Quarterly Report for Quarter Ending JUNE 30, 2026 (Form 10-Q)

Management's Discussion and Analysis of Financial Condition and Results of Operations

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The following discussion should be read in conjunction with our accompanying unaudited interim condensed consolidated financial statements and notes thereto included within this Quarterly Report on Form 10-Q, and our audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the "2025 Form 10-K"). In addition to historical information, this Quarterly Report on Form 10-Q and the following discussion contain statements that are considered forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to, among other things, our liquidity and capital resources; our ability to generate cash from operations and achieve profitability; the execution and timing of strategic initiatives, including asset monetization and capital optimization efforts; our ability to access and utilize financing arrangements, including the satisfaction of conditions precedent to, and timing and availability of funding under, such arrangements with governmental or commercial counterparties, and our continued compliance with the terms and covenants thereof; the timing, construction, commissioning and scaling of hydrogen production facilities; anticipated revenue growth, margin improvement and cost reductions; customer demand and order conversion; the development, commercialization, performance, reliability and cost competitiveness of electrolyzers, fuel cell systems, hydrogen storage and related technologies; expansion into new markets and applications, including stationary power, backup and distributed generation solutions and data center power applications, and the pace of adoption of hydrogen technologies in those markets; supply chain availability, component reliability, input cost volatility and electricity pricing trends; regulatory, environmental and trade policy developments, including the availability and impact of clean energy tax credits and other incentives and evolving administrative or interpretive guidance relating thereto; trade restrictions, tariffs, export controls and related geopolitical policy risks that could increase costs, limit market access or disrupt our supply chain; future capital expenditures and investment priorities; customer and counterparty concentration and counterparty credit risk; our expectations regarding the hydrogen economy and broader clean energy market; and our long-term growth strategy.

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Forward-looking statements are typically identified by words such as "anticipate," "believe," "could," "continue," "estimate," "expect," "forecast," "intend," "may," "plan," "project," "should," "target," "will," "would," and similar expressions, including the negatives thereof. These statements are based on our current expectations, assumptions and projections regarding future events and financial trends that we believe may affect our financial condition, results of operations, business strategy and financial needs. However, forward-looking statements involve known and unknown risks, uncertainties and other factors, many of which are outside our control, which may cause actual results, performance or achievements to differ materially from those expressed or implied by such statements.

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Investors are cautioned not to unduly rely on forward-looking statements. Important factors that could cause actual results to differ materially include, among others:

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The risks included here are not exhaustive, and additional factors could adversely affect our business and financial performance, including factors and risks discussed in the section titled "Risk Factors" included under Part I, Item 1A, in our 2025 Form 10-K and supplemented by Part II, Item 1A of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 and Part II, Item 1A of this Quarterly Report on Form 10-Q. Moreover, we operate in a very competitive and rapidly changing environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors, nor can we assess the impact of all such risk factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from these contained in any forward-looking statements. While forward-looking statements reflect our good faith beliefs, they are not guarantees of future performance. These forward-looking statements speak only as of the date on which the statements were made. Except as may be required by applicable law, we do not undertake or intend to update any forward-looking statements after the date of this Quarterly Report on Form 10-Q.

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References in this Quarterly Report on Form 10-Q to "Plug," the "Company," "we," "our," or "us" refer to Plug Power Inc., including as the context requires, its subsidiaries.

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Overview

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Plug is facilitating the paradigm shift to an increasingly electrified world by innovating cutting-edge hydrogen and fuel cell solutions.

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While we continue to develop commercially viable hydrogen and fuel cell product solutions, we have expanded our offerings to support a variety of commercial operations that can be powered with clean hydrogen. We provide electrolyzers that allow customers - such as refineries, producers of chemicals, steel, fertilizer and commercial refueling stations - to generate hydrogen on-site. We are focusing our efforts on (a) industrial mobility applications, including electric forklifts and electric industrial vehicles, at multi-shift high volume manufacturing and high throughput distribution sites where we believe our products and services provide a unique combination of productivity, flexibility, and environmental benefits; and (b) production of hydrogen. Plug expects to support these products and customers with an

ecosystem of vertically integrated products that produce, transport, store and handle, dispense, and use hydrogen for mobility and power applications.

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Our current product and service portfolio includes:

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GenDrive: GenDrive is our hydrogen fueled PEM fuel cell system, providing power to material handling EVs, including Class 1, 2, 3 and 6 electric forklifts, automated guided vehicles, and ground support equipment.

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GenFuel: GenFuel is our liquid hydrogen fueling, delivery, generation, storage, and dispensing system.

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GenCare: GenCare is our ongoing "Internet of Things"-based maintenance and on-site service program for GenDrive fuel cell systems, GenSure fuel cell systems, GenFuel hydrogen storage and dispensing products.

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GenKey: GenKey is our vertically integrated "turn-key" solution combining either GenDrive or GenSure fuel cell power with GenFuel fuel and GenCare aftermarket service, offering complete simplicity to customers transitioning to fuel cell power.

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GenEco Electrolyzers: The design and implementation of 5MW and 10MW electrolyzer systems that are modular, scalable hydrogen generators optimized for clean hydrogen production. Electrolyzers generate hydrogen from water using electricity and can produce "green" hydrogen when powered by renewable energy inputs, such as solar or wind power.

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Liquefaction Systems: Plug's 15 ton-per-day and 30 ton-per-day liquefiers are engineered for high efficiency, reliability, and operational flexibility - providing consistent liquid hydrogen to customers. This design increases plant reliability and availability while minimizing parasitic losses like heat leak and seal gas losses.

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Cryogenic Equipment: Engineered equipment including trailers and mobile storage equipment for the distribution of liquefied hydrogen, oxygen, argon, nitrogen and other cryogenic gases.

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GenSure: GenSure is our stationary fuel cell solution providing scalable, modular PEM fuel cell power to support applications on both a small and large power scale. For smaller applications, Plug's Low Power GenSure supports backup and grid-support applications of the telecommunications, transportation, and utility sectors. Our High Power GenSure product line supports large scale stationary power, EV charging infrastructure, and data center markets.

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Liquid Hydrogen: Liquid hydrogen provides an efficient fuel alternative to fossil-based energy. We produce liquid hydrogen at our production facilities in Tennessee, Georgia and Louisiana and through third-party supply arrangements, utilizing electrolyzer systems and liquefaction systems. Liquid hydrogen supply is used by customers in material handling operations, fuel cell electric vehicle fleets, and stationary power applications.

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We provide our products and solutions worldwide through our direct sales force, and by leveraging relationships with original equipment manufacturers ("OEMs") and their dealer networks. Plug is currently targeting Europe, Australia, North America and select international markets (including parts of Asia) for expansion in adoption of its hydrogen and electrolyzer solutions.

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Currently, we manufacture and/or assemble our products at our manufacturing facilities in Slingerlands, New York; Rochester, New York; Houston, Texas; and Lafayette, Indiana; and have an expanded customer service center in Miamisburg, Ohio. In addition, we have hydrogen production plants in Charleston, Tennessee; Kingsland, Georgia; and St. Gabriel, Louisiana.

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Results of Operations

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Our primary sources of revenue are from sales of equipment, related infrastructure and other, services performed on fuel cell systems and related infrastructure, power purchase agreements, and fuel delivered to customers and related equipment. A certain portion of our sales result from acquisitions in legacy markets, which we are working to transition to renewable solutions. Revenue from sales of equipment, related infrastructure and other represents sales of our GenDrive units, GenSure stationary backup power units, cryogenic stationary and on road storage, hydrogen liquefaction systems, electrolyzers and hydrogen fueling infrastructure. Revenue from services performed on fuel cell systems and related infrastructure represents revenue earned on our service and maintenance contracts and sales of spare parts. Revenue from power purchase agreements primarily represent payments received from customers who make monthly payments to access the Company's GenKey solution. Revenue associated with fuel delivered to customers and related equipment represents the sale of hydrogen to customers that has been purchased by the Company from a third party or generated at our hydrogen production plants.

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Provision for Common Stock Warrants

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On August 24, 2022, the Company issued to Amazon.com NV Investment Holdings LLC, a wholly owned subsidiary of Amazon ("Amazon"), a warrant (the "2022 Amazon Warrant") to acquire up to 16,000,000 shares of the Company's common stock, subject to certain vesting events, described in Note 10, "Stockholders' Equity - Share-Based Consideration Payable to a Customer."

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In 2017, the Company issued a warrant to Walmart (the "2017 Walmart Warrant") to purchase up to 55,286,696 shares of the Company's common stock, subject to certain vesting events, described in Note 10, "Stockholders' Equity - Share-Based Consideration Payable to a Customer."

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The amount of provision for the 2022 Amazon Warrant and 2017 Walmart Warrant recorded as a reduction of revenue during the three and six months ended June 30, 2026 and 2025, respectively, is shown in the table below (in thousands):

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Net revenue, cost of revenue, gross profit/(loss) and gross margin/(loss) during the three and six months ended June 30, 2026 and 2025 were as follows (in thousands):

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Net Revenue

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Revenue - sales of equipment, related infrastructure and other. Revenue from sales of equipment, related infrastructure and other represents sales of our GenDrive units, GenSure stationary backup power units, cryogenic delivery and storage, hydrogen liquefaction systems, electrolyzers and hydrogen fueling infrastructure (referred to at the site level as hydrogen installations). Revenue from sales of equipment, related infrastructure and other for the three months ended June 30, 2026 decreased $17.3 million, or 17.4%, to $81.9 million from $99.2 million for the three months ended June 30, 2025. Primarily contributing to the decrease in revenue from sales of equipment, related infrastructure and other was a decrease in revenue from sales of electrolyzers of $31.7 million due to timing of deployments. In addition, revenue from sales of hydrogen infrastructure decreased $3.4 million due to volume, with two hydrogen site installations recognized during the three months ended June 30, 2026 compared to three site installations recognized during the three months ended June 30, 2025. Partially offsetting these decreases in revenue, revenue from sales of fuel cell systems increased $16.4 million primarily due to volume of GenDrive units sold, with 1,666 units sold during the three months ended June 30, 2026 compared to 739 units sold during the three months ended June 30, 2025. Finally, there was an increase of $1.5 million related to the sales of engineered oil and gas equipment. Included in the changes in revenue described above, the provision for common stock warrants recorded as a reduction of revenue from sales of equipment, related infrastructure and other increased to $6.2 million during the three months ended June 30, 2026 compared to $1.3 million during the three months ended June 30, 2025.

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Revenue from sales of equipment, related infrastructure and other for the six months ended June 30, 2026 decreased $1.8 million, or 1.1%, to $160.9 million from $162.7 million for the six months ended June 30, 2025. Primarily contributing to the decrease in revenue from sales of equipment, related infrastructure and other was a decrease in revenue from sales of cryogenic equipment and liquefiers of $18.1 million primarily due to volume, with 70 units sold during the six months ended June 30, 2026 compared to 136 units sold during the six months ended June 30, 2025, as well as product mix. Partially offsetting the decrease in revenue, there was an increase in revenue from sales of fuel cell systems of $11.5 million due to volume of GenDrive units sold, with 2,203 units sold during the six months ended June 30, 2026 compared to 1,587 units sold during the six months ended June 30, 2025. In addition, revenue from sales of hydrogen infrastructure increased $3.6 million due to volume, with five hydrogen site installations recognized during the six months ended June 30, 2026 compared to four site installations recognized during the six months ended June 30, 2025. Finally, there was an increase of $1.3 million related to the sales of engineered oil and gas equipment. Included in the changes in revenue

described above, the provision for common stock warrants recorded as a reduction of revenue from sales of equipment, related infrastructure and other increased to $6.5 million during the six months ended June 30, 2026 compared to $2.2 million during the six months ended June 30, 2025.

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Revenue - services performed on fuel cell systems and related infrastructure. Revenue from services performed on fuel cell systems and related infrastructure represents revenue earned on our service and maintenance contracts and sales of spare parts. Revenue from services performed on fuel cell systems and related infrastructure for the three months ended June 30, 2026 increased $13.4 million, or 82.3%, to $29.8 million from $16.4 million for the three months ended June 30, 2025. The increase in revenue from services performed on fuel cell systems and related infrastructure was primarily due to an increase in orders for alterations and upgrades for commissioned infrastructure as well as an increase in pricing. In addition, the average number of GenDrive units under maintenance contracts increased to 26,368 units during the three months ended June 30, 2026 compared to 23,846 units during the three months ended June 30, 2025. Partially offsetting the increases in revenue described above, the provision for common stock warrants recorded as a reduction of revenue from services performed on fuel cell systems and related infrastructure increased to $3.9 million during the three months ended June 30, 2026 compared to $1.3 million during the three months ended June 30, 2025.

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Revenue from services performed on fuel cell systems and related infrastructure for the six months ended June 30, 2026 increased $18.6 million, or 55.9%, to $51.8 million from $33.2 million for the six months ended June 30, 2025. The increase in revenue from services performed on fuel cell systems and related infrastructure was primarily due to the increase in orders for alterations and upgrades for commissioned infrastructure, increase in pricing and increase in the average number of GenDrive units under maintenance described above. Partially offsetting the increases in revenue described above, the provision for common stock warrants recorded as a reduction of revenue from services performed on fuel cell systems and related infrastructure increased to $5.3 million during the six months ended June 30, 2026 compared to $2.9 million during the six months ended June 30, 2025.

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Revenue - power purchase agreements. Revenue from Power Purchase Agreements ("PPAs") represents payments received from customers for power generated through the provision of equipment and service. Revenue from PPAs for the three months ended June 30, 2026 increased $3.3 million, or 14.0%, to $26.9 million from $23.6 million for the three months ended June 30, 2025. The increase in revenue from PPAs was primarily due to an increase in pricing rates during the second quarter of 2026 compared to the second quarter of 2025. In addition, the provision for common stock warrants recorded as a reduction of revenue from PPAs decreased to $1.3 million during the three months ended June 30, 2026 compared to $2.2 million during the three months ended June 30, 2025.

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Revenue from PPAs for the six months ended June 30, 2026 increased $6.4 million, or 13.6%, to $53.2 million from $46.8 million for the six months ended June 30, 2025. The increase in revenue from PPAs was primarily due to increases in pricing described above. In addition, the provision for common stock warrants recorded as a reduction of revenue from PPAs decreased to $2.6 million during the six months ended June 30, 2026 compared to $4.4 million during the six months ended June 30, 2025.

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Revenue - fuel delivered to customers and related equipment. Revenue from fuel delivered to customers and related equipment represents the sale of hydrogen that has been purchased by the Company from a third party or generated at our hydrogen production plants. Revenue from fuel delivered to customers and related equipment during the three months ended June 30, 2026 increased $5.1 million, or 14.7%, to $39.5 million from $34.4 million during the three months ended June 30, 2025. The increase in revenue was primarily due to an increase in the average selling price of fuel and an increase in volume of fuel kilograms sold. In addition, the provision for common stock warrants recorded as a reduction of revenue from fuel delivered to customers and related equipment decreased to $3.0 million during the three months ended June 30, 2026 compared to $4.6 million during the three months ended June 30, 2025.

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Revenue from fuel delivered to customers and related equipment during the six months ended June 30, 2026 increased $11.4 million, or 17.9%, to $75.3 million from $63.9 million during the six months ended June 30, 2025. The increase in revenue was primarily due to the increase in average selling price of fuel and increase in volume of fuel kilograms sold. In addition, the provision for common stock warrants recorded as a reduction of revenue from fuel

delivered to customers and related equipment decreased to $4.5 million during the six months ended June 30, 2026 compared to $9.1 million during the six months ended June 30, 2025.

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Cost of Revenue

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Cost of revenue - sales of equipment, related infrastructure and other. Cost of revenue from sales of equipment, related infrastructure and other includes direct materials, labor costs, and allocated overhead costs related to the manufacture of our fuel cells such as GenDrive units and GenSure stationary back-up power units, cryogenic delivery and storage, hydrogen liquefaction systems, electrolyzers and hydrogen fueling infrastructure (referred to at the site level as hydrogen installations). Cost of revenue from sales of equipment, related infrastructure and other during the three months ended June 30, 2026 decreased $37.0 million, or 31.5%, to $80.3 million from $117.3 million during the three months ended June 30, 2025. The decrease in cost of revenue from sales of equipment, related infrastructure and other was primarily due to a decrease in cost of revenue related to sales of electrolyzer stacks and systems and a decrease in cost of revenue related to sales of hydrogen infrastructure during the three months ended June 30, 2026 primarily due to the decreases in volume described above as well as the realization of decreased labor and overhead costs resulting from the Company's restructuring activities. In addition, the Company recorded inventory valuation adjustments of $6.7 million during the three months ended June 30, 2026, a decrease compared to $11.4 million recorded during the three months ended June 30, 2025. Partially offsetting these decreases, the cost of revenue related to sales of fuel cell systems increased during the three months ended June 30, 2026 primarily due to the increases in volume described above. Gross margin increased to 1.9% for the three months ended June 30, 2026 compared to gross loss (18.3%) for the three months ended June 30, 2025. The change from gross loss to gross margin was primarily due to the realization of decreased labor and overhead costs resulting from the Company's restructuring activities.

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Cost of revenue from sales of equipment, related infrastructure and other during the six months ended June 30, 2026 decreased $26.1 million, or 13.6%, to $165.7 million from $191.8 million during the six months ended June 30, 2025. The decrease in cost of revenue from sales of equipment, related infrastructure and other was primarily due to the decreases in volume and the realization of decreased labor and overhead costs described above. In addition, the Company recorded inventory valuation adjustments of $14.7 million during the six months ended June 30, 2026, a decrease compared to $19.1 million recorded during the six months ended June 30, 2025. Gross loss decreased to (2.9%) for the six months ended June 30, 2026 compared to (17.9%) for the six months ended June 30, 2025. The decrease in gross loss was primarily due to the realization of decreased labor and overhead costs resulting from the Company's restructuring activities.

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Cost of revenue - services performed on fuel cell systems and related infrastructure. Cost of revenue from services performed on fuel cell systems and related infrastructure includes the labor, material costs and allocated overhead costs incurred for our product service and hydrogen site maintenance contracts and spare parts. Cost of revenue from services performed on fuel cell systems and related infrastructure during the three months ended June 30, 2026 increased $11.7 million, or 117.3%, to $21.7 million from $10.0 million during the three months ended June 30, 2025. The increase in cost of revenue was primarily due to volume, with an increase in orders for alterations and upgrades for commissioned infrastructure and an increase in the average number of GenDrive units under maintenance contracts described above, as well as an increase in cost of service parts. Partially offsetting the increase in cost of revenue from services performed on fuel cell systems and related infrastructure, the Company recorded inventory valuation adjustments of $22 thousand during the three months ended June 30, 2026, a decrease compared to $0.9 million recorded during the three months ended June 30, 2025. Gross margin decreased to 27.2% for the three months ended June 30, 2026 compared to 38.9% for the three months ended June 30, 2025. The decrease in gross margin was primarily due to an increase in cost of service parts, partially offset by improved stack reliability.

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Cost of revenue from services performed on fuel cell systems and related infrastructure during the six months ended June 30, 2026 increased $11.6 million, or 47.8%, to $36.1 million from $24.5 million during the six months ended June 30, 2025. The increase in cost of revenue was primarily due to volume, with an increase in orders for alterations and upgrades for commissioned infrastructure and an increase in the average number of GenDrive units under maintenance contracts described above, as well as an increase in cost of service parts. Partially offsetting the increase in cost of revenue from services performed on fuel cell systems and related infrastructure, the Company recorded inventory valuation adjustments of $22 thousand during the six months ended June 30, 2026, a decrease compared to $0.9 million recorded

during the six months ended June 30, 2025. Gross margin increased to 30.2% for the six months ended June 30, 2026 compared to 26.4% for the six months ended June 30, 2025. The increase in gross margin was primarily due to cost improvement on parts as well as improved stack reliability.

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Cost of revenue - benefit for loss contracts related to service. The Company recorded a benefit for loss contracts related to service of $15.7 million during the three months ended June 30, 2026 compared to a benefit for loss contracts related to service of $10.8 million during the three months ended June 30, 2025. The increase in the benefit was primarily due to improved pricing structure as well as reductions in cost to service our GenDrive units due to improved stack reliability and increased labor utilization. In addition, during the three months ended June 30, 2026, the Company recorded a benefit for loss contracts related to service of $7.5 million due to a contract termination.

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The Company recorded a benefit for loss contracts related to service of $23.5 million during the six months ended June 30, 2026 compared to a benefit for loss contracts related to service of $1.9 million during the six months ended June 30, 2025. The increase in the benefit was primarily due to improved pricing structure as well as reductions in cost to service our GenDrive units due to improved stack reliability and increased labor utilization. In addition, during the six months ended June 30, 2026, the Company recorded a benefit for loss contracts related to service of $7.5 million due to a contract termination.

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Cost of revenue - power purchase agreements. Cost of revenue from PPAs includes depreciation of assets utilized and service costs to fulfill PPA obligations and interest costs associated with certain financial institutions for leased equipment. Cost of revenue from PPAs during the three months ended June 30, 2026 decreased $10.3 million, or 22.7%, to $35.0 million from $45.3 million during the three months ended June 30, 2025. The decrease in cost of revenue during the three months ended June 30, 2026 was primarily due to improved stack reliability and the realization of decreased labor and overhead costs resulting from a decrease in operating lease costs from strategic buy-outs of the Company's operating lease liabilities during the first half of 2026. Gross loss decreased to (30.0%) during the three months ended June 30, 2026 compared to (91.6%) during the three months ended June 30, 2025. The decrease in gross loss was primarily due to improved pricing and the reduction in cost described above.

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Cost of revenue from PPAs during the six months ended June 30, 2026 decreased $20.1 million, or 21.1%, to $75.1 million from $95.2 million during the six months ended June 30, 2025. The decrease in cost of revenue during the six months ended June 30, 2026 was primarily due to improved stack reliability and the realization of decreased labor and overhead costs resulting from a decrease in operating lease costs from strategic buy-outs of the Company's operating lease liabilities during the first half of 2026. Gross loss decreased to (41.2%) during the six months ended June 30, 2026 compared to (103.2%) during the six months ended June 30, 2025. The decrease in gross loss was primarily due to improved pricing and the reduction in cost described above.

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Cost of revenue - fuel delivered to customers and related equipment. Cost of revenue from fuel delivered to customers and related equipment represents the purchase of hydrogen from suppliers and internally produced hydrogen that is ultimately sold to customers. Cost of revenue from fuel delivered to customers during the three months ended June 30, 2026 decreased $7.1 million, or 10.9%, to $58.5 million from $65.6 million during the three months ended June 30, 2025. The decrease in cost of revenue was primarily due to an increase of internally produced fuel, decreased internal production costs and a decrease in the average cost of purchased fuel. Gross loss decreased to (48.2%) during the three months ended June 30, 2026 compared to (90.8%) during the three months ended June 30, 2025. The decrease in gross loss was primarily due to an increase in volume of fuel kilograms sold, increased internal hydrogen production and lower internal production costs.

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Cost of revenue from fuel delivered to customers during the six months ended June 30, 2026 decreased $13.6 million, or 10.9%, to $111.4 million from $125.0 million during the six months ended June 30, 2025. The decrease in cost of revenue was primarily due to an increase of internally produced fuel, decreased internal production costs and a decrease in the average cost of purchased fuel. In addition, the Company recorded inventory valuation adjustments of $0.5 million during the six months ended June 30, 2026, a decrease compared to the $1.2 million recorded during the six months ended June 30, 2025. Gross loss decreased to (48.0%) during the six months ended June 30, 2026 compared to (95.7%) during

the six months ended June 30, 2025. The decrease in gross loss was primarily due to an increase in volume of fuel kilograms sold, increased internal hydrogen production and lower internal production costs.

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Expenses

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Research and development. Research and development expenses include: materials to build development and prototype units, cash and non-cash stock compensation and benefits for the engineering and related staff, expenses for contract engineers, fees paid to consultants for services provided, materials and supplies consumed, facility related costs such as computer and network services, and other general overhead costs associated with our research and development activities. Research and development expense for the three months ended June 30, 2026 increased $1.2 million, or 10.1%, to $13.4 million from $12.2 million for the three months ended June 30, 2025. The increase was primarily due to an increase in professional fees, partially offset by a decrease in government-sponsored research and development project expense.

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Research and development expense for the six months ended June 30, 2026 decreased $4.1 million, or 13.6%, to $25.5 million from $29.6 million for the six months ended June 30, 2025. The decrease was primarily due to headcount reductions resulting from the Company's 2025 Restructuring Plan as well as a decrease in government-sponsored research and development project expense, partially offset by an increase in professional fees.

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Selling, general and administrative. Selling, general and administrative expenses include cash and non-cash stock compensation, benefits, amortization of intangible assets and related costs in support of our general corporate functions, including general management, finance and accounting, human resources, selling and marketing, information technology and legal services. Selling, general and administrative expenses for the three months ended June 30, 2026 decreased $58.6 million, or 66.7%, to $29.3 million from $87.9 million for the three months ended June 30, 2025. The decrease was primarily due to recoveries of previously-impaired assets of $39.7 million, as disclosed in Note 2, "Summary of Significant Accounting Policies," headcount reductions resulting from the Company's 2025 Restructuring Plan, a decrease in credit loss provisions, a decrease in contract termination fees, a decrease in professional fees and reductions to the Company's depreciation and amortization expense resulting from the Company's impairment recorded during the fourth quarter of 2025. These decreases were partially offset by a $3.1 million increase in transaction costs related to the sale of the Company's ITC during the second quarter of 2026, as disclosed in Note 18, "Government Tax Credits."

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Selling, general and administrative expenses for the six months ended June 30, 2026 decreased $69.2 million, or 41.0%, to $99.5 million from $168.7 million for the six months ended June 30, 2025. The decrease was primarily due to recoveries of previously-impaired assets of $39.7 million, as disclosed in Note 2, "Summary of Significant Accounting Policies," headcount reductions resulting from the Company's 2025 Restructuring Plan, a decrease in credit loss provisions, a decrease in contract termination fees, a decrease in professional fees and reductions to the Company's depreciation and amortization expense resulting from the Company's impairment recorded during the fourth quarter of 2025. These decreases were partially offset by an increase in stock-based compensation expense as well as a $2.3 million increase in transaction costs related to the sale of the Company's ITC during the second quarter of 2026, as disclosed in Note 18, "Government Tax Credits."

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Restructuring. Expenses related to restructuring activities for the three months ended June 30, 2026 decreased $2.8 million, or 93.8%, to $0.2 million from $3.0 million for the three months ended June 30, 2025. The decrease was due to lower severance and benefits expenses resulting from restructuring activities during the three months ended June 30, 2026, which impacted fewer employees than from restructuring activities during the three months ended June 30, 2025.

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Expenses related to restructuring activities for the six months ended June 30, 2026 decreased $18.5 million, or 92.0%, to $1.6 million from $20.1 million for the six months ended June 30, 2025. The decrease was due to lower severance and benefits expenses resulting from restructuring activities during the six months ended June 30, 2026, which impacted fewer employees than from restructuring activities during the six months ended June 30, 2025.

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Impairment. Impairment for the three months ended June 30, 2026 decreased $1.2 million, or 6.0%, to $19.4 million from $20.6 million for the three months ended June 30, 2025. The decrease was primarily related to the Company

recording lower impairment charges on long-lived assets during the three months ended June 30, 2026. See Note 2, "Summary of Significant Accounting Policies," for further information.

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Impairment for the six months ended June 30, 2026 increased $1.5 million, or 7.2%, to $23.2 million from $21.7 million for the six months ended June 30, 2025. The increase was primarily related to the Company recording higher impairment charges on long-lived assets during the six months ended June 30, 2026. See Note 2, "Summary of Significant Accounting Policies," for further information.

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Change in fair value of contingent consideration. The change in fair value of contingent consideration consists of earn-outs for the Joule Processing LLC ("Joule") acquisition and Frames Holding B.V. ("Frames") acquisition (prior period only). The change in fair value of contingent consideration for the three months ended June 30, 2026 and 2025 was $0.2 million and ($0.2) million, respectively.

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The change in fair value of contingent consideration for the six months ended June 30, 2026 and 2025 was $0.5 million and ($12.0) million, respectively. The increase in change in fair value of contingent consideration during the six months ended June 30, 2026 was primarily due to passage of time whereas the decrease in the fair value of contingent consideration during the six months ended June 30, 2025 was primarily due to changes in management assumptions related to the Joule earn-out.

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Interest income. Interest income primarily consists of income generated by our investment holdings, restricted cash escrow accounts, and money market accounts. Interest income for the three months ended June 30, 2026 decreased $3.2 million compared to the three months ended June 30, 2025. The decrease was primarily due to the decrease in the Company's average restricted cash balance during the second quarter of 2026.

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Interest income for the six months ended June 30, 2026 decreased $4.6 million compared to the six months ended June 30, 2025. The decrease was primarily due to the decrease in the Company's average restricted cash balance during the first half of 2026.

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Interest expense. Interest expense consists of interest expense related to our long-term debt, convertible debt instruments, obligations under finance leases and our finance obligations. Interest expense for the three months ended June 30, 2026 increased $1.0 million compared to the three months ended June 30, 2025. The increase was primarily due to interest expense incurred related to the 6.75% Convertible Senior Notes, which were issued during the fourth quarter of 2025.

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Interest expense for the six months ended June 30, 2026 increased $6.8 million compared to the six months ended June 30, 2025. The increase was primarily due to interest expense incurred related to the 6.75% Convertible Senior Notes, which were issued during the fourth quarter of 2025.

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Other (expense)/income, net. Other (expense)/income, net primarily consists of gains and losses related to energy contracts and foreign currency transactions. Other (expense)/income, net during the three months ended June 30, 2026 decreased to other expense, net of ($7.2) million compared to other income, net of $3.8 million during the three months ended June 30, 2025. The decrease was primarily due to an increase in losses related to energy contracts during the second quarter of 2026.

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Other (expense)/income, net during the six months ended June 30, 2026 decreased to other expense, net of ($6.1) million compared to other income, net of $5.1 million during the six months ended June 30, 2025. The decrease was primarily due to an increase in losses related to energy contracts during the first half of 2026 as well as foreign currency losses.

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(Loss)/gain on extinguishment of convertible debt instruments and finance obligations. (Loss)/gain on extinguishment of convertible debt instruments and finance obligations consists of losses that arise from retirement of the Company's convertible debt instruments, debt and finance obligations before maturity. During the three months ended June 30, 2026 and 2025, the Company recorded a gain/(loss) on extinguishment of convertible debt instruments and finance

obligations of ($0.1) million and ($5.5) million, respectively. The loss on extinguishment of convertible debt instruments and finance obligations recorded during the three months ended June 30, 2026 was due to net losses on the extinguishment of finance obligations. The losses recorded during the three months ended June 30, 2025 were driven by the difference between the carrying amount of the 6.00% Convertible Debenture and principal settled in cash and premium costs on the 6.00% Convertible Debenture principal settled in cash.

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During the six months ended June 30, 2026 and 2025, the Company recorded a gain/(loss) on extinguishment of convertible debt instruments and finance obligations of $1.7 million and ($9.1) million, respectively. The gain on extinguishment of convertible debt instruments and finance obligations recorded during the six months ended June 30, 2026 was due to net gains on the extinguishment of finance obligations. The losses recorded during the six months ended June 30, 2025 were driven by the difference between the carrying amount of the 6.00% Convertible Debenture and principal settled in cash and premium costs on the 6.00% Convertible Debenture principal settled in cash.

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Change in fair value of convertible debt instruments. Change in fair value of convertible debt instruments consists of gains/(losses) that arise from the changes in fair value of the Company's convertible debt instruments. During the three months ended June 30, 2026, the Company recorded a change in fair value of convertible debt instruments of ($74.2) million compared to a change in fair value of convertible debt instruments of $9.2 million during the three months ended June 30, 2025. The increase in losses resulting from changes in the fair value of convertible debt instruments during the three months ended June 30, 2026 was primarily due to an increase in the Company's common stock price as well as a larger principal balance of the 6.75% Convertible Senior Notes compared to the principal balance of the Company's convertible debt instruments held during the three months ended June 30, 2025.

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During the six months ended June 30, 2026, the Company recorded a change in fair value of convertible debt instruments of ($145.0) million compared to a change in fair value of convertible debt instruments of $1.9 million during the six months ended June 30, 2025. The increase in losses resulting from changes in the fair value of convertible debt instruments during the six months ended June 30, 2026 was primarily due to an increase in the Company's common stock price, an increase in the Company's stock price volatility as well as a larger principal balance of the 6.75% Convertible Senior Notes compared to the principal balance of the Company's convertible debt instruments held during the six months ended June 30, 2025.

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Change in fair value of debt. Change in fair value of debt consists of gains/(losses) that arise from the changes in fair value of the Company's debt. During the three and six months ended June 30, 2026 and 2025, the Company recorded a change in fair value of debt of $0 and ($3.4) million, respectively. The decrease in losses on change in fair value of convertible debt instruments during the three and six months ended June 30, 2026 was primarily due to the 15.00% Secured Debenture, which were issued during the second quarter of 2025 and fully settled during the fourth quarter of 2025.

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Change in fair value of warrant liabilities. Change in fair value of warrant liabilities consists of gains/(losses) that arise from the changes in fair value of the Company's $7.75 Warrants. During the three months ended June 30, 2026, the Company recorded a change in fair value of warrant liabilities of ($29.3) million primarily due to an increase in the Company's common stock price compared to no change in fair value of warrant liabilities during the three months ended June 30, 2025 as the $7.75 Warrants were issued during the fourth quarter of 2025.

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During the six months ended June 30, 2026, the Company recorded a change in fair value of warrant liabilities of ($83.9) million primarily due to an increase in the Company's common stock price and an increase in the Company's stock price volatility compared to no change in fair value of warrant liabilities during the six months ended June 30, 2025, as the $7.75 Warrants were issued during the fourth quarter of 2025.

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Loss on equity method investments. Loss on equity method investments consists of our interest in AccionaPlug S.L., which is our 50/50 joint venture with Acciona Generación Renovable, S.A. and Clean H2 Infra Fund. Prior to the fourth quarter of 2025, we also held a 49% interest in SK Plug Hyverse, our joint venture with SK Innovation Co., Ltd., successor in interest to SK E&S Co., Ltd. During the three months ended June 30, 2026, the Company recorded a loss of $0.7 million on equity method investments compared to a loss of $45.9 million during the three months ended June 30, 2025. The decrease in loss on equity method investments was primarily due to the Company recording an other-than-

temporary impairment loss of $42.5 million related to the Company's investment in one of its equity method investments due to a decline in market conditions during the three months ended June 30, 2025.

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During the six months ended June 30, 2026, the Company recorded a loss of $1.1 million on equity method investments compared to a loss of $48.2 million during the six months ended June 30, 2025. The decrease in loss on equity method investments was primarily due to the Company recording an other-than-temporary impairment loss of $42.5 million related to the Company's investment in one of its equity method investments due to a decline in market conditions during the six months ended June 30, 2025. In addition, the Company did not recognize losses related to SK Plug Hyverse during the six months ended June 30, 2026 as the Company sold its entire 49% equity interest in SK Plug Hyverse during the fourth quarter of 2025.

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Income Taxes

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The Company recorded income tax expense of $207 thousand and $12 thousand during the three months ended June 30, 2026 and 2025, respectively. The Company recorded income tax expense of $248 thousand and $12 thousand during the six months ended June 30, 2026 and 2025, respectively. The income tax expense for the three and six months ended June 30, 2026 was primarily attributable to current tax incurred in foreign jurisdictions. The Company has not changed its overall conclusion with respect to the need for a valuation allowance against its net deferred tax assets in the United States, which remain fully reserved. Except for a few service entities mainly in Europe, all deferred tax assets are offset by a full valuation allowance because it is more likely than not that the tax benefits of the net operating loss carryforwards and other deferred tax assets will not be realized. As of June 30, 2026, the Company's Netherlands subsidiary maintains a full valuation allowance on its deferred tax assets that will not be realized.

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Liquidity and Capital Resources

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A summary of our consolidated sources and uses of cash, cash equivalents and restricted cash was as follows (in thousands):

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Operating Activities

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The net cash used in operating activities during the six months ended June 30, 2026 and 2025 was $244.1 million and $297.4 million, respectively. The decrease in net cash used in operating activities was primarily due to the cash receipt of $50.0 million during the second quarter of 2026 related to the resolution of a contract dispute with a customer, as disclosed in Note 17, "Commitments and Contingencies." In addition, there was a decrease in cash used in deferred revenue and other contract liabilities. Those changes were partially offset by an increase in cash used in accounts payable, accrued expenses and other liabilities and prepaid expenses and other assets as well as an increase in payments of operating lease liabilities, net resulting from strategic buy-outs of the Company's operating lease liabilities of $15.5 million during the first half of 2026.

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Investing Activities

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The net cash used in investing activities during the six months ended June 30, 2026 and 2025 was $8.2 million and $87.3 million, respectively. The decrease in net cash used in investing activities was primarily due to a decrease in purchases of property, plant and equipment. In addition, during the second quarter of 2026, the Company executed an ITC sales agreement for its Louisiana hydrogen production plant and received net cash proceeds of $36.1 million, as disclosed in Note 18, "Government Tax Credits." Partially offsetting these decreases, there was an increase in purchases of

equipment related to power purchase agreements and equipment related to fuel delivered to customers resulting from strategic buy-outs of the Company's finance obligations and operating and finance lease liabilities.

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Financing Activities

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The net cash (used in)/provided by financing activities during the six months ended June 30, 2026 and 2025 was ($67.9) million and $226.1 million, respectively. The decrease from cash provided by financing activities to cash used in financing activities was primarily driven by a decrease in proceeds from public and private offerings and debt issuance, partially offset by a decrease in principal payments on convertible debt instruments.

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Liquidity

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The Company has continued to experience negative cash flows from operations and net losses. The Company incurred net losses of approximately $190.1 million and $228.7 million during the three months ended June 30, 2026 and 2025, respectively. The Company incurred net losses of approximately $436.1 million and $425.6 million during the six months ended June 30, 2026 and 2025, respectively. As of June 30, 2026, the Company's working capital was $652.5 million, which included unrestricted cash and cash equivalents of $161.9 million and current restricted cash of $155.5 million, and the Company had an accumulated deficit of $8.7 billion.

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The Company's primary sources of liquidity have historically included cash on hand, proceeds from equity and debt financings, and operating cash flows. The Company continues to evaluate opportunities to strengthen its balance sheet and enhance financial flexibility. The future use of our available liquidity will be based upon the ongoing review of the funding needs of our businesses, the optimal allocation of our resources, and the timing of cash flow generation. To the extent that we desire to access alternative sources of capital, market conditions could adversely impact our ability to do so at that time and at terms favorable to the Company.

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The Company has an "at-the-market" equity offering program with B. Riley Securities, Inc. ("B. Riley") and Yorkville Securities, LLC ("Yorkville") pursuant to which the Company may, from time to time, offer and sell through or to B. Riley, as sales agent or principal, shares of the Company's common stock, having an aggregate gross sales price of up to $1.0 billion under a sales agreement. The "at-the-market" equity offering program will terminate upon the earliest of (a) August 15, 2027, with respect to principal and agency transactions, (b) the sale of all shares of common stock under the program or (c) termination of the sales agreement. During the three and six months ended June 30, 2026, the Company sold no shares of common stock pursuant to the "at-the-market" equity offering program. As of June 30, 2026, the Company had $944.1 million of aggregate gross sales price of shares available to be sold under the "at-the-market" equity offering program.

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The Company has also entered into a Standby Equity Purchase Agreement (the "SEPA") with Yorkville, pursuant to which the Company has the right, at its option, to sell to Yorkville up to $1.0 billion in the aggregate gross sales price of its common stock, subject to certain limitations and conditions set forth therein. The Company has the right, but not the obligation, from time to time at its sole discretion to direct Yorkville to purchase directly from the Company up to $10.0 million in the aggregate gross sales price of its common stock on any trading day. The SEPA expires on February 10, 2027. During the three and six months ended June 30, 2026, the Company sold no shares of common stock pursuant to the SEPA.

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Subsequent to June 30, 2026, on August 7, 2026, the Company received $40.0 million in connection with the closing of the sale of high-voltage electrical infrastructure assets located at the Company's Graham, Texas project to Stream U.S. Data Centers, LLC, as further described in Note 20, "Subsequent Events." The Company expects these proceeds to provide additional near-term liquidity as it continues to execute on its strategic infrastructure optimization initiative.

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The Company believes that its working capital, cash position and restricted cash to be released over the next 12 months, and amortization requirements of the Company's finance obligations, together with other key assumptions, support the Company's conclusion that it has sufficient capital to fund its ongoing operations for a period of at least 12 months subsequent to the issuance of the accompanying unaudited interim condensed consolidated financial statements.

Key assumptions are based on factors such as forecasted sales and costs, the Company's right to direct B. Riley and Yorkville to purchase shares from the Company under the "at-the-market" equity offering program, and the Company's right to direct Yorkville to purchase shares from the Company under the SEPA.

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The Company's significant obligations consisted of the following as of June 30, 2026:

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Public and Private Offerings of Equity and Debt

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$7.75 Warrants

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On March 20, 2025, the Company sold 46,500,000 shares of its common stock, pre-funded warrants to purchase 138,930,464 shares of its common stock and warrants (the "Common Warrants") to purchase 185,430,464 shares of its common stock in a registered direct offering pursuant to an underwriting agreement with several underwriters.

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On October 8, 2025, the Company entered into a warrant exercise inducement agreement with the holder of the Common Warrants, whereby in consideration for exercising the 185,430,464 outstanding Common Warrants at the exercise price as set forth in the Common Warrants of $2.00 per share, the Company agreed to provide new Common Warrants to the holder to purchase up to 185,430,464 shares of the Company's common stock at $7.75 per share (the "$7.75 Warrants"). In addition, under the warrant exercise inducement agreement, the holder was permitted to receive, upon exercise, in lieu of 154,430,464 common shares, new pre-funded warrants to purchase 154,430,464 shares of the Company's common stock at $0.0001 per share.

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The $7.75 Warrants contain a provision pursuant to which, upon a Change of Control (as defined in the $7.75 Warrants), the holder may elect to require the Company (or the successor entity) to purchase the warrant for cash equal to its Black-Scholes value (a "Change of Control Cash Election"). The Company has classified the $7.75 Warrants as a liability on the consolidated balance sheets because the Change of Control Cash Election represents a conditional obligation that could require the Company to settle the warrants in cash upon the occurrence of a Change of Control, which

precludes equity classification under Accounting Standards Codification ("ASC") 815, Derivatives and Hedging ("ASC 815"). The $7.75 Warrants became exercisable on February 28, 2026 and expire on March 20, 2028.

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As of June 30, 2026 and December 31, 2025, the $7.75 Warrants were valued at $136.3 million and $52.3 million, respectively, using the following Black-Scholes assumptions:

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The change in the carrying amount of the $7.75 Warrants during the six months ended June 30, 2026 was as follows (in thousands):

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6.75% Convertible Senior Notes

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On November 21, 2025, the Company issued $431.3 million aggregate principal amount of 6.75% convertible senior notes due December 1, 2033 (the "6.75% Convertible Senior Notes"), including the exercise in full of the initial purchasers' option to purchase up to an additional $56.3 million principal amount of the notes. The notes were issued pursuant to an indenture, dated November 21, 2025 (the "Indenture").

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The notes are convertible at the option of the holders at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of the Company's common stock, or a combination of cash and shares of common stock, at the Company's election, in the manner and subject to the terms and conditions provided in the Indenture; provided that unless and until the reserved share effective date occurs, the Company will settle conversion of notes solely with cash. There were no conversions of the 6.75% Convertible Senior Notes during the three and six months ended June 30, 2026. As of June 30, 2026, the Company was in compliance with all debt covenants associated with the 6.75% Convertible Senior Notes.

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The change in the carrying amount of the 6.75% Convertible Senior Notes during the six months ended June 30, 2026 was as follows (in thousands):

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The following table summarizes the total interest expense and effective interest rate related to the 6.75% Convertible Senior Notes during the three and six months ended June 30, 2026 (in thousands, except for the effective interest rate):

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Extended Maintenance Contracts

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On a quarterly basis, we evaluate any potential losses related to our extended maintenance contracts for sales of equipment, related infrastructure and other that have been sold. The following table shows the roll forward of balances in the accrual for loss contracts (in thousands):

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Product Warranty Reserve

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On a quarterly basis, we evaluate our product warranty reserve. The Company applies a failure rate based on product type on total products under warranty identified through a contract-by-contract review to determine its product warranty reserve liability. The Company's product warranty reserve liability balance as of June 30, 2026 and December 31, 2025 was $21.1 million and $23.0 million, respectively.

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Restructuring

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In January 2026, the Company initiated reductions to its workforce (the "2026 Restructuring Plan"). We began executing the 2026 Restructuring Plan in January 2026 and it was effectively completed during the second quarter of 2026.

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In March 2025, the Company announced initiatives to reduce its workforce, realign its manufacturing footprint and streamline its organization to enhance operational efficiency and improve overall liquidity (the "2025 Restructuring Plan"). We began executing the 2025 Restructuring Plan in March 2025 and it was effectively completed during the fourth quarter of 2025.

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During the three months ended June 30, 2026 and 2025, the Company incurred $0.2 million and $2.9 million in restructuring costs, respectively, which were recorded in the restructuring financial statement line item in the unaudited interim condensed consolidated statements of operations. During the six months ended June 30, 2026 and 2025, the Company incurred $1.6 million and $20.1 million in restructuring costs, respectively, which were recorded in the restructuring financial statement line item in the unaudited interim condensed consolidated statements of operations. The following table reflects the category of restructuring charges incurred during the three and six months ended June 30, 2026 and 2025 (in thousands):

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The accrued restructuring balances as of June 30, 2026 and December 31, 2025 were recorded in the accrued expenses financial statement line item in the unaudited interim condensed consolidated balance sheets. Accrued restructuring activities during the six months ended June 30, 2026 were as follows (in thousands):

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As of June 30, 2026, total accrued expenses related to restructuring activities were comprised of $0.3 million of employee severance and benefit arrangements.

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Impairment

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During the three and six months ended June 30, 2026, the Company recorded impairment charges primarily due to the strategic exit of material handling investments at customer sites impacting equipment related to power purchase agreements and fuel delivered to customers, net of $11.7 million and $12.6 million to the impairment financial statement line item in the unaudited interim condensed consolidated statement of operations, respectively. In addition, during the three and six months ended June 30, 2026, the Company recorded impairment charges of $2.5 million and $5.2 million related to the Company's property, plant and equipment, net to the impairment financial statement line item in the unaudited interim condensed consolidated statement of operations, respectively, primarily due to assets that are no longer in service. Furthermore, during the three and six months ended June 30, 2026, the Company recorded an impairment charge of $5.2 million related to the Company's right of use assets related to finance leases, net to the impairment financial statement line item in the unaudited interim condensed consolidated statement of operations, primarily due to changes in lease terms. Finally, during the three and six months ended June 30, 2026, the Company recorded impairment charges of $0 and $0.2 million related to a prepaid expense to the impairment financial statement line item in the unaudited interim condensed consolidated statement of operations, respectively.

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Recoveries of Previously-Impaired Contract Assets, Property, Plant and Equipment and Other Assets

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During the three months ended June 30, 2026, the Company recognized recoveries on previously-impaired contract assets, property, plant and equipment and other assets totaling $39.7 million. As disclosed in Note 17, "Commitments and Contingencies," the Company recognized a recovery of $37.0 million associated with the resolution of a contract dispute on a previously-impaired contract asset. In addition, the Company recognized a recovery of $2.2 million associated with previously-impaired property, plant and equipment and a recovery of $0.5 million associated with

an asset that was recorded within other assets in the unaudited condensed consolidated balance sheets. The Company recorded such recoveries of $39.7 million within selling, general, and administrative expenses in the unaudited interim condensed consolidated statements of operations. This classification aligns with the presentation of the Company's historical impairment charges, which were also recorded within the Company's operating expenses.

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Restricted Cash

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In connection with certain of the noted sale/leaseback agreements, cash of $279.2 million and $352.3 million was required to be restricted as security as of June 30, 2026 and December 31, 2025, respectively, which will be released over the lease term. As of June 30, 2026 and December 31, 2025, the Company also had bank guarantees backed by security deposits totaling $150.4 million and $193.1 million, respectively, of which $117.2 million and $159.6 million are security for the noted sale/leaseback agreements, respectively, and $33.2 million and $33.5 million are customs-related letters of credit and bank guarantees, respectively.

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As of June 30, 2026 and December 31, 2025, the Company had $62.0 million held in escrow related to the potential future power usage of the Texas hydrogen production plant and the Company had $18.0 million held in escrow related to the existing power supply for the Georgia hydrogen production plant.

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Tariff Refunds

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In February 2026, the U.S. Supreme Court held that the International Emergency Economic Powers Act does not authorize the President of the United States to impose tariffs, thereby invalidating certain tariffs previously imposed under that Act. Following the ruling, U.S. Customs and Border Protection implemented a refund process for tariffs paid under the invalidated authority. During the three months ended June 30, 2026, the Company recorded a reduction to inventory of $14.7 million related to refunds of tariffs previously paid on imported goods of which the Company received cash of $10.9 million and recognized a receivable of $3.8 million, which was recorded in prepaid expenses, tax credits, and other current assets in the unaudited interim condensed consolidated balance sheets, which we subsequently received in July 2026.

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Contract Dispute Resolution

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During the second quarter of 2026, the Company resolved a contract dispute with a customer. Under the terms of the agreement, the customer agreed to provide total consideration of $50.0 million entirely in cash. Upon fulfillment of the agreement and receipt of the consideration on June 6, 2026, in accordance with ASC 450, Contingencies ("ASC 450"), the Company derecognized the remaining $13.0 million contract asset balance and recognized a net gain of $37.0 million. The $37.0 million gain was recorded within selling, general, and administrative expenses in the unaudited interim condensed consolidated statements of operations. This classification aligns with the presentation of the Company's historical impairment charges on the contract asset, which were also recorded within the Company's operating expenses. See Note 2, "Summary of Significant Accounting Policies," for further information.

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Guarantee

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On February 24, 2026, our joint venture, AccionaPlug S.L., entered into a subsidy agreement with the European Hydrogen Bank, which is managed by Instituto para la Diversificación y Ahorro de la Energía ("IDAE"), a Spanish governing body, to subsidize a renewable hydrogen production project in Spain. In connection with the subsidy agreement, AccionaPlug S.L. is required to meet certain performance targets. The Company has provided a guarantee of €7.5 million which can be called by IDAE if the joint venture fails to meet its performance targets under the subsidy agreement. During the second quarter of 2026, the Company collateralized a portion of the guarantee with €3.7 million of restricted cash. As of June 30, 2026, no payments related to this guarantee have been made by the Company, and the Company did not record a liability for this guarantee as the likelihood of the guarantee being called upon is remote.

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Unconditional Purchase Obligations

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The Company has entered into certain off-balance sheet commitments that require the future purchase of goods or services ("unconditional purchase obligations"). The Company's unconditional purchase obligations primarily consist of supplier arrangements, take or pay contracts and service agreements. For certain vendors, the Company's unconditional obligation to purchase a minimum quantity of raw materials at an agreed upon price is fixed and determinable; while certain other raw material costs will vary due to product forecasting and future economic conditions.

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Future payments under non-cancellable unconditional purchase obligations with a remaining term in excess of one year as of June 30, 2026 were as follows (in thousands):

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During 2025, the Company finalized the renegotiation of a supplier arrangement that previously contained minimum purchase requirements. As of June 30, 2026 and December 31, 2025, the Company had a remaining liability of $19.8 million and $27.2 million, respectively, which was recorded in contingent consideration, loss accrual for service contracts, and other current liabilities. During the three and six months ended June 30, 2026, the Company made payments of $6.8 million to reduce the liability.

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Government Tax Credits

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Section 48 Investment Tax Credit for Qualified Fuel Cell Properties of Energy Storage Technologies

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During the first quarter of 2026, the Company determined that it qualified for the Section 48 Investment Tax Credit ("ITC") for Qualified Fuel Cell Properties of Energy Storage Technologies related to its hydrogen storage and liquefaction assets at its Louisiana hydrogen plant owned by Hidrogenii, the Company's joint venture with Olin. During the second quarter of 2026, the Company executed an ITC sales agreement for its Louisiana hydrogen production plant. The Company received aggregate cash proceeds of $39.2 million in connection with the sale with related transaction fees of $3.1 million.

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Critical Accounting Estimates

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The unaudited interim condensed consolidated financial statements of the Company have been prepared in conformity with U.S. generally accepted accounting principles, which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, we evaluate our estimates and judgments, including but not limited to those related to revenue recognition, valuation of inventories, valuation of long-lived assets, valuation of investments, valuation of convertible senior notes and long-term debt, accrual for service loss contracts, operating and finance leases, common stock warrants, stock-based compensation and contingencies. We base our estimates and judgments on historical experience and on various other factors and assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about (1) the carrying values of assets and liabilities and (2) the amount of revenue and expenses realized that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

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We believe that the following are our most critical accounting estimates and assumptions the Company must make in the preparation of our unaudited interim condensed consolidated financial statements and related notes thereto.

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There have been no changes in our critical accounting estimates from those reported in our 2025 Form 10-K.

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Recent Accounting Pronouncements

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Recently Adopted Accounting Guidance

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There have been no significant changes in our reported financial position or results of operations and cash flows resulting from the adoption of new accounting pronouncements.

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Recent Accounting Guidance Not Yet Effective

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In May 2026, Accounting Standards Update 2026-02 ("ASU 2026-02"), Environmental Credits and Environmental Credit Obligations (Topic 818), was issued to improve the financial accounting for and disclosure of environmental credits and environmental credit obligations. This standard is effective for annual periods, including interim reporting periods within annual reporting periods, beginning after December 15, 2027 with early adoption permitted. The Company has not yet adopted ASU 2026-02 and is still evaluating the impact of the adoption on its unaudited interim condensed consolidated financial statements.

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