What changed in this filing

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Item 1. Business

2026-05-27 compared with 2025-05-21 · 137 added, 147 removed, 307 unchanged (48% of the section changed)

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Already, our transformative power solutions are moving the world forward.

We are a leading system provider of megawatt-scale power resiliency solutions that orchestrate the rhythm and harmony of power on the grid™, and protect and expand the capability of the Navy’s fleet.

We design, develop, and deploy power control solutions that harmonize an increasingly complex energy system, helping our customers scale without added complexity or size.

Our system level products leverage the Company's proprietary "smart materials" and "smart software and controls" to provide enhanced resiliency and improved performance of megawatt-scale power flow.

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Our voltage compensators, capacitors, transformers and rectifiers can power the energy-intensive factories of the future while reducing the risk of costly power interruptions that could hinder this journey to a better future.

What's more, in an age of increasing global tensions, we are helping to move U.S.

Navy and Royal Canadian Navy ships into the future by installing protection systems that help them stay hidden from our enemies.

We help protect and expand the capability of the Navies' surface fleet with advanced superconductor-based systems that provide superior performance advantages to the traditional methods of mine field protection.

We see the nascent business serving the Navies as an extension of what we do with our Grid business – this ship is a microcosm of the grid.

Our products help manage power with a purpose.

In an era of increasing global tensions, we provide advanced power and protection solutions.

Our systems help naval vessels reduce magnetic signatures to enhance survivability against magnetically activated threats, while also powering critical onboard systems and supporting shipyard infrastructure.

We engineer rugged, compact solutions that protect, power, and perform, so naval fleets stay ready, wherever duty calls.

In the wind power market, we enable manufacturers to field highly competitive wind turbines through our advanced power electronics and control system products, engineering, and support services.

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We estimate that the total annual addressable global market for our products and solutions is over $15 billion as of the fiscal year ended March 31, 2026.

Our Company’s addressable market is driven by (i) the nearly $500 billion investment in renewables to update the aging grid for better support in the adoption of intermittent renewable power sources, (ii) the nearly $100 billion investment in the mining and processing of materials as well as the $160 billion investment in semiconductor capacity—both of which are driven by the electrification of transportation, the need to prioritize energy security and bolster domestic supply chains—and (iii) the over $30 billion investment by the U.S.

federal government in U.S.

military ship systems and capabilities to help ensure performance and security amid geopolitical uncertainty.

Our Company's addressable market is driven by a record global energy transition investment of $2.3 trillion in 2025, up 8% year over year, led by electrified transportation ($893 billion), renewable energy ($690 billion), and grid infrastructure ($483 billion).

Approximately $110 billion was recorded in mining and materials investments and $185 billion in semiconductor capacity.

These two investments were mostly driven by electrification and energy security, which are accelerating the shift toward stronger domestic supply chains.

In addition, we see more than $47 billion of U.S.

federal investment in military ship systems and capabilities to help ensure performance and security amid increasing geopolitical uncertainty.

On December 5, 2025, we entered into a Stock Exchange Agreement with the selling stockholders named therein.

Pursuant to the terms of the Stock Exchange Agreement and concurrently with entering into such agreement, Mardin Participações Ltda., an entity incorporated in Brazil (“AMSC Brazil”) and our wholly-owned subsidiary, directly or indirectly, purchased all of the issued and outstanding shares of Comtrafo Indústria de Transformadores Elétricos S.A.

("Comtrafo").

Comtrafo is a Brazil-based manufacturer of large power and distribution transformers primarily for utility customers and also for industrial customers.

Comtrafo is operated and reported as a component of our Grid business segment.

We refer to this transaction as the "acquisition of Comtrafo."

On August 1, 2024, we entered into a Stock Purchase Agreement with the selling stockholders named therein.

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Megatran's wholly-owned subsidiary, NWL, Inc., ("NWL") is a U.S.-based global producer of engineered power conversion solutions for demanding industrial and military applications.

Megatran, together with NWL and its other wholly-owned subsidiaries and affiliates, is operated and reported as a component of its Grid business segment.

Megatran, together with NWL and its other wholly-owned subsidiaries and affiliates, is operated and reported as a component of our Grid business segment.

We refer to this transaction as the "acquisition of NWL."

Market opportunities

We provide solutions that address four key drivers of our business:

the global demand for renewable and traditional energy;

the global demand for critical materials for the electrification of transportation and industrial modernization;

the global demand for semiconductors, driven by the electrification of everything;

the electrification of Naval fleets to enhance capability.

We provide solutions that address three key drivers of our business:

the global demand for traditional and renewable energy;

the global demand for critical materials, including semiconductors, electrification, industrial modernization, and power capacity expansion;

the electrification of Naval and military capabilities.

This all requires an electric grid that is fit for the future.

The Global Demand for Renewables:

We design wind turbines and provide electrical control systems for inside the turbine that control the wind turbine’s voltage, current, frequency, pitch and yaw.

At the substation level, we provide interconnection solutions that allow wind farms to meet utility’s grid code requirements for voltage, power factor and dynamic performance of the plant during unforeseen system disturbances, by utilizing our dynamic voltage management solutions as well as our static voltage management solutions and harmonic filters.

The Global Demand for Traditional and Renewable Energy:

In traditional energy markets, we provide advanced power control and system solutions across upstream, midstream, and downstream operations.

These operations include drilling, production, processing, and storage.

As increased investments and production place greater demands on electrical infrastructure, our solutions help stabilize power quality and supply by mitigating harmonics and improving overall system performance.

Through these solutions, we enable more efficient, reliable, and productive operations while supporting environmental requirements.

We also design wind turbines and provide electrical control systems inside the turbine that manage voltage, current, frequency, pitch and yaw.

At the substation level, we provide interconnection solutions that allow wind farms to meet utility grid code requirements for voltage, power factor and dynamic performance of the plant during unforeseen system disturbances by utilizing our dynamic and static voltage management solutions as well as our harmonic filters.

We provide field service and spare parts to our global installed base of over 18 Gigawatts ("GW").

The Global Demand for Critical Materials for the Electrification of Transportation and Industrial Modernization:

We provide transformation, rectification, voltage management and harmonic filtering systems at the substation level that manage input power from the grid and control power for the operation of large-scale industrial equipment such as furnaces, chemical plants, or semiconductor fabrication plants.

The Global Demand for Critical Materials, Including Semiconductors, Electrification, Industrial Modernization and Power Capacity Expansion:

We provide transformation, rectification, voltage management, and harmonic filtering solutions that help industrial and semiconductor facilities maintain stable, high-quality power for critical operations.

At the substation level, our solutions manage input power from the grid and control power for the operation of large-scale industrial equipment such as furnaces, chemical plants, or semiconductor fabrication plants.

Our capabilities to control and convert power help ensure continuous flow of stable high-quality power for our customers.

The Global Demand for Semiconductors:

We provide sag mitigation systems, which are a substation level power conditioning system.

These systems protect and isolate the factory’s critical processes from power system events that could otherwise trip these sensitive processes causing severe disruptions and loss of a customer’s manufactured products.

These systems monitor the semiconductor fabrication plant’s incoming electric supply very closely and react in sub-cycle time frames to mitigate voltage sags and swells to provide a conditioned power to the processes.

We also provide substation-level sag mitigation systems, which are a substation level power conditioning system.

These systems protect and isolate critical manufacturing processes from power system events that could otherwise trip these sensitive processes operations and result in severe disruptions and loss of a customer’s manufactured products.

These systems closely monitor incoming electric supply and react in sub-cycle time frames to mitigate voltage sags and swells to provide a conditioned power to the processes.

These sag mitigation systems can include both our dynamic and static voltage management as well as our harmonic filter solutions which are specifically designed to improve the facility's overall power factor and harmonic compliance needs.

The Electrification of the Navy Fleet:

The Electrification of Naval and Military Capabilities:

We provide advanced ship protection systems, that are designed to help fleets increase system efficiencies, enhance warfare capabilities, and boost reliability, performance, and security.

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We design systems that leverage existing grid assets while protecting cities against storms, outages, and cyber- and physical attacks.

Marine protection systems .

We sell advanced degaussing systems to the U.S.

Navy and the Royal Canadian Navy.

Degaussing systems reduce a naval ship's magnetic signature, making it much more difficult for a mine to detect and damage a ship.

Our degaussing system is comprised of much smaller, lighter and higher performing HTS cable coils eliminating an estimated 50-80% of the system weight and reducing overall energy consumption versus copper-based degaussing systems.

Our solutions enable the grid to handle more distributed generation in the form of rooftop solar.

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We provide a broad range of power electronics and software-based control systems that are highly integrated and designed for optimized performance, efficiency, and grid compatibility.

Marine Protection Systems .

We sell advanced degaussing systems to the U.S.

Navy and the Royal Canadian Navy.

Degaussing systems reduce a naval ship's magnetic signature, making it much more difficult for a mine to detect and damage a ship.

Our fiscal year begins on April 1 and ends on March 31.

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We believe our competitive strengths position us well to execute on our growth plans in the markets we serve.

Our manufacturing capabilities, engineering expertise, and streamlined execution enable us to deliver solutions with shorter lead times, helping customers accelerate project schedules and reduce operational risk.

Scalable, low-cost manufacturing platform.

Our manufacturing of proprietary wind turbine electrical control systems and power electronics products are primarily assembly operations with minimal fixed costs.

We can increase the production of these products at costs that we believe are low relative to our competitors.

Our proprietary manufacturing technique for Amperium superconductor wire is modular in nature, which allows us to expand manufacturing capacity at a relatively low incremental cost and differentiate ourselves from solutions assembled in the field.

Differentiated technologies.

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Industrial manufacturers of these essential materials must be able to power their factories in ways that scale without adding complexity or size.

Scalable, low-cost manufacturing platform.

Our manufacturing of proprietary wind turbine electrical control systems and power electronics products are primarily assembly operations with minimal fixed costs.

We can increase the production of these products at costs that we believe are low relative to our competitors.

Robust patent position and engineering expertise.

We have a robust portfolio of awarded patents and patent applications worldwide and have rights through exclusive and non-exclusive licenses to additional patents and patent applications worldwide.

We believe our technology and manufacturing knowledge base, customer and product expertise and patent portfolio provide a strong competitive position.

Intellectual property portfolio and engineering expertise.

We protect our competitive position through a combination of patents, trade secrets, proprietary know-how, confidentiality agreements, and contractual protections.

We have a portfolio of awarded patents and patent applications worldwide and have rights through exclusive and non-exclusive licenses to additional patents and patent applications worldwide.

In addition, a significant portion of our intellectual property protection is derived from common law rights, copyrights, trade secrets, non-disclosure agreements, and contractual arrangements.

We believe our technology and manufacturing knowledge base, customer and product expertise and intellectual property protections collectively provide a strong competitive position.

Unique solutions for the markets we serve.

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Building on these competitive strengths, we plan to focus on driving revenue growth and enhancing our operating results through the objectives defined below.

Provide solutions from power generation to delivery.

From the generation source to the distribution system, we focus on providing best-in-class engineering, support services, technologies and solutions that make the world’s power supplies smarter, cleaner and more resilient.

Focus on “megawatt-scale” power offerings.

Our research, product development, and sales efforts focus on megawatt-scale offerings ranging from designs of power electronics for large wind turbine platforms to systems that stabilize power flows, integrate renewable power into the grid and carry power to and from transmission and distribution substations.

Product innovation.

We have a strong record of developing unique solutions for megawatt-scale power applications and intend to continue our focus on investing in innovation.

Recently, our product development efforts have included our Resilient Electric Grid ("REG") system for the transmission electricity grid, SPS for the U.S.

Navy and the Royal Canadian Navy, and D-VAR Volt Var Optimization (“VVO”) for the distribution electricity grid.

Provide resiliency and protection capabilities.

Our products provide resiliency and protection capabilities that support an evolving power grid and protect the navy fleet from rising global threats.

Pursue Emerging Overseas Markets and Serve Key Markets Locally.

We focus our sales efforts on overseas markets that are investing aggressively in renewable energy and power grid projects.

Powering partners.

We strive to ensure customer success by designing, deploying and supporting fit-to purpose solutions that enhance capability without adding complexity or size.

Powering innovation.

We deliver innovative ways to harmonize the world's desire for clean energy with the need for reliable power delivery.

Powering resilience.

Our technology protects and expands the resiliency of all types of power systems — from renewable generation and urban grids to critical industry, Navy ships and more.

Powering sustainability.

Our solutions accelerate renewable generation and distribution, better use of finite resources, and the transition to more efficient power and protection systems and control emissions from power and industrial plants.

Pursuing emerging overseas markets and serving key markets locally.

We focus our sales efforts on overseas markets that are investing aggressively in traditional energy, renewable energy and power grid projects.

As part of our strategy, we serve our key target markets with local sales and field service personnel, which enables us to understand market dynamics and more effectively anticipate customer needs while also reducing response time.

We currently serve target markets such as Australia, Canada, Chile, France, India, Japan, Mexico, New Zealand, Singapore, South Africa, South Korea, Taiwan, the United Kingdom, and the United States.

We currently serve target markets such as Australia, Canada, Brazil, Chile, France, India, Japan, Mexico, New Zealand, Peru, Singapore, South Africa, South Korea, Taiwan, the United Kingdom, and the United States.

Grid market overview

Modernizing the global electric grid is widely recognized as essential to maintaining reliability and meeting emerging challenges.

These include the increasing frequency of severe weather events, physical and cybersecurity threats, the rapid expansion of renewable energy—both utility-scale and distributed—and the rise of new customer load types.

These include the increasing frequency of severe weather events (including events resulting from climate change), physical and cybersecurity threats, the rapid expansion of renewable energy—both utility-scale and distributed—and the rise of new customer load types.

As electric distribution networks become more complex with the integration of distributed energy resources, automation, and bidirectional power flows, there is a critical need for more accurate, dynamic, and resilient grid systems.

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In April 2025, the administration issued an executive order titled "Strengthening the Reliability and Security of the United States Electric Grid," invoking emergency authority to address increasing electricity demand and capacity constraints.

This directive empowers the Department of Energy ("DOE") to utilize all available power generation resources to ensure the reliable delivery of electricity, especially in response to the growth of technology-driven sectors.

Our Grid product solutions, including capacitor banks, harmonic filters, and STATCOMs, are well-positioned to support power quality in energy-intensive industries such as artificial intelligence, data centers, steel, automotive, chemicals, and semiconductors, among others.

This directive empowered the Department of Energy ("DOE") to utilize all available power generation resources to ensure the reliable delivery of electricity, especially in response to the growth of technology-driven sectors.

Our Grid product solutions are well-positioned to support power quality in energy-intensive industries such as artificial intelligence, data centers, steel, automotive, chemicals, and semiconductors, among others.

At the same time, the administration's focus on revitalizing U.S.

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At transmission voltage, electrical losses average about 7% in the United States and other developed nations, but can exceed 20% in some locations due to the distance of the line, quality of the conductor, and the power grid’s architecture and characteristics, among other factors.

Catastrophic equipment failures caused by aging equipment, physical and cyber events, and weather-related disasters can leave entire sections of an urban environment without power for hours or days.

Catastrophic equipment failures caused by aging equipment, physical and cyber events, and weather or climate-related disasters can leave entire sections of an urban environment without power for hours or days.

It can be difficult to recover from extended power outages in urban load centers, worsening situations where the personal safety of residents and the economic health of businesses are threatened.

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We address these challenges in the grid market by providing services and solutions designed to increase the power grid’s capacity, resiliency, reliability, security and efficiency.

Our solutions orchestrate the rhythm of power on the grid.

Our solutions include:

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These services often lead to sales of grid interconnection solutions for wind farms and solar power plants, and power quality systems for utilities and heavy industrial operations.

Transformers and DC Rectifiers.

Our custom transformers and rectifiers combine to form power electronic systems which consists of heavy-duty industrial rectifier transformers and direct current (DC) rectifiers.

These systems are installed to produce DC power for electrolytic, furnace, and special processes.

They are utilized in all industries including renewables, industrial, chemical, mining, and petro-chemical industries.

Through Comtrafo, we also offer a comprehensive transformer portfolio spanning low- and medium-voltage applications through high-voltage transmission projects.

This includes oil-filled transformers up to 36 kV, dry-type transformers for indoor and safety-critical applications, and power transformers up to 245 kV and 250 MVA for transmission and large industrial uses.

These products are designed to meet international standards and customer-specific requirements across power generation, transmission and distribution, and industrial markets.

Power Supplies and Military-Grade Magnetics Applications.

Our Power Supplies play a vital role in electrostatic precipitator systems ("ESP"), helping utility and industrial customers reduce airborne particulate emissions and meet environmental compliance standards.

In the defense sector, our Military Application Magnetics—such as transformers and inductors—are engineered for performance and durability across shipboard, land-based, and airborne electrical systems supporting U.S.

and allied operations.

We also provide high-capacity transformers designed for megawatt-scale industrial motor drives, ensuring reliable power for demanding industrial applications.

Power Factor Correction Solutions.

Our medium voltage metal-enclosed shunt power capacitor banks are custom designed for application on industrial, commercial, and utility power systems that require medium voltage power factor correction.

Our capacitor banks are customized to meet our customer's site and system requirements and can be configured to include some or all protection, control, switching, disconnecting and grounding functions.

Our medium voltage metal-enclosed harmonic filter banks are custom designed for application on industrial, commercial, and utility power systems that require medium voltage power factor correction, var and voltage support, and mitigation from harmonic resonance or harmonic distortion.

actiVAR ® Systems .

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Our armorVAR systems also support the base VAR requirements of renewable power plants and can include fully integrated D-VAR and D-VAR VVO® solutions to form more advanced hybrid solutions that are more economical and easier to install.

Transformers and DC Rectifiers.

Our custom transformers and rectifiers combine to form power electronic systems which consists of heavy-duty industrial rectifier transformers and direct current (DC) rectifiers.

These systems are installed to produce DC power for electrolytic, furnace, and special processes.

They are utilized in all industries including renewables, industrial, chemical, mining, and petro-chemical industries.

Our power electronic systems also support renewable wind/solar power plants and can include fully integrated D-VAR, D-VAR VVO, actiVAR®, and armorVAR™ solutions that are more economical and easier to install to form a complete power solution engineered to the client's specification.

Our D-VAR VVO serves the distribution power grid market.

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mandated efficiency upgrades, mass adoption of rooftop solar, community solar, utility-owned micro-grids, variable load conditions on the distribution grid and voltage regulations alternatives.

Power Supplies and Military-Grade Magnetics Applications.

and allied operations.

We also provide high-capacity transformers designed for megawatt-scale industrial motor drives, ensuring reliable power for demanding industrial applications.

REG Systems .

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Marine market overview

Defense spending has increased over the past seven years as the U.S.

Defense spending has increased over the past eight years as the U.S.

military moves to rebuild and retool for competition against other great powers.

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293 combat ships and 71 combat logistics and support ships.

Recent shipbuilding initiatives over the past year, including the Navy's FY27 budget request, suggest that spending levels and the goals for numbers of ships will further increase.

For a description of risks related to our government contracts, see Part I, Item" 1A, “Risk Factors – Our contracts with the U.S.

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The continued funding of such contracts remains subject to annual congressional appropriation, which, if not approved, could reduce our revenue and lower or eliminate our profit."

As of January, 2025, the Navy included 364 battle force ships—aircraft carriers, submarines, surface combatants, amphibious ships, combat logistics ships, and some support ship.

Since WWII, the Navy fleet has protected its warfare vessels with copper-based degaussing systems.

Our HTS-based degaussing system provides world class mine protection while reducing the weight of the degaussing system by an estimated 50-80%, and reducing energy consumption.

We believe that our HTS systems are an enabling technology for the U.S.

Navy in its mission to create an all-electric ship (Super Ship).

Our HTS-based SPS degaussing system has been designed into the San Antonio-class amphibious warfare ship platform, with the first system delivered in January 2022 deployed on the USS Fort Lauderdale.

AMSC and the U.S.

Navy continue to collaborate on AMSC’s advanced HTS-based ship protection systems.

The core components of the ship protection system are common and transferable to other applications being targeted for ship implementation.

Navy fleets worldwide face various challenges, including:

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More efficient, compact, lighter weight power transfer and distribution systems are expected to be required for tomorrow’s Navy to satisfy its future mission requirements.

Signature Protection.

Since WWII, the Navy fleet has protected its warfare vessels with copper-based degaussing systems.

Our HTS-based degaussing system provides world class mine protection while reducing the weight of the degaussing system by an estimated 50-80% and reducing energy consumption.

We believe that our HTS systems are an enabling technology for the U.S.

Navy in its mission to create an all-electric ship (Super Ship).

Our HTS-based SPS degaussing system has been designed into the San Antonio-class amphibious warfare ship platform, with the first system delivered in January 2022 deployed on the USS Fort Lauderdale.

In 2025, we delivered an additional HTS-based SPS system for the USS Richard M.

We continue to collaborate with the U.S.

Navy on potential additional opportunities for our advanced HTS-based ship protection systems.

The core components of the ship protection system are common and transferable to other applications being targeted for ship implementation.

Our solutions for the marine market

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We provide advanced ship protection systems, power management, and power generation systems that are designed to help fleets increase system efficiencies, enhance warfare capabilities, and boost reliability, performance and security.

Our systems support the U.S.

Navy’s mission to “electrify the fleet”.

Our systems allow for the ship to generate a large amount of electrical power and distribute the power through an onboard power system to a propulsion motor by way of a much smaller, lighter, and higher performing HTS cable system, enabling a more advanced, reliable, and secure solution with a smaller footprint.

Our solutions include:

Ship Protection Systems .

The primary focus of our SPS has been degaussing systems.

These systems reduce a naval ship’s magnetic signature, making it much more difficult for a mine to detect and damage a ship.

Traditionally made of heavy copper wire, degaussing is required on all U.S.

Navy combat ships.

Our HTS advanced degaussing system is lightweight, compact, and often outperforms its conventional counterpart.

This HTS system is estimated to enable 50-80% reduction in total degaussing system weight, offering significant potential for fuel savings or options to add different payloads.

The core components of a degaussing system are transferable to other applications being targeted for ship implementation.

Our SPS has been designed into the San Antonio class of amphibious assault vessels, with the first system delivered in January 2022 deployed on the USS Fort Lauderdale.

We are also providing SPS systems to the Royal Canadian Navy and seeking opportunities to propagate SPS throughout other allied navies, creating the potential for a relatively long-term revenue stream.

Additionally, we are developing a deployable mine countermeasure solution to enhance U.S.

Navy capability to manage the threat of minefields.

Onboard Power Delivery Systems .

We are working on expanding HTS technology into the fleet through a variety of applications, including onboard power flow and management.

Our HTS power cables enable high density energy transfer at unsurpassed efficiency levels in a compact, lightweight package.

Power Generation Systems .

We are also working on expanding HTS technology into the fleet through a variety of applications including power generation and electric propulsion.

The same HTS technology used in SPS and onboard power delivery systems when applied to rotating machines results in high power generators.

This enables dramatically more power to be produced in the same machinery space used for conventional systems, which in turn affords the Navy additional power for high energy density weapons without significant structural changes to the ship.

Propulsion systems.

Our development work in power generation systems for the U.S.

Navy extends to HTS-based electric power propulsion.

Onboard power delivery systems and power generation systems, when applied to propulsion motors, enable the transition to high power dense electric propulsion systems.

This is expected to make new ships more fuel-efficient and allow the Navy to free up space for additional war-fighting capability.

Our systems have been deployed across a range of naval applications, helping improve mission capability, increase operational efficiency, and reduce execution times.

Our ship protection systems reduce a vessel’s magnetic signature, making ships harder to detect by magnetic sensors and magnetically activated mines.

AMSC’s proprietary technology delivers this protection with significantly lower weight and reduced power and space requirements, preserving critical onboard capacity for mission operations.

We also provide power solutions that support shipyard operations by delivering reliable power to vessels during assembly, maintenance, and docking when ships are disconnected from external power sources.

In addition, our technology supports naval propulsion motors and power generators, where its compact, efficient, and high-power-density design enables greater onboard power generation and enhanced capabilities for next-generation naval vessels.

Wind market overview

The global energy mix has been transitioning towards an increasing amount of renewable energy, including wind power.

Wind power is unlimited in supply and its generation is a zero-emission process.

Wind power has become a major pillar of power supply throughout the world.

According to GlobalData, a research firm, approximately 118 GW of wind generation capacity were added worldwide in calendar 2024, as compared to nearly 117 GW in calendar 2023.

GlobalData anticipates that more than 136 GW of additional capacity will be added in 2025.

The global energy mix has seen a growing proportion of renewable energy, including wind power.

Wind power is unlimited in supply and its generation has very few emissions.

Wind power has become a major pillar of power supply in many parts of the world.

According to the Global Wind Energy Council (GWEC), a research firm, approximately 151 GW of wind generation capacity was expected worldwide in calendar 2025, as compared to nearly 117 GW in calendar 2024.

GWEC anticipates that more than 162 GW of additional capacity will be added in 2026.

According to GlobalData, annual wind installations in India for calendar 2025 were 6.3 GW and for calendar 2026 are estimated to be above 6 GW.

Several factors are expected to drive the future growth in the wind power market, including substantial government incentives and mandates that have been established globally, technological improvements, turbine cost reductions, the development of the offshore wind market, and increasing cost competitiveness with existing power generation technologies.

Several factors are expected to drive the future growth in the wind power market, including substantial government incentives and mandates that have been established in some countries, technological improvements, turbine cost reductions, the development of the offshore wind market, and increasing cost competitiveness with existing power generation technologies.

Technological advances, declining turbine production cost and fluctuating prices for some fossil fuels continue to increase the competitiveness of wind versus traditional power generation technologies.

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To date, we have shipped core electrical components and complete ECS sufficient to power over 18,000 MWs of wind power.

We believe our ECS represent approximately 5-10% of a wind turbine’s bill of materials.

We believe our ECS represent approximately at least 10% of a wind turbine’s bill of materials.

Wind Turbine Designs.

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We serve customers globally through a localized sales and field service presence in our core target markets.

We have served over 100 customers in the grid market since our inception, including Commonwealth Edison, Huntington Ingalls Shipbuilding, Innomotics LLC, the U.S.

Navy, Capital Power Corp., Targa Resources Corp., Micron Technology Inc., SSE plc in the United Kingdom, Consolidated Power Projects (Pty) Ltd in South Africa, Fuji Bridex in Singapore, and Ergon Energy in Australia.

We have served over 100 customers in the grid market since our inception, including a variety of U.S based power utilities, Huntington Ingalls Shipbuilding, Innomotics LLC, the U.S.

Navy, Capital Power Corp., Targa Resources Corp., Micron Technology Inc., SSE plc in the United Kingdom, Consolidated Power Projects (Pty) Ltd in South Africa, the Royal Canadian Navy in Canada, Fuji Bridex in Singapore, Copel Distribuição in Brazil and Ergon Energy in Australia.

Additionally, our sales personnel in the United States are supported by manufacturers' sales representatives.

We have designed w ind turbines for and licensed wind turbine designs to wind turbine manufacturing customers including Inox Wind Limited ("Inox") in India and Doosan Heavy Industries (“Doosan”) in South Korea.

In fiscal 2025, Inox accounted for 15% and Fuji Bridex accounted for 10% of our total revenues.

In fiscal 2024, Inox accounted for 14% of our total revenues.

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Bordentown, New Jersey — Grid segment manufacturing

Cornélio Procópio, Brazil — Grid segment manufacturing

Klagenfurt, Austria —Wind segment engineering, research and development, and customer support

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Richland, Washington — Grid segment research and development

Roebling, New Jersey — Grid segment manufacturing

Florence, New Jersey — Grid segment manufacturing

Silesian, Poland — Grid segment manufacturing

Westminster, Massachusetts — Grid segment manufacturing

Our global footprint also includes sales and/or field service offices in Australia, India, South Korea, the United Kingdom and McLean, VA.

The principal raw materials used in the manufacture of the Company’s products are nickel, silver, yttruim, copper, brass, and stainless steel.

Our global footprint also includes sales and/or field service offices in Australia, Brazil, India, South Korea, the United Kingdom and McLean, VA.

The principal raw materials used in the manufacture of the Company’s products are nickel, silver, yttrium, copper, brass, and stainless steel.

Major components are insulated gate bi-polar transistors, heatsinks, inductors, enclosures, transformers, and printed circuit boards.

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Our strategy is to serve customers locally in our core target markets through a direct sales force operating out of sales offices worldwide.

In addition, we utilize manufacturers’ sales representatives in the United States and Canada to market our products to utilities in North America.

In addition, we utilize manufacturers’ sales representatives to market our products to utilities.

The sales force also leverages business development staff for our various offerings as well as our team of wind turbine engineers and power grid transmission planners, all of whom help to ensure that we have an in-depth understanding of customer needs and provide cost-effective solutions for those needs.

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Grid and Wind.

We believe this market-centric structure enables us to more effectively anticipate and meet the needs of power generation project developers, the Navy's ship protection systems, electric utilities and wind turbine manufacturers.

We believe this market-centric structure enables us to more effectively anticipate and meet the needs of power generators, power utilities, industrial manufacturers, the military and renewable energy companies.

We face competition in various aspects of our technology and product development.

We face competition across our new energy systems product lines from companies like ABB, Hitachi, Ingeteam, Mitsubishi and Siemens.

We face more local competition in a subset of our business like power quality by companies that include Southern States, Controllix, Powerside, Elgin Power, Scott Manufacturing and QVARx, and we face competition on our power transformers and power supplies from companies like Friem, Dynapower, Nidec, Espey Manufacturing, Hammond, WEG S.A., and Kraft Powercon.

We believe that competitive performance in the marketplace depends upon several factors, including technical innovation, range of products and services, product quality and reliability, customer service and technical support.

We face competition from other companies offering FACTS systems similar to our D-VAR products.

These include adaptive VAR compensators, Dynamic voltage restorers (“DVRs”), and STATCOMs produced by ABB, Hitachi, Ingeteam, Mitsubishi, RXHK and Siemens, and battery-based uninterruptable power supply (“UPS”) systems offered by various companies around the world.

We face competition from other companies offering medium-voltage metal-enclosed power capacitor banks and harmonic filter banks for use on electric power systems similar to our NEPSI TM products.

These include Southern States, Controllix, Powerside, Elgin Power Solutions, Scott Manufacturing Solutions and QVARx.

We face competition from other companies offering DC power supply systems similar to our Neeltran TM products.

These include SCR Controlled Rectifiers, IGBT-controlled choppers produced by ABB, Siemens, Friem, Dynapower, and Nidec offering systems around the world.

We face competition from other companies offering transformers and power supplies similar to our NWL products.

These include industrial and military transformers produced by Espey Manufacturing & Electronics Corp .

, Hammond and Ocrev, and power supplies offered by Kraft Powercon, Andritz, Lonking Holdings, and Rico.

With our HTS-based REG product, we are offering a new approach that provides alternatives to utilities for power system design.

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Therefore, the primary competition for our SPS products is currently coming from defense contractors that provide the copper-based systems that our lighter, more efficient HTS versions have been developed to replace.

Companies such as Ultra Maritime, L3 Harris, and Raytheon have the bulk of the copper-based business today.

Companies such as Ultra Maritime, L3 Harris, and Raytheon have the bulk of the business today.

Our power module conversion equipment and our electrical control systems are designed and integrated into our wind turbine designs in a way to achieve maximum performance of the turbine.

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As a result, our power conversion equipment and electrical control systems see limited competition.

Other companies that serve the wind turbine components industry include ABB and Hopewind.

We also face indirect competition in the wind energy market from global manufacturers of wind turbines, such as Siemens Gamesa, Vestas, Envision and Suzlon.

Other companies that serve the wind turbine components industry include ABB.

We also face indirect competition in the wind energy market from global manufacturers of wind turbines, such as Siemens, Vestas, and Suzlon.

We face competition for the supply of wind turbine engineering design services from design engineering firms such as Aerovide and W2E.

Patents, licenses and trade secrets

Intellectual Property

Patent Background

An important part of our business strategy is to develop a strong worldwide patent position in all of our technology areas.

Our intellectual property (“IP”) portfolio includes both patents we own and patents we license from others.

We devote substantial resources to building a strong patent position.

Together with the international counterparts of our patents and patent applications, we own a robust portfolio of patents and patent applications worldwide and have rights through exclusive and non-exclusive licenses.

We believe that our current patent position, together with our ability to obtain licenses from other parties to the extent necessary, will provide us with sufficient proprietary rights to develop and sell our products.

We protect our intellectual property through a combination of patents, trade secrets, proprietary know-how, non-disclosure agreements, and other contractual protections.

Our intellectual property (“IP”) portfolio includes patents we own, patents we license from others and significant proprietary know-how and trade secrets, particularly in connection with our recently acquired businesses.

We devote substantial resources to protecting our intellectual property position.

Together with the international counterparts of our patents and patent applications, we own a portfolio of patents and patent applications worldwide and have rights through exclusive and non-exclusive licenses.

Following our acquisition of Comtrafo, a substantial portion of our overall IP protection is derived from copyrights, common law rights, trade secrets, and contractual arrangements, including non-disclosure agreements.

We believe that our current intellectual property protections, together with our ability to obtain licenses from other parties to the extent necessary, will provide us with sufficient proprietary rights to develop and sell our products.

However, for the reasons described below, we cannot assure you that this will be the case.

Despite the strength of our patent position, a number of U.S.

Despite our intellectual property protections, a number of U.S.

and foreign patents and patent applications of third parties relate to our current products, to products we are developing, or to technology we are now using in the development or production of our products.

We may need to acquire licenses to those patents, contest the scope or validity of those patents, or design around patented processes or products as necessary.

If companies holding patents or patent applications that we need to license are competitors, we believe our patent portfolio will improve our ability to enter into license or cross-license arrangements with these companies.

If companies holding patents or patent applications that we need to license are competitors, we believe our patent portfolio may improve our ability to enter into license or cross-license arrangements with these companies.

We have already successfully negotiated cross-licenses with several competitors.

Failure to obtain all necessary patents, licenses and other IP rights upon reasonable terms could significantly reduce the scope of our business and have a material adverse effect on our results of operations.

We do not now know the likelihood of successfully contesting the scope or validity of patents held by others.

We do not know the likelihood of successfully contesting the scope or validity of patents held by others.

In any event, we could incur substantial costs in challenging the patents of other companies.

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Our HTS application patents will begin to expire in 2027, with the latest set to expire in 2040.

Since the superconductor rotating machine and the fault current limiting cable applications are relatively new, we believe that we have a particularly strong patent position in these areas.

At present, we believe we have the world’s broadest and most fundamental patent position in superconductor rotating machines technology.

We have also filed a series of patents on our concept for our proprietary fault current limiting technology.

Since the superconductor rotating machine and the fault current limiting cable applications are relatively new, we believe that we have a strong patent position in these areas.

We also believe we have one of the broadest and most fundamental patent position in superconductor rotating machines technology.

We have a series of patents on our concept for our proprietary fault current limiting technology.

However, there can be no assurance that that these patents will be sufficient to assure our freedom of action in these fields without further licensing from others.

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Under our Windtec™ Solutions brand, we design a variety of wind turbine systems and license these designs, including expertise and patent rights, to third parties for an upfront fee, plus in some cases, future royalties.

Our wind turbine designs are covered by patents and patents pending worldwide on wind turbine technology.

Our wind turbine designs are covered by patents worldwide on wind turbine technology.

We have patent coverage on the unique design features of our blade pitch control system, which ensures optimal aerodynamic flow conditions on the turbine blades and improves system efficiency and performance.

Our wind patents will begin to expire in 2025, with the latest set to expire in 2039.

Our wind patents began to expire in 2025, with the latest set to expire in 2039.

Trade Secrets

Some of the important technology used in our operations and products is not covered by any patent or patent application owned by or licensed to us.

However, we take steps to maintain the confidentiality of this technology by requiring all employees and all consultants to sign confidentiality agreements and by limiting access to confidential information.

Significant portions of the important technology used in our operations and products is not covered by any patent or patent application owned by or licensed to us, but are instead protected as trade secrets and through contractual agreements, including non-disclosure agreements.

We take steps to maintain the confidentiality of this technology by requiring all employees and all consultants to sign confidentiality agreements and by limiting access to confidential information.

We cannot provide any assurance that these measures will prevent the unauthorized disclosure or use of that information.

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Recognizing and respecting our global presence, we strive to maintain an inclusive workforce, where anyone can reach their potential regardless of background, everywhere we operate.

As of March 31, 2025, we employed 569 persons.

None of our employees are represented by a labor union.

As of March 31, 2026, we employed 1,195 employees.

A portion of our Brazilian employees are represented by a labor union.

We believe our employees are the foundation of our success and that our future growth depends, in part, on our ability to continue to attract and retain the best and brightest talent, including key management professionals, scientists, engineers, researchers, manufacturing personnel, and marketing and sales professionals.

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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-K

Item 1. Business