What changed in this filing

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Item 9A. Controls and Procedures

2022-04-06 compared with 2021-03-29 · 1428 added, 1876 removed, 343 unchanged (91% of the section changed)

2 unchanged sentences

maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our periodic

reports filed with the Securities and Exchange Commission (the “Commission”) is recorded, processed, summarized and

reported within the time periods specified in the rules and forms of the Commission and that such information is accumulated and

communicated to our management, including the Chief Executive Officer (“CEO”) (Principal Executive Officer), and Chief

Financial Officer (“CFO”) (Principal Financial Officer), as appropriate to allow timely decisions regarding the required

In designing and assessing our disclosure controls and procedures, our management recognizes that any controls and

procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their stated control

objectives and are subject to certain limitations, including the exercise of judgment by individuals, the difficulty in identifying

unlikely future events, and the difficulty in eliminating misconduct completely.

Our management, with the participation of our

CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) of

the Securities Exchange Act of 1934, as amended.

Based upon this assessment, our CEO and CFO have concluded that our disclosure

controls and procedures were effective as of December 31, 2020.

Management’s

reports filed with the Securities and Exchange Commission (the “Commission”) is recorded, processed, summarized and reported

within the time periods specified in the rules and forms of the Commission and that such information is accumulated and communicated

to our management, including the Chief Executive Officer (“CEO”) (Principal Executive Officer), and Chief Financial Officer

(“CFO”) (Principal Financial Officer), as appropriate to allow timely decisions regarding the required disclosure.

designing and assessing our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter

how well designed and operated, can provide only reasonable assurance of achieving their stated control objectives and are subject

to certain limitations, including the exercise of judgment by individuals, the difficulty in identifying unlikely future events,

and the difficulty in eliminating misconduct completely.

Our management, with the participation of our CEO and CFO, evaluated the

effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of

1934, as amended.

Based upon this assessment, our CEO and CFO have concluded that our disclosure controls and procedures were not

effective as of December 31, 2021, due to a material weakness in our internal control over financial reporting as set forth below.

Report on Internal Control over Financial Reporting

management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is

defined in Rules 13a-15(f) and 15d-15(f) of the Securities Exchange Act of 1934.

Internal control over financial reporting is

designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements

for external purposes in accordance with accounting principles generally accepted in the United States of America.

its inherent limitations, internal control over financial reporting may not prevent or detect misstatements or fraudulent acts.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate

because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

system, no matter how well designed, can provide only reasonable assurance with respect to financial statement preparation and

management is responsible for establishing and maintaining adequate internal control over

financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Securities

Exchange Act of 1934.

Internal control over financial reporting is designed to provide reasonable

assurance regarding the reliability of financial reporting and the preparation of financial

statements for external purposes in accordance with accounting principles generally accepted

in the United States of America.

Because of its inherent limitations, internal control over

financial reporting may not prevent or detect misstatements or fraudulent acts.

Also, projections

of any evaluation of effectiveness to future periods are subject to the risk that controls

may become inadequate because of changes in conditions, or that the degree of compliance

with the policies or procedures may deteriorate.

A control system, no matter how well designed,

can provide only reasonable assurance with respect to financial statement preparation and

presentation.

control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in

reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

reasonable assurance that transactions are recorded as necessary to permit the preparation of the consolidated financial statements

in accordance with generally accepted accounting principles in the United States of America, and that receipts and expenditures

of the Company are being made only in accordance with appropriate authorizations of management and directors of the Company;

(iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of

the Company’s assets that could have a material effect on the consolidated financial statements.

control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable

detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(ii) provide reasonable assurance

that transactions are recorded as necessary to permit the preparation of the consolidated financial statements in accordance with

generally accepted accounting principles in the United States of America, and that receipts and expenditures of the Company are being

made only in accordance with appropriate authorizations of management and directors of the Company;

and (iii) provide reasonable

assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets

that could have a material effect on the consolidated financial statements.

with the participation of our CEO and CFO, conducted an assessment of the effectiveness of internal control over financial reporting

as of December 31, 2020 based on the framework in Internal Control –

Integrated Framework (2013) issued by the Committee

of Sponsoring Organizations of the Treadway Commission (“COSO”).

Based on this assessment, management, with the participation

of our CEO and CFO, concluded that the Company’s internal control over financial reporting was effective as of December

Form 10-K does not include an attestation report of the Company’s independent registered public accounting firm regarding

internal control over financial reporting.

Since the Company is not a large accelerated filer or an accelerated filer, management’s

report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to the rules

of the Commission that permit the Company to provide only management’s report in this Form 10-K.

as of December 31, 2021 based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee

of Sponsoring Organizations of the Treadway Commission (“COSO”).

Based on this assessment, management and our

CEO and CFO, concluded that the Company’s internal control over financial reporting was not effective as of December 31, 2021

due to the following:

revenue contracts that contained nonstandard terms and conditions were not appropriately evaluated in accordance with ASC 606, “Revenue

from Contracts with Customers.” Specifically, management did not have the appropriate controls in place over the determination of revenue recognition for nonroutine and complex revenue transactions.

The material weakness identified resulted in errors in the Company's books and records which led to audit adjustments.

The errors arising from the underlying revenue adjustments were not material to the financial statements

reported in any interim or annual period and therefore, did not result in a revision to any previously filed financial statements.

the control deficiencies could result in misstatements of the revenue accounts and related disclosures that would result in a material

misstatement to the annual or interim consolidated financial statements that would not be prevented or detected in a timely manner.

we have determined that the control deficiencies when evaluated in the aggregate constitute a material weakness.

of Material Weakness in Internal Control Over Financial Reporting

material weakness as discussed above was primarily attributed to the uniqueness of certain of the Company’s contracts that

contain nonstandard terms and conditions.

Although the Company’s policies and procedures were in place to ensure guidance

under ASC 606 were applied to the majority of its contracts accurately, the Control failed to operate in a manner to specifically

identify the nonstandard terms that would impact revenue recognition.

The Company is evaluating the material weakness identified and

is developing a plan of remediation to strengthen our internal controls pertaining to evaluating revenue contracts that contain

nonstandard terms and conditions.

This remediation plan includes evaluating the manner in which we use third-party consulting firms

with expertise in applying the revenue recognition guidance that will assist management with the assessment and evaluation of

revenue contracts executed that contain nonstandard terms and conditions.

In conjunction with further evaluation of this relationship, management will also perform a more rigorous evaluation of these nonstandard revenue contracts in accordance with ASC

Company is committed to maintaining a strong internal control environment and believes that these remediation efforts will represent

significant improvements in our controls.

The Company has started to implement these steps, however, some of these steps will take time

to be fully integrated and confirmed to be effective and sustainable.

Additional controls may also be required over time.

Until the remediation

steps set forth above are fully implemented and tested, the material weakness described above will continue to exist.

Thornton LLP, an independent registered public accounting firm, audited the effectiveness of the Company’s internal control

over financial reporting as of December 31, 2021 and based on that audit, issued their report which is included herein.

in Internal Control over Financial Reporting

than the aforementioned material weakness and remediation plan noted, there

was no other change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange

1 unchanged sentence

our internal controls over financial reporting.

EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

following table sets forth, as of the date of this Report, information concerning our Board of Directors (“Board”):

Executive Vice President (“EVP”) of Strategic Initiatives;

President of Perma-Fix

Medical (“PF Medical”)

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

of Directors and Stockholders

Environmental Services, Inc.

on internal control over financial reporting

have audited the internal control over financial reporting of Perma-Fix Environmental Services, Inc.

(a Delaware corporation) and subsidiaries

(the “Company”) as of December 31, 2021, based on criteria established in the 2013 Internal Control—Integrated Framework

issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).

In our opinion, because of the

effect of the material weakness described in the following paragraphs on the achievement of the objectives of the control criteria, the

Company has not maintained effective internal control over financial reporting as of December 31, 2021, based on criteria established

in the 2013 Internal Control—Integrated Framework issued by COSO.

material weakness is a deficiency, or combination of control deficiencies, in internal control over financial reporting, such that there

is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented

or detected on a timely basis.

The following material weakness has been identified and included in management’s assessment.

does not have effective controls in place over the determination of revenue recognition for non-standard revenue contracts.

also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”),

the consolidated financial statements of the Company as of and for the year ended December 31, 2021.

The material weakness identified

above was considered in determining the nature, timing, and extent of audit tests applied in our audit of the 2021 consolidated financial

statements, and this report does not affect our report dated April 6, 2022 which expressed an unqualified opinion on those financial

Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment

of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal

Control over Financial Reporting.

Our responsibility is to express an opinion on the Company’s internal control over financial

reporting based on our audit.

We are a public accounting firm registered with the PCAOB and are required to be independent with respect

to the Company in accordance with the U.S.

federal securities laws and the applicable rules and regulations of the Securities and Exchange

Commission and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audit to obtain

reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.

included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists,

testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other

procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion.

and limitations of internal control over financial reporting

company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability

of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the

maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in

accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance

with authorizations of management and directors of the company;

and (3) provide reasonable assurance regarding prevention or timely detection

of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of

any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions,

or that the degree of compliance with the policies or procedures may deteriorate.

do not express an opinion or any other form of assurance on management’s statement referring to plans for remediation.

GRANT THORNTON LLP

April 6, 2022

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

following table sets forth, as of the date of this Report, information concerning our Board of Directors (the “Board”):

EVP of Strategic Initiatives

Honorable Joe R.

Honorable Zach P.

director is elected to serve until the next annual meeting of stockholders.

Bostick was unanimously elected by the Board effective August 10, 2020 to fill a Board vacancy.

Grumski was unanimously elected by the Board effective February 4, 2020 to fill a Board vacancy.

directors and executive officers, their ages, the positions with us held by each of them, the periods during which they have served

in such positions and a summary of their recent business experience are set forth below.

Each of the biographies of the current

directors listed below also contains information regarding such person’s service as a director, business experience, director

positions with other public companies held currently or at any time during the past five years, and the experience, qualifications,

attributes and skills that our Board considered in nominating or appointing each of them to serve as one of our directors.

Centofanti, the founder of the Company and a director of the Company since its inception in 1991, currently holds the position

of EVP of Strategic Initiatives.

Effective January 26, 2018, Dr.

Centofanti was appointed to the position of President of PF Medical

and no longer a member of the Supervisory Board of PF Medical (a position he had held since June 2, 2015).

From March 1996 to

September 8, 2017 and from February 1991 to September 1995, Dr.

Centofanti held the position of President and Chief Executive

Officer (“CEO”) of the Company.

Centofanti served as Chairman of the Board from the Company’s inception

in February 1991 until December 16, 2014.

In January 2015, Dr.

Centofanti was appointed by the U.S Secretary of Commerce Penny

Prizker to serve on the U.S.

Department of Commerce’s Civil Nuclear Trade Advisory Committee (“CINTAC”).

CINTAC is composed of industry representatives from the civil nuclear industry and meets periodically throughout the year to discuss

the critical trade issues facing the U.S.

civil nuclear sector.

From 1985 until joining the Company, Dr.

Centofanti served as

Senior Vice President (“SVP”) of USPCI, Inc., a large publicly-held hazardous waste management company, where he was

responsible for managing the treatment, reclamation and technical groups within USPCI.

In 1981, he and Mark Zwecker, a current

Board member of the Company, founded PPM, Inc.

(later sold to USPCI), a hazardous waste management company specializing in treating

PCB-contaminated oil.

From 1978 to 1981, Dr.

Centofanti served as Regional Administrator of the U.S.

Department of Energy for

the southeastern region of the United States.

Centofanti has a Ph.D.

in Chemistry from the University of Michigan,

in Chemistry from Youngstown State University.

founder of Perma-Fix and PPM, Inc., and as a senior executive at USPCI, Dr.

Centofanti combines extensive business experience

in the waste management industry with a drive for innovative technology which is critical for a waste management company.

his service in the government sector provides a solid foundation for the continuing growth of the Company, particularly within

the Company’s Nuclear business.

Centofanti’s comprehensive understanding of the Company’s operations and

his extensive knowledge of its history, coupled with his drive for innovation and excellence, positions Dr.

Centofanti to optimize

our role in this competitive, evolving market, and led the Board to conclude that he should serve as a director.

August 10, 2020, Mr.

Bostick was unanimously elected by the Board to serve as a member of the Company’s Board of Directors.

Bostick is currently the CEO of Bostick Global Strategies, LLC, a position he has held since July 2016.

Bostick Global Strategies,

LLC provides strategic advisory support in the areas of Engineering, Environmental Sustainability, Human Resources, Biotechnology,

Education, Executive Coaching, and Agile Project Management.

director is elected to serve until the next annual meeting of stockholders or until their respective successors are duly elected and

Duggan was unanimously elected by the Board effective May 4, 2021 to fill a Board vacancy created by the expansion of the Board from

seven to eight directors.

directors and executive officers, their ages, the positions with us held by each of them, the periods during which they have served in

such positions and a summary of their recent business experience are set forth below.

Each of the biographies of the current directors

listed below also contains information regarding such person’s service as a director, business experience, director positions with

other public companies held currently or at any time during the past five years, and the experience, qualifications, attributes and skills

that our Board considered in nominating or appointing each of them to serve as one of our directors.

Bostick, a director since August 2020, is currently the CEO of Bostick Global Strategies, LLC, a position he has held since July 2016.

Bostick Global Strategies, LLC provides strategic advisory support in the areas of Engineering, Environmental Sustainability, Human Resources,

Biotechnology, Education, Executive Coaching, and Agile Project Management.

In February 2021, Mr.

Bostick was selected by U.

Reed, Chairman of the Senate Armed Services Committee, to serve as a member of a new commission consisting of eight appointed

individuals, tasked with renaming Confederate-named military bases and property.

Bostick previously served as the Chief Operating

Officer (“COO”) and President of Intrexon Bioengineering from November 2017 to February 2020, a division of Intrexon

Corporation (formerly NASDAQ:

Intrexon Bioengineering addresses

global challenges across food, agriculture, environmental, energy, and industrial fields by advancing biologically engineered

solutions to improve sustainability and efficiency.

As the COO and President of Intrexon Bioengineering, Mr.

Bostick oversaw

operations across the company’s multiple technology divisions, driving efficiency and effectiveness in the application of

the company’s assets toward its development projects, and led a major restructuring of Intrexon Corporation.

is a member of the board of HireVue, Inc., a privately-held company specializing in online video interviewing services for employers,

and Streamside Systems, Inc., a privately-held, veteran-led company that provides

services and solutions for global water resource problems .

In October 2020, Mr.

was appointed to the board of CSX Corporation (NASDAQ:

CSX), a publicly-held rail transportation company, where in December 2020

he was appointed to serve as a member of both the Finance Committee and the Governance Committee.

In addition to Mr.

Bostick’s

service on the boards of for profit companies, he has since November 2016 also served on the board of American Corporate Partners,

a 501(c)(3) nonprofit organization dedicated to assisting U.S.

veterans in their transition from the armed services to the civilian

Jack Reed, Chairman of the Senate Armed Services Committee, to serve as a member of a new commission consisting of eight appointed individuals,

tasked with renaming Confederate-named military bases and property.

Bostick previously served (from November 2017 to February 2020)

as the Chief Operating Officer (“COO”) and President of Intrexon Bioengineering, a division of Intrexon Corporation (formerly

Intrexon Bioengineering addresses global challenges across food, agriculture, environmental, energy,

and industrial fields by advancing biologically engineered solutions to improve sustainability and efficiency.

As the COO and President

of Intrexon Bioengineering, Mr.

Bostick oversaw operations across the company’s multiple technology divisions and led a major restructuring

of Intrexon Corporation.

Bostick is a member of the board of HireVue, Inc., a privately-held company specializing in online video

interviewing services for employers.

Since October 2020, Mr.

Bostick has served as a board member of CSX Corporation (NASDAQ:

publicly-held rail transportation company, and since December 2020, as a member of both the Finance Committee and the Governance Committee

of CSX Corporation.

Effective June 1, 2021, Mr.

Bostick joined the Fidelity Equity and High Income Fund Board of Trustees, which oversees

the high income and certain equity funds sponsored by Fidelity Investments, Inc., a privately-owned investment management company.

addition to Mr.

Bostick’s service on the boards of for-profit companies, he has since November 2016 also served on the board of

American Corporate Partners, a 501(c)(3) nonprofit organization dedicated to assisting U.S.

veterans in their transition from the armed

services to the civilian workforce.

Effective March 15, 2022, Mr.

Bostick became a member of the board of Allonnia, a start-up environmental

biotech company whose mission is to leverage the power of biotechnology and engineered system to create transformative solutions for

a waste-and pollution-free world.

Bostick was recently named as one of 2021’s Most Influential Black Corporate Directors

by Savoy Magazine, a national publication that showcases and drives positive dialogue about Black culture.

Bostick has also had a distinguished career in the U.S.

military, retiring from the US Army in July 2016 with the rank of Lieutenant

During his distinguished military career, he served

as the 53rd U.S.

Army Chief of Engineers and the Commanding General of the U.S.

During his distinguished military career, he served as the 53rd U.S.

Army Chief of Engineers and the Commanding General of the

Army Corps of Engineers (USACE).

As the senior

military officer of the Army Corps of Engineers, General Bostick was responsible for overseeing and supervising most of the Nation’s

civil works infrastructure and military construction, hundreds of environmental protection projects, as well as managing 34,000

civilian employees and military personnel in over 110 countries around the world with a $25 billion annual budget.

of Engineers, General Bostick

led a $5 billion recovery

program after Superstorm Sandy.

his command of USACE, General

Bostick served in a variety

of command and staff assignments with the U.S.

As the senior military officer of the Army Corps of Engineers, General Bostick was responsible

for overseeing and supervising most of the Nation’s civil works infrastructure and military construction, hundreds of environmental

protection projects, as well as managing 34,000 civilian employees and military personnel in over 110 countries around the world with

a $25 billion annual budget.

As the Chief of Engineers, General Bostick led a $5 billion recovery program after Superstorm Sandy.

his command of USACE, General Bostick served in a variety of command and staff assignments with the U.S.

Army both in the U.S.

and abroad, including as Deputy Chief of Staff, G-1, Personnel,

Commanding General, U.S.

Army Recruiting Command;

Assistant Division Commander, 1st Cavalry Division;

Executive Officer

to the Chief of Engineers;

Executive Officer to the Army Chief of Staff;

and Deputy Director of Operations for the National Military

Command Center, J-3, the Joint Staff in the Pentagon.

Bostick’s military honors and decorations

include the Distinguished Service Medal, the Defense Superior Service Medal, the Bronze Star, the Legion of Merit with two oak

leaf clusters, the Defense Meritorious Service Medal, the Meritorious Service Medal with four oak leaf clusters, the Joint Service

Commendation Medal, the Army Commendation Medal, the Army Achievement Medal with one oak leaf cluster, the Combat Action Badge,

the U.S Parachutist badge, the Army Recruiter Badge, and the Ranger Tab.

a White House Fellow, one of America’s most prestigious programs for leadership and public service, General Bostick was

a special assistant to the Secretary of Veterans Affairs .

Bostick’s military honors and decorations include the Distinguished Service Medal, the Defense Superior Service Medal, the Bronze

Star, the Legion of Merit with two oak leaf clusters, the Defense Meritorious Service Medal, the Meritorious Service Medal with four

oak leaf clusters, the Joint Service Commendation Medal, the Army Commendation Medal, the Army Achievement Medal with one oak leaf cluster,

the Combat Action Badge, the U.S Parachutist badge, the Army Recruiter Badge, and the Ranger Tab.

a White House Fellow, one of America’s most prestigious programs for leadership and public service, General Bostick was a special

assistant to the Secretary of Veterans Affairs.

He graduated with a Bachelor of Science degree from the U.S.

Military Academy at West Point and later returned to the Academy

to serve as an Associate Professor of Mechanical Engineering.

He holds Master’s degrees in Civil Engineering and Mechanical

Engineering from Stanford University and a Doctorate in Systems Engineering from George Washington University.

He is a Member

of the National Academy of Engineering and the National Academy of Construction.

Bostick’s distinguished career in both the government and private sectors brings valuable experience and insight into solving

complex issues domestically and globally.

extensive knowledge and problem-solving experiences enhance the Board’s ability to address significant challenges in the

nuclear market and led the Board to conclude that he should serve as a director.

February 4, 2020, Mr.

Grumski was unanimously elected by the Board as a director to fill a vacancy on the Board.

From May 2013

through March 2020, Mr.

Grumski served as President and CEO and a board member of TAS Energy Inc.

(“TAS”), a privately-held

company that delivers efficient modular systems manufactured offsite and utilized in power, data centers, industrial and commercial

applications.

TAS has successfully managed over 400 projects in over 32 countries.

In April 2020, TAS was acquired by Comfort

Systems USA, Inc.

FIX), and now operates as a wholly-owned subsidiary of that company.

Comfort Systems USA.

is a publicly-held

company that provides mechanical and electrical contracting services in 139 locations in 114 cities throughout the United States.

Grumki continues to serve as the President and CEO of TAS.

Military Academy at West

Point and later returned to the Academy to serve as an Associate Professor of Mechanical Engineering.

He holds Master’s degrees

in Civil Engineering and Mechanical Engineering from Stanford University and a Doctorate in Systems Engineering from George Washington

He is a Member of the National Academy of Engineering and the National Academy of Construction.

Bostick’s distinguished career in both the government and private sectors brings valuable experience and insight into solving complex

issues domestically and globally.

His extensive knowledge and problem-solving experiences enhance the Board’s ability to address

significant challenges in the nuclear market and led the Board to conclude that he should serve as a director.

Centofanti, the founder of the Company and a director of the Company since its inception in 1991, currently holds the position of EVP

of Strategic Initiatives.

From March 1996 to September

8, 2017 and from February 1991 to September 1995, Dr.

Centofanti held the position of President and CEO of the Company.

served as Chairman of the Board from the Company’s inception in February 1991 until December 16, 2014.

In January 2015, Dr.

was appointed by the U.S Secretary of Commerce Penny Prizker to serve on the U.S.

Department of Commerce’s Civil Nuclear Trade

Advisory Committee (“CINTAC”).

The CINTAC is composed of industry representatives from the civil nuclear industry and meets

periodically throughout the year to discuss the critical trade issues facing the U.S.

civil nuclear sector.

From 1985 until joining the

Centofanti served as SVP of USPCI, Inc., a large publicly-held hazardous waste management company, where he was responsible

for managing the treatment, reclamation and technical groups within USPCI.

In 1981, he and Mark Zwecker, a current Board member of the

Company, founded PPM, Inc.

(later sold to USPCI), a hazardous waste management company specializing in treating PCB-contaminated oil.

From 1978 to 1981, Dr.

Centofanti served as Regional Administrator of the U.S.

Department of Energy for the southeastern region of the

United States.

Centofanti has a Ph.D.

in Chemistry from the University of Michigan, and a B.S.

in Chemistry from Youngstown

State University.

founder of Perma-Fix and PPM, Inc., and as a senior executive at USPCI, Dr.

Centofanti combines extensive business experience in the

waste management industry with a drive for innovative technology which is critical for a waste management company.

In addition, his service

in the government sector provides a solid foundation for the continuing growth of the Company, particularly within the Company’s

Nuclear business.

Centofanti’s comprehensive understanding of the Company’s operations and his extensive knowledge of

its history, coupled with his drive for innovation and excellence, positions Dr.

Centofanti to optimize our role in this competitive,

evolving market, and led the Board to conclude that he should serve as a director.

May 4, 2021, Ms.

Duggan was unanimously elected by the Board to serve as a member of the Company’s Board of Directors.

is the founder of SustainabiliD, a woman-owned advisory services firm working with gamechangers to equitably solve the climate crisis.

She has been named the founding director of the University of Michigan’s SEAS Sustainability Clinic in Detroit.

Duggan was appointed to the Department of Energy’s prestigious Secretary of Energy Advisory Board, serving under Secretary

Jennifer Granholm.

In February 2021, Michigan Governor Gretchen Whitmer also appointed Duggan to the State of Michigan’s Council

on Climate Solutions, to advise on the implementation of the MI Healthy Climate Plan, to reduce greenhouse gas emissions and to transition

toward economy-wide carbon neutrality.

In 2020-21, Ms.

Duggan was a member of the Biden-Harris Transition Team on the Department of Energy

Agency Review Team.

In May 2020, Ms.

Duggan was named a member of the Biden-Sanders Unity Task Force on Climate Change, serving as one

of Biden’s five delegates alongside Gina McCarthy and Sec.

and later co-chaired the climate change policy committee

and served as a Surrogate for the Biden campaign.

Duggan served nearly seven years in public-service leadership roles, including inside the Obama-Biden White House as Deputy Director

for Policy in the Office of Vice President Biden Policy to then Vice President Joe Biden for energy, environment, climate, and distressed

Simultaneously, she served as Deputy Director of the Detroit Federal Working Group to support Detroit’s revitalization.

Prior to the White House, Ms.

Duggan held several senior roles at the Department of Energy, including as Secretary Moniz’s embedded

Liaison to the City of Detroit (where she championed a citywide LED streetlight conversion), and in the Office of Energy Efficiency &

Renewable Energy as Director of Stakeholder Engagement, Director of Legislative, Regulatory & Urban Affairs, and as a Senior Policy

her time in federal service, Ms.

Duggan co-founded the Smart Cities Lab, was a Partner with the Honorable Thomas J.

Ridge’s firm,

RIDGE-LANE Limited Partners, and served on the external advisory board of the University of Michigan’s Erb Institute for Global

Sustainable Enterprise and was a Board Member at the Global Council for Science and the Environment.

She was also a Trustee of the University

Liggett School.

Duggan was named to the prestigious “40 Under 40” list by Crain’s Detroit Business.

previously worked at the League of Conservation Voters in Washington, D.C.

Duggan serves as a senior advisor at The RockCreek Group, LP, a registered private fund adviser that manages fund of funds portfolios

and direct equity trading portfolios.

She also sits on the corporate advisory boards of Our Next Energy, Inc.

(ONE), a privately-held

energy storage solutions company;

Aclima, Inc., a public benefit corporation dedicated to protecting public health, reducing climate-changing

emissions, and advancing environmental justice;

BlueConduit, a privately-held water analytics company that builds machine learning software

to support the efficient removal of lead and other dangerous materials from communities;

Walker-Miller Energy Services, L.L.C., a privately-held

energy efficiency services company;

HEVO, Inc., a privately-held developer of wireless charging units designed to charge electronic vehicles

Commonweal Investors, a private equity firm that invests in early-stage technology companies advancing a sustainable economy,

upgrading transportation and infrastructure systems, and revitalizing the urban environment;

and Arctaris Impact Investors, LLC, an investment

management company that manages funds which invest in growth-oriented operating businesses and community infrastructure projects located

in underserved communities.

Duggan earned her B.S.

in Environmental Studies from the University of Vermont and her M.S.

in Natural Resource Policy & Behavior

from the University of Michigan.

Duggan’s career in both the government and private sectors brings valuable experience and insight into solving complex issues.

Her extensive knowledge and problem-solving experiences, with an Environmental, Social and Governance (“ESG”) mindset and

Diversity, Equity and Inclusion (“DEI”) core values, led the Board to conclude that she should serve as a director.

Grumski, a director of the Company since February 2020, has served since April 2020 as the President and CEO of TAS Energy Inc.

a wholly-owned subsidiary of Comfort Systems USA, Inc.

FIX), a publicly-held company that provides mechanical and electrical contracting

services in 139 locations and 114 cities throughout the United States.

Prior to the acquisition of TAS by Comfort Systems USA, Inc.,

Grumski served as President and CEO and a board member of TAS from May 2013 to March 2020.

From 1997 to February 2013, Mr.

Grumski was employed with Science

Applications International Corporation (“SAIC”) (NYSE:

SAIC), a publicly-held company that provides government services

and information technology support.

was employed with Science Applications International Corporation (“SAIC”) (NYSE:

SAIC), a publicly-held company that provides

government services and information technology support.

During his employment with SAIC, Mr.

Grumski held various senior management positions, including

the positions of President of SAIC’s Energy, Environment & Infrastructure (“E2I”) commercial subsidiary

Grumski held various senior management positions,

including the positions of President of SAIC’s Energy, Environment & Infrastructure (“E2I”) commercial subsidiary

and General Manager of the E2I Business Unit.

SAIC’s E2I commercial subsidiary and Business Unit is comprised of approximately

5,200 employees performing over $1.1 billion of services for federal, commercial, utility and state customers.

Grumski’s

many accomplishments with SAIC included growing SAIC’s $300 million federal environmental business to a top ranked, $1.1

billion business;

receiving the National Safety Council “Industry Leader”

award in 2009;

and receiving highest senior

executive performance rating three years in a row.

Grumski began his career with Gulf Oil Company and has progressed through

senior level engineering, operations management, and program management positions with various companies, including Westinghouse

Electric Corporation and Lockheed Martin, Inc.

Grumski’s many

accomplishments with SAIC included growing SAIC’s $300 million federal environmental business to a top ranked, $1.1 billion business;

receiving the National Safety Council “Industry Leader” award in 2009;

and receiving highest senior executive performance

rating three years in a row.

Grumski began his career with Gulf Oil Company and has progressed through senior level engineering,

operations management, and program management positions with various companies, including Westinghouse Electric Corporation and Lockheed

Grumski received a B.S.

in Mechanical Engineering from The University of Pittsburgh

and a M.S in Mechanical Engineering from West Virginia University.

Grumski has had an extensive career in solving and overseeing solutions to complex issues involving both domestic and international

In addition, his extensive experience in companies that provide services to the government sector as well as his experience

in the commercial sector provide solid experience for the continuing growth of the Company’s Treatment and Services Segment.

Grumski’s extensive knowledge and problem-solving experiences, executive operational leadership experience and governance

experience enhance the Board’s ability to address significant challenges in the nuclear market, and led the Board to conclude

that he should serve as a director.

in Mechanical Engineering from The University of Pittsburgh and a M.S in Mechanical Engineering

from West Virginia University.

Grumski has had an extensive career in solving and overseeing solutions to complex issues involving both domestic and international concerns.

In addition, his extensive experience in companies that provide services to the government sector as well as his experience in the commercial

sector provide solid experience for the continuing growth of the Company’s Treatment and Services Segment.

extensive knowledge and problem-solving experiences, executive operational leadership experience and governance experience enhance the

Board’s ability to address significant challenges in the nuclear market, and led the Board to conclude that he should serve as

Honorable Joe R.

Reeder, a director since 2003, is a principal shareholder in the law firm of Greenberg Traurig LLP, one of the nation’s

largest U.S.-based law firms, with 41 offices and 2,200 attorneys worldwide, for which Mr.

Reeder served as Shareholder-in-Charge

of the law firm’s Mid-Atlantic Region (1999-2008).

His clientele includes celebrities, heads of state, sovereign nations,

international corporations, and law firms.

Reeder, a director since 2003, is a principal shareholder in the law firm of Greenberg Traurig LLP, one of the nation’s largest

law firms, with 41 offices and 2,400 attorneys worldwide, for which Mr.

Reeder served as Shareholder-in-Charge of the law firm’s

Mid-Atlantic Region from 1999 to 2008.

His clientele includes celebrities, heads of state, sovereign nations, international corporations,

and law firms.

As the 14th Undersecretary of the U.S.

Army (1993-97), Mr.

Reeder also served three

years as Chairman of the Panama Canal Commission’s Board, overseeing a multibillion-dollar infrastructure program.

past 18 years, he has served on the Canal’s International Advisory Board.

He has served on the boards of the National Defense

Industry Association (“NDIA”), chairing NDIA’s Ethics Committee, the Armed Services YMCA, the Marshall Legacy

Institute, and many other private companies and charitable organizations.

After successive 4-year appointments by Virginia Governors

Mark Warner and Tim Kaine, Mr.

Reeder served seven years as Chairman of two Commonwealth of Virginia military boards, and 10 years

on the USO Board of Governors.

Reeder was appointed by Governor Terry McAuliffe to the Virginia Military Institute’s

Board of Visitors (2014), and reappointed in 2018 by current Virginia Governor Ralph Northam.

Reeder, who has been a television

commentator on legal and national security issues, has consistently been named a Super Lawyer for Washington, D.C., most recently

Among other corporate positions, he’s been a director since September 2005 for ELBIT Systems of America, LLC, a

subsidiary of Elbit Systems Ltd.

ESLT), a publicly-held company that provides product and system solutions focusing on

defense, homeland security, and commercial aviation.

Reeder served on the Washington First Bank (“WFB”) board

from 2004 to 2017, and, since January 2018, has served on the board of Sandy Spring Bancorp, Inc.

SASR), which acquired

WFB in January 2018.

Since April 2018, Mr.

Reeder has served on the Audit Committee of Sandy Spring Bancorp, Inc.

Reeder also served three years as Chairman of the Panama Canal

Commission’s Board, overseeing a multibillion-dollar infrastructure program.

For the past 18 years, he has served on the Canal’s

International Advisory Board.

He has written extensively in leading journals on the subject of corporate cybersecurity.

has served on the boards of the National Defense Industry Association (“NDIA”), chairing NDIA’s Ethics Committee, the

Armed Services YMCA, the Marshall Legacy Institute, and many other private companies and charitable organizations.

Reeder served

as a director of ELBIT Systems of America, LLC, (2005-2020), a subsidiary of Elbit Systems Ltd.

ESLT), a multi-billion-dollar

provider of defense, homeland security, and commercial aviation system solutions.

From 2004 to 2017, Mr.

Reeder served as a director

of Washington First Bank, the bank subsidiary of WashingtonFirst Bankshares, Inc.

WSBI), and from 2018 to 2020, he served as

a director of Sandy Spring Bancorp, Inc.

successive 4-year appointments by Virginia Governors Mark Warner and Tim Kaine, Mr.

Reeder served seven years as Chairman of two Commonwealth

of Virginia military boards, and 10 years on the USO Board of Governors.

Reeder was appointed by Governor Terry McAuliffe to the

Virginia Military Institute’s Board of Visitors (2014) and reappointed in 2018 by former Virginia Governor Ralph Northam.

Reeder, who has been a television commentator on legal and national security issues, has consistently been named a Super Lawyer for

Washington, D.C., most recently in 2021.

Reeder was appointed to the Advisory Council Bid Protest Committee to the United States Court of Federal Claims.

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Reeder earned his J.D.

from the University

of Texas, and L.L.M.

from the University of Texas,

from Georgetown University.

Reeder’s career has focused on solving and overseeing solutions to complex domestic and international issues.

This experience

has enhanced the Board’s ability to address major challenges in the nuclear market, as well as day-to-day corporate challenges,

which is why the Board values his service as a director.

Reeder’s career has focused on solving and overseeing solutions to complex domestic and international issues.

This experience has

enhanced the Board’s ability to address major challenges in the nuclear market, as well as day-to-day corporate challenges, which

is why the Board values his service as a director.

Shelton, a director since July 2006, has also held the position of Chairman of the Board of the Company since December 2014.

Shelton served as the Chief Financial Officer (“CFO”) of S K Hart Management, LLC, a private investment management

company (“S K Hart Management”), from 1999 until August 2018.

Shelton served as President of Pony Express Land

Development, Inc.

(an affiliate of SK Hart Management), a privately held land development company, from January 2013 until August

2017, and has served on its board since December 2005.

Shelton served as Director and CFO of S K Hart Ranches (PTY) Ltd, a

private South African Company involved in agriculture, from March 2012 to March 2020.

Shelton continues to provide advisory

services to S K Hart Ranches (PTY) Ltd.

Shelton served as a member of the Supervisory Board of PF Medical from April 2014

to December 2016.

Shelton has over 20 years of experience as an executive financial officer for several waste management companies,

including as CFO of Envirocare of Utah, Inc.

served as the CFO of S K Hart Management, LLC, a private investment management company (“S K Hart Management”), from 1999

until August 2018.

Shelton served as President of Pony Express Land Development, Inc.

(an affiliate of SK Hart Management), a privately

held land development company, from January 2013 until August 2017, and has served on its board since December 2005.

Shelton served

as Director and CFO of S K Hart Ranches (PTY) Ltd, a private South African Company involved in agriculture, from March 2012 to March

Shelton continues to provide advisory services to S K Hart Ranches (PTY) Ltd.

Shelton has over 20 years of experience as an executive financial officer for

several waste management companies, including as CFO of Envirocare of Utah, Inc.

(now EnergySolutions, Inc.

(1995–1999)), a privately held nuclear waste services

company, and as CFO of USPCI, Inc.

(1982–1987), then a NYSE- listed public company engaged in the hazardous waste business.

(1995–1999)), a privately

held nuclear waste services company, and as CFO of USPCI, Inc.

(1982–1987), then a NYSE- listed public company engaged in the hazardous

waste business.

Since July 1989, Mr.

Shelton has served on the board of Subsurface Technologies, Inc., a privately held company specializing in

providing environmentally sound innovative solutions for water well rehabilitation and development.

Shelton has served on the board of Subsurface Technologies, Inc., a privately held company specializing

in providing environmentally sound innovative solutions for water well rehabilitation and development.

Shelton has a B.A.

accounting from the University of Oklahoma.

in accounting

from the University of Oklahoma.

his years of accounting experience as CFO for various companies, including a number of waste management companies, Mr.

combines extensive industry knowledge and understanding of accounting principles, financial reporting requirements, evaluating

and overseeing financial reporting processes and business matters.

These factors led the Board to conclude that he should serve

as a director.

Shelton combines

extensive industry knowledge and understanding of accounting principles, financial reporting requirements, evaluating and overseeing

financial reporting processes and business matters.

These factors led the Board to conclude that he should serve as a director.

Honorable Zach P.

Wamp, a director since January 2018, is currently the President of Zach Wamp Consulting, a position he has held since 2011.

the President and owner of Zach Wamp Consulting, he has served some of the most prominent companies from Silicon Valley to Wall

Street as a business development consultant and advisor.

As the President

and owner of Zach Wamp Consulting, he has served some of the most prominent companies from Silicon Valley to Wall Street as a business

development consultant and advisor.

From September 2013 to November 2017, Mr.

Wamp chaired the Board of Directors

for Chicago Bridge and Iron Federal Services, LLC (a subsidiary of Chicago Bridge & Iron Company, NYSE:

CBI, which provides

critical services primarily to the U.S.

Wamp chaired the Board of Directors for Chicago Bridge

and Iron Federal Services, LLC (a subsidiary of Chicago Bridge & Iron Company, NYSE:

CBI, which provides critical services primarily

From January 1995 to January 2011, Mr.

Wamp served as a member of the U.S.

House of Representatives from Tennessee’s 3 rd Congressional District.

His district included the Oak Ridge National

Laboratory, with strong science and research missions from energy to homeland security.

Among his many accomplishments, which

included various leadership roles in the advancement of education and science, Mr.

Wamp was instrumental in the formation and

success of the Tennessee Valley Technology Corridor, which created thousands of jobs for Tennesseans in the areas of high-tech

research, development, and manufacturing.

During his career in the political arena, Mr.

Wamp served on several prominent subcommittees

during his 14 years on the House Appropriations Committee, including serving as a “ranking member”

of the Subcommittee

on Military Construction and Veterans Affairs and Related Agencies.

Wamp has been a regular panelist on numerous media outlets

and has been featured in a number of national publications effectively articulating sound social and economic policy.

business career has also included work in the real estate sector for a number of years as a licensed industrial-commercial real

estate broker, for which he was named Chattanooga’s Small Business Person of the Year.

He is a founder and Board Chair of

Learning Blade, the nation’s premiere STEM education platform, which is now operating statewide in six states with deployment

in another 10 states.

Learning Blade is owned and operated by SAI Interactive, Inc., d/b/a Thinking Media, a privately-held educational

products and services company.

House of Representatives from Tennessee’s

3 rd Congressional District.

Among his many accomplishments, which included various leadership roles in the advancement of

education and science, Mr.

Wamp was instrumental in the formation and success of the Tennessee Valley Technology Corridor, which created

thousands of jobs for Tennesseans in the areas of high-tech research, development, and manufacturing.

During his career in the political

Wamp served on several prominent subcommittees during his 14 years on the House Appropriations Committee, including serving

as a “ranking member” of the Subcommittee on Military Construction and Veterans Affairs and Related Agencies.

been a regular panelist on numerous media outlets and has been featured in a number of national publications effectively articulating

sound social and economic policy.

Wamp’s business career has also included work in the real estate sector for a number of years

as a licensed industrial-commercial real estate broker, for which he was named Chattanooga’s Small Business Person of the Year.

He is a founder and Board Chair of Learning Blade, the nation’s premiere STEM education platform, which is now operating in six

states with deployment in another 10 states.

Learning Blade is owned and operated by SAI Interactive, Inc., d/b/a Thinking Media, a privately-held

educational products and services company.

Wamp has an extensive career in solving and overseeing solutions to complex issues involving domestic concerns.

In addition, his

wide-ranging career, particularly with respect to his government-related work, provides solid experience for the continuing growth

of the Company’s Treatment and Services Segments.

His extensive knowledge and problem-solving expertise enhance the Board’s

ability to address significant challenges in the nuclear market, and led the Board to conclude that he should serve as a director.

Zwecker, a director since the Company’s inception in January 1991, previously served as the CFO and a board member for JCI

In addition, his wide-ranging

career, particularly with respect to his government-related work, provides solid experience for the continuing growth of the Company’s

Treatment and Services Segments.

His extensive knowledge and problem-solving expertise enhance the Board’s ability to address significant

challenges in the nuclear market, and led the Board to conclude that he should serve as a director.

Zwecker, a director since the Company’s inception in January 1991, previously served as the CFO and a board member for JCI US Inc.

from 2013 to 2019.

is a telecommunications company and wholly-owned subsidiary of Japan Communications, Inc.

(Tokyo Stock Exchange (Securities Code:

Exchange (Securities Code:

9424)), which provides cellular service for M2M (machine to machine) applications.

2006 to 2013, Mr.

Zwecker served as Director of Finance for Communications Security and Compliance Technologies, Inc., a wholly-owned

subsidiary of JCI US Inc.

that develops security software products for the mobile workforce.

From 2006 to 2013, Mr.

Zwecker served

as President of ACI Technology, LLC, a privately-held IT services provider, and from 1986 to 1998, he served as Vice President

of Finance and Administration for American Combustion, Inc., a privately-held combustion technology solutions provider.

Zwecker served as Director of Finance for Communications Security and Compliance Technologies, Inc., a wholly-owned subsidiary of JCI

that develops security software products for the mobile workforce.

Zwecker has held various other senior management positions,

including President of ACI Technology, LLC, a privately-held IT services provider, and Vice President of Finance and Administration for

American Combustion, Inc., a privately-held combustion technology solutions provider.

In 1981, with Dr.

Centofanti, Mr.

Zwecker co-founded a start-up, PPM, Inc., a hazardous waste management company.

He remained with PPM,

Zwecker co-founded

a start-up, PPM, Inc., a hazardous waste management company.

He remained with PPM, Inc.

until its acquisition in 1985 by USPCI.

Zwecker has a B.S.

in Industrial and Systems Engineering from the Georgia Institute

of Technology and an M.B.A.

in Industrial and Systems Engineering from the Georgia Institute of Technology and an M.B.A.

from Harvard University.

a director since our inception, Mr.

Zwecker’s understanding of our business provides valuable insight to the Board.

years of experience in operations and finance for various companies, including a number of waste management companies, Mr.

combines extensive knowledge of accounting principles, financial reporting rules and regulations, the ability to evaluate financial

results, and understanding of financial reporting processes.

Zwecker’s understanding of our business provides valuable insight to the Board.

of experience in operations and finance for various companies, including a number of waste management companies, Mr.

Zwecker combines

extensive knowledge of accounting principles, financial reporting rules and regulations, the ability to evaluate financial results, and

understanding of financial reporting processes.

He has an extensive background in operating complex organizations.

Zwecker’s experience and background position him well to serve as a member of our Board.

These factors led the Board

to conclude that he should serve as a director.

experience and background position him well to serve as a member of our Board.

These factors led the Board to conclude that he should

serve as a director.

LEADERSHIP STRUCTURE

currently separate the roles of Chairman of the Board and CEO.

The Board believes that this leadership structure promotes balance

between the Board’s independent authority to oversee our business, and the CEO and his management team, who manage the business

on a day-to-day basis.

continue to separate the roles of Chairman of the Board and CEO.

The Board believes that this leadership structure promotes balance between

the Board’s independent authority to oversee our business, and the CEO and his management team, who manage the business on a day-to-day

Company does not have a written policy with respect to the separation of the positions of Chairman of the Board and CEO.

believes it is important to retain its flexibility to allocate the responsibilities of the offices of the Chairman and CEO in

any way that is in the best interests of the Company at a given point in time;

therefore, the Company’s leadership structure

may change in the future as circumstances may dictate.

Mark Zwecker, a current member of our Board, continues to serve as the Independent Lead Director, a position he has held since

February 2010.

The Lead Director’s role includes:

and chairing meetings of the non-employee directors as necessary from time to time and Board meetings in the absence of the

Chairman of the Board;

believes it is important to retain its flexibility to allocate the responsibilities of the offices of the Chairman and CEO in any way

that is in the best interests of the Company at a given point in time;

therefore, the Company’s leadership structure may change

in the future as circumstances may dictate.

Mark Zwecker, a current member of our Board, continues to serve as the Independent Lead Director, a position he has held since February

The Lead Director’s role includes:

and chairing meetings of the non-employee directors as necessary from time to time and Board meetings in the absence of the Chairman

of the Board;

as liaison between directors, committee chairs and management;

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Shelton, and Joseph T.

Grumski, who replaced Zach

Wamp as a member of the Audit Committee effective April 16, 2020.

Board has determined that each of our Audit Committee members is and was independent within the meaning of the rules of the NASDAQ

and is an “audit committee financial expert”

as defined by Item 407(d)(5)(ii) of Regulation S-K of the Securities

Exchange Act of 1934, as amended (the “Exchange Act”).

Audit Committee has also discussed with Grant Thornton, LLP, the Company’s independent registered accounting firm, the matters

required to be discussed by Public Company Accounting Oversight Board (“PCAOB”) Auditing Standard No.

Board has determined that each of our Audit Committee members is and was independent within the meaning of the rules of the NASDAQ and

is an “audit committee financial expert” as defined by Item 407(d)(5)(ii) of Regulation S-K of the Securities Exchange Act

of 1934, as amended (the “Exchange Act”).

Audit Committee has also discussed with Grant Thornton, LLP, the Company’s independent registered accounting firm, the matters

required to be discussed by Public Company Accounting Oversight Board (“PCAOB”) Auditing Standard No.

16 (Communications

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Board has determined that each director, other than Dr.

Centofanti, is “independent”

within the meaning of the applicable

Centofanti, is “independent” within the meaning of the applicable

NASDAQ rules.

Centofanti is not deemed to be an “independent director”

because of his employment as an executive

officer of the Company.

Centofanti is not deemed to be an “independent director” because of his employment as an executive officer

of the Company.

AND STOCK OPTION COMMITTEE

Compensation and Stock Option Committee (the “Compensation Committee”) reviews and recommends to the Board the compensation

and benefits of all of the Company’s officers and reviews general policy matters relating to compensation and benefits of

the Company’s employees.

The Compensation Committee also administers the Company’s stock option plans.

The Compensation

Committee has the sole authority to retain and terminate a compensation consultant, as well as to approve the consultant’s

fees and other terms of engagement.

It also has the authority to obtain advice and assistance from internal or external legal,

accounting or other advisors.

No compensation consultant was employed during 2020.

Members of the Compensation Committee during

2020 were Larry M.

Shelton (Chairperson), Joe R.

Reeder, and Mark A.

Effective January 21, 2021, Joseph T.

Grumski replaced

Shelton as the Chairperson and a member of the Compensation Committee and Zach P.

Wamp replaced Joe R.

Reeder as a member

of the Compensation Committee.

Compensation and Stock Option Committee (the “Compensation Committee”) reviews and recommends to the Board the compensation

and benefits of all of the Company’s officers and reviews general policy matters relating to compensation and benefits of the Company’s

The Compensation Committee also administers the Company’s stock option plans.

The Compensation Committee has the sole

authority to retain and terminate a compensation consultant, as well as to approve the consultant’s fees and other terms of engagement.

It also has the authority to obtain advice and assistance from internal or external legal, accounting or other advisors.

No compensation

consultant was employed during 2021.

Members of the Compensation Committee during 2021 were Joseph T.

Grumski (Chairperson), who replaced

Shelton as the Chairperson and a member effective January 21, 2021, Zach P.

Wamp, who replaced Joe R.

Reeder as a member effective

January 21, 2021, and Mark A.

None of the members of the Compensation Committee has been or is an officer or employee of the

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GOVERNANCE AND NOMINATING COMMITTEE

have a separately-designated standing Corporate Governance and Nominating Committee (the “Nominating Committee”).

Members of the Nominating Committee during 2020 were Joe R.

have a separately-designated standing Corporate Governance and Nominating Committee (the “Nominating Committee”).

of the Nominating Committee during 2021 were Joe R.

Reeder (Chairperson), Zach P.

Wamp, and Larry M.

January 21, 2021, Mr.

Bostick replaced Larry M.

Shelton as a member of the Nominating Committee.

Wamp, Kerry C.

Duggan (who became a member effective

July 20, 2021) and Thomas Bostick, who replaced Larry M.

Shelton as a member effective January 21, 2021.

All members of the Nominating

Committee are and were “independent”

as that term is defined by current NASDAQ listing standards.

Nominating Committee recommends to the Board of Directors candidates to fill vacancies on the Board and the nominees for election

as directors at each annual meeting of stockholders.

In making such recommendation, the Nominating Committee takes into account

information provided to them from the candidate, as well as the Nominating Committee’s own knowledge and information obtained

through inquiries to third parties to the extent the Nominating Committee deems appropriate.

The Company’s Bylaws sets forth

certain minimum director qualifications to qualify for nomination for election as a director.

To qualify for nomination or for

election as a director, an individual must:

Committee are and were “independent” as that term is defined by current NASDAQ listing standards.

Nominating Committee recommends to the Board candidates to fill vacancies on the Board and the nominees for election as directors at

each annual meeting of stockholders.

In making such recommendation, the Nominating Committee takes into account information provided

to them from the candidate, as well as the Nominating Committee’s own knowledge and information obtained through inquiries to third

parties to the extent the Nominating Committee deems appropriate.

The Company’s Bylaws sets forth certain minimum director qualifications

to qualify for nomination for election as a director.

To qualify for nomination or for election as a director, an individual must:

an individual at least 21 years of age who is not under legal disability;

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serve on the boards of more than three other publicly-held companies;

the director qualification requirements of all environmental and nuclear commissions, boards or similar regulatory or law

enforcement authorities to which the Company is subject so as not to cause the Company to fail to satisfy any of the licensing

requirements imposed by any such authority;

be affiliated with, employed by or a representative of, or have or acquire a material personal involvement with, or material

financial interest in, any “Business Competitor”

(as defined in the Bylaws);

the director qualification requirements of all environmental and nuclear commissions, boards or similar regulatory or law enforcement

authorities to which the Company is subject so as not to cause the Company to fail to satisfy any of the licensing requirements imposed

by any such authority;

be affiliated with, employed by or a representative of, or have or acquire a material personal involvement with, or material financial

interest in, any “Business Competitor” (as defined in the Bylaws);

have been convicted of a felony or of any misdemeanor involving moral turpitude;

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addition to the minimum director qualifications as mentioned above, in order for any proposed nominee to be eligible to be a candidate

for election to the Board, such candidate must deliver to the Nominating Committee a completed questionnaire with respect to the

background, qualifications, stock ownership and independence of such proposed nominee.

The Nominating Committee reviews each candidate’s

qualifications to include considerations of:

for election to the Board, such candidate must deliver to the Nominating Committee a completed questionnaire with respect to the background,

qualifications, stock ownership and independence of such proposed nominee.

The Nominating Committee reviews each candidate’s qualifications

to include considerations of:

of integrity, personal ethics and values, commitment, and independence of thought and judgment;

to represent the interests of the Company’s stockholders;

to dedicate sufficient time, energy, and attention to fulfill the requirements of the position;

5 unchanged sentences

nominees for directors.

However, d iversity is one of the many factors taken into account

when considering potential candidates to serve on the Board of Directors.

The Company generally views and values diversity from

the perspective of professional and life experiences, as well as geographic location, representative of the markets in which we

The Company recognizes that diversity in professional and life experiences may include consideration of gender, race,

cultural background or national origin, in identifying individuals who possess the qualifications that the Nominating Committee

believes are important to be represented on the Board.

The Company believes that the inclusion of diversity as one of many factors

considered in selecting director nominees is consistent with the Company’s goal of creating a board of directors that best

serves our needs and those of our shareholders.

have been no changes to the stockholder nomination process since the Company’s last proxy statement.

The procedure for stockholder

nominees to the Board of Directors is set out below.

Nominating Committee will consider properly submitted stockholder nominations for candidates for membership on the Board of Directors

from stockholders who meet each of the requirements set forth in the Bylaws, including, but not limited to, the requirements that

any such stockholder own at least 1% of the Company’s shares of the Common Stock entitled to vote at the meeting on such

election, has held such shares continuously for at least one full year, and continuously holds such shares through and including

the time of the annual or special meeting.

Nominations of persons for election to the Board of Directors may be made at any Annual

Meeting of Stockholders, or at any Special Meeting of Stockholders called for the purpose of electing directors.

Any stockholder

nomination (“Proposed Nominee”) must comply with the requirements of the Company’s Bylaws and the Proposed Nominee

must meet the minimum qualification requirements as discussed above.

For a nomination to be made by a stockholder, such stockholder

must provide advance written notice to the Nominating Committee, delivered to the Company’s principal executive office address

(i) in the case of an Annual Meeting of Stockholders, no later than the 90 th day nor earlier than the 120 th

day prior to the anniversary date of the immediately preceding Annual Meeting of Stockholders;

and (ii) in the case of a Special

Meeting of Stockholders called for the purpose of electing directors, not later than the 10 th day following the day

on which public disclosure of the date of the Special Meeting of Stockholders is made.

Nominating Committee will evaluate the qualification of the Proposed Nominee and the Proposed Nominee’s disclosure and compliance

requirements in accordance with the Company’s Bylaws.

If the Board of Directors, upon the recommendation of the Nominating

Committee, determines that a nomination was not made in accordance with the Company’s Bylaws, the Chairman of the Meeting

shall declare the nomination defective and it will be disregarded.

However, diversity is one of the many factors taken into account when considering potential candidates to serve

on the Board of Directors.

The Company generally views and values diversity from the perspective of professional and life experiences,

as well as geographic location, representative of the markets in which we do business.

The Company recognizes that diversity in professional

and life experiences may include consideration of gender, race, cultural background or national origin, in identifying individuals who

possess the qualifications that the Nominating Committee believes are important to be represented on the Board.

The Company believes

that the inclusion of diversity as one of many factors considered in selecting director nominees is consistent with the Company’s

goal of creating a board of directors that best serves our needs and those of our shareholders.

Nominating Committee will consider properly submitted stockholder nominations for candidates for membership on the Board from stockholders

who meet each of the requirements set forth in the Bylaws, including, but not limited to, the requirements that any such stockholder

own at least 1% of the Company’s shares of the Common Stock entitled to vote at the meeting on such election, has held such shares

continuously for at least one full year, and continuously holds such shares through and including the time of the annual or special meeting.

Nominations of persons for election to the Board of Directors may be made at any Annual Meeting of Stockholders, or at any Special Meeting

of Stockholders called for the purpose of electing directors.

Any stockholder nomination (“Proposed Nominee”) must comply

with the requirements of the Company’s Bylaws and the Proposed Nominee must meet the minimum qualification requirements as discussed

For a nomination to be made by a stockholder, such stockholder must provide advance written notice to the Nominating Committee,

delivered to the Company’s principal executive office address (i) in the case of an Annual Meeting of Stockholders, no later than

the 90 th day nor earlier than the 120 th day prior to the anniversary date of the immediately preceding Annual Meeting

of Stockholders;

and (ii) in the case of a Special Meeting of Stockholders called for the purpose of electing directors, not later than

the 10 th day following the day on which public disclosure of the date of the Special Meeting of Stockholders is made.

Nominating Committee will evaluate the qualification of the Proposed Nominee and the Proposed Nominee’s disclosure and compliance

requirements in accordance with the Company’s Bylaws.

If the Board of Directors, upon the recommendation of the Nominating Committee,

determines that a nomination was not made in accordance with the Company’s Bylaws, the Chairman of the Meeting shall declare the

nomination defective and it will be disregarded.

ADVISORY COMMITTEE

have a separately designated Strategic Advisory Committee (the “Strategic Committee”).

The primary functions of the

Strategic Committee are to investigate and evaluate strategic alternatives available to the Company and to work with management

on long-range strategic planning and identification of potential new business opportunities.

The members of the Strategic Advisory

Committee are Dr.

Louis Centofanti (Chairperson), Joe R.

have a separately designated Strategic Advisory Committee (the “Strategic Committee”).

The primary functions of the Strategic

Committee are to investigate and evaluate strategic alternatives available to the Company and to work with management on long-range strategic

planning and identification of potential new business opportunities.

The members of the Strategic Advisory Committee are Dr.

Louis Centofanti

(Chairperson), Joe R.

Reeder, Mark A.

Zwecker, and Larry M.

The Strategic Advisory

Committee does not have a charter.

Zwecker, and Kerry Duggan, who replaced Larry M.

Shelton as a member effective July 20, 2021.

Board has adopted a written charter for each of the Audit Committee, the Compensation Committee, the Nominating Committee, and the Strategic

Advisory Committee, and is available on our website at www.perma-fix.com .

OFFICERS OF THE REGISTRANT

2 unchanged sentences

EVP, and Secretary

CFO and member of the Management Board of PF Medical

Louis Centofanti

of Strategic Initiatives

President of PF Medical

Andrew Lombardo

of Nuclear and Technical Services

Member of the Supervisory Board of PF Medical

Richard Grondin

of Waste Treatment Operations

Member of the Supervisory Board of PF Medical

Mark Duff has held the position of President and CEO of the Company since September 2017.

Since joining the Company in June 2016

and prior to being named the President and CEO, Mr.

Duff held the positions of Chief Operating Officer and Executive Vice President

of the Company.

Since joining the Company in June 2016 and

prior to being named the President and CEO, Mr.

Duff held the positions of COO and EVP of the Company.

Since joining Perma-Fix, Mr.

Duff has developed and implemented strategies to meet aggressive growth objectives

in both the Treatment and Services Segments.

In the Treatment Segment, he has upgraded each facility to increase efficiency and

modernize treatment capabilities to meet the changing markets associated with the waste management industry.

In the Services Segment,

which encompasses all field operations, he has completed the revitalization of business development programs which has resulted

in increased competitive procurement effectiveness and broadened the market penetration within both the commercial and government

Both of these implemented strategies have contributed to continuous growth in revenues and profitability.

over 30 years of management and technical experience in the U.S Department of Energy (“DOE”) and U.S.

Department of

Defense (“DOD”) environmental and construction markets as a corporate officer, senior project manager, co-founder

of a consulting firm, and federal employee.

Duff has an MBA from the University of Phoenix and received his B.S.

University of Alabama.

has developed and implemented strategies to meet aggressive growth objectives in both the Treatment and Services Segments.

In the Treatment

Segment, he continues to upgrade each facility to increase efficiency and modernize treatment capabilities to meet the changing markets

associated with the waste management industry.

In the Services Segment, which encompasses all field operations, he has completed the

revitalization of business development programs which has resulted in increased competitive procurement effectiveness and broadened the

market penetration within both the commercial and government sectors.

These implemented strategies have contributed to continuous growth

in revenues and profitability.

Duff has over 31 years of management and technical experience in the U.S.

DOD environmental

and construction markets as a corporate officer, senior project manager, co-founder of a consulting firm, and federal employee.

has an MBA from the University of Phoenix and received his B.S.

from the University of Alabama.

Ben Naccarato

Naccarato has served as the Company’s CFO since February 26, 2009.

On January 16, 2020, the Company’s Board, with

the approval of the Compensation Committee, promoted Mr.

Naccarato to EVP and CFO from Vice President and CFO.

Naccarato joined

the Company in September 2004 and served as Vice President, Finance of the Company’s Industrial Segment until May 2006,

when he was named Vice President, Corporate Controller/Treasurer.

Since July 2015 and December 2015, Mr.

Naccarato has served

as the CFO of PF Medical and a member of the Management Board of PF Medical, respectively.

Naccarato has over 30 years of

experience in senior financial positions in the waste management and used oil industries.

From December 2002 to September 2004,

Naccarato was the CFO of a privately held company in the fuel distribution and used waste oil industry.

Naccarato is a

graduate of University of Toronto with a Bachelor of Commerce and Finance Degree and is a Chartered Professional Accountant, Certified

Management Accountant (CPA, CMA).

Naccarato has served as the Company’s CFO since February 2009.

Since joining the Company in September 2004, Mr.

Naccarato has held

the positions of Vice President of Finance for the Company’s Industrial Segment and Vice President, Corporate Controller/Treasurer.

Naccarato has over 34 years of experience in senior financial positions in the waste management and

used oil industries.

From December 2002 to September 2004, Mr.

Naccarato was the CFO of a privately held company in the fuel distribution

and used waste oil industry.

Naccarato is a graduate of University of Toronto with a Bachelor of Commerce and Finance Degree and

is a Chartered Professional Accountant, Certified Management Accountant (CPA, CMA).

March 3, 2021, Mr.

Naccarato was appointed to serve as an independent director of PyroGenesis Canada, Inc., a high-tech company

involved in the design, development, manufacture and commercialization of advanced plasma processes and products and whose stock

is listed for trading on the Toronto (PYR) and NASDAQ (PYR) Stock Exchange.

Naccarato was appointed to serve as an independent director of PyroGenesis Canada, Inc., a high-tech company involved

in the design, development, manufacture and commercialization of advanced plasma processes and products and whose stock is listed for

trading on the Toronto (PYR) and NASDAQ (PYR) Stock Exchange.

Effective March 11, 2021, Mr.

Naccarato was appointed

to serve as a member of both the Audit and Compensation Committee of PyroGenesis.

Naccarato was appointed to serve as a member

of both the Audit and Compensation Committee of PyroGenesis.

Louis Centofanti

“Director –

Centofanti”

in this section for information on Dr.

Andrew (“Andy”) Lombardo

January 16, 2020, the Company’s Board appointed Mr.

Lombardo to the position of EVP of Nuclear and Technical Services and

an executive officer of the Company.

“Director – Dr.

Centofanti” in this section for information on Dr.

Andrew (“Andy”) Lombardo

Lombardo has held the position of EVP of Nuclear and Technical Services since January 2020.

Since joining the Company in 2011, Mr.

Lombardo has held various positions within the Company’s

Services Segment, including SVP of Nuclear and Technical Services.

Since May 2019, Mr.

Lombardo has served as a member of the

Supervisory Board of PF Medical.

Lombardo, a Certified Health Physicist (“CHP”), has over 35 years of management and technical experience in the commercial

nuclear reactor market, and the DOE and DOD environmental and construction markets as a senior director, senior project manager,

senior CHP and chemist.

has held various positions within the Company’s Services Segment, including SVP of Nuclear and Technical Services.

Lombardo, a Certified Health Physicist (“CHP”), has over 39 years of management and technical experience in the commercial

nuclear reactor market, and the DOE and DOD environmental and construction markets as a senior director, senior project manager, senior

CHP and chemist.

Prior to joining the Company, Mr.

Lombardo held the position of Vice President of Technical Services for

Safety and Ecology Corporation (“SEC”), a subsidiary of Homeland Security Capital Corporation, a publicly traded environmental

services company, prior to the acquisition of SEC by the Company in 2011.

Lombardo held the position of Vice President of Technical Services for Safety and

Ecology Corporation (“SEC”), a subsidiary of Homeland Security Capital Corporation, a publicly traded environmental services

company, prior to the acquisition of SEC by the Company in 2011.

In his positions with both the Company and SEC, Mr.

Lombardo procured and performed greater than $20 million a year in health physics and radioactive material management projects

across the DOE and DOD complex while managing a professional staff of engineers and health physicists and an instrumentation laboratory.

Prior to his employment with the Company and SEC, he managed decommissioning projects for two engineering firms which included

the successful deployment of soil segregation technology, resulting in client savings of more than $100 million in transportation

and disposal costs.

During this time, he developed an expertise characterizing and managing naturally occurring radioactive material

(“NORM”) and technologically enhanced NORM (“TENORM”) waste streams across multiple industries including

oil and gas exploration and production.

As a result of his expertise, he was recently appointed to the National Council on Radiation

Protection and Measurement Committee to provide a commentary on the generation and disposal of TENORM waste.

Lombardo began

his career as a chemist and health physicist for the Duquesne Light Company at two commercial reactor sites and one joint DOE/Naval

Reactors Duquesne Light test reactor in Shippingport, PA.

Lombardo is certified in comprehensive practice of health physics,

and has a M.S.

degree in Health Physics from the University of Pittsburgh and a B.S.

in Natural Sciences from Indiana University

of Pennsylvania.

Lombardo procured

and performed greater than $30 million a year in health physics and radioactive material management projects across the DOE and DOD complex

while managing a professional staff of engineers and health physicists and an instrumentation laboratory.

Among his many accomplishments,

Lombardo has developed an expertise characterizing and managing naturally occurring radioactive material (“NORM”) and

technologically enhanced NORM (“TENORM”) waste streams across multiple industries including oil and gas exploration and production.

As a result of his expertise, he was appointed to a scientific committee of the National Council on Radiation Protection and Measurement

to provide a commentary on the generation and disposal of TENORM waste.

Lombardo began his career as a chemist and health physicist

for the Duquesne Light Company at two commercial reactor sites and one joint DOE/Naval Reactors Duquesne Light test reactor in Shippingport,

Lombardo is certified in comprehensive practice of health physics, and has a M.S.

degree in Health Physics from the University

of Pittsburgh and a B.S.

in Natural Sciences from Indiana University of Pennsylvania.

Richard Grondin

July 22, 2020, the Company’s Board appointed Mr.

Richard Grondin to the position of EVP of Waste Treatment Operations and

an executive officer of the Company.

Effective January 21, 2021, Mr.

Grondin was elected to serve as a member of the Supervisory

Board of PF Medical.

Grondin has held the position of EVP of Waste Treatment Operations since July 2020.

Since joining the Company in 2002, Mr.

Grondin has held various positions within the Company’s Treatment

Segment, including Vice President of Technical Services, Vice President/General Manager of the Perma-Fix Northwest Richland, Inc.

(“PFNWR”) Facility and Vice President of Western Operations.

Grondin, a Project Management Professional (“PMP”),

has over 35 years of management and technical experience in the highly regulated and specialized radioactive/hazardous waste management

industry with the majority of his experience concentrated on managing start-up waste management processing and disposal facilities

for four different organizations in the commercial and government sectors.

Grondin has held various positions within

the Company’s Treatment Segment, including Vice President of Technical Services, Vice President/General Manager of the Perma-Fix

Northwest Richland, Inc.

Facility and Vice President of Western Operations.

Grondin, a Project Management Professional, has over

35 years of management and technical experience in the highly regulated and specialized radioactive/hazardous waste management industry

with the majority of his experience concentrated on managing start-up waste management processing and disposal facilities for four different

organizations in the commercial and government sectors.

Prior to joining the Company, Mr.

Grondin held the

position of Vice President of Mixed Waste Operations for Allied Technology Group (“ATG”) in Richland, Washington;

Vice President of Operations for Waste Control Specialists (“WCS”) in Andrews Texas;

and Technical Manager/Director

of Operations for Rollins Environmental Services Facility in Deer Trail, Colorado.

In his positions with the Company, Mr.

together with others, transformed the PFNWR facility to a profitable subsidiary after its acquisition by the Company.

is recognized in the United States and Canada as an authority in hazardous and mixed waste treatment.

He has been involved in

the treatment of several hundred thousand tons of waste in the last 35 years.

Grondin has a Diploma of Collegial Studies in

Pure and Applied Sciences from CEGEP of Amiante (Thetford-Mines, Canada) and Analytical Chemistry Techniques from CEGEP of Ahuntsic

(Montreal, Canada), a Geography minor from Montreal University (Montreal, Canada) and a Certificate of Business Management from

the School of Higher Commercial Studies from Montreal University (Montreal, Canada).

Grondin held the position of Vice President

of Mixed Waste Operations for Allied Technology Group in Richland, Washington;

Vice President of Operations for Waste Control Specialists

in Andrews Texas;

and Technical Manager/Director of Operations for Rollins Environmental Services Facility in Deer Trail, Colorado.

Grondin is recognized in the United States and Canada as an authority in hazardous and mixed waste treatment.

Grondin has a Diploma

of Collegial Studies in Pure and Applied Sciences from CEGEP of Amiante (Thetford-Mines, Canada) and Analytical Chemistry Techniques

from CEGEP of Ahuntsic (Montreal, Canada), a Geography minor from Montreal University (Montreal, Canada) and a Certificate of Business

Management from the School of Higher Commercial Studies from Montreal University (Montreal, Canada).

Relationships

1 unchanged sentence

16(a) Beneficial Ownership Reporting Compliance

16(a) of the Exchange Act, and the regulations promulgated thereunder require our executive officers and directors and beneficial

owners of more than 10% of our Common Stock to file reports of ownership and changes of ownership of our Common Stock with the

Commission, and to furnish us with copies of all such reports.

Based solely on a review of the copies of such reports furnished

to us and written information provided to us, we believe that during 2020 none of our executive officers, directors, or beneficial

owners of more than 10% of our Common Stock failed to timely file reports under Section 16(a).

Bank–Grawe Gruppe AG (“Capital Bank”) has advised us that it is a banking institution regulated by the banking

16(a) of the Exchange Act, and the regulations promulgated thereunder require our executive officers and directors and beneficial owners

of more than 10% of our Common Stock to file reports of ownership and changes of ownership of our Common Stock with the Commission, and

to furnish us with copies of all such reports.

Based solely on a review of the copies of such reports furnished to us and written information

provided to us, we believe that during 2021 none of our executive officers, directors, or beneficial owners of more than 10% of our Common

Stock failed to timely file reports under Section 16(a).

Capital Bank AG (formerly known as Capital Bank-Grawe Gruppe AG) has advised us that it is a banking institution regulated by the banking

regulations of Austria, which holds shares of our Common Stock as agent on behalf of numerous investors.

Capital Bank has represented

that all of such investors are accredited investors under Rule 501 of Regulation D promulgated under the Act.

In addition, Capital

Bank has advised us that none of such investors, individually or as a group, beneficially own more than 4.9% of our Common Stock

as calculated in accordance with Rule 13d-3 of the Exchange Act.

Capital Bank has further informed us that its clients (and not

Capital Bank) maintain full voting and dispositive power over such shares.

Consequently, Capital Bank has advised us that it believes

it is not the beneficial owner, as such term is defined in Rule 13d-3 of the Exchange Act, of the shares of our Common Stock registered

in the name of Capital Bank because it has neither voting nor investment power, as such terms are defined in Rule 13d-3, over

Capital Bank has informed us that it does not believe that it is required to file, and has not filed, (a) reports

under Section 16(a) of the Exchange Act or (b) either Schedule 13D or Schedule 13G in connection with the shares of our Common

Stock registered in the name of Capital Bank.

the representations of, or information provided by Capital Bank, are incorrect or Capital Bank was historically acting on behalf

of its investors as a group, rather than on behalf of each investor independent of other investors, then Capital Bank and/or the

investor group would have become a beneficial owner of more than 10% of our Common Stock on February 9, 1996, as a result of the

acquisition of 1,100 shares of our Preferred Stock that were convertible into a maximum of 256,560 shares of our Common Stock.

If either Capital Bank or a group of Capital Bank’s investors became a beneficial owner of more than 10% of our Common Stock

on February 9, 1996, or at any time thereafter, and thereby required to file reports under Section 16(a) of the Exchange Act,

then Capital Bank has failed to file a Form 3 or any Forms 4 or 5 since February 9, 1996.

(See “Item 12 - Security Ownership

of Certain Beneficial Owners and Management and Related Stockholder Matter –

Security Ownership of Certain Beneficial Owners”

for a discussion of Capital Bank’s current record ownership of our securities).

Schelhammer Capital Bank AG

has represented that all of such investors are accredited investors under Rule 501 of Regulation D promulgated under the Act.

Schelhammer Capital Bank AG has advised us that none of such investors, individually or as a group, beneficially own more than 4.9% of

our Common Stock as calculated in accordance with Rule 13d-3 of the Exchange Act.

Schelhammer Capital Bank AG has further informed us

that its clients (and not Schelhammer Capital Bank AG) maintain full voting and dispositive power over such shares.

Consequently, Schelhammer

Capital Bank AG has advised us that it believes it is not the beneficial owner, as such term is defined in Rule 13d-3 of the Exchange

Act, of the shares of our Common Stock registered in the name of Schelhammer Capital Bank AG because it has neither voting nor investment

power, as such terms are defined in Rule 13d-3, over such shares.

Schelhammer Capital Bank AG has informed us that it does not believe

that it is required to file, and has not filed, (a) reports under Section 16(a) of the Exchange Act or (b) either Schedule 13D or Schedule

13G in connection with the shares of our Common Stock registered in the name of Schelhammer Capital Bank AG.

the representations of, or information provided by Schelhammer Capital Bank AG, are incorrect or Schelhammer Capital Bank AG was historically

acting on behalf of its investors as a group, rather than on behalf of each investor independent of other investors, then Schelhammer

Capital Bank AG and/or the investor group would have become a beneficial owner of more than 10% of our Common Stock on February 9, 1996,

as a result of the acquisition of 1,100 shares of our Preferred Stock that were convertible into a maximum of 256,560 shares of our Common

If either Schelhammer Capital Bank AG or a group of Schelhammer Capital Bank AG’s investors became a beneficial owner of

more than 10% of our Common Stock on February 9, 1996, or at any time thereafter, and thereby required to file reports under Section

16(a) of the Exchange Act, then Schelhammer Capital Bank AG has failed to file a Form 3 or any Forms 4 or 5 since February 9, 1996.

“Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matter – Security Ownership

of Certain Beneficial Owners” for a discussion of Schelhammer Capital Bank AG’s current record ownership of our securities).

Code of Ethics applies to all our executive officers and is available on our website at www.perma-fix.com .

If any amendments

are made to the Code of Ethics or any grants of waivers are made to any provision of the Code of Ethics to any of our executive

officers, we will promptly disclose the amendment or waiver and nature of such amendment or waiver on our website at the same

following table summarizes the total compensation paid or earned by each of the named executive officers (“NEOs”)

for the fiscal years ended December 31, 2020 and 2019.

If any amendments are

made to the Code of Ethics or any grants of waivers are made to any provision of the Code of Ethics to any of our executive officers,

we will promptly disclose the amendment or waiver and nature of such amendment or waiver on our website at the same web address.

EXECUTIVE COMPENSATION

following table summarizes the total compensation paid or earned by each of the named executive officers (“NEOs”) for the

fiscal years ended December 31, 2021 and 2020.

and Principal Position

5 unchanged sentences

of Waste Treatment Operations

January 16, 2020, the Board appointed Mr.

Lombardo to the position of EVP of Nuclear and Technical Services and an executive

officer of the Company.

Previously, Mr.

Lombardo held the position of SVP of Nuclear and Technical Services (within the Services

As the EVP of Nuclear and Technical Services, Mr.

Lombardo’s annual base salary was increased to $280,000,

effective January 1, 2020.

July 22, 2020, the Board appointed Mr.

Grondin to the position of EVP of Waste Treatment Operations and an executive officer

of the Company.

Previously, Mr.

Grondin held the position of Vice President of Western Operations.

As the EVP of Waste Treatment

Operations, Mr.

Grondin’s annual base salary was increased to $240,000, effective July 22, 2020.

a discretionary bonus earned by Mr.

Lombardo which was approved by the Company’s Compensation Committee and which is

to be paid upon payment of the compensation earned under Mr.

Lombardo’s 2020 MIP as described in footnote (6) below.

a discretionary bonus earned by Mr.

Grondin which was approved by the Company’s CEO and paid in May 2020.

See also footnote

the aggregate grant date fair value of awards computed in accordance with ASC 718, “Compensation –

Stock Compensation.”

Assumptions used in the calculation of this amount are included in “Note 7 –

Capital Stock, Stock Plans, Warrants

and Stock Based Compensation”

to “Notes to Consolidated Financial Statement.”

performance compensation earned under the Company’s Management Incentive Plan (“MIP”).

The MIP for each

individual in the table is described under the heading “2020 MIPs.”

Compensation earned under the 2020 MIPs is

to be paid on or about 90 days after year-end, or sooner based on final Form 10-K filing.

performance compensation earned under the Company’s 2019 MIP.

As discussed above, Mr.

Lombardo was named an executive

officer of the Company effective January 16, 2020.

Lombardo had a MIP for 2019 as the SVP of Nuclear and Technical Services,

prior to his election as an executive officer by the Board on January 16, 2020.

Lombardo’s MIP as SVP of Nuclear

and Technical Services was subject to the approval of the CEO.

Grondin did not have a MIP for 2019 but earned a bonus

which is described in footnote (4) above.

Compensation earned under the MIPs for 2019 was paid by the Company at the end of

amount shown includes a monthly automobile allowance, insurance premiums (health, disability and life) paid by the Company

on behalf of the NEO, and 401(k) matching contributions.

a discretionary bonus earned by the executive for fiscal year 2020 which was approved by the Company’s Compensation Committee

and which was paid in July 2021.

the aggregate grant date fair value of awards computed in accordance with ASC 718, “Compensation – Stock Compensation.”

Assumptions used in the calculation of this amount are included in “Note 6 – Capital Stock, Stock Plans, Warrants and

Stock Based Compensation” to “Notes to Consolidated Financial Statement.”

performance compensation earned under the Company’s 2020 Management Incentive Plan (“MIP”) which was paid in July

amount shown includes a monthly automobile allowance, insurance premiums (health, disability and life) paid by the Company on behalf

of the NEO, and 401(k) matching contributions.

Louis Centofanti

7 unchanged sentences

Exercise Price ($)

Expiration Date

Louis Centofanti

to each of the employment agreements between the Company and, respectively, Mark Duff, Ben Naccarato, Dr.

Lou Centofanti,

Andy Lombardo, and Richard Grondin, each dated July 22, 2020, in the event of a change in control, death of the executive

officer, the executive officer terminates his employment for “good reason”

or the executive officer is terminated

by the Company without cause, each outstanding option and award shall immediately become exercisable in full (see “Employment

Agreements”

below for further discussion of the event pursuant to which accelerated exercise of the respective NEO’s

outstanding options can arise).

stock option granted on May 15, 2016 under the Company’s 2010 Stock Option Plan.

The option has a contractual term of

six years with one-third yearly vesting over a three-year period.

stock option granted on July 27, 2017 under the Company’s 2017 Stock Option Plan.

The option has a contractual term

of six years with one-fifth yearly vesting over a five-year period.

stock option granted on January 17, 2019 under the Company’s 2017 Stock Option Plan.

The option has a contractual term

of six years with one-fifth yearly vesting over a five-year period.

stock option granted on October 19, 2017 under the Company’s 2017 Stock Option Plan.

The option has a contractual term

of six years with one-fifth yearly vesting over a five-year period.

table below reflects options exercised by our NEO’s in 2020.

on Exercise (#)

Exercise ($) (1)

value determined based on the difference between (a) the total proceeds received by the Company from the exercise of options

for the purchase of 2,000 shares of the Company’s Common Stock at $3.15 per share, and (b) the market value ($7.00 per

share) of the 2,000 shares of the Company’s Common Stock acquired by Mr.

Lombardo on the date of the exercise of the

July 22, 2020, each of the NEOs entered into an employment agreement with the Company (each, an “Employment Agreement”

and, collectively, the “Employment Agreements”).

Each of the Employment Agreements, which are substantially identical,

provides for a specified annual base salary, which annual salary may be increased from time to time, but not reduced, as determined

by the Compensation Committee.

In addition, each of the NEOs is entitled to participate in the Company’s broad-based benefits

plans and to certain performance compensation payable under separate MIPs as approved by the Company’s Compensation Committee

The Company’s Compensation Committee and the Board approved individual 2020 MIPs on January 16, 2020 (which were

effective January 1, 2020 and applicable for the 2020 fiscal year) for each of Mark Duff, Ben Naccarato, Dr.

Option Expiration

Ben Naccarato

Louis Centofanti

and Andy Lombardo.

Additionally, the Compensation Committee and the Board approved a 2020 MIP for Richard Grondin on July 22,

2020 (which was effective January 1, 2020 and applicable for the 2020 fiscal year) (see discussion of each of the 2020 MIPs below

under “2020 MIPs”).

The Employment Agreements for each of Mark Duff, Dr.

Louis Centofanti, and Ben Naccarato replaced

existing employment agreements between the Company and each such individual originally entered into on September 8, 2017.

of the Employment Agreements is effective for three years from July 22, 2020 (the “Initial Term”) unless earlier terminated

Andy Lombardo

Richard Grondin

Pursuant to each of the employment agreements between the Company

and, respectively, Mark Duff, Ben Naccarato, Dr.

Louis Centofanti, Andy Lombardo, and Richard Grondin, each dated July 22, 2020, in the

event of a change in control, death of the executive officer, the executive officer terminates his employment for “good reason”

or the executive officer is terminated by the Company without cause, each outstanding option and award shall immediately become exercisable

in full (see “Employment Agreements” below for further discussion of the events pursuant to which accelerated exercise of

the respective NEO’s outstanding options can arise).

Incentive stock option granted on May 15, 2016 under the Company’s

2010 Stock Option Plan.

The option has a contractual term of six years with one-third yearly vesting over a three-year period.

Incentive stock option granted on July 27, 2017 under the Company’s

2017 Stock Option Plan.

The option has a contractual term of six years with one-fifth yearly vesting over a five-year period.

Incentive stock option granted on January 17, 2019 under the

Company’s 2017 Stock Option Plan.

The option has a contractual term of six years with one-fifth yearly vesting over a five-year

Incentive stock option granted on October 19, 2017 under the

Company’s 2017 Stock Option Plan.

The option has a contractual term of six years with one-fifth yearly vesting over a five-year

Incentive stock option granted on October 14, 2021under the

Company’s 2017 Stock Option Plan.

The option has a contractual term of six years with one-fifth yearly vesting over a five-year

of the Company’s NEOs exercised options in 2021.

of the NEOs entered into an employment agreement with the Company dated July 22, 2020 (each, an “Employment Agreement” and,

collectively, the “Employment Agreements”).

Each of the Employment Agreements, which are substantially identical, provides

for a specified annual base salary, which annual salary may be increased from time to time, but not reduced, as determined by the Compensation

In addition, each of the NEOs is entitled to participate in the Company’s broad-based benefits plans and to certain

performance compensation payable under separate MIPs as approved by the Company’s Compensation Committee and Board.

The Company’s

Compensation Committee and the Board approved individual 2021 MIPs on January 21, 2021 (which were effective January 1, 2021 and applicable

for the 2021 fiscal year) for each of the executive officers (see discussion of each of the 2021 MIPs below under “2021 MIPs”).

of the Employment Agreements is effective for three years from July 22, 2020 (the “Initial Term”) unless earlier terminated

by the Company or by the respective NEO.

At the end of the Initial Term of each Employment Agreement, each Employment Agreement

will automatically be extended for one additional year, unless at least six months prior to the expiration of the Initial Term,

the Company or the respective NEO provides written notice not to extend the terms of the Employment Agreement.

of the Employment Agreements provides that, if an NEO’s employment is terminated due to death/disability or for cause (as

defined in the agreements), the Company will pay to the NEO or to his estate an amount equal to the sum of any unpaid base salary,

accrued unused vacation time through the date of termination, any benefits due to the NEO under any employee benefit plan (the

“Accrued Amounts”) and any performance compensation payable pursuant to the MIP applicable to such NEO.

the NEO terminates his employment for “good reason”

(as defined in the agreements) or is terminated by the Company

without cause (including any such termination for “good reason”

or without cause within 24 months after a Change in

Control (as defined in the agreements), the Company will pay the NEO the Accrued Amounts, two years of full base salary, and two

times the performance compensation (under the NEO’s MIP) earned with respect to the fiscal year immediately preceding the

date of termination provided the performance compensation earned with respect to the fiscal year immediately preceding the date

of termination has not yet been paid.

If performance compensation earned with respect to the fiscal year immediately preceding

the date of termination has been paid to the NEO, the NEO will be paid an additional year of the performance compensation earned

with respect to the fiscal year immediately preceding the date of termination.

If the NEO terminates his employment for a reason

other than for good reason, the Company will pay to the executive an amount equal to the Accrued Amounts plus any performance

compensation payable pursuant to the MIP applicable to such NEO.

there is a Change in Control (as defined in the agreements), all outstanding stock options to purchase the common stock held by

the NEO will immediately become exercisable in full commencing on the date of termination through the original term of the options.

In the event of the death of an NEO, all outstanding stock options to purchase common stock held by the NEO will immediately become

exercisable in full commencing on the date of death, with such options exercisable for the lesser of the original option term

or twelve months from the date of the NEO’s death.

In the event an NEO terminates his employment for “good reason”

or is terminated by the Company without cause, all outstanding stock options to purchase common stock held by the NEO will immediately

become exercisable in full commencing on the date of termination, with such options exercisable for the lesser of the original

option term or within 60 days from the date of the NEO’s date of termination.

Severance benefits payable with respect to

a termination (other than Accrued Amounts) shall not be payable until the termination constitutes a “separation from service”

(as defined under Treasury Regulation Section 1.409A-1(h)).

following table sets forth the potential (estimated) payments and benefits to which each NEO would be entitled upon termination

of employment or following a Change in Control of the Company, as specified under each of their respective Employment Agreements

with the Company, assuming each circumstance described below occurred on December 31, 2020, the last day of our most recent fiscal

and Principal Position

Payment/Benefit

Executive for

$ 712,963 (1)

$ 107,010 (2)

$ 214,020 (3)

$ 253,300 (5)

$ 402,500 (4)

At the end of the Initial Term of each Employment Agreement, each Employment Agreement will

automatically be extended for one additional year, unless at least six months prior to the expiration of the Initial Term, the Company

or the respective NEO provides written notice not to extend the terms of the Employment Agreement.

of the Employment Agreements provides that, if an NEO’s employment is terminated due to death/disability or for cause (as defined

in the agreements), the Company will pay to the NEO or to his estate an amount equal to the sum of any unpaid base salary, accrued unused

vacation time through the date of termination, any benefits due to the NEO under any employee benefit plan (the “Accrued Amounts”)

and any performance compensation payable pursuant to the MIP applicable to such NEO.

the NEO terminates his employment for “good reason” (as defined in the agreements) or is terminated by the Company without

cause (including any such termination for “good reason” or without cause within 24 months after a Change in Control (as defined

in the agreements), the Company will pay the NEO the Accrued Amounts, two years of full base salary, and two times the performance compensation

(under the NEO’s MIP) earned with respect to the fiscal year immediately preceding the date of termination provided the performance

compensation earned with respect to the fiscal year immediately preceding the date of termination has not yet been paid.

If performance

compensation earned with respect to the fiscal year immediately preceding the date of termination has been paid to the NEO, the NEO will

be paid an additional year of the performance compensation earned with respect to the fiscal year immediately preceding the date of termination.

If the NEO terminates his employment for a reason other than for good reason, the Company will pay to the executive an amount equal to

the Accrued Amounts plus any performance compensation payable pursuant to the MIP applicable to such NEO.

there is a Change in Control (as defined in the agreements), all outstanding stock options to purchase the common stock held by the NEO

will immediately become exercisable in full commencing on the date of termination through the original term of the options.

of the death of an NEO, all outstanding stock options to purchase common stock held by the NEO will immediately become exercisable in

full commencing on the date of death, with such options exercisable for the lesser of the original option term or twelve months from

the date of the NEO’s death.

In the event an NEO terminates his employment for “good reason” or is terminated by the

Company without cause, all outstanding stock options to purchase common stock held by the NEO will immediately become exercisable in

full commencing on the date of termination, with such options exercisable for the lesser of the original option term or within 60 days

from the date of the NEO’s date of termination.

Severance benefits payable with respect to a termination (other than Accrued Amounts)

shall not be payable until the termination constitutes a “separation from service” (as defined under Treasury Regulation

Section 1.409A-1(h)).

Payments Upon Termination or Change in Control

following table sets forth the potential (estimated) payments and benefits to which each NEO would be entitled upon termination of employment

by the NEO for “good reason” or by the Company “without cause,” or following a Change in Control of the Company,

as specified under each of their respective Employment Agreements with the Company, assuming each circumstance described below occurred

on December 31, 2021, the last day of our most recent fiscal year.

Such potential payments include any Accrued Amounts (accrued base

salary earned for 2021 but paid in 2022, as well as accrued unused vacation/sick time and other vested benefits under the Company plans

in which he/she participates).

The NEO is not entitled to payment of any benefits upon termination for cause or resignation without good

reason other than for Accrued Amounts.

By Executive for

Good Reason or by

Name and Principal Position

Company Without

Change in Control

Potential Payment/Benefit

of the Company

President and CEO

Base salary and Accrued Amounts

$ 717,121 (1)

Performance compensation

Stock Options

$ 465,500 (3)

Ben Naccarato

Base salary and Accrued Amounts

$ 617,044 (1)

Performance compensation

Stock Options

$ 181,700 (3)

1 unchanged sentence

Louis Centofanti

of Strategic Initiatives

$ 166,967 (6)

$ 633,639 (1)

$ 143,336 (3)

$ 158,300 (4)

of Nuclear and Technical Services

EVP of Strategic Initiatives

Base salary and Accrued Amounts

$ 624,380 (1)

Performance compensation

Stock Options

$ 181,700 (3)

of Waste Treatment Operations

Andy Lombardo

EVP of Nuclear and Technical Services

Base salary and Accrued Amounts

$ 591,222 (1)

Performance compensation

Stock Options

Richard Grondin

EVP of Waste Treatment Operations

Base salary and Accrued Amounts

$ 569,218 (1)

two times the base salary of the NEO at December 31, 2020 plus “Accrued Amounts”

noted in footnote (6) below.

performance compensation earned for fiscal year 2020 (see “2020 MIPs”

Pursuant to each MIP, performance

compensation is to be paid about 90 days after year-end, or sooner based on final Form 10-K filing.

two times the performance compensation earned for fiscal year 2020 (see “2020 MIPs”

Pursuant to the MIP,

performance compensation is to be paid about 90 days after fiscal year-end, or sooner based on final Form 10-K filing.

is calculated based on the difference between the exercise price of each option and the market value of the Company’s

Common Stock per share (as reported on the NASDAQ) at December 31, 2020 times the number of options outstanding at December

is calculated based on the difference between the exercise price of each option and the market value of the Company’s

Common Stock per share (as reported on the NASDAQ) at December 31, 2020 times the number of options vested at December 31,

accrued base salary earned for 2020 but paid in 2021, as well as accrued unused vacation/sick time and benefits (defined as

“Accrued Amounts”

in each of the respective per the Employment Agreement).

Performance compensation

Stock Options

two times the base salary of the NEO at December 31, 2021 plus “Accrued Amounts.”

two times the performance compensation earned for fiscal year 2021 which was $0 (see “2021 MIPs” below).

is calculated based on the difference between the exercise price of each option and the market value of the Company’s Common

Stock per share (as reported on the NASDAQ) at December 31, 2021 times the number of options outstanding at December 31, 2021.

excludes options which were out-of-the-money at December 31, 2021.

Executive Compensation Components

4 unchanged sentences

and other benefits;

on the amounts set forth in the Summary Compensation table, during 2020, salary accounted for approximately 69.7% of the total

compensation of our NEOs, while equity option awards, MIP compensation, and other compensation accounted for approximately 30.3%

of the total compensation of the NEOs.

on the amounts set forth in the Summary Compensation table, during 2021, salary accounted for approximately 67.4% of the total compensation

of our NEOs, while equity option awards, MIP compensation, and other compensation accounted for approximately 32.6% of the total compensation

NEOs, other officers, and other employees of the Company receive a base annual salary.

Base salary ranges for executive officers

are determined for each executive based on his or her position and responsibility by using market data and comparisons to companies

in similar industry.

Base salary ranges for executive officers are

determined for each executive based on his or her position and responsibility by using market data and comparisons to similar companies

within the business segments in which the Company operates.

its review of base salaries for executives, the Compensation Committee primarily considers:

data and comparisons to companies in similar industry;

review of the executive’s compensation, both individually and relative to other officers;

data and comparisons to similar companies within the business segments in which the Company operates;

review of the executive’s compensation, both individually and relative to other officers;

performance of the executive.

levels are typically considered annually as part of the performance review process as well as upon a promotion or other change

in job responsibility.

Merit-based salary increases for executives are based on the Compensation Committee’s assessment

of the individual’s performance.

The base salary and potential annual base salary adjustments for the NEOs are set forth

in their respective employment agreements.

On January 16, 2020, the Compensation Committee and the Board approved a base salary

increase for each of the following individuals, which became effective January 1, 2020:

(a) approximately $57,400 increase from

$287,000 to $344,400 for Mark Duff, CEO and President;

(b) approximately $44,769 increase from $235,231 to $280,000 for Ben Naccarato

who was named EVP and CFO from VP and CFO;

and (c) approximately $21,338 increase from $258,662 to $280,000 for Andy Lombardo,

who was named an executive officer of the Company effective January 16, 2020 and appointed to the position of EVP of Nuclear and

Technical Services from SVP of Nuclear and Technical Services.

Lou Centofanti, EVP of Strategic Initiatives, was approved a base

salary increase of 1.9%, effective January 1, 2020 (from $228,985 to $233,336).

As a result of Richard Grondin’s promotion

to EVP of Waste Treatment and being named an executive officer of the Company, his annual salary was increased from $208,000 as

the Vice President of Western Operations to $240,000, effective July 22, 2020.

In February 2021, the Compensation Committee approved

a cost of living adjustment of approximately 2.3% of each NEO’s base salary, effective April 1, 2021.

levels are typically considered annually as part of the performance review process as well as upon a promotion or other change in job

responsibility.

Merit-based salary increases for executives are based on the Compensation Committee’s assessment of the individual’s

The base salary and potential annual base salary adjustments for the NEOs are set forth in their respective employment agreements.

On January 20, 2022, the Compensation Committee and the Board approved a cost of living increase of 6.4% to each NEO’s annual base

salary, effective January 1, 2022.

Such increase was reflected in each of the 2022 MIPs as described below.

Performance-Based

Incentive Compensation

Compensation Committee has the latitude to design cash and equity-based incentive compensation programs to promote high performance

and achievement of our corporate objectives by directors and the NEOs, encourage the growth of stockholder value and enable employees

to participate in our long-term growth and profitability.

The Compensation Committee may grant stock options and/or performance

Compensation Committee has the latitude to design cash and equity-based incentive compensation programs to promote high performance and

achievement of our corporate objectives by directors and the NEOs, encourage the growth of stockholder value and enable employees to

participate in our long-term growth and profitability.

The Compensation Committee may grant stock options and/or performance bonuses.

In granting these awards, the Compensation Committee may establish any conditions or restrictions it deems appropriate.

In addition, the CEO has discretionary authority to grant stock options to certain high-performing executives or officers, subject

to the approval of the Compensation Committee.

The exercise price for each stock option granted is at or above the market price

of our Common Stock on the date of grant.

Stock options may be awarded to newly hired or promoted executives at the discretion

the CEO has discretionary authority to grant stock options to certain high-performing executives or officers, subject to the approval

of the Compensation Committee.

Grants of stock options to eligible newly hired executive officers are generally made at the next

regularly scheduled Compensation Committee meeting following the hire date.

January 16, 2020, the Board and the Compensation Committee approved individual MIPs for the CEO, CFO, EVP of Strategic Initiatives

and EVP of Nuclear and Technical Services.

Additionally, on July 22, 2020, the Board and the Compensation Committee approved a

MIP for the EVP of Treatment Waste Operations in connection with his appointment to such position on that date.

The MIPs were

effective January 1, 2020 and applicable for the 2020 fiscal year.

Each MIP provides guidelines for the calculation of annual

cash incentive-based compensation, subject to Compensation Committee oversight and modification.

Each MIP awarded cash compensation

based on achievement of performance thresholds, with the amount of such compensation established as a percentage of the executive’s

2020 annual base salary.

The potential target performance compensation ranged from 5% to 150% of the base salary for the CEO ($17,220

to $516,600), 5% to 100% of the base salary for the CFO ($14,000 to $280,000), 5% to 100% of the base salary for the EVP of Strategic

Initiatives ($11,667 to $233,336), 5% to 100% of the base salary for the EVP of Nuclear and Technical Services ($14,000 to $280,000)

and 5% to 100% of the base salary for the EVP of Waste Treatment Operations ($12,000 to $240,000).

compensation, if any, is to be paid on or about 90 days after year-end, or sooner, based on final Form 10-K filing.

The exercise price for each stock option granted is at or above the market price of our Common Stock on

the date of grant.

Stock options may be awarded to newly hired or promoted executives at the discretion of the Compensation Committee.

Grants of stock options to eligible newly hired executive officers are generally made at the next regularly scheduled Compensation Committee

meeting following the hire date.

January 21, 2021, the Compensation Committee and the Board approved individual MIP for the calendar year 2021 for each of the Company’s

Each of the MIPs was effective January 1, 2021 and applicable for the 2021 fiscal year.

Each MIP provides guidelines for the calculation

of annual cash incentive-based compensation, subject to Compensation Committee oversight and modification.

performance compensation payable under each MIP was based upon meeting certain of the Company’s separate target objectives during

2021 as described in each of the MIPs below.

The Compensation Committee believe performance compensation payable under each of the MIPs

should be based on achievement of an EBITDA (earnings before interest, taxes, depreciation and amortization) target, a non- GAAP (“Generally

Accepted Accounting Principles”) financial measurement, as the Company believes that this target provides a better indicator of

operating performance as it excludes certain non-cash items.

EBITDA has certain limitations as it does not reflect all items of income

or cash flows that affect the Company’s financial performance under GAAP.

targets set forth in each of 2021 MIPs took into account the Board-approved budget for 2021 as well as the Compensation Committee’s

expectation for performance that in its estimation would warrant payment of incentive cash compensation.

In formulating certain targets,

the Compensation Committee and the Board considered 2020 results, economic conditions, potential continued impact of COVID-19 and forecasts

for 2021 government spending.

compensation, if any, was to be paid on or about 90 days after year-end, or sooner, based on final Form 10-K filing.

The Compensation

Committee retains the right to modify, change or terminate each MIP and may adjust the various target amounts described below,

at any time and for any reason.

total performance compensation paid to the CEO, CFO, EVP of Strategic Initiatives, EVP of Nuclear and Technical Services and EVP

of Waste Treatment Operations as a group is not to exceed 50% of the Company’s pre-tax net income computed prior to the

calculation of performance compensation.

following describes the principal terms of the respective 2020 MIP applicable to each NEO:

performance compensation for fiscal 2020 was based upon meeting corporate revenue, EBITDA, health and safety, and environmental

compliance (permit and license violations) objectives for fiscal 2020, all with respect to the Company’s operations.

Compensation Committee believes performance compensation payable under each of the 2020 MIPs as discussed herein and below should

be based on achievement of an EBITDA target, which excludes certain non-cash items, as this target provides a better indicator

of operating performance.

However, EBITDA has certain limitations as it does not reflect all items of income or cash flows that

affect the Company’s financial performance under GAAP.

At achievement of 60% to 110% of each of the revenue and EBITDA targets,

the potential performance compensation was payable at 5% to 50% of the 2020 base salary, weighted 60% based on the EBITDA goal,

10% on the revenue goal, and 15% on the number of health and safety claim incidents that occurred during fiscal 2020, with the

remaining 15% on the number of notices alleging environmental, health or safety violations under our permits or licenses that

occurred during the fiscal 2020.

Upon achievement of 111% to 150%+ of each of the revenue and EBITDA targets, the potential performance

compensation was payable at 75% to 150% of the CEO’s 2020 base salary, based on the four objectives noted above, with the

payment of such performance compensation weighted more heavily toward the EBITDA objective.

Each of the revenue and EBITDA components

was based on the Board-approved revenue target and EBITDA target.

The 2020 target performance incentive compensation for the CEO

was as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Committee retained the right to modify, change or terminate each MIP and may adjust the various target amounts described below, at any

time and for any reason.

total performance compensation that was to be paid to the NEOs under the MIPs was not to exceed 50% of the Company’s pre-tax net

income prior to the calculation of performance compensation.

following schedules reflect performance compensation payable under each of the MIPs, along with descriptions of the target objectives.

No performance compensation was earned under any of the MIPs for 2021.

In February 2021, the Compensation Committee approved a cost of

living increase of 2.3% to each NEO’s annual base salary, effective April 1, 2021.

This increase was not reflected in the annualize

base pay below for each of the 2021 MIPs as approved on January 21, 2021:

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2020 financial

The percentage achieved was determined by comparing the actual consolidated revenue for 2020 to the Board approved

Revenue Target for 2020, which was $86,201,000.

The Board reserved the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2020, which was $6,913,000.

The Board reserved the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target was based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller submitted a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims were identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds was established for the annual Incentive Compensation Plan calculation for 2020.

Target Achieved

or License Violations incentive was earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

was defined as an official communication during 2020 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which resulted in a facility’s implementation of corrective action(s).

License Violations

Target Objectives

Target Achieved

performance incentive compensation was payable for achieving the health and safety, permit and license violation, and revenue

targets unless a minimum of 60% of the EBITDA Target was achieved.

performance compensation for fiscal 2020 was based upon meeting corporate revenue, EBITDA, health and safety, and environmental

compliance (permit and license violations) objectives for fiscal 2020, all with respect to the Company’s operations.

achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance compensation was payable at 5%

to 50% of the 2020 base salary, weighted 75% based on EBITDA goal, 10% on the revenue goal, and 7.5% on the number of health and

safety claim incidents that occurred during fiscal 2020, with the remaining 7.5% on the number of notices alleging environmental,

health or safety violations under our permits or licenses that occurred during the fiscal 2020.

Upon achievement of 111% to 150%+

of each of the revenue and EBITDA targets, the potential performance compensation was payable at 65% to 100% of the CFO’s

2020 base salary, based on the four objectives noted above, with the payment of such performance compensation weighted more heavily

toward the EBITDA objective.

Each of the revenue and EBITDA components was based on the Board-approved revenue target and EBITDA

The 2020 target performance incentive compensation for the CEO was as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2020 financial

The percentage achieved was determined by comparing the actual consolidated revenue for 2020 to the Board approved

Revenue Target for 2020, which was $86,201,000.

The Board reserved the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2020, which was $6,913,000.

The Board reserved the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target was based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller submitted a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims were identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds was established for the annual Incentive Compensation Plan calculation for 2020.

or License Violations incentive was earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

was defined as an official communication during 2020 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which resulted in a facility’s implementation of corrective action(s).

License Violations

Target Objectives

Target Achieved

performance incentive compensation was payable for achieving the health and safety, permit and license violation, and revenue

targets unless a minimum of 60% of the EBITDA Target was achieved.

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

of Strategic Initiatives MIP:

2020 performance compensation plan for the EVP of Strategic Initiative was based upon meeting corporate revenue, EBITDA, health

and safety, and environmental compliance (permit and license violations) objectives for fiscal 2020, all with respect to the Company’s

At achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance compensation was

payable at 5% to 50% of the 2020 base salary, weighted 75% based on EBITDA goal, 10% on revenue goal, and 7.5% on the number of

health and safety claim incidents that occurred during fiscal 2020, with the remaining 7.5% on the number of notices alleging

environmental, health or safety violations under our permits or licenses that occurred during fiscal 2020.

Upon achievement of

111% to 150%+ of each of the revenue and EBITDA targets, the potential performance compensation was payable at 65% to 100% of

the EVP of Strategic Initiative’s 2020 base salary, based on the four objectives noted above, with the payment of such performance

compensation weighted more heavily toward the EBITDA objective.

Each of the revenue and EBITDA components was based on the Board-approved

revenue target and EBITDA target.

The 2020 target performance incentive compensation for the EVP of Strategic Initiatives was

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

1 unchanged sentence

OF STRATEGIC INITIATIVES MIP MATRIX

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2020 financial

The percentage achieved was determined by comparing the actual consolidated revenue for 2020 to the Board approved

Revenue Target for 2020, which was $86,201,000.

The Board reserved the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2020, which was $6,913,000.

The Board reserved the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target was based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller submitted a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims were identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds was established for the annual Incentive Compensation Plan calculation for 2020.

or License Violations incentive was earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

was defined as an official communication during 2020 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which resulted in a facility’s implementation of corrective action(s).

License Violations

Target Achieved

performance incentive compensation was payable for achieving the health and safety, permit and license violation, and revenue

targets unless a minimum of 60% of the EBITDA Target was achieved.

of Nuclear and Technical Services MIP:

2020 performance compensation plan for the EVP of Nuclear and Technical Services was based upon meeting corporate revenue, EBITDA,

health and safety compliance, and Cost Performance Index (“CPI”) (a metric used in measuring project performance)

objectives for fiscal 2020, all with respect to the Company’s operations.

At achievement of 60% to 110% of each of the revenue

and EBITDA targets, the potential performance compensation was payable at 5% to 50% of the 2020 base salary, weighted 60% based

on the EBITDA goal, 10% on the revenue goal, and 15% on the number of health and safety claim incidents that occur during fiscal

2020, with the remaining 15% on CPI metric goals.

Upon achievement of 111% to 150%+ of each of the revenue and EBITDA targets,

the potential performance compensation was payable at 65% to 100% of the SVP of Nuclear and Technical Services’

salary, based on the four objectives noted above, with the payment of such performance compensation weighted more heavily toward

the EBITDA objective.

Each of the revenue and EBITDA components was based on the Board-approved revenue target and the EBITDA

The 2020 target performance incentive compensation for the EVP of Nuclear and Technical Services was as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

OF NUCLEAR & TECHNICAL SERVICES MIP MATRIX

Target Achieved

& Safety (3) (5)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2020 financial

The percentage achieved was determined by comparing the actual consolidated revenue for 2020 to the Board approved

Revenue Target for 2020, which was $86,201,000.

The Board reserved the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2020, which was $6,913,000.

The Board reserved the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive target was based upon the actual number of Worker’s Compensation Lost Time Accidents in

the Company’s Services Segment, as provided by the Company’s Worker’s Compensation carrier.

The Corporate

Controller submitted a report on a quarterly basis documenting and confirming the number of Worker’s Compensation Lost

Time Accidents, supported by the Worker’s Compensation Loss Report provided by the company’s carrier or broker.

Such claims were identified on the loss report as “indemnity claims.”

The following number of Worker’s Compensation

Lost Time Accidents and corresponding Performance Target Thresholds was established for the annual Incentive Compensation

Plan calculation for 2020.

Target Objectives

Target Achieved

incentive was earned/determined by maintaining project performance metrics for all Firm Fixed Price task orders and projects

to include monitoring CPI based on recognized earned value calculations.

As defined through monthly project reviews, all CPI

metrics should exceed 1.0 for Nuclear Services Projects.

A cumulative CPI (CCPI) was calculated from all fixed cost contracts.

The following CCPI and corresponding Performance Target Thresholds were established for annual incentive compensation plan

calculation for 2020.

performance incentive compensation was payable for achieving the health and safety, and CPI, and revenue targets unless a

minimum of 60% of the EBITDA Target was achieved.

of Waste Treatment Operations:

2020 performance compensation plan for the EVP of Waste Treatment Operations was based upon meeting corporate revenue, EBITDA,

health and safety, and environmental compliance (permit and license violations) objectives for fiscal 2020, all with respect to

the Company’s operations.

At achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance

compensation was payable at 5% to 50% of the 2020 base salary, weighted 60% based on EBITDA goal, 10% on revenue goal, and 15%

on the number of health and safety claim incidents that occurred during fiscal 2020, with the remaining 15% on the number of notices

alleging environmental, health or safety violations under our permits or licenses that occurred during fiscal 2020.

Upon achievement

of 111% to 150%+ of each of the revenue and EBITDA targets, the potential performance compensation was payable at 65% to 100%

of the EVP of Waste Treatment Waste Operation’s 2020 base salary, based on the four objectives noted above, with the payment

of such performance compensation weighted more heavily toward the EBITDA objective.

Each of the revenue and EBITDA components

was based on the Board-approved revenue target and EBITDA target.

The 2020 target performance incentive compensation for the EVP

of Waste Treatment Operations was as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

of Waste Treatment Operations MIP:

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

1 unchanged sentence

OF WASTE TREATMENT OPERATIONS MIP MATRIX

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2020 financial

The percentage achieved was determined by comparing the actual consolidated revenue for 2020 to the Board approved

Revenue Target for 2020, which was $86,201,000.

The Board reserved the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2020, which was $6,913,000.

The Board reserved the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target was based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller submitted a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims were identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds was established for the annual Incentive Compensation Plan calculation for 2020.

or License Violations incentive was earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

was defined as an official communication during 2020 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which resulted in a facility’s implementation of corrective action(s).

License Violations

Target Achieved

performance incentive compensation was payable for achieving the health and safety, permit and license violation, and revenue

targets unless a minimum of 60% of the EBITDA Target was achieved.

discussed above, 2020 MIPs approved by the Board and the Compensation Committee for the CEO, CFO, EVP of Strategic Initiatives,

EVP of Nuclear and Technical Services and EPV of Waste Treatment Operations provided for the award of cash compensation based

on achievement of performance targets which included revenue and EBITDA targets as approved by our Board.

The 2020 MIP revenue

target of $86,201,000 and EBITDA target of $6,913,000 were set by the Compensation Committee taking into account the Board-approved

budget for 2020 as well as the committee’s expectations for performance that in its estimation would warrant payment of

incentive cash compensation.

In formulating the revenue target of $86,201,000, the Board considered 2019 results, economic conditions,

and forecasts for 2020 government (U.S DOE) spending.

The Compensation Committee believed the performance targets were likely

to be achieved, but not assured.

following tables set forth the MIP compensation earned by the CEO, CFO, EVP of Strategic Initiatives, EVP of Nuclear and Technical

Services and EVP of Waste Treatment Operations for fiscal year 2020.

Performance Target

MIP Compensation

Target Objectives

Threshold Achieved

Health & Safety

Permit & License Violations

Total Performance Compensation

Performance Target

MIP Compensation

Target Objectives:

Threshold Achieved

Health & Safety

Permit & License Violations

Total Performance Compensation

EVP of Strategic Initiatives

Performance Target

MIP Compensation

Target Objectives:

Threshold Achieved

Health & Safety

Permit & License Violations

Total Performance Compensation

EVP of Nuclear and Technical Services

Performance Target

MIP Compensation

Target Objectives:

Threshold Achieved

Health & Safety

Total Performance Compensation

EVP of Waste Treatment Operations

Performance Target

MIP Compensation

Target Objectives:

Threshold Achieved

Target Achieved

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License Violations

Total Performance Compensation

January 21, 2021, the Company Compensation Committee and the Board approved individual MIPs for the calendar year 2021 for the

CEO, CFO, EVP of Strategic Initiatives, EVP of Nuclear and Technical Services and EVP of Waste Treatment Operations.

are effective January 1, 2021 and applicable for the 2021 fiscal year.

Each MIP provides guidelines for the calculation of annual

cash incentive-based compensation, subject to Compensation Committee oversight and modification.

Each MIP awards cash compensation

based on achievement of performance thresholds, with the amount of such compensation established as a percentage of base salary

at the time of the approval of the MIP.

The potential target performance compensation ranges from 5% to 150% of the 2021 base

salary for the CEO ($17,220 to $516,600), 5% to 100% of the 2021 base salary for the CFO ($14,000 to $280,000), 5% to 100% of

the 2021 base salary for the EVP of Strategic Initiatives ($11,667 to $233,336), 5% to 100% of the 2021 base salary for the EVP

of Nuclear and Technical Services ($14,000 to $280,000) and 5% to 100% ($12,000 to $240,000) of the 2021 base salary for the EVP

of Waste Treatment Operations.

compensation, if any, is to be paid on or about 90 days after year-end, or sooner, based on final Form 10-K filing.

The Compensation

Committee retains the right to modify, change or terminate each MIP and may adjust the various target amounts described below,

at any time and for any reason.

Subsequent to the approval of the MIPs for fiscal year 2021 on January 21, 2021 as described below,

in February 2021, the Compensation Committee approved a cost of living adjustment of approximately 2.3% of each NEO’s base

salary, effective April 1, 2021.

As such, compensation payable, if any, under each of the MIPs for fiscal year 2021 as discussed

below for our NEOs will be adjusted accordingly to reflect this cost of living adjustment.

total performance compensation, if any, to be paid to the CEO, CFO, EVP of Strategic Initiatives, EVP of Nuclear and Technical

Services and EVP of Waste Treatment Operations is not to exceed 50% of the Company’s pre-tax net income prior to the calculation

of performance compensation.

following describes the principal terms of each 2021 MIP as approved on January 21, 2021:

performance compensation for 2021 is based upon meeting corporate revenue, EBITDA, health and safety, and environmental compliance

(permit and license violations) objectives for fiscal year 2021, all with respect to the Company’s operations.

At achievement

of 60% to 110% of each of the revenue and EBITDA targets, the potential performance compensation is payable at 5% to 50% of the

CEO’s 2021 base salary, weighted 60% based on the EBITDA goal, 10% on the revenue goal, and 15% on the number of health

and safety claim incidents that occur during fiscal 2021, with the remaining 15% on the number of notices alleging environmental,

health or safety violations under our permit or licenses that occur during the fiscal 2021.

Upon achievement of 111% to 150%+

of each of the revenue and EBITDA targets, the potential performance compensation is payable at 75% to 150% of the CEO’s

2021 base salary, based on the four objectives noted above, with the payment of such performance compensation weighted more heavily

toward the EBITDA objective.

Each of the revenue and EBITDA components is based on our Board-approved revenue target and EBITDA

The 2021 target performance incentive compensation for our CEO is as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

of Nuclear and Technical Services MIP:

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial

The percentage achieved is determined by comparing the actual consolidated revenue for 2021 to the Board approved

Revenue Target for 2021, which is $101,810,000.

The Board reserves the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved is determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2021, which is $3,623,000.

The Board reserves the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target is based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller will submit a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims will be identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds has been established for the annual Incentive Compensation Plan calculation for 2021.

OF NUCLEAR & TECHNICAL SERVICES MIP MATRIX

Target Objective

Target Achieved

or License Violations incentive is earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

is defined as an official communication during 2021 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which results in a facility’s implementation of corrective action(s).

Revenue (1) (6)

Health & Safety (3) (6)

was defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial statements.

The percentage achieved was determined by comparing the actual consolidated revenue for 2021 to the Board approved Revenue target

was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations, including

The percentage achieved was determined by comparing the actual EBITDA to the Board approved EBITDA target for 2021.

Health and Safety incentive was based upon the actual number of Worker’s Compensation Lost Time Accidents in the Company’s

Services Segment, as provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller submitted a report

on a quarterly basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the Company’s carrier or broker.

Such claims were identified on the loss report as “indemnity

claims.” The following number of Worker’s Compensation Lost Time Accidents and corresponding performance target thresholds

was established for the annual Incentive Compensation Plan calculation for 2021.

or License Violations incentive was earned/determined according to the scale set forth below:

An “official notice of non-compliance”

was defined as an official communication during 2021 from a local, state, or federal regulatory authority alleging one or more violations

of an otherwise applicable Environmental, Health or Safety requirement or permit provision, which resulted in a facility’s

implementation of corrective action(s).

License Violations

Target Achieved

performance incentive compensation will be payable for achieving the health and safety, permit and license violation, and

revenue targets unless a minimum of 60% of the EBITDA Target is achieved.

performance compensation for fiscal 2021 is based upon meeting corporate revenue, EBITDA, health and safety, and environmental

compliance (permit and license violations) objectives for fiscal 2021, all with respect to the Company’s operations.

achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance compensation is payable at 5%

to 50% of the 2021 base salary, weighted 75% based on EBITDA goal, 10% on the revenue goal, and 7.5% on the number of health and

safety claim incidents that occur during fiscal 2021, with the remaining 7.5% on the number of notices alleging environmental,

health or safety violations under our permits or licenses that occur during the fiscal 2021.

Upon achievement of 111% to 150%+

of each of the revenue and EBITDA targets, the potential performance compensation is payable at 65% to 100% of the CFO’s

2021 base salary, based on the four objectives noted above, with the payment of such performance compensation weighted more heavily

toward the EBITDA objective.

Each of the revenue and EBITDA components is based on the Board-approved revenue target and EBITDA

The 2021 target performance incentive compensation for the CEO is as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Performance Index (“CPI” – a metric used in measuring project performance) incentive was earned/determined by maintaining

project performance metrics for all Firm Fixed Price task orders and projects to include monitoring CPI based on recognized earned

value calculations.

As defined through monthly project reviews, all CPI metrics should exceed 1.0 for Nuclear Services Projects.

A cumulative CPI (“CCPI”) was calculated from all fixed cost contracts.

The following CCPI and corresponding performance

target thresholds were established for annual incentive compensation plan calculation for 2021.

performance incentive compensation was payable for achieving the target objective unless a minimum of 60% of the EBITDA target objective

was achieved.

January 20, 2022, the Compensation Committee and the Board approved individual MIPs for the calendar year 2022 for each of the NEOs.

Each of the MIPs was effective January 1, 2022.

performance compensation payable under each MIP was based upon meeting certain of the Company’s separate target objectives during

2022 as described in each of the MIPs below.

targets set forth in each of the 2022 MIPs take into account the Board-approved budget for 2022 as well as the Compensation Committee’s

expectation for performance that in its estimation would warrant payment of incentive cash compensation.

In formulating certain targets,

the Compensation Committee and the Board considered 2021 results, economic conditions, potential continued impact of COVID-19 and forecasts

for 2022 government spending.

compensation amounts under the 2022 MIPs are to be paid on or about 90 days after year-end, or sooner, based on finalization of our audited

financial statements for 2022.

Compensation Committee retains the right to modify, change or terminate each MIP and may adjust the various target amounts described

below, at any time and for any reason.

total to be paid to the NEOs under the MIPs shall not exceed 50% of the Company’s pre-tax net income prior to the calculation of

performance compensation.

following schedules reflect performance compensation payable under each of the MIPs, along with a description of the target objectives.

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

Target Objectives

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial

The percentage achieved is determined by comparing the actual consolidated revenue for 2021 to the Board approved

Revenue Target for 2021, which is $101,810,000.

The Board reserves the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved is determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2021, which is $3,623,000.

The Board reserves the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target is based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller will submit a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims will be identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds has been established for the annual Incentive Compensation Plan calculation for 2021.

or License Violations incentive is earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

is defined as an official communication during 2021 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which results in a facility’s implementation of corrective action(s).

License Violations

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

Target Objectives

Target Achieved

performance incentive compensation will be payable for achieving the health and safety, permit and license violation, and

revenue targets unless a minimum of 60% of the EBITDA Target is achieved.

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

of Strategic Initiatives MIP:

of Strategic Initiatives performance compensation for fiscal 2021 is based upon meeting corporate revenue, EBITDA, health and

safety, and environmental compliance (permit and license violations) objectives for fiscal 2021, all with respect to the Company’s

At achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance compensation is

payable at 5% to 50% of the 2021 base salary, weighted 75% based on EBITDA goal, 10% on the revenue goal, and 7.5% on the number

of health and safety claim incidents that occur during fiscal 2021, with the remaining 7.5% on the number of notices alleging

environmental, health or safety violations under our permits or licenses that occur during the fiscal 2021.

Upon achievement of

111% to 150%+ of each of the revenue and EBITDA targets, the potential performance compensation is payable at 65% to 100% of the

EVP of Strategic Initiative’s 2021 base salary, based on the four objectives noted above, with the payment of such performance

compensation weighted more heavily toward the EBITDA objective.

Each of the revenue and EBITDA components is based on the Board-approved

revenue target and EBITDA target.

The 2021 target performance incentive compensation for the EVP of Strategic Initiative is as

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

1 unchanged sentence

OF STRATEGIC INITIATIVES MIP MATRIX

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial

The percentage achieved is determined by comparing the actual consolidated revenue for 2021 to the Board approved

Revenue Target for 2021, which is $101,810,000.

The Board reserves the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved is determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2021, which is $3,623,000.

The Board reserves the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target is based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller will submit a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims will be identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds has been established for the annual Incentive Compensation Plan calculation for 2021.

or License Violations incentive is earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

is defined as an official communication during 2021 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which results in a facility’s implementation of corrective action(s).

License Violations

Target Objectives

Target Achieved

performance incentive compensation will be payable for achieving the health and safety, permit and license violation, and

revenue targets unless a minimum of 60% of the EBITDA Target is achieved.

of Nuclear and Technical Services MIP:

of Nuclear and Technical Services performance compensation for 2021 is based upon meeting corporate revenue, EBITDA, health and

safety compliance, and Cost Performance Index (“CPI”) (a metric used in measuring project performance) objectives

for fiscal 2021, all with respect to the Company’s operations.

At achievement of 60% to 110% of each of the revenue and

EBITDA targets, the potential performance compensation is payable at 5% to 50% of the 2021 base salary, weighted 60% based on

the EBITDA goal, 10% on the revenue goal, and 15% on the number of health and safety claim incidents that occur during fiscal

2021, with the remaining 15% on CPI metric goals.

Upon achievement of 111% to 150%+ of each of the revenue and EBITDA targets,

the potential performance compensation is payable at 65% to 100% of the EVP of Nuclear and Technical Service’s 2021 base

salary, based on the four objectives noted above, with the payment of such performance compensation weighted more heavily toward

the EBITDA objective.

Each of the revenue and EBITDA components is based on the Board-approved revenue target and the EBITDA target.

The 2021 target performance incentive compensation for the EVP of Nuclear and Technical Services is as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License Violations

of Waste Treatment Operations MIP:

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

OF NUCLEAR & TECHNICAL SERVICES MIP MATRIX

OF WASTE TREATMENT OPERATIONS MIP MATRIX

Target Objectives

Target Achieved

& Safety (3) (5)

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial

The percentage achieved is determined by comparing the actual consolidated revenue for 2021 to the Board approved

Revenue Target for 2021, which is $101,810,000.

The Board reserves the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations,

including PF Medical.

The percentage achieved is determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2021, which is $3,623,000.

The Board reserves the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive target is based upon the actual number of Worker’s Compensation Lost Time Accidents in the

Company’s Services Segment, as provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller

will submit a report on a quarterly basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents,

supported by the Worker’s Compensation Loss Report provided by the company’s carrier or broker.

Such claims will

be identified on the loss report as “indemnity claims.”

The following number of Worker’s Compensation Lost

Time Accidents and corresponding Performance Target Thresholds has been established for the annual Incentive Compensation

Plan calculation for 2021.

incentive is earned/determined by maintaining project performance metrics for all Firm Fixed Price task orders and projects

to include monitoring CPI based on recognized earned value calculations.

As defined through monthly project reviews, all CPI

metrics should exceed 1.0 for Nuclear Services Projects.

A cumulative CPI (CCPI) will be calculated from all fixed cost contracts.

The following CCPI and corresponding Performance Target Thresholds have been established for annual incentive compensation

plan calculation for 2021.

performance incentive compensation will be payable for achieving the health and safety, and CPI, and revenue targets unless

a minimum of 60% of the EBITDA Target is achieved.

of Waste Treatment Operations MIP:

of Waste Treatment Operation’s performance compensation for fiscal 2021 is based upon meeting corporate revenue, EBITDA,

health and safety, and environmental compliance (permit and license violations) objectives for fiscal 2021, all with respect to

the Company’s operations.

At achievement of 60% to 110% of each of the revenue and EBITDA targets, the potential performance

compensation is payable at 5% to 50% of the 2021 base salary, weighted 60% based on EBITDA goal, 10% on the revenue goal, and

15% on the number of health and safety claim incidents that occur during fiscal 2021, with the remaining 15% on the number of

notices alleging environmental, health or safety violations under our permits or licenses that occur during the fiscal 2021.

achievement of 111% to 150%+ of each of the revenue and EBITDA targets, the potential performance compensation is payable at 65%

to 100% of the EVP of Waste Treatment Operation’s 2021 base salary, based on the four objectives noted above, with the payment

of such performance compensation weighted more heavily toward the EBITDA objective.

Each of the revenue and EBITDA components

is based on the Board-approved revenue target and EBITDA target.

The 2021 target performance incentive compensation for the EVP

of Waste Treatment Operations is as follows:

Incentive Compensation Target (at 100% of Plan):

Annual Target Compensation (at 100% of Plan):

Revenue (1) (6)

Health & Safety (3) (6)

Permit & License

Violations (4) (6)

of Nuclear and Technical Services MIP:

Annualized Base Pay:

Performance Incentive

Compensation Target (at 100% of Plan):

Total Annual Target

Compensation (at 100% of Plan):

Environmental Serivces, Inc.

Management Incentive Plan

OF WASTE TREATMENT OPERATIONS MIP MATRIX

OF NUCLEAR & TECHNICAL SERVICES MIP MATRIX

Target Objectives

Target Achieved

& Safety (3) (5)

& License Violations (4) (5)

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2021 financial

The percentage achieved is determined by comparing the actual consolidated revenue for 2021 to the Board approved

Revenue Target for 2021, which is $101,810,000.

The Board reserves the right to modify or change the Revenue Targets as defined

herein in the event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Revenue (1) (6)

Health & Safety (3) (6)

Cost Performance Incentive

is defined as the total consolidated third-party top line revenue as publicly reported in the Company’s 2022 financial statements.

The percentage achieved is determined by comparing the actual consolidated revenue for 2022 to the Board approved Revenue target

is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations.

including PF Medical.

The percentage achieved is determined by comparing the actual EBITDA to the Board approved EBITDA Target

for 2021, which is $3,623,000.

The Board reserves the right to modify or change the EBITDA Targets as defined herein in the

event of the sale or disposition of any of the assets of the Company or in the event of an acquisition.

Health and Safety Incentive Target is based upon the actual number of Worker’s Compensation Lost Time Accidents, as

provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller will submit a report on a quarterly

basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by the Worker’s

Compensation Loss Report provided by the company’s carrier or broker.

Such claims will be identified on the loss report

as “indemnity claims.”

The following number of Worker’s Compensation Lost Time Accidents and corresponding

Performance Target Thresholds has been established for the annual Incentive Compensation Plan calculation for 2021.

The percentage

achieved is determined by comparing the actual EBITDA to the Board approved EBITDA target for 2022.

Health and Safety Incentive target is based upon the actual number of Worker’s Compensation Lost Time Accidents in the Company’s

Services Segment, as provided by the Company’s Worker’s Compensation carrier.

The Corporate Controller will submit a

report on a quarterly basis documenting and confirming the number of Worker’s Compensation Lost Time Accidents, supported by

the Worker’s Compensation Loss Report provided by the company’s carrier or broker.

Such claims will be identified

on the loss report as “indemnity claims.” The following number of Worker’s Compensation Lost Time Accidents

and corresponding performance target thresholds has been established for the annual Incentive Compensation Plan calculation for 2022.

or License Violations incentive is earned/determined according to the scale set forth below:

An “official notice of

non-compliance”

is defined as an official communication during 2021 from a local, state, or federal regulatory authority

alleging one or more violations of an otherwise applicable Environmental, Health or Safety requirement or permit provision,

which results in a facility’s implementation of corrective action(s).

An “official notice of non-compliance”

is defined as an official communication during 2022 from a local, state, or federal regulatory authority alleging one or more violations

of an otherwise applicable Environmental, Health or Safety requirement or permit provision, which results in a facility’s implementation

of corrective action(s) which includes a material financial obligation, as determined by the Company’s Board of Directors in

their sole discretion, to the Company .

License Violations

Target Achieved

performance incentive compensation will be payable for achieving the health and safety, permit and license violation, and

revenue targets unless a minimum of 60% of the EBITDA Target is achieved.

discussed above, 2021 MIPs approved by the Board and the Compensation Committee for the CEO, CFO, EVP of Strategic Initiatives,

EVP of Nuclear and Technical Services and EVP of Waste Treatment Operations provide for the award of cash compensation based on

achievement of performance targets which include revenue and EBITDA targets as approved by our Board.

The 2021 MIP revenue target

of $101,810,000 and EBITDA target of $3,623,000 were set by the Compensation Committee taking into account the Board-approved

budget for 2021 as well as the committee’s expectations for performance that in its estimation would warrant payment of

incentive cash compensation.

In formulating the revenue target of $101,810,000, the Board considered 2020 results, economic conditions,

impact of COVID-19 and forecasts for 2021 government (U.S.

DOE) spending.

The Compensation Committee believes the performance

targets are likely to be achieved, but not assured, particularly in light of the uncertainty from the impact of COVID-19.

incentive is earned/determined by maintaining project performance metrics for all Firm Fixed Price task orders and projects to include

monitoring CPI based on recognized earned value calculations.

As defined through monthly project reviews, all CPI metrics should

exceed 1.0 for Nuclear Services Projects.

A cumulative CPI (CCPI) will be calculated from all fixed cost contracts.

The following

CCPI and corresponding performance target thresholds have been established for annual incentive compensation plan calculation for

performance incentive compensation will be payable for the target objective unless a minimum of 75% of the EBITDA target objective

Incentive Compensation

Stock Option Plans

2017 Stock Option Plan (“2017 Option Plan”) encourages participants to focus on long-term performance and provides

an opportunity for executive officers and certain designated key employees to increase their stake in the Company.

Stock options

succeed by delivering value to executives only when the value of our stock increases.

The 2017 Option Plan authorizes the grant

of Non-Qualified Stock Options (“NQSOs”) and Incentive Stock Options (“ISOs”) for the purchase of our

Common Stock.

2017 Option Plan assists the Company to:

2017 Stock Option Plan (“2017 Plan”) encourages participants to focus on long-term performance and provides an opportunity

for executive officers and certain designated key employees to increase their stake in the Company.

Stock options succeed by delivering

value to executives only when the value of our stock increases.

The 2017 Plan authorizes the grant of Non-Qualified Stock Options (“NQSOs”)

and Incentive Stock Options (“ISOs”) for the purchase of our Common Stock.

2017 Plan assists the Company to:

the link between the creation of stockholder value and long-term executive incentive compensation;

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competitive levels of total compensation;

option award levels are determined based on market data, vary among participants based on their positions with the Company and

are granted generally at the Compensation Committee’s regularly scheduled July or August meeting.

Newly hired or promoted

executive officers who are eligible to receive options are generally awarded such options at the next regularly scheduled Compensation

Committee meeting following their hire or promotion date.

are awarded with an exercise price equal to or not less than the closing price of the Company’s Common Stock on the date

of the grant as reported on the NASDAQ.

In certain limited circumstances, the Compensation Committee may grant options to an executive

at an exercise price in excess of the closing price of the Company’s Common Stock on the grant date.

Company’s NEOs have outstanding options from the Company’s 2017 Option Plan (See “Item 11 –

Compensation –

Outstanding Equity Awards at Fiscal Year-End - Outstanding Equity Awards at December 31, 2020”

outstanding options for each of our NEOs).

An option granted to our President and CEO in May 2016 for the purchase of up to 50,000

shares of the Company’s Common Stock at $3.97 per share with an expiration date of May 15, 2022 remains outstanding under

the 2010 Stock Option Plan.

The 2010 Stock Option Plan expired on September 29, 2020;

however, the option remains in effect until

the earlier of the exercise date by the optionee or the maturity date of May 15, 2022.

cases of termination of an executive officer’s employment due to death, by the executive for “good reason,”

by the Company without cause, and due to a “change of control,”

all outstanding stock options to purchase common stock

held by the executive officer will immediately become exercisable in full (see further discussion of the exercisability term of

these options in each of these circumstances in “Item 11 –

EXECUTIVE COMPENSATION –

Employment Agreements”).

Otherwise, vesting of option awards ceases upon termination of employment and exercise right of the vested option amount ceases

upon three months from termination of employment except in the case of retirement (subject to a six-month limitation) and disability

(subject to a one-year limitation).

option award levels are determined based on market data, vary among participants based on their positions with the Company and are granted

generally at the Compensation Committee’s regularly scheduled July or August meeting.

Newly hired or promoted executive officers

who are eligible to receive options are generally awarded such options at the next regularly scheduled Compensation Committee meeting

following their hire or promotion date.

are awarded with an exercise price equal to or not less than the closing price of the Company’s Common Stock on the date of the

grant as reported on the NASDAQ.

In certain limited circumstances, the Compensation Committee may grant options to an executive at an

exercise price in excess of the closing price of the Company’s Common Stock on the grant date.

Company’s NEOs have outstanding options from the Company’s 2017 Plan (See “Item 11 – Executive Compensation –

Outstanding Equity Awards at Fiscal Year-End - Outstanding Equity Awards at December 31, 2021” for outstanding options for each

of our NEOs).

An option granted to our President and CEO in May 2016 for the purchase of up to 50,000 shares of the Company’s Common

Stock at $3.97 per share with an expiration date of May 15, 2022 remains outstanding under the 2010 Stock Option Plan.

The 2010 Stock

Option Plan expired on September 29, 2020;

however, the option remains in effect until the earlier of the exercise date by the optionee

or the maturity date of May 15, 2022.

cases of termination of an executive officer’s employment due to death, by the executive for “good reason,” by the

Company without cause, and due to a “change of control,” all outstanding stock options to purchase common stock held by the

executive officer will immediately become exercisable in full (see further discussion of the exercisability term of these options in

each of these circumstances in “Item 11 – EXECUTIVE COMPENSATION – Employment Agreements”).

Otherwise, vesting

of option awards ceases upon termination of employment and exercise right of the vested option amount ceases upon three months from termination

of employment except in the case of retirement (subject to a six-month limitation) and disability (subject to a one-year limitation).

for Stock-Based Compensation

account for stock-based compensation in accordance with Accounting Standards Codification (“ASC”) 718, “Compensation

Stock Compensation.”

ASC 718 establishes accounting standards for entity exchanges of equity instruments for goods

It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based

on the fair value of the entity’s equity instruments or that may be settled by the issuance of those equity instruments.

ASC 718 requires all stock-based payments to employees, including grants of employee stock options, to be recognized in the income

statement based on their fair values.

The Company uses the Black-Scholes option-pricing model to determine the fair-value of stock-based

awards which requires subjective assumptions.

Assumptions used to estimate the fair value of stock options granted include the

exercise price of the award, the expected term, the expected volatility of the Company’s stock over the option’s expected

term, the risk-free interest rate over the option’s expected term, and the expected annual dividend yield.

stock-based compensation expense using a straight-line amortization method over the requisite period, which is the vesting period

of the stock option grant.

account for stock-based compensation in accordance with ASC 718, “Compensation – Stock Compensation.” ASC 718 establishes

accounting standards for entity exchanges of equity instruments for goods or services.

It also addresses transactions in which an entity

incurs liabilities in exchange for goods or services that are based on the fair value of the entity’s equity instruments or that

may be settled by the issuance of those equity instruments.

ASC 718 requires all stock-based payments to employees, including grants

of employee stock options, to be recognized in the income statement based on their fair values.

The Company uses the Black-Scholes option-pricing

model to determine the fair-value of stock-based awards which requires subjective assumptions.

Assumptions used to estimate the fair

value of stock options granted include the exercise price of the award, the expected term, the expected volatility of the Company’s

stock over the option’s expected term, the risk-free interest rate over the option’s expected term, and the expected annual

dividend yield.

We recognize stock-based compensation expense using a straight-line amortization method over the requisite period, which

is the vesting period of the stock option grant.

and Other Benefits

Company adopted the Perma-Fix Environmental Services, Inc.

401(k) Plan (the “401(k) Plan”) in 1992, which is intended

to comply with Section 401 of the Internal Revenue Code and the provisions of the Employee Retirement Income Security Act of 1974.

All full-time employees who have attained the age of 18 are eligible to participate in the 401(k) Plan.

Eligibility is immediate

upon employment but enrollment is only allowed during four quarterly open periods of January 1, Apri1 1, July 1, and October 1.

Participating employees may make annual pretax contributions to their accounts up to 100% of their compensation, up to a maximum

amount as limited by law.

At our discretion, we may make matching contributions based on the employee’s elective contributions.

Company contributions vest over a period of five years.

In 2020, the Company contributed approximately $594,000 in 401(k) matching

funds, of which approximately $31,500 was for our NEOs (see the “Summary Compensation”

table in this section for 401(k)

matching fund contributions made for the NEOs for 2020).

401(k) Plan (the “401(k) Plan”) in 1992, which is intended to

comply with Section 401 of the Internal Revenue Code and the provisions of the Employee Retirement Income Security Act of 1974.

All full-time

employees who have attained the age of 18 are eligible to participate in the 401(k) Plan.

Eligibility is immediate upon employment but

enrollment is only allowed during four quarterly open periods of January 1, Apri1 1, July 1, and October 1.

Participating employees may

make annual pretax contributions to their accounts up to 100% of their compensation, up to a maximum amount as limited by law.

discretion, we may make matching contributions based on the employee’s elective contributions.

Company contributions vest over

a period of five years.

In 2021, the Company contributed approximately $589,000 in 401(k) matching funds, of which approximately $32,000

was for our NEOs (see the “Summary Compensation” table in this section for 401(k) matching fund contributions made for the

NEOs for 2021).

and Other Personal Benefits

Company provides executive officers with limited perquisites and other personal benefits (health/disability/life insurance) that

the Company and the Compensation Committee believe are reasonable and consistent with its overall compensation program to better

enable the Company to attract and retain superior employees for key positions.

The Compensation Committee periodically reviews

the levels of perquisites and other personal benefits provided to executive officers.

The executive officers are provided an auto

who are employees receive no additional compensation for serving on the Board or its committees.

In 2020, the Company provided

the following annual compensation to non-employee directors:

to purchase 2,400 shares of Common Stock with each option having a 10-year term and being fully vested after six months from

quarterly director fee of $8,000;

additional quarterly fee of $5,500 and $7,500 to the Chairman of the Audit Committee and Chairman of the Board (non-employee),

respectively;

Company provides executive officers with limited perquisites and other personal benefits (health/disability/life insurance) that the

Company and the Compensation Committee believe are reasonable and consistent with its overall compensation program to better enable the

Company to attract and retain superior employees for key positions.

The Compensation Committee periodically reviews the levels of perquisites

and other personal benefits provided to executive officers.

The executive officers are provided an auto allowance.

who are employees receive no additional compensation for serving on the Board or its Board of Directors Committee(s) (the “Committee(s)”).

In 2021, the Company provided the following compensation to each non-employee Board member and the Board Committee(s) for which the Board

member serves.

director was paid a quarterly fee of $11,500;

Chairman of the Board was paid an additional quarterly fee of $8,750;

Chairman of the Audit Committee was paid an additional quarterly fee of $6,250;

Chairman of each of the Compensation Committee, the Nominating Committee, and the Strategic Committee was paid an additional $3,125

in quarterly fees.

The Chairman of the Board was not eligible to receive a quarterly fee for serving as the Chairman of any the aforementioned

Audit Committee member (excluding the Chairman of the Audit Committee) was paid an additional quarterly fee of $1,250;

member of the Compensation Committee, the Nominating Committee, and the Strategic Committee was paid an additional quarterly fee

Such fee was payable only if the member did not also serve as the Chairman of any other standing committees or as the Chairman

of the Board;

fee of $1,000 for each board meeting attendance and a $500 fee for meeting attendance via conference call.

director may elect to have either 65% or 100% of such fees payable in Common Stock under the 2003 Outside Directors Stock Plan

(“2003 Outside Directors Plan”), with the balance, if any, payable in cash.

Louis Centofanti, a current member of the Board, is not eligible to receive compensation for his service as a director of the

Company as he is an employee of the Company (see “Summary Compensation”

table in this section for Dr.

Centofanti’s

annual salary and other compensation as an employee of the Company).

director may elect to have either 65% or 100% of such fees payable in Common Stock under the 2003 Outside Directors Stock Option Plan

(“2003 Outside Directors Plan”), with the balance, if any, payable in cash.

to July 20, 2021, each non-employee director was also provided an option to purchase 6,000 and 2,400 shares of the Company’s Common

Stock upon initial election and re-election, respectively, with each option having a 10-year term and being fully vested after six months

from date grant date.

On July 20, 2021, at the Company’s Annual Meeting of Stockholders, the Company’s stockholders approved

an amendment to the Company’s 2003 Outside Directors Plan which provided the following, among other thing:

increased (a) the number

of shares of Common Stock subject to the automatic option grant made to each non-employee director upon initial election, from 6,000

to 20,000 shares, (b) increased the number of shares of Common Stock subject to the automatic option grant made to each non-employee

director upon reelection, from 2,400 to 10,000 shares, and (c) amended the vesting period of options granted under the plan, from a six-month

vesting period to 25% per year, beginning on the first anniversary date of the grant.

Louis Centofanti, a current member of the Board, is not eligible to receive compensation for his service as a director of the Company

as he is an employee of the Company (see “Summary Compensation” table in this section for Dr.

Centofanti’s annual salary

and other compensation as an employee of the Company).

table below summarizes the director compensation expenses recognized by the Company for director options and stock awards (resulting

from fees earned) for the year ended December 31, 2021.

The terms of the 2003 Outside Directors Plan are further described below

under “2003 Outside Directors Plan.”

The terms of the 2003 Outside Directors Plan are further described below under

“2003 Outside Directors Plan.”

Earned or Paid In Cash

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Other Compensation

the 2003 Outside Directors Plan, each director elects to receive 65% or 100% of the director’s fees in shares of our

Common Stock.

The amounts set forth above represent the portion of the director’s fees paid in cash and exclude the

value of the directors’

fee elected to be paid in Common Stock under the 2003 Outside Directors Plan, which values are

included under “Stock Awards.”

number of shares of Common Stock comprising stock awards granted under the 2003 Outside Directors Plan is calculated based

on 75% of the closing market value of the Common Stock as reported on the NASDAQ on the business day immediately preceding

the date that the quarterly fee is due.

the 2003 Outside Directors Plan, each director elects to receive 65% or 100% of the director’s fees in shares of our Common

The amounts set forth above represent the portion of the director’s fees paid in cash and exclude the value of the director’s

fee elected to be paid in Common Stock under the 2003 Outside Directors Plan, which values are included under “Stock Awards.”

number of shares of Common Stock comprising stock awards granted under the 2003 Outside Directors Plan is calculated based on 75%

of the closing market value of the Common Stock as reported on the NASDAQ on the business day immediately preceding the date that

the quarterly fee is due.

Such shares are fully vested on the date of grant.

The value of the stock award is

based on the market value of our Common Stock at each quarter end times the number of shares issuable under the award.

amount shown is the fair value of the Common Stock on the date of the award.

options granted under the Company’s 2003 Outside Directors Plan resulting from re-election to the Board on July 22,

Options are for a 10-year period with an exercise price of $6.70 per share and are fully vested in six months from grant

The value of the stock award is based on the market

value of our Common Stock at each quarter end times the number of shares issuable under the award.

The amount shown is the fair value

of the Common Stock on the date of the award.

options granted under the Company’s 2003 Outside Directors Plan resulting from re-election to the Board on July 20, 2021.

are for a 10-year period with an exercise price of $5.93 per share and vest 25% per year, beginning on the first anniversary date

of the grant.

The value of the option award for each outside director is calculated based on the fair value of the option per share

(approximately $4.69) on the date of grant times the number of options granted, which was 2,400 for each director, pursuant

to ASC 718, “Compensation –

Stock Compensation.”

Option awards for Joseph T.

Grumski also included the grant

of options for the purchase of up to 6,000 shares of our Common Stock granted to him upon initial election to the Board on

February 4, 2020.

The option is for a 10-year period with an exercise price of $7.00 per share and are fully vested six months

from date of grant.

The fair value of the 6,000 options was determined to be approximately $29,400 based on fair value of

$4.90 per share.

options for the purchase of up to 6,000 shares of the Company’s Common Stock granted under the Company’s 2003

Outside Directors Plan resulting from initial election to the Board on August 10, 2020.

The options are for a 10-year period

with an exercise price of $7.29 per share and are fully vested six months from date of grant.

The fair value of the option

was determined to be approximately $26,160 based on fair value of $4.36 per share.

following table reflects the aggregate number of outstanding non-qualified stock options held by the Company’s directors

at December 31, 2020.

As an employee of the Company or its subsidiaries, Dr.

Centofanti is not eligible to participate in

the 2003 Outside Directors Plan.

(approximately $3.80) on the date of grant times the number of options granted, which was 10,000 for each director, pursuant to ASC

718, “Compensation – Stock Compensation.” Option awards for Kerry C.

Duggan also included the grant of an option

for the purchase of up to 6,000 shares of our Common Stock upon initial election to the Board on May 4, 2021.

The options have a

10-year term with an exercise price of $7.50 per share and are fully vested six months from date of grant.

The fair value of the

6,000 options was determined to be approximately $30,000 based on fair value of $4.97 per share.

following table reflects the aggregate number of outstanding NQSO held by the Company’s directors at December 31, 2021.

an employee of the Company or its subsidiaries, Dr.

Centofanti is not eligible to participate in the 2003 Outside Directors Plan.

Options reflected below for Dr.

Centofanti were granted from the 2017 Stock Option Plan as

discussed previously:

Outstanding at

Centofanti were granted from the 2017 Plan as discussed previously:

Options Outstanding at

Louis Centofanti

January 21, 2021, the Company’s Compensation Committee and the Board approved the following revision to the annual compensation

of each non-employee Board member and the Board Committee(s) for which the Board member serves, effective January 1, 2021.

director is to be paid a quarterly fee of $11,500, compared to the previous quarterly fee of $8,000;

Chairman of the Board is to be paid an additional quarterly fee of $8,750, compared to the Chairman’s previous additional

quarterly fee of $7,500;

Chairman of the Audit Committee is to be paid an additional quarterly fee of $6,250, compared to the Audit Chair’s previous

additional quarterly fee of $5,500;

Chairman of each of the Compensation Committee, the Nominating Committee, and the Strategic Committee is to receive $3,125

in additional quarterly fees.

No additional quarterly fees were previously paid to the chairs of such committees.

of the Board is not eligible to receive a quarterly fee for serving as the Chairman of any the aforementioned committees ;

Audit Committee member (excluding the Chairman of the Audit Committee) is to receive an additional quarterly fee of $1,250;

member of the Compensation Committee, the Nominating Committee, and the Strategic Committee is to receive a quarterly fee

Such fee is payable only if the member does not serve as the Chairman of the Audit Committee, the Nominating Committee,

the Strategic Committee or as the Chairman of the Board.

non-employee Board member will continue to receive $1,000 for each board meeting attendance and a $500 fee for meeting attendance

via conference call.

Also, each director will continue to receive an option to purchase up to 2,400 shares of the Company’s

Common Stock on the date of his re-election to the Board at the annual meeting of stockholders, with each option having a 10-year

term and becoming fully vested after six months from grant date.

director may continue to elect to have either 65% or 100% of such fees payable in Common Stock under the 2003 Outside Directors

Plan, with the balance, if any, payable in cash.

Outside Directors Plan

believe that it is important for our directors to have a personal interest in our success and growth and for their interests to

be aligned with those of our stockholders;

therefore, under our 2003 Outside Directors Plan, as amended, each outside director

is granted a 10-year option to purchase up to 6,000 shares of Common Stock on the date such director is initially elected to the

Board, and receives on each re-election date an option to purchase up to another 2,400 shares of our Common Stock, with the exercise

price being the fair market value of the Common Stock preceding the option grant date.

No option granted under the 2003 Outside

Directors Plan is exercisable until after the expiration of six months from the date the option is granted and no option shall

be exercisable after the expiration of ten years from the date the option is granted.

At December 31, 2020, options to purchase

146,400 shares of Common Stock were outstanding under the 2003 Outside Directors Plan, of which 128,400 were vested at December

a member of the Board, each director may elect to receive either 65% or 100% of his director’s fee in shares of our Common

The number of shares received by each director is calculated based on 75% of the fair market value of the Common Stock

determined on the business day immediately preceding the date that the quarterly fee is due.

The balance of each director’s

fee, if any, is payable in cash.

believe that it is important for our directors to have a personal interest in our success and growth and for their interests to be aligned

with those of our stockholders;

therefore, under our 2003 Outside Directors Plan, as amended, each outside director is granted a 10-year

option to purchase up to 20,000 shares of Common Stock on the date such director is initially elected to the Board, and receives on each

re-election date an option to purchase up to another 10,000 shares of our Common Stock, with the exercise price being the fair market

value of the Common Stock preceding the option grant date.

Common Stock shares subject to option granted vest at 25% per year, beginning

on the first anniversary date of the grant and no option shall be exercisable after the expiration of ten years from the date the option

At December 31, 2021, options to purchase 204,400 shares of Common Stock were outstanding under the 2003 Outside Directors

Plan, of which 134,400 were vested at December 31, 2021.

a member of the Board, each director may elect to receive either 65% or 100% of his director’s fee in shares of our Common Stock.

The number of shares received by each director is calculated based on 75% of the fair market value of the Common Stock determined on

the business day immediately preceding the date that the quarterly fee is due.

The balance of each director’s fee, if any, is payable

In 2021, the fees earned by our outside directors totaled approximately $556,000.

Reimbursements

of expenses for attending meetings of the Board are paid in cash at the time of the applicable Board meeting.

As a management

director, Dr.

Centofanti is not eligible to participate in the 2003 Outside Directors Plan.

of December 31, 2020, we have issued 714,623 shares of our Common Stock in payment of director fees since the inception of the

2003 Outside Directors Plan.

the event of a “change of control”

(as defined in the 2003 Outside Directors Plan), each outstanding stock option

and stock award shall immediately become exercisable in full notwithstanding the vesting or exercise provisions contained in the

stock option agreement.

Reimbursements of expenses for attending meetings

of the Board are paid in cash at the time of the applicable Board meeting.

As a management director, Dr.

Centofanti is not eligible to

participate in the 2003 Outside Directors Plan.

of December 31, 2021, we have issued 775,346 shares of our Common Stock in payment of director fees since the inception of the 2003 Outside

Directors Plan.

the event of a “change of control” (as defined in the 2003 Outside Directors Plan), each outstanding stock option and stock

award shall immediately become exercisable in full notwithstanding the vesting or exercise provisions contained in the stock option agreement.

OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Ownership of Certain Beneficial Owners

table below sets forth information as to the shares of Common Stock beneficially owned as of February 12, 2021 by each person

known by us to be the beneficial owners of more than 5% of any class of our voting securities.

table below sets forth information as to the shares of Common Stock beneficially owned as of February 14, 2022 by each person known by

us to be the beneficial owners of more than 5% of any class of our voting securities.

of Beneficial Owner

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The number of shares and the percentage of outstanding Common Stock shown as beneficially owned by a person are based upon 13,234,430

12,165,734 shares of Common Stock outstanding on February 12, 2021, and the number of shares of Common Stock which such person

has the right to acquire beneficial ownership of within 60 days.

Beneficial ownership by our stockholders has been determined

in accordance with the rules promulgated under Section 13(d) of the Exchange Act.

This information is based on the Schedule 13D of Heartland Advisors, Inc., an investment advisor, filed with the Commission

on January 13, 2021, disclosing that at January 8, 2021, each Heartland Advisors, Inc.

William Nasgovitz, as a control

person of Heartland Advisors, Inc.

had shared dispositive power over all shares shown above and shared voting power over 1,346,030

of such shares.

shares of Common Stock outstanding on February 14, 2022, and the number of shares of Common Stock which such person has the right to

acquire beneficial ownership of within 60 days.

Beneficial ownership by our stockholders has been determined in accordance with the rules

promulgated under Section 13(d) of the Exchange Act.

This information is based on the Schedule 13D of Heartland Advisors, Inc., an investment advisor, filed with the Commission on

November 16, 2021 disclosing that at November 12, 2021, each Heartland Advisors, Inc.

William Nasgovitz, as a control person

of Heartland Advisors, Inc.

had shared dispositive power over all shares shown above and shared voting power over 1,045,500 of such shares.

The address of Heartland Advisors, Inc.

is 789 North Water Street, Milwaukee, WI 53202.

of February 12, 2021, Capital Bank–Grawe Gruppe AG (“Capital Bank”), a banking institution regulated by the

banking regulations of Austria, holds of record as a nominee for, and as an agent of, certain accredited investors, 2,057,359

shares of our Common Stock.

None of such investors beneficially own more than 4.9% of our Common Stock and to the best knowledge

of Capital Bank, as far as stocks held by such investors in accounts with Capital Bank, none of such investors act together as

a group or otherwise act in concert for the purpose of voting on matters subject to the vote of our stockholders or for purpose

of disposition or investment of such stock.

Additionally, the investors for whom Capital Bank acts as nominee with respect to

such shares maintain full voting and dispositive power over the Common Stock beneficially owned by such investors, and Capital

Bank has neither voting nor investment power over such shares.

Accordingly, Capital Bank believes that (i) it is not the beneficial

owner, as such term is defined in Rule 13d-3 of the Exchange Act, of the shares of Common Stock registered in Capital Bank’s

name because (a) Capital Bank holds the Common Stock as a nominee only, (b) Capital Bank has neither voting nor investment power

over such shares, and (c) Capital Bank has not nominated or sought to nominate, and does not intend to nominate in the future,

any person to serve as a member of our Board;

and (ii) it is not required to file reports under Section 16(a) of the Exchange

Act or to file either Schedule 13D or Schedule 13G in connection with the shares of our Common Stock registered in the name of

Capital Bank.

Additionally,

Schelhammer Capital Bank AG, a banking institution regulated by the banking regulations of Austria, has represented to the Company that

as of February 1, 2022, it holds of record as a nominee for, and as an agent of, certain accredited investors, 2,073,983 shares of our

Common Stock.

None of the Common Stock held by Schelhammer Capital Bank AG for the account of any single investor represents more than

4.9% of our Common Stock and to the best knowledge of Schelhammer Capital Bank AG, as far as stocks held by such investors in accounts

with Schelhammer Capital Bank AG, none of such investors act together as a group or otherwise act in concert for the purpose of voting

on matters subject to the vote of our stockholders or for purpose of disposition or investment of such stock.

Additionally, the investors

for whom Schelhammer Capital Bank AG acts as nominee with respect to such shares maintain full voting and dispositive power over the

Common Stock beneficially owned by such investors, and Schelhammer Capital Bank AG has neither voting nor investment power over such

Accordingly, Schelhammer Capital Bank AG believes that (i) it is not the beneficial owner, as such term is defined in Rule 13d-3

of the Exchange Act, of the shares of Common Stock registered in Schelhammer Capital Bank AG’s name because (a) Schelhammer Capital

Bank AG holds the Common Stock as a nominee only, (b) Schelhammer Capital Bank AG has neither voting nor investment power over such shares,

and (c) Schelhammer Capital Bank AG has not nominated or sought to nominate, and does not intend to nominate in the future, any person

to serve as a member of our Board;

and (ii) it is not required to file reports under Section 16(a) of the Exchange Act or to file either

Schedule 13D or Schedule 13G in connection with the shares of our Common Stock registered in the name of Schelhammer Capital Bank AG.

Notwithstanding

the previous paragraph, if Capital Bank’s representations to us described above are incorrect or if the investors for whom

Capital Bank acts as nominee are acting as a group, then Capital Bank or a group of such investors could be a beneficial owner

of more than 5% of our voting securities.

If Capital Bank was deemed the beneficial owner of such shares, the following table

sets forth information as to the shares of voting securities that Capital Bank may be considered to beneficially own on February

Bank-Grawe Gruppe

the previous paragraph, if Schelhammer Capital Bank AG’s representations to us described above are incorrect or if the investors

for whom Schelhammer Capital Bank AG acts as nominee are acting as a group, then Schelhammer Capital Bank AG or a group of such investors

could be a beneficial owner of more than 5% of our voting securities.

If Schelhammer Capital Bank AG was deemed the beneficial owner

of such shares, the following table sets forth information as to the shares of voting securities that Schelhammer Capital Bank AG may

be considered to beneficially own on February 1, 2022:

Capital Bank AG

2,073,983 (+)

This calculation is based upon 12,165,734 shares of Common Stock outstanding on February 12, 2021, plus the number of shares

of Common Stock which Capital Bank, as agent for certain accredited investors has the right to acquire within 60 days, which is

This amount is the number of shares that Capital Bank has represented to us that it holds of record as nominee for, and

as an agent of, certain accredited investors.

As of the date of this report, Capital Bank has no warrants or options to acquire,

as agent for certain investors, additional shares of our Common Stock.

Although Capital Bank is the record holder of the shares

of Common Stock described in this note, Capital Bank has advised us that it does not believe it is a beneficial owner of the Common

Stock or that it is required to file reports under Section 16(a) or Section 13(d) of the Exchange Act.

Capital Bank has advised

us that it (a) holds the Common Stock as a nominee only and that it does not exercise voting or investment power over the Common

Stock held in its name and that no one investor for which it holds our Common Stock holds more than 4.9% of our issued and outstanding

Common Stock and (b) has not nominated, and has not sought to nominate, and does not intend to nominate in the future, any person

to serve as a member of our Board.

Accordingly, we do not believe that Capital Bank is our affiliate.

Capital Bank’s address

is Burgring 16, A-8010 Graz, Austria.

This calculation is based upon 13,234,430 shares of Common Stock outstanding on February 14, 2022, plus the number of shares of

Common Stock which Schelhammer Capital Bank AG, as agent for certain accredited investors has the right to acquire within 60 days, which

This amount is the number of shares that Schelhammer Capital Bank AG has represented to us that it holds of record as nominee for,

and as an agent of, certain accredited investors.

As of February 1, 2022, the date of Schelhammer Capital Bank AG’s representations

to us, Schelhammer Capital Bank AG has no warrants or options to acquire, as agent for certain investors, additional shares of our Common

Although Schelhammer Capital Bank AG is the record holder of the shares of Common Stock described in this note, Schelhammer Capital

Bank AG has advised us that it does not believe it is a beneficial owner of the Common Stock or that it is required to file reports under

Section 16(a) or Section 13(d) of the Exchange Act.

Schelhammer Capital Bank AG has advised us that it (a) holds the Common Stock as

a nominee only and that it does not exercise voting or investment power over the Common Stock held in its name and that no one investor

for which it holds our Common Stock holds more than 4.9% of our issued and outstanding Common Stock and (b) has not nominated, and has

not sought to nominate, and does not intend to nominate in the future, any person to serve as a member of our Board.

Accordingly, we

do not believe that Schelhammer Capital Bank AG is our affiliate.

Schelhammer Capital Bank AG’s address is Goldschmiedgasse 3,

A-1010 Wien, Austria.

Ownership of Management

following table sets forth information as to the shares of voting securities beneficially owned as of February 12, 2021, by each

of our directors and NEOs and by all of our directors and NEOs as a group.

Beneficial ownership has been determined in accordance

with the rules promulgated under Section 13(d) of the Exchange Act.

A person is deemed to be a beneficial owner of any voting

securities for which that person has the right to acquire beneficial ownership within 60 days.

of Beneficial Owner (2)

following table sets forth information as to the shares of voting securities beneficially owned as of February 14, 2022, by each of our

directors and NEOs and by all of our directors and NEOs as a group.

Beneficial ownership has been determined in accordance with the rules

promulgated under Section 13(d) of the Exchange Act.

A person is deemed to be a beneficial owner of any voting securities for which that

person has the right to acquire beneficial ownership within 60 days.

Amount and Nature

Name of Beneficial

Beneficial Owner (1)

Centofanti (5)

Lombardo (12)

Naccarato (13)

and Executive Officers as a Group (11 persons)

Mark Duff (11)

Richard Grondin (12)

Andy Lombardo (13)

Ben Naccarato (14)

Directors and Executive Officers as a Group

1,246,537 (15)

beneficial ownership of less than one percent (1%).

See footnote (1) of the table under “Security Ownership of Certain Beneficial Owners.”

The business address of each person, for the purposes hereof, is c/o Perma-Fix Environmental Services, Inc., 8302 Dunwoody

Place, Suite 250, Atlanta, Georgia 30350.

See footnote (1) of the table under “Security Ownership of Certain Beneficial Owners.”

The business address of each person, for the purposes hereof, is c/o Perma-Fix Environmental Services, Inc., 8302 Dunwoody Place,

Suite 250, Atlanta, Georgia 30350.

Bostick has sole and voting and investment power over all shares shown, which include:

(i) 2,865 shares of Common Stock

held of record by Mr.

(i) 12,984 shares of Common Stock held

of record by Mr.

Bostick, and (ii) immediately exercisable options to purchase 6,000 shares.

Duggan has sole and voting and investment power over all shares shown, which include:

(i) 4,538 shares of Common Stock held

of record by Ms.

Duggan, and (ii) immediately exercisable options to purchase 6,000 shares.

These shares include (i) 168,525 shares held of record by Dr.

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shares, and (iii) 62,800 shares held by Dr.

Centofanti’s wife.

Centofanti has sole voting and investment power

over all such shares, except for the shares held by Dr.

Centofanti’s wife, over which Dr.

Centofanti shares voting and investment

Centofanti also owns 700 shares of PF Medical’s Common Stock.

Centofanti’s wife.

Centofanti has sole voting and investment power over all such

shares, except for the shares held by Dr.

Centofanti’s wife, over which Dr.

Centofanti shares voting and investment power.

Centofanti also owns 700 shares of PF Medical’s Common Stock.

Grumski has sole and voting and investment power over all shares shown, which include:

(i) 6,976 shares of Common Stock

held of record by Mr.

(i) 20,210 shares of Common Stock held

of record by Mr.

Grumski, and (ii) immediately exercisable options to purchase 8,400 shares.

Reeder has sole voting and investment power over all shares shown, which include:

(i) 194,253 shares of Common Stock

held of record by Mr.

(i) 206,639 shares of Common Stock held of

record by Mr.

Reeder, and (ii) immediately exercisable options to purchase 21,600 shares.

Shelton has sole voting and investment power over all shares shown, which include:

(i) 127,657 shares of Common Stock

held of record by Mr.

(i) 139,190 shares of Common Stock held

of record by Mr.

Shelton, and (ii) immediately exercisable options to purchase 21,600 shares.

Shelton also owns 750 shares

of PF Medical’s Common Stock.

Shelton also owns 750 shares of PF

Medical’s Common Stock.

Wamp has sole voting and investment power over all shares shown, which include:

3 unchanged sentences

Zwecker has sole voting and investment power over all shares shown, which include:

(i) 189,858 shares of Common Stock

held of record by Mr.

Zwecker, and (ii) immediately exercisable options to purchase 24,000 shares.

Duff has sole voting and investment power over all shares shown, which include:

(i) 199,493 shares of Common Stock held

of record by Mr.

Zwecker, and (ii) immediately exercisable options to purchase 21,600 shares.

Duff has sole voting and investment power over all shares shown, which include:

(i) 19,958 shares of Common Stock held of record

Duff, and (ii) immediately exercisable options to purchase 145,000 shares.

11 unchanged sentences

Naccarato, and (ii) immediately exercisable options to purchase 49,000 shares.

Naccarato also owns 100

shares of PF Medical’s Common Stock.

Naccarato also owns 100 shares

of PF Medical’s Common Stock.

Amount includes 375,400 immediately exercisable options.

2 unchanged sentences

Compensation Plan

Plan Category

of securities to

9 unchanged sentences

plans (excluding

compensation plans

approved by stockholders

compensation plans not

approved by stockholders

securities reflected

Equity compensation plans approved

by stockholders

Equity compensation

plans not approved by stockholders

RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

describe below transactions to which we were a party during our last two fiscal years or to which we currently propose to be a

party in the future, and in which:

amounts involved exceeded or will exceed the lesser of $120,000 or one percent of the average of our total assets at year-end

for the last two completed fiscal years;

of our directors, executive officers or beneficial owners of more than 5% of any class of our voting securities, or any member

of the immediate family of the foregoing persons, had or will have a direct or indirect material interest.

describe below transactions to which we were a party during our last two fiscal years or to which we currently propose to be a party

in the future, and in which:

amounts involved exceeded or will exceed the lesser of $120,000 or one percent of the average of our total assets at year-end for

the last two completed fiscal years;

of our directors, executive officers or beneficial owners of more than 5% of any class of our voting securities, or any member of

the immediate family of the foregoing persons, had or will have a direct or indirect material interest.

Committee Review

Audit Committee Charter provides for the review by the Audit Committee of any related party transactions, other than transactions

involving an employment relationship with the Company, which are reviewed by the Compensation Committee.

Although we do not have

written policies for the review of related party transactions, the Audit Committee reviews transactions between the Company and

its directors, executive officers, holders of more than 5% of any class of the Company’s voting securities, and their respective

immediate family members.

In reviewing a proposed transaction, the Audit Committee takes into account, among other factors it

deems appropriate:

extent of the related person’s interest in the transaction;

Audit Committee Charter provides for the review by the Audit Committee of any related party transactions, other than transactions involving

an employment relationship with the Company, which are reviewed by the Compensation Committee.

Although we do not have written policies

for the review of related party transactions, the Audit Committee reviews transactions between the Company and its directors, executive

officers, holders of more than 5% of any class of the Company’s voting securities, and their respective immediate family members.

In reviewing a proposed transaction, the Audit Committee takes into account, among other factors it deems appropriate:

extent of the related person’s interest in the transaction;

the transaction is on terms generally available to an unaffiliated third-party under the same or similar circumstances;

cost and benefit to the Company;

impact or potential impact on a director’s independence in the event the related party is a director, an immediate family

member of a director or an entity in which a director is a partner, stockholder or executive officer;

impact or potential impact on a director’s independence in the event the related party is a director, an immediate family member

of a director or an entity in which a director is a partner, stockholder or executive officer;

availability of other sources for comparable products or services;

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risks to the Company.

addition, as applicable, the Audit Committee considers Section 144 of the Delaware General Corporation Law (“DGCL”)

and the Company’s Code of Ethics.

addition, as applicable, the Audit Committee considers Section 144 of the Delaware General Corporation Law (“DGCL”) and the

Company’s Code of Ethics.

provisions of Section 144 of the DGCL apply to transactions between the Company and any of its officers or directors, or any organization

in which any such individual has a financial interest or serves as a director or officer (individually, a “Section 144 Related

Party,”

and, collectively, “Section 144 Related Parties”).

Section 144 provides that a transaction between a

corporation and any Section 144 Related Party will not be void or voidable solely because such transaction involves the corporation

and the Section 144 Related Party, or solely because the Section 144 Related Party is present at or participates or votes in the

meeting of the board or committee which authorizes the transaction, if the transaction (a) is approved in good faith after full

disclosure of the material facts of the transaction by a majority vote of (i) the disinterested directors, or (ii) the stockholders,

and (b) is fair as to the corporation as of the time it is authorized, approved, or ratified by the board, a committee or the

stockholders.

provisions of the Code of Ethics apply to our NEOs and provides that such individuals must exhibit and promote honest and ethical

conduct in connection with the performance of his or her duties for and on behalf of the Company, including the ethical handling

of actual or apparent conflicts of interest involving such individual and the Company, by, among other considerations:

entering into a transaction that would result in a conflict of interest with what is in the best interest of the Company and

that is reasonably likely to result in material personal gain to any such individuals or their affiliates;

having a personal financial interest in any of the Company’s suppliers, customers or competitors that could cause divided

loyalty as a result of having the ability to influence the Company’s decisions with that particular supplier or customer

or actions to be taken by the Company that could materially benefit a competitor.

in which any such individual has a financial interest or serves as a director or officer (individually, a “Section 144 Related

Party,” and, collectively, “Section 144 Related Parties”).

Section 144 provides that a transaction between a corporation

and any Section 144 Related Party will not be void or voidable solely because such transaction involves the corporation and the Section

144 Related Party, or solely because the Section 144 Related Party is present at or participates or votes in the meeting of the board

or committee which authorizes the transaction, if the transaction (a) is approved in good faith after full disclosure of the material

facts of the transaction by a majority vote of (i) the disinterested directors, or (ii) the stockholders, and (b) is fair as to the corporation

as of the time it is authorized, approved, or ratified by the board, a committee or the stockholders.

provisions of the Code of Ethics apply to our NEOs and provides that such individuals must exhibit and promote honest and ethical conduct

in connection with the performance of his or her duties for and on behalf of the Company, including the ethical handling of actual or

apparent conflicts of interest involving such individual and the Company, by, among other considerations:

entering into a transaction that would result in a conflict of interest with what is in the best interest of the Company and that

is reasonably likely to result in material personal gain to any such individuals or their affiliates;

having a personal financial interest in any of the Company’s suppliers, customers or competitors that could cause divided loyalty

as a result of having the ability to influence the Company’s decisions with that particular supplier or customer or actions

to be taken by the Company that could materially benefit a competitor.

party transactions are reviewed by the Audit Committee prior to the consummation of the transaction.

With respect to a related

party transaction arising between Audit Committee meetings, the CFO may present it to the Audit Committee Chairperson, who will

review and may approve the related party transaction subject to ratification by the Audit Committee at the next scheduled meeting.

Our Audit Committee shall approve only those transactions that, in light of known circumstances, are not inconsistent with the

Company’s best interests.

With respect to a related party

transaction arising between Audit Committee meetings, the CFO may present it to the Audit Committee Chairperson, who will review and

may approve the related party transaction subject to ratification by the Audit Committee at the next scheduled meeting.

Our Audit Committee

shall approve only those transactions that, in light of known circumstances, are not inconsistent with the Company’s best interests.

Party Transactions

Centofanti serves as our Vice President of Information Systems.

For such position, he received annual compensation of $181,000

and $177,000 for 2020 and 2019, respectively.

For such position, he received annual compensation of $184,000 and $181,000

for 2021 and 2020, respectively.

David Centofanti is the son of Dr.

Centofanti, our EVP of Strategic Initiatives

and a Board member.

Agreements and MIPs

entered into an employment agreement with each of our NEOs, Mark Duff (President and CEO), Ben Naccarato (CFO), Dr.

Louis Centofanti

(EVP of Strategic Initiatives), Andy Lombardo (EVP of Nuclear and Technical Services) and Richard Grondin (EVP of Waste Treatment

Operations), with each employment agreement dated July 22, 2020 (see “Item 11.

Executive Compensation –

Agreements”

for a discussion of these employment agreements).

Each of our NEOs also has a MIP for fiscal years 2020 and

2021 (see “Item 11.

Executive Compensation - Performance-Based Incentive Compensation –

2020 MIPs and 2021 MIPs”

for a discussion of these MIPs).

Centofanti, our EVP of Strategic Initiatives and a Board

Common Stock is listed on the Nasdaq Capital Market.

Rule 5605 of the Nasdaq Marketplace Rules requires a majority of a listed

company’s board of directors to be comprised of independent directors.

In addition, the Nasdaq Marketplace Rules require

that, subject to specified exceptions, each member of a listed company’s audit, compensation and nominating and corporate

governance committees be independent under applicable provisions of the Securities Exchange Act of 1934, as amended (the “Exchange

Audit committee members must also satisfy independence criteria set forth in Rule 10A-3 under the Exchange Act, and

compensation committee members must also satisfy the independence criteria set forth in Rule 10C-1 under the Exchange Act.

Nasdaq Rule 5605(a)(2), a director will only qualify as an “independent director”

if, in the opinion of our Board,

that person does not have a relationship that would interfere with the exercise of independent judgment in carrying out the responsibilities

of a director.

In order to be considered independent for purposes of Rule 10A-3 under the Exchange Act, a member of an audit committee

of a listed company may not, other than in his or her capacity as a member of the audit committee, the board of directors, or

any other board committee, accept, directly or indirectly, any consulting, advisory, or other compensatory fee from the listed

company or any of its subsidiaries or otherwise be an affiliated person of the listed company or any of its subsidiaries.

to be considered independent for purposes of Rule 10C-1, the board must consider, for each member of a compensation committee

of a listed company, all factors specifically relevant to determining whether a director has a relationship to such company which

is material to that director’s ability to be independent from management in connection with the duties of a compensation

committee member, including, but not limited to:

the source of compensation of the director, including any consulting advisory

or other compensatory fee paid by such company to the director;

and whether the director is affiliated with the company or any

of its subsidiaries or affiliates.

Board annually undertakes a review of the composition of our Board of Directors and its committees and the independence of each

Based upon information requested from and provided by each director concerning his background, employment and affiliations,

including family relationships, our Board of Directors has determined that each of Messrs.

Rule 5605 of the Nasdaq Marketplace Rules requires a majority of a listed company’s

board of directors to be comprised of independent directors.

In addition, the Nasdaq Marketplace Rules require that, subject to specified

exceptions, each member of a listed company’s audit, compensation and nominating and corporate governance committees be independent

under applicable provisions of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Audit committee members

must also satisfy independence criteria set forth in Rule 10A-3 under the Exchange Act, and compensation committee members must also

satisfy the independence criteria set forth in Rule 10C-1 under the Exchange Act.

Under Nasdaq Rule 5605(a)(2), a director will only

qualify as an “independent director” if, in the opinion of our Board, that person does not have a relationship that would

interfere with the exercise of independent judgment in carrying out the responsibilities of a director.

In order to be considered independent

for purposes of Rule 10A-3 under the Exchange Act, a member of an audit committee of a listed company may not, other than in his or her

capacity as a member of the audit committee, the board of directors, or any other board committee, accept, directly or indirectly, any

consulting, advisory, or other compensatory fee from the listed company or any of its subsidiaries or otherwise be an affiliated person

of the listed company or any of its subsidiaries.

In order to be considered independent for purposes of Rule 10C-1, the board must consider,

for each member of a compensation committee of a listed company, all factors specifically relevant to determining whether a director

has a relationship to such company which is material to that director’s ability to be independent from management in connection

with the duties of a compensation committee member, including, but not limited to:

the source of compensation of the director, including

any consulting advisory or other compensatory fee paid by such company to the director;

and whether the director is affiliated with the

company or any of its subsidiaries or affiliates.

Board annually undertakes a review of the composition of our Board of Directors and its committees and the independence of each director.

Based upon information requested from and provided by each director concerning his background, employment and affiliations, including

family relationships, our Board of Directors has determined that Ms.

Duggan and each of Messrs.

Bostick, Joseph T.

Grumski, Joe R.

Reeder, Larry M.

1 unchanged sentence

Wamp and Mark A.

Zwecker is an “independent director”

as defined under the

Nasdaq Marketplace Rules.

Zwecker is an “independent director” as defined under

the Nasdaq Marketplace Rules.

Our Board of Directors has also determined that each member of our Audit Committee, consisting of Mark

Zwecker (Chairperson), Zach Wamp (who was a member of the Audit Committee until April 16, 2020), Larry M.

Shelton, and Joseph

Grumski (who became a member of the Audit Committee effective April 16, 2020), and each member of our Compensation Committee,

consisting of Joseph T.

Zwecker (Chairperson), Joseph T.

Grumski, and Larry M.

Shelton, and each member of our Compensation Committee, consisting of Joseph

Grumski (who became a member and the Chairperson effective January 21, 2021), Zach P.

Wamp (who became

a member effective January 21, 2021), Mark A.

Wamp (who became a member effective January

21, 2021), Mark A.

Zwecker, Larry M.

Shelton (who was replaced by Joseph T.

Grumski as a member and

the Chairperson effective January 21, 2021), and Joe R.

Grumski as a member and the Chairperson effective January

21, 2021), and Joe R.

Reeder (who was replaced by Zach P.

Wamp as a member effective January

21, 2021) satisfy/satisfied the independence standards for such committees established by the Commission and the Nasdaq Marketplace

Rules, as applicable.

In making such determination, our Board of Directors considered the relationships that each such non-employee

director has with our Company and all other facts and circumstances our Board of Directors deemed relevant in determining independence,

including the beneficial ownership of our capital stock by each non-employee director.

Wamp as a member effective January 21, 2021) satisfy/satisfied the independence

standards for such committees established by the Commission and the Nasdaq Marketplace Rules, as applicable.

In making such determination,

our Board of Directors considered the relationships that each such non-employee director has with our Company and all other facts and

circumstances our Board of Directors deemed relevant in determining independence, including the beneficial ownership of our capital stock

by each non-employee director.

Board of Directors has determined that Dr.

Centofanti is not deemed to be an “independent director”

because of his

employment as a senior executive of the Company.

Centofanti is not deemed to be an “independent director” because of his employment

as a senior executive of the Company.

ACCOUNTANT FEES AND SERVICES

following table reflects the aggregate fees for the audit and other services provided by Grant Thornton LLP, the Company’s

independent registered public accounting firm, for fiscal years 2020 and 2019:

fees consist of audit work performed in connection with the annual financial statements, the reviews of unaudited quarterly

financial statements, and work generally only the independent registered accounting firm can reasonably provide, such as consents

and review of regulatory documents filed with the Securities and Exchange Commission.

for income tax planning, filing, and consulting.

following table reflects the aggregate fees for the audit and other services provided by Grant Thornton LLP, the Company’s independent

registered public accounting firm, for fiscal years 2021 and 2020:

Audit Fees (1)

Audit fees consist of audit work performed in connection with the annual financial statements, the reviews of unaudited quarterly

financial statements, and work generally only the independent registered accounting firm can reasonably provide, such as consents and

review of regulatory documents filed with the Securities and Exchange Commission.

Fees for income tax planning, filing, and consulting.

of the Independent Auditor

ensure that our independent registered public accounting firm is engaged only to provide audit and non-audit services that are

compatible with maintaining its independence, the Audit Committee has a policy that requires the Committee to review and approve

in advance all services to be provided by the Company’s independent accounting firm before the firm is engaged to provide

those services.

The Audit Committee considers non-audit services and fees when assessing auditor independence, and determined

that tax return preparation and other tax compliance services is compatible with maintaining our accounting firm’s independence.

All services under the headings Audit Fees and Tax Fees were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C)

of Rule 2-01 of Regulation S-X of the Exchange Act.

The Audit Committee’s pre-approval policy provides as follows:

Audit Committee will review and pre-approve on an annual basis all audits, audit-related, tax and other services, along with

acceptable cost levels, to be performed by the independent accounting firm and any member of the independent accounting firm’s

alliance network of firms, and may revise the pre-approved services during the period based on later determinations.

services typically include:

audits, quarterly reviews, regulatory filing requirements, consultation on new accounting and

disclosure standards, employee benefit plan audits, reviews and reporting on management’s internal controls and specified

ensure that our independent registered public accounting firm is engaged only to provide audit and non-audit services that are compatible

with maintaining its independence, the Audit Committee has a policy that requires the Committee to review and approve in advance all

services to be provided by the Company’s independent accounting firm before the firm is engaged to provide those services.

Audit Committee considers non-audit services and fees when assessing auditor independence, and determined that tax return preparation

and other tax compliance services is compatible with maintaining our accounting firm’s independence.

All services under the headings

Audit Fees and Tax Fees were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X of the

Exchange Act.

The Audit Committee’s pre-approval policy provides as follows:

Audit Committee will review and pre-approve on an annual basis all audits, audit-related, tax and other services, along with acceptable

cost levels, to be performed by the independent accounting firm and any member of the independent accounting firm’s alliance

network of firms, and may revise the pre-approved services during the period based on later determinations.

Pre-approved services

typically include:

audits, quarterly reviews, regulatory filing requirements, consultation on new accounting and disclosure standards,

employee benefit plan audits, reviews and reporting on management’s internal controls and specified tax matters.

proposed service that is not pre-approved on the annual basis requires a specific pre-approval by the Audit Committee, including

1 unchanged sentence

Audit Committee may delegate pre-approval authority to one or more of the Audit Committee members.

The delegated member must

report to the Audit Committee, at the next Audit Committee meeting, any pre-approval decisions made.

The delegated member must report

to the Audit Committee, at the next Audit Committee meeting, any pre-approval decisions made.

AND FINANCIAL STATEMENT SCHEDULE

5 unchanged sentences

Exhibits listed in the Exhibit Index are filed or incorporated by reference as a part of this report.

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report

to be signed on its behalf by the undersigned, thereunto duly authorized.

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed

on its behalf by the undersigned, thereunto duly authorized.

Environmental Services, Inc.

4 unchanged sentences

Financial Officer

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 capacities and on the dates indicated.

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 capacities and on the dates indicated.

April 6, 2022

Bostick, Director

April 6, 2022

Duggan, Director

April 6, 2022

Centofanti, Director

April 6, 2022

Reeder, Director

April 6, 2022

Shelton, Chairman of the Board

April 6, 2022

Wamp, Director

April 6, 2022

Zwecker, Director

Restated Certificate of Incorporation, as amended, of Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 3(i) to the Company’s 2018 Form 10-K filed on April 1, 2019.

Second Amended and Restated Bylaws, as amended effective January 21, 2021, of Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 3(ii) to the Company’s 8-K filed on January 26, 2021.

Shareholder Rights Agreement dated and effective as of May 2, 2018 between Perma-Fix Environmental Services, Inc.

as the Company and Continental Stock Transfer & Trust Company, as Rights Agent, as incorporated by reference from Exhibit 4.1 to the Company’s Form 8-K filed on May 2, 2018.

First Amendment to Shareholder Rights Agreement dated May 2, 2019 between Perma-Fix Environmental Services, Inc.

and Continental Stock Transfer & Trust Company as Rights Agent, as incorporated by reference from Exhibit 4.2 to the Company’s Form 8-K filed on May 3, 2019.

Amended and Restated Revolving Credit, Term Loan and Security Agreement between Perma-Fix Environmental Services, Inc.

and PNC Bank, National Association (as Lender and as Agent), dated October 31, 2011, as incorporated by reference from Exhibit 4.8 to the Company 2016 Form 10-K filed on March 24, 2017.

First Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated November 7, 2012, between the Company and PNC Bank, National Association, as incorporated by reference from Exhibit 4.4 to the Company 2017 Form 10-K filed on March 16, 2018.

Second Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement and Waiver, dated May 9, 2013, between the Company and PNC Bank, National Association, as incorporated by reference from Exhibit 4.4 to the Company 2018 Form 10-K filed on April 1, 2019.

Third Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated August 2, 2013, as incorporated by reference from Exhibit 4.5 to the Company 2018 Form 10-K filed on April 1, 2019.

Third Amended, Restated and Substituted Revolving Credit Note between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated August 2, 2013, as incorporated by reference from Exhibit 4.6 to the Company 2018 Form 10-K filed on April 1, 2019.

Fourth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement and Waiver between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated April 14, 2014, as incorporated by reference from Exhibit 4.8 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Fifth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated July 25, 2014, as incorporated by reference from Exhibit 4.9 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Sixth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated July 28, 2014, as incorporated by reference from Exhibit 4.10 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Seventh Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated March 24, 2016, as incorporated by reference from Exhibit 4.17 to the Company’s 2015 Form 10-K filed on March 24, 2016.

Eighth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated August 22, 2016, as incorporated by reference from Exhibit 4.9 to the Company’s Form 10-Q for the quarter ended June 30, 2016 filed on August 22, 2016.

Ninth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated November 17, 2016, as incorporated by reference from Exhibit 4.10 to the Company’s Form 10-Q for the quarter ended September 30, 2016 filed on November 18, 2016.

Tenth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated July 26, 2018, as incorporated by reference from Exhibit 4.1 to the Company’s Form 8-K filed on July 30, 2018.

Eleventh Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement and Waiver between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated March 29, 2019, as incorporated by reference from Exhibit 4.14 to the Company’s 2018 Form 10-K filed on April 1, 2019.

Twelfth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated June 20, 2019, as incorporated by reference from Exhibit 4.1 to the Company’s Form 8-K filed on June 21, 2019.

Thirteenth Amendment to Amended and Restated Revolving Credit, Term Loan and Security Agreement between PNC Bank, National Association and Perma-Fix Environmental Services, Inc., dated December 13, 2019, as incorporated by reference from Exhibit 4.17 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Restated Certificate of Incorporation, as amended, of Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 3(i) to the Company’s Form 10-Q for Quarter ended March 31, 2021filed on May 6, 2021.

Second Amended and Restated Revolving Credit, Term Loan and Security Agreement between Perma-Fix Environmental Services, Inc.

and PNC Bank, National Association (as Lender and as Agent), dated May 8, 2020, as incorporated by reference from Exhibit 4.1 to the Company’s Form 10-Q for the Quarter ended March 31, 2020 filed on May 12, 2020.

Payment Protection Program Term Note dated April 11, 2020, by and between Perma-Fix Environmental Services, Inc.

and PNC Bank, National Association, as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K filed on April 15, 2020.

Loan and Securities Purchase Agreement, dated April 1, 2019 between Robert L.

Ferguson and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 4.15 to the Company’s 2018 Form 10-K filed on April 1, 2019.

First Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement between Perma-Fix Environmental Services, Inc.

and PNC Bank, National Association (as Lender and as Agent), dated May 4, 2021, as incorporated by reference from Exhibit 4.1 to the Company’s Form 10-Q for the Quarter Ended March 31, 2021 filed on May 6, 2021.

Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement between Perma-Fix Environmental Services,

and PNC Bank, National Association (as Lender and as Agent), dated August 10, 2021, as incorporated by reference from Exhibit

4.3 to the Company’s Form 10-Q for the Quarter Ended June 30, 2021 filed on August 11, 2021.

Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement between Perma-Fix Environmental Services,

and PNC Bank, National Association (as Lender and as Agent), dated March 29, 2022, as incorporated by reference from

Exhibit 4.1 to the Company’s Form 8-K filed on April 4, 2022.

Common Stock Purchase Warrant dated April 1, 2019 for Robert L.

Ferguson, as incorporated by reference from Exhibit 4.16 to the Company’s 2018 Form 10-K filed on April 1, 2019.

2003 Outside Directors’

Stock Plan of the Company, as incorporated by reference from Exhibit 10.1 to the Company’s 2019 Form 10-K filed on March 20, 2020.

First Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.2 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Second Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.3 to the Company’s 2017 Form 10-K filed on March 16, 2018.

Third Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.4 to the Company’s 2017 Form 10-K filed on March 16, 2018.

Fourth Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit A to the Company’s Proxy Statement for its 2017 Annual Meeting of Stockholders filed on June 22, 2017.

2017 Stock Option Plan, as incorporated by reference from Exhibit B to the Company’s Proxy Statement for its 2017 Annual Meeting of Stockholders filed on June 22, 2017.

Employment Agreement dated July 22, 2020 between Mark Duff, Chief Executive Officer, and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K filed on July 27, 2020.

Ferguson, as incorporated by reference from Exhibit 4.16 to the Company’s 2018 Form 10-K filed on April 1, 2019.

2003 Outside Directors’ Stock Plan of the Company, as incorporated by reference from Exhibit 10.1 to the Company’s 2019 Form 10-K filed on March 20, 2020.

First Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.2 to the Company’s 2019 Form 10-K filed on March 20, 2020.

Second Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.3 to the Company’s 2017 Form 10-K filed on March 16, 2018.

Third Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.4 to the Company’s 2017 Form 10-K filed on March 16, 2018.

Fifth Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit A to the Company’s Proxy Statement for its 2021 Annual Meeting of Stockholders filed on June 10, 2021.

2017 Stock Option Plan, as incorporated by reference from Exhibit B to the Company’s Proxy Statement for its 2017 Annual Meeting of Stockholders filed on June 22, 2017.

First Amendment to 2017 Stock Option Plan, as incorporated by reference from Appendix “A” to the Company’s Proxy Statement for its 2020 Annual Meeting of Stockholders filed on June 12, 2020.

Employment Agreement dated July 22, 2020 between Dr.

Louis Centofanti, Executive Vice President of Strategic Initiatives, and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.2 to the Company’s Form 8-K filed on July 27, 2020.

Employment Agreement dated July 22, 2020 between Ben Naccarato, Chief Financial Officer, and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.3 to the Company’s Form 8-K filed on July 27, 2020.

Employment Agreement dated July 22, 2020 between Andy Lombardo, EVP of Nuclear and Technical Services, Inc.

and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K filed on July 27, 2020.

Employment Agreement dated July 22, 2020 between Richard Grondin, EVP of Waste Treatment Operations and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.5 to the Company’s Form 8-K filed on July 27, 2020.

2020 Incentive Compensation Plan for Chief Executive Officer, effective January 1, 2020, as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K filed on January 22, 2020.

2020 Incentive Compensation Plan for Chief Financial Officer, effective January 1, 2020, as incorporated by reference from Exhibit 99.2 to the Company’s Form 8-K filed on January 22, 2020.

2020 Incentive Compensation Plan for Executive Vice President of Strategic Initiatives, effective January 1, 2020, as incorporated by reference from Exhibit 99.3 to the Company’s Form 8-K filed on January 22, 2020.

2020 Incentive Compensation Plan for Executive Vice President of Nuclear and Technical Services, effective January 1, 2020, as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K filed on January 22, 2020.

2020 Incentive Compensation Plan for Executive Vice President of Waste Treatment Operations, effective January 1, 2020, as incorporated by reference from Exhibit 99.6 to the Company’s Form 8-K filed on July 27, 2020.

Incentive Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc., and Chief Executive Officer, as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K filed on August 2, 2017.

Incentive Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc., and Executive Vice President/Chief Operating Officer, as incorporated by reference from Exhibit 99.2 to the Company’s Form 8-K filed on August 2, 2017.

Incentive Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc., and Chief Financial Officer, as incorporated by reference from Exhibit 99.3 to the Company’s Form 8-K filed on August 2, 2017.

Incentive Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Chief Executive Officer, as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K filed on January 23, 2019.

Incentive Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Chief Financial Officer, as incorporated by reference from Exhibit 99.5 to the Company’s Form 8-K filed on January 23, 2019.

Incentive Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and EVP of Strategic Initiatives, as incorporated by reference from Exhibit 99.6 to the Company’s Form 8-K filed on January 23, 2019.

Incentive Stock Option Agreement dated October 19, 2017 between Perma-Fix Environmental Services, Inc., and Richard Grondin, as incorporated by reference from Exhibit 99.11 to the Company’s Form 8-K filed on July 27, 2020.

Incentive Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Richard Grondin, as incorporated by reference from Exhibit 99.12 to the Company’s Form 8-K filed July 27, 2020.

and Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K filed on July 27, 2020.

2022 Incentive Compensation Plan for Chief Executive Officer, effective January 1, 2022, as incorporated by reference from Exhibit 99.5 to the Company’s Form 8-K filed on January 25, 2022.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

2022 Incentive Compensation Plan for Chief Financial Officer, effective January 1, 2022, as incorporated by reference from Exhibit 99.6 to the Company’s Form 8-K filed on January 25, 2022.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

2022 Incentive Compensation Plan for Executive Vice President of Strategic Initiatives, effective January 1, 2022, as incorporated by reference from Exhibit 99.7 to the Company’s Form 8-K filed on January 25, 2022.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

2022 Incentive Compensation Plan for Executive Vice President of Nuclear and Technical Services, effective January 1, 2022, as incorporated by reference from Exhibit 99.8 to the Company’s Form 8-K filed on January 25, 2022.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

2022 Incentive Compensation Plan for Executive Vice President of Waste Treatment Operations, effective January 1, 2022, as incorporated by reference from Exhibit 99.9 to the Company’s Form 8-K filed on January 25, 22.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LLIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc., and Mr.

Ferguson, as incorporated by reference from Exhibit 10.6 to the Company’s third quarter Form 10-Q filed on August 9, 2017.

Ferguson, as incorporated by reference from Exhibit 10.6 to the Company’s second quarter Form 10-Q filed on August 9, 2017.

First Amendment to Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc.

2 unchanged sentences

Ferguson, as incorporated by reference from Exhibit 99.3 to the Company Form 8-K filed on March 31, 2020.

Task Order Agreement for Small Scales Remediation Package between Canadian Nuclear Laboratories LTD and Perma-Fix Canada Inc., as incorporated by reference from Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended March 31, 2019 filed on May 9, 2019.

CERTAIN INFORMATION WITHIN SCHEDULE 2 –

PRICE INFORMATION OF THIS EXHIBIT HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

2021 Incentive Compensation Plan for Chief Executive Officer, effective January 1, 2021, as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K filed on January 26, 2021.

2021 Incentive Compensation Plan for Chief Financial Officer, effective January 1, 2021, as incorporated by reference from Exhibit 99.2 to the Company’s Form 8-K filed on January 26, 2021.

2021 Incentive Compensation Plan for EVP of Strategic Initiatives, effective January 1, 2021, as incorporated by reference from Exhibit 99.3 to the Company’s Form 8-K filed on January 26, 2021.

2021 Incentive Compensation Plan for EVP of Nuclear and Technical Services, effective January 1, 2021, as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K filed on January 26, 2021.

2021 Incentive Compensation Plan for EVP of Waste Treatment Operations, effective January 1, 2021, as incorporated by reference from Exhibit 99.5 to the Company’s Form 8-K filed on January 26, 2021.

and Material Master Task Ordering Agreement Subcontract Form of Agreement (subcontract 573512) dated February 23, 2020 and

Modification 4 between Perma-Fix Environmental Services, Inc.

and Triad National Security, LLC.

CERTAIN INFORMATION OF THIS

EXHIBIT WITHIN “EXHIBIT C”

“Form A-1 SCHEDULE OF RATES AND NOT-TO-EXCEED AMOUNTS”

EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBICLY DISCLOSED.

and Material Master Task Ordering Agreement Subcontract Form of Agreement (subcontract 554628) dated August 21, 2019 and Modification

6 between Perma-Fix Environmental Services, Inc.

and Triad National Security, LLC.

CERTAIN INFORMATION OF THIS EXHIBIT WITHIN

“EXHIBIT C”

“FORM A-1 SCHEDULE OF RATES AND NOT-TO-EXCEED AMOUNTS”

HAS BEEN EXCLUDED FROM

THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBICLY DISCLOSED.

of Subsidiaries

Third Amendment to Stock Option Agreement dated July 27, 2017 between Perma-Fix Environmental Services, Inc.

Ferguson, as incorporated by reference from Exhibit 99.4 to the Company Form 8-K filed on January 25, 2022.

CERTAIN INFORMATION WITHIN SCHEDULE 2 – PRICE INFORMATION OF THIS EXHIBIT HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

Solicitation, Offer and Award dated September 17, 2021 issued to Perma-Fix Environmental Services, Inc.

by Norfolk Naval Shipyard, as incorporated by reference from Exhibit 10.1 to the Company Form 10- for the Quarter Ended September 30, 2021 filed on November 12, 2021.

Placement Agency Agreement, dated as of September 23, 2021, by and between the Company and Wellington Shields & Co., LLC., as incorporated by reference from Exhibit 10.1 to the Company’s Form 8-K filed on October 4, 2021.

Form of Subscription Agreement, dated as of September 30, 2021, between the Company and each purchase named in the signature pages of the respective Subscription Agreements, as incorporated by reference from Exhibit 10.2 to the Company’s Form 8-K filed on October 4, 2021.

Time and Material Master Task Ordering Agreement Subcontract Form of Agreement (subcontract 573512) dated February 23, 2020 and Modification 4 between Perma-Fix Environmental Services, Inc.

and Triad National Security, LLC., as incorporated by reference from Exhibit 10.34 to the Company Form 10-K filed on March 29, 2021.

CERTAIN INFORMATION OF THIS EXHIBIT WITHIN “EXHIBIT C” – “Form A-1 SCHEDULE OF RATES AND NOT-TO-EXCEED AMOUNTS” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBICLY DISCLOSED.

Time and Material Master Task Ordering Agreement Subcontract Form of Agreement (subcontract 554628) dated August 21, 2019 and Modification 6 between Perma-Fix Environmental Services, Inc.

and Triad National Security, LLC., as incorporated by reference from Exhibit 10.35 to the Company’s Form 10-K filed on March 29, 2021.

CERTAIN INFORMATION OF THIS EXHIBIT WITHIN “EXHIBIT C” – “FORM A-1 SCHEDULE OF RATES AND NOT-TO-EXCEED AMOUNTS” HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBICLY DISCLOSED.

Incentive Stock Option Agreement between Perma-Fix Environmental Services, Inc.

and Chief Executive Officer, dated October 14, 2021, as incorporated by reference from Exhibit 99.1 to the Company’s Form 8-K/A filed on October 20, 2021.

Incentive Stock Option Agreement between Perma-Fix Environmental Services, Inc.

and Chief Financial Officer, dated October 14, 2021, as incorporated by reference from Exhibit 99.2 to the Company’s Form 8-K/A filed on October 20, 2021.

Incentive Stock Option Agreement between Perma-Fix Environmental Services, Inc.

and EVP of Strategic Initiatives, dated October 14, 2021, as incorporated by reference from Exhibit 99.3 to the Company’s Form 8-K/A filed on October 20, 2021.

Incentive Stock Option Agreement between Perma-Fix Environmental Services, Inc.

and EVP of Waste Treatment Operations, dated October 14, 2021, as incorporated by reference from Exhibit 99.4 to the Company’s Form 8-K/A filed on October 20, 2021.

Incentive Stock Option Agreement between Perma-Fix Environmental Services, Inc.

and EVP of Nuclear and Technical Services, dated October 14, 2021, as incorporated by reference from Exhibit 99.5 to the Company’s Form 8-K/A filed on October 20, 2021.

Joint Venture Term Sheet between Springfields Fuels Limited, an affiliate of Westinghouse, and the Company.

CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

List of Subsidiaries

Consent of Grant Thornton, LLP

Certification

by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

Certification

by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

Certification

by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company furnished pursuant to 18 U.S.C.

Certification

by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company furnished pursuant to 18 U.S.C.

Instance Document*

Taxonomy Extension Schema Document*

Taxonomy Extension Calculation Linkbase Document*

Taxonomy Extension Definition Linkbase Document*

Taxonomy Extension Labels Linkbase Document*

Taxonomy Extension Presentation Linkbase Document*

to Rule 406T of Regulation S-T, the Interactive Data File in Exhibit 101 hereto are deemed not filed or part of a registration

statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purpose

of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

Certification by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

Certification by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

Certification by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company furnished pursuant to 18 U.S.C.

Section 1350.

Certification by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company furnished pursuant to 18 U.S.C.

Section 1350.

XBRL Instance Document*

XBRL Taxonomy Extension Schema Document*

XBRL Taxonomy Extension Calculation Linkbase Document*

XBRL Taxonomy Extension Definition Linkbase Document*

XBRL Taxonomy Extension Labels Linkbase Document*

XBRL Taxonomy Extension Presentation Linkbase Document*

Cover Page Interactive Data File (embedded within the Inline XBRL document)

to Rule 406T of Regulation S-T, the Interactive Data File in Exhibit 101 hereto are deemed not filed or part of a registration statement

or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purpose of Section

18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

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 9A. Controls and Procedures