense, over the requisite service period which is generally the vesting period. The Company adjusts stock-based compensation for changes to the estimate of expected equity award forfeitures based on actual forfeiture experience. The effect of adjusting the forfeiture rate is recognized in the period the forfeiture estimate is changed.
Income Taxes	Income taxes are accounted for using the liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and net operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The Company’s ability to realize deferred tax assets depends upon future taxable income, as well as the limitations discussed below. For financial reporting purposes, a deferred tax asset must be reduced by a valuation allowance if it is more likely than not that some portion or all of the deferred tax assets will not be realized prior to expiration. The Company considers historical and future taxable income, future reversals of existing taxable temporary differences, taxable income in prior carryback years, and ongoing tax planning strategies in assessing the need for valuation.
Comprehensive Gain (Loss)	Comprehensive gain is defined as the change in equity of a business during a period from non-owner sources. There was other comprehensive gain of $3,239 and $0 related foreign exchange translation for the three months ended June 30, 2024 and 2023, respectively. There was other comprehensive gain of $8,984 and $42,551 related foreign exchange translation for the six months ended June 30, 2024 and 2023, respectively.
Going Concern Assessment	The Company applies Accounting Standards Codification 205-40 (“ASC 205-40”), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern
Use of Estimates	In preparing these consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in the Company’s consolidated financial statements relate to the calculation of revenue recognition, stock-based compensation, valuation of common stock, valuation of senior secured convertible notes, warrant liability, earnout share liabilities, accruals for potential liabilities including income taxes, valuation of deferred tax assets and valuation assumptions related to share-based compensation.
Net Loss per Share	Basic income (loss) per share is based upon the net income (loss) for the three and six months ended June 30, 2024 and 2023 divided by the weighted average shares of common stock outstanding. Diluted net income per share is determined using the weighted average number of common shares and potential common shares (representing the dilutive effect of stock options, warrants, convertible notes payable and stock appreciation rights) outstanding during the period using the treasury stock method for the three months ended June 30, 2024. Common stock equivalents for the six months ended June 30, 2024 and 2023 are not included in the calculation of diluted earnings (loss) per share given the Company incurred a loss and they are anti-dilutive.
Reportable Segments	The Financial Accounting Standards Board, or FASB, Accounting Standard Codification, or ASC, Topic 280, Segment Reporting
Recent Accounting Pronouncements	All recent accounting pronouncements issued by the FASB, its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

Organization (Tables)

Organization (Tables)	6 Months Ended
	Jun. 30, 2024
Organization
Schedule of fair value transactions	Liability as of Liability as of June 30, 2024 December 31, 2023 Earnout liability $ 11,741,351 $ 5,133,428 Senior Secured Convertible Promissory Notes 2,675,919 2,825,366 Warrant liability (Public Warrants) 144,120 646,428 Warrant liability (Private Warrants) 5,828,609 21,557 Total liabilities measured at fair value $ 20,389,999 $ 8,626,779 Other loss related to instruments recorded at fair value during the six months ended June 30, 2024 $ (12,424,851 ) Other loss related to instruments recorded at fair value during the six months ended June 30, 2023 $ -

Stockholders Deficit (Tables)

Stockholders Deficit (Tables)	6 Months Ended
	Jun. 30, 2024
STOCKHOLDERS' DEFICIT:
Schedule of stock incentive plans	Options Weighted Average Potential Shares Exercise Price Proceeds Outstanding as of December 31, 2023 4,664,589 $ 0.55 $ 2,545,765 Granted 525,000 4.61 2,420,750 Exercised (294,448 ) (0.50 ) (146,972 ) Outstanding as of June 30, 2024 4,895,141 $ 0.98 $ 4,819,543
Schedule information of stock options outstanding and exercisable	Weighted Weighted Average Weighted Average Range of Number Remaining Life Average Number Exercise Price Exercise Prices Outstanding In Years Exercise Price Exercisable Exercisable $ 0.12 2,495,803 3.84 $ 0.12 2,495,803 $ 0.12 0.57 922,963 4.02 0.57 922,963 0.57 1.49-1.65 1,126,562 7.93 1.64 483,625 1.64 1.90 49,813 3.48 1.90 6,227 1.90 6.59-7.61 300,000 9.75 6.84 18,750 6.84 4,895,141 5.17 $ 0.98 3,927,367 $ 0.45
Schedule of significant weighted-average assumptions	Assumptions 6/30/2024 3/31/2024 Estimated stock price $ 7.61 $1.49-$6.59 Exercise price $ 7.61 $1.49-$6.59 Dividend yield 0 % 0 % Expected life 4 years 5-10 years Expected volatility 69 % 69 % Risk free interest rate 4.68 % 4.23 %
Summary of warrants outstanding	June 30, 2024 Weighted Average Exercise Shares Price Outstanding January 1, 2024 19,443,314 $ 10.16 Issued 135,534 3.70 Exercised (162,967 ) (4.92 ) Forfeited (51,967 ) (3.70 ) Expired - - Outstanding at June 30, 2024 19,363,914 $ 6.96
Summary of warrants outstanding and exercisable	June 30, 2024 Weighted Weighted Weighted Average Average Average Number of Remaining Exercise Shares Exercise Warrants Life ( In Years) Price Exercisable Price 2,689,902 3.85 $ 1.77 2,689,902 $ 1.77 515,000 4.42 7.80 515,000 7.80 16,159,012 4.42 7.80 16,159,012 7.80 19,363,914 4.40 $ 6.96 19,363,914 $ 6.96
Schedule of warrants weighted average assumptions	Assumptions Dividend yield 0% Expected life 3-5 years Expected volatility 69% Risk free interest rate 4.23%

Commitments, Contingencies an_2

Commitments, Contingencies and Legal Proceedings (Tables)	6 Months Ended
	Jun. 30, 2024
COMMITMENTS AND CONTINGENCIES (Note 9)
Schedule of minimum future lease payments	Years Ended June 30, 2025 $ 261,752 2026 364,885 2027 375,859 2028 128,397 Total remaining payments 1,130,893 Less Imputed Interest (136,898 ) Total lease liability $ 993,995

Reverse Recapitalization (Table

Reverse Recapitalization (Tables)	6 Months Ended
	Jun. 30, 2024
Reverse Recapitalization
Schedule of Reverse Recapitalization	Additional Accumulated Shares Par Amount Common Stock Paid in Capital Deficit SPAC Financing 8,891,718 $ 0.0001 $ 889 $ 8,315,186 $ - Transaction expenses (1) 532,986 0.0001 53 (6,651,674 ) (894,662 ) Earnout liability (4,470,918 ) (22,638,859 ) Warrants liability (2,009,105 ) - Reverse capitalization on December 21, 2023 (1) 9,424,704 $ 942 $ (4,816,511 ) $ (23,533,521 )
Schedule of revision of prior period financial information	As of December 31, 2023 As Reported Adjustment As Revised Prepaid expenses and other $ 913,030 $ (894,662 ) $ 18,368 Total current assets 5,693,577 (894,662 ) 4,798,915 Total assets 6,982,575 (894,662 ) 6,087,913 Accumulated deficit (16,582,038 ) (894,662 ) (17,476,700 ) Total stockholders' deficit (16,592,565 ) (894,662 ) (17,487,227 )

Private Placement and Public _2

Private Placement and Public Warrants (Tables)	6 Months Ended
	Jun. 30, 2024
Private Placement and Public Warrants
Schedule of the Public and Private Warrants outstanding	Number of Shares Exercise Price Expiration Date Fair Value Public Warrants 16,159,012 $ 7.80 December 21, 2028 5,828,609 Private Warrants 515,000 $ 7.80 December 21, 2028 144,120

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2024
Fair Value Measurements
Schedule of Assets and Liabilities that are Measured at Fair value on a Recurring Basis	June 30, 2024 Level 1 Level 2 Level 3 Total Liabilities Earnout liability $ - $ - $ 11,741,351 $ 11,741,351 Senior Secured Convertible Promissory Notes - - 2,675,919 2,675,919 Warrant liability (Public Warrants) 5,828,609 - - 5,828,609 Warrant liability (Private Warrants) - 144,120 - 144,120 Total liabilities measured at fair value $ 5,828,609 $ 144,120 $ 14,417,270 $ 20,389,999 December 31, 2023 Level 1 Level 2 Level 3 Total Liabilities Earnout liability $ - $ - $ 5,133,428 $ 5,133,428 Senior Secured Convertible Promissory Notes - - 2,825,366 2,825,366 Warrant liability (Public Warrants) 646,428 - - 646,428 Warrant liability (Private Warrants) - 21,557 - 21,557 Total liabilities measured at fair value $ 646,428 $ 21,557 $ 7,958,794 $ 8,626,779
Schedule of the estimated fair value of the earnout liability	June 30, 2024 December 31, 2023 Stock price $ 3.59 $ 1.70 Risk-free interest rate 4.33 % 3.84 % Expected term (in years) 4.5 5 Expected volatility 62.9 % 75.9 % Dividend yield 0 % 0 %
Schedule of the estimated fair value of the Senior Secured Convertible Promissory Notes	June 30, 2024 December 31, 2023 Stock price $ 3.59 1.70 Effective discount rate 14.83 % 12.95 % Expected term (in years) 0.98 0.48 to 0.75 Expected volatility 56.9 % 62.5 % Dividend yield 0 % 0 %

Earnings per Share (Tables)

Earnings per Share (Tables)	6 Months Ended
	Jun. 30, 2024
Earnings per Share
Schedule of basic and diluted net income (loss) per share attributable to common stock	June 30, 2024 June 30, 2023 Three months ended Six months ended Three months ended Six months ended Net income (loss) - Basic $ 18,461,995 $ (13,502,474 ) $ (3,103,279 ) $ (4,815,455 ) Less: interest expense and remeasurement of convertible debt (1,005,611 ) - - - Net income (loss) - Diluted $ 17,456,384 $ (13,502,474 ) $ (3,103,279 ) $ (4,815,455 ) Weighted average shares outstanding: Basic 23,220,709 23,059,598 22,812,048 22,812,048 Add: dilutive effect of convertible debt, stock options, SARs and Airship warrants 7,051,519 - - - Diluted 30,272,228 23,059,598 22,812,048 22,812,048 Income (loss) per share Basic $ 0.80 $ (0.59 ) $ (0.14 ) $ (0.21 ) Diluted $ 0.58 $ (0.59 ) $ (0.14 ) $ (0.21 )
Schedule of the Outstanding stock options	June 30, 2024 December 31, 2023 Public Warrants 16,159,012 16,184,612 Private Warrants 515,000 515,000 Convertible debt - 452,240 Warrants - 53,800 Outstanding stock options 300,000 - 16,974,012 17,205,652

Organization (Details)

Organization (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Organization
Earnout liability	$ 11,741,351		$ 5,133,428
Senior Secured Convertible Promissory Notes	2,675,919		2,825,366
Warrant liability (Public Warrants)	144,120		646,428
Warrant liability (Private Warrants)	5,828,609		21,557
Total liabilities measured at fair value	20,389,999		$ 8,626,779
Other expense related to instruments recorded at fair value	$ (12,424,851)	$ 0

Organization (Details Narrative

Organization (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Organization
Private placement warrants shares outstanding	515,000
Public warrants shares outstanding	16,184,612
Warrants exercise price	$ 11.50
Exercise price	$ 7.80
Current deferred revenue	$ 3,791,970	$ 4,008,654
Convertible debt	2,675,919
Working capital deficit	$ (6,712,000)
Number of private placement warrants	515,000
Number of Public Warrants	16,159,012
Accumulated deficit	$ (30,979,174)	$ (17,476,700)

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Feb. 02, 2024
Federal depository insurance coverage amount	$ 250,000		$ 250,000
Private placement warrants shares outstanding	515,000		515,000
Public warrants shares outstanding	16,159,012		16,159,012
Recognized revenue to multi-year support contracts	$ 961,987	$ 924,247	$ 2,078,865	$ 1,988,071
Recognized revenue to one-year support contracts9A	80,236	40,608	139,597	81,215
Accounts receivable	3,440,121		3,440,121		$ 1,648,904
Equity instruments	2,675,000		2,675,000
Short-term deferred revenue			3,791,970		4,008,654
Long-term deferred revenue			3,878,997		$ 4,962,126
Deferred revenues			8,970,780
Deferred revenue recognized	1,000,090		2,166,588
Impairment losses			0	0
Research and Development expenses	702,771	665,203	1,398,137	1,339,283
Advertising and marketing costs	66,863	3,500	89,321	53,328
Contingent	$ 5,000,000		$ 5,000,000
Exercise price	$ 6.96		$ 6.96			$ 3.6
Recognized an unrealized loss			$ 512,184
Private placement warrants	515,000		515,000
Public Warrants	16,184,612		16,184,612
Other comprehensive gain (loss)	$ 3,239	$ 0	$ 8,984	$ 42,551
Minimum [Member]
Exercise price	$ 7.80		$ 7.80
Maximum [Member]
Exercise price	$ 11.50		$ 11.50
One Customer [Member] | Revenue [Member]
Concentration Risk, Percentage			72%		60%
One Customer [Member] | Account Receivable [Member]
Concentration Risk, Percentage			49%		51%
Two Customer [Member] | Revenue [Member]
Concentration Risk, Percentage			11%		18%
Two Customer [Member] | Account Receivable [Member]
Concentration Risk, Percentage			20%		26%
Three Customer [Member] | Account Receivable [Member]
Concentration Risk, Percentage			11%		17%
Four Customer [Member] | Account Receivable [Member]
Concentration Risk, Percentage			10%
36 Customer [Member] | Revenue [Member]
Concentration Risk, Percentage			72%
36 Customer 2 [Member] | Revenue [Member]
Concentration Risk, Percentage			11%

Advances due to and from Foun_2

Advances due to and from Founders (Details Narrative) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Mar. 31, 2024
Founder [Member]
Advanced to company		$ 600,000
Airship AI [Member]
Proceeds from advances	$ 2,100,000	1,350,000
Advance from founders	$ 2,550,000	1,750,000
Repaid		$ 200,000	$ 1,300,000

Revenues (Details Narrative)

Revenues (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Net revenues	$ 5,400,000	$ 1,800,000	$ 14,800,000	$ 3,600,000
2024			27%
2025			73%
Deferred revenue recognized	1,000,090		$ 2,166,588
Deferred Revenue Recognized			7,700,000
Revenue
Short term deferred revenue	3,791,970		3,791,970		$ 4,008,654
Net revenues	1,000,000	$ 960,000	2,200,000	$ 2,100,000
Deferred revenue carry forward	8,970,780		8,970,780
Long term deferred revenue	3,878,997		3,878,997		$ 4,962,126
Deferred revenue recognized	$ 1,000,090		$ 2,166,588

Notes Payable and Line of Credi

Notes Payable and Line of Credit (Details Narrative) - USD ($)			1 Months Ended			3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 05, 2024	Oct. 03, 2023	Mar. 18, 2024	Feb. 02, 2024	Jun. 22, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Jun. 22, 2024
Interest Rate		110%		110%	110%
Prepaid expenses						$ 39,288	$ 238	$ 39,288	$ 9,767
Common stock shares issued						23,736,027		23,736,027		22,812,048	232,360
Shares Issued, Shares, Share-Based Payment Arrangement, Forfeited			51,967
Common stock value						$ 2,372		$ 2,372		$ 2,281
Platinum Capital Partner, Inc.
Interest Rate		6%	4.99%	6%	6%
Common shares issued	169,204			189,334	53,800
Convertible promissory note	$ 512,184	$ 600,000		$ 2,000,000	$ 2,000,000
Accounts payable amount					374,000			$ 2,675,919		$ 2,825,366
repayment note amount		$ 660,000		$ 2,200,000	$ 2,200,000
Matures Date				Jun. 22, 2024	Jun. 22, 2024			Jun. 22, 2028
Warant Received			137,367
Shares Issued, Shares, Share-Based Payment Arrangement, Forfeited			51,967
Promissory notes with a face value	600,000
Common stock value	$ 835,610
Loss on debt conversion								$ 158,794
warrants					$ 15,418
Conversion price				$ 2.27
Exercise price				$ 3.6	$ 6.50	$ 3.6		$ 3.6		$ 6.50
Platinum Capital Partner, Inc.One
Convertible promissory note					$ 2,000,000
Extension fees					1,008,400
Prepaid expenses					$ 487,000
Common stock shares issued					232,360	232,360		232,360
Conversion price					$ 2.27	$ 2.27		$ 2.27
Exercise price					$ 3.6

Stockholders Deficit (Details)

Stockholders Deficit (Details)	6 Months Ended
	Jun. 30, 2024 USD ($) $ / shares shares
STOCKHOLDERS' DEFICIT:
Number of shares, Options Outstanding, Beginning | shares	4,664,589
Number of shares, Options Outstanding, granted | shares	525,000
Number of shares, Options Outstanding, exercised | shares	294,448
Number of shares, Options Outstanding, Ending Balance | shares	4,895,141
Weighted average exercise price, option outstanding, Beginning Balance | $ / shares	$ 0.55
Warrants, weighted average exercise price, options granted | $ / shares	4.61
Warrants,Weighted average exercise price, Options cancelled/forfeited | $ / shares	(0.50)
Weighted average exercise price, option outstanding, Ending Balance | $ / shares	$ 0.98
Number of shares, Options Outstanding, Beginning | $	$ 2,545,765
Number of shares, Options Outstanding, granted | $	2,420,750
Number of shares, options outstanding, exercised | $	(146,972)
Number of shares, Options Outstanding, Ending | $	$ 4,819,543

Stockholders Deficit (Details 1

Stockholders Deficit (Details 1) - $ / shares	6 Months Ended
	Jun. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Number of shares, Options Outstanding	4,895,141	4,664,589	2,624,869	4,162,067
Weighted average exercise price, option outstanding	$ 0.98	$ 0.55	$ 0.926	$ 0.411
Number of shares, Options exercisable	3,927,367
Weighted average exercise price, option exercisable	$ 0.45
Weighted average remaining life in years- vested and exercisable	5 years 2 months 1 day
Range 0.12
Number of shares, Options Outstanding	2,495,803
Weighted average exercise price, option outstanding	$ 0.12
Number of shares, Options exercisable	2,495,803
Weighted average exercise price, option exercisable	$ 0.12
Weighted average remaining life in years- vested and exercisable	3 years 10 months 2 days
Range 0.57
Number of shares, Options Outstanding	922,963
Weighted average exercise price, option outstanding	$ 0.57
Number of shares, Options exercisable	922,963
Weighted average exercise price, option exercisable	$ 0.57
Weighted average remaining life in years- vested and exercisable	4 years 7 days
Range 1.49-1.65
Number of shares, Options Outstanding	1,126,562
Weighted average exercise price, option outstanding	$ 1.64
Number of shares, Options exercisable	483,625
Weighted average exercise price, option exercisable	$ 1.64
Weighted average remaining life in years- vested and exercisable	7 years 11 months 4 days
Range 1.90
Number of shares, Options Outstanding	49,813
Weighted average exercise price, option outstanding	$ 1.90
Number of shares, Options exercisable	6,227
Weighted average exercise price, option exercisable	$ 1.90
Weighted average remaining life in years- vested and exercisable	3 years 5 months 23 days
Range 6.59-7.61 [Member]
Number of shares, Options Outstanding	300,000
Weighted average exercise price, option outstanding	$ 6.84
Number of shares, Options exercisable	18,750
Weighted average exercise price, option exercisable	$ 6.84
Weighted average remaining life in years- vested and exercisable	9 years 9 months

Stockholders Deficit (Details 2

Stockholders Deficit (Details 2) - $ / shares	3 Months Ended	6 Months Ended
	Mar. 31, 2024	Jun. 30, 2024
Estimated stock price		$ 7.61
Exercise price		$ 7.61
Dividend yield	0%	0%
Expected life		4 years
Expected Volatility	69%	69%
Risk free interest rate	4.23%	4.68%
Minimum [Member]
Estimated stock price	$ 1.49
Exercise price	$ 1.49
Expected life	5 years
Maximum [Member]
Estimated stock price	$ 6.59
Exercise price	$ 6.59
Expected life	10 years

Stockholders Deficit (Details 3

Stockholders Deficit (Details 3)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
STOCKHOLDERS' DEFICIT:
Warrants outstanding , Beginning | shares	19,443,314
Warrants issued | shares	135,534
Warrants Exercised | shares	(162,967)
Warrants Forfeited | shares	(51,967)
Warrants outstanding , ending | shares	19,363,914
Weighted average exercise price, option outstanding, Beginning Balance	$ 10.16
Warrants, weighted average exercise price, Issued	3.70
Warrants, weighted average exercise price, Exercised	(4.92)
Warrants, weighted average exercise price, Forfeited	(3.70)
Warrants, weighted average exercise price, Expired	0
Weighted average exercise price, option outstanding, Ending Balance	$ 6.96

Stockholders Deficit (Details 4

Stockholders Deficit (Details 4) - $ / shares	6 Months Ended
	Jun. 30, 2024	Feb. 02, 2024
Number of Warrants	19,363,914
Weighted average exercise price, Warrants	$ 6.96	$ 3.6
Number of shares, Warrants exercisable	19,363,914
Weighted average exercise price, Warrants exercisable	$ 6.96
Weighted average remaining life in years- vested and exercisable	5 years 2 months 1 day
Weighted average remaining life in years- vested and exercisable	4 years 4 months 24 days
Warrants 1 [Member]
Number of Warrants	515,000
Weighted average exercise price, Warrants	$ 7.80
Number of shares, Warrants exercisable	515,000
Weighted average exercise price, Warrants exercisable	$ 7.80
Weighted average remaining life in years- vested and exercisable	4 years 5 months 1 day
Warrants 2 [Member]
Number of Warrants	16,159,012
Weighted average exercise price, Warrants	$ 7.80
Number of shares, Warrants exercisable	16,159,012
Weighted average exercise price, Warrants exercisable	$ 7.80
Weighted average remaining life in years- vested and exercisable	4 years 5 months 1 day
Warrants [Member]
Number of Warrants	2,689,902
Weighted average exercise price, Warrants	$ 1.77
Number of shares, Warrants exercisable	2,689,902
Weighted average exercise price, Warrants exercisable	$ 1.77
Weighted average remaining life in years- vested and exercisable	3 years 10 months 6 days

Stockholders Deficit (Details 5

Stockholders Deficit (Details 5)	3 Months Ended	6 Months Ended
	Mar. 31, 2024	Jun. 30, 2024
Dividend yield	0%	0%
Expected life		4 years
Expected Volatility	69%	69%
Risk free interest rate	4.23%	4.68%
Minimum [Member]
Expected life	5 years
Maximum [Member]
Expected life	10 years
Warrant To Purchase Of Common Stock [Member]
Dividend yield		0%
Expected Volatility		69%
Risk free interest rate		4.23%
Warrant To Purchase Of Common Stock [Member] | Minimum [Member]
Expected life		3 years
Warrant To Purchase Of Common Stock [Member] | Maximum [Member]
Expected life		5 years

Stockholders Deficit (Details N

Stockholders Deficit (Details Narrative) - USD ($)			1 Months Ended	3 Months Ended				6 Months Ended
	Mar. 05, 2024	Feb. 02, 2024	Mar. 18, 2024	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023	Jun. 22, 2024	May 16, 2024	Dec. 31, 2023
Expiration date		June 22, 2028
Stock based compensation expense				$ 261,636	$ 268,989	$ 136,709	$ 136,709	$ 530,625	$ 273,418
Common stock shares issued				23,736,027				23,736,027		232,360		22,812,048
Common stock shares par value				$ 0.0001				$ 0.0001
Common stock shares issued				200,000,000				200,000,000
Vested warrants Shares				19,363,914				19,363,914
Common stock shares, outstanding				23,736,027				23,736,027				22,812,048
Aggregate intrinsic value				$ 4,895,622				$ 4,895,622
Preferred stock, shares authorized				5,000,000				5,000,000				5,000,000
Aggregated grant date fair value				$ 2,675,223				$ 2,675,223
Common share per value				$ 5.96				$ 5.96
Common forfeited shares			51,967
Common shares received			137,367
Stock based compensation				$ 133,761		2,136,115		$ 267,522
Ownership percentage		4.99%
Unrecognized Stock based compensation								$ 1,553,651
Common Stock, Shares Authorized				205,000,000				205,000,000
Warrants to Purchase Common Stock by each founders		189,334
Weighted average exercise price, Warrants		$ 3.6		$ 6.96				$ 6.96
Common Stock [Member] | Invester [Member]
Secured convertible promissory note issued	$ 250,000
converted a senior secured convertible shares of common stock	70,502							25,600
Proceed from warrants								$ 293,249
Weighted average exercise price, Warrants				$ 11.49				$ 11.49
Common Stock [Member] | Investor 1 [Member]
Common stock shares issued											50,000	15,000
Secured convertible promissory note issued	$ 350,000
converted a senior secured convertible shares of common stock	98,702
Stock Incentive Plan
Stock options outstanding				294,448				294,448
Expiration date	March 31, 2034
Purchase shares of common stock	525,000
Stock based compensation expense				$ 261,636		$ 136,709
Stock option exercise price				$ 0.98				$ 0.98
Common stock exercise price per share	$ 4.61
Common stock shares issued				4,080,000				4,080,000
Costs expected period in years								4 years 6 months
Vested warrants Shares				4,895,141				4,895,141
Aggregate intrinsic value				$ 13,728,765				$ 13,728,765
Unrecognized Stock based compensation								$ 2,407,702
Common Stock SARs outstanding				1,758,000				1,758,000				1,758,000
Stock awards outstanding				4,895,141				4,895,141
Minimum [Member]
Stock option exercise price				$ 0.12				$ 0.12
Costs are expected to be recognized over a period								4 years 9 months
Weighted average exercise price, Warrants				7.80				$ 7.80
Maximum [Member]
Stock option exercise price				1.64				$ 1.64
Costs are expected to be recognized over a period								5 years 2 months 1 day
Weighted average exercise price, Warrants				$ 11.50				$ 11.50

Employee 401(k) Plan (Details N

Employee 401(k) Plan (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Employee 401(k) Plan
Contributions expense	$ 50,696	$ 47,563	$ 100,798	$ 93,559
Description			The plan provides for a 3.5% match on up to 6% of deferred salary

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Owed by related party	$ 60,000,000
Mr Huang And Mr Xu [Member]
Advance from related party	2,550,000	$ 1,750,000
Payments for advances of related party	2,100,000	200,000
Advance received from related party	$ 1,300,000	$ 1,350,000

Commitments Contingencies and L

Commitments Contingencies and Legal Proceedings (Details)	Jun. 30, 2024 USD ($)
COMMITMENTS AND CONTINGENCIES (Note 9)
2025	$ 261,752
2026	364,885
2027	375,859
2028	128,397
Total remaining payments	1,130,893
Less Imputed Interest	(136,898)
Total lease liability	$ 993,995

Commitments Contingencies and_2

Commitments Contingencies and Legal Proceedings (Details Narrative)				1 Months Ended	3 Months Ended		6 Months Ended
	Jul. 13, 2023 USD ($) ft²	Jan. 02, 2021 USD ($) ft²	May 02, 2019 USD ($) ft²	Feb. 29, 2024 USD ($)	Jun. 30, 2024 USD ($) $ / shares	Jun. 30, 2023 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) $ / shares
Area of lease agreement | ft²	15,567	3,621	31,765
Monthly payment increases in percentage	3%		3%
Operating lease liabilities					$ 993,995		$ 993,995		$ 1,118,578
Right of use assets					953,713		953,713		1,104,804
Lease costs for the leases					128,124	$ 162,414	$ 227,067	$ 324,828
Weighted average discount rate							7%
Lease obligations- current liabilities					$ 198,002		$ 198,002		$ 174,876
Common stock exercise price per shares | $ / shares					$ 0.0001		$ 0.0001		$ 0.0001
Net monthly payment	$ 25,000	$ 4,828	$ 44,440	$ 6,488
Lease expires date	Oct. 31, 2027	Feb. 28, 2024	Apr. 30, 2024	Aug. 29, 2024
Employment Agreement [Member]
Base salary							$ 250,000
Granted options to purchase of common stock | shares							(25,000)
Common stock exercise price per shares | $ / shares					$ 1.49		$ 1.49
Minimum [Member]
Monthly payment increases in percentage		3%
Maximum [Member]
Monthly payment increases in percentage		6%

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Income Taxes
Provision for income taxes	$ 0	$ 0
Effective tax rate	0%	0%

Reverse Recapitalization (Detai

Reverse Recapitalization (Details) - USD ($)	Jun. 30, 2024	Jun. 22, 2024	Dec. 31, 2023
Issued shares of common stock, value	$ 2,372		$ 2,281
Common stock shares issued	23,736,027	232,360	22,812,048
Common stock exercise price per shares	$ 0.0001		$ 0.0001
Common Stocks [Member]
Issued shares of common stock, value	$ 942
Common stock shares issued	9,424,704
Common Stocks [Member] | SPAC Financing [Member]
Issued shares of common stock, value	$ 889
Common stock shares issued	8,891,718
Common stock exercise price per shares	$ 0.0001
Common Stocks [Member] | Transaction expenses [Member]
Issued shares of common stock, value	$ 53
Common stock shares issued	532,986
Common stock exercise price per shares	$ 0.0001
Additional Paid In Capitals [Member]
Issued shares of common stock, value	$ 4,816,511
Additional Paid In Capitals [Member] | SPAC Financing [Member]
Issued shares of common stock, value	8,315,186
Additional Paid In Capitals [Member] | Transaction expenses [Member]
Issued shares of common stock, value	6,651,674
Additional Paid In Capitals [Member] | Earnout liability [Member]
Issued shares of common stock, value	4,470,918
Additional Paid In Capitals [Member] | Warrants liability [Member]
Issued shares of common stock, value	2,009,105
Accumulated Deficits [Member]
Issued shares of common stock, value	23,533,521
Accumulated Deficits [Member] | SPAC Financing [Member]
Issued shares of common stock, value	0
Accumulated Deficits [Member] | Transaction expenses [Member]
Issued shares of common stock, value	894,662
Accumulated Deficits [Member] | Earnout liability [Member]
Issued shares of common stock, value	22,638,859
Accumulated Deficits [Member] | Warrants liability [Member]
Issued shares of common stock, value	$ 0

Reverse Recapitalization (Det_2

Reverse Recapitalization (Details 1) - USD ($)	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022
Total assets	$ 5,305,272		$ 6,087,913
Accumulated deficit	(30,979,174)		(17,476,700)
Total stockholders' deficit	$ (27,966,537)	$ (48,050,609)	(17,487,227)	$ (10,721,782)	$ (9,933,878)	$ (8,358,411)
As Reported [Member]
Prepaid expenses and other			913,030
Total current assets			5,693,577
Total assets			6,982,575
Accumulated deficit			(16,582,038)
Total stockholders' deficit			(16,592,565)
Adjustment [Member]
Prepaid expenses and other			894,662
Total current assets			894,662
Total assets			894,662
Accumulated deficit			(894,662)
Total stockholders' deficit			(894,662)
As Revised [Member]
Prepaid expenses and other			18,368
Total current assets			4,798,915
Total assets			6,087,913
Accumulated deficit			(17,476,700)
Total stockholders' deficit			$ (17,487,227)

Reverse Recapitalization (Det_3

Reverse Recapitalization (Details Narrative) $ in Millions	6 Months Ended
	Jun. 30, 2024 USD ($)
Reverse Recapitalization
Net proceeds	$ 2.8
Net of transaction costs	$ 6.6

Private Placement and Public _3

Private Placement and Public Warrants (Details) - USD ($)	6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Feb. 02, 2024	Dec. 31, 2023
Weighted average exercise price, Warrants	$ 6.96		$ 3.6
Warrant, Outstanding (in Shares)	19,363,914	19,363,914		19,443,314
Private Placement [Member]
Weighted average exercise price, Warrants	$ 7.80
Warrant, Expiration date	Dec. 21, 2028
Warrant, Outstanding (in Shares)	515,000
Warrant, Initial Fair Value	$ 144,120
Public Warrant [Member]
Weighted average exercise price, Warrants	$ 7.80
Warrant, Expiration date	Dec. 21, 2028
Warrant, Outstanding (in Shares)	16,159,012
Warrant, Initial Fair Value	$ 5,828,609

Private Placement and Public _4

Private Placement and Public Warrants (Details Narrative)	6 Months Ended
	Jun. 30, 2024 $ / shares shares
Warrant outstanding (in Shares)	16,159,012
Private placement warrants shares outstanding	515,000
Public warrants shares outstanding	16,184,612
Warrants exercise price | $ / shares	$ 11.50
Exercise price | $ / shares	$ 7.80
Public Warrant and Private Warrant [Member]
Warrant outstanding (in Shares)	16,159,012
Private placement warrants shares outstanding	515,000
Warrant received (in Shares)	515,000
Public warrants shares outstanding	16,184,612
Warrants exercise price | $ / shares	$ 11.50
Exercise price | $ / shares	$ 7.80

Earnout Liability (Details Narr

Earnout Liability (Details Narrative) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Earnout liability decreased		$ 5,133,428
Initial fair value of earnout liability		$ 27,109,777
Estimated fair value of the earnout liability	$ 11,741,351
Change in fair value of the earnout liability	$ 6,607,923
Earnout Shares receival	5,000,000
25 Percent Earnout Shares [Member]
Earnout Shares description	25% of the earnout shares if, for the period starting on the closing date and ending on the last day of the full calendar quarter immediately following the first anniversary of the closing date, (1) Company Revenue (as defined below) is at least $39 million, or (2) the aggregate value of new contract awards (including awards obtained through purchase orders) with federal law enforcement agencies (whether such awards are obtained directly or through intermediaries) has grown by at least 100% as compared to the year-over-year amount for the twelve-month period ending on the date of the Merger Agreement (the “First Operating Performance Milestone”)
75 Percent Earnout Shares [Member]
Earnout Shares description	75% of the earnout shares if, for the period starting on the closing date and ending on the last day of the full calendar quarter immediately following the third anniversary of the closing date, Company Revenue is at least $100 million (the “Second Operating Performance Milestone”)
50 Percent Earnout Shares [Member]
Earnout Shares description	50% of the earnout shares if, at any time during the period starting on the closing date and ending on the fifth anniversary of the closing date, over any twenty (20) trading days within any thirty (30) trading day period the VWAP of the common stock is greater than or equal to $15.00 per share (the “Second Share Price Performance Milestone”)
50 Percent One Earnout Shares [Member]
Earnout Shares description	50% of the earnout shares if, at any time during the period starting on the closing date and ending on the fifth anniversary of the closing date, over any twenty (20) trading days within any thirty (30) trading day period the volume weighted average price (“VWAP”) of the common stock is greater than or equal to $12.50 per share (the “First Share Price Performance Milestone”);

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Earnout liability	$ 11,741,351	$ 5,133,428
Senior Secured Convertible Promissory Notes	2,675,919	2,825,366
Warrant liability (Public Warrants)	5,828,609	646,428
Warrant liability (Public Warrants)	144,120	646,428
Warrant liability (Private Warrants)	144,120	21,557
Warrant liability (Private Warrants)	5,828,609	21,557
Total liabilities measured at fair value	20,389,999	8,626,779
Fair Value Inputs Level 1 [Member]
Earnout liability	0	0
Senior Secured Convertible Promissory Notes	0	0
Warrant liability (Public Warrants)	5,828,609	646,428
Warrant liability (Private Warrants)	0	0
Total liabilities measured at fair value	5,828,609	646,428
Fair Value Inputs Level 2 [Member]
Earnout liability	0	0
Senior Secured Convertible Promissory Notes	0	0
Warrant liability (Public Warrants)	0	0
Warrant liability (Private Warrants)	144,120	21,557
Total liabilities measured at fair value	144,120	21,557
Fair Value Inputs Level 3 [Member]
Earnout liability	11,741,351	5,133,428
Senior Secured Convertible Promissory Notes	2,675,919	2,825,366
Warrant liability (Public Warrants)	0	0
Warrant liability (Private Warrants)	0	0
Total liabilities measured at fair value	$ 14,417,270	$ 7,958,794

Fair Value Measurements (Deta_2

Fair Value Measurements (Details 1) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 21, 2023	Dec. 31, 2023
Expected term (in years)	11 months 23 days
Monte Carlo Simulation [Member]
Stock price	$ 3.59		$ 1.70
Dividend yield	$ 0		$ 0
Expected volatility	$ 56,900		$ 62,500
Risk-free interest rate	14.83%		12.95%
Monte Carlo Simulation [Member] | Maximum [Member]
Expected term (in years)		9 months
Monte Carlo Simulation [Member] | Minimum [Member]
Expected term (in years)		5 months 23 days
Monte Carlo Model One [Member]
Stock price	$ 3.59		$ 1.70
Expected term (in years)	4 years 6 months	5 years
Dividend yield	$ 0		$ 0
Expected volatility	$ 62,900		$ 75,900
Risk-free interest rate	4.33%		3.84%

Earnings per Share (Details)

Earnings per Share (Details) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Earnings per Share
Net loss	$ 18,461,995	$ (31,964,469)	$ (3,103,279)	$ (1,712,176)	$ (13,502,474)	$ (4,815,455)
Less: interest expense and remeasurement of convertible debt	(1,005,611)		0		0	0
Net income (loss) - Diluted	$ 17,456,384		$ (3,103,279)		$ (13,502,474)	$ (4,815,455)
Weighted average shares outstanding basic	23,220,709		22,812,048		23,059,598	22,812,048
Add: dilutive effect of stock options, SARs and Airship warrants	7,051,519		0		0	0
Weighted average shares outstanding diluted	30,272,228		22,812,048		23,059,598	22,812,048
Income (loss) per share basic	$ 0.80		$ (0.14)		$ (0.59)	$ (0.21)
Income (loss) per share Diluted	$ 0.58		$ (0.14)		$ (0.59)	$ (0.21)

Earnings per Share (Details 1)

Earnings per Share (Details 1) - shares	Jun. 30, 2024	Dec. 31, 2023
Earnings per Share
Public Warrants	16,159,012	16,184,612
Private Warrants	515,000	515,000
Convertible debt	0	452,240
Warrants	0	53,800
Outstanding stock options	300,000	0
Diluted shares outstanding	16,974,012	17,205,652

Earnings per Share (Details Nar

Earnings per Share (Details Narrative)	Jun. 30, 2024 shares
Earnings per Share
Earnout Shares are excluded	5,000,000