22 unchanged sentences
Energy Services’ other pipeline services include corrosion protection services, horizontal drilling services, liquid pipeline construction, pump station construction, production facility construction, water and sewer pipeline installations, various maintenance and repair services and other services related to pipeline construction.
−Removed: The Company has also added the ability to install broadband and perform civil and general contracting services.
+Added: The Company has also added the ability to perform horizontal directional drilling, civil, and general contracting services.
+Added: The Company had consolidated operating revenues of $114.1 million for the three months ended December 31, 2025, of which 43.3% was attributable to electrical, mechanical, and general contract services, 21.1% to gas and petroleum transmission projects, and 35.6% to gas & water distributions services.
+Added: The Company had consolidated operating revenues of $100.6 million for the three months ended December 31, 2024, of which 53.2% was attributable to electrical, mechanical, and general contract services, 23.5% to gas and petroleum transmission projects, and 23.3% to gas & water distributions services.
Energy Services’ customers include many of the leading companies in the industries it serves, including:
3 unchanged sentences
Mountaineer Gas
+Added: Nucor Steel West Virginia
American Electric Power
2 unchanged sentences
Kentucky American Water
−Removed: West Virginia American Water
+Added: WV American Water
Various state, county, and municipal public service districts.
18 unchanged sentences
Revolt Energy, LLC (“Revolt”), formerly a wholly owned subsidiary of NCS, that performed residential solar installations projects, was sold for a nominal consideration on March 1, 2025 in a transaction that was not material to the Company’s Consolidated Financial Statements.
+Added: On September 30, 2025, Nitro completed the asset acquisition of Rigney Digital System Ltd.
+Added: (“Rigney”), an HVAC/R controls company located in Hurricane, WV, which operates as a division of Nitro.
Hughes, Nitro, and Contractors Rental construction personnel are union members of various related construction trade unions and are subject to collective bargaining agreements that expire at varying time intervals.
8 unchanged sentences
Tri-State Paving & Sealcoating, Inc.
−Removed: (“TSP” or “Tri-State Paving”), a wholly owned subsidiary of Energy Services, completed the acquisition of substantially all the assets of Tri-State Paving & Sealcoating, LLC (“Tri-State Paving, LLC”) on April 29, 2022.
−Removed: Tri-State Paving provides utility paving services to water distribution customers in the Charleston, West Virginia, Lexington, Kentucky, and Chattanooga, Tennessee markets.
+Added: (“TSP” or “Tri-State Paving”), a wholly owned subsidiary of Energy Services, provides utility paving services to water distribution customers in the Charleston, West Virginia, Lexington, Kentucky, and Chattanooga, Tennessee markets.
The employees of TSP are non-union and are managed independently of the Company’s union subsidiaries.
1 unchanged sentence
(“Ryan Construction” or “RCS”), a wholly owned subsidiary of Energy Services, provides directional drilling services for broadband service providers along with offering natural gas distribution services, cathodic protection and corrosion prevention services, and civil construction services.
−Removed: Ryan Construction operates primarily in West Virginia, Tennessee, and Pennsylvania.
+Added: Ryan Construction operates primarily in West Virginia and Pennsylvania.
The employees of RCS are non-union and are managed independently of the Company’s union subsidiaries.
1 unchanged sentence
(“Tribute” or “TCC”), a wholly owned subsidiary of Energy Services, was formed in October 2024 in connection with the acquisition of substantially all the assets of Tribute Contracting & Consultants, LLC (“Tribute LLC”).
−Removed: The acquisition of Tribute LLC closed on December 2, 2024.
Tribute constructs water distribution and wastewater systems primarily for public municipalities in West Virginia, Ohio, and Kentucky.
1 unchanged sentence
The Company’s website address is www.energyservicesofamerica.com.
+Added: Information on our website is not part of this Quarterly Report on Form 10-Q unless otherwise stated.
+Added: The Securities and Exchange Commission (the “SEC”) maintains a website at www.sec.gov that contains reports, proxy and information statements, and other information regarding the Company.
+Added: The Company makes available free of charge through its website its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports filed with the SEC pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934.
+Added: These items are available as soon as reasonably practicable after we electronically file or furnish such material with the SEC.
+Added: These materials are also available free of charge by written request to:
+Added: Charles Crimmel, Chief Financial Officer and Corporate Secretary, Energy Services of America Corporation, 75 West 3 rd Ave., Huntington, West Virginia 25701.
Fluctuation of Results
7 unchanged sentences
As a result, our volume of business may be adversely affected by where our customers are in the cycle and thereby their financial condition as to their capital needs and access to capital to finance those needs.
−Removed: Three and Nine Months Ended June 30, 2025 and 2024 Overview
−Removed: The following is an overview of results from operations for the three and nine months ended June 30, 2025 and 2024:
+Added: Three months ended December 31, 2025 and 2024 Overview
+Added: The following is an overview of results from operations for the three months ended December 31, 2025 and 2024:
Three Months Ended
Three Months Ended
−Removed: Nine Months Ended
−Removed: Nine Months Ended
Cost of revenue
Selling and administrative expenses
−Removed: Income (loss) from operations
+Added: Income from operations
Other income (expense)
+Added: Interest income
+Added: Paycheck Protection Program (“PPP”) loan forgiveness
Proceeds from lawsuit judgement
1 unchanged sentence
Interest expense
−Removed: (Loss) gain on sale of equipment
−Removed: Income (loss) before income taxes
−Removed: Income tax expense (benefit)
−Removed: Net income (loss)
+Added: Gain on sale of equipment
+Added: Income before income taxes
+Added: Income tax expense
Weighted average shares outstanding-basic
Weighted average shares-diluted
−Removed: Earnings (loss) per share available to common shareholders
−Removed: Earnings (loss) per share-diluted available to common shareholders
−Removed: Results of Operations for the Three and Nine Months Ended June 30, 2025 Compared to the Three and Nine Months Ended June 30, 2024
−Removed: A table comparing the Company’s revenues for the three and nine months ended June 30, 2025 compared to the three and nine months ended June 30, 2024 is below:
+Added: Earnings per share available to common shareholders
+Added: Earnings per share-diluted available to common shareholders
+Added: Results of Operations for the Three Months Ended December 31, 2025 Compared to the Three Months Ended December 31, 2024
+Added: A table comparing the Company’s revenues for the three months ended December 31, 2025 compared to the three months ended December 31, 2024 is below:
Three Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: Gas & Water Distribution
−Removed: Gas & Petroleum Transmission
−Removed: Electrical, Mechanical, & General
−Removed: Nine Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: December 31, 2025
+Added: December 31, 2024
Gas & Water Distribution
1 unchanged sentence
Electrical, Mechanical, & General
−Removed: Total revenues increased by $17.7 million to $103.6 million for the three months ended June 30, 2025, as compared to $85.9 million for the three months ended June 30, 2024.
−Removed: The increase was a result of a $16.0 million increase in Gas & Water Distribution and a $3.5 million increase in Electrical, Mechanical, & General construction services, partially offset by a $1.8 million decrease in Gas & Petroleum Transmission work for the three months ended June 30, 2025 as compared to the same period in 2024.
−Removed: Total revenues increased by $33.7 million to $280.9 million for the nine months ended June 30, 2025, as compared to $247.2 million for the nine months ended June 30, 2024.
−Removed: The increase was a result of a $43.1 million increase in Gas & Water Distribution and a $8.9 million increase in Electrical, Mechanical, & General construction services, partially offset by an $18.3 million decrease in Gas & Petroleum Transmission work for the nine months ended June 30, 2025 as compared to the same period in 2024.
−Removed: Gas & Water Distribution revenues totaled $38.6 million for the three months ended June 30, 2025, a $16.0 million increase from $22.5 million for the three months ended June 30, 2024.
−Removed: Gas & Water Distribution revenues totaled $97.0 million for the nine months ended June 30, 2025, a $43.1 million increase from $53.9 million for the nine months ended June 30, 2024.
−Removed: The revenue increases were primarily related to increased water distribution services performed during the three and nine months ended June 30, 2025, as compared to the same periods in 2024.
−Removed: Electrical, Mechanical, & General construction services revenues totaled $49.7 million for the three months ended June 30, 2025, a $3.5 million increase from $46.2 million for the three months ended June 30, 2024.
−Removed: Electrical, Mechanical, & General construction services revenues totaled $146.8 million for the nine months ended June 30, 2025, a $8.9 million increase from $137.9 million for the nine months ended June 30, 2024.
−Removed: The revenue increases were primarily related to an increase in electrical & mechanical services performed during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
−Removed: Gas & Petroleum Transmission revenues totaled $15.3 million for the three months ended June 30, 2025, a $1.8 million decrease from $17.1 million for the three months ended June 30, 2024.
−Removed: Gas & Petroleum Transmission revenues totaled $37.2 million for the nine months ended June 30, 2025, an $18.3 million decrease from $55.5 million for the nine months ended June 30, 2024.
−Removed: The revenue decreases were primarily due to more transmission work being completed by the end of fiscal year 2024 and not extending into the first half of fiscal year 2025.
−Removed: Additionally, bid opportunities and project awards on transmission work were received later compared to previous fiscal years.
+Added: Total revenues increased by $13.5 million to $114.1 million for the three months ended December 31, 2025, as compared to $100.6 million for the three months ended December 31, 2024.
+Added: The increase was a result of $9.3 million and $5.7 million in increased work in the Gas & Water Distribution and Gas & Petroleum Transmission categories, respectively, partially offset by a $1.5 million decrease in Electrical, Mechanical, & General work for the three months ended December 31, 2025 as compared to the same period in 2024.
+Added: Gas & Water Distribution revenues totaled $40.6 million for the three months ended December 31, 2025, a $9.3 million increase from $31.3 million for the three months ended December 31, 2024.
+Added: The revenue increase was primarily related to increased water distribution services performed during the three months ended December 31, 2025, as compared to the same period in 2024.
+Added: Gas & Petroleum Transmission revenues totaled $24.1 million for the three months ended December 31, 2025, a $5.7 million increase from $18.5 million for the three months ended December 31, 2024.
+Added: The revenue increase was primarily due to two new transmission projects awarded in the first quarter of fiscal year 2026.
+Added: Electrical, Mechanical, & General construction services revenues totaled $49.4 million for the three months ended December 31, 2025, a $1.5 million decrease from $50.9 million for the three months ended December 31, 2024.
+Added: The revenue decrease was primarily related to a decrease in electrical services performed during the three months ended December 31, 2025, as compared to the same period in 2024.
Cost of Revenues.
−Removed: A table comparing the Company’s costs of revenues for the three and nine months ended June 30, 2025, compared to the three and nine months ended June 30, 2024, is below:
+Added: A table comparing the Company’s costs of revenues for the three months ended December 31, 2025, compared to the three months ended December 31, 2024, is below:
Three Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: Gas & Water Distribution
−Removed: Gas & Petroleum Transmission
−Removed: Electrical, Mechanical, & General
−Removed: Unallocated Shop Expenses
−Removed: Nine Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: December 31, 2025
+Added: December 31, 2024
Gas & Water Distribution
2 unchanged sentences
Unallocated Shop Expense
−Removed: Total cost of revenues increased by $21.0 million to $91.6 million for the three months ended June 30, 2025, as compared to $70.6 million for the three months ended June 30, 2024.
−Removed: Total cost of revenues increased by $43.8 million to $258.6 million for the nine months ended June 30, 2025, as compared to $214.8 million for the nine months ended June 30, 2024.
−Removed: The cost of revenues increased primarily as the result of increased work in the Gas & Water Distribution and Electrical, Mechanical, & General business categories and, additionally, due to less efficient work across all models of business.
−Removed: Gas & Water Distribution cost of revenues totaled $31.9 million for the three months ended June 30, 2025, a $15.7 million increase from $16.1 million for the three months ended June 30, 2024.
−Removed: Gas & Water Distribution cost of revenues totaled $86.0 million for the nine months ended June 30, 2025, a $44.9 million increase from $41.1 million for the nine months ended June 30, 2024.
−Removed: The cost of revenues increase was primarily related to increased water distribution services performed during the three and nine months ended June 30, 2025, as compared to the same periods in 2024.
−Removed: Additionally, the second quarter of fiscal year 2025 was heavily impacted by inclement weather that resulted in a significant amount of lost workdays and lower productivity on projects.
−Removed: Electrical, Mechanical, & General construction services cost of revenues totaled $44.4 million for the three months ended June 30, 2025, a $4.2 million increase from $40.2 million for the three months ended June 30, 2024.
−Removed: Electrical, Mechanical, & General construction services cost of revenues totaled $132.9 million for the nine months ended June 30, 2025, a $9.3 million increase from $123.7 million for the nine months ended June 30, 2024.
−Removed: The cost of revenues increases for the three and nine months ended June 30, 2025 were primarily related to an increase in services performed, as compared to the same periods in the prior year.
−Removed: Gas & Petroleum Transmission cost of revenues totaled $14.2 million for the three months ended June 30, 2025, a $1.7 million increase from $12.5 million for the three months ended June 30, 2024.
−Removed: The increase in cost of revenues was primarily due to less efficient production on work performed and less work to cover fixed project management costs for the three months ended June 30, 2025, as compared to the same period in the prior year.
−Removed: Gas & Petroleum Transmission cost of revenues totaled $36.3 million for the nine months ended June 30, 2025, a $10.9 million decrease from $47.2 million for the nine months ended June 30, 2024.
−Removed: The decrease in cost of revenues was primarily due to more transmission work being completed by the end of fiscal year 2024 and not extending into the first half of fiscal year 2025 and bid opportunities and project awards on transmission work being received later compared to previous fiscal years.
−Removed: Unallocated shop expenses totaled $1.1 million for the three months ended June 30, 2025, a $600,000 decrease from $1.7 million for the three months ended June 30, 2024.
−Removed: Unallocated shop expenses totaled $3.3 million for the nine months ended June 30, 2025, a $500,000 increase from $2.8 million for the nine months ended June 30, 2024.
−Removed: The variances in unallocated shop expenses were primarily due to changes in the amount of internal equipment charged to projects and small tool purchases which are allocated to projects over time based on a percentage of labor costs during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
+Added: Total cost of revenues increased by $9.7 million to $100.1 million for the three months ended December 31, 2025, as compared to $90.4 million for the three months ended December 31, 2024.
+Added: The cost of revenues increase was the result of increased work in the Gas & Water Distribution and Gas & Petroleum Transmission business categories, partially offset by a decrease in Electrical, Mechanical, & General work.
+Added: Gas & Water Distribution cost of revenues totaled $34.1 million for the three months ended December 31, 2025, a $8.0 million increase from $26.1 million for the three months ended December 31, 2024.
+Added: The cost of revenues increase was primarily related to increased water distribution services performed during the three months ended December 31, 2025, as compared to the same period in 2024.
+Added: Gas & Petroleum Transmission cost of revenues totaled $20.3 million for the three months ended December 31, 2025, a $2.8 million increase from $17.5 million for the three months ended December 31, 2024.
+Added: The cost of revenues increase for the three months ended December 31, 2025 was primarily due to two new transmission projects awarded in the first quarter of fiscal year 2026.
+Added: Electrical, Mechanical, & General construction services cost revenues totaled $44.5 million for the three months ended December 31, 2025, a $1.5 million decrease from $46.1 million for the three months ended December 31, 2024.
+Added: The cost of revenues decrease was primarily related to a decrease in electrical services performed during the three months ended December 31, 2025, as compared to the same period in 2024.
+Added: Unallocated shop expenses totaled $1.2 million for the three months ended December 31, 2025, a $570,000 increase from $674,000 for the three months ended December 31, 2024.
+Added: The increase in unallocated shop expenses was primarily due to an increase in depreciation, insurance, and equipment repair costs without an offsetting increase to internal equipment charged to projects for the three months ended December 31, 2025, as compared to the same period in the prior year.
Gross Profit (Loss) .
−Removed: A table comparing the Company’s gross profit for the three and nine months ended June 30, 2025, compared to the three and nine months ended June 30, 2024, is below:
+Added: A table comparing the Company’s gross profit for the three months ended December 31, 2025, compared to the three months ended December 31, 2024, is below:
Three Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
−Removed: Gas & Water Distribution
−Removed: Gas & Petroleum Transmission
−Removed: Electrical, Mechanical, & General
−Removed: Unallocated Shop Expense
−Removed: Nine Months Ended
−Removed: June 30, 2025
−Removed: June 30, 2024
+Added: December 31, 2025
+Added: December 31, 2024
Gas & Water Distribution
2 unchanged sentences
Unallocated Shop Expense
−Removed: Total gross profit decreased by $3.3 million to $12.0 million for the three months ended June 30, 2025, as compared to $15.3 million for the three months ended June 30, 2024.
−Removed: Total gross profit decreased by $10.1 million to $22.3 million for the nine months ended June 30, 2025, as compared to $32.4 million for the nine months ended June 30, 2024.
−Removed: The decreases in gross profit were primarily related to less efficient performance during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
−Removed: The Company was significantly impacted by inclement weather during the second quarter of fiscal year 2025 and Gas & Petroleum Transmission work starting later in fiscal year 2025 as compared to the prior fiscal year.
−Removed: Gas & Water Distribution gross profit totaled $6.7 million for the three months ended June 30, 2025, a $284,000 increase from a $6.4 million gross profit for the three months ended June 30, 2024.
−Removed: The increase in gross profit was primarily due to an increase in water work performed;
−Removed: however, gross profit decreased as a percentage of revenue.
−Removed: Gas & Water Distribution gross profit totaled $10.9 million for the nine months ended June 30, 2025, a $1.9 million decrease from $12.8 million for the nine months ended June 30, 2024.
−Removed: The decrease in gross profit was primarily due to less efficient production during the nine months ended June 30, 2025 and significantly more inclement weather during the second quarter of fiscal year 2025, as compared to the same periods in the prior fiscal year.
−Removed: Electrical, Mechanical, & General construction services gross profit totaled $5.3 million for the three months ended June 30, 2025, a $754,000 decrease from $6.0 million for the three months ended June 30, 2024.
−Removed: Electrical, Mechanical, & General construction services gross profit totaled $13.9 million for the nine months ended June 30, 2025, a $338,000 decrease from $14.2 million for the nine months ended June 30, 2024.
−Removed: The decreases in gross profit were primarily related to a large electrical project nearing completion during the three months ended June 30, 2024 which was more profitable than expected while profit margins during the three and nine months ended June 30, 2025 have been in line with expected profit margins over a larger volume of revenue.
−Removed: Gas & Petroleum Transmission gross profit totaled $1.1 million for the three months ended June 30, 2025, a $3.5 million decrease from a gross profit of $4.6 million for the three months ended June 30, 2024.
−Removed: Gas & Petroleum Transmission gross profit totaled $852,000 for the nine months ended June 30, 2025, a $7.4 million decrease from a gross profit of $8.2 million for the nine months ended June 30, 2024.
−Removed: The decreases in gross profit were primarily due to a lower volume of transmission work being performed during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
−Removed: Transmission work under contract was significantly impacted by inclement weather during the second quarter of fiscal year 2025.
−Removed: Additionally, new transmission work was sent out for bid and awarded later as compared to previous fiscal years.
−Removed: Gross loss attributable to unallocated shop expenses totaled ($1.1 million) for the three months ended June 30, 2025, a $610,000 decrease from ($1.7 million) for the three months ended June 30, 2024.
−Removed: Gross loss attributable to unallocated shop expenses totaled ($3.3 million) for the nine months ended June 30, 2025, a $509,000 increase from ($2.8 million) for the nine months ended June 30, 2024.
−Removed: The variances in unallocated shop expenses were primarily due to changes in the amount of internal equipment charged to projects and small tool purchases which are allocated to projects over time based on a percentage of labor costs during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
+Added: Total gross profit increased by $3.7 million to $14.0 million for the three months ended December 31, 2025, as compared to $10.3 million for the three months ended December 31, 2024.
+Added: The increase was primarily due to increased profit in all business lines, partially offset by increased unallocated shop expense during the first quarter of fiscal year 2026, as compared to the same period in the prior year.
+Added: Gas & Water Distribution gross profit totaled $6.5 million for the three months ended December 31, 2025, a $1.4 million increase from $5.2 million for the three months ended December 31, 2024.
+Added: The gross profit increase was primarily related to increased water distribution services performed during the three months ended December 31, 2025, as compared to the same period in 2024.
+Added: Gas & Petroleum Transmission gross profit totaled $3.8 million for the three months ended December 31, 2025, a $2.9 million increase from $934,000 for the three months ended December 31, 2024.
+Added: The gross profit increase for the three months ended December 31, 2025 was primarily due to two new transmission projects awarded in the first quarter of fiscal year 2026.
+Added: Electrical, Mechanical, & General construction services gross profit totaled $4.9 million for the three months ended December 31, 2025, a $30,000 increase from $4.8 million for the three months ended December 31, 2024.
+Added: The gross profit increase was primarily related to increased profitability on work performed offsetting the $1.5 million decrease in revenue for the three months ended December 31, 2025 compared to the same period in 2024.
+Added: Gross loss attributable to unallocated shop expenses totaled ($1.2 million) for the three months ended December 31, 2025, a $570,000 increase from ($674,000) for the three months ended December 31, 2024.
+Added: The increase in gross loss related to unallocated shop expenses was primarily due to an increase in depreciation, insurance, and equipment repair costs without an offsetting increase to internal equipment charged to projects for the three months ended December 31, 2025, as compared to the same period in the prior year.
Selling and administrative expenses .
−Removed: Total selling and administrative expenses increased by $2.0 million to $8.8 million for the three months ended June 30, 2025, as compared to $6.8 million for the same period in the prior year.
−Removed: Total selling and administrative expenses increased by $4.3 million to $25.6 million for the nine months ended June 30, 2025, as compared to $21.3 million for the same period in the prior year.
−Removed: The increases were primarily related to additional personnel hired to secure and manage work for expected growth and increased consulting and audit fees due to becoming an accelerated filer which requires a separate internal controls audit.
−Removed: The Company’s latest acquisition, Tribute, also accounted for $600,000 and $1.2 million of the increase, respectively, for the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
+Added: Total selling and administrative expenses increased by $463,000 to $9.1 million for the three months ended December 31, 2025, as compared to $8.6 million for the same period in 2024.
+Added: The increase was primarily related to increased selling and administrative expenses for the three months ended December 31, 2025 related to a fiscal year 2025 acquisition that only operated for one month during the three months ended December 31, 2024.
Other non-operating expense .
−Removed: Other non-operating expenses totaled $36,000 for the three months ended June 30, 2025, as compared to $27,000 for the same period in the prior year.
−Removed: Other non-operating expenses totaled $105,000 for the nine months ended June 30, 2025, as compared to $34,000 for the same period in the prior year.
−Removed: The increase for the nine months ended June 30, 2025, as compared to the same period in the prior year, was primarily related to a minor legal settlement received during the first quarter of fiscal year 2024 that recouped employee benefit costs expended in a prior period.
+Added: Other non-operating expenses totaled $103,000 for the three months ended December 31, 2025, as compared to $48,000 in non-operating expense for the same period in 2024.
+Added: The increase was primarily due to intangible asset amortization related to an acquisition closed on September 30, 2025.
Interest expense .
−Removed: Interest expense totaled $781,000 for the three months ended June 30, 2025, an increase of $234,000 from $547,000 for the same period in the prior year.
−Removed: Interest expense totaled $2.1 million for the nine months ended June 30, 2025, an increase of $369,000 from $1.8 million for the same period in the prior year.
−Removed: The increases were primarily related to financing the acquisition of Tribute.
−Removed: (Loss) gain on sale of equipment .
−Removed: Loss on sale of equipment totaled ($128,000) for the three months ended June 30, 2025, compared to a gain on sale of $1,000 for the same period in the prior year.
−Removed: Gain on sale of equipment totaled $51,000 for the nine months ended June 30, 2025, a decrease of $242,000 from $292,000 for the same period in the prior year.
−Removed: The Company sold certain underutilized or non-working pieces of equipment during the first quarter of fiscal year 2024, with no comparable sale occurring during the same period in 2025.
−Removed: Income from lawsuit judgement .
−Removed: During the three and nine months ended June 30, 2024, the Company received and recognized $15.6 million from a previously disclosed lawsuit judgement.
−Removed: No such event occurred during the three and nine months ended June 30, 2025.
−Removed: Net income (loss) .
−Removed: Income before income taxes was $2.2 million for the three months ended June 30, 2025, as compared to $23.6 million for the same period in the prior year.
−Removed: Loss before income taxes was ($5.5 million) for the nine months ended June 30, 2025, as compared to a net income of $25.2 million for the same period in the prior year.
−Removed: The decreases were primarily related to the items mentioned above.
−Removed: Income tax expense (benefit) for the three months ended June 30, 2025, was $683,000 compared to $6.0 million for the same period in the prior year.
−Removed: Income tax (benefit) expense for the nine months ended June 30, 2025, was ($1.1 million) compared to $6.7 million for the same period in the prior year.
−Removed: The decrease in income tax expense and the increase in income tax benefit for the three and nine months ended June 30, 2025, respectively, as compared to the same periods in the prior year were due to a decrease in taxable income during the three and nine months ended June 30, 2025, as compared to the same periods in the prior year.
−Removed: Net income for the three months ended June 30, 2025, was $1.5 million, as compared to $17.5 million for the same period in the prior year.
−Removed: Net (loss) income for the nine months ended June 30, 2025, was ($4.4 million), as compared to $18.4 million for the same period in the prior year.
−Removed: Comparison of Financial Condition at June 30, 2025, and September 30, 2024
−Removed: The Company had total assets of $189.1 million at June 30, 2025, an increase of $30.9 million from the prior fiscal year end balance of $158.2 million.
−Removed: The Company had net property, plant and equipment of $54.1 million at June 30, 2025, an increase of $16.0 million from the prior fiscal year end balance of $38.1 million.
−Removed: The increase was due to $14.9 million in asset additions related to the Tribute acquisition, $10.4 million in other asset additions, partially offset by $8.7 million in depreciation and net equipment disposals of $674,000.
−Removed: Accounts receivable, net of allowance for doubtful accounts, totaled $57.7 million at June 30, 2025, an increase of $1.6 million from the prior fiscal year end balance of $56.1 million.
−Removed: The increase was primarily due to the timing of cash collections and project invoicing since September 30, 2024.
−Removed: Cash and cash equivalents totaled $15.3 million at June 30, 2025, an increase of $2.4 million from the prior fiscal year end balance of $12.9 million.
−Removed: The increase was primarily due to a net $13.4 million provided by operating activities, and a net $18.2 million provided by financing activities, partially offset by a $20.8 million investment in the acquisition of Tribute and a net $8.4 million investment in equipment, less proceeds from the sale of equipment.
−Removed: Retainage receivable totaled $16.3 million at June 30, 2025, an increase of $4.6 million from the prior fiscal year end balance of $11.7 million.
−Removed: The increase was primarily due to the timing of retention collections and project invoicing since September 30, 2024.
−Removed: Goodwill totaled $7.4 million at June 30, 2025, an increase of $3.3 million from the prior fiscal year end balance of $4.1 million.
−Removed: The increase was due to the acquisition of Tribute.
−Removed: Other receivables totaled $1.1 million at June 30, 2025, an increase of $47,000 from the prior fiscal year end balance of $1.0 million.
−Removed: Intangible assets, net totaled $3.6 million at June 30, 2025, an increase of $541,000 from the prior fiscal year end balance of $3.1 million.
−Removed: The increase was primarily due to intangible assets acquired as part of the Tribute acquisition, partially offset by the amortization of intangible assets during the nine months ended June 30, 2025.
−Removed: Right-of-use assets totaled $2.4 million at June 30, 2025, a decrease of $153,000 from the prior fiscal year end balance of $2.5 million.
−Removed: The decrease was primarily due to the amortization of operating leases, partially offset by an increase in leased vehicles during the nine months ended June 30, 2025.
−Removed: Contract assets totaled $26.7 million at June 30, 2025, an increase of $2.1 million from the prior fiscal year end balance of $24.6 million.
−Removed: The increase was due to a difference in the timing of project billings at June 30, 2025, compared to September 30, 2024.
−Removed: Prepaid expenses and other totaled $4.6 million at June 30, 2025, an increase of $474,000 from the prior fiscal year end balance of $4.1 million.
−Removed: The increase was primarily due to prepaid insurance payments, partially offset by insurance expensed during the nine months ended June 30, 2025.
−Removed: The Company had total liabilities of $134.6 million at June 30, 2025, an increase of $35.0 million from the prior fiscal year end balance of $99.6 million.
−Removed: The aggregate balance of current maturities of long-term debt and long-term debt totaled $48.7 million at June 30, 2025, an increase of $25.2 million from the prior fiscal year-end balance of $23.6 million.
−Removed: The increase was primarily due to $16.0 million related to financing the acquisition of Tribute and assumption of $3.8 million of Tribute equipment debt, $5.0 million in additional equipment financing and $7.1 million in line of credit borrowings, partially offset by $6.8 million in long-term debt payments.
−Removed: Contract liabilities totaled $27.7 million at June 30, 2025, an increase of $10.7 million from the prior fiscal year end balance of $17.0 million.
−Removed: The increase was due to a difference in the timing of project billings at June 30, 2025, as compared to September 30, 2024.
−Removed: Accounts payable totaled $24.4 million at June 30, 2025, an increase of $679,000 from the prior fiscal year end balance of $23.7 million.
−Removed: The increase was due to the timing of accounts payable payments as compared to September 30, 2024.
−Removed: Income tax payable totaled $413,000 at June 30, 2025, a decrease of $1.8 million from the prior fiscal year end balance of $2.2 million.
−Removed: The decrease was primarily related to income tax payments made during the first nine months of fiscal year 2025 and a taxable loss generated during the nine months ended June 30, 2025.
−Removed: Current and long-term operating lease liabilities totaled $2.4 million at June 30, 2025, a decrease of $152,000 from the prior fiscal year end balance.
−Removed: The decrease was primarily due to payments made during the nine months ended June 30, 2025, partially offset by an increase in leased vehicles.
−Removed: Lines of credit and short-term borrowings totaled $10.4 million at June 30, 2025, an increase of $75,000 from the prior fiscal year end balance.
+Added: Interest expense totaled $990,000 for the three months ended December 31, 2025, an increase of $506,000 from $484,000 for the same period in 2024.
+Added: The increase was primarily due to increased interest expense related to line of credit borrowings during the three months ended December 31, 2025, as compared to same period in the prior fiscal year.
+Added: Gain on sale of equipment .
+Added: Gain on sale of equipment totaled $19,000 for the three months ended December 31, 2025, a decrease of $177,000 from $196,000 for the same period in the prior year.
+Added: The Company sold certain underutilized or non-working pieces of equipment during the three months ended December 31, 2024, with no comparable sale occurring during the three months ended December 31, 2025.
+Added: Income before income taxes was $3.8 million for the three months ended December 31, 2025, as compared to $1.3 million for the same period in the prior year.
+Added: The increase was primarily related to the items mentioned above.
+Added: Income tax expense for the three months ended December 31, 2025, was $1.1 million compared to $455,000 for the same period in the prior year.
+Added: The increase in income tax expense was due to an increase in taxable income during the three months ended December 31, 2025, as compared to the same period in the prior year.
+Added: Net income for the three months ended December 31, 2025, was $2.7 million, as compared to $854,000 for the same period in the prior year.
+Added: Segment Results
+Added: The following table sets forth segment revenues, segment income (loss) from operations and operating margins for the periods indicated, as well as the dollar and percentage change from the prior period:
+Added: Three Months Ended December 31,
+Added: Underground Infrastructure Construction
+Added: Industrial Construction
+Added: Building Construction
+Added: Consolidated revenues
+Added: Income (loss) from operations:
+Added: Underground Infrastructure Construction
+Added: Industrial Construction
+Added: Building Construction
+Added: Corporate and Non-Allocated Costs
+Added: Consolidated income from operations
+Added: Underground Infrastructure Construction
+Added: The $16.4 million increase in revenues for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to the Company’s focus on growing its natural gas and water distribution business lines.
+Added: Additionally, two new natural gas transmission projects were started during the three months ended December 31, 2025.
+Added: Income from operations.
+Added: The $3.5 million increase in income from operations for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to an increased volume of work and profitability from gas transmission projects.
+Added: Industrial Construction
+Added: The $1.7 million decrease in revenues for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to a decrease in the amount of electrical work performed.
+Added: Income from operations.
+Added: The $339,000 decrease in income from operations for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to a slight decrease in gross profit resulting from less work performed and an increase in indirect operating expenses.
+Added: Building Construction
+Added: The $1.2 million decrease in revenues for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to working to complete projects under contract while bidding on projects with projected start dates in the Company’s third quarter of fiscal year 2026.
+Added: Income from operations.
+Added: The $83,000 decrease in income from operations for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to the decreased volume of work completed in the Company’s first quarter of fiscal year 2026.
+Added: Corporate and Non-Allocated Costs
+Added: The $236,000 decrease in Corporate and Non-Allocated Costs for the three months ended December 31, 2025 as compared to the same period in 2024 was primarily due to decreased indirect operating costs.
+Added: The Company’s disaggregated revenue does vary slightly from the Company’s segment reporting due to combining the Industrial and Building Construction into Electrical, Mechanical and General, and one legal entity in the Underground Infrastructure Construction segment that performs services other than underground construction that are included in Electrical, Mechanical and General.
+Added: The volume of these services is not material to the Company’s segment reporting.
+Added: Comparison of Financial Condition at December 31, 2025, and September 30, 2025
+Added: The Company had total assets of $201.0 million at December 31, 2025, a decrease of $14.2 million from the prior fiscal year end balance of $215.2 million.
+Added: Contract assets totaled $23.3 million at December 31, 2025, a decrease of $11.1 million from the prior fiscal year end balance of $34.5 million.
+Added: The decrease was due to a difference in the timing of project billings at December 31, 2025, compared to September 30, 2025.
+Added: Accounts receivable, net of allowance for doubtful accounts, totaled $69.1 million at December 31, 2025, a decrease of $7.5 million from the prior fiscal year end balance of $76.6 million.
+Added: The decrease was primarily due to the timing of cash collections and project invoicing since September 30, 2025.
+Added: Prepaid expenses and other totaled $3.6 million at December 31, 2025, a decrease of $1.4 million from the prior fiscal year end balance of $5.0 million.
+Added: The decrease was primarily due to a decrease in prepaid insurance that was expensed during the three months ended December 31, 2025.
+Added: The Company had net property, plant and equipment of $52.9 million at December 31, 2025, a decrease of $592,000 from the prior fiscal year end balance of $53.5 million.
+Added: The decrease was due to $3.4 million in depreciation expense, and $91,000 in net equipment disposals, partially offset by 2.9 million in equipment acquisitions.
+Added: Intangible assets, net totaled $4.5 million at December 31, 2025, a decrease of $406,000 from the prior fiscal year end balance of $4.9 million.
+Added: The decrease was primarily due to the amortization of intangible assets during the three months ended December 31, 2025.
+Added: Right-of-use assets totaled $2.0 million at December 31, 2025, a decrease of $44,000 from the prior fiscal year end balance of $2.1 million.
+Added: The decrease was primarily due to the amortization of operating leases during the three months ended December 31, 2025, partially offset by the addition of one new right-of-use asset resulting from a new operating lease.
+Added: Cash and cash equivalents totaled $16.7 million at December 31, 2025, an increase of $4.4 million from the prior fiscal year end balance of $12.2 million.
+Added: The increase was primarily due to a net $18.8 million provided by operating activities, partially offset by a net $12.5 million used in financing activities, and by a $1.9 million net investment in equipment.
+Added: Retainage receivable totaled $18.3 million at December 31, 2025, an increase of $2.2 million from the prior fiscal year end balance of $16.0 million.
+Added: The increase was primarily due to the timing of retention billings and increased work in the three months ended December 31, 2025 as compared to the same period in the prior fiscal year.
+Added: Other receivables totaled $1.2 million at December 31, 2025, an increase of $138,000 from the prior fiscal year end balance of $1.1 million.
+Added: The increase was primarily due to an expected refund on insurance premiums paid.
+Added: Goodwill totaled $9.9 million at December 31, 2025, unchanged from the prior fiscal year end balance.
+Added: The Company had total liabilities of $140.4 million at December 31, 2025, a decrease of $15.6 million from the prior fiscal year end balance of $156.0 million.
+Added: The aggregate balance of current maturities of long-term debt and long-term debt totaled $51.5 million at December 31, 2025, a decrease of $10.3 million from the prior fiscal year-end balance of $61.8 million.
+Added: The decrease was primarily due to $3.4 million in principal payments on long-term debt and $7.8 million in repayments on the operating line of credit, partially offset by $840,000 in new equipment financing.
+Added: Accounts payable totaled $24.3 million at December 31, 2025, a decrease of $6.4 million from the prior fiscal year end balance of $30.7 million.
+Added: The decrease was due to the timing of accounts payable payments as compared to September 30, 2025.
+Added: Accrued expenses and other current liabilities totaled $13.2 million at December 31, 2025, a decrease of $2.7 million from the prior fiscal year end balance of $15.9 million.
+Added: The decrease was due to the timing of accrued expense payments, as compared to September 30, 2025.
+Added: Contract liabilities totaled $31.0 million at December 31, 2025, an increase of $2.7 million from the prior fiscal year end balance of $28.3 million.
+Added: The increase was due to a difference in the timing of project billings at December 31, 2025, as compared to September 30, 2025.
+Added: Current and long-term operating lease liabilities totaled $2.0 million at December 31, 2025, a decrease of $44,000 from the prior fiscal year end balance.
+Added: The decrease was primarily due to lease payments made during the three months ended December 31, 2025, partially offset by the addition of one new operating lease.
+Added: Income tax payable totaled $168,000 at December 31, 2025, an increase of $168,000 from the prior fiscal year end balance.
+Added: The increase was primarily related to the taxable income generated during the three months ended December 31, 2025.
+Added: Lines of credit and short-term borrowings totaled $10.4 million at December 31, 2025, an increase of $16,000 from the prior fiscal year end balance.
The increase was due to interest accrued on PPP Loans.
Refer to Note 3 “Accounting for PPP Loans” in the accompanying consolidated financial statements for additional details.
−Removed: Accrued expenses and other current liabilities totaled $15.9 million at June 30, 2025, an increase of $2.1 million from the prior fiscal year end balance of $13.9 million.
−Removed: The increase was due to the timing of accrued expense payments, as compared to September 30, 2024.
−Removed: Deferred tax liabilities totaled $4.7 million at June 30, 2025, a decrease of $1.8 million from the prior fiscal year end balance of $6.5 million.
−Removed: The decrease was primarily related to a $3.4 million decrease related to an increase in federal and state NOL carryforwards and a net $470,000 decrease in other timing differences, partially offset by a $2.1 million increase due to timing differences for depreciation expense.
−Removed: Shareholders’ equity was $54.5 million at June 30, 2025, a decrease of $4.2 million from the prior fiscal year end balance of $58.7 million.
−Removed: The decrease was primarily due to net loss of ($3.9 million) for the nine months ended June 30, 2025 and $1.0 million in quarterly dividends paid and $502,000 in accrued quarterly dividends that were paid on July 15, 2025 and common share repurchases of $844,000, partially offset by $2.0 million in common stock issued as part of the Tribute acquisition.
+Added: Deferred tax liabilities totaled $7.7 million at December 31, 2025, a $978,000 increase from the prior fiscal year end balance of $6.8 million.
+Added: The increase was primarily related to a $171,000 deferred tax liability increase related to bonus depreciation on equipment acquired, a $445,000 decrease in federal and state NOL carryforwards, and a $382,000 decrease to other deferred tax assets.
+Added: Shareholders’ equity was $60.6 million at December 31, 2025, an increase of $1.4 million from the prior fiscal year end balance of $59.2 million.
+Added: The increase was primarily due to net income of $2.7 million for the three months ended December 31, 2025, partially offset by $847,000 in repurchases of the Company’s common stock and a $499,000 declared quarterly dividend that was paid on January 2, 2026.
Liquidity and Capital Resources
Operating Line of Credit
−Removed: In July 2025 the Company renewed its $30.0 million line of credit effective June 28, 2025 with a maturity date of June 28, 2027.
+Added: In July 2025, the Company renewed its $30.0 million line of credit with a maturity date of June 28, 2027.
The interest rate on the line of credit is the “ Wall Street Journal ” Prime Rate (the index) with a floor of 4.99%.
The line of credit is limited to a borrowing base calculation as summarized below:
−Removed: June 30, 2025
+Added: December 31, 2025
September 30, 2025
3 unchanged sentences
Interest rate
−Removed: The Company’s $11.6 million and $4.5 million line of credit borrowings are recorded as a long-term debt as of June 30, 2025 and September 30, 2024, respectively.
+Added: The Company’s $17.0 million and $24.8 million line of credit borrowings are recorded as a long-term debt as of December 31, 2025 and September 30, 2025, respectively.
The financial covenants required by the Company’s lender are below:
8 unchanged sentences
The Company’s lender has agreed to omit the effect of the PPP loan restatement from the Company’s covenant compliance calculations while a final decision on PPP loan forgiveness remains in question.
−Removed: The Company was not in compliance with all covenants at June 30, 2025 and received a waiver from its lender.
−Removed: The Company projects to meet all covenant requirements for the next twelve months.
+Added: The Company was in compliance with all covenants at December 31, 2025 except for the debt service coverage for which the Company received a waiver from its lender.
+Added: The Company is projected to meet all covenant requirements for the next twelve months.
Paycheck Protection Program Loans
16 unchanged sentences
The requested information was subsequently provided to the SBA through the Lender.
+Added: As of December 31, 2025, there have been no further requests or communications from the SBA relating to the PPP Loans.
Borrowers must retain PPP documentation for at least six years after the date the loan is forgiven or paid in full, and the SBA and SBA Inspector General must be granted these files upon request.
6 unchanged sentences
The interest rate on this note is subject to change from time to time based on changes in the U.S.
−Removed: Treasury yield, adjusted to a constant maturity of three years as published by the Federal Reserve weekly.
−Removed: As of June 30, 2025, the Company had made principal payments of $476,000.
+Added: Treasury yield,
+Added: adjusted to a constant maturity of three years as published by the Federal Reserve weekly.
+Added: As of December 31, 2025, the Company had made principal payments of $503,000.
The loan is collateralized by the building purchased under this agreement.
4 unchanged sentences
The unsecured five-year term note requires annual payments of at least $500,000 with a fixed interest rate of 3.25% on the $3.0 million sellers’ note, which equates to 5.35% on the carrying value of the note.
−Removed: As of June 30, 2025, the Company had made annual installment payments totaling $2,500,000.
+Added: As of December 31, 2025, the Company had paid off the seller’s note.
On April 2, 2021, the Company entered into a $3.5 million Non-Revolving Note agreement with United Bank.
2 unchanged sentences
The loan is collateralized by the Company’s equipment and receivables.
−Removed: As of June 30, 2025, the Company had made principal payments of $2.9 million.
+Added: As of December 31, 2025, the Company had made principal payments of $3.3 million.
On April 29, 2022, the Company entered into a $7.5 million Non-Revolving Note agreement with United Bank.
This five-year agreement was used to finance the purchase of Tri-State Paving and has monthly payments of $129,910 with a fixed interest rate of 4.25%.
−Removed: As of June 30, 2025, the Company has made principal payments of $4.2 million.
+Added: As of December 31, 2025, the Company had made principal payments of $4.9 million.
On April 29, 2022, the Company entered into a $1.0 million promissory note agreement with Corns Enterprises, a related party, as partial consideration for the purchase of Tri-State Paving.
−Removed: Corns continued his role as President of the Company’s Tri-State Paving Subsidiary.
+Added: Corns continued his role as President of the Company’s Tri-State Paving Subsidiary until his retirement in May 2025.
This four-year agreement requires $250,000 principal installment payments on or before the end of each twelve (12) full calendar month period beginning April 29, 2022.
−Removed: Interest payments due shall be calculated on the principal balance remaining and shall be at the stated rate of 3.5% per year.
−Removed: The Company has made $750,000 in principal payments on this note as of June 30, 2025.
−Removed: David Corns retired as president of Tri-State Paving & Sealcoating, Inc.
+Added: Interest payments due will be calculated on the principal balance remaining and shall be at the stated rate of 3.5% per year.
+Added: The Company has made $750,000 in principal payments on this note as of December 31, 2025.
On October 10, 2022, the Company entered into a $3.1 million promissory note agreement with United Bank.
2 unchanged sentences
The loan is collateralized by the Company’s equipment and receivables.
−Removed: As of June 30, 2025, the Company had made principal payments of $1.5 million.
+Added: As of December 31, 2025, the Company had made principal payments of $1.8 million.
On June 1, 2023, the Company entered into a $9.3 million Non-Revolving Note agreement with United Bank.
2 unchanged sentences
The loan is collateralized by the equipment purchased under this agreement.
−Removed: As of June 30, 2025, the Company had borrowed $9.3 million against this line of credit and made $2.9 million in principal payments.
−Removed: In July 2025, the Company renewed its $30.0 million line of credit effective June 28, 2025 with a maturity date of June 28, 2027.
−Removed: The interest rate on the line of credit is the “ Wall Street Journal ” Prime Rate (the index) with a floor of 4.99%.
−Removed: The outstanding balance on the operating line of credit at June 30, 2025 was $11.6 million with an interest rate of 7.5%.
+Added: As of December 31, 2025, the Company had borrowed $9.3 million against this line of credit and made $3.9 million in principal payments.
On August 8, 2024, the Company entered into a $5.0 million Non-Revolving Note agreement with United Bank.
This five-year agreement gave the Company access to a $5.0 million equipment line of credit, specifically for the purchase of equipment, for a period of twelve months with a variable interest rate based on the “ Wall Street Journal ” Prime Rate (the index) and initially at 8.5%.
−Removed: After twelve months, all borrowings against the equipment line of credit will be converted to a forty-eight month term note agreement with a fixed interest rate equal to the “U.S.
+Added: After twelve months, all borrowings against the equipment line of credit were converted to a forty-eight month term note agreement with a fixed interest rate equal to the “U.S.
Treasury Rate” plus 2.75% per annum.
The loan is collateralized by the equipment purchased under this agreement.
−Removed: As of June 30, 2025, the Company had borrowed $3.7 million against this line of credit and made no principal payments.
+Added: As of December 31, 2025, the Company had borrowed $5.0 million against this equipment line of credit and made repayments of $367,000 in principal payments.
On December 2, 2024, the Company entered into a $16.0 million loan agreement with United Bank to finance the acquisition of Tribute.
This six-year agreement has monthly payments of $272,000 including a fixed interest rate of 6.9%.
−Removed: As of June 30, 2025, the Company had made $1.3 million in principal payments.
+Added: As of December 31, 2025, the Company had made $2.4 million in principal payments.
+Added: On September 30, 2025, the Company entered into a $500,000 sellers’ note agreement with Joe and Cathy Rigney for the remaining purchase price of Rigney Digital Systems Ltd.
+Added: For the purchase price allocation, the $500,000 note had a fair carrying value of $461,000.
+Added: As part of the $4.6 million acquisition price, the Company paid $3.0 million in cash in addition to the note and issued $1.0 million in common shares of the Company’s stock.
+Added: The unsecured five-year term note requires a $500,000 payment at the end of the
+Added: term with monthly interest paid at a fixed interest rate of 5.0% on the $3.0 million sellers’ note, which equates to 7.05% on the carrying value of the note.
Operating Leases
1 unchanged sentence
The lease, which was originally signed on March 25, 2021, is for a period of two years with five one-year renewals available immediately following the end of the base term.
−Removed: The Company has only committed to a one-year renewal and is evaluating the intent to renew for additional periods.
+Added: As of December 31, 2025, the Company has only committed to a one-year renewal and is evaluating whether to renew for additional periods.
The Company has two right-of-use operating leases acquired on April 29, 2022, as part of the Tri-State Paving, LLC transaction.
−Removed: The first operating lease, for the Hurricane, West Virginia facility, had a net present value of $236,000 at inception, and a carrying value of $0 at June 30, 2025.
−Removed: The 4.5% interest rate on the operating leases is based on the Company’s incremental borrowing rate at inception.
−Removed: The Company intends to sign a one-year renewal and is evaluating the intent to renew for additional periods.
+Added: The first operating lease, for the Hurricane, West Virginia facility, had a net present value of $236,000 at inception, and a carrying value of $0 at December 31, 2025.
+Added: The 4.5% interest rate on the operating lease is based on the Company’s incremental borrowing rate at inception.
+Added: The Company signed a an amendment to extend the lease for one year after the original lease expired.
+Added: As of December 31, 2025, the Company has only committed to a one-year renewal and is evaluating whether to renew for additional periods.
The second operating lease, for the Chattanooga, Tennessee facility, had a net present value of $144,000 at inception, and expired on August 31, 2024.
−Removed: The lease was renewed for a two-year period with a net present value of $140,000 and had a carrying value of $81,000 at June 30, 2025.
−Removed: The 8.5% interest rate on the operating leases is based on the Company’s incremental borrowing rate at inception.
−Removed: The Company has a right-of-use operating lease with Enterprise Fleet Management, Inc.
−Removed: The Company had eighty-six vehicles on lease at June 30, 2025.
−Removed: The right-of-use operating lease has a carrying value of $2.2 million at June 30, 2025.
−Removed: Each vehicle leased under the master lease program has its own implicit rate ranging from 12.8% to 15.6%.
−Removed: The Company leases office and shop space for Ryan Construction’s headquarters in Bridgeport, West Virginia.
−Removed: The Company renewed the lease for one year effective October 1, 2024 through September 30, 2025.
−Removed: The Company has only committed to a one-year renewal and is evaluating the intent to renew for additional periods.
+Added: The lease was renewed for a two-year period with a net present value of $140,000 and had a carrying value of $30,000 at December 31, 2025.
+Added: The 8.5% interest rate on the operating lease is based on the Company’s incremental borrowing rate at inception.
+Added: The Company has a right-of-use operating lease with Enterprise acquired on August 11, 2022, as part of the Ryan Environmental acquisition.
+Added: This lease agreement was initially for thirty-one vehicles with a net present value of $1.2 million.
+Added: The Company subsequently netted fifty additional leased vehicles.
+Added: The right-of-use operating lease had a carrying value of $1.7 million at December 31, 2025.
+Added: Each vehicle leased under the master lease program has its own implicit rate.
The Company has a right-of-use operating lease acquired on March 28, 2023.
−Removed: This lease, for the Winchester, Kentucky facility, had a net present value of $290,000 at inception and a carrying value of $72,000 at June 30, 2025.
+Added: This lease, for the Winchester, Kentucky facility, had a net present value of $290,000 at inception and a carrying value of $17,000 at December 31, 2025.
The 7.5% interest rate on the operating lease is based on the Company’s incremental borrowing rate at inception.
+Added: The Company has a right-of-use operating lease acquired on December 1, 2025.
+Added: This lease, for the Columbus, Ohio facility, had a net present value of $255,000 at inception and a carrying value of $250,000 at December 31, 2025.
+Added: The 6.75% interest rate on the operating lease is based on the Company’s incremental borrowing rate at inception.
Off-Balance Sheet Arrangements
4 unchanged sentences
Rental expense can vary by reporting period due to equipment requirements on construction projects and the availability of Company owned equipment.
−Removed: Rental expense, which is included in cost of goods sold on the consolidated statements of income, was $4.8 million and $2.5 million, respectively, for the three months ended June 30, 2025 and 2024.
−Removed: Rental expense was $13.8 million and $6.8 million, respectively, for the nine months ended June 30, 2025 and 2024.
+Added: Rental expense, which is included in cost of goods sold on the consolidated statements of income, was $7.0 million and $5.0 million, respectively, for the three months ended December 31, 2025 and 2024.
Letters of Credit
Certain customers or vendors may require letters of credit to secure payments that the vendors are making on our behalf or to secure payments to subcontractors and vendors on various customer projects.
−Removed: At June 30, 2025, the Company did not have any letters of credit outstanding.
+Added: At December 31, 2025, the Company did not have any letters of credit outstanding.
Performance Bonds
1 unchanged sentence
These performance bonds are obtained through insurance carriers and guarantee to the customer that we will perform under the terms of a contract and that we will pay subcontractors and vendors.
−Removed: If the Company fails to perform under a contract or to pay subcontractors and vendors, the customer may demand that the insurer make payments or provide services under the bond.
+Added: If the Company fails
+Added: to perform under a contract or to pay subcontractors and vendors, the customer may demand that the insurer make payments or provide services under the bond.
The Company must reimburse the insurer for any expenses or outlays it is required to make.
4 unchanged sentences
The Company does not anticipate any claims in the foreseeable future.
−Removed: At June 30, 2025, the Company had $86.9 million in performance bonds outstanding.
+Added: At December 31, 2025, the Company had $71.7 million in performance bonds outstanding.
Concentration of Credit Risk
1 unchanged sentence
Consequently, the Company is subject to potential credit risk related to business and economic factors that would affect these companies.
−Removed: However, the Company generally has certain statutory lien rights with respect to the services provided.
+Added: However, the Company generally has certain statutory lien rights with respect to services provided.
Under certain circumstances such as foreclosure, the Company may take title to the underlying assets in lieu of cash in settlement of receivables.
−Removed: Please see the tables below for customers that represent 10.0% or more of the Company’s revenue for the three and nine months ended June 30, 2025 and 2024:
+Added: Please see the tables below for customers that represent 10.0% or more of the Company’s revenue for the three months ended December 31, 2025 and 2024:
Three Months Ended
Three Months Ended
−Removed: Nine Months Ended
−Removed: Nine Months Ended
−Removed: TransCanada Corporation
−Removed: American Water
+Added: NiSource and subsidiaries
* Less than 10.0% and included in “All other” if applicable
−Removed: Customers that represented 10.0% or more of the Company’s accounts receivable, net of retention at June 30, 2025 and September 30, 2024:
+Added: Please see the tables below for customers that represent 10.0% or more of the Company’s accounts receivable, net of retention at December 31, 2025 and September 30, 2025:
Accounts receivable, net of retention
−Removed: at June 30, 2025
+Added: at December 31, 2025
at September 30, 2025
−Removed: Board of Education
+Added: TransCanada Corporation
+Added: NiSource and subsidiaries
* Less than 10.0% and included in “All other” if applicable
3 unchanged sentences
The demand called for thirty-four quarterly installment payments of $41,000 starting December 15, 2021.
−Removed: The Company must comply with the demand under federal pension law;
+Added: The Company complied with the demand according to federal pension law;
however, the Company firmly believes no withdrawal liability exists.
1 unchanged sentence
The Company has expensed all $164,000 in payments made through September 30, 2022 and does not expect any future liabilities related to this claim.
−Removed: The Company did not make any payments during the three and nine months ended June 30, 2025.
−Removed: Other than described above, at June 30, 2025, the Company was not involved in any legal proceedings other than in the ordinary course of business.
+Added: The Company did not make any payments during the three months ended December 31, 2025 or 2024.
+Added: Other than described above, at December 31, 2025, the Company was not involved in any legal proceedings other than in the ordinary course of business.
The Company is a party from time to time to various lawsuits, claims and other legal proceedings that arise in the ordinary course of business.
−Removed: These actions typically seek, among other things, compensation for alleged personal injury, breach of contract and/or property damages, punitive damages, civil penalties, or other losses, or injunctive or declaratory relief.
+Added: These actions typically seek, among other things, compensation for alleged personal injury, breach
+Added: of contract and/or property damages, punitive damages, civil penalties, or other losses, or injunctive or declaratory relief.
With respect to all such lawsuits, claims, and proceedings, we record reserves when it is probable that a liability has been incurred and the amount of loss can be reasonably estimated.
−Removed: At June 30, 2025, the Company does not believe that any of these proceedings, separately or in aggregate, would be expected to have a material adverse effect on our financial position, results of operations or cash flows.
+Added: At December 31, 2025, the Company does not believe that any of these proceedings, separately or in aggregate, would be expected to have a material adverse effect on our financial position, results of operations or cash flows.
Related Party Transactions
2 unchanged sentences
This four-year agreement requires $250,000 principal installment payments on or before the end of each twelve (12) full calendar month period beginning April 29, 2022.
−Removed: Interest payments due shall be calculated on
−Removed: the principal balance remaining and shall be at the stated rate of 3.5% per year.
−Removed: The Company has made $750,000 in principal payments on this note as of June 30, 2025.
−Removed: David Corns retired as president of Tri-State Paving & Sealcoating, Inc.
−Removed: Subsequent to the April 29, 2022 acquisition of Tri-State Paving, the Company entered into an operating lease for facilities in Hurricane, West Virginia with Corns Enterprises.
−Removed: This thirty-six-month lease is treated as a right to use asset and has payments of $7,000 per month.
−Removed: The total net present value at inception was $236,000 with a carrying value of $7,000 at June 30, 2025.
−Removed: The Company intends to sign a one-year renewal and is evaluating the intent to renew for additional periods.
−Removed: David Corns retired as president of Tri-State Paving & Sealcoating, Inc.
+Added: Interest payments due will be calculated on the principal balance remaining and will be at the stated rate of 3.5% per year.
+Added: The Company has made $750,000 in principal payments on this note as of December 31, 2025.
SQP made an equity investment of $156,000 in 1030 Quarrier Development, LLC (“Development”) in August 2022.
13 unchanged sentences
CJ Hughes is not obliged to rent any equipment and does so only when CJ Hughes does not have equipment available of its own and would otherwise need to rent such equipment as the demand increases throughout the construction season.
−Removed: During the three months ended June 30, 2025 and 2024, the rental amounts were $74,000 and $144,000, respectively.
−Removed: During the nine months ended June 30, 2025 and 2024, the rental amounts were $250,000 and $357,000, respectively.
−Removed: Other than mentioned above, there were no new material related party transactions entered into during the quarter ended June 30, 2025.
+Added: For the three months ended December 31, 2025 and 2024, the rental amounts for these specific periods were $146,000, and $53,000, respectively.
+Added: Other than mentioned above, there were no new material related party transactions entered into during the three months ended December 31, 2025.
Certain Energy Services subsidiaries routinely engage in transactions in the normal course of business with each other, including sharing employee benefit plan coverage, payment for insurance and other expenses on behalf of other affiliates, and other services incidental to business of each of the affiliates.
1 unchanged sentence
Most significant project materials, such as pipe or electrical wire, are provided by the Company’s customers.
−Removed: When possible, the Company attempts to lock in pricing with vendors and include qualifications regarding material costs increases in bids.
+Added: When possible, the Company attempts to lock in pricing with vendors and include qualifications regarding material cost increases in bids.
Where allowed by contract, the Company will address fuel cost increases with customers.
Significant inflation or supply chain issues could cause customers to delay or cancel planned projects;
−Removed: however, inflation did not have a significant effect on our results for the three and nine months ended June 30, 2025 and 2024.
+Added: however, inflation did not have a significant effect on our results for the three months ended December 31, 2025 and 2024.
Critical Accounting Estimates
The discussion and analysis of the Company’s financial condition and results of operations are based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States.
−Removed: The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period.
+Added: The preparation of these consolidated financial statements requires us to make estimates and assumptions that affect the reported amounts
+Added: of assets and liabilities, disclosures of contingent assets and liabilities known to exist at the date of the consolidated financial statements and reported amounts of revenues and expenses during the reporting period.
We evaluate our estimates on an ongoing basis, based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances.
32 unchanged sentences
Generally, unearned project-related costs will be earned over the next twelve months.
−Removed: The following table presents our costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings at June 30, 2025 and September 30, 2024:
−Removed: June 30, 2025
+Added: The following table presents our costs and estimated earnings in excess of billings and billings in excess of costs and estimated earnings at December 31, 2025 and September 30, 2025:
+Added: December 31, 2025
September 30, 2025
10 unchanged sentences
Additionally, frequently changing reserves could be an indication of risky or unreliable customers.
−Removed: At June 30, 2025, the management review deemed that the allowance for doubtful accounts was adequate.
−Removed: Please see the allowance for doubtful accounts table below as of and for the nine months ended June 30, 2025 and as of and for the fiscal year ended September 30, 2024:
−Removed: June 30, 2025
+Added: At December 31, 2025, the management review deemed that the allowance for doubtful accounts was adequate.
+Added: Please see the allowance for doubtful accounts table below as of and for the three months ended December 31, 2025 and as of fiscal year ended September 30, 2025:
+Added: December 31, 2025
September 30, 2025
7 unchanged sentences
If a company fails this test or decides to bypass this step, it must proceed with a quantitative assessment of goodwill impairment.
−Removed: The Company did not have a goodwill impairment at June 30, 2025.
+Added: The Company did not have a goodwill impairment at December 31, 2025.
Materially incorrect estimates could cause an impairment of goodwill or intangible assets and result in a loss in profitability for the Company.
−Removed: A table of the Company’s intangible assets subject to amortization is below:
+Added: A table of the Company’s intangible assets subject to amortization at December 31, 2025 and September 30, 2025 is below:
Remaining Life
1 unchanged sentence
and Impairment
−Removed: and Impairment
−Removed: and Impairment
(in months) at
3 unchanged sentences
Net Book Value
+Added: at December 31,
at September 30,
−Removed: Ended June 30,
−Removed: Ended June 30,
−Removed: Ended June 30,
−Removed: Ended June 30,
+Added: Ended December 31,
+Added: Ended December 31,
+Added: at December 31,
at September 30,
3 unchanged sentences
Customer relationships
−Removed: Revolt Energy:
−Removed: Employment agreement/non-compete
Heritage Painting
3 unchanged sentences
Tribute Contracting & Consultants
−Removed: Customer relationships
+Added: Non-compete 1
+Added: Non-compete 2
+Added: Rigney Digital Systems
Total intangible assets
12 unchanged sentences
The definite-lived identifiable intangible assets recognized as part of the Company’s business combinations are initially recorded at their estimated fair value.
−Removed: The Company’s depreciation expenses for the three months ended June 30, 2025 and 2024 were $3.1 million and $2.1 million, respectively.
−Removed: The Company’s depreciation expenses for the nine months ended June 30, 2025 and 2024 were $8.7 million and $6.3 million, respectively.
+Added: The Company’s depreciation expenses for the three months ended December 31, 2025 and 2024 were $3.4 million and $2.6 million, respectively.
In general, depreciation is included in “cost of revenues” on the Company’s consolidated statements of income.
−Removed: The Company’s amortization expenses for the three months ended June 30, 2025 and 2024 were $164,199 and $108,142, respectively.
−Removed: The Company’s amortization expenses for the nine months ended June 30, 2025 and 2024 were $459,259 and $324,426, respectively.
+Added: The Company’s amortization expenses for the three months ended December 31, 2025 and 2024 were $405,942 and $130,863, respectively.
In general, amortization is included in “cost of revenues” on the Company’s consolidated statements of income.
4 unchanged sentences
The Company’s provision for income taxes is computed by applying a federal rate of 21.0% and a blended state rate of approximately 5.0% to 6.0% to taxable income or loss after consideration of non-taxable and non-deductible items.
−Removed: The effective income tax rate for the three months ended June 30, 2025 was 6.2%, as compared to 25.6%, for the same period in 2024.
−Removed: The effective income tax rate for the nine months ended June 30, 2025 was (29.5)%, as compared to 26.7%, for the same period in 2024.
+Added: The effective income tax rate for the three months ended December 31, 2025 was 29.5%, as compared to 34.8%, for the same period in 2024.
Effective income tax rates are estimates and may vary from period to period due to changes in the amount of taxable income and non-deductible expenses.
2 unchanged sentences
A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized.
−Removed: The Company had $13.5 million and $0 million of federal net operating loss carryforwards at June 30, 2025 and September 30, 2024, respectively.
−Removed: The Company had $84.5 million and $20.5 million of state net operating loss carryforwards at June 30, 2025 and September 30, 2024, respectively.
+Added: The Company had $5.2 million and $6.9 million of federal net operating loss carryforwards at December 31, 2025 and September 30, 2025, respectively.
+Added: The Company had $26.0 million and $41.9 million of state net operating loss carryforwards at December 31, 2025 and September 30, 2025, respectively.
The state net operating loss carryforwards begin to expire in 2026.
−Removed: The increases in federal and state NOL carryforwards were primarily due to a temporary difference resulting from bonus depreciation on equipment obtained as part of the Tribute acquisition.
The Company does not believe that it has any unrecognized tax benefits included in its consolidated financial statements that require recognition.
5 unchanged sentences
Refer to Note 3 “Accounting for PPP Loans” in the accompanying consolidated financial statements for additional details.
+Added: New Accounting Pronouncements
+Added: In November 2024, the FASB issued an update that requires incremental disclosures about specific expense categories.
+Added: Entities are required to disclose in the notes to financial statements the amounts of purchases of inventory, employee compensation, depreciation, intangible asset amortization and selling expenses included in each relevant expense caption of the statements of operations.
+Added: The standard also requires disclosure of the amount, and a qualitative description of, other items remaining in relevant expense captions that are not separately disaggregated.
+Added: This update is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027.
+Added: Early adoption and both prospective and retrospective application are permitted.
+Added: The Company is currently assessing the effect of this update.
+Added: In December 2023, the FASB issued an update that expands disclosures for tax rate reconciliation tables, primarily by requiring disaggregation of income taxes paid by jurisdiction, as well as greater disaggregation within the rate reconciliation.
+Added: This update is effective for fiscal years beginning after December 15, 2024 and interim periods within fiscal years beginning after December 15, 2025.
+Added: Early adoption and retrospective application are permitted.
+Added: The Company is currently assessing the effect of this update.
Subsequent Events
−Removed: On July 15, 2025, the Company paid $502,000 in quarterly dividends to holders of record as of July 3, 2025.
+Added: On January 15, 2026, the Company paid a quarterly dividend of $0.03 per common share to shareholders of record as of December 31, 2025.
Management has evaluated all subsequent events for accounting and disclosure.
2 unchanged sentences
These statements are forward-looking, and actual results may differ materially.
−Removed: The Company received significant bid opportunities for water and wastewater projects and electrical, mechanical, and general construction projects during the first nine months of fiscal year 2025.
−Removed: At June 30, 2025, the Company had an unaudited backlog of $133.0 million in electrical, mechanical, and general construction projects and $125.0 million in water projects.
−Removed: A significant amount of natural gas bid opportunities and project awards are occurring later than previous years.
−Removed: The Company has started to see increased bid opportunities for natural gas projects during the Company’s third fiscal quarter.
−Removed: The Company had an unaudited backlog of $30.0 million in transmission projects at June 30, 2025.
−Removed: The Company’s unaudited backlog at June 30, 2025, was $304.4 million, as compared to $250.9 million and $243.2 million at June 30, 2024, and September 30, 2024, respectively.
−Removed: While adding additional projects appears likely, no assurances can be given that the Company will be successful in bidding on projects that become available.
+Added: The Company is receiving significant bid opportunities for water and wastewater projects, natural gas transmission and distribution projects and electrical, mechanical, and general construction projects.
+Added: The Company’s unaudited backlog at December 31, 2025, was $301.4 million, as compared to $260.2 million and $259.7 million at December 31, 2024, and September 30, 2025, respectively.
+Added: The $9.3 million and $5.7 million revenue increases, respectively, for Gas & Water Distribution and Gas & Petroleum Transmission projects for the three months ended December 31, 2025, as compared to the same period in 2024, aligns with the opportunities the Company is seeing for fiscal year 2026.
+Added: Backlog for these categories was projected to be $161.7 million at December 31, 2025.
+Added: Electrical, Mechanical, & General revenue decreased by $1.5 million for the three months ended December 31, 2025, as compared to the same period in 2024.
+Added: However, the Company projects a $139.7 million backlog in this category and continues to see bidding opportunities for large construction projects in fiscal year 2026.
+Added: While adding additional projects appears likely, no assurance can be given that the Company will be successful in bidding on projects that become available.
Moreover, even if the Company obtains contracts, there can be no guarantee that the projects will go forward.
2 unchanged sentences
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.