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Tigo Energy, Inc.: Form 10-Q for the period ended Jun 30, 2026

Filed with the SEC on Aug 4, 2026 and accepted by EDGAR at Aug 4, 2026, 20:04 ET.

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Management's discussion and analysis

As filed, 41,510 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The following discussion should be read in conjunction with our condensed consolidated financial statements and the related notes that appear elsewhere in this Quarterly Report on Form 10-Q, and the audited consolidated financial statements and notes thereto included in our 2025 Annual Report. In addition to historical data, this discussion contains forward-looking statements about our business, results of operations, cash flows, financial condition and prospects based on current expectations that involve risks, uncertainties and assumptions. Our actual results could differ materially from such forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those identified below and those discussed in the sections titled “Cautionary Note Regarding Forward-Looking Statements” included elsewhere in this Quarterly Report on Form 10-Q, including those set forth in Part II, Item 1A, “Risk Factors” in this Quarterly Report on Form 10-Q and in Part I, Item 1A, “Risk Factors” in the 2025 Annual Report. Additionally, our historical results are not necessarily indicative of the results that may be expected for any period in the future.

Overview

Our mission is to deliver smart systems solutions, combining hardware and software, which enhance safety, increase energy yield, and lower operating costs of residential, commercial, and utility-scale solar systems. We believe we are a worldwide leader in the development and delivery of products and solutions that are flexible and dependable, increase the energy generation of solar energy systems and address the need for change. We primarily offer products and services through distributors and solar installers. We have a worldwide footprint with product installations in over 100 countries and on all seven continents.

Recent Developments

Registered Direct Offering. On February 24, 2026, we completed a registered direct offering (“Registered Direct Offering”) of 5,000,000 shares of our common stock to certain institutional investors for gross proceeds of $15.0 million. After deducting the placement agent fee and other offering expenses, net proceeds were approximately $14.0 million. For more information, see Note 9, “Common and Preferred Stock” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Revolving Credit Facility. On March 31, 2026, we entered into a revolving credit facility (“Credit Facility”) with Wells Fargo Bank, National Association that provides for up to $10.0 million of borrowing capacity, subject to a borrowing base based on eligible accounts receivable and eligible inventory. The Credit Facility matures on March 31, 2029. As of June 30, 2026, $4.1 million was outstanding under the Credit Facility, and we were in compliance with all applicable covenants. For more information, see Note 7, “Debt” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Key Factors that May Influence Future Results of Operations

Our financial results of operations may not be comparable from period to period due to several factors. Key factors affecting our results of operations are summarized below.

Patent Sale. As disclosed in the Company’s 2025 Annual Report, on December 16, 2025, we entered into a patent purchase agreement involving the sale of certain patent rights. We received $15.0 million at the initial closing. On May 14, 2026, we satisfied the specified conditions required to release the holdback payment and received additional consideration of $2.8 million, for total consideration received under the patent purchase agreement of $17.8 million. Net proceeds from the holdback payment were approximately $0.4 million after the repayment of expenses. We recognized a gain of approximately $0.4 million during the three and six months ended June 30, 2026. Additionally, seller-retained royalties under the patent purchase agreement, which entitle us to receive up to $5.0 million of future license proceeds, represent contingent income and will be recognized in other income, net when and if earned. As of June 30, 2026, we have collected $0.7 million in seller-retained royalties. For more information, see Note 14, “Patent Sale” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Trade Tariffs. It is uncertain what impact new or existing tariffs, trade restrictions, or retaliatory actions may have on us, the solar industry, and our customers. U.S. net revenue represented 17.8% of our total net revenue for the six months ended June 30, 2026. Substantially all of our MLPE products, which represented 71.6% of U.S. net revenues during the six months ended June 30, 2026, were manufactured in Thailand. Our GO Energy Storage Systems (“GO ESS”) products represented 27.6% of of U.S. net revenues during the six months ended June 30, 2026. Beginning in October 2025, we transitioned production of our GO ESS products for the U.S. market from China to Vietnam. As of June 30, 2026, we were subject to tariffs on all products imported into the United States from the countries in which we manufacture our products. During the three months ended June 30, 2026, we incurred $0.8 million in tariff-related costs, compared to $0.2 million during the same period in 2025. During the six months ended June 30, 2026, we incurred $1.5 million in tariff-related costs, compared to $0.3 million during the same period in 2025.

While we are actively evaluating alternative sourcing strategies, the global supply chain for key hardware components necessary to manufacture our products remains concentrated in regions affected by these trade measures, and identifying qualified suppliers outside of these regions with sufficient capacity and technical expertise remains challenging.

Any escalation in trade tensions, new or expanded tariffs, or broader geopolitical instability could impact our sourcing flexibility, product pricing, cost structure, and/or customer demand for our product lines. These factors, combined with potential economic softening, could lead to elevated inventory levels and reduced leverage in supplier pricing negotiations. Any of these outcomes could negatively affect our operations, financial performance, and cash flows.

Managing Supply Chain. We rely on contract manufacturers and suppliers to produce our components, with a significant portion of our supply chain originating in Thailand and China. In October 2025, the Company began manufacturing a mix of its GO ESS products in Vietnam. Our ability to grow depends, in part, on the ability of our contract manufacturers and suppliers to provide high quality services and deliver components and finished products on time and at reasonable costs. While we have diversified our supply chain, some of our suppliers and contract manufacturers are sole-source suppliers. Our concentration of suppliers could lead to supply shortages, long lead times for components and supply changes. In the event we are unable to mitigate the impact of delays and/or price increases in raw materials, electronic components and freight, as a result of new or existing tariffs, trade restrictions, retaliatory actions, or otherwise, it could delay the manufacturing and delivery of our products, which would adversely impact our cash flows and results of operations, including revenue and gross margin. In addition, in a slowing economic environment in the U.S. and worldwide, our inventory levels may continue to increase due to existing purchase commitments and our ability to negotiate volume pricing discounts may be impaired.

One Big Beautiful Bill Act of 2025. In July 2025, the One Big Beautiful Bill Act of 2025 (the “OBBB”) was enacted and implemented material changes to certain federal clean energy tax credit programs that are important to our business and could affect our financial condition, results of operations, and future prospects. Among other changes, the OBBB reduced the Investment Tax Credit (the “ITC”) under Section 25D of the Internal Revenue Code of 1986, as amended (the “Code”), for residential solar and storage systems purchased through cash or loans. Under the OBBB, the Section 25D credit expired on December 31, 2025.

The OBBB also established new timing requirements for eligibility under Section 48E of the Code, which governs ITCs for leased solar and storage systems. In particular, solar-only projects that do not commence construction within 12 months of the OBBB’s enactment must be placed in service by December 31, 2027, to remain eligible for the credit. Energy storage projects are not subject to this placed-in-service deadline; however, the ITC for storage systems is scheduled to begin phasing down in 2034, decreasing to 75% in 2034 and 50% in 2035, and phasing out entirely by 2036.

In addition, the OBBB amended the domestic content bonus credit requirements for Section 48E projects. Projects that commence construction after June 16, 2025, must satisfy a 45% domestic cost threshold, increased from 40%. The OBBB further introduced new compliance requirements under the Foreign Entity of Concern (“FEOC”) provisions applicable to both Section 48E and the Advanced Manufacturing Production Tax Credit (“AMPTC”) under Section 45X of the Code. These provisions require an increasing level of non-FEOC content for solar and storage projects beginning construction in 2026 and for manufactured components produced beginning in 2026.

On July 7, 2025, the President issued an Executive Order directing the Secretary of the Treasury to issue updated guidance within 45 days regarding the “beginning of construction” requirements applicable to Section 48E projects. In August 2025, the U.S. Department of the Treasury and the IRS issued revised “beginning of construction” guidance for clean energy tax credits that applies only to projects above 1MW. The Executive Order also directs the Secretary to implement the FEOC restrictions set forth in the OBBB. Under the new FEOC rules, a U.S. energy project can only receive specific tax credits if the project’s equipment from certain FEOC-related entities does not exceed set amounts, and the rules disqualify other credits from applying to US-made products that contain too many inputs from certain FEOC-related entities. The rules also prevent a company from receiving specific tax credits if it relies too much on investment or material assistance from certain FEOC-related entities, including in circumstances where a contract, license, or other arrangement gives an FEOC-related entity effective control over the company or its projects or products. In February 2026, the U.S. Department of the Treasury and the IRS issued guidance applicable to Sections 48E and 45X of the Code, including rules and interim safe harbors for determining whether projects or manufactured components receive material assistance from prohibited foreign entities. Additional FEOC guidance remains forthcoming and is expected to be finalized in 2026, which could further tighten existing requirements.

These legislative and regulatory developments have affected, and could in the future adversely affect, our eligibility for certain tax credits, the attractiveness of our offerings to solar and storage system lease providers, and overall demand for our products. If we are unable to satisfy the revised domestic content or FEOC requirements, our ability to qualify for these incentives could be impaired, which could adversely affect our revenue, gross margins, business operations, and competitive position.

Section 45X Manufacturing Tax Credit Arrangement. On December 18, 2025, we entered into an Amended and Restated Manufacturing and Supply Agreement with EG4 Electronics LLC (“EG4”). The amended agreement clarifies that EG4, rather than the Company, is expected to be the claimant of any available AMPTC under Section 45X of the Code associated with qualifying optimized inverter products manufactured using certain Tigo components. Under the amended agreement, if EG4 qualifies for, receives and monetizes such AMPTC, we may be entitled to receive an agreed-upon amount, net of applicable tax credit selling expenses, subject to the terms and conditions of the amended agreement.

During the six months ended June 30, 2026, production activities commenced through a U.S. based contract manufacturer for certain components that are expected to be used in products supplied under the EG4 arrangement. During the six months ended June 30, 2026, we did not recognize any benefit related to the AMPTC under Section 45X of the Code during the period. There can be no assurance that EG4 will qualify for, receive, monetize or retain any AMPTC, that any products manufactured using our components will satisfy applicable requirements, or that we will receive any amounts under the amended agreement, including as to the timing or amount of any such payments. Changes in the law, additional guidance, FEOC-related restrictions, sourcing requirements, documentation requirements, or interpretations of Section 45X of the Code could affect the expected economics of our agreement with EG4, our sourcing strategy, and our customers’ eligibility for tax credits, which may affect their purchasing decisions and demand for our products.

Macroeconomic and Market Conditions. The global macroeconomic and market uncertainty has adversely impacted the U.S. and global economies and may continue to do so. As our global footprint expands, we are increasingly exposed to the effects of this evolving environment, including inflation and input-cost pressures, interest rate levels and volatility, tariffs and changes in trade policy, foreign currency fluctuations, potential economic slowdowns or recessions, geopolitical tensions, and regulatory changes stemming from current and future trade policies. A tighter credit environment could adversely affect installer and end-customer demand, increase price sensitivity, and lead to greater price competition for our products. In addition, several European countries, including Germany, Belgium, Italy, the Netherlands and the United Kingdom, have adopted reductions in or ended their NEM tariffs or feed-in tariffs programs. Certain countries have proposed or enacted taxes levied on renewable energy. These and related developments have significantly impacted the solar industry in Europe and may adversely affect the future demand for solar energy solutions in Europe, which could adversely impact our results of operations. Reductions in customer spending in response to unfavorable or uncertain macroeconomic and market conditions, globally or in a particular region where we operate, have adversely affected, and could continue to adversely affect, our business, results of operations and financial condition.

Expansion of Sales, Customers, and Product Offerings. Our ability to grow revenue, in part, depends on expanding both our product and service offerings and our customer base. We primarily acquire new customers through collaboration with industry partners and distributors, and while we expect near-term revenue to remain concentrated among existing customers, we plan to expand our presence in the residential markets in the U.S. and EMEA. While the majority of our North American revenue is currently generated from commercial and industrial markets, we are actively working to grow our presence in the U.S. residential market through offerings with residential solar providers. Internationally, we continue to evaluate and invest in new market opportunities, particularly in the EMEA region, where we have begun offering our residential solutions in Italy and Germany.

Additionally, we have made, and plan to continue to make, substantial investments in research and development initiatives to support new product introductions. Although a significant portion of our revenue is derived from our MLPE products, we are continuing to develop and promote additional offerings such as our GO ESS product line and Predict+ service, which we believe will help contribute to long-term revenue growth. We believe that our entry into new markets will facilitate revenue growth and customer diversification, however, we cannot assure you that we will be able to enter into new markets or in expand our product offerings in new and existing markets on the timelines that we expect or at all due to the risks and uncertainties related to such expansion discussed Part I, Item 1A, “Risk Factors” in our 2025 Annual Report.

Key Operating and Financial Metrics

We regularly review a number of metrics, including the following key operating and financial metrics, to evaluate our business, measure our performance, identify trends in our business, prepare financial projections and make strategic decisions. We believe the operating and financial metrics presented are useful in evaluating our operating performance, as they are similar to measures used by our public competitors and are regularly used by securities analysts, institutional investors, and other interested parties in analyzing operating performance and prospects.

The following table sets forth these metrics for the periods presented:

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Six Months Ended June 30, 2026 2025
Net revenue $25,406 $24,055 $50,603 $42,894
Gross profit $9,996 $10,763 $20,790 $17,936
Gross margin 39.3% 44.7% 41.1% 41.8%
Loss from operations $(1,680) $(1,504) $(4,090) $(5,481)
Net income (loss) $2,174 $(4,430) $424 $(11,431)

Gross Profit and Gross Margin

We define gross profit as total net revenue less cost of revenue, and define gross margin, expressed as a percentage, as the ratio of gross profit to revenue. Gross profit and margin can be used to understand our financial performance and efficiency and allow investors to evaluate our pricing strategy and compare it against competitors. We use these metrics to make strategic decisions identifying areas for improvement, set targets for future performance and make informed decisions about how to allocate resources going forward.

Key Components and Comparison of Results of Operations

Net Revenue

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Net revenue $25,406 $24,055 $1,351 5.6% $50,603 $42,894 $7,709 18.0%

Three months ended June 30, 2026, and 2025

Net revenue increased by $1.4 million or 5.6% for the three months ended June 30, 2026, as compared to the same period in 2025, which is driven primarily by an increase of $2.0 million or 9.9% in net revenue from our MLPE product line, which is attributable to an increased market acceptance of the products. The increase is partially offset by a decrease in royalty revenue of $0.8 million primarily due to all royalty income now being recognized in other income, net for the three months ended June 30, 2026, following the sale of certain patent rights in December 2025. Royalty income was recognized in net revenue during the three months ended June 30, 2025. For more information on the royalty revenue transition to other income, net, see Note 14, “Patent Sale” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Six months ended June 30, 2026, and 2025

Net revenue increased by $7.7 million or 18.0% for the six months ended June 30, 2026, as compared to the same period in 2025, which is driven primarily by an increase of $6.8 million or 18.7% in net revenue from our MLPE product line, which is attributable to an increased market acceptance of the products. Additionally, our GO ESS product line increased by $1.9 million or 44.1% in net revenue for the six months ended June 30, 2026, compared to the same period in 2025, which is primarily driven by an increase of $6.3 million or 21.1% in net revenue in the EMEA region as a result of increased market acceptance of our MLPE products and purchases of $3.4 million of our GO ESS products from a customer in Italy. Additionally, the APAC region contributed a $1.2 million or 31.6% increase in net revenue which is primarily driven from increased market acceptance of our MLPE products. The increase is partially offset by a decrease in royalty revenue of $1.2 million, reflecting the royalty revenue recognition shift to other income, net discussed above.

Please see the section below for a discussion of the factors influencing the fluctuations in net revenue for each geographic region.

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
EMEA $18,566 $18,259 $307 1.7% $36,088 $29,811 $6,277 21.1%
Americas 4,280 4,595 (315) (6.9)% 9,554 9,314 240 2.6%
APAC 2,560 1,201 1,359 113.2% 4,961 3,769 1,192 31.6%
Total net revenue $25,406 $24,055 $1,351 5.6% $50,603 $42,894 $7,709 18.0%

24

Three months ended June 30, 2026, and 2025

  • EMEA - Net revenue for the EMEA region increased by $0.3 million or 1.7% for the three months ended June 30, 2026, as compared to the same period in 2025, which is driven primarily by an increase of $0.2 million in net revenue from our MLPE products. The growth was primarily driven by higher demand of our MLPE products in Spain, Italy and Germany, and is partially offset by a decrease in net revenue from MLPE product sales in the Czech Republic and United Kingdom.
  • Americas - Net revenue for the Americas region decreased by $0.3 million or 6.9% for the three months ended June 30, 2026, as compared to the same period in 2025. This change is primarily driven by a $0.8 million decrease in net revenue from royalty revenue, reflecting the royalty revenue shift to other income, net discussed above. The decrease in net revenue is partially offset by a $0.5 million increase in MLPE product revenue, primarily driven by increased demand in the United States.
  • APAC - Net revenue for the APAC region increased by $1.4 million or 113.2% for the three months ended June 30, 2026, as compared to the same period in 2025. The increase was primarily attributable to an increase of $1.3 million in net revenue from our MLPE product line, driven by stronger demand in Australia.

Six months ended June 30, 2026, and 2025

  • EMEA - Net revenue for the EMEA region increased by $6.3 million or 21.1% for the six months ended June 30, 2026, as compared to the same period in 2025, which is driven primarily by an increase of $4.9 million and $1.2 million in net revenue from our MLPE and GO ESS product lines, respectively. The growth was primarily driven by higher demand of our MLPE products in Spain, Italy, the Czech Republic and Poland, in addition to the sale of $3.4 million of GO ESS product to a customer in Italy.
  • Americas - Net revenue for the Americas region increased by $0.2 million or 2.6% for the six months ended June 30, 2026, as compared to the same period in 2025, which is primarily driven by increases of $0.7 million and $0.7 million in net revenue from our MLPE and GO ESS product lines, respectively. This growth was primarily attributable to increased demand in the United States, driven by higher sales of our MLPE and GO ESS product lines. These increases were partially offset by a $1.2 million decrease in royalty revenue, reflecting the royalty recognition shift to other income, net discussed above.
  • APAC - Net revenue for the APAC region increased by $1.2 million or 31.6% for the six months ended June 30, 2026, as compared to the same period in 2025. The increase was primarily attributable to an increase of $1.2 million in net revenue from our MLPE product line, driven by stronger demand in Australia.

Cost of Revenues and Gross Profit

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Cost of revenue $15,410 $13,292 $2,118 15.9% $29,813 $24,958 $4,855 19.5%
Gross profit $9,996 $10,763 $(767) (7.1)% $20,790 $17,936 $2,854 15.9%
Gross margin 39.3% 44.7% 41.1% 41.8%

Three months ended June 30, 2026, and 2025

Cost of revenues increased by $2.1 million or 15.9% and gross profit decreased by $0.8 million or 7.1% for the three months ended June 30, 2026, as compared to the same period in 2025. The increase in cost of revenues was primarily driven by a 5.6% increase in net revenue for the three months ended June 30, 2026, compared to the same period in 2025. In addition to higher net revenue, cost of revenues increased due to a $2.9 million decrease in favorable excess and obsolete inventory adjustments and a $0.7 million increase in customs and freight expense compared to the same period in 2025. These increases were partially offset by a $1.1 million decrease in warranty expense primarily due to changes in estimated shipping costs.

Gross margin decreased by 5.4 percentage points for the three months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily driven by lower sales of previously reserved GO ESS inventory at higher margins as a result of the inventory reserves recorded against the product line in the second half of 2024. The decrease was partially offset by a $1.1 million decrease in warranty expense primarily as a result of changes in estimated shipping costs.

Six months ended June 30, 2026, and 2025

Cost of revenues increased by $4.9 million or 19.5% and gross profit increased by $2.9 million or 15.9% for the six months ended June 30, 2026, as compared to the same period in 2025, which is primarily driven by a 18.0% increase in net revenue for the six months ended June 30, 2026, as compared to the same period in 2025. In addition to higher net revenue, cost of revenues increased due to a $1.5 million increase in customs and freight expense compared to the same period in 2025. These increases were partially offset by a $2.4 million decrease in warranty expense primarily due to changes in estimated shipping costs.

Gross margin decreased by 0.7 percentage points for the six months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily attributable to higher customs and freight expense and less favorable excess and obsolete inventory and scrap adjustments, partially offset by the decrease in warranty expense primarily as a result of changes in estimated shipping costs.

Research and Development

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Research and development $2,507 $2,267 $240 10.6% $5,151 $4,431 $720 16.2%
Percentage of net revenue 9.9% 9.4% 10.2% 10.3%

Three months ended June 30, 2026, and 2025

Research and development expense increased by $0.2 million or 10.6% for the three months ended June 30, 2026, as compared to the same period in 2025.

Six months ended June 30, 2026, and 2025

Research and development expense increased by $0.7 million or 16.2% for the six months ended June 30, 2026, as compared to the same period in 2025. The increase was primarily attributable to a $0.4 million increase in payroll costs, driven by annual compensation adjustments, a $0.1 million increase in consulting expenses and a $0.1 million increase in software subscription costs during the six months ended June 30, 2026, as compared to the same period in 2025.

The amount of research and development expenses may fluctuate from period to period due to differing levels and stages of development activity.

Sales and Marketing

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Sales and marketing $4,048 $4,412 $(364) (8.3)% $8,528 $8,328 $200 2.4%
Percentage of net revenue 15.9% 18.3% 16.9% 19.4%

Three months ended June 30, 2026, and 2025

Sales and marketing expense decreased by $0.4 million or 8.3% for the three months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily attributable to a $0.5 million decrease in bonus and stock-based compensation expenses primarily related to reversals of amounts previously accrued and a reduction in equity awards granted during the three months ended June 30, 2026, compared to the same period in 2025. This increase was partially offset by a $0.2 million increase in payroll costs driven by annual compensation adjustments during the three months ended June 30, 2026, compared to the same period in 2025.

Six months ended June 30, 2026, and 2025

Sales and marketing expense increased by $0.2 million or 2.4% for the six months ended June 30, 2026, as compared to the same period in 2025.

General and Administrative

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
General and administrative $5,121 $5,588 $(467) (8.4)% $11,201 $10,658 $543 5.1%
Percentage of net revenue 20.2% 23.2% 22.1% 24.8%

Three months ended June 30, 2026, and 2025

General and administrative expense decreased by $0.5 million or 8.4% for the three months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily attributable to decreases in bonus and stock-based compensation expenses of $1.4 million primarily related to reversals of amounts previously accrued and a reduction in equity awards granted. The decrease was partially offset by increases in legal expenses of $0.4 million, facility-related insurance expense of $0.3 million primarily associated with our new headquarters lease that commenced in June 2025, and bad debt expense of $0.2 million.

Six months ended June 30, 2026, and 2025

General and administrative expense increased by $0.5 million or 5.1% for the six months ended June 30, 2026, as compared to the same period in 2025. The increase was primarily attributable to an increases in bad debt expense of $1.2 million related to a customer bankruptcy and facility-related insurance expense of $0.6 million. The increase was partially offset by decreases in bonus and stock based compensation expenses of $1.2 million related to reversals of amounts previously accrued and a reduction in equity awards granted during the six months ended June 30, 2026, compared to the same period in 2025.

Other Expenses (Income), Net

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Interest expense 26 2,868 (2,842) (99.1)% 27 5,739 (5,712) (99.5)%
Gain on sale of intangible assets (355) — (355) NM (355) — (355) NM
Other income, net (331) (100) (231) 231.0% (828) (243) (585) 240.7%
Total other (income) expenses, net $(660) $2,768 $(3,428) (123.8)% $(1,156) $5,496 $(6,652) (121.0)%

Three months ended June 30, 2026, and 2025

Interest expense decreased by $2.8 million or 99.1% for the three months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily driven by the extinguishment of the Convertible Promissory Note in December 2025, resulting in no related interest expense during the three months ended June 30, 2026.

Gain on sale of intangible assets of $0.4 million was recorded during the three months ended June 30, 2026 as a result of the sale of certain patents to a third party, as discussed above under “Key Factors That May Influence Future Results of Operations.”

Other income, net increased by $0.2 million or 231.0% for the three months ended June 30, 2026, as compared to the same period in 2025, primarily due to the royalty revenue shift to other income, net discussed above.

Six months ended June 30, 2026, and 2025

Interest expense decreased by $5.7 million or 99.5% for the six months ended June 30, 2026, as compared to the same period in 2025. The decrease was primarily driven by the extinguishment of the Convertible Promissory Note in December 2025, resulting in no related interest expense during the six months ended June 30, 2026.

Gain on sale of intangible assets of $0.4 million was recorded during the six months ended June 30, 2026 as a result of the sale of certain patents to a third party, as discussed above under “Key Factors That May Influence Future Results of Operations.”

Other income, net increased by $0.6 million or 240.7% for the six months ended June 30, 2026, as compared to the same period in 2025, primarily due to the royalty revenue shift to other income, net discussed above.

Income Tax (Benefit) Expense

(in thousands, except percentages)

Three Months Ended June 30, 2026 2025 Change in $% Six Months Ended June 30, 2026 2025 Change in $%
Income tax (benefit) expense $(3,194) $158 $(3,352) NM $(3,358) $454 $(3,812) NM

Three and Six Months ended June 30, 2026, and 2025

We recorded income tax benefit of $3.2 million and $3.4 million for the three and six months ended June 30, 2026, respectively. This was primarily related to a valuation allowance release resulting from a change to an intercompany transfer pricing arrangement at the affected foreign subsidiary. We recorded income tax expense of $0.2 million and $0.5 for the three and six months ended June 30, 2025, primarily related to settlement of a foreign tax examination during the period. For more information, see Note 13, "Income Taxes" of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Liquidity and Capital Resources

As of June 30, 2026, our principal sources of liquidity were cash and cash equivalents of $16.9 million and total working capital, which we define as current assets less current liabilities, of $36.6 million, and availability under our revolving credit facility. Our principal uses of cash are for funding our operations, capital expenditures, other working capital requirements and other investments. On February 26, 2026, we closed the Registered Direct Offering resulting in gross proceeds of $15.0 million, and net proceeds of approximately $14.0 million, after deducting placement agent fees and offering expenses. We believe that our existing cash and cash equivalents, our expected cash flows from operations, the gross proceeds received from the Registered Direct Offering and our available borrowing capacity under the Credit Facility will provide adequate liquidity for ongoing operations, planned capital expenditures and other investments for at least the next 12 months from the issuance date of this Quarterly Report on Form 10-Q.

Revolving Credit Facility. In March 2026, we entered into the Credit Facility with Wells Fargo that provides for borrowings of up to $10.0 million. As of June 30, 2026, $4.1 million was outstanding under the Credit Facility, and we were in compliance with all applicable covenants. For more information, see Note 7, “Debt” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Operating Leases. We have entered into various non-cancelable operating leases primarily for our facilities with original lease periods expiring through the year 2029, with our most significant leases relating to our facilities in Los Gatos, California and Ra’anana, Israel. As of June 30, 2026, we had total lease obligations of $2.3 million recorded on our condensed consolidated balance sheet. For more information, see Note 11, “Leases” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Cash Flows

The following table summarizes our cash flows for the periods presented:

(in thousands)

Six Months Ended June 30, 2026 2025
Net cash (used in) provided by operating activities $(10,292) $7,242
Net cash provided by (used in) investing activities 2,250 (9,643)
Net cash provided by financing activities 17,286 867
Net increase (decrease) in cash and cash equivalents $9,244 $(1,534)

Management closely monitors expenditures and is focused on obtaining new customers and continuing to develop our products and services. Cash from operations and our liquidity could also be affected by various risks and uncertainties, including, but not limited to, economic concerns related to tariffs, interest rates, inflation or the supply chain, including timing of cash collections from customers and other risks which are detailed in the section entitled “Cautionary Note Regarding Forward-Looking Statements” included elsewhere in this Quarterly Report on Form 10-Q, including in Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q and in Part I, Item 1A, “Risk Factors” in the 2025 Annual Report.

Cash Flows (Used in) Provided By Operating Activities

Cash flows from operating activities consisted of net loss adjusted for certain non-cash reconciling items, such as non-cash interest expense, stock-based compensation expense, provision to write down inventories to net realizable value, depreciation and amortization, and non-cash lease expense, gain on sale and payment of transaction costs related to the sale of intangible assets, deferred income tax benefit and changes in our operating assets and liabilities. Cash provided by operating activities decreased by $17.5 million to cash used in operating activities during the six months ended June 30, 2026, as compared to the same period in 2025.

Cash Flows Used in Investing Activities

Net cash provided by investing activities was $2.3 million for the six months ended June 30, 2026, which is primarily attributable to the proceeds from the sale of intangible assets as a result of our satisfaction of the conditions specified in the patent purchase agreement and receipt of an additional holdback payment in May 2026, and was partially offset by the purchase of property and equipment. Net cash used in investing activities was $9.6 million for the six months ended June 30, 2025, which is primarily attributable to the purchase of marketable securities and was partially offset by proceeds received from the sale and maturities of marketable securities.

Cash Flows Provided by Financing Activities

Net cash provided by financing activities increased by $16.4 million during the six months ended June 30, 2026, compared to the same period in 2025 which is primarily attributable to the proceeds from the issuance of common stock in the Registered Direct Offering and proceeds from borrowings under the Credit Facility. This is partially offset due to payments of tax withholdings of restricted and performance stock awards, payment of debt issuance costs on the Credit Facility and payment of expenses associated with the Registered Direct Offering.

Contractual Obligations

Our contractual obligations primarily consist of our obligations under operating leases and inventory component purchases. As of June 30, 2026, there have been no material changes from our disclosure in our 2025 Annual Report. For more information on our future minimum operating leases, see Note 11, “Leases” and for more information on our Credit Facility, see Note 7, “Debt,” of the notes to condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q.

Off-Balance Sheet Arrangements

During the periods presented, the Company did not have any off-balance sheet arrangements.

Critical Accounting Estimates

For the period ended June 30, 2026, there have been no material changes to our critical accounting estimates from the information reported in our 2025 Annual Report.

Recent Accounting Pronouncements

For a description of recent accounting pronouncements, including the expected dates of adoption and estimated effects, if any, on the Company’s condensed consolidated financial statements, see Part I, Note 2, “Summary of Significant Accounting Policies”, in the notes to condensed consolidated financial statements in this Quarterly Report on Form 10-Q.

Market risk

As filed, 211 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

As a “smaller reporting company” as defined by Rule 12b-2 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Company is not required to provide the information required under this item.

Controls and procedures

As filed, 3,186 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of June 30, 2026, as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure. Based upon the evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of June 30, 2026.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) of the Exchange Act that occurred during the three months ended June 30, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Disclosure Controls and Procedures

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues within a company are detected. The inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and may not be detected. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.

Risk factors

As filed, 4,468 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the risk factors disclosed in the section entitled “Risk Factors” in Part I, Item 1A, of the Company’s 2025 Annual Report, and the other reports that we have filed with the SEC. Any of the risks discussed in such reports, as well as additional risks and uncertainties not currently known to us or that we currently deem immaterial, could materially and adversely affect our results of operations, financial condition or prospects. During the period covered by this Quarterly Report on Form 10-Q, there have been no material changes in our risk factors as previously disclosed, except for the following:

Our business could be adversely affected by trade tariffs or other trade barriers.

We may be negatively affected by the prospect of expanded trade restrictions between the government of the United States and where we or our partners operate. Escalating trade tensions between the United States and China have led to increased tariffs and trade restrictions, including tariffs applicable to some of our products. Our operations and supply chain may be adversely affected by actual or threatened trade actions, including new or increased tariffs, customs duties, import/export restrictions, sanctions, and other trade barriers in the United States and in other jurisdictions in which we or our suppliers operate.

In addition, recent policy actions and proposals in the United States have included the imposition of, or consideration of, additional tariffs and other trade restrictions on certain imported goods, including goods sourced from China and other jurisdictions. Any escalation of a trade war between China and the U.S., or between any other jurisdictions in which we conduct business, could potentially impact our hardware component prices and impact any plans to sell products in China and other international markets. The escalation of any “trade war” may also contribute to the rise of inflation, which may negatively affect the United States’ and global markets. Retaliatory measures, changes in customs enforcement practices, or broader trade restrictions could also disrupt logistics, lengthen lead times, limit component availability, and increase price volatility.

Changes in trade laws, including recent regulatory actions, may not benefit us as anticipated, or at all. For example, although we believe the FCC’s July 2026 decision to restrict future authorizations of foreign-produced power inverters could support the strategic rationale for our U.S. manufacturing strategy, we cannot assure you that this or any other trade action will result in a competitive advantage for us. The scope of the FCC’s action remains subject to change, including through an available conditional exception process, competitors may adjust their manufacturing footprints to remain compliant or to obtain exceptions, and the FCC or other agencies may modify, narrow, or delay enforcement of the restriction. Moreover, the overall impact of trade laws on our business depends on multiple factors, including their duration, their scope and potential expansion thereof, application, enforcement, retaliatory measures by impacted exporting countries, inflationary effects and broader macroeconomic responses, changes to consumer purchasing behavior, and the effectiveness of our responses in managing these impacts. If trade laws do not evolve as we currently expect, or if we are unable to capitalize on any resulting opportunities, our competitive position, results of operations, and financial condition could be adversely affected.

At this time, it is unclear how further expanded trade restrictions may impact us or our partners, although they pose the risk of price instability and that exports of our products may become subject to retaliatory tariffs. In addition, alternative suppliers for certain critical components may be limited, may require lengthy qualification and certification processes, or may not be available at competitive cost or in sufficient volumes. These developments may also reduce customer demand by increasing the total installed cost of solar and storage systems or extending payback periods, and continuing uncertainty could cause customers to advance, delay, reduce, or cancel purchases. Any of these factors could have a material adverse effect on our business, financial condition and results of operations.

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2026-06-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Revenue3 months2026-04-01 to 2026-06-30$25.4mus-gaap:RevenueFromContractWithCustomerExcludingAssessedTax
Revenue6 months2026-01-01 to 2026-06-30$50.6mus-gaap:RevenueFromContractWithCustomerExcludingAssessedTax
Cost of revenue3 months2026-04-01 to 2026-06-30$15.4mus-gaap:CostOfRevenue
Cost of revenue6 months2026-01-01 to 2026-06-30$29.8mus-gaap:CostOfRevenue
Gross profit3 months2026-04-01 to 2026-06-30$10.0mus-gaap:GrossProfit
Gross profit6 months2026-01-01 to 2026-06-30$20.8mus-gaap:GrossProfit
Research and development3 months2026-04-01 to 2026-06-30$2.5mus-gaap:ResearchAndDevelopmentExpense
Research and development6 months2026-01-01 to 2026-06-30$5.2mus-gaap:ResearchAndDevelopmentExpense
Operating income3 months2026-04-01 to 2026-06-30−$1.7mus-gaap:OperatingIncomeLoss
Operating income6 months2026-01-01 to 2026-06-30−$4.1mus-gaap:OperatingIncomeLoss
Interest expense3 months2026-04-01 to 2026-06-30$26.0kus-gaap:InterestExpenseNonoperating
Interest expense6 months2026-01-01 to 2026-06-30$27.0kus-gaap:InterestExpenseNonoperating
Income tax3 months2026-04-01 to 2026-06-30−$3.2mus-gaap:IncomeTaxExpenseBenefit
Income tax6 months2026-01-01 to 2026-06-30−$3.4mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2026-04-01 to 2026-06-30$2.2mus-gaap:NetIncomeLoss
Net income6 months2026-01-01 to 2026-06-30$424.0kus-gaap:NetIncomeLoss
Diluted EPS3 months2026-04-01 to 2026-06-30$0.03us-gaap:EarningsPerShareDiluted
Diluted EPS6 months2026-01-01 to 2026-06-30$0.01us-gaap:EarningsPerShareDiluted
Basic EPS3 months2026-04-01 to 2026-06-30$0.03us-gaap:EarningsPerShareBasic
Basic EPS6 months2026-01-01 to 2026-06-30$0.01us-gaap:EarningsPerShareBasic
Diluted shares (weighted)3 months2026-04-01 to 2026-06-3080,551,007 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Diluted shares (weighted)6 months2026-01-01 to 2026-06-3078,795,730 sharesus-gaap:WeightedAverageNumberOfDilutedSharesOutstanding
Operating cash flow6 months2026-01-01 to 2026-06-30−$10.3mus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure6 months2026-01-01 to 2026-06-30$500.0kus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Cash and equivalentsAt period end2026-06-30$16.9mus-gaap:CashAndCashEquivalentsAtCarryingValue
Current assetsAt period end2026-06-30$54.6mus-gaap:AssetsCurrent
Total assetsAt period end2026-06-30$77.9mus-gaap:Assets
Current liabilitiesAt period end2026-06-30$17.9mus-gaap:LiabilitiesCurrent
Total liabilitiesAt period end2026-06-30$33.2mus-gaap:Liabilities
Long-term debtAt period end2026-06-30$4.1mus-gaap:LongTermDebtNoncurrent
Shareholders' equityAt period end2026-06-30$44.6mus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0001855447-26-000007. Last ingested by Listed: Oct 24, 2026, 15:06 ET. Listed shows no prices and gives no investment advice.