27 unchanged sentences
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
+Added: The Company has an insider trading policy governing the purchase, sale and other dispositions of the Company’s securities that applies to all Company personnel, including directors, officers, employees, and other covered persons.
+Added: The Company also follows procedures for the repurchase of its securities.
+Added: The Company believes that its insider trading policy and repurchase procedures are reasonably designed to promote compliance with insider trading laws, rules and regulations, and listing standards applicable to the Company.
+Added: A copy of the Company’s insider trading policy is filed as Exhibit 19.1 to this Form 10-K.
EXECUTIVE COMPENSATION.
2 unchanged sentences
PRINCIPAL ACCOUNTANT FEES AND SERVICES.
−Removed: Except as set forth in Part I, the information required by Items 10, 11, 12, 13 and 14 will appear in the definitive Energy Focus, Inc.
+Added: In addition to as set forth in herein, the information required by Items 10, 11, 12, 13 and 14 will appear in the definitive Energy Focus, Inc.
Proxy Statement for the Annual Meeting of Shareholders to be held on or about June 12, 2025, which will be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 and is incorporated by reference in this Annual Report pursuant to General Instruction G(3) of Form 10-K (other than the portions thereof not deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934).
12 unchanged sentences
Year ended December 31, 2024
−Removed: Allowance for doubtful accounts and returns $ 26 6 12 $ 20
+Added: Allowance for credit losses
+Added: $ 20 ( 5 ) — $ 15
Inventory reserves 2,553 347 $ 2,553 347
1 unchanged sentence
Year ended December 31, 2023
−Removed: Allowance for doubtful accounts and returns $ 14 $ 29 $ 17 $ 26
+Added: Allowance for credit losses
+Added: $ 26 6 12 $ 20
Inventory reserves 2,527 404 378 2,553
Valuation allowance for deferred tax assets 20,764 2,209 346 22,627
+Added: ENERGY FOCUS, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
EXHIBIT INDEX
2 unchanged sentences
(incorporated by reference to Appendix A to the Registrant’s Definitive Proxy Statement on Schedule 14A filed May 1, 2006).
−Removed: ENERGY FOCUS, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Certificate of Amendment to the Certificate of Incorporation of Energy Focus, Inc.
36 unchanged sentences
ENERGY FOCUS, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
+Added: Energy Focus, Inc.
2020 Stock Incentive Plan - Form of Restricted Stock Unit Award Agreement for Employees (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
4 unchanged sentences
Energy Focus, Inc.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
−Removed: Energy Focus, Inc.
2020 Stock Incentive Plan - Form of Incentive Stock Option Agreement (incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K filed on September 22, 2020).
8 unchanged sentences
2020 Stock Incentive Plan, dated as of June 22, 2022 (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 24, 2022).
−Removed: Chief Executive Officer Offer Letter dated September 6, 2022 between Lesley A.
−Removed: Matt and Energy Focus, Inc.
−Removed: (incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on November 10, 2022).
+Added: Chief Executive Officer Offer Letter dated August 6, 2023 between Chiao Chieh (Jay) Huang and Energy Focus, Inc.
Promissory Note, dated as of September 16, 2022, by and between the Company and Mei-Yun Huang (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on September 22, 2022).
13 unchanged sentences
Securities Purchase Agreement, dated as of February 24, 2023, between the Company and Mei Yun (Gina) Huang (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 28, 2023).
+Added: ENERGY FOCUS, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Securities purchase agreement, dated as of March 28, 2023 with Chiao Chieh (Jay) Huang (incorporated by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q filed on May 11, 2023).
2 unchanged sentences
(incorporated by reference to Exhibit 10.11 to the Registrant’s Quarterly Report on Form 10-Q filed on May 11, 2023).
−Removed: ENERGY FOCUS, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Form of Securities Purchase Agreement, dated as of September 29, 2023, between the Company and certain accredited investors (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on July 5, 2023).
+Added: Payoff Letter and Exchange Agreement, dated as of January 18, 2024, between the Company and Streeterville Capital, LLC.
+Added: Securities purchase agreement, dated as of March 28, 2024 by and between the Company and Certain Investors.
+Added: Securities Purchase Agreement, dated as of June 21, 2024 by and between the Company and Certain Investors.
+Added: Second Amendment to Lease Agreement, dated as of January 31, 2024.
+Added: Insider Trading Policy of Energy Focus, Inc.
Subsidiaries of the Registrant (incorporated by reference to Exhibit 21.1 to the Registrant’s Annual Report on Form 10-K filed on March 23, 2023)
3 unchanged sentences
Compensation Recovery Policy of Energy Focus, Inc.
+Added: (incorporated by reference to Exhibit 97.1 to the Registrant’s Annual Report on Form 10-K filed on March 22, 2024)
101+** The following financial information from Energy Focus, Inc.
18 unchanged sentences
Chief Executive Officer
−Removed: (Principal Executive Officer)
+Added: (Principal Executive Officer and Principal Financial Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated and on the date indicated:
2 unchanged sentences
/s/ Chiao Chieh (Jay) Huang
−Removed: Chiao Chieh (Jay) Huang Director, President, and Chief Executive Officer (Principal Executive Officer)
+Added: Chiao Chieh (Jay) Huang Director, President, and Chief Executive Officer (Principal Executive Officer and Principal Financial Officer)
March 25, 2025
11 unchanged sentences
March 25, 2025
−Removed: /s/ Jason Tien-Chia Tsai
−Removed: Jason Tien-Chia Tsai Director
+Added: /s/ Wen-Cheng Chen
+Added: Wen-Cheng Chen
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.