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Form 8-K

sec.gov

8-K — Energy Services of America CORP

Accession: 0001104659-26-093416

Filed: 2026-08-10

Period: 2026-08-10

CIK: 0001357971

SIC: 1623 (WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2622641d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2622641d1_ex99-1.htm)

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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 10, 2026

Energy Services of America Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-32998

20-4606266

(State or other Jurisdiction

of

Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

75

West 3rd Ave., Huntington,

West Virginia

25701

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code:

(304) 522-3868

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)

of the Act:

Title of each class

Ticker symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.0001

ESOA

The Nasdaq Stock Market LLC

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

On August 10, 2026, Energy Services of

America Corporation issued a press release disclosing its results of operations and financial condition at and for the three

and nine months ended June 30, 2026.

A copy of the press release dated August 10,

2026, is included as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed filed for any purpose.

Item 9.01 Financial

Statements and Exhibits

(c) Exhibits

Exhibit 99.1 Press Release dated August 10, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

ENERGY SERVICES OF AMERICA CORPORATION

DATE:  August 10, 2026

By:

/s/ Charles Crimmel

Charles Crimmel

Chief Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2622641d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Energy

Services of America Reports Third Quarter Fiscal 2026 Results

Records

25.5% Year-over-Year Revenue Increase and 57.9% Increase in Net Income

HUNTINGTON, W.Va., August 10, 2026 /PRNewswire/

-- Energy Services of America Corporation (the "Company" or "Energy Services") (Nasdaq: ESOA), today announced its

results for its fiscal third quarter ended June 30, 2026.

Third Quarter Summary (1)

·

Revenue of $130.0 million versus $103.6

million

·

Gross profit of $14.3 million versus $12.0 million

·

Gross margin of 11.0% compared to 11.6%

·

Net income of $3.3 million, or $0.18 per diluted

share, compared to $2.1 million, or $0.12 per diluted share.

·

Adjusted EBITDA of $8.3 million compared to $6.5

million

·

Increased quarterly dividend by 33% to $0.04 per

share

(1) All

comparisons are versus the comparable prior year period, unless otherwise stated.

"Our third quarter results reflect

strength across each of our segments, thanks to continued demand for water distribution and electrical construction as well as the continued

recovery in our gas transmission business. The quarter also benefited from the more favorable weather throughout the spring, allowing

our projects to start on or ahead of schedule," said Doug Reynolds, President of Energy Services. “Profitability during the

quarter was slightly affected by a lower-than-expected gross profit margin on a large gas transmission project , but the diversity

of our business allowed us to absorb this impact and still report a 58% increase in year-over-year net income.”

“We remain optimistic about the

near and longer-term opportunities for the business, driven by the ongoing replacement cycle for water infrastructure and the growth

in electric demand and build out of data centers across the country. This confidence is reflected in the 33% increase in our quarterly

dividend, which is an important component in our focus of delivering long-term shareholder return,” Mr. Reynolds concluded.

Third

Quarter Fiscal 2026 Financial Results

Total

revenues for the period were $130.0 million, compared to $103.6 million in the third quarter of fiscal 2025. The increase was primarily

driven by increased work across all segments, particularly Gas & Petroleum Transmission.

Gross

profit was $14.3 million, compared to $12.0 million in the prior-year quarter. Gross margin was 11.0% of revenues, compared to 11.6%

of revenues in the third quarter of fiscal 2025. The decrease in gross margin is related to one large gas transmission project, partially

offset by higher levels of construction activity across the business.

Selling

and administrative expenses were $9.7 million, compared to $8.8 million in the prior-year quarter. The increase is primarily related

to higher labor and related costs associated with the Company's growth, partially offset by improved operating leverage.

Net

income was $3.3 million, or $0.18 per diluted share, compared to $2.1 million or $0.12 per diluted share in the third quarter of fiscal

2025.

Backlog

as of June 30, 2026 was $286.6 million, compared to $325.1 million on March 31, 2026 and $280.7 million as of June 30, 2025.

Below is a comparison of the Company's

operating results for the three months ended June 30, 2026 and 2025 (unaudited):

Three Months Ended

Three Months Ended

Nine Months Ended

Nine Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

Revenue

$ 130,005,928

$ 103,601,585

$ 337,291,570

$ 280,926,850

Cost of revenues

115,688,703

91,618,987

298,748,217

258,602,810

Gross profit

14,317,225

11,982,598

38,543,353

22,324,040

Selling and administrative expenses

9,685,305

8,814,545

27,940,257

25,602,253

Income (loss) from operations

4,631,920

3,168,053

10,603,096

(3,278,213 )

Other income (expense)

Other nonoperating expense

(118,403 )

(38,529 )

(315,268 )

(107,407 )

Interest expense

(486,914 )

(781,198 )

(2,098,600 )

(2,140,686 )

Gain (loss) on sale of equipment

5,097

(128,710 )

93,846

50,532

Total other income (expense)

(600,220 )

(948,437 )

(2,320,022 )

(2,197,561 )

Income (loss) before income taxes

4,031,700

2,219,616

8,283,074

(5,475,774 )

Income tax expense (benefit)

745,041

137,987

2,075,386

(1,612,718 )

Net income (loss)

$ 3,286,659

$ 2,081,629

$ 6,207,688

$ (3,863,056 )

Weighted average shares outstanding-basic

18,622,477

16,625,761

17,614,419

16,644,028

Weighted average shares-diluted

18,659,624

16,666,135

17,653,687

16,644,028

Earnings (loss) per share-basic

$ 0.18

$ 0.13

$ 0.35

$ (0.23 )

Earnings (loss) per share-diluted

$ 0.18

$ 0.12

$ 0.35

$ (0.23 )

Please refer to the table below that

reconciles adjusted EBITDA with net income (unaudited):

Three Months Ended

Three Months Ended

Nine Months Ended

Nine Months Ended

June 30,

June 30,

June 30,

June 30,

2026

2025

2026

2025

Net income (loss)

$ 3,286,659

$ 2,081,629

$ 6,207,688

$ (3,863,056 )

Add (less): Income tax expense (benefit)

745,041

137,987

2,075,386

(1,612,718 )

Add:  Interest expense, net of interest income

486,914

781,198

2,098,600

2,140,686

Add: Non-operating expense

118,403

38,529

315,268

107,407

(Less) add:  (gain) loss on sale of equipment

(5,097 )

128,710

(93,846 )

(50,532 )

Add: Depreciation and intangible asset amortization expense

3,697,049

3,291,414

11,112,160

9,172,704

Adjusted EBITDA

$ 8,328,969

$ 6,459,467

$ 21,715,256

$ 5,894,491

Use of Non-GAAP Financial Measures

In addition to the financial measures

prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release contains certain non-GAAP financial

measures. The reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures and other information

relating to these measures are included herein. We include these measurements to enhance the understanding of our operating performance.

We believe that Adjusted EBITDA as presented herein, considered along with net income (loss), is a relevant indicator of trends relating

to the cash generating activity of our operations. We believe that excluding the items identified above provides a consistent comparison

of the cash-generating activity of our operations. We believe that Adjusted EBITDA is useful to investors as it facilitates a comparison

of our operating performance to other companies that also use Adjusted EBITDA as a supplemental operating measure. Non-GAAP financial

measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our financial results

prepared in accordance with GAAP.

About Energy Services

Energy Services of America Corporation

(NASDAQ: ESOA), headquartered in Huntington, WV, is a contractor and service company that operates primarily in the mid-Atlantic and

Central regions of the United States and provides services to customers in the natural gas, petroleum, water distribution, automotive,

chemical, and power industries. Energy Services employs 1,500+ employees on a regular basis. The Company's core values are safety, quality,

and production.

Certain statements contained in the

release including, without limitation, the words "believes," "anticipates," "intends," "expects"

or words of similar import, constitute "forward-looking statements" within the meaning of section 21E of the Securities Exchange

Act of 1934, as amended (the "Exchange Act"). Such forward-looking statements involve known and unknown risks, uncertainties

and other factors that may cause the actual results, performance, or achievements of the Company to be materially different from any

future results, performance or achievements of the Company expressed or implied by such forward-looking statements. Such factors include,

among others, general economic and business conditions, changes in business strategy or development plans, the integration of acquired

business and other factors referenced in this release, risks and uncertainties related to the restatement of certain of our historical

consolidated financial statements. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such

forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the results of any

revisions to any of the forward-looking statements contained herein to reflect future events or developments.

Contact

Steven Hooser or John Beisler

Three Part Advisors

shooser@threepa.com; jbeisler@threepa.com

(214) 872-2710

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