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Form 8-K

sec.gov

8-K — Genie Energy Ltd.

Accession: 0001437749-26-026047

Filed: 2026-08-06

Period: 2026-08-06

CIK: 0001528356

SIC: 4931 (ELECTRIC & OTHER SERVICES COMBINED)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — gne20260526_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_968304.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: gne20260526_8k.htm · Sequence: 1

gne20260526_8k.htm

false

0001528356

0001528356

2026-08-06

2026-08-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 6, 2026

GENIE ENERGY LTD.

(Exact name of registrant as specified in its charter)

Delaware

1-35327

45-2069276

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

520 Broad Street

Newark, New Jersey

07102

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (973) 438-3500

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b)-2 of the Exchange Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Class B common stock, par value $.01 per share

GNE

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

Item 2.02. Results of Operations and Financial Condition.

On August 6, 2026, the Registrant distributed over a wire service and posted to the investor relations page of its website (www.genie.com), an earnings release announcing its results of operations for the quarter ended June 30, 2026. A copy of the earnings release concerning the foregoing results is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The Registrant is furnishing the information contained in this Report, including Exhibit 99.1, pursuant to Item 2.02 of Form 8-K promulgated by the Securities and Exchange Commission (the “SEC”). This information shall not be deemed to be “filed” with the SEC or incorporated by reference into any other filing with the SEC unless otherwise expressly stated in such filing. In addition, this Report and the press release contain statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in the press release.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit No.

Document

99.1

Press Release, dated August 6, 2026 , reporting the results of operations for the quarter ended June 30, 2026.

104

Cover Page Interactive Data File, formatted in Inline XBRL document.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

GENIE ENERGY LTD.

By:

/s/ Michael Stein

Name:

Michael Stein

Title:

Chief Executive Officer

Dated: August 6, 2026

EXHIBIT INDEX

Exhibit

Number

Document

99.1

Press Release, dated August 6, 2026, reporting the results of operations for the quarter ended June 30, 2026.

104

Cover Page Interactive Data File, formatted in Inline XBRL document.

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_968304.htm · Sequence: 2

ex_968304.htm

Exhibit 99.1

Genie Energy Announces Second Quarter 2026 Results

NEWARK, NJ – August 6, 2026:   Genie Energy, Ltd. (NYSE: GNE), a leading retail energy and renewable energy solutions provider, today announced results for the second quarter of 2026.

Consolidated Highlights

(Unless otherwise noted, results are for 2Q26 and are compared to 2Q25)

Revenue decreased to $100.4 million from $105.3 million;

Gross profit increased to $33.7 million from $23.5 million; Gross margin increased to 33.5% from 22.3%;

Income from operations increased to $6.5 million from $2.3 million;

Net income attributable to Genie common stockholders increased to $11.4 million from $2.3 million;

EPS increased to $0.43 from $0.09;

Adjusted EBITDA1 increased to $7.5 million from $3.0 million;

Cash and cash equivalents, short and long-term restricted cash, and marketable equity securities totaled $204.3 million at June 30, 2026;

Genie will pay a $0.075 per share quarterly dividend to Class A and Class B common stockholders on or about August 24 with a record date of August 14th;

Genie repurchased approximately 48 thousand shares of its Class B Common stock for $659 thousand during 2Q26.

1

Adjusted EBITDA for all periods presented is a non-GAAP measure intended to provide useful information that supplements the core operating results in accordance with GAAP for Genie Energy or the relevant segment. Please refer to the Reconciliation of Non-GAAP Financial Measures at the end of this release for an explanation of this non-GAAP metric, as well as reconciliations to its most directly comparable GAAP measures.

Management Commentary - Michael Stein, Chief Executive Officer

Genie delivered strong bottom line results in the second quarter.

At Genie Retail Energy, relatively normalized wholesale energy market conditions enabled us to achieve a gross margin comparable to our long-term historical average, and that drove a significant year-over-year improvement in our bottom-line results even as we increased our customer acquisition spend.  Compared to the prior year quarter, customer acquisitions in 2Q26 skewed toward high value customers, which we expect to favorably impact results in the coming quarters.  Customer acquisitions also continue to diversify our customer base, with notable growth in the Texas power and California gas markets.

At GREW, the topline was flat year-over-year.  However, the segment generated positive EBITDA powered by contributions from our Diversegy energy brokerage and Genie Solar businesses.  Diversegy had a particularly strong quarter of cash generation while executing on its growth strategy.  GREW’s results also reflected our ongoing investment in Roded, our plastic recycling and manufacturing business, and several other early-stage growth initiatives.

Both Diversegy and Genie Solar are on track to expand their bottom lines in the coming quarters.  Diversegy continues to build its book of business and Genie Solar will benefit from its second community solar project which came online late in the second quarter.

For the balance of the year, we are working to boost cash generation across GRE, Diversegy and Genie Solar, make good operational progress in our growth initiatives, and return value to shareholders through opportunistic stock repurchases and our quarterly dividends. We are maintaining our full year 2026 Adjusted EBITDA guidance of $32.5 to $40 million.

Segment Highlights

Genie Retail Energy (GRE)

The year-over-year increases in GRE's income from operations and Adjusted EBITDA were driven by gross margin expansion.  The increase in SG&A expense primarily reflected higher customer acquisition spending resulting from a shift in the sales mix to certain high value customer segments with higher costs of acquisition. The year over year decreases in RCE's and meters largely reflects the expiration of low margin aggregation deals.

GRE Operational and Financial Results*

2Q26

1Q26

2Q25

2Q26-2Q25

Operational metrics (RCEs** and meters in '000s at end of period)

RCEs

345

354

413

(68

)

Electricity

265

273

332

(67

)

Natural gas

80

82

82

(2

)

Meters

363

364

419

(56

)

Electricity

267

272

332

(65

)

Natural gas

95

92

87

8

Gross meter additions during the period

65

84

70

(5

)

Churn***

5.9

%

5.8

%

4.8

%

110 bps

Financial metrics (in millions except for gross margin)

2Q26

2Q25

Change

Revenue

$

94.1

$

99.0

(4.9

)%

Electricity

$

83.6

$

89.9

(7.0

)%

Gas

$

10.6

$

9.1

16.2

%

Gross profit

$

30.3

$

21.3

42.2

%

Gross margin

32.2

%

21.5

%

1070 bps

Selling, general and administrative expenses

$

22.0

$

17.3

27.0

%

Income from operations

$

8.3

$

4.0

108.3

%

Adjusted EBITDA

$

8.7

$

4.4

96.7

%

*

Numbers may not foot due to rounding

**

RCE (residential customer equivalent) is a measure of annual residential commodity consumption for a typical single-family household equal to 10,000 kWh (electricity) or 1,000 therms (gas)

***

Excludes the impacts of aggregation deal expirations

Genie Renewables (GREW)

GREW achieved positive Adjusted EBITDA in 2Q26 as Diversegy and Genie Solar's margins strengthened.  Genie Solar's year-over-year results benefitted from the opening of its first of two community solar projects in New York state during 4Q25. (The second project began operations late in 2Q26, and had a small impact on the quarter's results.)  GREW results also reflect Genie's investments in early-stage growth initiatives.

GREW Financial Results

2Q26

2Q25

Change

Revenue

$

6.3

$

6.3

0.2

%

Gross profit

$

3.3

$

2.2

55.0

%

Selling, general and administrative expenses

$

3.3

$

2.3

42.2

%

Income from operations

$

0.1

$

(0.2

)

nm

Adjusted EBITDA

$

0.3

$

(0.1

)

nm

* Numbers may not foot due to rounding

nm - not meaningful

Balance Sheet Highlights

As of June 30, 2026, Genie reported cash and cash equivalents, short and long-term restricted cash, and marketable equity securities of $204.3 million.  At the close of 1Q26 on March 31, 2026, these line items totaled $199.8 million.

Total assets as of June 30, 2026 were $369.7 million. Liabilities totaled $114.5 million, and working capital (current assets less current liabilities) totaled $199.6 million.

Trended Financial Information*

(in millions except EPS)**

1Q25

2Q25

3Q25

4Q25

1Q26

2Q26

2024

2025

Total Revenue

$

136.8

$

105.3

$

138.3

$

121.6

$

142.3

$

100.4

$

425.2

$

502.0

Genie Retail Energy

$

132.5

$

99.0

$

132.4

$

114.6

$

134.8

$

94.1

$

403.3

$

478.5

Electricity

$

104.1

$

89.9

$

126.6

$

92.3

$

99.4

$

83.6

$

350.5

$

412.8

Natural gas

$

28.4

$

9.1

$

5.8

$

22.4

$

35.4

$

10.6

$

52.1

$

65.7

Others

$

0.0

$

$

$

$

$

$

0.7

$

0.0

Genie Renewables

$

4.3

$

6.3

$

6.0

$

7.0

$

7.5

$

6.3

$

21.9

$

23.5

Gross Profit

$

37.4

$

23.5

$

30.0

$

33.8

$

29.8

$

33.7

$

138.5

$

124.7

Genie Retail Energy

$

35.9

$

21.3

$

27.6

$

33.8

$

29.1

$

30.3

$

132.2

$

118.5

Genie Renewables

$

1.5

$

2.2

$

2.5

$

0.1

$

0.7

$

3.3

$

6.3

$

6.1

Gross Margin

27.3

%

22.3

%

21.7

%

27.8

%

20.9

%

33.5

%

32.6

%

24.8

%

Genie Retail Energy

27.1

%

21.5

%

20.8

%

29.5

%

21.6

%

32.2

%

32.8

%

24.8

%

Genie Renewables

33.7

%

34.5

%

41.3

%

1.0

%

9.9

%

53.4

%

29.0

%

26.1

%

Income from operations

$

13.5

$

2.3

$

7.4

$

4.6

$

1.9

$

6.5

$

44.9

$

27.7

Genie Retail Energy

$

16.8

$

4.0

$

10.2

$

13.2

$

6.6

$

8.3

$

56.5

$

44.2

Genie Renewables

$

(0.9

)

$

(0.2

)

$

(0.3

)

$

(5.7

)

$

(2.4

)

$

0.1

$

(3.0

)

$

(7.1

)

Net income attributable to Genie common stockholders

$

10.4

$

2.3

$

6.4

$

4.8

$

2.8

$

11.4

$

35.5

$

24.0

Diluted earnings per share

$

0.40

$

0.09

$

0.25

$

0.16

$

0.11

$

0.43

$

1.31

$

0.90

Adjusted EBITDA

$

14.4

$

3.0

$

8.2

$

6.9

$

2.8

$

7.5

$

48.5

$

32.6

*

Genie Retail Energy International (GREI) operations have been classified as a discontinued operation and their results excluded from current and historical results

**

Numbers may not foot due to rounding

Conference Call with Genie Energy Management

At 8:30 AM Eastern this morning, Genie Energy’s CEO, Michael Stein, and CFO, Avi Goldin, will host a conference call to discuss the Company's financial and operational results, business outlook, and strategy. The call will begin with their remarks, followed by Q&A with investors.

To participate in the conference call, dial 1-877-545-0320 (U.S.) or 1-973-528-0002 (international) and provide the following participant access code: 623488.

Approximately three hours after the call, a call replay will be accessible by dialing 1-877-481-4010 (U.S.) or 1-919-882-2331 (international) and providing the replay passcode: 54309. The replay will remain available through Thursday, August 20, 2026.  In addition, a recording of the call will be available for playback through the Genie Energy website.

About Genie Energy Ltd.

Genie Energy Ltd., (NYSE: GNE) is a leading retail energy and renewable energy solutions provider. The Genie Retail Energy division (GRE) supplies electricity, including electricity from renewable resources, and natural gas to residential and small business customers in the United States. The Genie Renewables division (GREW) holds Genie’s energy brokerage and advisory business, a portfolio of solar generation assets, and early stage growth initiatives. For more information, visit https://genie.com/

In this press release, all statements that are not purely about historical facts, including, but not limited to, those in which we use the words "believe," "anticipate," "expect," "plan," "intend," "estimate, "target" and similar expressions, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. While these forward-looking statements represent our current judgment of what may happen in the future, actual results may differ materially from the results expressed or implied by these statements due to numerous important factors, including, but not limited to, those described in our most recent report on SEC Form 10-K (under the headings "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations"), which may be revised or supplemented in subsequent reports on SEC Forms 10-Q and 8-K. We are under no obligation, and expressly disclaim any obligation, to update the forward-looking statements in this press release, whether as a result of new information, future events or otherwise.

Contact

Bill Ulrey

Investor Relations

Genie Energy, Ltd.

wulrey@genie.com

GENIE ENERGY LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

June 30,

December 31,

2026

2025

(Unaudited)

Assets

Current assets:

Cash and cash equivalents

$

184,841

$

203,516

Restricted cash

10,148

7,936

Marketable equity securities

9,319

409

Trade accounts receivable, net of allowance for credit losses of $8,972 and $7,876 at June 30, 2026 and December 31, 2025, respectively

55,953

70,062

Inventory

15,251

12,370

Prepaid expenses

15,333

10,567

Other current assets

12,941

17,154

Current assets of discontinued operations

1,293

1,419

Total current assets

305,079

323,433

Property and equipment, net

29,474

28,303

Goodwill

13,898

12,978

Other intangibles, net

1,655

1,804

Deferred income tax assets, net

2,309

2,309

Other assets

17,304

20,553

Total assets

$

369,719

$

389,380

Liabilities and equity

Current liabilities:

Trade accounts payable

$

30,141

$

41,094

Accrued expenses

49,606

50,782

Income taxes payable

12,820

28,851

Current debt, net

370

2,139

Due to IDT Corporation, net

99

112

Other current liabilities

9,500

10,052

Current liabilities of discontinued operations

2,981

2,996

Total current liabilities

105,517

136,026

Noncurrent debt, net

6,477

6,529

Other liabilities

2,490

2,379

Total liabilities

114,484

144,934

Commitments and contingencies

Equity:

Genie Energy Ltd. stockholders’ equity:

Preferred stock, $0.01 par value; authorized shares—10,000:

Series 2012-A, designated shares—8,750; at liquidation preference, consisting of 0 shares issued and outstanding at June 30, 2026 and December 31, 2025

Class A common stock, $0.01 par value; authorized shares—35,000; 1,574 shares issued and outstanding at June 30, 2026 and December 31, 2025

16

16

Class B common stock, $0.01 par value; authorized shares—200,000; 29,365 and 29,339 shares issued and 24,788 and 24,847 shares outstanding at June 30, 2026 and December 31, 2025, respectively

293

293

Additional paid-in capital

159,163

157,763

Treasury stock, at cost, consisting of 4,577 and 4,492 shares of Class B common stock at June 30, 2026 and December 31, 2025

(49,451

)

(48,274

)

Accumulated other comprehensive income

5,259

4,921

Retained earnings

146,357

136,183

Total Genie Energy Ltd. stockholders’ equity

261,637

250,902

Noncontrolling interests:

Noncontrolling interests

(6,402

)

(6,034

)

Receivable from issuance of equity

(422

)

Total noncontrolling interests

(6,402

)

(6,456

)

Total equity

255,235

244,446

Total liabilities and equity

$

369,719

$

389,380

GENIE ENERGY LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

Three Months Ended June 30,

Six Months Ended June 30,

(in thousands, except per share data)

2026

2025

2026

2025

Revenues:

Electricity

$

83,550

$

89,885

$

182,962

$

193,948

Natural gas

10,581

9,107

45,932

37,516

Other

6,268

6,259

13,817

10,594

Total revenues

100,399

105,251

242,711

242,058

Cost of revenues

66,726

81,771

179,217

181,215

Gross profit

33,673

23,480

63,494

60,843

Operating expenses:

Selling, general and administrative

27,148

21,177

55,097

45,064

Impairment of assets

35

35

Income from operations

6,525

2,268

8,397

15,744

Interest income

1,511

1,998

3,162

3,979

Interest expense

(121

)

(156

)

(245

)

(345

)

Other income, net

3,761

54

4,471

216

Income before income taxes

11,676

4,164

15,785

19,594

Provision for income taxes

(239

)

(1,822

)

(1,824

)

(7,034

)

Net income from continuing operations

11,437

2,342

13,961

12,560

Income (loss) from discontinued operations, net of taxes

3

47

(8

)

(57

)

Net income

11,440

2,389

13,953

12,503

Net income (loss) attributable to noncontrolling interests, net

65

45

(200

)

(284

)

Net income attributable to Genie Energy Ltd. common stockholders

$

11,375

$

2,344

$

14,153

$

12,787

Net income (loss) attributable to Genie Energy Ltd. common stockholders

Continuing operations

$

11,372

$

2,297

$

14,161

$

12,844

Discontinued operations

3

47

(8

)

(57

)

Net income attributable to Genie Energy Ltd. common stockholders

$

11,375

$

2,344

$

14,153

$

12,787

Earnings per share attributable to Genie Energy Ltd. common stockholders:

Basic:

Continuing operations

$

0.44

$

0.09

$

0.54

$

0.49

Discontinued operations

Earnings per share attributable to Genie Energy Ltd. common stockholders

$

0.44

$

0.09

$

0.54

$

0.49

Diluted

Continuing operations

$

0.43

$

0.09

$

0.54

$

0.48

Discontinued operations

Earnings per share attributable to Genie Energy Ltd. common stockholders

$

0.43

$

0.09

$

0.54

$

0.48

Weighted-average number of shares used in calculation of earnings per share:

Basic

26,069

26,173

26,060

26,287

Diluted

26,152

26,516

26,171

26,631

Dividends declared per common share

$

0.075

$

0.075

$

0.150

$

0.150

GENIE ENERGY LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

Six Months Ended June 30,

2026

2025

Operating activities

Net income

$

13,953

$

12,503

Net loss from discontinued operations, net of tax

(8

)

(57

)

Net income from continuing operations

13,961

12,560

Adjustments to reconcile net income to net cash provided by operating activities of continuing operations:

Stock-based compensation

1,350

1,345

Provision for credit losses

1,258

856

Depreciation and amortization

704

470

Impairment of assets

35

Inventory valuation allowance

939

Unrealized gain on marketable equity securities and investments and other, net

(3,913

)

(622

)

Gain from sale of investment property

(735

)

Changes in assets and liabilities:

Trade accounts receivable

12,878

(320

)

Inventory

(1,986

)

(4,682

)

Prepaid expenses

(4,764

)

(142

)

Other current assets and other assets

(1,244

)

(882

)

Trade accounts payable, accrued expenses and other liabilities

(12,323

)

5,382

Due to IDT Corporation, net

(13

)

(8

)

Income taxes payable

(16,031

)

199

Net cash (used in) provided by operating activities of continuing operations

(9,919

)

14,191

Net cash (used in) provided by operating activities of discontinued operations

(13

)

2,274

Net cash (used in) provided by operating activities

(9,932

)

16,465

Investing activities

Capital expenditures

(3,560

)

(3,682

)

Purchases of marketable equity securities and other investments, net of cash acquired

(6,655

)

(3,667

)

Improvements in investment property

(49

)

(1,075

)

Proceeds from sale of investment property, net

6,474

Proceeds from return of investments

4,289

1,173

Net cash used in investing activities

499

(7,251

)

Financing activities

Dividends paid

(3,979

)

(4,036

)

Repurchases of Class B common stock from employees

(517

)

(462

)

Repayment of debt

(1,978

)

Repurchases of Class B common stock

(660

)

(4,619

)

Net cash used in financing activities

(7,134

)

(9,117

)

Effect of exchange rate changes on cash, cash equivalents, and restricted cash

70

(64

)

Net (decrease) increase in cash, cash equivalents, and restricted cash

(16,497

)

33

Cash, cash equivalents, and restricted cash (including cash held at discontinued operations) at beginning of period

212,438

201,958

Cash, cash equivalents and restricted cash (including cash held at discontinued operations) at end of the period

195,941

201,991

Less: Cash of discontinued operations at end of period

952

1,000

Cash, cash equivalents, and restricted cash (excluding cash held at discontinued operations) at end of period

$

194,989

$

200,991

Reconciliation of Non-GAAP Financial Measures for 2Q26

In addition to disclosing financial results that are determined in accordance with generally accepted accounting principles in the United States of America (GAAP), Genie Energy discloses Adjusted EBITDA for GRE and on a consolidated basis. Adjusted EBITDA is a non-GAAP financial measure.

Generally, a non-GAAP financial measure is a numerical measure of a company’s performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with GAAP.

Genie’s measure of consolidated Adjusted EBITDA starts with income from operations and adds back depreciation, amortization, and stock-based compensation and deducts impairment of assets and equity in the loss of equity method investees, net.

Management believes that Genie’s measure of Adjusted EBITDA provides useful information to both management and investors by excluding certain expenses that may not be indicative of Genie’s or GRE’s core operating results. Management uses Adjusted EBITDA, among other measures, as relevant indicators of core operational strengths in its financial and operational decision-making.

Management also uses Adjusted EBITDA to evaluate operating performance in relation to Genie’s competitors. Disclosure of Adjusted EBITDA may be useful to investors in evaluating performance and allows for greater transparency to the underlying supplemental information used by management in its financial and operational decision-making. In addition, Genie Energy has historically reported Adjusted EBITDA and believes it is commonly used by readers of financial information in assessing performance. Therefore, the inclusion of comparative numbers provides consistency in financial reporting at this time.

Management refers to Adjusted EBITDA as well as the GAAP measures revenue, gross profit, and income from operations, as well as net income, on a consolidated level to facilitate internal and external comparisons to Genie's historical operating results, in making operating decisions, for budget and planning purposes, and to form the basis upon which management is compensated.

Although depreciation and amortization are considered operating costs under GAAP, they primarily represent the non-cash current period allocation of costs associated with long-lived assets acquired or constructed in prior periods. Genie’s operating results exclusive of depreciation and amortization are therefore useful indicators of its current performance.

Stock-based compensation recognized by Genie Energy and other companies may not be comparable because of the various valuation methodologies, subjective assumptions, and the variety of types of awards that are permitted under GAAP. Stock-based compensation is excluded from Genie’s calculation of Adjusted EBITDA because management believes this allows investors to make more meaningful comparisons of the operating results of Genie’s core business with the results of other companies. However, stock-based compensation will continue to be a significant expense for Genie Energy for the foreseeable future and an important part of employees’ compensation that impacts their performance.

Adjusted EBITDA should be considered in addition to, not as a substitute for, or superior to, revenue, gross profit, income from operations, cash flow from operating activities, net income, basic and diluted earnings per share or other measures of liquidity and financial performance prepared in accordance with GAAP. In addition, Genie’s measurement of Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.

Impairment of assets is a component of income (loss) from operations that is excluded from the calculation of Adjusted EBITDA. The impairment of assets is primarily dictated by events and circumstances outside the control of management that trigger an impairment analysis. While there may be similar charges in other periods, the nature and magnitude of these charges can fluctuate markedly and do not reflect the performance of Genie's continuing operations.

Following are the reconciliations of Adjusted EBITDA on a consolidated basis and for GRE to its most directly comparable GAAP measure, income from operations.

Non-GAAP Reconciliation - Consolidated Adjusted EBITDA

(In millions. Numbers may not foot due to rounding.)

1Q25

2Q25

3Q25

4Q25

1Q26

2Q26

2024

2025

Income from operations

$

13.5

$

2.3

$

7.4

$

4.6

$

1.9

$

6.5

$

44.9

$

27.7

Add back

Depreciation and amortization

$

0.2

$

0.2

$

0.3

$

0.3

$

0.4

$

0.3

$

0.9

$

1.0

Non-cash compensation

$

0.7

$

0.6

$

0.6

$

0.6

$

0.7

$

0.6

$

2.3

$

2.5

Impairment

$

0.0

$

0.0

$

0.0

$

1.6

$

0.0

$

0.0

$

0.2

$

1.6

Equity in net loss (income) of equity method investees

$

(0.0

)

$

(0.1

)

$

(0.0

)

$

(0.1

)

$

(0.1

)

$

0.0

$

0.1

$

(0.3

)

Adjusted EBITDA

$

14.4

$

3.0

$

8.2

$

6.9

$

2.8

$

7.5

$

48.5

$

32.6

Non-GAAP Reconciliation - GRE Adjusted EBITDA

(In millions. Numbers may not foot due to rounding.)

2Q26

2Q25

Income from operations

$

8.3

$

4.0

Add back

Depreciation and amortization

$

0.1

$

0.1

Stock-based compensation

$

0.3

$

0.3

Equity in the income of equity method investees

$

$

0.1

Adjusted EBITDA

$

8.7

$

4.4

Non-GAAP Reconciliation - GREW Adjusted EBITDA

(In millions. Numbers may not foot due to rounding.)

2Q26

2Q25

Income from operations

$

0.1

$

(0.2

)

Add back

Depreciation and amortization

$

0.3

$

0.2

Stock-based compensation

$

0.0

$

0.0

Impairment

$

$

0.0

Equity in the income of equity method investees

$

(0.0

)

$

(0.1

)

Adjusted EBITDA

$

0.3

$

(0.1

)

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