Beam Global: Form 10-Q for the period ended Sep 30, 2025

References in this Report to “we,” “us,” “our,” the “Company” or “Beam” means Beam Global, a Nevada corporation, and its subsidiaries.

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements that are based on current expectations, estimates, forecasts, and projections about us, the industry in which we operate and other matters, as well as Management's beliefs and assumptions and other statements regarding matters that are not historical facts. These statements include, in particular, statements about our plans, strategies and prospects. For example, when we use words such as “projects,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “should,” “would,” “could,” “will,” “opportunity,” “potential” or “may,” and variations of such words or other words that convey uncertainty of future events or outcomes, we are making forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause the Company’s actual results to be materially different from any future results expressed or implied by the Company in those statements. The most important factors that could prevent the Company from achieving its stated goals include, but are not limited to, the following:

(a) volatility or decline of the Company’s stock price, or absence of stock price appreciation;

(b) fluctuation in quarterly results;

(c) failure of the Company to earn revenues or profits;

(d) inadequate capital to continue or expand its business, and the inability to raise additional capital or financing to implement its business plans;

(e) reductions in demand for the Company’s products and services, whether because of competition, general industry conditions, loss of tax incentives for solar power, technological obsolescence, or other reasons;

(f) litigation with, or legal claims and allegations, by outside parties;

(g) insufficient revenues to cover operating costs, resulting in persistent losses;

(h) rapid and significant changes to costs of raw materials from government tariffs or other market factors;

(i) significant currency fluctuation or foreign regulations that could impact on our business;

(j) the preceding and other factors discussed in Part II, Item 1A, “Risk Factors,” and other reports we may file with the Securities and Exchange Commission from time to time; and

(k) the factors set forth in Part I, Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

We caution you that the foregoing list may not contain all of the forward-looking statements made in this Form 10-Q.

You should not rely upon forward-looking statements as predictions of future events. We have based the forward-looking statements contained in this Form 10-Q primarily on our current expectations and projections about future events and trends that we believe may affect our business, financial condition, results of operations and prospects. The outcome of the events described in these forward-looking statements is subject to risks, uncertainties and other factors described in the section titled "Risk Factors" and elsewhere in this Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this Form 10-Q. We cannot assure you that the results, events and circumstances reflected in the forward-looking statements will be achieved or occur, and actual results, events or circumstances could differ materially from those described in the forward-looking statements.

The forward-looking statements made in this Form 10-Q relate only to events as of the date on which the statements are made. We undertake no obligation to update any forward-looking statements to reflect events or circumstances or to reflect new information or the occurrence of unanticipated events, except as required by law.

Overview

Beam is a clean-technology innovation company headquartered in San Diego, California with offices in the U.S. in San Diego, California and Broadview, Illinois; in Europe in Belgrade and Kraljevo, Serbia; and in Abu Dhabi, United Arab Emirates. We develop, design, engineer, manufacture, and sell high-quality, renewably energized infrastructure products for electric vehicle (“EV”) charging; infrastructure for Smart Cities (the interconnected physical and digital elements within a city that utilize technology to enhance efficiency, sustainability, and quality of life for residents); energy security and disaster preparedness; and highly energy-dense battery solutions in safe, compact and unique form-factors. Additionally, we manufacture steel structures with electronic integration such as street lighting, cell towers and energy infrastructure products and also power electronics including invertors, charge controllers, power supplies and LED lighting. Beam’s energy storage products provide high energy density in safe, compact and bespoke form-factors, which we believe are ideal for the rapidly growing mobile and stationary equipment product market which often requires electrical energy without being connected to the electrical grid.

Our EV charging infrastructure products are powered by locally generated renewable energy and enable vital and highly valuable services in locations where it is either too expensive, disruptive, or impossible to connect to a utility grid, or where the requirements for electrical power are so important that grid failures, like blackouts, are intolerable. We do not compete with EV charging companies; rather, we assist these companies by offering infrastructure solutions that replace the time-consuming and expensive process of construction and electrical work which are usually required to install traditional grid-tied EV chargers. We also do not compete with utility companies. Our products enable utilities and others to deliver reliable and low-cost electricity to EV chargers and, in the case of a grid failure, to first responders and others, through our integrated emergency power panels.

Our charging products are rapidly deployed without the need for construction or electrical work. We compete with the highly fragmented and disintegrated ecosystem of general contractors, electrical contractors, consultants, engineers, permitting specialists and others, who are required to perform a traditional grid-tied EV charger installation construction and electrical project. Our clean-technology products are designed to replace a complicated, expensive, time-consuming and risk-prone process with an easy, robust and reliable product at a low cost of total ownership.

We provide energy storage technologies that we believe make commodity battery cells safer, longer lasting and more energy efficient. Our battery management systems, and associated packaging, make batteries safer and usable in a variety of mobility, energy-security, and stationary applications.

Our street lighting and other street furniture products are mass-produced and sold in 18 nations globally. We are increasingly adding power electronics, energy storage, computing, sensing, and reporting to our street furniture products as we evolve them to provide greater levels of Smart Cities services.

Beam’s renewably energized infrastructure products and proprietary technology solutions target markets that are experiencing significant growth with annual global spending in billions of dollars.

• EV charging infrastructure;
• Smart Cities infrastructure;
• Energy storage solutions;
• Energy security and disaster preparedness;
• Transportation infrastructure products; and
• Power electronics and telecommunications equipment

The Company focuses on creating high-quality products that are powered primarily by renewable energy, rapidly deployable, have diverse use cases and are attractively designed. We believe that there is a clear need for rapidly deployable and highly scalable EV charging and infrastructure for Smart Cities, and that our EV ARC™, BeamBike™, BeamPatrol™, BeamSkoot™, BeamSpot™ and other street furniture products fulfill that requirement. We are agnostic to the EV charging service equipment as we do not sell EV charging, rather we sell products which enable it. Our EV charging infrastructure products replace the traditional infrastructure required to support EV chargers, not the chargers themselves.

We have over thirty years of experience deploying street-lighting, transportation, energy and telecommunications infrastructure products as a result of our 2023 acquisition of Amiga in Serbia. We have relationships with existing customers to whom we are now able to sell our renewably energized EV charging infrastructure products as well as our Smart Cities products.

During the second half of 2024 we significantly expanded our product portfolio with the addition of rapidly deployed and highly scalable charging infrastructure products for electric bicycles, electric scooters, and electric motorcycles. We also introduced de-salination as a capability to enhance the lifesaving aspects of our disaster preparedness products. Powered by 100% renewable energy, our BeamWell™ self-sufficient water treatment system converts seawater into vital freshwater. It is equipped with four eMopeds for efficient and rapid transport in environments such as war zones, disaster or crisis zones, where people need drinking water, electricity and mobility most.

Our ability to make commodity battery cells safer, longer lived and more energy efficient in bespoke enclosures is, we believe, a significant differentiator as we move to an increasingly electrified and untethered world. All our renewably energized products generate their own electricity which is stored in our integrated batteries. Our ability to develop energy-dense, highly safe batteries in unique shapes and sizes allows us to serve customers with specialized needs, including manufacturers of drones, robotic and medical devices, submersibles, refrigerated transport units, and a wide range of other applications. We are also able to enhance our patented products, which provide electric vehicle charging, energy security disaster preparedness through the creation of bespoke energy-dense and safe battery products, which are unique to our in-house portfolio.

We believe our chief differentiators are:

• Our patented, renewably energized products dramatically reduce the cost, time and complexity of the installation and operation of EV charging infrastructure when compared to traditional, utility grid tied alternatives;
• Our proprietary and patented energy storage solutions;
• Our first-to-market advantage with EV charging infrastructure products which are renewably energized, rapidly deployed and require no construction or electrical work on site;
• Our products’ capability to operate during grid outages and to provide a source of EV charging and emergency power rather than becoming inoperable during times of emergency or other grid interruptions;
• Our ability to add electrical capacity to provide for the significant increased demand brought by electrified transportation, data centers, AI and the electrification of industry, without having to go through expensive, time-consuming and risky utility grid expansion (adding power stations, transmission lines and distribution infrastructure like substations);
• Our ability to create new and patentable products which are marketable and consist of a complex integration of our proprietary technology and parts with other commonly available engineered components, which create a further barrier to entry for our competition;
• Our ability to create products which provide valuable solutions to nascent industries with very large market opportunities globally; and
• Our geographic footprint in North America, Europe, the Middle East, and existing customer base and contracts.

Overall Business Outlook

Our revenues for the first nine months of 2025 were $19.2 million, a 53% decrease from $40.9 million for the first nine months in 2024. We believe that the decrease in revenue is a result of uncertainty in the U.S. government’s zero emission vehicle strategy. These matters have particularly impacted our larger federal customers and we do not believe that they signify any fundamental reduction in any future demand for our products. As we continue to invest in our sales resources, we hired a new Director of Channel Partnerships in Europe in September 2024 to drive growth in commercial and government sectors. International customers comprised 39% of all revenue as of September 30, 2025 compared to 20% for the nine months ended September 30, 2024. Revenues derived from non-government commercial entities increased by 2% for the nine months from 2024 to 2025 and accounted for 67% of total revenues in 2025. For the nine months ended, September 30, 2025, the Company’s sales to federal, state and local governments represented 34% of revenues verses 70% of the same period revenues in 2024.

We continue to invest in sales personnel, reseller and distribution partnerships, marketing initiatives, and the diversification of our product portfolio through new offerings, while expanding our geographic footprint to reduce reliance on large, single orders of our EV ARC™ product from federal agencies. We believe, however, that this opportunity continues to exist. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases and our new and existing products are brought to larger international audiences, our business will be less impacted by specific variations in order timing. We have initiated a program of resellers, agents and distributors, as a sales force multiplication strategy without adding to our operating costs, as they are only compensated when they sell products. This means that we can take our greatly expanded product portfolio and sell it into greatly expanded geographic opportunities, without having to invest significantly. We now have resellers and agents in the United States, Spain, Portugal, Italy, Germany, Austria, Switzerland, Caribbean, Central America, the Balkans, the Middle East, Africa and Australia.

We have in place a Multiple Award Schedule Contract with the General Services Administration (GSA) that helps streamline purchases from Federal agencies and state and local governments. In addition, the GSA awarded Beam Global a federal blanket purchase agreement in April 2022 which provides federal agencies a streamlined procurement process for procuring EV ARC™ systems. In Q2 2025, the contract was extended until October 31, 2030. On November 12, 2025, the Company announced being awarded a cooperative purchasing contract by Sourcewell, expanding it's offerings to U.S. military, state and local government agencies, and higher education institutions across North America. Sourcewell combines the purchasing power of over 50,000 participating public agencies, offering hundreds of awarded supplier contracts across public sector and educational organizations to procure the Company's sustainable infrastructure and energy storage solutions through a ready-to-use, negotiated, Sourcewell-vetted contract, streamlining the public purchasing process. In the nine months ended September 30, 2025, we recorded revenues of $1.1 million for federal customers, compared to $14.9 million for the same period in 2024. The reduction in federal revenue comes from the current administration's mandate to federal agencies to cease the acquisition and use of electric vehicles and charging infrastructure. The prior administration was focused heavily on leading EV adoption and incentivizing growth in the broader industry. Beam Global experienced significant growth in federal sales as a result. Our commercial, non-government, revenues increased as a percentage of our revenues from 31% to 67% from the first nine months of 2024 to the first nine months of 2025. Our geographic expansion into Europe and our additional business development activities in the Middle East and Africa are, we believe, also providing opportunities for growth which are not dependent on, or impacted by, shifts in U.S. government zero emission vehicle policies. The new products we have brought to market offer values, which are also not dependent upon U.S. federal government investment.

We expect the electric vehicle market to continue to experience significant growth globally over the next decade, which will in turn increase demand for additional EV charging infrastructure. We believe we are positioned to benefit significantly from this growth. Additionally, we are in compliance with the Build America, Buy America Act, which ensures that our U.S. products are manufactured for our U.S. customers in the United States using a sufficient amount of domestically sourced materials. Furthermore, obtaining the CE mark (Conformité Européenne) a mandatory certification indicating that a product complies with European Union (EU) health, safety, and environmental protection standards, on EV ARC™, BeamBike™, BeamWell™ and BeamPatrol™ products, is required for our products to be freely traded within the European Economic Area (EEA). We believe these certifications our credibility, strengthen consumer trust, and increase demand for our products, particularly among federal, state, and local government agencies. Beam Global manufactures many products which are not related to EV charging such as our batteries, energy security and smart cities products. While the current administration is not aligned with the electrification of transportation they are firmly in favor of domestically produced products for energy storage and energy security. Our BABA compliance will continue to be an asset for the Company as greater emphasis is placed on US production of critical infrastructure products such as those produced by Beam Global.

As a result of the acquisition of All-Cell we now have the ability to create bespoke engineered battery solutions for our products. Beam All-Cell™ batteries are ideally suited for applications where energy density, safety and bespoke enclosures require high power in small spaces. Drones, submersibles, recreational products and a host of micro mobility and electric vehicle products are already benefiting from our Beam All-Cell™ highly differentiated products. With the continued growth of untethered electrification, we believe there is an opportunity for increased demand in these markets and others.

In October 2023, the Company acquired Amiga (now renamed Beam Europe), an established manufacturer of specialized steel structures and equipment, producing streetlights, communications and energy infrastructure whose manufacturing, engineering and sales teams service municipalities, states and commercial customers in 19 nations. The addition of Amiga has expanded Beam’s presence into the European, Middle Eastern and African markets and increased our production, engineering, sales and product development expertise. The EU has mandated a transition to zero emission vehicles by 2035, and they are heavily focused on green and sustainable energy. An increase in electric vehicles adoption will increase the demand for charging infrastructure. We believe that our sustainably energized, rapidly deployed and highly scalable products can play a major role in the provision of EV charging infrastructure for all types of electric vehicles, bikes, scooters and motorcycles in Europe, the Middle East and Africa.

On August 30, 2024, Beam acquired Telcom d.o.o. Beograd (“Telcom”), a business located in Serbia and engaged in the manufacturing of power electronics and telecommunications equipment. Telcom engineers and manufacturers specialized power electronics including invertors, charge controllers, power supplies and LED lighting. Telcom has electrical engineering, product development and manufacturing capabilities which Beam believes are ideally suited to improve the Company’s current and future products for the global market while reducing our costs and improving our margins. Telcom has a well-respected and highly talented team of electrical engineers, focused on power electronics and the integration of renewables and energy storage. Existing Telcom customers include the region’s largest telecommunications company, as well as other corporate entities, which we believe provide further opportunities for cross-selling the other products in our portfolio.

In November 2024, we deployed our first sponsorship funded network of EV ARC™ systems at Belgrade International Airport in Serbia. Beam Global retains ownership of the deployed EV ARC™ units and receives recurring payments from Globos Osiguranje, the region’s fastest growing insurance company. In return, Globos Osiguranje benefits from prominent brand visibility, with their branding displayed on EV ARC™ systems installed in high-traffic parking spaces closest to the airport terminal. These branded systems are strategically positioned to be visible to travelers as they arrive at, and depart from, the airport. We also entered into an agreement with Vinci Airports, the world’s leading private airport operator with over 70 airports under management internationally, which does not require us to pay rent because of the amenity value that is delivered to the airport through the provision of free “Driving on Sunshine” experience for their visitors and guests. We believe that we may be able to repeat this model in other Vinci airports around the world. We also believe that now that we have successfully proved that this business model works, we can further expand it into different types of environments where there are sufficient densities of people to make the advertising worthwhile.

In December 2024, we partnered with Benzina Zero, an innovative provider of electric mopeds and scooters, electric bicycles and micro-mobility solutions. Benzina Zero (which is Italian for zero gasoline) is Australia’s leading e-mobility brand offering a range of e-scooters, e-mopeds, e-bikes and e-motorcycles. Benzina Zero works with global fleet businesses across several industries including food delivery, postal delivery to eco-tourism, and boast a comprehensive dealer network Australia-wide. Benzina Zero has appointed distributors in Australia, Italy, United Kingdom, Ireland, Slovenia and Croatia, and are also active in New Zealand, Hong Kong, Singapore, Philippines and Finland. We will bundle Benzina Zero e-mobility solutions with products BeamBike™, BeamWell™ and BeamSkoot™, and will introduce Benzina Zero’s highly ruggedized products to Beam’s existing customers and prospects globally. This is another approach to increase our sales channels without adding overhead costs.

Our energy security business is also connected with the deployment of our EV charging infrastructure products and serves as an additional benefit to the value proposition of our charging products which, along with their integrated emergency power panels, can continue to operate, charge EVs, and deliver emergency power during utility grid failures. Our state-of-the-art storage batteries installed on our EV charging systems are immune to grid failures and provide another benefit for customers such as municipalities, counties, states, the federal government, hospitals, fire departments, large private enterprises with substantial facilities, and vehicle fleet operators. Drones, submersibles, recreational products and a host of micro mobility and electric vehicle products are already benefiting from our Beam All-Cell™ highly differentiated products. With the continued growth of untethered electrification, we believe there is an opportunity for increased demand in these markets and others.

We are in development on our newest patented products which include BeamSpot™, UAV ARC™ and others, which we expect will continue to expand our product offerings leveraging the same proprietary technology as our current products and allow us to expand into new markets. Beam Europe (formerly Amiga) is one of Europe’s largest manufacturers of streetlights and has a team of qualified structural, electrical and civil engineers who are experts in the field of development and deployment of street lighting. They are working with our engineers to continually improve the engineering and development of our new BeamSpot™ product. We believe that BeamSpot™ may become our largest selling product.

In June 20, 2025, Beam entered into a joint venture agreement with the Platinum Group L.L.C, a diversified, multi-billion-dollar conglomerate operating in energy, real estate, finance and investing, healthcare, information technology, sports and entertainment, food services and legal services in the Emirate of Abu Dhabi, United Arab Emirates. Chaired by His Royal Highness, Sheikh Mohammed Sultan Bin Khalifa Al-Nahyan, the Platinum Group UAE is recognized for its well-established and trusted relationships across government and industry. Beam Global and the Platinum Group has formed a new entity, Beam Middle East LLC, a limited liability company in Abu Dhabi which will sell and manufacture Beam Global’s patented sustainable infrastructure solutions for transportation electrification, energy storage, energy security, and smart city development across the Middle East and African regions. We believe this joint venture marks a significant milestone in our global expansion strategy and positions us to capture growth in a region projected to invest over $1 trillion in renewable energy by 2030. Beam Middle East will be headquartered in Masdar City, a pioneering sustainable urban community and world-class business and technology hub. Masdar City is located in Abu Dhabi, the capital of the United Arab Emirates, strategically positioned at the center of the country’s drive toward a net-zero greenhouse-gas emissions by 2050.

The Company’s reported a positive gross margin of 9.9% for the nine months ended September 30, 2025, down 2.5 percentage points from the gross margin reported in for the same period in 2024. For the three months ended September 30, 2025, 100% of EV ARC™ sales reflected the price increase implemented in 2023. The year to date gross profits included a negative impact of $2.2 million for non-cash depreciation and intangible amortization. The gross margin for the nine months ended September 30, 2025, net of non-cash items, was 21.5%. The Company expects to see costs of goods sold continue to decrease over time. We have continued to implement lean manufacturing process improvements and make engineering changes to our products, which we expect to result in cost reductions. Many of the components that we integrate into our products are manufactured by others. We continue to identify components and sub-assemblies that may be more cost effective to produce in our Serbian facilities, which we believe may further reduce our costs, increase our gross margins, and significantly increase the potential output from our U.S.-based factories. We expect that the receipt of orders may be inconsistent quarter over quarter, however, we expect that in the long term, our revenues will grow as we expand our product offerings and geographic reach and because we expect to see a significant increase in the global demand for electric vehicle charging infrastructure. As such we do not anticipate significant pricing pressure on our products. The increase in demand for electric vehicle charging infrastructure and, we believe, over the long term, our revenues, combined with the cost-cutting measures described above, lead us to believe that we will continue to see improvement in our gross margins in the future. Beam Europe has the capability to perform several activities which we outsource in the U.S. We believe that in combination with a generally less expensive operating environment in Serbia, we will be able to produce our products in Europe less expensively than in the U.S., even as we continue to reduce our costs in the U.S.

Critical Accounting Estimates

The financial statements and related disclosures were prepared in accordance with U.S. generally accepted accounting principles which require us to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates in our condensed consolidated financial statements include, but are not limited to, accounting for acquisitions and business combinations; initial valuation and subsequent impairment testing of goodwill, other intangible assets and long-lived assets; leases; fair value of financial instruments, income taxes; inventory; and commitments and contingencies. We base our estimates and assumptions on historical experience and on various other factors that we believe to be reasonable under the circumstances, and we continually evaluate our assumptions and modify as needed. To the extent there are material differences between our estimates and the actual results, our future results of operations will be affected. There have been no changes since year end, refer back to the Company’s Form 10-K for December 31, 2024.

Results of Operations

Comparison of Results of Operations for the Three Months Ended September 30, 2025 and September 30, 2024

Revenues. For the three months ended September 30, 2025, our revenues decreased 50% to $5.8 million compared to $11.5 million for 2024. Revenues derived from non-government, commercial entities represented 82% of total revenues for the three months ended September 30, 2025 compared to 48% for the three months ended September 30, 2024. During the three months ended September 30, 2025, $1.0 million, or 18% of product sales, were to Federal, state and local government customers compared to 52% for the three months ended September 30, 2024. We continue to invest in sales, marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption, energy security and smart cities infrastructure requirements increase in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing. We expect this trend to continue for the duration of the current administration, however, we expect that the federal government will return to significant purchases of EV charging infrastructure in the future because we anticipate the global electrification trend to continue and we do not believe that future administrations on either side of the aisle will be able to continue to avoid the use of EVs or the infrastructure required to support them. We do not believe that car manufacturers will continue to manufacture gas and diesel vehicles for the United States while they make EVs for the rest of the world. This will be particularly true when Europe, the largest vehicle market in the world, bans the sale of all but zero emissions vehicles starting in 2035. Car manufacturers will have to streamline their supply chains in order to continue to be competitive especially because EVs will cost less to produce than internal combustion engined vehicles. Therefore, we expect that the decline in sales to federal entities will continue in the short term and then reverse dramatically when the return to EVs is essential. Furthermore, we believe that there will be a significant increase in the urgency in the requirements for charging infrastructure because the time lost during the current hiatus will need to be made up for. We expect that Beam Global's rapidly deployed and highly scalable solutions will play a significant role in catering to that urgency.

Gross Profit. The Company reported a gross loss of $28 thousand, a -0.5% gross margin for the three months ended September 30, 2025, compared to a gross profit of $1.2 million, a 10.7% gross margin in 2024. The gross profit for 2025 includes a non-cash negative impact of $0.6 million for depreciation and $0.2 million for amortization of intangible assets resulting from the All-Cell acquisition. Without this non-cash expense, gross profit for 2025 would be $0.7 million with a 12.8% gross margin. The gross profit for 2024 includes a non-cash negative impact of $0.6 million for depreciation and $0.2 million for amortization of intangible assets resulting from the All-Cell acquisition. Without this non-cash expense, gross profit for 2024 would have been $2.0M or 17.6% gross margin. We expect the Company’s revenue to grow in the future and our fixed overhead absorption to improve.

Operating Expenses. Total operating expenses were $4.8 million for the three months ended September 30, 2025, compared to a credit of $50 thousand in 2024. The 2024 operating expenses included a $6.1 million dollar non-cash change in fair value of contingent consideration for the Amiga acquisition. Without that adjustment, the decrease in expenses year over year is mostly attributable to decrease of $0.6 million for salaries, benefits and related costs, $0.3 million decrease in sales and marketing costs and $0.3 million in other G&A.

Comparison of Results of Operations for the Nine Months Ended September 30, 2025 and September 30, 2024

Revenues. For the nine months ended September 30, 2025, our revenues decreased 53% to $19.2 million compared to $40.9 million for the same period in 2024. Revenues to non-government, commercial entities represented 67% of total revenues for the first nine months ended September 30, 2025. During the first nine months of 2025, revenues from California represented 19% of total revenues. International customers comprised 39% of the revenues for the first nine months of 2025 compared to 20% for the same period in 2024. We continue to invest in sales and marketing employees, resources and programs to raise awareness of the benefits and value of our products. The receipt of orders may continue to be uneven due to the timing of customer approvals or budget cycles, however we believe that as EV adoption increases in concert with increased availability of infrastructure funding, our business will be less impacted by specific variations in order timing.

Gross Profit. For the nine months ended September 30, 2025, our gross profit was $1.9 million, or 9.9% of sales, compared to a gross profit of $5.1 million, or 12.4% of sales in the same period of 2024. Our gross profits were negatively impacted by $2.2 million for non-cash depreciation and intangible amortization. Our gross profits net of non-cash items was 21.5% versus 18.3% in the prior year. We continue to make engineering changes and work with suppliers to improve our costs which, along with support from our Serbian facilities, we believe will continue to improve our gross profit over time.

Operating Expenses and Impairment of Goodwill. Total operating expenses were $26.8 million, for the nine months ended September 30, 2025, compared to $11.6 million, for the same period in the prior year. The 2025 operating expenses included $10.8 million goodwill impairment and $7.7 million increase due to European acquisitions. Based on the results of the Company’s goodwill impairment procedures, the Company recorded goodwill impairment for the single reporting unit during the three months ended March 31, 2025. The Company believes the goodwill impairment reported during the three months ended March 31, 2025 is not a negative indicator of historic or current operating results and not a negative indicator of the future performance of our acquired entities or the Company in general have taken and continue to take significant steps to diversify our geographical reach and product offerings while focusing on strategic growth. The Company believes that the resulting non-cash charge has no impact on the Company’s cash flows or available liquidity.

The $15.1 million increase in operating expenses is mostly attributable to $10.8 million related to the change in fair value of contingent consideration, which is non-cash, for the All Cell, Amiga and Telcom acquisitions. Without this non-cash expense, operating expenses increased by $4.4 million year over year. The increases in operating expenses were mostly attributable to $1.1 million related to stock compensation, $0.5 million related to provisions for credit losses and $0.4 million for E&O reserves. Increases also related to $1.1 million in operating expenses for Beam Europe, $0.2 million related to R&D material expenses, $0.2 million related to building related expenses and $0.2 million related to increases in customer accommodation expenses. Total operating expenses of $26.8 million, excluding non-cash items, were $11.4 million, which included $10.8 million fair value of contingent consideration, $2.8 million in stock based compensation, $1.3 million allowance for credit losses and $0.7 million depreciation and amortization.

Liquidity and Capital Resources

At September 30, 2025, we had cash of $3.3 million, compared to $4.6 million at December 31, 2024. We have historically met our cash needs through a combination of debt and equity financing and through cash flow from our gross profit. Our cash requirements are generally for operating activities and acquisitions.

Management believes the Company’s present cash flows will enable it to meet its obligations for twelve months from the date of these financial statements. Management will continue to assess its operational needs and seek additional financing as needed to fund its operations.

Our cash flows from operating, investing and financing activities, as reflected in the statements of cash flows, are summarized in the table below:

For the nine months ended September 30, 2025, our cash used in operating activities was $6.7 million compared to $3.1 million for the nine months ended September 30, 2024. Net loss of $24.7 million for the nine months ended September 30, 2025 was decreased by $17.0 million of non-cash expense items that included $10.8 million for Goodwill impairment, $2.7 million for depreciation and amortization, $2.5 million for stock-based compensation, $0.8 million amortization of operating lease right of use assets and $0.2 million in provisions for credit losses. Cash used in operations also included a $3.0 million decrease in accounts payable, $2.2 million decrease in accounts receivable, $1.7 million decrease in inventory, $0.5 million decrease in prepaid expenses, $0.5 decrease in other long term liabilities related to Beam Europe, $0.4 million decrease in accrued expenses mostly related to salaries and wages and $0.4 million decrease in operating lease liability offset by $0.6 million increase in deferred revenue and $0.3 million increase in sales short term sales taxes payable.

For the nine months ended September 30, 2024, our cash used in operating activities was $3.1 million compared to cash used of $13.8 million for the nine months ended September 30, 2023. Net loss of $6.7 million for the nine months ended September 30, 2024 was decreased by $1.2 million of non-cash expense items that included depreciation and amortization of $2.8 million, and employee stock-based compensation expense of $2.0 million offset by decreases of $4.3 million for a change in fair value of contingent consideration liabilities and $0.1 million provision on credit losses. Cash used in operations included a $5.0 million decrease in accounts receivable as well as a $1.7 million decrease in accounts payable primarily for inventory, $0.6 million decrease in operating lease liability and $0.5 million decrease in long term liabilities offset by $0.4 million increase in inventory, $0.3 million increase in deferred revenue, and $0.2 million increase in accrued expenses.

Cash used in investing activities in the nine months ended September 30, 2025 was $0.4 million related to purchases of property and equipment compared to $3.7 million purchased in the same period in the prior year related to deferred consideration of $2.7 million for a cash payment for the Amiga acquisition, $0.5 million used for the Telcom acquisition and $0.4 million for the purchase of equipment.

For the nine months ended September 30, 2025, cash provided by our financing activities was $6.6 million related to proceeds from the At Market Issuance Sales Agreement with B. Riley Securities, Inc., compared to $1.2 million for the same period in 2024. In 2024, $0.2 million related to restricted stock unit vesting offset by reductions of $0.8 million related to prior year proceeds from exercise of warrants, $0.5 million proceeds from sale of common stock under committed equity facility and $0.1 million related to borrowings of note payables related to leased vehicles.

Current assets decreased to $21.9 million at September 30, 2025 from $27.1 million at December 31, 2024, primarily due to a decrease of $2.1 million in accounts receivable, $1.2 million in cash, $1.1 million in inventory and $0.7 million in prepaid expenses. Current liabilities decreased $2.2 million at September 30, 2025 compared to December 31, 2024, primarily due to decreases of $2.6 million in accounts payable, $0.6 million in accrued expenses and $0.1 million in operating lease liabilities offset by increases of $0.7 million in deferred revenue, $0.3 million in sales tax payable and $0.1 million in contingent consideration. As a result, our working capital decreased to $10.9 million at September 30, 2025 compared to $13.8 million at December 31, 2024.

The Company has been focused on marketing and sales efforts to increase our revenues, and we believe those efforts have led to an increase in revenues by 144% from 2021 to 2022 and 206% from 2022 to 2023. Even though there was a decrease in revenues of 27% from 2023 to 2024, we believe our marketing and sales efforts have been impactful. The Company improved its gross profit in 2024 and is expected to continue to improve in the future as a result of price increases implemented late 2023 being almost fully recognized in 2025 and benefits from cost reductions from several design changes. As revenues increase, we expect to continue to see our fixed overhead costs spread over more units, which will reduce the cost per unit further. The Company continued to see material cost reductions as synergies are recognized, especially with steel and battery cells, and we expect this trend to continue. This combined with engineering and manufacturing improvements should result in increasing gross profit margin on the EV ARC™ in the future.

The Company may be required to raise capital to fund its operations until it achieves positive cash flow, which is predicted by increasing sales volumes and the continuation of production cost reduction measures. The Company could pursue other equity or debt financing. The proceeds from these offerings are expected to provide working capital to fund business operations and the development of new products. Management cannot currently predict when or if it will achieve positive cash flow. There is no guarantee that profitable operations will be achieved, or that additional capital or debt financing will be available on a timely basis, on favorable terms, or at all, and such funding, if raised, may not be sufficient to meet our obligations or enable us to continue to implement our long-term business strategy. In addition, obtaining additional funding or entering into other strategic transactions could result in significant dilution to our stockholders. The proceeds from these offerings are expected to provide working capital to fund business operations and the development of new products. Management cannot currently predict when or if it will achieve positive cash flow.

On March 22, 2023, the Company entered into that certain Supply Chain Line of Credit with OCI Limited (“OCI”), whereby OCI may provide a supply chain line of credit in the amount of up to $100 million based on the amounts of approved accounts receivable of the Company (the “Credit Facility”). In order to request a drawdown on the Credit Facility, the Company is required to submit a transaction request to OCI which sets forth the terms of the applicable account receivables, including but not limited to the name of the party responsible for the applicable account receivables (the “Obligor”), the terms of repayment and the amount of such receivables. The Company has no obligation to submit a drawdown request and OCI is not obligated to accept any drawdown request from the Company. In the event OCI accepts a drawdown request of the Company and upon satisfaction of certain conditions required by OCI to issue the drawdown, OCI will disburse funds to the Company for such drawdown in an amount equal to the full value of the applicable account receivables assigned to OCI minus any transaction expenses incurred by OCI and the full amount of interest to be incurred for such receivables over the term of the drawdown. The Company will pay interest on any drawdown at the Secured Overnight Financing Rate +300 basis points. Upon the disbursement of funds to the Company for a drawdown, the Company will assign all rights to such account receivables of the Obligor to OCI. The Company will act as collection agent on any account receivable assigned to OCI and agrees to establish a designated bank account for the purpose of collecting payment on any applicable account receivable that are assigned to OCI. In the event (i) the Company is in material breach of the Credit Facility, (ii) the Company or the Obligor is insolvent or is subject to reorganization or liquidation, or (iii) any dispute related to an agreement with an Obligor or non-payment by an Obligor, OCI has the right to exercise any contractual rights it may have against Obligor, increase the interest rate to the agreed upon default interest rate, and demand immediate repayment by the Company for the outstanding amounts owed under such account receivables. The Company has also agreed to indemnify OCI for any losses incurred by OCI in connection with the Credit Facility. Either party may terminate the Credit Facility at any time by providing fifteen (15) days prior written notice to the other party. To date, Beam Global has not drawn on this line of credit.

On April 11, 2025, the Company entered into an At Market Issuance Sales Agreement with B. Riley Securities, Inc., pursuant to which the Company has the right, but not the obligation, to sell up to $8 million in shares of its common stock, subject to certain terms and conditions. The At Market Issuance program generated aggregate net proceeds of $6.7 million during the nine months ended September 30, 2025.

Management believes that evolution in the operations of the Company may allow it to execute its strategic plan and enable it to experience profitable growth in the future. This evolution is anticipated to include the following continual steps: addition of sales personnel and independent sales channels, reductions in direct costs due to engineering and manufacturing improvements, continued management of overhead costs, increased overhead absorption resulting from volume growth, process improvements and vendor negotiations leading to cost reductions, increased public awareness of the Company and its products, and the continued acceleration of average sales cycle opportunities. Management believes that these steps, if successful, may enable the Company to generate sufficient revenue to continue operations. There is no assurance, however, as to whether or when the Company will be able to achieve those operating objectives.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have, or are reasonably likely to have, a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources, that are material to investors.

Evaluation of Disclosure Controls and Procedures

Our Management is responsible for establishing and maintaining disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Securities Exchange Act of 1934 (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “SEC”), and that such information is accumulated and communicated to our Management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure based closely on the definition of “disclosure controls and procedures” in Rule 15d-15(e) under the Exchange Act. In designing and evaluating the disclosure controls and procedures, Management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and Management was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of our disclosure controls and procedures. Based upon the foregoing, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2025, the disclosure controls and procedures of our Company were not effective to ensure that the information required to be disclosed in our Exchange Act reports was recorded, processed, summarized and reported on a timely basis due to material weakness in internal controls as identified below.

As reported in our Annual Report on Form 10-K for the year ended December 31, 2024, Management identified the following material weaknesses:

• Ineffective design and implementation over Information Technology General Controls (“ITGCs”)
• The Company does not have sufficient controls in place to ensure that all inventory is appropriately tracked and recorded on a timely basis, given the lack of an automated tracking system and the manual nature of its current processes and controls surrounding inventory
• The Company did not maintain adequate controls relating to documentation of the review and approval of reconciliations and other schedules prepared internally to be included or disclosed in the financial statements. Many of our reports and reconciliations are performed in Excel spreadsheets, and we did not adequately validate the segregation of duties between the preparer and the approver with a signature and time stamp
• Appropriate segregation of duties that would adequately restrict user access and ensure adequate review of transactions. Because we are a small company, many employees have multiple job responsibilities, and during the implementation in Q4, access was allowed for employees to access necessary tasks. As we move forward into 2025, we will assign access to ensure the proper segregation of duties. Additionally, we need to ensure the employees are adequately trained and able to resolve issues in a timely way. The Company needs to establish appropriate procedures for change Management to ensure changes to the system are formally approved, properly restricted to appropriate personnel, and adequately tested
• The Company did not maintain sufficient controls related to Beam Europe
• The Company did not complete a Sarbanes-Oxley (SOX) Section 404A assessment

Changes in Internal Control Over Financial Reporting

The Company is continuing to actively work to remediate the material weaknesses described above, including the need for additional remediation steps and implementing additional measures to remediate the underlying causes that give rise to the material weaknesses. During the three months ended September 30, 2025, the Company has taken various actions to strengthen our internal control over financial reporting, including:

• Continue to review access in NetSuite ERP to ensure the proper segregation of duties and additional training courses to ensure the employees are trained and able to resolve issues timely. Retained the support of an outside consulting firm to enhance Management’s remediation design and implementation efforts, including project management and advice regarding best practices for documentation, design and execution of ITGCs and related transactional-level business process controls.
• Managed processes related to ordering, counting, warehousing, valuing and transacting our inventory in NetSuite ERP.
• Increasing and monitoring the adequacy of staffing levels and expertise with the requisite technical knowledge and skills to support continued enhancement on the controls and procedures surrounding documentation of review and formalization of reconciliations, accounting policies and controls.
• Continue to manage a segregation of duties between the preparer and the approver of reconciliation and supporting schedules which included hiring additional staff.

Except for the above, there were no other changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2025, that materially affected, or are reasonably likely to materially affect, our internal control over financials reporting. The material weaknesses will be considered remediated when Management concludes that, through testing, the applicable remedial controls are designed, implemented and operating effectively. As Management continues to evaluate and improve disclosure controls and procedures and internal control over financial reporting, the Company may decide to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete, certain of the remediation measures identified.

In addition to the risk factors set forth below and the other information set forth in this Form 10-Q, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2024, which could materially affect our business, financial condition, liquidity or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may materially adversely affect our business, financial condition, liquidity or future results.

A U.S. federal government shutdown or lapse in appropriations could adversely affect our business and results of operations.

A portion of our revenues are derived, directly or indirectly, from contracts, grants, and programs funded by the U.S. federal government. Any shutdown or lapse in federal appropriations could delay the issuance of new contracts or slow the timing of payments on contracts already awarded. In addition, many of our customers depend on federal funding or incentive programs to support their purchases of our products. Any interruption, reduction, or delay in such funding could cause customers to postpone or cancel orders, which could adversely affect our revenues, cash flows, and financial condition. Prolonged shutdowns or uncertainty regarding future appropriations could also affect the timing of contract awards and have a material adverse effect on our business outlook. A significant portion of our sales are also made to state, local, and municipal agencies whose projects are supported by federal funding. A delay or reduction in the flow of federal funds to these agencies, whether as a result of a shutdown, budget impasse, or change in federal spending priorities, could limit their ability to initiate or complete projects involving our products. Any such disruption in the availability or timing of federal funding could adversely impact our results of operations and future growth.