What changed in this filing

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Item 2. Management’s Discussion and Analysis

2026-05-12 compared with 2025-11-14 · 77 added, 102 removed, 98 unchanged (65% of the section changed)

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The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the unaudited condensed consolidated financial statements and the notes thereto contained elsewhere in this Quarterly Report.

The amounts contained herein are presented in thousands, except share and per share amounts.

The amounts contained herein are presented in thousands, except historical investment, share and per share amounts.

Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.

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• the ability to maintain the listing of the Class A common stock and the Verde Clean Fuels Warrants on Nasdaq (each as defined below), and the potential liquidity and trading of such securities;

• the failure to realize the anticipated benefits of the de-SPAC business transaction that the Company consummated in February 2023 (the “Business Combination”), which may be affected by, among other things, competition;

• the Company’s ability to develop and operate anticipated and new projects;

• the Company’s ability to obtain financing for any current or future projects;

• the failure to realize the anticipated benefits of the business combination transaction that the Company consummated in February 2023 (the “Business Combination”), which may be affected by, among other things, competition and market conditions;

• the future development status of the Company's Permian Basin Project (as defined below), which was suspended in February 2026;

• the Company’s ability to implement and execute its current strategy to pursue capital-lite opportunities, such as the deployment of our STG+® technology through licensing arrangements;

• the Company’s ability to develop and operate any potential project if and to the extent the Company determines in the future to pursue that strategy;

• the Company’s ability to obtain any required financing to advance any potential project;

• the reduction or elimination of government economic incentives to the renewable energy market;

• delays in acquisition, financing, construction and development of new or anticipated projects;

• the length of development cycles for new or anticipated projects, including the design and construction processes for the Company’s projects;

• the Company’s ability to identify suitable locations for new or anticipated projects;

• the Company’s dependence on suppliers;

• changes in local, state, and federal laws, regulations or policies that may affect our business or our industry (such as the effects of tax law changes, and changes in environmental, health, and safety regulations and regulations addressing climate change, and trade policy);

• changing market conditions driven by increasing demand for natural gas in the Permian Basin and potentially in other regions, which could result in higher value markets for such natural gas;

• delays or lack of success in licensing its technology, as well as any acquisition, financing, construction and development of any project that may be developed;

• the length of development cycles for potential projects, including the design and construction processes for a project;

• the Company’s or third-party licensee’s dependence on suppliers;

• changes in local, state, and federal laws, regulations or policies that may affect our business or our industry (such as the effects of tax law changes, and changes in, or rollback of, environmental, health, and safety regulations and regulations addressing climate change, and trade policy);

• decline in public and governmental acceptance and support of renewable energy development and projects;

• demand for renewable energy not being sustained;

• impacts of changing weather patterns and conditions, natural disasters and climate change;

• impacts of climate change, changing weather patterns and conditions, and natural disasters;

• the ability to secure necessary governmental and regulatory approvals;

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• risks relating to the uncertainty of success, any commercial viability, or delays of the Company’s research and development efforts, including any study in which the Company participates that is funded by the Department of Energy or any other governmental agency;

• significant developments in macroeconomic and political conditions beyond the Company’s control, including disruptions in the supply chain, increased costs due to inflation, the imposition of tariffs or other economic measures or trade disputes, and any U.S.

government shutdowns;

• significant developments in macroeconomic and political conditions beyond the Company’s control, including disruptions in the supply chain, product supply and price volatility due to the Iran war and current hostilities in general in the Middle East, the recent government change in Venezuela, increased costs due to inflation and the imposition of tariffs or trade disputes;

• the Company’s success in retaining or recruiting, or changes required in, its officers, key employees or directors;

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Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

We are a clean fuels company focused on the deployment of our innovative and proprietary liquid fuels processing technology through development of commercial production plants.

Verde’s synthesis gas (“syngas”)-to-gasoline plus (STG+®) process converts syngas, derived from diverse feedstocks, into fully finished liquid fuels that require no additional refining.

Verde is currently focused on opportunities to convert associated natural gas into gasoline, which is expected to provide a market for such natural gas with the added potential benefits of flare mitigation and production of gasoline with a lower carbon intensity than conventional gasoline.

As of September 30, 2025, the Company is still in the process of developing its first commercial production facility and has not derived revenue from its principal business activities.

The Company is managed as an integrated business and there is only one reportable segment.

We acquired our STG+ ® technology from Primus Green Energy in 2020, which was originally founded in 2007 and invested over $110 million in developing and demonstrating such technology, including the construction and operation of

the demonstration plant.

We own an innovative and proprietary gas-to-liquids processing technology capable of converting low-value or stranded feedstocks into higher-value clean transportation fuels.

Our synthesis gas (“syngas”)-to-gasoline plus (STG+®) process is designed to convert syngas, derived from a variety of feedstocks, including natural gas and biomass, into fully finished liquid fuels that require no additional refining.

The STG+® technology is engineered for industrial-scale deployment and intended to be delivered in standardized modular units.

The technology has been validated through a fully integrated demonstration plant that has completed over 10,000 hours of operation.

As of March 31, 2026, we are still in the process of deploying our STG+ ® technology and have not derived revenue from our principal business activities.

We acquired our STG+ ® technology from Primus Green Energy in 2020, which was originally founded in 2007 and invested over $150 million in developing and demonstrating such technology, including the construction and operation of the demonstration plant.

The demonstration plant began operations in 2013, completed over 10,000 hours of operation and is currently maintained in an idle state.

Recent Developments

On February 6, 2026, we announced the suspension of development of the Permian Basin Project (as defined below) primarily as a result of changing market conditions driven by increasing demand for natural gas in the Permian Basin.

On February 18, 2026, we announced a revised strategy to deploy our innovative and proprietary liquid fuels processing technology through capital-lite opportunities.

The shift in strategy is intended to identify the most effective pathways to commercialize the STG+® technology with a disciplined approach to capital allocation.

Related to our revised strategy, we have implemented and intend to continue implementing aggressive cost savings initiatives targeting a 50% reduction in costs in 2026 as compared to 2025.

On March 20, 2026, we announced the appointment of George Burdette as CEO and engagement of Roth Capital Partners as financial advisor to assist the Company in evaluating strategic alternatives.

These announcements are part of the Company’s continued advancement of its previously announced restructuring and cost reduction initiatives.

Burdette succeeds Ernie Miller who has stepped down from his role as CEO to pursue another opportunity.

Miller remains with the Company as a senior advisor.

Burdette, who has served as the Company’s CFO since October 2024, continues to serve in that role.

PIPE Investment

On December 18, 2024, the Company entered into common stock purchase agreement (the “Purchase Agreement”) with Cottonmouth Ventures, LLC (“Cottonmouth”), a subsidiary of Diamondback Energy, LLC (“Diamondback”), pursuant to which the Company agreed to issue and sell an aggregate of 12,500,000 shares of its Class A common stock, par value $0.0001 (“Class A common stock”) to Cottonmouth at a price of $4.00 per share for an aggregate purchase price of $50 million (the “PIPE Investment”) in a private placement.

On December 18, 2024, the Company entered into common stock purchase agreement (the “Purchase Agreement”) with Cottonmouth Ventures, LLC (“Cottonmouth”), a subsidiary of Diamondback Energy, LLC (“Diamondback”), pursuant to which the Company agreed to issue and sell an aggregate of 12,500,000 shares of its Class A common stock, par value $0.0001 (“Class A common stock”) to Cottonmouth at a price of $4.00 per share for an aggregate purchase price of $50,000 (the “PIPE Investment”) in a private placement.

The Company consummated the transactions contemplated by the Purchase Agreement on January 29, 2025.

In connection with the closing of the PIPE Investment, on January 29, 2025, (i) Cottonmouth and the Company amended that certain equity participation right agreement, dated February 13, 2023 (the “Existing Equity Participation Right Agreement”), to remove certain preemptive rights with respect to the Company’s equity securities granted to Cottonmouth under the Existing Equity Participation Right Agreement and (ii) the Company entered into that certain Second Amended and Restated Registration Rights Agreement with Cottonmouth and the other parties thereto, which amended and restated that certain Amended and Restated Registration Rights Agreement, dated February 15, 2023, by and among the Company and certain stockholders named therein (the “Existing Registration Rights Agreement”), to add Cottonmouth as a party to the Existing Registration Rights Agreement.

In connection with the closing of the PIPE Investment, on January 29, 2025, (i) Cottonmouth and the Company amended an equity participation right agreement, dated February 13, 2023 (the “Existing Equity Participation Right Agreement”), to remove certain preemptive rights with respect to the Company’s equity securities granted to Cottonmouth under the Existing Equity Participation Right Agreement and (ii) the Company entered into a Second Amended and Restated Registration Rights Agreement with Cottonmouth and the other parties thereto, which amended and restated that certain Amended and Restated Registration Rights Agreement, dated February 15, 2023, by and among the Company and certain stockholders named therein (the “Existing Registration Rights Agreement”), to add Cottonmouth as a party to the Existing Registration Rights Agreement.

Restated Charter

On December 18, 2024, the holder of a majority of the issued and outstanding shares of Class A common stock and Class C common stock, par value $0.0001 (“Class C common stock”) adopted resolutions by written consent, in lieu of a meeting of stockholders to, among other things, amend and restate, immediately prior to and contingent upon the consummation of the closing of the PIPE Investment, our fourth amended and restated certificate of incorporation (the “Restated Charter”) to (A) increase the amount of authorized shares of Class C common stock from 25,000,000 to 26,000,000 and (B) increase the size of our Board of Directors (the “Board”) from seven to eight and to provide Cottonmouth with certain director designation and board observer rights.

On December 18, 2024, the holder of a majority of the issued and outstanding shares of Class A common stock and Class C common stock, par value $0.0001 (“Class C common stock”) adopted resolutions by written consent, in lieu of a meeting of stockholders to, among other things, amend and restate, immediately prior to and contingent upon the consummation of the closing of the PIPE Investment, our fourth amended and restated certificate of incorporation (the “Restated Charter”) to (A) increase the amount of authorized shares of Class C common stock from 25,000,000 to 26,000,000 and (B) increase the size of our Board of Directors (the “Board” or "Board of Directors") from seven to eight and to provide Cottonmouth with certain director designation and board observer rights.

The Restated Charter was approved and recommended by the Board prior to the stockholder action by written consent.

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Commencing and Expanding Commercial Operations

A critical step in our business strategy will be the successful construction and operation of the first commercial production plant using our patented STG+® technology.

Concurrent with the Business Combination, Diamondback, through its wholly-owned subsidiary, Cottonmouth, made a $20 million equity investment in Verde and entered into the Existing Equity Participation Right Agreement pursuant to which Verde must grant Cottonmouth the right to participate and jointly develop natural gas-to-gasoline plants in the Permian Basin utilizing Verde’s STG+® technology and associated natural gas from Diamondback’s operations.

A critical step in our business strategy will be the successful deployment of our STG+® technology.

Concurrent with the Business Combination, Diamondback, through its wholly-owned subsidiary, Cottonmouth, made a $20,000 equity investment in Verde and entered into the Existing Equity Participation Right Agreement pursuant to which Verde must grant Cottonmouth the right to participate and jointly develop natural gas-to-gasoline plants in the Permian Basin utilizing Verde’s STG+® technology and associated natural gas from Diamondback’s operations.

Diamondback is an independent oil and natural gas company headquartered in Midland, Texas, focused on the acquisition, development, exploration and exploitation of unconventional, onshore oil and natural gas reserves in the Permian Basin in West Texas.

The production of gasoline from associated natural gas from Diamondback’s operations in the Permian Basin is designed to allow Diamondback to mitigate the flaring of natural gas while also producing a high-margin product from natural gas streams that are subject to being economically disadvantaged.

In February 2024, Verde and Cottonmouth entered into a joint development agreement (“JDA”), which provides a pathway forward for the proposed development, construction, and operation of a natural gas-to-gasoline plant in the Permian Basin

utilizing Verde’s STG+® technology and associated natural gas from Diamondback’s operations (the “Permian Basin Project”).

In February 2024, Verde and Cottonmouth entered into a joint development agreement (“JDA”) related to the proposed development, construction and operation of a natural gas-to-gasoline plant in the Permian Basin utilizing Verde’s STG+® technology and associated natural gas from Diamondback’s operations (the “Permian Basin Project”).

The JDA frames the contracts contemplated to be entered into between the parties and outlines the conditions precedent for the parties to enter into definitive documents and achieve final investment decision (“FID”) to proceed with the Permian Basin Project.

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In connection with entering into the JDA and the commencement of the FEED study, we began to incur development costs with respect to the project.

Under the terms of the JDA, 65% of the approved development costs that we incur (which include costs associated with the FEED costs) are reimbursed by Cottonmouth.

In January 2025, we identified a new site for the Permian Basin Project with improved access to key utilities.

To date, we have continued to advance development activities related to the Permian Basin Project, including the FEED study, which is a key requirement to achieving FID.

Upon satisfaction of the JDA conditions precedent and achieving FID for the Permian Basin Project, it is anticipated that engineering, procurement, and construction work would then commence.

As of September 30, 2025, our construction in progress assets are comprised of capitalized development costs (which include costs associated with the FEED study) related to the Permian Basin Project of $9,293, net of amounts reimbursable by Cottonmouth of $5,977.

We expect that the Permian Basin Project could serve as a template for additional natural gas-to-gasoline projects throughout the Permian Basin and other pipeline-constrained basins in the U.S., as well as addressing flared or stranded natural gas opportunities internationally.

In addition to the Permian Basin Project, we also continue to identify and evaluate other potential opportunities to deploy our technology while remaining disciplined with our resources.

Under the terms of the JDA, 65% of the approved development costs that we incur (which include the FEED costs) are reimbursed by Cottonmouth.

The FEED study was completed in December 2025;

however, the Permian Basin Project was suspended in February 2026.

We believe the FEED study will continue to be useful as we explore other opportunities to deploy the STG+® technology.

Also in February 2026, we announced a revised strategy to deploy our innovative and proprietary liquid fuels processing technology through capital-lite opportunities.

The shift in strategy is intended to identify the most effective pathways to commercialize the STG+® technology with a disciplined approach to capital allocation.

Such opportunities include licensing technology and providing engineering, technical, and operational services.

Key Components of Results of Operations

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We have not generated any revenue to date.

We expect to generate a significant portion of our future revenue from activities related to the proposed Permian Basin Project, which is expected to produce reformulated blendstock for oxygenate blending grade gasoline.

These revenues are currently expected to be comprised of distributions from our share of ownership of the Permian Basin Project as well as fees from our role as operator of such project.

We expect that future revenue generation opportunities would result from capital-lite opportunities to deploy our STG+® technology.

Such opportunities include licensing technology and providing engineering, technical, and operational services.

General and Administrative Expenses

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General and administrative expenses also include business development costs, outside service costs, such as legal fees, professional fees paid for accounting, auditing and consulting services, and insurance costs.

Following the Business Combination, we incurred and expect to continue to incur higher general and administrative expenses for public company costs such as compliance with the regulations of the U.S.

Securities and Exchange Commission (the “SEC”) and Nasdaq.

Research and Development Expenses

Research and development expenses consist primarily of activities related to the Company’s technology that are not capitalized, including labor (engineers and consultants), engineering software costs, and demonstration plant operations and maintenance costs.

Other income primarily consists of interest and dividend income earned on our cash and cash equivalents balances.

Other income primarily consists of interest and dividend income earned on our cash and cash equivalents.

Income Tax Effects

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Results of Operations

Comparison of the three months ended September 30, 2025 and 2024

Comparison of the three months ended March 31, 2026 and 2025

Three Months Ended

September 30,

(in thousands) 2026 2025

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Loss before income taxes (2,347) (2,651)

Income tax expense (benefit) 104 —

Net loss $ (2,334) $ (2,494)

General and Administrative

General and administrative expenses increased by $58, or 2%, for the three months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to additional stock options granted during 2025 and additional employee headcount, which was largely offset by lower outside services and insurance expenses.

Of our general and administrative expenses for the three months ended September 30, 2025 and 2024, $134 and $1, respectively, were business development costs.

The increase was primarily due to increased activities related to the identification and evaluation of potential opportunities to deploy our technology.

Research and Development

Research and development expenses increased by $37, or 40%, for the three months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to higher engineering software costs.

Other income increased by $359, or 123%, for the three months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to higher interest and dividend income earned on our cash and cash equivalents resulting from the net proceeds received from the closing of the PIPE Investment in January 2025.

Comparison of the nine months ended September 30, 2025 and 2024

Nine Months Ended

September 30,

(in thousands) 2025 2024

General and administrative expenses $ 8,844 $ 8,472

Research and development expenses 457 350

Total operating loss 9,301 8,822

Other (income) (1,846) (954)

Loss before income taxes (7,455) (7,868)

Income tax expense (benefit) 129 (14)

Income tax expense 46 53

Net loss $ (2,393) $ (2,704)

General and Administrative

General and administrative expenses increased by $372, or 4%, for the nine months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to additional employee headcount and additional stock options granted during 2025, which was partially offset by lower outside services and insurance expenses.

Of our general and administrative expenses for the nine months ended September 30, 2025 and 2024, $207 and $308, respectively, were business development costs.

The decrease was primarily due to development costs associated with the Permian Basin Project incurred in the comparative period prior to our entry into the JDA, partially offset by increased activities related to the identification and evaluation of potential opportunities to deploy our technology.

For the three months ended March 31, 2026, our general and administrative expenses decreased by $325, or 11%, as compared to the same period in 2025.

The decrease was primarily due to lower outside services and insurance expenses, which was offset by additional share-based compensation expense.

Of our general and administrative expenses for the three months ended March 31, 2026 and 2025, $17 and $66, respectively, were business development costs.

The decrease was primarily due to reduced development activities driven by our revised strategy to deploy our technology through capital-lite opportunities.

Research and Development

Research and development expenses increased by $107, or 30%, for the nine months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to higher engineering software costs, which was partially offset by classification of a portion of the engineers’ and consultants’ time associated with the Permian Basin Project to construction in progress in 2025.

Other income increased by $892, or 94%, for the nine months ended September 30, 2025 as compared to the same period in 2024.

For the three months ended March 31, 2026, our research and development expenses decreased by $2, or 1%, as compared to the same period in 2025.

The decrease was primarily due to lower engineering software costs, which were largely offset by higher employee compensation as a portion of the engineers’ and consultants’ time associated with the Permian Basin Project in 2025 was capitalized as construction in progress.

For the three months ended March 31, 2026, our other income decreased by $23, or 4%, as compared to the same period in 2025.

The decrease was primarily due to lower interest and dividend income earned on our cash and cash equivalents resulting from lower cash and cash equivalents.

Liquidity and Capital Resources

As of September 30, 2025, we are still in the process of developing our first commercial production plant and have not derived revenue from our principal business activities.

We do not expect to generate any meaningful revenue unless and until we are able to commercialize our first production plant.

Since inception, we have incurred operating losses and generated negative operating cash flows that were primarily attributable to our ongoing general and administrative expenses and development activities.

We measure liquidity in terms of our ability to fund the cash requirements of our development activities and our near-term business operations, including our contractual obligations and other commitments.

Our current liquidity needs primarily involve general and administrative expenses and activities related to the ongoing development of our first commercial production plant.

As of September 30, 2025, we had cash and cash equivalents of $59,440.

We expect that our cash and cash equivalents will be sufficient to fund our cash requirements, including ongoing general and administrative expenses and planned development activities, for the next 12 months from the reporting date.

notwithstanding the PIPE Investment, we further expect that additional capital will be required in order to complete our first commercial production plant.

The exact timing of these additional cash requirements will depend on the pacing of our development activities, which is uncertain and subject to a variety of factors, many of which are outside of our control.

Accordingly, we will likely be required to raise additional funds through the issuance of equity, equity-related or debt securities, through obtaining credit from government or financial institutions or by engaging in joint ventures or other alternative forms of financing.

We cannot be certain that additional funds will be available on favorable terms when required, or at all.

If we cannot raise additional funds when needed, our financial condition, results of operations, business and prospects could be materially and adversely affected.

Our ability to raise funds through equity offerings may be limited by the significant number of shares that may be publicly sold as well as by the amount of publicly traded Class A common stock as well as outstanding publicly traded warrants (“Warrants”), stock options, restricted stock units (“RSUs”) or earn out equity.

As the exercise price of our Warrants is $11.50 per share of Class A common stock, we do not expect that Warrants will be exercised in the foreseeable future.

In addition, to the extent we raise funds through the sale of additional equity securities, our stockholders would experience additional dilution.

If we raise funds through the issuance of debt securities or through loan arrangements, the terms of such debt securities or loan arrangements could require significant interest payments, contain covenants that restrict our business, or contain other unfavorable terms.

The current high interest rate environment adds additional risk and expense to the issuance of debt securities or loan arrangements to fund capital investment.

Summary Statement of Cash Flows for the Nine Months Ended September 30, 2025 and 2024

We have not generated any revenue to date.

We expect that future revenue generation opportunities would result from capital-lite opportunities to deploy our STG+® technology.

Such opportunities include licensing technology and providing engineering, technical, and operational services.

As of March 31, 2026, we are still in the process of deploying our STG+® technology and have not derived revenue from our principal business activities.

We do not expect to generate revenue unless and until we are able to deploy our STG+® technology.

Since inception, we have incurred operating losses and generated negative operating cash flows that were primarily attributable to our general and administrative expenses and development activities.

We measure liquidity in terms of our ability to fund the cash requirements of our near-term business operations, including our contractual obligations and other commitments.

Our current liquidity needs primarily involve general and administrative expenses.

As of March 31, 2026, we had cash and cash equivalents of $54,281.

We expect that our cash and cash equivalents will be sufficient to fund our cash requirements, including ongoing general and administrative expenses, for the next 12 months from the reporting date.

Comparison of Cash Flows for the Three Months Ended March 31, 2026 and 2025

The following table sets forth the primary sources and uses of cash and cash equivalents for the periods presented below:

Nine Months Ended September 30,

Three Months Ended

(in thousands) 2026 2025

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Cash Flows Used in Operating Activities

Net cash used in operating activities increased by $908 during the nine months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily due to higher working capital requirements largely resulting from cash paid for excise tax, which was partially offset by higher interest and dividend income earned on our cash and cash equivalents resulting from the net proceeds received from the closing of the PIPE Investment in January 2025.

For the three months ended March 31, 2026, our net cash used in operating activities decreased by $1,085 as compared to the same period in 2025.

The decrease was primarily due to lower working capital requirements, lower general administrative and research and development costs, and higher non-cash shared-based compensation expense.

Cash Flows Used in Investing Activities

Net cash used in investing activities increased by $1,036 during the nine months ended September 30, 2025 as compared to the same period in 2024.

The increase was primarily attributable to higher development costs related to the Permian Basin Project, net of amounts reimbursable by Cottonmouth in accordance with the JDA.

See Note 4 in the accompanying unaudited condensed consolidated financial statements for further information.

For the three months ended March 31, 2026, our net cash used in investing activities increased by $305 as compared to the same period in 2025.

The increase was primarily attributable to the timing of payments made related to the Permian Basin Project, net of amounts reimbursable by Cottonmouth in accordance with the JDA.

See Notes 3, 4 and 5 in the accompanying unaudited condensed consolidated financial statements for further information.

Cash Flows Provided by Financing Activities

Net cash provided by financing activities increased by $49,446 for the nine months ended September 30, 2025 as compared to the same period in 2024.

The increase was due to the net proceeds received from the closing of the PIPE Investment in January 2025.

For the three months ended March 31, 2026, our net cash provided by financing activities decreased by $49,950 as compared to the same period in 2025.

The decrease was due to the net proceeds received from the closing of the PIPE Investment in January 2025.

Commitments and Contractual Obligations

The Company had a restricted cash balance of $100 as of both September 30, 2025 and December 31, 2024.

The restricted cash balance is maintained in support of a letter of credit.

As of March 31, 2026 and December 31, 2025, we had a restricted cash balance of $100 maintained in support of a letter of credit.

Off-Balance Sheet Arrangements

As of September 30, 2025, we have not engaged in any off-balance sheet arrangements, as defined in the rules and regulations of the SEC.

As of March 31, 2026, we have not engaged in any off-balance sheet arrangements, as defined in the rules and regulations of the SEC.

Critical Accounting Policies and Estimates

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However, we are not currently aware of any reasonably likely events or circumstances that would result in materially different results.

We describe our significant accounting policies in Note 2 – Significant Accounting Policies, of the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024.

We discuss our critical accounting policies and estimates in Management’s Discussion and Analysis of Financial Conditions and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024.

We describe our significant accounting policies in Note 2 – Summary of Significant Accounting Policies , of the notes to the consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2025.

We discuss our critical accounting policies and estimates in Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2025.

Recent Accounting Pronouncements

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 2. Management’s Discussion and Analysis