What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2026-04-16 compared with 2025-08-04 · 270 added, 226 removed, 135 unchanged (79% of the section changed)

ConnectM is a constellation of companies connecting and powering next generation equipment, mobility and distributed energy—thus enabling a faster, smarter transition to a modern energy economy.

The Company delivers an advanced, proprietary Energy Intelligence Network (“ EIN ”) platform designed to empower residential and commercial service providers and original equipment manufacturers, to optimize energy efficiency, enhance operational performance, and support sustainable innovation.

Leveraging technology, data, artificial intelligence, and behavioral economics, ConnectM aims to lower energy costs and reduce carbon emissions globally.

Our Service Provider-facing technology platform encompasses marketing to life cycle management, customer care to claims processing, finance to rebates/incentives.

Our architecture combines artificial intelligence with human expertise, continuously learning from the data it generates.

This enables us to refine and improve our technology solutions for B2B customers while maximizing customer lifetime value.

In addition to digitizing electrification end-to-end, we also transform the underlying business model to minimize customer churn while maximizing trust and improving environmental impact.

Our OEM-facing technology platform provides essential hardware and software services for EV fleet management and battery diagnostics—helping to capture data, synthesize that data, and in turn monetizing that data on behalf of our enterprise customers.

By empowering OEMs and mobility companies with connected operations, our portfolio companies directly contribute to their continued explosive growth.

We believe that our cocktail of enhanced user experience, aligned values, and competitive cost enjoys broad appeal.

End user electrification consumption has grown over time to encompass higher value products such as heat pumps, highly efficient air conditioners, solar roof, battery storage, electric vehicles and weatherization.

These progressions can generate increases in customer lifetime value.

We anticipate sustained growth through predictable, recurring revenue streams and automation that reduces costs while meeting our B2B customer needs.

Our data-driven architecture further enhances precision in pricing and implementing electrification solutions, creating additional value for our customers.

ConnectM Technology Solutions, Inc.

(“ConnectM” or the “Company”) is a constellation of technology-driven businesses powering the modern energy economy.

ConnectM believes everyone deserves affordable access to clean, reliable energy.

The Company’s mission is to reshape how energy is used in homes, businesses, transportation, infrastructure, and logistics to create a higher quality of life, lower costs, and help reverse climate change for a more sustainable future.

Through its six reportable segments—Owned Service Network, Managed Solutions, Distributed Energy & Renewables, Transportation, Logistics, and Corporate & Strategic Assets—ConnectM delivers artificial intelligence (“AI”)-enabled electrification, distributed energy, mobility, and Industrial Internet of Things (“IIoT”) solutions to customers worldwide.

In October 2025, ConnectM launched Keen Labs Operations, Inc.

(“Keen Labs”), a wholly owned technology subsidiary that consolidates the Company’s AI, software, and IIoT connectivity platforms into a unified innovation engine.

Keen Labs serves as ConnectM’s dedicated product development and data-science hub, focused on building AI-powered solutions that enable virtual power plants (“VPPs”), intelligent building systems, and connected mobility and logistics networks.

The creation of Keen Labs allows the Company to segment its technology assets from its service operations, enhancing focus, scalability, and capital efficiency while enabling future strategic partnerships and mergers and acquisitions (“M&A”) activity.

ConnectM operates a proprietary, AI-driven data and intelligence platform that monitors, analyzes and manages connected assets across their full lifecycle.

The platform continuously aggregates anonymized performance and utilization data from service providers, OEMs, infrastructure providers and enterprise customers, which is used to train large language and predictive AI models to enhance operating efficiency, reduce downtime and extend asset life.

The platform functions as a self-reinforcing data network, integrating inputs from buildings, vehicles and infrastructure to create a proprietary intelligence loop that improves reliability, optimizes asset deployment and informs future product design.

ConnectM currently processes more than 30 gigabytes of operational data and over two million EV miles daily across more than 120,000 connected assets, providing a large-scale, continuously expanding AI training dataset within the modern energy sector.

The Company’s data architecture positions it to participate in emerging fields such as actuarial risk modeling, built-environment digital security, and AI-enabled infrastructure management—areas where the convergence of artificial intelligence, connected systems, and energy operations is reshaping industrial efficiency.

Our Products and Services

ConnectM provides products and services across four different business segments:

Owned Service Network, Managed Solutions, Transportation, and Logistics.

ConnectM’s product and service portfolio is organized into six operating segments that together form a unified platform for managing energy, equipment, and mobility assets:

Owned Service Network.

This segment is comprised of our owned service providers that offers a single point solution provider for homeowners and light commercial building owners (“ End User ”) for their electrification and decarbonization needs.

Our owned network of service providers employ home energy specialists who prepare a multi-year blueprint for equipment and system installations that is aligned with End User needs and ensures full leverage of federal, state, and utility rebates, tax credits, and incentives.

Our owned service providers also include weatherization, HVAC, solar, battery, and EV charger installation teams who work in tandem with the home energy specialists to ensure optimal roll out of the multi-year blueprint.

The ConnectM measurement and verification platform ensures that End Users experience the savings that were envisioned during the blueprint stage.

ConnectM has developed its Energy Intelligence Network to boost electrification and decarbonization for residential and light commercial buildings.

We have built a proprietary full stack technology application for remote asset monitoring and control, along with a proprietary artificial intelligence (AI) assistant to provide maintenance, repair and installation guidance and optimization for service providers.

The data collected from remote asset monitoring and control feeds into our EIN and improves the entire platform performance for all customers.

In addition to its EIN and remote asset monitoring technology, ConnectM centralizes and streamlines certain back-office functions for its service provider businesses including:

bookkeeping/payroll, bulk purchasing, marketing/advertising, and working capital support.

These services boost service provider revenue, operating margins, and overall profitability.

● Our owned service providers share a mission to use ConnectM’s technology to ensure optimal performance of End User equipment and systems which increases customer satisfaction and the likelihood of obtaining additional electrification and decarbonization work—lowering customer acquisition cost.

Our EIN platform enables our owned service providers to remotely monitor and control End User systems so that they are proactively alerted to any performance issues of those systems before their customers experience an equipment outage.

Managed Solutions

In addition to our Owned Service Networks, ConnectM also enters into managed service agreements (“MSAs”) with third party residential and light commercial service providers.

ConnectM provides its technology platform (comprising of the EIN and remote monitoring technology) and many of the same back-office services (bookkeeping/payroll, bulk purchasing, marketing/advertising, and working capital support) to these service providers under a negotiated MSA.

In exchange for the use of our tech platform and back-office services, ConnectM generally recognizes 60-90% of service provider revenue.

The transaction price is established in the customer contract as a percentage of the customer’s revenue for a week.

Revenue is recognized over the life of the contract in the amounts invoiced to customers which directly corresponds with the value of the services provided to the End User.

Working capital adjustments may be processed quarterly, if costs incurred by the customer exceed the percentage of the customer’s revenue and are recorded as a reduction of sales, general and administrative expenses as it represents’ the customer’s reimbursement of costs incurred by us.

Additionally, certain MSAs contain a “Right of First Refusal” that gives ConnectM the option to acquire a service provider customer at a pre-negotiated EBITDA multiple (which would bring them into the Company’s Owned Service Network segment) .

For both our Owned Service Network and Managed Solutions customers, we have developed portals and applications to provide visibility into equipment performance resulting in:

● Implementing preventative maintenance procedures and subscription plans;

● 24-hour remote monitoring;

● Simplified warranty and claim management;

● Equipment-as-a-Service subscriptions.

In addition, we provide our Owned Service Networks and Managed Solutions customers with a utility tracker that empowers their customers to utilize available rebates, incentives, and financing associated with our various MEE solutions.

ConnectM partners with and operates residential and commercial service providers that deliver end-to-end electrification services, including HVAC, solar, battery storage, weatherization and EV charger installations.

These providers utilize ConnectM’s platform and shared infrastructure to execute installations and ongoing service delivery across customer sites.

Managed Solutions (Service Provider Platforms) .

ConnectM provides a technology-enabled platform that allows service providers to remotely monitor and maintain customer systems, leveraging AI-based tools for diagnostics, performance optimization and preventive maintenance.

The Company also delivers centralized business services, including marketing, finance, procurement and rebate management, designed to enhance provider efficiency and profitability.

Distributed Energy & Renewables (“DER”) – Solar and distributed energy solutions for commercial, residential, consumer, and industrial customers in India, including project development, EPC services and ongoing energy management;

Transportation.

ConnectM strategically invests in portfolio companies at the forefront of the zero-emission mobility revolution.

These companies provide essential hardware and software services for EV fleet management and battery diagnostics to Original Equipment Manufacturers (“ OEMs ”).

This critical role within the electric vehicle ecosystem generates recurring revenue through integration with ConnectM’s Energy Intelligence Network.

By empowering OEMs and EV transportation companies with connected operations, our portfolio companies directly contribute to their continued explosive growth.

ConnectM’s EIN extends beyond residential and commercial service providers to also function as a smart transportation platform that enables our enterprise customers to offer desired features to their end customers along with potentially valuable data collection.

Using the EIN, (i) equipment manufacturers of electromechanical and electric vehicles can access actionable data gathered from IoT systems connected to their equipment, (ii) asset owners can intelligently protect their investments, and (iii) equipment service providers can boost their on-the-job efficiency.

As an entry point into the $165B last mile delivery market, ConnectM acquired a controlling interest in DeliveryCircle, LLC, a Delaware limited liability company (“ DeliveryCircle ”) engaged in the business of providing dispatch and delivery services and related software.

DeliveryCircle operates as a transportation/freight broker and also offers logistics services such as sortation and transloading.

DeliveryCircle’s primary revenue stream comes from their transportation and underlying technology services.

DeliveryCircle provides a complete suite of software applications to its customers, powered by Decios, a cloud-based, delivery management platform that ensures companies can succeed in every aspect of the delivery game.

The Decios platform features real-time tracking, optimization, and integration with commonly used order systems.

ConnectM develops connected hardware and software for OEMs and fleet operators focused on EV management, battery diagnostics, and predictive analytics.

The Transportation segment’s operations are primarily based in India, where ConnectM provides fleet intelligence and battery management solutions to automotive and industrial customers like Volvo, Ashok Leyland, and Motovolt across multiple sectors.

This geographic focus enables the Company to serve one of the fastest-growing EV markets globally, supported by strong regulatory and industrial tailwinds.

The segment’s technology captures and processes real-time telematics data to optimize vehicle utilization, route efficiency, and charging coordination.

Through its subsidiary DeliveryCircle LLC, ConnectM operates in the rapidly growing last-mile delivery market, providing dispatch, brokerage, and delivery-management software.

DeliveryCircle’s proprietary Decios platform offers intelligent routing, predictive fulfillment, and integration with leading e-commerce and order-management systems.

Corporate & Strategic Assets.

ConnectM’s investment in GeoImpex, a strategic real estate asset with the potential for development into a multimodal logistics park.

GeoImpex is not currently generating revenue;

however, the asset represents a significant long-term development opportunity aligned with the Company’s logistics and infrastructure strategy.

Across these segments, ConnectM’s AI-enabled platform aggregates large volumes of data to deliver actionable insights for enterprise, OEM, infrastructure, and service provider customers.

The Company also provides AI-enabled hardware components—including intelligent heat-pump controllers, batteries, digital control units, and vehicle modules—that expand the reach of its data ecosystem.

Together, these technologies create a unified intelligence layer that improves asset performance, optimizes energy consumption, and supports recurring SaaS and platform-based revenue models.

Our Networks and Platforms

ConnectM’s Energy Intelligence Network aggregates over 30GB/day of real time operating and performance data from the 120,000+ electrified assets across our portfolio companies with the goal of providing superior value to enterprise, OEM and service provider customers.

The sheer volume of data collected daily allows us to continually train and refine our AI models to create more value for customers.

For example, data collected from residential users, service providers, and OEMs enables our customers to report on the tangible and measurable sustainable impact of devices operating on the EIN.

This reporting helps our customers obtain government support, increase adoption, and boost overall public goodwill.

OEMs, distributors, and third-party service provider customers also leverage the Company’s Connected Operations software applications to build a differentiated infrastructure for demand creation, implementation, and ongoing management of Modern Energy Economy solutions.

During the fiscal year 2024:

ConnectM’s platform aggregates over 30GB/day of real time operating and performance data from the 120,000+ electrified assets across our portfolio companies with the goal of providing superior value to enterprise, OEM and service provider customers.

The sheer volume of data collected daily allows the Company to continually train and refine its data models to create more value for customers.

For example, data collected from users, and OEMs enables the Company’s customers to report on the tangible and measurable sustainable impact of their vehicles or other equipment.

This reporting helps the Company’s OEM customers like Volvo, Motovolt, and Ashok Leyland obtain Indian government support, increase adoption, and boost overall public goodwill for EVs.

During the fiscal year ended December 31, 2025:

● We installed 173 heat pumps, 193 high efficiency air conditioners, and 113 fuel-efficient heating systems;

2 unchanged sentences

● We displaced 73,506 metric tons of CO2, equivalent to the amount of CO2 3.4 million trees can absorb in a year²

● We offset 6.7 million gallons of fossil fuel from being used, equivalent to driving around the world roughly 7,000 times³

● We ended the year with a total of 25,931 EVs on the platform and managed a total 206 million green miles throughout the year.

Energy Information Administration (EIA) - Assuming the average home uses about 30 kilowatt-hours per day.

● We offset 6.7 million gallons of fossil fuel from being used, equivalent to driving around the world roughly 7,000 times³, and

● We ended the year with a total of 25,931 EVs on the platform and managed a total of 206 million green miles throughout the year.

Energy Information Administration (EIA) - Assuming the average home uses approximately 30 kilowatt-hours per day.

Department of Agriculture

1 unchanged sentence

Our Technology Applications

Connected Operations

Our mission is to reverse the adverse effects of climate change by owning, developing, and operating the world’s largest network of electro-mechanical assets.

Our connected operations application provides advanced connectivity and real-time equipment monitoring to help promote a future powered primarily by clean, renewable energy.

ConnectM’s innovative technology and MEE solutions are designed to empower our service provider and OEM customers to drive a reduction in their End User’s overall environmental impact and advance progression toward achieving zero-carbon emissions.

Our advanced, full-stack system creates more energy-efficient homes, buildings, logistics, and transportation by providing insight and refined intelligence to electromechanical equipment, vehicles, and systems.

Our Connected Operations application includes key features that enhance our sales operations in our Owned Service Network and Managed Solutions segments:

Connected Operations Application

The Company’s Connected Operations application provides advanced connectivity and real-time equipment monitoring to help promote a future powered primarily by clean, renewable energy.

ConnectM’s innovative technology and modern energy solutions are designed to empower our service provider, enterprise, infrastructure, and OEM customers to drive a reduction in their customer’s (the “End User”) operating costs and overall environmental impact.

This application, built upon ConnectM’s tech platform, creates more energy-efficient homes, buildings, infrastructure (e.g.

cell towers), logistics, and transportation by providing insight and refined intelligence to electromechanical equipment, vehicles, and systems.

ConnectM’s Connected Operations application includes key features that enhance the Company’s sales operations in its Owned Service Network and Managed Solutions segments:

● Single app-based interface for service providers and End Users;

5 unchanged sentences

● Consolidation of sales operations, vendors, insurance, fleet management, fuel expenses, payroll, benefits, recruitment, and human resources.

Our Connected Operations application also includes key features that enhance our customer’s experience:

ConnectM’s Connected Operations application also includes key features that enhance the Company’s customer’s experience:

● Customer self-service enabled;

1 unchanged sentence

● Single unified whole home electrification interface for frictionless cross-sales of different electrification and decarbonization solutions.

In our Transportation segment, our Connection Operations application also enables transportation OEMs to offer smart features to their end customers along with potentially valuable data collection within our EIN.

The application, which is configuration-based, makes it simpler for OEMs to integrate our solutions within their vehicles.

In ConnectM’s Transportation segment, its Connection Operations application also enables transportation OEMs to offer smart features to their end customers along with potentially valuable data collection within our platform.

The application, which is configuration-based, makes it simpler for OEMs to integrate the Company’s solutions within their vehicles.

The application offers business applications for transportation OEMs, EV charging, shared mobility, and battery swapping operations management.

● Our Connected Operations application offers end users and stakeholders in the ecosystem (including equipment partners, utilities, and service providers the following services through our Smart Vehicle Control Unit.

ConnectM’s Connected Operations application offers End Users and stakeholders in the ecosystem (including equipment partners, utilities, and service providers the following services through our Smart Vehicle Control Unit.

Integration of subsystems:

Integrates with major subsystems of EV such as battery management system (“BMS”), motor control unit (“MCU”) and instrument cluster.

● Intelligence @ Edge :

Intelligence at the Edge:

The VCU can execute analytical processes at the electric vehicle, where data is collected via smart devices and IoT sensors, and transfer processed data to the cloud instead of sending only raw data.

1 unchanged sentence

For example, the mode of motor control can be changed based on an increase in battery temperature.

The VCU can interface with additional sensors and actuators on a vehicle like GPS, temperature, tire-pressure, theft detection, ignition line and motor mode control, for taking actions at the edge or enabling the user to control using a connected application.

Remote management:

8 unchanged sentences

Data Science and Analytics

● Our platform generates various insights that help detect battery deterioration, cell imbalance, and weaker cells that may damage an entire battery.

● Our platform enables transportation OEMs to proactively work with their customers to detect vehicle anomalies and facilitates submitting warranty claims when applicable.

● Our platform helps OEM service teams to analyze their customer complaints by reviewing past data and usage patterns.

● Location details provided by our platform enable OEMs to assess vehicle density, and this data can be leveraged to partner with charging station infrastructure providers to set up networks at locations with higher utilization and revenue potential.

ConnectM’s platform generates various insights that help detect battery deterioration, cell imbalance, and weaker cells that may damage an entire battery.

ConnectM’s platform enables transportation OEMs to proactively work with their customers to detect vehicle anomalies and facilitates submitting warranty claims when applicable.

ConnectM’s platform helps OEM service teams to analyze their customer complaints by reviewing past data and usage patterns.

Location details provided by ConnectM’s platform enable OEMs to assess vehicle density, and this data can be leveraged to partner with charging station infrastructure providers to set up networks at locations with higher utilization and revenue potential.

Our Value Proposition

We believe that our tech platforms provide the following advantages to the End Users of our service provider and OEM customers:

● Lower energy bills :

Our streamlined process allows for various energy credits to be directly applied to an End User’s utility bill, which allows them to realize immediate savings.

ConnectM’s platform and underlying technology applications provide meaningful advantages to End Users served through the Company’s service provider, enterprise, infrastructure provider, and OEM customers.

Lower Energy Costs.

ConnectM’s platform streamlines access to available energy credits, incentives, and rebates, enabling direct application of these benefits to End Users’ utility bills.

This process delivers immediate and measurable savings while increasing adoption of energy-efficient systems.

Connected Operations.

Our technology allows for seamless and secure connectivity across various equipment and vehicle asset classes.

This connectivity enables data collection, data analysis, and remote control, (together, “Connected Operations,”).

Our Service Provider customers utilize Connected Operations to smooth End User demand across the year, and our OEM customers utilize Connected Operations to efficiently manage and extend the lifespan of EV assets.

● Supporting clean energy ecosystem:

We anticipate that demand for more efficient sources of energy will continue to increase.

We strive to support our customers in their continued transition to the modern energy ecosystem.

We expect our continued growth and planned expansion of product offerings will allow us to support even more customers globally in this transition.

ConnectM’s technology enables seamless and secure connectivity across diverse classes of equipment and vehicle assets.

This connectivity supports continuous data collection, analytics, and remote control (collectively, “ Connected Operations ”).

Service-provider customers use Connected Operations to balance end-user demand throughout the year, while OEM customers use these capabilities to monitor, manage, and extend the useful life of electric-vehicle and distributed-energy assets.

Enabling the Modern Energy Ecosystem.

ConnectM anticipates sustained global demand for more efficient and connected sources of energy.

The Company’s mission is to enable its customers to transition toward a modern energy economy by integrating AI-driven efficiency, reliability, and intelligence across built environments, transportation, and distributed-energy systems.

As ConnectM expands its product and service offerings, it expects to support a growing base of customers worldwide in accelerating this transition.

Growth Strategy

Most players in our space operate in a distinct segment of the market.

There are pure-play solar companies, or pure play EV companies.

These companies are much more susceptible to the typical boom and bust cycles that specific industries often face.

ConnectM takes several pages out of the Berkshire Hathaway playbook:

value investing, trust in strong management teams, and importantly a diversified approach.

Our diversified approach across different segments like our Owned Service Network, Managed Solutions, Transportation, and Logistics means that we can allocate capital where there are strong growth rates.

Due to our constellation model, ConnectM benefits from a diversity of customers and income streams.

Our customers range from service providers that use our digital platform to provide electrified heating and cooling and distributed energy products to homeowners and commercial building owners to OEMs like Volvo that manufacture massive electric buses and trucks.

Many of ConnectM’s portfolio companies have high margin recurring revenue products as a component of their offering and our growth strategy entails increasing the percentage of high margin software subscriptions in our future revenue mix.

Our Managed Solutions segment allows us to stay asset lite as we grow since we do not foresee needing a large sales force or operating team for that segment of our business.

To grow, we will seek to deploy capital into large addressable markets with low innovation, low penetration, and double-digit projected compound annual growth rates.

We have typically avoided making singular, large pureplay bets and we will be cautious about excessive leverage on our balance sheet going forward.

We seek to expand our OEM and service provider customer base through both organic (Owned Service Network, Transportation, and Logistics segments) and inorganic (Managed Solutions) growth initiatives.

ConnectM intends to leverage our competitive strengths and market position to allow service providers and OEMs to present a “one-stop-shop” to their customers for the clean energy transition.

Our growth strategy includes the following:

Many participants in ConnectM’s industry operate within a single vertical, such as solar or electric vehicles.

These pure-play companies tend to be more exposed to cyclical fluctuations that affect individual market segments.

In contrast, ConnectM employs a diversified strategy inspired by long-term value-investment principles—focusing on disciplined capital allocation, operational excellence, and strong management execution across multiple high-growth segments.

Through its constellation model, ConnectM benefits from a broad base of customers and recurring income streams across its Owned Service Network, Managed Solutions, Transportation, and Logistics segments.

This structure enables the Company to deploy capital dynamically toward areas with the highest growth potential while mitigating exposure to sector-specific downturns.

ConnectM’s customer base ranges from residential and commercial service providers using the Company’s digital platform to deliver electrified heating, cooling, and distributed-energy products, to OEMs such as Volvo, Ashok Leyland, and Motovolt, which produce electric buses, trucks, and consumer EVs.

Many of the Company’s portfolio businesses include high-margin, recurring-revenue software products as part of their offerings, and ConnectM’s growth strategy emphasizes increasing the proportion of such software and data-driven subscriptions within its future revenue mix.

The Managed Solutions segment allows ConnectM to maintain an asset-light operating model as it scales, since this business line does not require a large direct sales force or extensive operating team.

To drive growth, the Company intends to deploy capital selectively into large addressable markets characterized by low innovation, limited penetration, and double-digit projected compound annual growth rates.

ConnectM has historically avoided singular, concentrated investments in pure-play businesses and plans to remain cautious with respect to balance-sheet leverage.

ConnectM aims to expand its OEM and service-provider customer base through both organic growth initiatives—within the Owned Service Network, Transportation, and Logistics segments—and inorganic expansion through mergers and acquisitions executed under the Managed Solutions segment.

ConnectM intends to leverage its competitive strengths and market position to enable service providers and OEMs to offer a “one-stop-shop” solution for the clean energy transition.

The Company’s growth strategy includes the following initiatives:

Service Offering Expansion :

Using our existing customer and developer networks, we may explore building out our EV charging and energy storage offerings.

Leveraging existing customer and developer networks, ConnectM may expand its offerings in EV charging and energy storage.

Expansion of Existing Software Capabilities :

Given the 30GB of data we collect daily, we plan to continue to grow our existing data science and software capabilities.

Leveraging AI, we intend to develop and create additional software tools and data models that are capable of analyzing perspective customer properties to assist in identifying attractive opportunities for us and for our customers.

Given the approximately 30 GB of data collected daily, the Company plans to enhance its existing data science and software capabilities.

By applying artificial intelligence, ConnectM aims to develop additional software tools and data models capable of analyzing prospective customer properties to identify attractive opportunities for both the Company and its customers.

Customer-Base Growth :

We intend to grow our customer base via customer referrals and our customized, relationship-focused sales process.

ConnectM intends to expand its customer base through referrals and a customized, relationship-focused sales approach.

Market Opportunity

We view the energy economy in three distinct buckets:

1) Energy generation, 2) Energy transmission & distribution, and 3) Energy consumption.

While we believe that all three buckets are in dire need of capital expenditures and innovation, ConnectM currently focuses on the energy consumption space.

Energy consumption represents the largest market because it encompasses every asset that uses energy to operate:

whether it is a consumer device, industrial equipment, machinery, or vehicle.

Fundamentally, energy consumption comprises a multi trillion-dollar asset base that we believe will, in large part, be switching away from burning fossil to operate and will also be increasingly cloud connected.

The stark reality is that for every unit of fossil fuel burned to power an asset, 2/3 of that unit is completely wasted as heat.

So only 1/3 of that unit provides useful work or energy which is a very expensive baseline for comparison when a consumer or business is evaluating replacement options.

ConnectM currently invests in and partners with companies that are electrifying assets to operate much more efficiently and effectively and provides cloud connectivity and intelligence for those assets (primarily service providers and OEMs).

ConnectM believes the global asset base of equipment, vehicles, machinery, and devices that consume energy is measured in the multi-trillion-dollar range.

This view is supported by third-party research indicating that the energy ecosystem represents one of the largest categories of physical and financial assets in the global economy.

For example, McKinsey & Company estimates that annual investments in the energy sector total approximately $1.5 trillion today and are expected to rise to between $2.0 trillion and $3.2 trillion by 2040.

4 In addition, the International Renewable Energy Agency (IRENA) estimates that cumulative investments in end-use sectors, including electrification, efficiency, heating, and transport, will reach $73 trillion by 2050.

5 These figures underscore the scale of global assets that rely on energy to operate and highlight the magnitude of the market opportunity for technology-enabled energy optimization and electrification solutions.

McKinsey & Company, Global Energy Perspective 2023:

Energy Value Pools Outlook (2023).

International Renewable Energy Agency (IRENA), World Energy Transitions Outlook 2023 (2023).

The stark reality is that for every unit of fossil fuel burned to power an asset, approximately two-thirds of that energy is lost as waste heat, with only about one-third providing useful work or delivered energy.

6,7 This represents an inefficient and costly baseline when consumers or businesses evaluate replacement options.

ConnectM owns, operates, and partners with companies that electrify assets to operate more efficiently and effectively, while providing cloud connectivity and intelligence for those assets.

Market Sizing – Owned Service Network and Managed Solutions

Total Addressable Market

The total addressable market (“ TAM ”) for our integrated platform with multiple clean energy and decarbonization services is substantial.

There are over 400 million homes and light commercial spaces in the U.S., Canada, and the European Union.

Given an average annual purchase and operating expense of $3,850 per space, the annual total addressable market is $1.7 trillion per year.

These services are considered essential infrastructure and continue to see sustained growth driven by aging equipment replacements, energy efficiency upgrades, and climate control demands throughout the world.

The total addressable market for ConnectM’s integrated platform, which offers multiple clean-energy and decarbonization services, is substantial.

Across the United States, Canada, and the European Union, there are an estimated 430 million homes and light commercial buildings.

8 With an average annual expenditure of approximately $3,850 per space for equipment purchase, maintenance, and energy operation, the total annual addressable market is estimated at approximately $1.7 trillion.

9 These services are considered essential infrastructure and are experiencing sustained global demand, driven by aging equipment replacement cycles, growing interest in energy efficiency, and increasing climate control requirements.

Serviceable Addressable Market

The serviceable addressable market (“ SAM ”) includes New England, Mid-Atlantic, and South Atlantic regions in the United States over the course of the next five years.

These regions have approximately 46.8 million homes and 1.68 million light commercial buildings, which correspond to a serviceable addressable market size of $40 billion.

These markets are being propelled by decarbonization efforts, rising energy costs, and policy support for sustainable home and commercial infrastructure upgrades.

The serviceable addressable market for ConnectM’s service-provider network includes the New England, Mid-Atlantic, and South Atlantic regions of the United States over the next five years.

These regions collectively contain approximately 46.8 million homes and 1.68 million light commercial buildings, representing a combined market opportunity of roughly $40 billion.

10 Growth in these regions is being accelerated by decarbonization policies, rising utility costs, and expanded incentive programs supporting sustainable building upgrades and distributed-energy adoption.

Serviceable Obtainable Market

The serviceable obtainable market (“ SOM ”) for HVAC and solar installation services in Massachusetts, Virginia, and Florida is $12 billion.

These states have approximately 19 million homes and 483,000 Light Commercial Buildings in total.

These markets are driven by strong state-level incentives for efficient equipment installation, aggressive climate targets, solar incentives, and an aging building stock.

These markets will continue to be our focus area as we already have a footprint to leverage in these states.

The serviceable obtainable market for HVAC and solar installation services in Massachusetts, Virginia, and Florida is estimated at $12 billion.

11 These states encompass approximately 19 million homes and 483,000 light commercial buildings.

Favorable state-level incentive programs, strong consumer demand for efficient equipment, solar tax credits, and aging building stock continue to drive market expansion.

ConnectM maintains an operational footprint in these regions and intends to leverage this presence to capture additional market share.

Lawrence Livermore National Laboratory, U.S.

Energy Flow Chart (2023), https://flowcharts.llnl.gov

Rocky Mountain Institute, The Incredible Inefficiency of the Fossil Energy System (2023).

Census Bureau, American Housing Survey 2023;

Eurostat, European Housing Stock Database 2023.

Energy Information Administration (EIA), Annual Energy Outlook 2024;

Statista (2024) — “Average annual home energy expenditure per household.”

CBRE Research (2024), U.S.

Commercial Building Inventory;

Department of Energy, Building Energy Data Book.

Wood Mackenzie (2024), U.S.

Residential and Commercial Solar Market Outlook;

MarketsandMarkets (2024), HVAC Systems Market by Region.

Market Sizing – Transportation

Total Addressable Market

The global total addressable market for our transportation business that focuses on EV fleet management and battery diagnostics is estimated at $14 billion in 2024, driven by accelerating fleet electrification, growing EV adoption, and the increasing need for real-time data and predictive insights.

EV fleet management—valued at $10 billion—includes software and services for vehicle tracking, charging coordination, route optimization, and predictive maintenance.

Meanwhile, the battery diagnostics and health monitoring segment—estimated at $4 billion—covers battery analytics, degradation tracking, resale assessments, and thermal risk management.

As the global EV stock is projected to exceed 250 million vehicles by 2030, these data-heavy, software-driven markets are expected to grow rapidly, reaching a combined TAM of $45–75 billion by the end of the decade.

Serviceable Addressable Market

The serviceable addressable markets for our transportation business are the U.S., India, and the Middle East.

These specific markets account for $5.5 billion of the global market.

In the U.S, the SAM is driven by strong demand from corporate, municipal, and delivery fleets, supported by government incentives and growing EV adoption.

Total Addressable Market (“TAM”)

The global total addressable market for ConnectM’s transportation business that focuses on EV fleet management and battery diagnostics is estimated at approximately $14 billion in 2024, 12 driven by accelerating fleet electrification, growing EV adoption, and the increasing need for real-time data and predictive insights.

The EV fleet-management market—valued at roughly $10 billion—includes software and services for vehicle tracking, charging coordination, route optimization, and predictive maintenance.

13 The battery diagnostics and health-monitoring segment—estimated at about $4 billion—covers battery analytics, degradation tracking, resale assessments, and thermal-risk management.

14 As the global EV stock is projected to exceed 250 million vehicles by 2030, 15 these data-heavy, software-driven markets are expected to grow rapidly, reaching a combined total addressable market of approximately $45 billion to $75 billion by the end of the decade.

Serviceable Addressable Market (“SAM”)

The serviceable addressable markets for ConnectM’s transportation business are the U.S., India, and the Middle East.

The Company estimates these markets represented an aggregate SAM of approximately $5.5 billion in 2025, based on its allocation of regional shares from third-party market studies covering EV fleet management/telematics and battery health/diagnostics, combined with regional fleet and EV adoption indicators.

16,17,18,19 In the U.S., the SAM is driven by strong demand from corporate, municipal, and delivery fleets, supported by incentives and growing EV adoption.

India is in the early stages of fleet electrification, with increasing demand for battery health management as the market matures.

In the Middle East, electrification is accelerating due to government and luxury vehicle fleets, particularly in countries like the UAE and Saudi Arabia, where green energy initiatives are driving adoption.

As fleet electrification grows across these regions, the demand for fleet management solutions and battery diagnostics will continue to expand.

Serviceable Obtainable Market

The serviceable obtainable market for our transportation business are EV and battery diagnostics OEMs in India.

This market opportunity is $150 million.

While fleet electrification in India is still in its early stages, the market is growing rapidly, particularly in sectors like e-commerce logistics, last-mile delivery, and electric two-wheelers.

In the Middle East, electrification is accelerating due to government and luxury vehicle fleets, particularly in the UAE and Saudi Arabia, where green-energy initiatives are driving adoption.

As fleet electrification grows across these regions, demand for fleet-management solutions and battery diagnostics is expected to expand.

Serviceable Obtainable Market (“SOM”)

The serviceable obtainable market for ConnectM’s transportation business consists of EV and battery diagnostics OEMs in India.

The Company estimates this market opportunity to be approximately $150 million in 2025 and beyond, based on market data for EV fleet management and battery management systems in India.

20,21 While fleet electrification in India is still in its early stages, the market is growing rapidly, particularly in sectors such as e-commerce logistics, last-mile delivery, and electric two-wheelers.

Demand for EV fleet management solutions, including route optimization and charging infrastructure management, is increasing as more fleets adopt electric vehicles.

12 Fortune Business Insights, Fleet Management Market Size, Share & COVID ‑ 19 Impact Analysis, By Type (Operational, Vehicle Tracking, and Others), and Regional Forecast, 2024–2032 (published 2024).

13 MarketsandMarkets, EV Fleet Management Market by Offering, Service, Deployment Type, and Region – Global Forecast to 2030 (published 2024).

14 BIS Research, Global Battery Management System and Battery Diagnostics Market, Forecast 2023–2033 (published 2023).

15 International Energy Agency (IEA), Global EV Outlook 2024 (published April 2024), projecting global electric-vehicle stock to exceed 250 million by 2030.

16 Fortune Business Insights, Electric Vehicle Telematics Market Size & Share (2024) — global EV telematics market $12.42B in 2024, projected to $63.0B by 2032.

17 The Business Research Company, Electric Vehicle Fleet Management Global Market Report (2025) — EV fleet management market $23.52B (2024) to $24.92B (2025).

18 IMARC Group, India Fleet Management Market (2024) — India fleet management market $1.2B in 2024 (context for regional allocation).

19 Mordor Intelligence, Middle East & Africa Electric Vehicle Market (2025) — MEA EV market size and growth outlook (context for regional allocation).

20 Mordor Intelligence, India Fleet Management Software Market (2024), estimating the market at approximately USD 1.69 billion in 2025 and projected to reach USD 3.15 billion by 2030.

21 IMARC Group, India Battery Management System Market Size & Growth, 2025–2033 (2024), estimating the market at approximately USD 278 million in 2024 and projected to exceed USD 1.2 billion by 2033.

Market Sizing – Logistics

Total Addressable Market

The total addressable market for last mile delivery services is currently $300 billion.

This is mainly driven by the rapid growth of e-commerce, consumer demand for faster delivery times, and the need for more efficient logistics solutions.

As consumers increasingly expect same-day and next-day delivery, the market is projected to grow significantly, with estimates suggesting it could reach $700–800 billion by 2030.

The rise of urbanization and the push for sustainable delivery options, such as electric delivery vehicles, further contribute to the market’s expansion.

The TAM for last-mile delivery services is currently estimated at approximately $150 billion, driven by rapid e-commerce growth, consumer demand for faster delivery times, and the need for more efficient logistics solutions.

As consumers increasingly expect same-day and next-day delivery, the market is projected to grow significantly, with estimates suggesting it could reach approximately $260 billion by 2030.

22,23 The rise of urbanization and the push for sustainable delivery options, including electric delivery vehicles, further contribute to the market’s expansion.

Serviceable Addressable Market

The serviceable addressable market for last mile delivery services in the U.S.

and Canada is $165 billion.

The United States makes up $150 billion of the SAM, and Canada represents the other $15 billion.

The SAM for last-mile delivery services in the United States and Canada is estimated at approximately $43.8 billion in 2023, consisting of $37.7 billion in the United States and $6.1 billion in Canada, based on third-party industry research.

24,25 As a cross-check, one researcher estimates the North America last-mile delivery market at $66.4 billion in 2024.

26 Together, the U.S.

and Canadian markets represent a significant portion of the global last mile delivery landscape, fueled by the expansion of e-commerce and the need for more efficient logistics solutions.

and Canadian markets represent a significant portion of the global last-mile delivery landscape, supported by the expansion of e-commerce and the need for more efficient logistics solutions.

Serviceable Obtainable Market

The serviceable obtainable market for last mile delivery of freight goods (such as palletized items) in the U.S.

is estimated at $20 billion.

This segment caters to industries such as wholesale, manufacturing, and retail, which require the delivery of larger freight to businesses, warehouses, and distribution centers.

The market growth is fueled by the increasing demand for efficient, fast freight deliveries as part of e-commerce B2B operations, retail supply chains, and third-party logistics providers.

The SOM for last-mile delivery of freight goods (such as palletized items) in the United States is estimated at approximately $20 billion, based on management’s allocation of the overall U.S.

last-mile and freight-logistics markets for the segment of business-to-business deliveries to warehouses, distribution centers, and end customers.

27,28 This segment serves industries such as wholesale, manufacturing, and retail, which require the delivery of larger freight to businesses, warehouses, and distribution centers.

The market’s growth is driven by the increasing demand for efficient, fast freight deliveries as part of e-commerce B2B operations, retail supply chains, and third-party logistics providers.

The rise of these industries, combined with the need for specialized vehicles and infrastructure to handle bulk shipments, positions freight last-mile delivery as a key market within the broader logistics and transportation sector.

22 Vertex Market Research, Last Mile Delivery Market Size & Share — Global Forecast 2025 ‑ 2032 (2025), estimating the global last-mile delivery market at approximately USD $155 billion in 2024 and projected to reach USD $300 billion by 2032.

23 Grand View Research, Last Mile Delivery Market Size & Outlook 2023 ‑ 2030 (2024), estimating the global last-mile delivery market generated USD $143.10 billion in 2023 and projected to reach USD $258.68 billion by 2030.

24 Grand View Research, United States — Last-Mile Delivery Market Size & Outlook, 2023–2030 (2024), estimating U.S.

market revenue of USD 37,743.3 million in 2023 and USD 62,419.8 million by 2030.

25 Grand View Research, Canada — Last-Mile Delivery Market Size & Outlook, 2023–2030 (2024), estimating Canada market revenue of USD 6,091.7 million in 2023 and USD 8,868.2 million by 2030.

26 Cognitive Market Research, North America Last-Mile Delivery Market Report (2024), estimating North America at USD 66,381.68 million in 2024.

27 Grand View Research , United States — Last-Mile Delivery Market Size & Outlook, 2023–2030 (2024), estimating the U.S.

last-mile delivery market at USD $37.7 billion in 2023 and USD $62.4 billion by 2030.

28 Mordor Intelligence, United States Freight and Logistics Market (2025), estimating the total U.S.

freight and logistics market at USD $1,381.1 billion in 2025, of which freight transport represents roughly 63 percent.

Our Competitive Strengths

We believe we have a number of competitive advantages that contribute to our success.

We aim to provide our service provider and OEM customers with a superior customer experience, lower costs, and a wide selection of products and services.

We help our US-based owned service provider networks and MSA customers deliver wellness, health and comfort to dwellers of commercial buildings and homes through superior, real-time monitoring, management and prediction of environmental parameters (temperature, humidity, carbon dioxide and carbon monoxide levels) and digital climate control and zoning to ensure optimum HVAC delivery and comfort to the dwellers.

We empower our OEM customers with a connected operations platform, directly contributing to their continued explosive growth across Asia and the Middle East.

ConnectM possesses a number of competitive advantages that the Company believes contribute to its growth and differentiation.

Through its technology platform, ConnectM provides service-provider and OEM customers with enhanced operational visibility, lower lifecycle costs, and an expanded suite of integrated products and services.

ConnectM’s owned and managed service-provider networks in the United States deliver health, comfort, and efficiency to commercial and residential End Users through real-time monitoring, intelligent HVAC management, and predictive control of environmental parameters such as temperature, humidity, and carbon dioxide levels.

In international markets, ConnectM enables OEM customers across Asia and the Middle East to scale more effectively by integrating vehicle and equipment data into its connected-operations platform.

Superior Customer Experience .

We believe that we maintain high customer satisfaction and compete with the pricing offered by our competitors.

Our customers may access our customer service representatives digitally, or by phone, text or email, 24/7.

● Technology and Data.

We have a technological and data advantage due to our consumer base, transaction volume, and fleet of products.

This allows us to accumulate data to power and improve our technology.

We have developed an integrated platform that optimizes energy efficiency, EV and fleet management.

● Deep Operational Experience.

We develop and refine much of our core technology centrally.

Our expertise allows us to tackle some of the most complex operational challenges.

With deeply rooted local operational teams, we can quickly respond to changing external conditions.

ConnectM emphasizes high customer satisfaction and competitive pricing across all business segments.

Customers can access support through multiple digital channels—including in-platform messaging, phone, text, and email—on a 24/7 basis.

The Company’s platform architecture also integrates customer feedback and operational data to continuously enhance the user experience for service providers, infrastructure providers, and enterprise clients.

Technology and Data Advantage .

ConnectM leverages a robust technology stack and proprietary data infrastructure built from its broad consumer base, transaction volume, and connected-asset fleet.

This scale enables continuous learning and optimization within its platform, which supports applications in energy efficiency, HVAC optimization, EV and fleet management, and predictive maintenance.

The Company’s data architecture generates compounding insights that improve asset performance across all customer categories.

Centralized Innovation, Localized Execution .

ConnectM develops and maintains much of its core technology centrally while deploying region-specific operational teams that adapt solutions to local market needs.

This combination of centralized innovation and localized execution allows the Company to address complex operational challenges efficiently, respond quickly to regulatory or market changes, and maintain consistent service quality across geographies.

Collectively, these strengths—customer integration, connected-operations technology, AI-driven analytics, and centralized innovation—position ConnectM to sustain growth and expand recurring-revenue opportunities across its Owned Service Network, Managed Solutions, Transportation, and Logistics segments.

Risk Management & Compliance

21 unchanged sentences

Our business is also somewhat seasonal.

Our EIN platform and Connected Operations applications enable s us to remotely monitor and control and OEM’s vehicle fleet or an End User’s HVAC systems so that we know the problems with the performance of a vehicle or HVAC system s before an End User experiences a vehicle anomaly or an equipment outage.

Our platform and Connected Operations applications enables us to remotely monitor and control and OEM’s vehicle fleet or an End User’s HVAC systems so that we know the problems with the performance of a vehicle or HVAC systems before an End User experiences a vehicle anomaly or an equipment outage.

Ensuring optimal performance of the equipment and systems increases customer satisfaction and thereby increases the likelihood of getting additional electrification and decarbonization workstreams.

5 unchanged sentences

Our Intellectual Property

Our intellectual property is an essential element of our business.

We rely on a combination of patents, patent applications, internet domain names, and other forms of intellectual property, and on contractual agreements, to establish, maintain and protect our intellectual property rights and technology.

We also license certain third-party technology for use in conjunction with our products.

As of December 31, 2024, we have 11 issued or pending patents and 11 domain names related to our technology.

We intend to continue to file additional intellectual property applications related to our technology in the future.

We believe that our continued success depends on hiring and retaining highly capable and innovative team members, especially as it relates to our engineering base.

It is our policy that all of our team members and independent contractors sign agreements acknowledging that all inventions, trade secrets, works of authorship, developments, processes and other forms of intellectual property generated by them on our behalf are our property and assigning to us any ownership that they may otherwise have in those works.

Despite our precautions, it may be possible for third parties to obtain and use without consent intellectual property that we own or license.

ConnectM’s intellectual property is a core component of its competitive position and technology leadership.

The Company relies on a combination of patents, patent applications, copyrights, trademarks, internet domain names, trade secrets, and contractual protections to establish, maintain, and enforce its intellectual property rights.

ConnectM also licenses certain third-party technologies for use in conjunction with its software and hardware platforms.

As of December 31, 2025, ConnectM held or had pending 12 patents and maintained 15 domain names related to its proprietary technologies.

The Company’s patents primarily cover innovations in energy-intelligent asset monitoring, connected field-service management, and distributed energy optimization.

In addition to its patent portfolio, ConnectM has developed significant proprietary know-how through its Amperics-related software, power electronics integration and control-layer architecture, which underpin the Company’s ability to manage and optimize distributed energy resources at scale.

Specifically, the intellectual-property portfolio includes patent families directed to:

● Device and system connectivity for HVAC, EV charging, solar, and battery assets, enabling real-time monitoring, control and diagnostics;

● Predictive analytics and fault detection for connected equipment through cloud-based machine-learning models and embedded intelligence;

● Dynamic dispatch and workflow optimization for field-service technicians and logistics networks;

● Integration frameworks and control systems for managing multi-vendor distributed-energy resources (“DERs”) across residential and commercial environments;

● Power electronics, energy management algorithms and system-level integration capabilities derived from Amperics-related intellectual property, enabling efficient energy conversion, load balancing, storage optimization and grid-interactive functionality.

ConnectM intends to continue pursuing additional patent filings and related protections in these and adjacent areas as its technology platform evolves.

The Company’s success also depends on attracting and retaining highly skilled engineering and development personnel.

All employees, consultants, and contractors are required to sign confidentiality and invention-assignment agreements acknowledging that all inventions, trade secrets, works of authorship, developments, and other forms of intellectual property created in the course of their work for ConnectM are the property of the Company.

Despite these protections, it may still be possible for third parties to obtain or use ConnectM’s intellectual property without authorization.

The Company actively monitors for potential infringement and takes appropriate steps to safeguard its proprietary rights.

ConnectM believes that its current portfolio of patents, trade secrets, and technical know-how, including its Amperics-related capabilities provides meaningful barriers to entry within its target markets and establishes a strong foundation for continued innovation, product differentiation, and long-term value creation.

Government Regulations

4 unchanged sentences

Depending on the size of the solar energy system and local law requirements, interconnection permission is provided by the local utility directly to us and/or our customers.

In almost all cases, interconnection permissions are issued on the basis of a standard process that has been pre-approved by the local public utility commission or other regulatory body with jurisdiction over net metering policies.

In almost all cases, interconnection permissions are issued on the basis of a standard process that has been pre-approved by the local public utility or other regulatory body with jurisdiction over net metering policies.

As such, no additional regulatory approvals are required once interconnection permission is given.

6 unchanged sentences

The funding comprises tax incentives, grants, and loan guarantees, with substantial emphasis on clean electricity infrastructure, energy transmission upgrades, and clean transportation, including incentives for electric vehicles.

Approximately $43 billion of the IRA is dedicated specifically to consumer incentives, designed to promote widespread adoption of sustainable technologies.

These incentives lower consumer costs associated with purchasing EVs, energy-efficient home appliances, rooftop solar systems, geothermal heating solutions, and residential energy storage systems.

Beginning in 2023, new electric vehicles qualify for federal tax credits of up to $7,500, while used electric vehicles qualify for up to $4,000.

In addition, the IRA extends through 2032 the tax credit available for residential energy-efficiency improvements, increasing the credit rate to 30% and replacing the previous lifetime limit with an annual limit of $1,200.

Approximately $43 billion of the IRA was dedicated specifically to consumer incentives, designed to promote widespread adoption of sustainable technologies.

These incentives lowered consumer costs associated with purchasing EVs, energy-efficient home appliances, rooftop solar systems, geothermal heating solutions, and residential energy storage systems.

Beginning in 2023, new electric vehicles qualified for federal tax credits of up to $7,500, while used electric vehicles qualified for up to $4,000 (for vehicles acquired before October 1, 2025).

In addition, the IRA extended the tax credit available for residential energy-efficiency improvements, increasing the credit rate to 30% with an annual limit of $1,200 (replacing the previous lifetime limit).

It further introduces a separate annual credit of up to $2,000 specifically for installations of geothermal heat pumps and biomass stoves, while also enhancing incentives for energy-efficient windows and doors.

Collectively, these policy measures create significant momentum for residential decarbonization, efficiency enhancements, and sustainable energy adoption across the United States through at least 2032.

Subsequent legislation, the One Big Beautiful Bill Act (Public Law 119-21), signed into law on July 4, 2025, accelerated the phase-out of these key consumer-focused provisions.

The new and used clean vehicle tax credits (Sections 30D and 25E) are no longer available for vehicles acquired after September 30, 2025.

The Energy Efficient Home Improvement Credit (Section 25C) and the Residential Clean Energy Credit (Section 25D) are no longer available for property placed in service or expenditures made after December 31, 2025.

The Alternative Fuel Vehicle Refueling Property Credit (Section 30C) for EV charging infrastructure (including home chargers and associated energy storage) remains available for property placed in service by June 30, 2026, generally at 30% of cost (up to $1,000 for residential chargers).

Collectively, while the IRA initially created significant momentum for residential decarbonization, efficiency enhancements, and sustainable energy adoption across the United States, the 2025 legislative changes have shortened the duration of many of these incentives.

Ongoing federal, state, and local programs may continue to influence market dynamics for electrification and energy management solutions.

Corporate Information

1 unchanged sentence

was formed under the laws of the State of Delaware on March 22, 2019.

The ConnectM design logo, “ConnectM” and our other common law trademarks, service marks or trade names appearing in this proxy statement/prospectus are the property of ConnectM.

Other trademarks and trade names referred to in this proxy statement/prospectus are the property of their respective owners.

Our corporate office is in Marlborough, Massachusetts and our website is www.connectm.com

Human Capital Resources

As of December 31, 2024, in the U.S., we had eighty-five (85) full time employees:

twelve (12) in sales, forty-nine (49) in technical, support and general management and twenty-four (24) in finance and administration.

In India, we had seventy-three (73) full-time employees.

Of these full-time employees, four (4) were engaged in sales and sales engineering, forty-two (42) in operations and customer support, fifteen (15) were engaged in research and development and twelve (12) in finance and administrative capacities.

We consider our greatest asset to be our people because of the consultative nature of our business and employees are the crucial factor in our growth.

None of our employees are represented by a labor union.

We have not experienced any employment-related work stoppages, and we consider relations with our employees to be good.

In shaping our culture, we aim to combine a high standard of excellence, technological innovation and agility and operational and financial discipline.

We believe that our flat and transparent structure and our collaborative and collegial approach enable our employees to grow, develop and maximize their impact on our organization.

To attract and retain top talent in our highly competitive industry, we have designed our compensation and benefits programs to promote the retention and growth of our employees along with their health, well-being and financial security.

Our short- and long-term incentive programs are aligned with key business objectives and are intended to motivate strong performance.

Our employees are eligible for medical, dental and vision insurance, a savings/retirement plan, life and disability insurance, and various wellness programs and we review the competitiveness of our compensation and benefits periodically.

As an equal opportunity employer, all qualified applicants receive consideration without regard to race, national origin, gender, gender identity, sexual orientation, protected veteran status, disability, age or any other legally protected status.

We seek to create an inclusive, equitable, culturally competent, and supportive environment where our management and employees model behavior that enriches our workplace.

As of December 31, 2025, ConnectM had a total of one hundred three (103) full-time employees in the United States:

twelve (12) in sales, forty-one (41) in technical, support, and general management, and fifty (50) in finance and administration.

In India, the Company had seventy-three (73) full-time employees, including four (4) in sales and sales engineering, forty-two (42) in operations and customer support, fifteen (15) in research and development, and twelve (12) in finance and administrative roles.

As an equal opportunity employer, ConnectM provides employment consideration to all qualified applicants without regard to race, national origin, gender, gender identity, sexual orientation, protected veteran status, disability, age, or any other status protected under applicable law.

The Company seeks to maintain an inclusive, equitable, and supportive work environment in which management and employees model behaviors that enrich the workplace culture.

Our Facilities

Our corporate headquarters is located in Marlborough, Massachusetts where we lease approximately 2,396 square feet under a lease that expires on June 30, 2025.

We also have offices in Gloucester, Massachusetts;

New Bedford, Massachusetts;

Stuart, Florida;

Manassas, Virginia;

Hyannis, Massachusetts;

and Bangalore, India.

We have one owned real property and 10 leased real properties.

We believe that our existing facilities are adequate to meet the current needs of our essential workforce (including that, during the COVID-19 pandemic, we onboarded several fully remote employees) and that if we require additional space, we will be able to obtain additional facilities on commercially reasonable terms.

ConnectM’s corporate headquarters is located in Marlborough, Massachusetts, where the Company leases approximately 2,396 square feet under a month-to-month lease.

The Company also maintains offices in Hyannis, Massachusetts and Bangalore, India.

ConnectM owns two properties and leases additional properties.

The Company believes that its existing facilities are adequate to meet the current needs of its essential workforce, including employees working remotely, and that, if additional space becomes necessary, suitable facilities can be obtained on commercially reasonable terms.

Legal Proceedings

On February 26, 2024, Robert Zrallack and RJZ Holdings LLC (the “ Plaintiffs ”) filed suit against Aurai LLC (“ Aurai ”), ConnectM Florida RE LLC (“ ConnectM Florida RE ”), and Florida Solar Products, Inc.

(“ Florida Solar ”), each a wholly owned subsidiary of ConnectM, in the circuit court for the 19th judicial circuit (St.

Lucie County, Florida).

In this suit, the Plaintiffs allege various contract claims arising out of a transaction under which Aurai acquired Florida Solar from Mr.

Zrallack in 2022 and ConnectM Florida RE acquired certain real estate from RJZ Holdings LLC in 2022 from which Florida Solar operates.

Specifically, the Plaintiffs allege breach of the stock purchase agreement and certain promissory notes in connection with the purchase of Florida Solar and the related real estate, as well as breach of a services agreement with Mr.

ConnectM believes the Plaintiffs’ claims have no merit and plans to assert counterclaims against the Plaintiffs in connection with the underlying transactions.

ConnectM is defending itself in this matter.

Regardless of the final outcome, defending lawsuits, claims, government investigations, and proceedings in which ConnectM is involved is costly and can impose a significant burden on management and employees, and there can be no assurances that favorable final outcomes will be obtained.

From time to time, we may be party to or otherwise involved in legal proceedings arising in the ordinary course of business.

We recognize provisions for legal proceedings in our financial statements, in accordance with accounting rules, when we are advised by independent outside counsel that (i) it is probable that an outflow of resources will be required to settle the obligation and (ii) a reliable estimate can be made of the amount of the obligation.

The assessment of the likelihood of loss includes analysis by outside counsel of available evidence, the hierarchy of laws, available case law, recent court rulings and their relevance in the legal system.

Our provisions for probable losses arising from these matters are estimated and periodically adjusted by management.

In making these adjustments our management relies on the opinions of our external legal advisors.

Management does not believe that there is any pending or threatened proceeding against us, which, if determined adversely, would have a material adverse effect on our business, results of operations or financial condition, except as described below.

Florida Solar acquisition litigation (Zrallack and RJZ Holdings LLC v.

Aurai LLC, ConnectM Florida RE LLC, and Florida Solar Products, Inc.;

Florida 19th Judicial Circuit—St.

Lucie County)

On February 26, 2024, Robert J.

Zrallack and RJZ Holdings LLC (the “Plaintiffs”) filed suit against Aurai LLC (“Aurai”), ConnectM Florida RE LLC (“ConnectM Florida RE”), and Florida Solar Products, Inc.

(“Florida Solar”) (collectively, the “Subsidiaries”), each wholly owned subsidiaries of ConnectM Technology Solutions, Inc.

(“ConnectM”), in connection with the Company’s 2022 acquisition of Florida Solar and related real estate transactions.

The matter was compelled to arbitration pursuant to the Stock Purchase Agreement.

Following evidentiary hearings conducted in June and July 2025, the arbitrator issued an Interim Arbitration Award on September 11, 2025.

Subsequent orders were entered addressing modification and attorneys’ fees and costs.

On December 25, 2025, the arbitrator issued a Final Award incorporating prior rulings.

The Final Award includes:

● Approximately $446,945 awarded in connection with claims relating to a mortgage and promissory note (plus continuing per diem interest);

● Approximately $1,342,480 in damages relating to additional claims under the Stock Purchase Agreement (plus continuing per diem interest);

● Attorneys’ fees and costs totaling approximately $418,138 as of September 11, 2025, with interest accruing thereafter;

● Arbitrators’ fees and costs totaling approximately $74,013;

Certain equitable and payment-related relief, including obligations relating to specified debt instruments and credit card balances.

In aggregate, Plaintiffs’ motion to confirm seeks entry of judgment totaling approximately $2,500,000 plus continuing interest.

On December 30, 2025, Plaintiffs filed a motion to confirm the arbitration award in the Circuit Court for the 19th Judicial Circuit (St.

Lucie County, Florida), later amended on January 7, 2026.

A hearing on the motion to confirm was noticed for February 12, 2026.

The Company has filed a motion to vacate the arbitration award, which is scheduled to be heard on April 30, 2026.

The Company believes confirmation of the award is not appropriate while post-award relief remains pending and continues to evaluate all available legal remedies.

On January 7, 2026, Plaintiffs also served post-award discovery requests styled as “discovery in aid of execution.” The Subsidiaries filed a motion to strike such discovery and for a protective order on the basis that no final judgment has been entered and discovery in aid of execution is premature.

As of the date of this filing:

● The arbitration award has not yet been confirmed by the court;

● No final enforceable judgment has been entered;

● Post-award motion practice remains pending;

● The Subsidiaries are pursuing available legal remedies, including seeking vacatur and opposing confirmation.

The Company has recorded a litigation reserve of $1,024,002 in connection with this matter based on management’s assessment of probable loss under ASC 450.

The amount reserved reflects management’s current estimate of probable exposure;

however, the total amount sought by Plaintiffs significantly exceeds the recorded reserve.

The ultimate outcome of the confirmation proceedings, any motion to vacate, and related enforcement proceedings cannot be predicted with certainty.

The final resolution of this matter could result in adjustments to the amount reserved, which could be material to the Company’s consolidated financial statements in the period such adjustment is determined.

Corporate History and Background

6 unchanged sentences

Our website, which is located at http://www.connectm.com , describes our company and our management and provides information about our technology and products.

Information contained on our website is not incorporated by reference into, and should not be considered a part of, the registration statement of which this prospectus forms a part.

Information contained on our website is not incorporated by reference into, and should not be considered a part of, the registration statement of which this Annual Report on Form 10-K forms a part.

Available Information

Our filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments submitted under Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are accessible at no cost on our company website promptly after submission to the SEC.

Our filings, including Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments submitted under Sections 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, are accessible on our company website promptly after submission to the SEC.

Additionally, these documents are retrievable from the SEC’s website ( www.sec.gov ).

Corporate governance materials, such as our guidelines and committee charters, are also accessible on our investor relations webpage under “ Corporate Governance .” It is important to note that the content of our website is not intended for inclusion by reference in our filings with the SEC, and any website references serve as inactive textual mentions only.

Corporate governance materials, such as our guidelines and committee charters, are also accessible on our investor relations webpage under “ Corporate Governance .” It is important to note that the content of our website is not intended for incorporation by reference to our filings with the SEC, and any website references serve as inactive textual mentions only.

Implications of Being a Smaller Reporting Company

6 unchanged sentences

These provisions include:

● presentation of only two years of audited financial statements and only two years of related management’s discussion and analysis of financial condition and results of operations in this prospectus;

● reduced disclosure about our executive compensation arrangements;

2 unchanged sentences

● exemption from the auditor attestation requirement in the assessment of our internal control over financial reporting.

We may benefit from these exemptions until December 31, 2025 or such earlier time that we are no longer an emerging growth company.

We will cease to be an emerging growth company upon the earliest of:

(1) December 31, 2025;

We may benefit from these exemptions until such time that we are no longer an “emerging growth company.” We will cease to be an emerging growth company upon the earliest of:

(1) December 31, 2027, which is the last day of the fiscal year following the fifth anniversary of the initial public offering of Monterey Capital Acquisition Corporation, the special purpose acquisition company with which we merged;

(2) the first fiscal year after our annual gross revenues are $1.235 billion or more;

1 unchanged sentence

or (4) the date on which we are deemed to be a “large accelerated filer” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

We may choose to benefit from some but not all of these reduced disclosure obligations in future filings.

If we do, the information that we provide stockholders may be different than you might get from other public companies in which you hold stock.

We may choose to take advantage of some, but not all, of these reduced disclosure obligations in future filings.

If we do, the information that we provide to stockholders may be different than what you might receive from other public companies in which you hold stock.

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