Earnings release
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FTC Solar Announces Third Quarter 2026 Financial Results November 4, 2026 Third Quarter Highlights and Recent Developments Third quarter revenue up 25% q/q; profitability metrics within, or better than, target ranges Significant new project wins across multiple geographies with several new customers, including Tata Power Solar and Evren, platform backed by Brookfield Targeting 46% sequential revenue growth in fourth quarter at mid-point Expect continued strong growth and Adjusted EBITDA profitability in 2027 on strength of pipeline AUSTIN, Texas, Nov. 04, 2026 (GLOBE NEWSWIRE) -- FTC Solar, Inc. (Nasdaq: FTCI), a leading provider of solar tracker systems, today announced financial results for the third quarter ended September 30, 2026. “We delivered a strong quarter with revenue up 25% sequentially and margins ahead of our targets,” said Anthony Carroll, CEO of FTC Solar. “We expect continued significant growth in the fourth quarter with a path to EBITDA profitability in the first quarter of next year. With significant new awards and growing momentum across North America, India, Australia, and Europe and with AI and robotics enhancing our current and future productivity, we’re well positioned for a strong 2027. Additionally, we obtained independent validation from DNV that our tracker installs in an industry-leading 81 labor hours per megawatt, confirming what customers are telling us: speed in the field is a winning competitive advantage.” Third Quarter Results Total third-quarter revenue was $32.8 million. This represents an increase of 25.4% compared to the prior quarter revenue and an increase of 26.1% compared to the year-ago quarter. GAAP gross profit was $1.9 million, or 5.8% of revenue, compared to gross loss of $2.2 million, or 8.5% of revenue, in the prior quarter. Non-GAAP gross profit was $2.8 million or 8.4% of revenue. This compares to Non-GAAP gross profit of $2.0 million in the prior-year period. Summary Financial Performance: Q3 2026 compared to Q3 2025 U.S. GAAP Non-GAAP(b) Three months ended September 30, (in thousands, except per share data) 2026 2025 2026 2025 Revenue $ 32,813 $ 26,030 $ 32,813 $ 26,030 Gross margin percentage 5.8 % 6.1 % 8.4 % 7.7 % Total operating expenses $ 10,441 $ 9,299 $ 8,096 $ 7,986 Loss from operations(a) $ (8,540 ) $ (7,705 ) $ (5,181 ) $ (3,962 ) Net income (loss) $ 6,702 $ (23,938 ) $ (7,557 ) $ (5,320 ) Diluted loss per share $ (0.54 ) $ (1.61 ) $ (0.44 ) $ (0.36 ) (a) Adjusted EBITDA for Non-GAAP (b) See below for reconciliation of Non-GAAP financial measures to the nearest comparable GAAP measures GAAP operating expenses were $10.4 million. On a Non-GAAP basis, operating expenses were $8.1 million. This compares to Non-GAAP operating expenses of $8.5 million1 in the prior quarter and $8.0 million in the year-ago quarter. GAAP net income was $6.7 million, or a loss of $0.54 per diluted share, compared to loss of $27.1 million or a loss of $1.69 per diluted share in the prior quarter and a net loss of $23.9 million or $1.61 per diluted share in the year-ago quarter. Adjusted EBITDA loss, which excludes approximately $11.9 million for (i) a gain from the change in fair value of the warrant liability, (ii) certain CEO transition and employee severance costs, and (iii) other non-cash items, was $5.2 million, compared to Adjusted EBITDA losses of $9.8 million1 in the prior quarter and $4.0 million in the year-ago quarter. The contracted portion of the company's backlog2 now stands at approximately $640 million. Subsequent Events Subsequent to quarter end, the company received a number of new project awards, contracts and other agreements across various geographies. A few highlights include: North America Contracted 750-megawatt (MW) project from a well-regarded developer with a high-profile backer for a project to begin in 2027 and continue into 2028;
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Awarded 175MW project in U.S. from a new customer; The company is working with Linxon and private equity firm Energy Transition Capital to advance a portfolio of solar projects across multiple locations in Puerto Rico. FTC is currently providing engineering, design and qualification support for this roughly 600-megawatt portfolio; This is among the first activity under the recently announced collaboration with Linxon and Hitachi Energy establishing a strategic collaboration framework to jointly pursue and deliver utility scale solar projects across North America and other markets; Europe Announced a new collaboration and Master Supply Agreement with AGR Renewables. Under the terms of the agreement, FTC Solar will provide solar trackers, along with design, engineering, site assessment, and software solutions, as needed, to enhance installation speed, ensure site quality and reliability, and improve project profitability. The companies have established an initial target of 500 MW of projects in the United Kingdom through 2028, with the flexibility to significantly expand target volumes and extend the collaboration into additional geographies. An initial 30 megawatts under this agreement has been contracted; India Contracted a 118 MW project with Tata Power Solar, the solar subsidiary of India’s largest power and energy company. The project is located in the Gadag district of Karnataka, India. Initial production for the project is already underway; Contracted a 121 MW project with Evren, the Indian renewable development platform backed by Brookfield. The project is located in Andhra Pradesh, India. Initial production for the project is expected to begin in, or before, the first quarter of 2027; Australia Signed an MOU with six significant materials suppliers in Australia to further strengthen local content capabilities and support the company’s growth in the region. Outlook The company expects fourth quarter revenue to grow by approximately 46% relative to the third quarter, based on the midpoint of the guidance range. The company expects to see continued sequential revenue growth in the first quarter of 2027 and to achieve profitability on an Adjusted EBITDA basis. In addition, the company expects to see significant revenue growth in 2027, with full-year profitability. (in millions) 3Q'26 Guidance 3Q'26 Actual 4Q'26 Guidance(3) Revenue $30.0 – $35.0 $ 32.8 $44.0 – $52.0 Non-GAAP Gross Profit (Loss) $(0.9) – $1.8 $ 2.8 $5.0 – $8.3 Non-GAAP Gross Margin (3.0%) – 5.1% 8.4% 11.4% – 15.9% Non-GAAP operating expenses $7.7 – $8.3 $ 8.1 $8.2 – $8.8 Non-GAAP adjusted EBITDA $(9.3) – $(6.0) $ (5.2) $(3.9) – $0.0 Third Quarter 2026 Earnings Conference Call FTC Solar’s senior management will host a conference call for members of the investment community at 8:30 a.m. E.T. today, during which the company will discuss its third quarter results, its outlook and other business items. This call will be webcast and can be accessed within the Investor Relations section of FTC Solar's website at https://investor.ftcsolar.com. A replay of the conference call will also be available on the website for 30 days following the webcast. About FTC Solar Inc. Founded in 2017 by a group of renewable energy industry veterans, FTC Solar is a global provider of solar tracker systems, technology, software, and engineering services. Solar trackers significantly increase energy production at solar power installations by dynamically optimizing solar panel orientation to the sun. FTC Solar’s innovative tracker designs provide compelling performance and reliability, with an industry-leading installation cost-per-watt advantage. Footnotes 1. A reconciliation of the prior sequential quarter Non-GAAP financial measures to the nearest comparable GAAP measures may be found in Exhibit 99.1 of our Form 8-K filed on August 5, 2026. 2. The term ‘backlog’ or ‘contracted and awarded’ refers to the combination of our executed contracts (contracted) and awarded orders (awarded), which are orders that have been documented and signed through a contract, where we are in the process of documenting a contract but for which a contract has not yet been signed, or that have been awarded in writing or verbally with a mutual understanding that the order will be contracted in the future. In the case of certain projects, including those that are scheduled for delivery on later dates, we have not locked in binding pricing with customers, and we instead use estimated average selling price to calculate the revenue included in our contracted and awarded orders for such projects. Actual revenue for these projects could differ once contracts with binding pricing are executed, and there is also a risk that a contract may never be executed for an awarded but uncontracted project, or that a contract may be executed for an awarded but uncontracted project at a date that is later than anticipated, or that a contract once executed may be subsequently amended, supplemented, rescinded, cancelled or breached, including in a manner that impacts the timing and amounts of payments due thereunder, thus reducing anticipated revenues. Please refer to our SEC filings, including our Form 10-K, for more information on our contracted and awarded orders, including risk factors.
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3. We do not provide a quantitative reconciliation of our forward-looking Non-GAAP guidance measures to the most directly comparable GAAP financial measures because certain information needed to reconcile those measures is not available without unreasonable efforts due to the inherent difficulty in forecasting and quantifying these measures as a result of changes in project schedules by our customers that may occur, which are outside of our control, and the impact, if any, of credit loss provisions, asset impairment charges, restructuring or changes in the timing and level of indirect or overhead spending, as well as other matters, that could occur which could significantly impact the related GAAP financial measures. Forward-Looking Statements This press release contains forward looking statements. These statements are not historical facts but rather are based on our current expectations and projections regarding our business, operations and other factors relating thereto. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. These statements are only predictions and as such are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict, including, without limitation, the risks and uncertainties described in more detail above and in our filings with the U.S. Securities and Exchange Commission, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”), our Quarterly Reports on Form 10-Q, and other documents, including Current Reports on Form 8-K, that we have filed, or will file, with the SEC. You should not rely on our forward-looking statements as predictions of future events, as actual results may differ materially from those in the forward-looking statements as a result of certain risks and uncertainties, including, without limitation, the risks and uncertainties described in more detail above and in our filings with the SEC, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of our Annual Report on Form 10-K filed with the SEC, our Quarterly Reports on Form 10-Q, and other documents, including Current Reports on Form 8-K, that we have filed, or will file, with the SEC. Any forward-looking statements in this release speak only as of the date on which they are made. FTC Solar undertakes no duty or obligation to update any forward-looking statements contained in this release as a result of new information, future events or changes in its expectations, except as required by law. FTC Solar Investor Contact: Bill Michalek Vice President, Investor Relations FTC Solar T: (737) 241-8618 E: IR@FTCSolar.com FTC Solar, Inc. Condensed Consolidated Statements of Comprehensive Results of Operations (unaudited) Three months ended September 30, Nine months ended September 30, (in thousands, except shares and per share data) 2026 2025 2026 2025 Revenue: Product $ 32,185 $ 20,061 $ 66,352 $ 54,130 Service 628 5,969 9,883 12,696 Total revenue 32,813 26,030 76,235 66,826 Cost of revenue: Product 31,397 18,550 69,810 57,537 Service (485 ) 5,886 7,985 15,061 Total cost of revenue 30,912 24,436 77,795 72,598 Gross profit (loss) 1,901 1,594 (1,560 ) (5,772 ) Operating expenses Research and development 930 1,228 3,257 3,281 Selling and marketing 2,248 1,672 6,028 4,099 General and administrative 7,263 6,399 23,480 16,612 Total operating expenses 10,441 9,299 32,765 23,992 Loss from operations (8,540 ) (7,705 ) (34,325 ) (29,764 ) Interest expense (4,292 ) (1,988 ) (12,521 ) (3,430 ) Interest income 99 6 109 17 Gain from disposal of investment in unconsolidated subsidiary — — — 3,204 Gain on sale of Atlas — 90 26 140 Gain (loss) from change in fair value of warrant liability 19,480 (16,066 ) 59,335 (14,298 ) Loss on extinguishment of debt — (173 ) — (173 ) Other income, net 165 35 175 110 Income from unconsolidated subsidiary — 1,907 — 1,344 Income (loss) before income taxes 6,912 (23,894 ) 12,799 (42,850 ) Provision for income taxes (210 ) (44 ) (622 ) (337 ) Net income (loss) 6,702 (23,938 ) 12,177 (43,187 ) Other comprehensive income: Foreign currency translation adjustments 110 37 328 146 Comprehensive income (loss) $ 6,812 $ (23,901 ) $ 12,505 $ (43,041 )
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Net income (loss) per share: Basic $ 0.39 $ (1.61 ) $ 0.75 $ (3.17 ) Diluted $ (0.54 ) $ (1.61 ) $ (2.06 ) $ (3.17 ) Weighted-average common shares outstanding: Basic 17,084,491 14,899,638 16,239,464 13,626,800 Diluted 23,473,081 14,899,638 22,919,497 13,626,800 FTC Solar, Inc. Condensed Consolidated Balance Sheets (unaudited) (in thousands, except shares and per share data) September 30, 2026 December 31, 2025 ASSETS Current assets Cash and cash equivalents $ 5,076 $ 21,105 Restricted cash 11,608 — Accounts receivable, net of allowance for credit losses of $3,086 and $3,069 at September 30, 2026 and December 31, 2025, respectively 57,730 55,743 Inventories 8,139 9,627 Prepaid and other current assets 21,025 11,294 Total current assets 103,578 97,769 Operating lease right-of-use assets 1,506 983 Finance lease right-of-use assets 435 — Property and equipment, net 3,550 3,793 Goodwill 7,748 7,444 Other assets 2,227 1,823 Total assets $ 119,044 $ 111,812 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accounts payable $ 16,162 $ 13,247 Short-term debt 24,780 12,681 Accrued expenses 56,725 23,770 Income taxes payable 748 630 Deferred revenue 8,672 7,172 Other current liabilities 13,396 10,725 Total current liabilities 120,483 68,225 Long-term debt — 9,921 Operating lease liability, net of current portion 947 553 Finance lease liability, net of current portion 334 — Deferred income taxes 229 — Warrant liability 13,157 74,515 Other non-current liabilities 1,309 1,556 Total liabilities 136,459 154,770 Commitments and contingencies Stockholders’ deficit Preferred stock par value of $0.0001 per share, 10,000,000 shares authorized; none issued as of September 30, 2026 and December 31, 2025 — — Common stock par value of $0.0001 per share, 850,000,000 shares authorized; 18,152,140 and 15,537,344 shares issued and outstanding as of September 30, 2026 and December 31, 2025 2 2 Treasury stock, at cost; 1,076,257 shares as of September 30, 2026 and December 31, 2025 — — Additional paid-in capital 397,686 384,648 Accumulated other comprehensive gain (loss) 38 (290 ) Accumulated deficit (415,141 ) (427,318 ) Total stockholders’ deficit (17,415 ) (42,958 ) Total liabilities and stockholders’ deficit $ 119,044 $ 111,812 FTC Solar, Inc.
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Condensed Consolidated Statements of Cash Flows (unaudited) Nine months ended September 30, (in thousands) 2026 2025 Cash flows from operating activities Net income (loss) $ 12,177 $ (43,187 ) Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities: Stock-based compensation 7,604 2,343 Depreciation and amortization 1,249 897 (Gain) loss from change in fair value of warrant liability (59,335 ) 14,298 Amortization of debt discount and issue costs 7,155 1,385 Paid-in-kind non-cash interest 3,267 1,567 Provision for obsolete and slow-moving inventory 1,467 — Income from unconsolidated subsidiary — (1,344 ) Gain from disposal of investment in unconsolidated subsidiary — (3,204 ) Gain on sale of Atlas (26 ) (140 ) Loss on extinguishment of debt — 173 Warranties issued and remediation added 2,235 2,073 Warranty recoverable from manufacturer 60 271 Credit loss provisions 16 566 Deferred income taxes 229 425 Lease expense 784 884 Impact on cash from changes in operating assets and liabilities: Accounts receivable (2,003 ) (9,875 ) Inventories 21 2,489 Prepaid and other current assets (9,850 ) (399 ) Other assets (191 ) (344 ) Accounts payable 2,823 3,150 Accruals and other current liabilities 33,763 5,696 Deferred revenue 1,500 (898 ) Other non-current liabilities (1,021 ) (1,208 ) Lease payments and other, net (847 ) (1,034 ) Net cash provided by (used in) operations 1,077 (25,416 ) Cash flows from investing activities: Purchases of property and equipment (885 ) (793 ) Proceeds from sale of Atlas software platform 26 140 Proceeds from sale of property and equipment — 6 Proceeds from disposal of investment in unconsolidated subsidiary — 3,204 Net cash (used in) provided by investing activities (859 ) 2,557 Cash flows from financing activities: Proceeds from borrowings — 35,955 Repayments of borrowings (7,406 ) — Proceeds from sale of common stock 3,335 — Stock offering costs paid (78 ) — Financing costs paid (465 ) (58 ) Finance lease principal payments (24 ) — Proceeds from stock option exercises — 3 Net cash (used in) provided by financing activities (4,638 ) 35,900 Effect of exchange rate changes on cash, cash equivalents and restricted cash (1 ) 81 Increase (decrease) in cash, cash equivalents and restricted cash (4,421 ) 13,122 Cash and cash equivalents at beginning of period 21,105 11,247 Cash, cash equivalents and restricted cash at end of period $ 16,684 $ 24,369 Notes to Reconciliations of Non-GAAP Financial Measures to Nearest Comparable GAAP Measures We utilize Adjusted EBITDA, Adjusted Net Loss, and Adjusted EPS as supplemental measures of our performance. We define Adjusted EBITDA as net income (loss) plus (i) provision for (benefit from) income taxes, (ii) interest expense, less interest income, (iii) depreciation expense, (iv) amortization expense, (v) stock-based compensation, (vi) loss from changes in the fair value of our warrant liability, and (vii) Chief Executive Officer ("CEO") transition costs, costs associated with our reverse stock split, severance and certain other costs (credits). We also deduct (i) the contingent gains arising from earnout payments and project escrow releases relating to the disposal of our investment in an unconsolidated subsidiary, and (ii) gains from changes in the fair value of our warrant liability from net income or loss in arriving at Adjusted EBITDA. We define Adjusted Net Loss as net income (loss) plus (i) amortization of debt discount and issue costs and intangibles, (ii) stock-based compensation, (iii) loss from changes in the fair
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value of our warrant liability, (iv) CEO transition costs, costs associated with our reverse stock split, severance and certain other costs (credits), and (v) the income tax expense (benefit) of those adjustments, if any. We also deduct (i) the contingent gains arising from earnout payments and project escrow releases relating to the disposal of our investment in an unconsolidated subsidiary, and (ii) gains from changes in the fair value of our warrant liability from net income (loss) in arriving at Adjusted Net Loss. Adjusted EPS is defined as Adjusted Net Loss on a per share basis using our weighted average diluted shares outstanding. Non-GAAP gross profit (loss), Non-GAAP operating expense, Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS are intended as supplemental measures of performance that are neither required by, nor presented in accordance with, U.S. generally accepted accounting principles (“GAAP”). We present these Non-GAAP measures, many of which are commonly used by investors and analysts, because we believe they assist those investors and analysts in comparing our performance across reporting periods on an ongoing basis by excluding items that we do not believe are indicative of our core operating performance. In addition, we use Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS to evaluate the effectiveness of our business strategies. Non-GAAP gross profit (loss), Non-GAAP operating expense, Adjusted EBITDA, Adjusted Net Loss and Adjusted EPS should not be considered in isolation or as substitutes for performance measures calculated in accordance with GAAP, and you should not rely on any single financial measure to evaluate our business. These Non-GAAP financial measures, when presented, are reconciled to the most closely applicable GAAP measure as disclosed below. The following table reconciles Non-GAAP gross loss to the most closely related GAAP measure for the three and nine months ended September 30, 2026 and 2025, respectively: Three months ended September 30, Nine months ended September 30, (in thousands, except percentages) 2026 2025 2026 2025 U.S. GAAP revenue $ 32,813 $ 26,030 $ 76,235 $ 66,826 U.S. GAAP gross profit (loss) $ 1,901 $ 1,594 $ (1,560 ) $ (5,772 ) Depreciation expense 343 151 790 509 Amortization expense 24 — 38 — Stock-based compensation 286 247 1,578 738 Severance costs 196 — 196 34 Non-GAAP gross profit (loss) $ 2,750 $ 1,992 $ 1,042 $ (4,491 ) Non-GAAP gross margin percentage 8.4 % 7.7 % 1.4 % (6.7 %) The following table reconciles Non-GAAP operating expenses to the most closely related GAAP measure for the three and nine months ended September 30, 2026 and 2025, respectively: Three months ended September 30, Nine months ended September 30, (in thousands) 2026 2025 2026 2025 U.S. GAAP operating expenses $ 10,441 $ 9,299 $ 32,765 $ 23,992 Depreciation expense (87 ) (139 ) (421 ) (388 ) Stock-based compensation (1,815 ) (880 ) (6,026 ) (1,605 ) CEO transition (164 ) (194 ) (1,618 ) (582 ) Reverse stock split — — — (1 ) Severance costs (279 ) — (279 ) (141 ) Special stockholders' meeting — (100 ) — (100 ) Non-GAAP operating expenses $ 8,096 $ 7,986 $ 24,421 $ 21,175 The following table reconciles Non-GAAP Adjusted EBITDA to the related GAAP measure of loss from operations for the three and nine months ended September 30, 2026 and 2025, respectively: Three months ended September 30, Nine months ended September 30, (in thousands) 2026 2025 2026 2025 U.S. GAAP loss from operations $ (8,540 ) $ (7,705 ) $ (34,325 ) $ (29,764 ) Depreciation expense 430 290 1,211 897 Amortization expense 24 — 38 — Stock-based compensation 2,101 1,127 7,604 2,343 CEO transition 164 194 1,618 582 Reverse stock split — — — 1 Severance costs 475 — 475 175 Special stockholders' meeting — 100 — 100 Other income, net 165 35 175 110 Gain on sale of Atlas — 90 26 140 Income from unconsolidated subsidiary — 1,907 — 1,344 Adjusted EBITDA $ (5,181 ) $ (3,962 ) $ (23,178 ) $ (24,072 )
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The following table reconciles Non-GAAP Adjusted EBITDA and Adjusted Net Loss to the related GAAP measure of net income (loss) for the three months ended September 30, 2026 and 2025, respectively: Three months ended September 30, 2026 2025 (in thousands, except shares and per share data) Adjusted EBITDA Adjusted Net Loss Adjusted EBITDA Adjusted Net Loss Net income (loss) per U.S. GAAP $ 6,702 $ 6,702 $ (23,938 ) $ (23,938 ) Reconciling items - Provision for income taxes 210 — 44 — Interest expense 4,292 — 1,988 — Interest income (99 ) — (6 ) — Amortization of debt discount and issue costs in interest expense — 2,457 — 958 Depreciation expense 430 — 290 — Amortization expense 24 24 — — Stock-based compensation 2,101 2,101 1,127 1,127 Loss from change in fair value of warrant liability(a) (19,480 ) (19,480 ) 16,066 16,066 Loss on extinguishment of debt(b) — — 173 173 CEO transition(c) 164 164 194 194 Severance costs(d) 475 475 — — Special stockholders' meeting(e) — — 100 100 Adjusted Non-GAAP amounts $ (5,181 ) $ (7,557 ) $ (3,962 ) $ (5,320 ) Adjusted Non-GAAP net loss per share (Adjusted EPS): Basic and diluted N/A $ (0.44 ) N/A $ (0.36 ) Weighted-average common shares outstanding: Basic and diluted N/A 17,084,491 N/A 14,899,638 (a) We exclude non-cash changes in the fair value of our outstanding warrants as we do not consider such changes to impact or reflect changes in our core operating performance. (b) We exclude the loss on extinguishment of debt arising from our July 2, 2025 Credit Agreement and related amendments to our existing debt as we do not consider such changes to impact or reflect changes in our core operating performance. (c) In April 2026, we transitioned to a new CEO. We also agreed to pay an upfront sign-on bonus to our new CEO in two equal annual installments in April 2027 and April 2028. We are accruing the cost of these sign-on bonus payments over the service period of our new CEO. Upon hiring our former CEO in August 2024, we had agreed to upfront and incremental sign-on bonuses (collectively, the " former CEO sign-on bonuses"). These former CEO sign-on bonuses were expensed over the applicable service periods of our former CEO through April 2026. We do not view the sign-on bonuses to be paid to our new CEO or those paid to our former CEO as being part of their normal ongoing annual compensation arrangements. (d) Involuntary severance costs were incurred during the third quarter of 2026, due to restructuring changes to align headcount with the Company's strategic focus to adjust our overhead costs and activities to better address customer needs and to take advantage of continued process efficiencies. (e) We exclude the costs associated with a special stockholders' meeting held in September 2025 to approve, in accordance with Nasdaq Listing Rule 5635(d), the issuance of an aggregate 6,836,237 shares of our common stock issuable upon exercise of the New Warrants granted to the Lenders under the Credit Agreement we entered into on July 2, 2025, as we do not consider such costs to impact our ongoing core operating performance.