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ANNUAL REPORT [This Page Intentionally Left Blank] Table of Contents 2019 | ANNUAL REPORT [This page intentionally left blank] Table of Contents Letter to our shareholders… ............................................................................................................................................... 2 2019 Annual Report on Form 10-K… ................................................................................................................................ 4 WIDEPOINT CORPORATION 11250 Waples Mill Rd., South Tower, Suite 210 Fairfax, Virginia 22030 April 24, 2020 Dear Fellow Stockholders: Thank you for your continued interest in and support of WidePoint. I am very pleased to report that we achieved our two key goals for 2019 of (i) establishing a stable and profitable business and attaining (ii) a double digit percentage growth in our topline revenue. We experienced organic growth of 22%, finished 2019 with record revenues of nearly $102 million, generated over $4 million of positive cash flow and returned to net profitability. Based on our strong financial performance, we announced a share repurchase plan in October 2019 and repurchased approximately 400,000 shares prior to pausing the plan in 2020 in an abundance of caution as a cash conservation measure to deal with potential issues that could materialize due to the coronavirus pandemic. I am cautiously optimistic that we will be insulated from the major negative effects of the pandemic and potentially benefit as a result of the increased reliance on working remotely. Our Trusted Mobility Management (TM2) solution provides services for managing, securing, and gaining visibility into our customers' mobility assets. As such, our TM2 solution is what is needed to help enable an effective mobile workforce. We continue to execute on our TM2 strategy to grow both our top-line revenue and bottom-line profitability. More importantly, we are working together as a single company, sharing business intelligence, technology, and other company resources to further speed our growth and profitability trajectory. In addition to our financial performance improvements, 2019 has been an eventful year. Below are some of our key accomplishments in 2019: 1. We obtained Authorizations to Operate (ATOs) from the Department of Homeland Security and the Department of Commerce as well as the GovCloud certification. The ATOs are a stamp of approval from the agencies attesting to the robustness of our information security posture for protecting customer data. The ATOs are costly, time consuming, and difficult to attain and maintain. WidePoint is unique in this respect as no other TM2 vendor can claim this certification. 2. WidePoint, as part of a team, won the coveted NASA NEST contract with a period of performance of over 10 years if all option periods are exercised. 3. WidePoint played a key role in successfully supporting the U.S. Census Bureau’s address canvassing project as well as implementing the mobility management solution for the 2020 Decennial Census. 4. Repurchase of approximately 400,000 shares of our company stock in the open market. 5. Continue to expand strategic relationships with large system integrators to win material contracts. In addition to the above, we successfully concluded our search for our new CFO. Kellie Kim, our new CFO, brings to WidePoint more than 30 years of experience in financial and business leadership in both public and private companies that operate in a variety of industries. We now have a stronger management team and Ian Sparling can return to focusing his full attention on running and growing our Digital Billing & Analytics business. I thank Ian Sparling for stepping forward during a pivotal time to take on the additional duties as the 2 | P a ge interim CFO. We start 2020 with an effective and efficient management team that is prepared for the challenges ahead. As we turn our attention to 2020 and the macro economic conditions as well as dealing with the COVID-19 pandemic, it is critically important for WidePoint to continue to focus on the basics of running our operations efficiently while also focusing on growth. Below are the key initiatives that we will focus on in 2020 and beyond: 1. Mitigate any risks associated with the COVID-19 pandemic. 2. Continue to execute such that we are providing unmatched level of services to our current customer base, while remaining profitable. 3. Successfully close on the DHS CWMS sole source contract and win the DHS CWMS contract recompete. 4. Successfully support the 2020 Decennial Census. 5. Strive to gain competitive edge by attaining FedRAMP certification and continued technology refresh of our delivery infrastructure. 6. Grow our recurring high-margin SaaS revenues. Strategically, we will continue to team with large entrenched system integrators to continue to leverage their sales and marketing resources to help us capture new customers. We will focus on developing and/or acquiring new capabilities and customers. We will also continue to invest in our products and services to ensure that our staff has the best tools at hand to support our customers. Tools that are certified and accredited by the federal government of data security. We have reengaged with research and advisory companies for mobility management services to build our brand and name recognition. We will also continue to build our direct sales organization with the goal of improving upon our robust sales pipeline and continued diversification of our customer base. We continue to consider and review various long-term strategic options that are geared towards driving sustainable and significant shareholder value. And we are also in a strong position to take action where appropriate. Finally, I thank our staff of over 250 professionals who continue to provide excellent support for our clients in these challenging times. We are fortunate to have such dedicated professionals to propel our growth throughout 2020 and beyond. Sincerely, Jin Kang Jin Kang Chief Executive Officer 3 | P a ge UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to ___________________ Commission File Number: 001-33035 WidePoint Corporation (Exact name of Registrant as specified in its charter) Delaware 52-2040275 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 11250 Waples Mill Road, South Tower, Suite 210, Fairfax, Virginia 22030 (Address of principal executive offices) (Zip Code) (703) 349-2577 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the act: Name of each exchange Title of each class Trading Symbol(s) on which registered Common Stock, $0.001 par value per WYY NYSE AMERICAN share Securities registered pursuant to Section 12(g) of the act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes ☑ No ☐ 4 | P a g e Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files): Yes ☑ No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☑ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Yes ☐ No ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑ The aggregate market value of the registrant’s Common Stock held by non-affiliates of the registrant, computed by reference to the closing price of the Common Stock on the NYSE American on the last business day of the registrant’s most recently completed second fiscal quarter, was approximately $33.4 million. As of March 20, 2020, there were 83,837,279 shares of the registrant’s Common Stock issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of WidePoint Corporation's proxy statement in connection with its 2020 Annual Meeting of Stockholders are incorporated by reference in Part III. 5 | P a g e Cautionary Note Regarding Forward Looking Statements This Annual Report on Form 10-K contains
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