What changed in this filing

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Item 1. Financial Statements

2026-08-07 compared with 2026-05-08 · 118 added, 71 removed, 365 unchanged (34% of the section changed)

19 unchanged sentences

Total Assets $ 397,070 $ 388,786

* Amounts derived from the audited financial statements for the year ended December 31, 2025.

See accompanying

notes to condensed consolidated financial statements.

* Amounts derived from the audited consolidated financial statements for the year ended December 31, 2025.

See accompanying notes to condensed consolidated financial statements.

ALTO INGREDIENTS, INC.

10 unchanged sentences

Total current liabilities 50,397 59,071

Long-term debt 73,056 63,027

Long-term debt, net 60,469 63,027

Operating leases, net of current portion 17,553 13,012

6 unchanged sentences

1,684 shares authorized;

no shares issued and outstanding as of March 31, 2026 and December 31, 2025;

no shares issued and outstanding as of June 30, 2026 and December 31, 2025;

1,581 shares authorized;

927 shares issued and outstanding as of March 31, 2026 and December 31, 2025;

liquidation preference of $ 18,075 as of March 31, 2026 1 1

927 shares issued and outstanding as of June 30, 2026 and December 31, 2025;

liquidation preference of $ 18,075 as of June 30, 2026 1 1

Common stock, $ 0.001 par value;

300,000 shares authorized;

77,946 and 77,307 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively 78 77

77,576 and 77,307 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively 78 77

Non-voting common stock, $ 0.001 par value;

3,553 shares authorized;

1 share issued and outstanding as of March 31, 2026 and December 31, 2025 — —

1 share issued and outstanding as of June 30, 2026 and December 31, 2025, respectively — —

Additional paid-in capital 1,051,085 1,051,795

3 unchanged sentences

Total Liabilities and Stockholders’ Equity $ 397,070 $ 388,786

* Amounts derived from the

audited financial statements for the year ended December 31, 2025.

See accompanying

notes to condensed consolidated financial statements.

Amounts derived from the audited consolidated financial statements for the year ended December 31, 2025.

See accompanying notes to condensed consolidated financial statements.

ALTO INGREDIENTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except per share

(unaudited, in thousands, except per share data)

Three Months Ended

Six Months Ended

Net sales $ 245,698 $ 218,436 $ 470,378 $ 444,976

5 unchanged sentences

Transferable tax credits, net 5,112 — 9,012 —

Other income, net 49 47

Other expense, net ( 70 ) ( 78 ) ( 21 ) ( 31 )

Income (loss) before provision for income taxes 11,701 ( 10,997 ) 15,972 ( 22,676 )

7 unchanged sentences

Weighted-average shares outstanding, diluted 77,071 74,611 76,609 74,232

See accompanying notes to condensed consolidated

financial statements.

See accompanying notes to condensed consolidated financial statements.

ALTO INGREDIENTS, INC.

1 unchanged sentence

(unaudited, in thousands)

Three Months Ended

Six Months Ended

Operating Activities:

Net income (loss) $ 15,972 $ ( 22,676 )

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Adjustments to reconcile net income (loss) to

Net cash provided by (used in) operating activities:

Depreciation and amortization 12,819 12,631

Transferable tax credits, net, generated ( 9,012 ) —

Gains on derivative instruments ( 8,416 ) ( 1,773 )

Non-cash compensation 705 848

Inventory valuation — 1,649

Gains on derivative instruments ( 10,666 ) ( 4,371 )

Stock-based compensation 1,518 1,474

Amortization of deferred financing fees 501 502

11 unchanged sentences

Purchase of Kodiak Carbonic, net of cash acquired — ( 7,278 )

Deferred purchase price payments for Eagle Alcohol — ( 2,240 )

Net cash used in investing activities ( 11,487 ) ( 10,534 )

1 unchanged sentence

Net proceeds from Kinergy’s line of credit 5,042 24,520

Taxes paid for employee stock vesting in lieu of shares ( 2,227 ) —

Principal payments on term debt ( 25,100 ) —

1 unchanged sentence

Net cash (used in) provided by financing activities ( 22,912 ) 23,893

Net decrease in cash, cash equivalents and restricted cash ( 4,030 ) ( 9,040 )

Net change in cash, cash equivalents and restricted cash ( 1,711 ) ( 5,720 )

Cash, cash equivalents and restricted cash at beginning of period 25,673 36,211

6 unchanged sentences

Interest paid $ 3,316 $ 4,596

See accompanying notes to condensed consolidated

financial statements.

Noncash lease additions $ 4,998 $ —

Shares vested for Eagle Alcohol $ — $ 5,000

See accompanying notes to condensed consolidated financial statements.

ALTO INGREDIENTS, INC.

2 unchanged sentences

Preferred Stock

Additional Paid-In

Accumulated Other Comprehensive

Other Comprehensive

Balances, January 1, 2026 927 $ 1 77,307 $ 77 $ 1,051,795 $ ( 812,093 ) $ 5,461 $ 245,241

4 unchanged sentences

Balances, March 31, 2026 927 $ 1 77,946 $ 78 $ 1,052,472 $ ( 808,134 ) $ 5,461 $ 249,878

Stock-based compensation — — — — 813 — — 813

Restricted stock issued to employees and directors, net of cancellations and tax — — ( 370 ) — ( 2,200 ) — — ( 2,200 )

Preferred stock dividends — — — — — ( 315 ) — ( 315 )

Balances, June 30, 2026

Balances, January 1, 2025 927 $ 1 76,565 $ 77 $ 1,044,176 $ ( 824,166 ) $ 4,975 $ 225,063

4 unchanged sentences

Balances, March 31, 2025 927 $ 1 76,497 $ 77 $ 1,045,024 $ ( 836,157 ) $ 4,975 $ 213,920

See accompanying notes to condensed consolidated

financial statements.

Stock-based compensation

Restricted stock issued to employees and directors, net of cancellations and tax

Shares vested for Eagle Alcohol

Preferred stock dividends

Balances, June 30, 2025

See accompanying

notes to condensed consolidated financial statements.

ALTO INGREDIENTS, INC.

37 unchanged sentences

The Company regularly reviews accounts receivable and based on assessments of current customer creditworthiness, estimates the portion, if any, of the customer balance that will not be collected.

Of the accounts receivable balance, approximately $ 52,728,000 and $ 41,379,000 at March 31, 2026 and December 31, 2025, respectively, were used as collateral under Kinergy’s operating line of credit.

The allowance for credit losses was $ 61,000 and $ 76,000 as of March 31, 2026 and December 31, 2025, respectively.

The Company recorded bad debt recoveries of $ 15 ,000 and bad debt expense of $ 15 ,000 for the three months ended March 31, 2026 and 2025, respectively.

Of the accounts receivable balance, approximately $ 59,716,000 and $ 41,379,000 at June 30, 2026 and December 31, 2025, respectively, were used as collateral under Kinergy’s operating line of credit.

The allowance for credit losses was $ 38,000 and $ 76,000 as of June 30, 2026 and December 31, 2025, respectively.

The Company recorded a credit loss recovery of $ 23 ,000 and $ 16 ,000 for the three months ended June 30, 2026 and 2025, respectively.

The Company recorded a credit loss recovery of $ 38 ,000 and $ 1 ,000 for the six months ended June 30, 2026 and 2025, respectively.

The Company does not have any off-balance sheet credit exposure related to its customers.

3 unchanged sentences

Financial Instruments – The carrying values of cash and cash equivalents, restricted cash, accounts receivable, derivative assets, accounts payable, accrued liabilities and derivative liabilities are reasonable estimates of their fair values because of the short maturity of these items.

The Company believes the carrying values of its long-term debt instruments are not considered materially different than fair value.

The Company believes the carrying values of its long-term debt instruments are not considered materially different than their fair values.

Estimates and Assumptions – The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

9 unchanged sentences

Three Months Ended

Net Sales 2026 2025

June 30, Six Months Ended

2026 2025 2026 2025

Pekin Campus production:

4 unchanged sentences

Marketing and distribution:

Alcohol sales 47,326 49,058

Alcohol sales, gross $ 54,612 $ 58,106 $ 101,889 $ 107,101

Alcohol sales, net 60 80 109 142

Intersegment sales 2,512 2,334 4,962 4,840

48 unchanged sentences

Inventories consisted primarily of bulk ethanol, specialty alcohols, corn, essential ingredients and unleaded fuel, and are valued at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis.

Inventory is net of a valuation allowance of $ 0 and $ 1,007,000 as of March 31, 2026 and December 31, 2025, respectively.

Inventory is net of a valuation allowance of $ 0 and $ 1,007,000 as of June 30, 2026 and December 31, 2025, respectively.

Inventory balances consisted of the following (in thousands):

8 unchanged sentences

This program recognizes the unpredictability of financial markets and seeks to reduce the potentially adverse effects that market volatility could have on operating results.

Commodity Risk – Cash Flow Hedges – The Company uses derivative instruments in connection with its commodity risk management activities to stabilize margins between input costs and product sales.

For example, the Company uses ethanol swaps to align fixed-price alcohol sales with current market rates and uses corn futures to offset price fluctuations in its corn purchase commitments.

The Company does not enter into derivative instruments for speculative purposes.

Commodity Risk – Cash Flow Hedges – The Company uses derivative instruments to protect cash flows from fluctuations caused by volatility in commodity prices for periods of up to twelve months in order to protect gross profit margins from potentially adverse effects of market and price volatility on alcohol sales and purchase commitments where the prices are set at a future date and/or if the contracts specify a floating or index-based price.

In addition, the Company hedges anticipated sales of alcohol to minimize its exposure to the potentially adverse effects of price volatility.

These derivatives may be designated and documented as cash flow hedges and effectiveness is evaluated by assessing the probability of the anticipated transactions and regressing commodity futures prices against the Company’s purchase and sales prices.

Ineffectiveness, which is defined as the degree to which the derivative does not offset the underlying exposure, is recognized immediately in cost of goods sold.

For the three months ended March 31, 2026 and 2025, the Company did not designate any of its derivatives as cash flow hedges.

Commodity Risk – Non-Designated Hedges – The Company uses derivative instruments to align pricing for certain amounts of corn and alcohols with prevailing market prices by entering into exchange-traded futures contracts or options for those commodities.

For the three and six months ended June 30, 2026 and 2025, the Company did not designate any of its derivatives as cash flow hedges.

Commodity Risk – Non-Designated Hedges – The Company uses derivative instruments to lock in prices for certain amounts of corn and alcohols by entering into exchange-traded futures contracts or options for those commodities.

These derivatives are not designated for hedge accounting treatment.

The changes in fair value of these contracts are recorded on the balance sheet and recognized immediately in cost of goods sold.

The Company recognized net gains of $ 8,416,000 and $ 1,773,000 as the change in the fair value of these contracts for the three months ended March 31, 2026 and 2025, respectively.

The Company recognized net gains of $ 2,250,000 and $ 2,598,000 as the change in the fair value of these contracts for the three months ended June 30, 2026 and 2025, respectively.

The Company recognized net gains of $ 10,666,000 and $ 4,371,000 as the change in the fair value of these contracts for the six months ended June 30, 2026 and 2025, respectively.

Non-Designated Derivative Instruments – The classification and amounts of the Company’s derivatives not designated as hedging instruments, and related cash collateral balances, are as follows (in thousands):

As of March 31, 2026

As of June 30, 2026

Assets Liabilities

4 unchanged sentences

Assets Liabilities

Type of Instrument Balance Sheet Location Fair Value Balance Sheet Location Fair Value

Type of Instrument Balance Sheet Location Fair Value Balance Sheet Location Fair

Cash collateral balance Restricted cash $ 2,258

2 unchanged sentences

however, the Company does have a right of offset with each of its derivative brokers, but the Company’s intent is to close out positions individually, therefore, the positions are reported at gross.

The classification and amounts of the Company’s realized gains for its derivatives not designated as hedging instruments are as follows (in thousands):

The classification and amounts of the Company’s realized and unrealized gains and losses for its derivatives not designated as hedging instruments are as follows (in thousands):

Realized Gains

For the Three Months

Ended March 31,

For the Three Months Ended

Type of Instrument Statements of Operations Location 2026 2025

Commodity contracts Cost of goods sold $ 5,884 $ 4,715

Unrealized Gains

For the Three Months

Ended March 31,

$ 5,884 $ 4,715

Realized Gains

For the Six Months Ended

Type of Instrument Statements of Operations Location 2026 2025

1 unchanged sentence

$ 6,227 $ 4,854

Unrealized Losses

For the Three Months Ended

Type of Instrument Statements of Operations Location 2026 2025

Commodity contracts Cost of goods sold $ ( 3,634 ) $ ( 2,117 )

$ ( 3,634 ) $ ( 2,117 )

Unrealized Gains (Losses)

For the Six Months Ended

Type of Instrument Statements of Operations Location 2026 2025

Commodity contracts Cost of goods sold $ 4,439 $ ( 483 )

$ 4,439 $ ( 483 )

Long-term borrowings are summarized as follows (in thousands):

7 unchanged sentences

Long-term debt $ 60,469 $ 63,027

Excess Availability – As of March 31, 2026, Kinergy had $ 29.3 million in unused borrowing availability under its line of credit and the Company had $ 65.0 million that may be available for capital improvement projects under its Orion term loan.

The Kinergy line of credit matures in November 2027 and the Orion term loan matures in November 2028.

Excess Availability – As of June 30, 2026, Kinergy had $ 41.3 million in unused borrowing availability under its line of credit and the Company had $ 65.0 million that may be available for capital improvement projects under its Orion term loan, subject to certain conditions.

COMMITMENTS AND CONTINGENCIES.

Sales Commitments – At March 31, 2026, the Company had entered into sales contracts with its major customers to sell certain quantities of alcohol and essential ingredients.

The Company had open indexed-price alcohol sales contracts for 93,556,000 gallons as of March 31, 2026 and open fixed-price alcohol sales contracts totaling $ 186,958,000 as of March 31, 2026.

The Company had open fixed-price sales contracts for essential ingredients totaling $ 10,507,000 and open indexed-price sales contracts of essential ingredients for 29,000 tons as of March 31, 2026.

Sales Commitments – At June 30, 2026, the Company had entered into sales contracts with its major customers to sell certain quantities of alcohol and essential ingredients.

The Company had open indexed-price alcohol sales contracts for 90,485,000 gallons as of June 30, 2026 and open fixed-price alcohol sales contracts totaling $ 193,341,000 as of June 30, 2026.

The Company had open fixed-price sales contracts for essential ingredients totaling $ 10,004,000 and open indexed-price sales contracts of essential ingredients for 12,000 tons as of June 30, 2026.

These sales contracts are scheduled to be completed throughout 2026.

Purchase Commitments – At March 31, 2026, the Company had indexed-price purchase contracts to purchase 21,592,000 gallons of alcohol and fixed-price purchase contracts to purchase $ 161,000 of alcohol from its suppliers.

The Company had fixed-price purchase contracts to purchase $ 31,464,000 of corn from its suppliers as of March 31, 2026.

The Company had indexed-price contracts to purchase 6,319,000 MMBTU of natural gas as of March 31, 2026.

Purchase Commitments – At June 30, 2026, the Company had indexed-price purchase contracts to purchase 22,534,000 gallons of alcohol and fixed-price purchase contracts to purchase $ 593,000 of alcohol from its suppliers.

The Company had fixed-price purchase contracts to purchase $ 33,181,000 of corn from its suppliers as of June 30, 2026.

The Company had indexed-price contracts to purchase 3,323,000 MMBTU of natural gas as of June 30, 2026.

The Company also had future commitments for certain capital projects totaling $ 12,013,000 .

5 unchanged sentences

While the Company can provide no assurances, the Company does not expect that any of its pending legal proceedings will have a material impact on the Company’s financial condition or results of operations.

PENSION PLANS.

PENSION AND RETIREMENT BENEFIT PLANS.

The Company sponsors a defined benefit pension plan (the “Retirement Plan”) and a healthcare and life insurance plan (the “Postretirement Plan”).

12 unchanged sentences

Net periodic benefit $ ( 45 ) $ ( 22 )

Six Months Ended

Interest cost $ 472 $ 468

Service cost 100 114

Expected return on Plan Assets ( 662 ) ( 625 )

Net periodic benefit $ ( 90 ) $ ( 43 )

The Postretirement Plan provides postretirement medical benefits and life insurance to certain “grandfathered” unionized employees at the Company’s Pekin, Illinois facility.

10 unchanged sentences

Net periodic expense $ 44 $ 25

Six Months Ended

Interest cost $ 93 $ 97

Service cost 8 7

Amortization of net gains ( 13 ) ( 54 )

Net periodic expense $ 88 $ 50

FAIR VALUE MEASUREMENTS.

4 unchanged sentences

For fair value measurements using significant unobservable inputs, a description of the inputs and the information used to develop the inputs is required along with a reconciliation of Level 3 values from the prior reporting period.

Pooled separate accounts – Pooled separate accounts invest primarily in domestic and international stocks, commercial paper or single mutual funds.

Pooled separate accounts – Pooled separate accounts invest primarily in domestic and international stocks, commercial paper or single mutual funds at December 31, 2025.

The net asset value is used as a practical expedient to determine fair value for these accounts.

5 unchanged sentences

See Note 1 for additional information.

The following table summarizes recurring and nonrecurring fair value measurements by level at March 31, 2026 (in thousands):

Value Level 1 Level 2 Level 3

The following table summarizes recurring and nonrecurring fair value measurements by level at June 30, 2026 (in thousands):

Fair Value Level 1 Level 2 Level 3

Transferable tax credits, net $ 8,265 $ — $ — $ 8,265

3 unchanged sentences

The following table summarizes recurring fair value measurements by level at December 31, 2025 (in thousands):

Fair Percentage

Value Level 1 Level 2 Level 3 Allocation

Fair Value Level 1 Level 2 Level 3 Allocation

Derivative financial instruments $ 525 $ 525 $ — $ —

20 unchanged sentences

The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

The following table summarizes the rollforward of Level 3 fair value measurements as of March 31, 2026 (in thousands):

The following table summarizes the roll-forward of Level 3 fair value measurements as of June 30, 2026 (in thousands):

Fair Value as of December 31, 2025 $ 7,500

1 unchanged sentence

Fair Value as of March 31, 2026 $ 11,530

Generated transferable tax credits 5,112

Proceeds from sale of 2025 tax credits ( 8,852 )

Fair Value as of June 30, 2026 $ 8,265

EARNINGS PER SHARE.

The following tables compute basic and diluted earnings per share (in thousands, except per share data):

Three Months Ended

March 31, 2026

Three Months Ended June 30, 2026

Numerator Shares

7 unchanged sentences

Income attributable to common stockholders $ 11,386 77,071 $ 0.15

Three Months Ended

March 31, 2025

Six Months Ended June 30, 2026

Numerator Shares

Denominator Per-Share

Consolidated net income $ 15,972

Preferred stock dividends ( 627 )

Basic income per share:

Income attributable to common stockholders $ 15,345 75,191 $ 0.20

Dilutive securities — 1,418

Diluted income per share:

Income attributable to common stockholders $ 15,345 76,609 $ 0.20

Three Months Ended June 30, 2025

Numerator Shares

Denominator Per-Share

Net loss $ ( 10,997 )

1 unchanged sentence

Basic and diluted loss per share:

Net loss attributable to common stockholders $ ( 11,991 ) 73,836 $ ( 0.16 )

There were additional aggregate potentially dilutive weighted-average shares of 981,000 from convertible securities outstanding for the three months ended March 31, 2026 and 2025.

These securities were not considered in calculating diluted net loss per share for the three months ended March 31, 2026 and 2025, as their effect would have been anti-dilutive.

Loss attributable to common stockholders $ ( 11,312 ) 74,611 $ ( 0.15 )

Six Months Ended June 30, 2025

Numerator Shares

Denominator Per-Share

Net loss $ ( 22,676 )

Preferred stock dividends ( 627 )

Basic and diluted loss per share:

Loss attributable to common stockholders $ ( 23,303 ) 74,232 $ ( 0.31 )

There were an additional aggregate potentially dilutive weighted-average shares of 981,000 from convertible securities outstanding for the three and six months ended June 30, 2026 and June 30, 2025.

These securities were not considered in calculating diluted net income (loss) per share for the three and six months ended June 30, 2026 and 2025, as their effect would have been anti-dilutive.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements