What changed in this filing

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Item 1. Business

2026-06-05 compared with 2025-04-14 · 278 added, 297 removed, 276 unchanged (68% of the section changed)

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Heat Recovery Solutions – we recycle wasted heat produced in manufacturing, waste to energy and power generation facilities

using our patented Clean Cycle TM generator to create electricity which can be recycled or sold to the grid.

using our patented Clean Cycle TM generator to create electricity which can be stored or sold to the grid.

to Energy Solutions - we convert waste products created in manufacturing, agriculture, wastewater treatment plants and other industries

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Consulting and Project Management Solutions – We provide power generation, waste to energy, and heat recovery Engineering,

Procurement and Construction (EPC) services to to municipal and industrial customers and to design and incorporate clean energy solutions

Procurement and Construction (EPC) services to municipal and industrial customers and to design and incorporate clean energy solutions

in their projects.

Energy Technologies (H.K.) Limited (“CETY HK”) consists of two business ventures in mainland China:

(i) our natural gas

(“NG”) trading operations sourcing and suppling NG to industries and municipalities, operated through our PRC

Subsidiaries and Shuya.

The NG is principally used for heavy truck refueling stations and urban or industrial users.

large quantities of NG from large wholesale NG depots at fixed prices which are prepaid for in advance at a discount to market.

sell the NG to our customers at prevailing daily spot prices for the duration of the contracts;

and (ii) our planned joint venture

with a large state-owned gas enterprise in China called Shenzhen Gas (Hong Kong) International Co.

Gas”), acquiring natural gas pipeline operator facilities, primarily located in the southwestern part of China.

joint venture with Shenzhen Gas plans to acquire, with financing from Shenzhen Gas, natural gas pipeline operator facilities with

the goal of aggregating and selling the facilities to Shenzhen Gas in the future.

According to our Framework Agreement with Shenzhen

Gas, we will be required to contribute $8 million to the joint venture which plans to raise in future rounds of financing.

of the joint venture are subject to the execution of definitive agreements.

CETY HK has not commenced business with Shenzhen Gas due to macro-economic

factors such as falling NG prices and reduced industrial demand.

CETY HK will wait until macro economic factors have improved before commencement

of the Shenzhen Gas joint venture .

Energy Technologies (H.K.) Limited (“CETY HK”) currently consists of two business verticals in mainland China:

Natural Gas (“NG”) Trading Operations – CETY HK sources and supplies natural gas to industrial customers and

municipalities through its PRC subsidiaries.

The NG is primarily used for heavy-duty truck refueling stations as well as urban and industrial

applications.

CETY HK procures NG in bulk from wholesale suppliers at fixed, prepaid prices, typically at a discount to prevailing market

rates, and sells to customers at daily spot prices over the contract term.

Planned Joint Venture with Shenzhen Gas – CETY HK has entered into a framework agreement with Shenzhen Gas (Hong Kong) International

(“Shenzhen Gas”) to establish a joint venture focused on the acquisition of natural gas pipeline operator assets,

primarily located in southwestern China.

The joint venture is expected to acquire such assets with financing support from Shenzhen Gas,

with the long-term objective of aggregating and ultimately transferring these assets to Shenzhen Gas.

the framework agreement, CETY HK is expected to contribute approximately $8 million to the joint venture, subject to future financing

rounds and the execution of definitive agreements.

date, CETY HK has not commenced operations under the Shenzhen Gas joint venture due to macroeconomic conditions, including declining

natural gas prices and reduced industrial demand.

CETY HK intends to defer commencement of this initiative until market conditions improve.

HK no longer conducts any operations through Shuya, following the disposition of the Company’s equity interest in Shuya in December 2025.

Business Strategy

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strategy focuses on three main elements:

our Waste Heat Recovery product line to include waste heat recovery ORC systems producing over 1 MW of power so we can qualify for

midsized and large heat recovery projects in the United States, Europe, and Asia.

a Waste to Energy business by selling our ablative thermal processing products based on proprietary HTAP technology and building

small and mid-sized waste to energy power plants producing electricity and RNG for the grid and methane, hydrogen and biochar.

our engineering, procurement and manufacturing experience to assist our customers with turnkey energy solutions leveraging advanced

technologies.

intend to implement this strategy through:

have added a new ORC system manufactured by Exergy for Heat Recovery applications that will enable us to implement projects in the

markets producing between 1 MW and 10 MW of electricity.

support the growing energy demands of data centers, we have added power generation capabilities to provide immediate and reliable

advantage of Inflation Reduction act of 2022 federal investment tax credits and state incentives that now include waste heat recover

as a recognized clean energy source making our Clean Cycle Generator and ORC systems more profitable to install.

On August 2022,

Congress passed the Inflation Reduction act offering 30% Investment Tax Credit and technology neutral tax credits offering clean

electricity production credit and investment credit.

CETY’s products directly benefit from these tax credits.

from lack of energy capacity from the grid and higher energy costs which provide higher returns on our Power Generation, Waste Heat

Recovery, and Waste to Energy products and projects.

our Waste Heat Recovery product line to include waste heat recovery ORC systems producing

over 1 MW of power so we can qualify for midsized and large heat recovery projects in the

United States, Europe, and Asia.

a Waste to Energy business by selling our ablative thermal processing products based on proprietary

HTAP technology and building small and mid-sized waste to energy power plants producing electricity

and RNG for the grid and methane, hydrogen and biochar.

our engineering, procurement and manufacturing experience to assist our customers with turnkey

energy solutions leveraging advanced technologies.

intend to implement this strategy as follows:

have added a new ORC system manufactured by Exergy for Heat Recovery applications that will

enable us to implement projects in the markets producing between 1 MW and 10 MW of electricity.

support the growing energy demands of data centers, we have added power generation and Battery

Energy Storage System (BESS) capabilities to provide immediate and reliable power.

advantage of Inflation Reduction Act of 2022 federal investment tax credits and state incentives

that now include waste heat recovery as a recognized clean energy source, making our Clean

Cycle Generator and ORC systems more profitable to install.

On August 2022, Congress passed

the Inflation Reduction Act offering 30% Investment Tax Credit and technology neutral tax

credits offering clean electricity production credit and investment credit.

products directly benefit from these tax credits.

from lack of energy capacity from the grid and higher energy costs, which provide higher returns

on our Power Generation, Waste Heat Recovery, and Waste to Energy products and projects.

our balance sheet and capital position to permit us to invest in more products and projects.

are establishing a reliable network of global and domestic supply chain partners to drive scalability and cost efficiency in our

our existing marketing channels to sell HTAP Waste to Energy products to industrial companies and government agencies.

are collaborating with clean energy project development and finance companies to offer solutions that generate RNG, hydrogen, methane,

and biochar from biomass, municipal waste, timber waste, and other organic materials.

are establishing a reliable network of global and domestic supply chain partners to drive

scalability and cost efficiency in our solutions.

our existing marketing channels to sell HTAP Waste to Energy products to industrial companies

and government agencies.

are collaborating with clean energy project development and finance companies to offer solutions

that generate RNG, hydrogen, methane, and biochar from biomass, municipal waste, timber waste,

and other organic materials.

and Segment Information

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Renewables Waste to Energy Solutions – Providing Waste to Energy technologies and solutions.

and Manufacturing Business – providing customers with comprehensive design, manufacturing, and project management solutions.

and Manufacturing Business – providing customers with comprehensive design, manufacturing, power generation, BESS, and project

management solutions.

HK – The parent company of our NG trading operations in China.

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Clean Cycle TM generator which can fit into a standard cargo container we call our Containerized System Module, producing 140KW

per Clean Cycle generator and can be linked together for projects generating up to 1MW of power.

recent agreement with Enertime now permits us to install midsized and large ORC systems (between 1 MW and 10 MW) in the United States,

per Clean Cycle TM generator and can be linked together for projects generating up to 1MW of power.

recent agreement with Exergy now permits us to install midsized and large ORC systems (between 1 MW and 10 MW) in the United States,

allowing us to offer a full range of ORC systems to our customers.

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heat to generate pressurized refrigerant in our ORC systems which is used to turn a turbine at high speeds to generate electricity.

can link up to 10 Clean Cycle Generators together which can generate up to 10 GWh of electricity per year from waste heat which we estimate

would reduce up to 5000 metric tons of CO2 production per year in an industrial heat recovery system or the annual equivalent of the

CO2 emissions of approximately 2000 cars per year.

can link up to 10 Clean Cycle TM Generators together which can generate up to 10 GWh of electricity per year from waste heat

which we estimate would reduce up to 5000 metric tons of CO2 production per year in an industrial heat recovery system or the annual

equivalent of the CO2 emissions of approximately 2000 cars per year.

believe the most important component in any ORC system is the turbine generator because it converts the steam heat into electricity and

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more commoditized products and tend to perform at similar levels of efficiencies at similar price points.

believe our Clean Cycle TM generator is the most efficient turbine generator in it’s class and size available in the

believe our Clean Cycle TM generator is one of the most efficient turbine generator in its class and size available in the

market for ORC systems generating up to 1 MW.

We estimate that the Clean Cycle TM generator has higher efficiency of approximately

15% than our competitors and its magnetic design eliminates the use of oils and lubricants, significantly reducing down time, repairs

and operating costs.

Our Integrated Power Module is compact and fit into a standard cargo container that can be delivered on a turnkey

basis resulting in lower installation and implementation costs than on-site assembly.

We estimate that the Clean Cycle TM generator has higher efficiency of

approximately 15% more than our competitors and its magnetic design eliminates the use of oils and lubricants, significantly

reducing downtime, repairs and operating costs.

Our Integrated Power Module is compact and fits into a standard cargo

container that can be delivered on a turnkey basis, resulting in lower installation and implementation costs than on-site

believe these features and benefits give us an important competitive advantage when building heat recovery power plants for our customers

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additional funds to expand our capacity to install 6-8 units per year, which should approximately double our sales on a year-to-year basis.

patented technology used in Clean Cycle TM generator was purchased from General Electric International, together with over

100 installation sites, making us one of the leading provider of small-scale industrial waste heat to power systems.

We have an exclusive

license from Calnetix to use their magnetic turbine for heat waste recovery applications.

patented technology used in the Clean Cycle TM generator was purchased from General Electric International, together with

over 100 installation sites, making us one of the leading providers of small-scale industrial waste heat to power systems.

exclusive license from Calnetix to use their magnetic turbine for heat waste recovery applications.

Integrated Power Module

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to Energy Solutions

are adding a new business line in our clean energy solutions segment consisting of Waste to Energy processing equipment, engineering

have added a new business line in our clean energy solutions segment consisting of Waste to Energy processing equipment, engineering

services and Waste to Energy processing power plant joint ventures where we expect to retain an ownership interest in the project.

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to Energy Solutions have many benefits:

from Waste to Energy plants can be generated from small amounts up to 30 MW providing for a wide range of opportunities to sell it

back to the grid.

synthetic renewable fuel gas produced from waste can be used for various production recyclable energy such as hot water, thermo-oil

or steam, renewable natural gas or hydrogen.

from Waste to Energy plants can be generated from small amounts up to 30 MW providing for

a wide range of opportunities to sell it back to the grid.

synthetic renewable fuel gas produced from waste can be used for various production of recyclable

energy such as hot water, thermo-oil or steam, renewable natural gas or hydrogen.

waste is reduced and so is leachate and methane released from decomposing landfills.

is a reliable source of energy and production is typically predictable and low cost whereas fossil fuel prices can fluctuate dramatically.

is a reliable source of energy and production is typically predictable and low cost whereas

fossil fuel prices can fluctuate dramatically.

Traditional Incineration Methods Have Significant Downsides:

pollution can increase because scrubbing technologies are very expensive to install.

industrial, agricultural, and mixed municipal solid wastes have high moisture content at source and direct incineration of such waste

requires burning fossil fuel.

maintain thermal conversion process.

is released into the air which would otherwise be stored in landfill.

and flue gas cleaning residues from incineration can also cause poisonous leachate problems if not properly disposed of which is

costly and causes downstream environmental issues.

electricity from incineration releases more CO2, SO2, NOx and mercury than natural gas.

industrial, agricultural, and mixed municipal solid wastes have high moisture content at

the source and direct incineration of such waste requires burning fossil fuel to maintain thermal conversion process.

Carbon that otherwise would be stored in landfill is released into the air.

and flue gas cleaning residues from incineration can also cause poisonous leachate problems if not properly disposed of which

disposal is costly and causes downstream environmental issues.

electricity from incineration releases more CO2, SO2, NOx and mercury than natural

https://www.energyforgrowth.org/memo/waste-to-energy-one-solution-for-two-problems/ )

most common form of waste to energy systems are based on incinerators which simply burn waste using air.

most common form of waste to energy systems is based on incinerators which simply burn waste using air.

The Thermal Treatment on Grate

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also require substantial amounts of pre-treatments prior to burning.

Thermal on Grate incineration process, while wide-spread, is too expensive and complex for smaller and mid-sized waste to energy projects

creating, what we believe, a significant market opportunity in small and mid-sized waste processing applications to create not only electricity

but valuable renewable natural gas, bio diesel oil, hydrogen, methane, and biochar.

solution is a patented High Temperature Ablative Pyrolysis (HTAP) Biomass Reactor as viable commercial solution to the costs and environmental

problems posed by traditional incarnation methods.

We have the exclusive license and right to sell the HTAP10 and HTAP5 and related products

manufactured by Enex which has a proven installed commercial base of customers using its waste to energy solutions.

We believe this is

an ideal solution to process waste for small to mid-sized waste to energy generation applications needed for processing industrial and

municipality solid waste, agriculture waste, and forestry waste.

Thermal on Grate incineration process, while wide-spread, is too expensive and complex for smaller and mid-sized waste to energy

projects creating, what we believe, is a significant market opportunity in small and mid-sized waste processing applications to

create not only electricity but valuable renewable natural gas, biodiesel oil, hydrogen, methane, and biochar.

solution is a patented High Temperature Ablative Pyrolysis (HTAP) Biomass Reactor as a viable commercial solution to the costs and

environmental problems posed by traditional incineration methods.

We have the exclusive license and right to sell the HTAP10 and

HTAP5 and related products manufactured by Enex which has a proven installed commercial base of customers using its waste to energy

We believe this is an ideal solution to process waste for small to mid-sized waste to energy generation applications

needed for processing industrial and municipality solid waste, agriculture waste, and forestry waste.

systems decompose waste without the use of oxygen under varying pressurized conditions and at temperatures ranging from 300 degrees Celsius

and 1,300 degrees Celsius.

to 1,300 degrees Celsius.

The major advantage of pyrolysis is that it is a cost-effective technology and helps curb environmental pollution.

Pyrolysis systems are gradually replacing traditional incineration and gaining momentum in the waste to energy processing market addresses

many of the pre-treatment issues and, when using high temperature and high-pressure, substantially reduce or eliminates pollutant.

Pyrolysis systems are gradually replacing traditional incineration and gaining momentum in the waste to energy processing market, because they address many of the pre-treatment issues and, when using high temperature and high-pressure, substantially reduce or eliminate pollutants.

“Life Cycle Assessment of Waste-to-Bioenergy Processes:

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more flexible, and the output of pyrolysis can be integrated with other downstream technologies for product upgrading.

Aspects in Waste Management Practices Karthik Rajendran PhD,.

Murphy PhD, in Sustainable Resource Recovery and Zero Waste Approaches,

2019) In addition, BioChar stores and reduces atmospheric CO2 and can be used as a soil conditioner, an organic component of animal feeds,

construction materials, wastewater treatment and in textiles.

Aspects in Waste Management Practices.

Karthik Rajendran PhD, Jerry D.

Murphy PhD, in Sustainable Resource Recovery and Zero Waste

Approaches , 2019) In addition, biochar stores and reduces atmospheric CO2 and can be used as a soil conditioner, an organic component

of animal feeds, construction materials, wastewater treatment and in textiles.

https://www.bioenergyconsult.com/applications-of-biochar/)

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http://biofuelsacademy.org/index.html%3Fp=608.html)

has licensed proprietary patented ablative pyrolysis system for commercial use that has been installed in 7 sites for use in waste to

energy creating applications processing including peat, coal, flax waste, sawdust and wood scrap, straw, buckwheat husks, and cardboard,

tapes, films and paper machine sludge.

The technology has been implemented over 1,500 onsite power generation projects in Russia working

with major energy production companies such as Gazprom, Rosneft, Lukoil and Rostelecom as well as completing several projects for customers

in the European Union, Middle East and United States.

Due to the conflict in the Ukraine, ENEX is redomiciling and relocating key personnel

to Turkey where it will complete an existing project and is expected to wind down its operations.

CETY will develop additional ablative

technology and expects to manufacture units in the United States.

Sales and European distribution will be run out of a CETY office that

has been established in Turkey.

has global rights (except Russia and CIS countries) to design, build, manufacture, sell and operate renewable energy and waste recovery

has a licensed proprietary patented ablative pyrolysis system for commercial use that has been installed in 7 sites for use in waste

to energy creating applications processing including peat, coal, flax waste, sawdust and wood scrap, straw, buckwheat husks, and

cardboard, tapes, films and paper machine sludge.

The technology has been implemented in over 1,500 onsite power generation projects

in Russia working with major energy production companies such as Gazprom, Rosneft, Lukoil and Rostelecom as well as completing

several projects for customers in the European Union, Middle East and United States.

Due to the conflict in the Ukraine, ENEX is

redomiciling and relocating key personnel to Turkey where it will complete an existing project and is expected to wind down its

CETY will develop additional ablative technology and expects to manufacture units in the United States.

European distribution will be run out of a CETY office that has been established in Turkey.

has global rights (except in Russia and CIS countries) to design, build, manufacture, sell and operate renewable energy and waste recovery

facilities HTAP10 and HTAP5 systems and other products and technologies we expect to develop in the future.

patented HTAP technology utilizes a higher temperature that uses a cleaner gas for the heating process and a more efficient biogas turbine.

The units can be customized to produce hydrogen, natural gas, diesel oil and bio char in varying quantities which can be sold or used

The units can be customized to produce hydrogen, natural gas, diesel oil and biochar in varying quantities which can be sold or used

to produce electricity.

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in waste sourcing and mixing.

outputs of hydrogen, synthetic fuels, natural gas, methane, biochar, carbon black, or construction materials.

outputs of hydrogen, synthetic fuels, natural gas, methane, biochar, carbon black, or construction

waste sourcing and mixing flexibility.

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solid waste residue waste.

containerize design reducing implementation costs

containerized design reducing implementation costs .

commercial implementation.

are targeting industrial and municipality solid waste, landfill waste, agriculture waste (straw, stems, plant biomass, manure, crop wastage),

are targeting industrial and municipality solid waste, landfill waste, agriculture waste (straw, stems, plant biomass, manure, crop waste),

and forestry waste from tree cuttings and shredded products.

are in the process of identifying projects domestically and internationally for the HTAP Biomass Reactor.

We believe the first project

where we expect to implement the HTAP10 technology with Vermont Renewable Gas to develop a biomass renewable energy processing facility.

The project is planned for a location in Lyndon, Vermont to convert forest and agriculture biomass waste products to renewably generated

electricity and BioChar fertilizer.

We expect to annually deliver up to 18,000 MWh of renewable electricity and 1,500 tons of BioChar.

The Vermont Renewable Gas project is one of the many renewable energy processing facilities we plan to commission.

We believe the first

project where we expect to implement the HTAP10 technology is with Vermont Renewable Gas to develop a biomass renewable energy

processing facility.

The project is planned for a location in Lyndon, Vermont to convert forest and agriculture biomass waste

products to renewably generated electricity and biochar fertilizer.

We expect to annually deliver up to 18,000 MWh of renewable

electricity and 1,500 tons of biochar.

The Vermont Renewable Gas project is one of the many renewable energy processing facilities

we plan to commission.

HTAP 10 Waste to Energy Processing Plant.

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Clean Energy Initiatives in China

Natural gas is China’s

fastest-growing primary fuel with demand quadrupling in the past decade.

Developing the natural gas sector is a critical aspect China’s

effort to reduce reliance on coal.

According to the International Energy Agency, China is the world’s sixth-largest natural gas

producer, the third-largest consumer, and the second-largest importer.

In 2050, the U.S.

Energy Information Administration (EIA) expects

China to consume nearly three times as much natural gas as it did in 2018, which was 280.30 b/cm.

China’s natural gas consumption

accounted for 8.3% of its total energy mix in 2019.

China anticipates boosting the share of natural gas as part of total energy consumption

to 14% by 2030.

Before COVID 19, China was expected to account for a third of global demand growth through 2022, thanks in part to the

country’s “Blue Skies” policy and the strong drive to improve air quality.

China’s relatively strong economic

recovery from the COVID 19 crisis will probably increase that share.

Natural gas is imported either through pipelines or as liquefied

natural gas (LNG) on ships.

https://www.axios.com/2018/06/26/china-largest-natural-gas-importer?utm_source=chatgpt.com

Energy Information Administration (EIA) and other industry sources, China’s natural gas consumption has continued to

grow significantly, reaching approximately 390–400 billion cubic meters (bcm) in 2023, up from 280 bcm in 2018.

Long-term projections

indicate continued strong growth through 2050, driven by industrial demand, urbanization, and energy transition policies.

gas accounted for approximately 8–9% of China’s total primary energy mix in recent years, and the Chinese government continues

to target an increase to approximately 15% by 2030 as part of its broader decarbonization and air quality initiatives.

remains one of the largest drivers of global natural gas demand growth, supported by policies aimed at reducing coal consumption, including

the country’s ongoing air quality initiatives and energy transition strategies.

Post-COVID economic recovery and industrial activity

have further supported sustained demand growth.

is also the world’s largest importer of natural gas, with imports delivered through both pipeline infrastructure (primarily from

Central Asia and Russia) and liquefied natural gas (LNG) shipments via coastal terminals.

Natural Gas in the Chinese energy market produces half as much carbon dioxide, less than a third as much nitrogen oxides, and 1 percent

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have a connection to local NG pipeline systems.

We purchase large quantities of NG from large wholesale NG depots at fixed prices

which are prepaid for in advance at a discount to market.

We purchase large quantities of NG from large wholesale NG depots at fixed prices which

are prepaid for in advance at a discount to market.

We sell the NG to our customers at prevailing daily spot prices for the duration

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at the beginning of a season and sell it at a delivered price that is higher than the price we pay.

traders are experienced NG traders, familiar with the spot and future markets and have relationships with the major users of NG in

the areas that we serve.

traders are experienced NG traders, familiar with the spot and future markets and have relationships with the major users of NG in the

areas that we serve.

Our customers may be local or may be as far as 700km from each depot.

compete with other NG trading based on availability and price.

We target our discount with our sources to partially hedge against falling

spot prices and give us a gross profit targeted at substantially higher rate than our competitors which are approximately 20-30 percent

margins compared against what we believe are 1-5 percent margins by our competitors.

So long as there are no major fluctuations in the

spot market, we can offer more competitive prices due to the discounts we receive from the large volumes purchased and the prepayments

JHJ has currently established a supply of approximately 8,000 tons of NG for distribution.

We target our discount with our sources to partially hedge against

falling spot prices and give us a gross profit targeted at a substantially higher rate than our competitors which are approximately

20-30 percent margins compared against what we believe are 1-5 percent margins by our competitors.

So long as there are no major

fluctuations in the spot market, we can offer more competitive prices due to the discounts we receive from the large volumes

purchased and the prepayments for the NG.

JHJ has currently established a supply of approximately 8,000 tons of NG for

distribution.

are able to purchase NG at a significant discount from our suppliers because our prepayments offer suppliers more certainty with respect

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distribution based on stable supply and downstream demand.

Our convertible note investment in Heze Hongyuan Natural Gas co.

is subject to dilution by additional equity investment into HHNG by third parties.

We do not expect the project to require additional

investment from us, JHJ or HHNG.

The project has constructed a portion of the pipelines in the Heze area that links the local industrial

users to the national gas pipeline.

Certain parts of the pipeline construction has been delayed due to the permitting process.

is expected to generate cash flow by the end of 2025.

We do not expect to make further direct minority investments in other pipeline

convertible note investment in Heze Hongyuan Natural Gas co.

is subject to dilution by additional equity investment into HHNG by third

We do not expect the project to require additional investment from us, JHJ or HHNG.

The project has constructed a portion of

the pipelines in the Heze area that links the local industrial users to the national gas pipeline.

Certain parts of the pipeline construction

have been delayed due to the permitting process.

The project is expected to generate cash flow by the end of 2025.

We do not expect to

make further direct minority investments in other pipeline operators.

Consulting and Project Management Services

Engineering .

Our global engineering team supports the design, build, installation, and maintenance of our solutions and supports our technology

global engineering team supports the design, build, installation, and maintenance of our solutions and supports our technology

customers and innovative start-ups with a broad range of electrical, mechanical and software engineering services.

CETY has assembled

a team of experts from around the globe to assist customers at any point in the design cycle.

These services include design processes

from electrical, software, mechanical and Industrial design.

Utilization of CETY’s design services will provide our customers with

a complete end to end solution.

assembled a team of experts from around the globe to assist customers at any point in the design cycle.

These services include

design processes from electrical, software, mechanical and Industrial design.

Utilization of CETY’s design services can

provide our customers with a complete end to end solution.

Chain Management .

CETY’s supply chain solution provides maximum flexibility and responsiveness through a collaborative

and strategic approach with our customers.

CETY can assume supply chain responsibility from component sourcing through delivery of finished

CETY’s focus on the supply chain allows us to build internal and external systems and better our relationships with our

customers, which allows us to capitalize on our expertise to align with our partners and customer’s objectives and integrate with

their respective processes.

CETY’s supply chain solution provides maximum flexibility and responsiveness through a

collaborative and strategic approach with our customers.

CETY can assume supply chain responsibility from component sourcing through

delivery of the finished product.

CETY’s focus on the supply chain allows us to build internal and external systems and better

our relationships with our customers, which allows us to capitalize on our expertise to align with our partners’ and customers’

objectives and integrate with their respective processes.

Market for Our Products

are more than 2500 waste-to-energy plants in the world, including almost 500 in Europe.

https://wteinternational.com/news/waste-to-energy-technologies-overview/).

The waste-to-energy (WTE) market is expected to register a CAGR of 7.35% during the forecast period of 2021 – 2026, reaching a

market size of USD 69.94 billion by 2026, up from USD 43.66 billion in 2019.

The COVID-19 pandemic affected the market negatively in

the form of supply chain disruptions and delays in project implementation.

However, the market is expected to recover from 2021, owing

to the increasing efforts to promote waste-to-energy plants by various countries across the world.

there are over 2,500 waste-to-energy (WTE) facilities, with Europe and Asia accounting for the majority of installed capacity, and Europe

alone hosting approximately 500–600 plants.

The sector continues to expand, particularly in Asia, driven by urbanization, waste

management challenges, and decarbonization policies.

global waste-to-energy market has demonstrated steady growth and is projected to reach approximately $80–100 billion by 2030 ,

growing at a compound annual growth rate (CAGR) of approximately 6–7% over the forecast period.

Growth is supported by increasing

regulatory pressure to reduce landfill usage, rising energy demand, and government incentives promoting renewable and circular economy

the COVID-19 pandemic temporarily disrupted supply chains and delayed certain project developments, the market has since recovered, with

renewed momentum driven by government policies supporting sustainable waste management, energy security, and emissions reduction.

government regulations regarding the waste to energy in various countries is one of the major factors driving the growth of global waste

to energy market.

For instance, according to Federal Power Act 2019, this act gives federal authority over electric utilities in U.S.

Also the acts like Public Utility Regulatory Policy Act (PURPA) and Energy Policy Act are applied by the government to increase the waste

For instance, the Federal Power Act gives federal authority over parts of the electric utilities in U.S.

Also acts like Public Utility Regulatory Policy Act (PURPA) and Energy Policy Act are applied by the government to increase the waste

to energy and decrease the CO 2 emission by fossil fuels.

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https://www.epa.gov/laws-regulations/summary-energy-policy-act )

thermal technologies like pyrolysis, gasification and plasma arc gasification are expected to lower carbon emissions and witness the

growth in demand.

Moreover, a shift in trend towards replacing conventional energy generating from fossil fuels with renewable energy

to ensure energy security and reduce carbon emissions are potential factors to drive industry growth.

The global waste to energy market

size was valued at $35.1 billion in 2019, and is projected to reach $50.1 billion by 2027, growing at a CAGR of 4.6% from 2020 to 2027.

https://www.alliedmarketresearch.com/waste-to-energy-market

thermal conversion technologies, including pyrolysis, gasification, and plasma gasification are gaining increased attention as

lower-emission alternatives to traditional mass-burn waste-to-energy systems.

These technologies enable the conversion of waste streams

into syngas, fuels, and other value-added products, supporting decarbonization objectives and improved resource efficiency.

global waste-to-energy market continues to expand, driven by the transition away from landfilling, increasing energy demand, and government

policies supporting circular economy initiatives.

The market is estimated to be valued at approximately $70–80 billion in the mid-2020s

and is projected to reach approximately $100 billion by 2030, reflecting a compound annual growth rate (CAGR) in the range of 5–7%.

is further supported by global efforts to reduce reliance on fossil fuels, enhance energy security, and lower greenhouse gas emissions,

positioning advanced waste-to-energy technologies as an important component of the broader energy transition.

Heat Recovery

study by Market Research Future in October of 2021 forecasted the waste heat recover market would be worth USD 114 billion by 2028 registering

a CAGR of 9.2 per year from a baseline of USD 59.44 billion in 2020.

The primary economic driver in the waste heat recovery market are

“rising energy use, economic development, and rising electricity prices.

The use of energy in many sectors to manufacture products

is steadily growing.

The need for energy has increased in industrialized regions as industrialization has occurred.

Companies are developing

numerous strategies to transform waste heat into energy as the demand for energy grows.

As a result, it is fueling the growth of the

Waste Heat Recovery market.

The government has taken various initiatives and enacted rules to save energy, which has promoted the usage

of Waste Heat Recovery technologies.

Due to environmental concerns, the government is taking steps to save energy;

as a result, the Waste

Heat Recovery sector is booming.

Energy-efficient technology has become critical for industries looking to save money.” (Source:

https://www.yahoo.com/now/waste-heat-recovery-market-worth-095200052.html)

global waste heat recovery (WHR) market continues to expand, driven by rising energy costs, industrial decarbonization efforts, and increasing

demand for energy efficiency.

Recent industry estimates place the market at approximately $65–75 billion in the mid-2020s, with

projections to reach approximately $110–130 billion by 2030, representing a compound annual growth rate (CAGR) of approximately

drivers of growth include increasing industrial energy consumption, higher electricity prices, and regulatory initiatives aimed at improving

energy efficiency and reducing greenhouse gas emissions.

Industries such as cement, steel, glass, and refining are increasingly adopting

waste heat recovery technologies to improve operational efficiency and lower energy costs.

addition, government policies and incentives promoting energy conservation and emissions reduction continue to support adoption.

efficiency becomes a critical priority, waste heat recovery is emerging as a cost-effective solution for converting excess thermal energy

into usable power, contributing to both economic and environmental objectives.

2020, North America constituted the largest share of the market accounting for approximately 33% of the global total, but countries in

Asia and the Asia Pacific constitute the fasting growing geographic sectors due to rapid industrial expansion.

heat recovery systems in the United States now qualify for beneficial investment tax credits of up to 26% on the investment driving additional

companies to install ORC industrial waste heat to power units.

Owners of waste energy recovery property can claim a 26% ITC if construction

of such property begins during 2021 or 2022, and a 22% ITC if construction begins during 2023, provided in each case that the property

is placed in service by the end of 2025.

https://enervex.com/insights/new-26-federal-investment-tax-credit-promotes-waste-heat-recovery-technology?utm_source=chatgpt.com)

federal legislation has modified the availability and duration of certain energy-related tax incentives in the United States.

2025, the U.S.

Congress enacted the One Big Beautiful Bill Act , which amended and accelerated the phase-out of several clean energy

tax credits originally established under prior legislation.

Under this framework, certain energy efficiency and clean energy investment

incentives remain available for qualifying projects placed in service before their applicable phase-out dates.

These incentives may support

investments in technologies that improve industrial energy efficiency, including waste heat recovery and Organic Rankine Cycle (“ORC”)

power generation systems that convert industrial waste heat into electricity.

Federal tax incentives, together with state and local programs,

may improve the economic attractiveness of waste heat recovery installations by reducing capital costs and supporting broader adoption

of energy efficiency technologies in industrial facilities.

However, the availability, duration, and eligibility requirements of such

incentives are subject to change through future legislation, regulatory guidance, or administrative interpretation.

Renewable Portfolio Standard (RPS) is a state incentive program that requires a certain percentage of electricity sold by utilities in

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of RECs annually.

Several states including Colorado, Wisconsin, Illinois and California among others have now list waste heat to power

as an eligible resource in their RPS program.

Several states, including Colorado, Wisconsin, Illinois and California among others, have now listed waste heat to

power as an eligible resource in their RPS program.

Trading and Joint Venture

2012, the National Development and Reform Commission has stressed that “natural gas vehicles, including urban buses, taxis, logistics

distribution vehicles, trucks and other natural gas-fueled transportation vehicles” are the most important users of natural gas

and require a consistent supply chain.

As a result, regions and provinces in the PRC have accelerated the construction of a network of

LNG refueling stations and encouraged the expansion of fleets of delivery vehicles.

Due to China’s “carbon peak, carbon neutral”

goal commitment, China’s environmental protection policies are gradually being tightened resulting in increased utilization rates

of natural gas as a clean energy alternative is getting higher and higher.

(Source China 13 th Renewable Energy Development

Five Year Plan https://www.iea.org/policies/6277-china-13th-renewable-energy-development-five-year-plan-2016-2020 )

2027, analysts forecast spot trade in NG will be $20 billion, more than double its 2020 value.

Last year, China’s imports soared

by 18% to a record 79 million tons, overtaking Japan as the world’s largest NG buyer.

China’s economic recovery from the

COVID-19 pandemic was one factor, but the other was a pipeline reform that allowed more firms to become importers.

supplies give China muscle to become major force in global NG trade https://www.reuters.com/business/energy/us-supplies-give-china-muscle-become-major-force-global-lng-trade-2022-02-11/)

with many policy goals, natural gas will remain a growth engine for energy supply in the 14th FYP period.

The policy direction on air

pollution reduction, carbon emission control, and gas supply and midstream infrastructure development indicates continued support for

higher penetration of gas in the growing energy mix.

On the other hand, the focus on supply security and cost reduction from market reforms

indicate an expectation of decelerating gas demand growth in the 14th FYP period compared with that in the previous five years.

current IHS Markit outlook, China’s gas demand will grow 6% compound annual average during 2021-25—compared with the 11%

growth in the previous five year—to reach 429 Bcm in 2025.

(Source S& P Global.

China’s Five Yar Plan’s Review

and Expectation:

Natural Gas Tick the Box for Many Policy Goals.

https://global.chinadaily.com.cn/a/202203/23/WS623a8e24a310fd2b29e52c21.html)

believe that Southwest China is rich in natural gas resources providing us with a stable source of supply and is an important major natural

gas producing area in the country.

We estimate that there are 16 LNG production plants with a capacity of more than 300,000 cubic meters

per day in Southwest China, with a total design capacity of 11.7 million cubic meters per day.

We believe the supply is mainly to satisfy

LNG refueling stations and LNG vehicles which are among our primary downstream customers.

estimate that by the end of 2022, a total of about 240 LNG refueling stations were operating in South Western China, including about

170 in Sichuan, about 30 in Yunnan, and about 40 in Guizhou;

the daily consumption of LNG refueling stations that have been put into

operation in Yunguichuan is about 7,200 tons per day, which is basically the same as the upstream output, reaching a “balance of

production and sales”.

order to help achieve the goal of “carbon peaking and carbon neutrality”, accelerate the clean and low-carbon transformation

of transportation energy, the Sichuan Provincial Development and Reform Commission and Sichuan Provincial Energy Administration issued

the “Sichuan Province Natural Gas Vehicle Refueling Station Layout Plan (2021-2025)”, which proposed that by 2025, Sichuan

will build 500 new refueling stations (including 141 stations in the expressway service area), including 15 CNG refueling stations,

401 LNG refueling stations, 8 L-CNG refueling stations, and 76 CNG/LNG joint refueling stations.

on the development plan for LNG refueling stations in the southwest region we believe that the downstream demand for LNG by our customers

will maintain a steady growth rate over the next five years.

Historically,

the Company participated in natural gas trading activities in the People’s Republic of China through its PRC subsidiaries and through

Shuya, an entity in which the Company previously held a 49% equity interest.

In December 2025, the Company divested its equity interest

in Shuya as part of a strategic shift to focus on its core clean energy technology and distributed energy project development activities.

Following the disposition of this investment, the Company no longer holds an ownership interest in Shuya.

The Company continues to evaluate

its remaining international operations in connection with its broader strategic focus on energy efficiency, waste heat recovery, and

distributed power generation solutions.

has also been one of the world’s largest importers and consumers of natural gas, driven by industrial demand, urbanization, and

policies encouraging the substitution of natural gas for higher-emission fuels.

Government planning initiatives, including national five-year

plans and regional development programs, have historically supported the expansion of natural gas supply infrastructure and transportation

fuel networks in various provinces, including southwestern regions such as Sichuan, Yunnan, and Guizhou.

these regions, LNG production facilities and refueling infrastructure have been developed to support transportation fleets and industrial

These developments historically created opportunities for natural gas trading and supply activities involving regional distribution

networks and downstream commercial customers.

the Company previously engaged in natural gas trading activities in China through its subsidiaries and Shuya, the Company continues to

evaluate its international operations and strategic priorities, including the potential restructuring, reduction, or disposition of certain

activities outside its core clean energy technology and project development focus.

and Marketing

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Our significant suppliers in the Waste Heat Recovery business include Powerhouse, Concise Instrument, and Grainger.

waste to energy components are sourced globally including the US with the exception of the core components originally sourced in Russia

and being transitioned to Turkey and US.

We are in the process of establishing an inhouse center of competence and technology development

based out of Turkey to source these components in Europe and US with the ability to deploy the product globally.

Although future impacts

cannot be predicted the company does not foresee any negative impact from the Russia and Ukraine conflict.

waste to energy components are sourced globally, including in the US, with the exception of the core components originally sourced

in Russia and now being transitioned to Turkey and US.

We are in the process of establishing an inhouse center of competence and

technology development based out of Turkey to source these components in Europe and US with the ability to deploy the product

Although future impacts cannot be predicted the company does not foresee any negative impact from the Russia and Ukraine

natural gas in China is obtained from various local production plants in Southeast China based on price and quality.

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https://www.polarismarketresearch.com/industry-analysis/waste-to-energy-market)

also compete with numerous companies that are smaller than the major companies who are focused on the smaller to medium sized installations

also compete with numerous companies that are smaller than the major companies who are focused on the small to medium-sized installations

in Waste Heat Recovery and Waste to Energy.

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division, and CETY Hong Kong.

We hold 16 patents in 6 countries and 28 pending applications in 8 countries, which were acquired from General Electric International

relating to our magnetic turbine technology.

hold 11 patents in 4 countries, including the US, which were acquired from General Electric International relating to our magnetic turbine

part of our asset acquisition from General Electric International, we acquired an exclusive, irrevocable, sublicensable, limited transferable,

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any gas or steam turbine systems for electrical power generation applications or any type of biomass boiler system.

have an intellectual property rights purchase and transfer agreement with ENEX for its pyrolysis system.

Company has entered into an intellectual property rights purchase and transfer agreement with ENEX relating to its pyrolysis technology

originally developed in Russia.

Under this agreement, the Company has acquired and been assigned certain intellectual property rights

associated with the pyrolysis system, subject to the terms and conditions set forth therein.

the Company’s rights to this technology are based on an ownership interest in the transferred intellectual property, rather than

a license arrangement.

are headquartered in Irvine, California, and we have a 3,000 sq-ft office in Irvine.

Our Heat Recovery Solutions business unit

operates from a 6,000 sq-ft state-of-the-art facility in Irvine, California.

We have in-house electro-mechanical assembly and

testing capabilities.

Our Heat Recovery Solutions business unit operates

from a 6,000 sq-ft state-of-the-art facility in Irvine, California.

We have in-house electro-mechanical assembly and testing capabilities.

Our products are compliant with American Society of Mechanical Engineers and are UL and CE approved.

have a 1,000 sq-ft sales and service center located in Treviso, Italy.

We also have a 1,000 sq-ft sales

and service center located in Treviso, Italy.

We also have a 2,000 sq-ft R&D center in Antalya, Turkey.

Our Asian headquarters is located in Hong Kong and our 3000 sq-ft Engineering consultancy and Natural Gas Trading company is located

in Chengdu, China.

Our Asian headquarters is

located in Hong Kong, and our 3,000 sq-ft Engineering consultancy and Natural Gas Trading company is located in Chengdu, China.

presently have approximately 15 total employees, including operational, engineering, accounting and marketing personnel.

an extensive number of consultants as well and have never experienced work stoppages, and we are not a party to any collective

bargaining agreement.

We have 20 employees in JHJ & SHJ in China.

We utilize an

extensive number of consultants as well and have never experienced work stoppages, and we are not a party to any collective bargaining

We also have 7 employees in JHJ & SHJ in China.

operations are subject to certain foreign, federal, state and local regulatory requirements relating to environmental, waste management,

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markets can be positively or negatively impacted by the effects of governmental and regulatory matters.

We are affected not only by energy

policy, laws, regulations and incentives of governments in the markets into which we sell, but also by rules, regulations and costs imposed

by utilities.

Utility companies or governmental entities could place barriers on the installation of our product or the interconnection

of the product with the electric grid.

Further, utility companies may charge additional fees to customers who install on-site power generation,

thereby reducing the electricity they take from the utility, or for having the capacity to use power from the grid for back-up or standby

These types of restrictions, fees or charges could hamper the ability to install or effectively use our products or increase

the cost to our potential customers for using our systems in the future.

This could make our systems less desirable, thereby adversely

affecting our revenue and profitability potential.

In addition, utility rate reductions can make our products less competitive which

would have a material adverse effect on our future operations.

These costs, incentives and rules are not always the same as those faced

by technologies with which we compete.

However, rules, regulations, laws and incentives could also provide an advantage to our Heat Recovery

Solutions as compared with competing technologies if we are able to achieve required compliance at a lower cost when our Clean Cycle

TM generators are commercialized.

Additionally, reduced emissions and higher fuel efficiency could help our future customers

combat the effects of global warming.

Accordingly, we may benefit from increased government regulations that impose tighter emission

and fuel efficiency standards.

We are affected not only by

energy policy, laws, regulations and incentives of governments in the markets into which we sell, but also by rules, regulations and

costs imposed by utilities.

Utility companies or governmental entities could place barriers on the installation of our product or

the interconnection of the product with the electric grid.

Further, utility companies may charge additional fees to customers who

install on-site power generation, thereby reducing the electricity they take from the utility, or for having the capacity to use

power from the grid for back-up or standby purposes.

These types of restrictions, fees or charges could hamper the ability to

install or effectively use our products or may increase the cost to our potential customers for using our systems in the future.

This could make our systems less desirable, thereby adversely affecting our revenue and profitability potential.

utility rate reductions can make our products less competitive which would have a material adverse effect on our future operations.

These costs, incentives and rules are not always the same as those faced by technologies with which we compete.

However, rules,

regulations, laws and incentives could also provide an advantage to our Heat Recovery Solutions as compared with competing

technologies if we are able to achieve required compliance at a lower cost when our Clean Cycle TM generators are

commercialized.

Additionally, reduced emissions and higher fuel efficiency could help our future customers combat the effects of

global warming.

Accordingly, we may benefit from increased government regulations that impose tighter emission and fuel efficiency

to our operations in China, we are subject to additional regulations that apply to companies doing business in mainland China.

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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