{"url_path":"/sec/elwt/10-q/2026/item-4","section_key":"item-4","section_title":"Item 4 CONTROLS AND PROCEDURES","topic":"sec","document":{"doc_type":"10-Q","doc_date":"2026-05-15","source_url":"https://www.sec.gov/Archives/edgar/data/2063863/0001104659-26-061490-index.html","accession_number":"0001104659-26-061490","cik":"0002063863","ticker":"ELWT","issuer_name":"Elauwit Connection, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/2063863/0001104659-26-061490-index.html","primary_entity_key":"0002063863","primary_entity_name":"Elauwit Connection, Inc."},"word_count":558,"has_tables":true,"body_markdown":"ITEM 4. CONTROLS AND PROCEDURES\n\n**Disclosure Controls and Procedures**\n\nOur disclosure controls and procedures are designed to ensure information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Our management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2026 pursuant to Rule 13a-15 under the Exchange Act. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2026, our disclosure controls and procedures were not effective, due to the existence of material weaknesses in our internal control over financial reporting that we have yet to fully remediate. Specifically, management identified the following material weaknesses:\n\n*Entity-Level Controls and Risk Assessment —* We did not maintain sufficiently designed and documented entity-level controls, including a comprehensive risk assessment process, to identify and respond to risks of material misstatement across the organization. As a small company with limited accounting and finance personnel, we rely in part on third-party consultants for certain accounting, financial reporting, and related activities, and we did not maintain an appropriate control environment to evidence that access and review level controls were being performed over the work of such consultants or over key financial reporting processes generally.\n\n*Revenue Recognition —* We did not maintain effective controls over the application of ASC 606 to ensure that revenue transactions were properly evaluated, recorded, and disclosed in accordance with GAAP.\n\nWe are actively engaged in the design and implementation of remediation measures to address each of the material weaknesses described above. Until such remediation measures are fully implemented and operating effectively for a sufficient period of time, these material weaknesses will continue to exist.\n\n**Changes in Internal Control Over Financial Reporting**\n\nExcept as described below, there were no changes in our internal control over financial reporting during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.\n\n**Remediation Plan**\n\nManagement is actively implementing measures to remediate the material weaknesses described above and to strengthen our internal control environment. These measures include, but are not limited to:\n\n*Entity-Level Controls and Risk Assessment —* We are enhancing our entity-level controls by formalizing a comprehensive risk assessment framework, establishing documented policies and procedures for identifying and evaluating risks of material misstatement, and implementing additional levels of management review over our financial reporting processes.\n\n*Revenue Recognition —* We are strengthening our controls over revenue recognition by implementing additional reconciliation and analytical review procedures over contract revenue, unbilled revenue, and deferred revenue balances; enhancing management review of percentage-of-completion calculations and related journal entries; and evaluating the implementation of an enterprise resource planning system to improve the accuracy and reliability of our revenue recognition processes.\n\nRemediation will not be considered complete until the enhanced controls have been implemented and have operated effectively for a sufficient period of time to enable management to conclude, through testing, that the controls are operating effectively.\n\nRemediation will not occur until the plan is implemented and there has been appropriate time for us to conclude through testing that the control operates effectively.\n\n​\n\n36\n\n[Table of Contents](#TOC)\n\nPART II - OTHER INFORMATION"}