10-Q

MONTAUK RENEWABLES, INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share data):



	as of June 30,			as of December 31,
ASSETS	2026			2025
Current assets:
Cash and cash equivalents	$	15,757		$	23,752
Accounts and other receivables		5,554			9,167
Current restricted cash		8			8
Income tax receivable		1,308			702
Current portion of derivative instruments	—				220
Prepaid insurance and other current assets		4,677			3,306
Total current assets	$	27,304		$	37,155
Non-current restricted cash	$	2,725		$	430
Property, plant and equipment, net		385,624			341,395
Goodwill and intangible assets, net		19,070			19,605
Deferred tax assets		3,455			5,550
Operating lease right-of-use assets		7,358			9,082
Finance lease right-of-use assets		8			39
Equity method investment		3,715			3,824
Other assets		21,447			18,380
Total assets	$	470,706		$	435,460

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	25,800		$	15,638
Accrued liabilities		15,998			11,735
Current portion of operating lease liability		2,531			3,287
Current portion of finance lease liability		1			32
Current portion of long-term debt	—				2,733
Total current liabilities	$	44,330		$	33,425
Long-term debt, less current portion	$	149,635		$	126,000
Non-current portion of operating lease liability		4,960			5,880
Non-current portion of finance lease liability		8			8
Asset retirement obligations		7,218			6,960
Other liabilities		25			39

Total liabilities	$	206,176		$	172,312

Commitments and contingencies (Note 21)

STOCKHOLDERS’ EQUITY

Common stock, $0.01 par value, authorized 690,000,000 shares; 143,912,811 shares issued at June 30, 2026 and December 31, 2025; 143,244,544 shares outstanding at June 30, 2026 and December 31, 2025	$	1,431		$	1,431
Treasury stock, at cost, 2,521,886 shares June 30, 2026 and December 31, 2025		(21,681	)		(21,681	)
Additional paid-in capital		227,453			226,302
Retained earnings		57,327			57,096
Total stockholders' equity	$	264,530		$	263,148
Total liabilities and stockholders' equity	$	470,706		$	435,460

The accompanying notes to the unaudited condensed consolidated financial statements are an integral part of these statements.

MONTAUK RENEWABLES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except share and per share data):


	Three Months Ended June 30,						Six Months Ended June 30,
	2026			2025			2026			2025
Total operating revenues	$	54,020		$	45,127		$	100,447		$	87,730

Operating expenses:
Operating and maintenance expenses		29,061			21,864			52,215			39,422
General and administrative expenses		7,666			9,044			15,686			17,798
Royalties, transportation, gathering and production fuel		8,814			9,168			16,851			16,739
Depreciation, depletion and amortization		7,904			7,029			16,277			13,293
Impairment loss		650			377			1,093			2,424
Total operating expenses	$	54,095		$	47,482		$	102,122		$	89,676
Operating loss	$	(75	)	$	(2,355	)	$	(1,675	)	$	(1,946	)

Other expenses (income):
Interest expense	$	1,531		$	1,216		$	2,866		$	2,459
Income from equity investment		(3,772	)	—				(7,092	)	—
Loss on extinguishment of debt	—			—				944		—
Other (income) loss		(50	)		40			(316	)		(13	)
Total other (income) expenses	$	(2,291	)	$	1,256		$	(3,598	)	$	2,446
Income (loss) before income taxes	$	2,216		$	(3,611	)	$	1,923		$	(4,392	)

Income tax expense		1,990			1,876			1,692			1,559
Net income (loss)	$	226		$	(5,487	)	$	231		$	(5,951	)

Income (loss) per share:
Basic	$	0.00		$	(0.04	)	$	0.00		$	(0.04	)
Diluted	$	0.00		$	(0.04	)	$	0.00		$	(0.04	)

Weighted-average common shares outstanding:
Basic		143,244,544			143,035,626			143,244,544			142,874,606
Diluted		143,932,316			143,035,626			143,916,829			142,874,606

The accompanying notes to the unaudited condensed consolidated financial statements are an integral part of these statements.

MONTAUK RENEWABLES, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)

(in thousands, except share data):


	Common stock				Treasury stock
	Shares		Amount		Shares		Amount			Additional paid-in capital			Retained earnings			Total equity
Balance at March 31, 2026		143,244,544	$	1,431		2,521,886	$	(21,681	)	$	226,922		$	57,101		$	263,773
Net income		—		—		—		—			—			226			226
Consolidation of VIE		—		—		—		—			15			—			15
Stock-based compensation		—		—		—		—			516			—			516
Balance at June 30, 2026		143,244,544	$	1,431		2,521,886	$	(21,681	)	$	227,453		$	57,327		$	264,530

Balance at March 31, 2025		142,711,797	$	1,426		2,308,524	$	(21,262	)	$	223,139		$	54,884		$	258,187
Issuance of common stock		392,913		4		—		—			—			—			4
Treasury stock		—		—		177,884		(354	)		—			—			(354	)
Net loss		—		—		—		—			—			(5,487	)		(5,487	)
Consolidation of VIE		—		—		—		—			(6	)		—			(6	)
Stock-based compensation		—		—		—		—			2,365		—				2,365
Balance at June 30, 2025		143,104,710	$	1,430		2,486,408	$	(21,616	)	$	225,498		$	49,397		$	254,709

Balance at December 31, 2025		143,244,544	$	1,431		2,521,886	$	(21,681	)	$	226,302		$	57,096		$	263,148
Net income		—		—		—		—			—			231			231
Stock-based compensation		—		—		—		—			1,151			—			1,151
Balance at June 30, 2026		143,244,544	$	1,431		2,521,886	$	(21,681	)	$	227,453		$	57,327		$	264,530

Balance at December 31, 2024		142,711,797	$	1,426		2,308,524	$	(21,262	)	$	221,905		$	55,348		$	257,417
Issuance of common stock		392,913		4		—		—			—			—			4
Treasury stock		—		—		177,884		(354	)		—		—				(354	)
Net loss		—		—		—		—			—			(5,951	)		(5,951	)
Consolidation of VIE		—		—		—		—			(46	)		—			(46	)
Stock-based compensation		—		—		—		—			3,639			—			3,639
Balance at June 30, 2025		143,104,710	$	1,430		2,486,408	$	(21,616	)	$	225,498		$	49,397		$	254,709

The accompanying notes to the unaudited condensed consolidated financial statements are an integral part of these statements.

MONTAUK RENEWABLES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)


(in thousands):	Six Months Ended June 30,
	2026			2025
Cash flows from operating activities:
Net income (loss)	$	231		$	(5,951	)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization		16,277			13,293
Provision for deferred income taxes		2,095			1,596
Loss on extinguishment of debt		944			—
Stock-based compensation		1,151			3,639
Derivative mark-to-market adjustments and settlements		220			341
Net (gain) loss on sale or disposal of assets		(13	)		36
Decrease in earn-out liability	—				360
Accretion of asset retirement obligations		258			239
Amortization of debt issuance costs		482			195
Impairment loss		1,093			2,424
Non-cash expense - RINs from equity method investment		7,201		—
Income from equity method investment		(7,092	)	—
Cash provided (used) by changes in assets and labilities:
Accounts receivable		3,613			629
Royalty offset long term receivable		(2,921	)		(2,645	)
Critical spare inventory		(204	)		(1,030	)
Prepaid insurance and expenses		(1,371	)		(2,003	)
Income tax payables		(606	)		(606	)
Accounts payable and Accrued liabilities		8,935			7,247
Other		152			(418	)
Net cash provided by operating activities	$	30,445		$	17,346
Cash flows from investing activities:
Capital expenditures	$	(55,560	)	$	(45,298	)
Capital contributions to equity method investments	—				(2,150	)
Cash collateral deposits	—				2
Proceeds from sale of assets		33		—
Net cash used in investing activities	$	(55,527	)	$	(47,446	)
Cash flows from financing activities:
Repayments of long-term debt	$	(44,000	)	$	(6,000	)
Borrowings of long-term debt		155,000			20,000
Repayments of revolver		(105,000	)	—
Borrowings of revolver		20,000		—
Debt extinguishment costs		(944	)	—
Debt issuance costs		(5,644	)	—
Common stock issuance	—				4
Treasury stock purchase	—				(354	)
Finance lease payments		(30	)		(36	)
Net cash provided in financing activities	$	19,382		$	13,614
Net decrease in cash and cash equivalents and restricted cash	$	(5,700	)	$	(16,486	)
Cash and cash equivalents and restricted cash at beginning of period	$	24,190		$	46,004
Cash and cash equivalents and restricted cash at end of period	$	18,490		$	29,518
Reconciliation of cash, cash equivalents, and restricted cash at end of period:
Cash and cash equivalents	$	15,757		$	29,133
Restricted cash and cash equivalents - current		8			8
Restricted cash and cash equivalents - non-current		2,725			377
	$	18,490		$	29,518


	Six Months Ended June 30,
	2026		2025
Supplemental cash flow information:
Cash paid for interest, net of $4,426 and $64 capitalized respectively	$	3,178	$	2,501
Cash paid for income taxes		202		569
Accrual for purchase of property, plant and equipment included in accounts payable and accrued liabilities		17,275		19,367
Non-cash RIN distribution from equity method investment		7,201		—

The accompanying notes to the unaudited condensed consolidated financial statements are an integral part of these statements.

MONTAUK RENEWABLES, INC.

CONDENSED NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

(dollars in thousands, except per-share amounts)

NOTE 1 – DESCRIPTION OF BUSINESS

Operations and organization

Montauk Renewables’ Business

Montauk Renewables, Inc. (the “Company” or “Montauk Renewables”) is a renewable energy company specializing in the management, recovery and conversion of biogas into Renewable Natural Gas (“RNG”). The Company captures methane, preventing it from being released into the atmosphere, and converts it into either RNG or electrical power for the electrical grid (“Renewable Electricity”). The Company, headquartered in Pittsburgh, Pennsylvania, develops, operates and manages landfill methane-fueled renewable energy projects. The Company has current operations at 13 operating projects located in California, Idaho, Ohio, Oklahoma, Pennsylvania, North Carolina and Texas. The Company sells RNG and Renewable Electricity, taking advantage of Environmental Attribute premiums available under federal and state policies that incentivize their use.

Two of the Company’s key revenue drivers are sales of captured gas and sales of Renewable Identification Numbers (“RINs”) to fuel blenders. The Renewable Fuel Standard (“RFS”) is an Environmental Protection Agency (“EPA”) administered federal law that requires transportation fuel to contain a minimum volume of renewable fuel. RNG derived from landfill methane, agricultural digesters and wastewater treatment facilities used as a vehicle fuel qualifies as a D3 (cellulosic biofuel with a 60% greenhouse gas reduction requirement) RIN. The RINs are compliance units for fuel blenders that were created by the RFS program in order to reduce greenhouse gases and imported petroleum into the United States.

An additional program utilized by the Company is the Low Carbon Fuel Standard (“LCFS”). This is state specific and is designed to stimulate the use of low-carbon fuels. To the extent that RNG from the Company’s facilities is used as a transportation fuel in states that have adopted an LCFS program, it is eligible to receive an Environmental Attribute additional to the RIN value under the federal RFS.

Another key revenue driver is the sale of captured electricity and the associated environmental premiums related to renewable electricity sales. The Company’s electric facilities are designed to conform to and monetize various state renewable portfolio standards requiring a percentage of the electricity produced in that state to come from a renewable resource. Such premiums are in the form of Renewable Energy Credits (“RECs”). The Company’s largest electric facility, located in California, receives revenue for the monetization of RECs as a part of a purchase power agreement.

Collectively, the Company benefits from federal and state government incentives in the United States, provided in the form of RINs, RECs, LCFS credits, tax credits and other incentives to end users, distributors, system integrators and manufacturers of renewable energy projects, that promote the use of renewable energy, as Environmental Attributes.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions of the SEC on Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, the unaudited condensed consolidated financial statements include all adjustments necessary, which are of a normal and recurring nature, for the fair presentation of the Company’s financial position and of the results of operations and cash flows for the periods presented. These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2025 included in the Company’s Annual Report on Form 10-K filed with the SEC on March 11, 2026 (the “2025 Annual Report”). The results of operations for the three and six months ended June 30, 2026 in this report are not necessarily indicative of the results that may be expected for any other interim period or for the full year. The balance sheet at December 31, 2025, has been derived from the audited financial statements as of that date. For further information, refer to the Company’s audited financial statements and notes thereto included for the year ended December 31, 2025 in the 2025 Annual Report.

Principles of Consolidation

The historical consolidated financial information included reflects the historical results of operations and financial position of Montauk USA through January 4, 2021 when MNK sold the membership interest of Montauk USA. The consolidated financial statements of Montauk USA became the Company’s historical financial statements following the IPO. Certain historical financial

information included relates to periods prior to the Reorganization Transactions. On December 31, 2024, the Company re-assessed its determination of the primary beneficiary of the Variable Interest Entity ("VIE") MNK under the guidance in ASC 810, Consolidation. Refer to Note 17 – Related Parties for further information. All intercompany balances and transactions have been eliminated in consolidation.

The Company utilizes the equity method of accounting for companies where its ownership is greater than 50% and significant but controlling interest does not exist.

Cash and Cash Equivalents

Cash and cash equivalents include highly liquid investments with maturity dates of three months or less from the date of purchase and are recorded at cost. The Company may hold cash in excess of federally insured limits. Restricted cash is classified as current or non-current based on the terms of the underlying agreements and represents cash held as deposits, cash held in escrow and cash collateral for financial letters of credit.

Reclassifications

Certain prior period amounts have been reclassified to conform to the current period financial statement presentation. These reclassifications had no effect on the previously reported total assets, total liabilities, stockholders’ equity, results of operations or cash flows.

Segment Reporting

The Company reports segment information in two segments: RNG and Renewable Electricity Generation. This is consistent with the internal reporting provided to the chief operating decision maker who evaluates operating results and performance. The aforementioned business services and offerings described in Note 1 are defined by management as two distinct operating segments: RNG and Renewable Electricity Generation. Below is a description of the Company’s operating segments and other activities.

The RNG segment represents the sale of gas sold at fixed-price contracts, counterparty share RNG volumes and applicable Environmental Attributes. This business unit represents the majority of the revenues generated by the Company. The Renewable Electricity Generation segment represents the sale of captured electricity and applicable Environmental Attributes. Corporate & Other relates to additional discrete financial information for the corporate function. It is primarily used as a shared service center for maintaining functions such as executive, accounting, treasury, legal, human resources, tax, environmental, engineering and other operations functions not otherwise allocated to a segment. As such, the corporate entity is not determined to be an operating segment but is discretely disclosed for purposes of reconciliation to the Company’s consolidated financial statements.

Use of Estimates

The preparation of financial statements, in conformity with accounting principles generally accepted in the United States (“GAAP”), requires 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Recently Adopted Accounting Standards

In December 2025, the FASB issued ASU No. 2025-07, Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): derivatives scope refinements and scope clarification for share-based noncash consideration from a customer in a revenue contract. This ASU (1) refines the scope of the guidance on derivatives in ASC 815 (Issue 1) and (2) clarifies the guidance on share-based payments from a customer in ASC 606 (Issue 2). The Company has adopted the standard retrospectively, as of December 31, 2025.

In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in 2023-09 aim to enhance the transparency and decision usefulness of income tax disclosures. ASU 2023-09 is effective for the Company's Annual Report on Form 10-K for the year ended December 31, 2025, with early adoption permitted. The Company has adopted the standard retrospectively, and the enhanced expense disclosures can be found in the 2025 Annual Report.

Recently Issued Accounting Standards Not Yet Adopted

In May 2026, the FASB issued ASU 2026-02, Environmental Credits and Environmental Credit Obligations, (Topic 818). This ASU establishes guidance on the recognition, measurement, presentation, and disclosure of environmental credits and environmental credit obligations. Public business entities are required to apply the guidance retrospectively. The ASU is effective for fiscal years beginning after December 15, 2027, and interim periods within fiscal years beginning after December 15, 2028. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

In November 2024, the FASB issued ASU 2024-03, Income Statement — Reporting Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. This ASU requires public business entities to disclose, on an annual and interim basis, disaggregated information about certain income statement expense line items. The ASU also requires disclosure of the total amount of selling expenses recognized in continuing operations on an annual and interim basis and disclosure of a public business entity’s definition of selling expenses on an annual basis (or in interim reporting periods if the definition is changed). Public business entities are required to apply the guidance prospectively but are permitted to apply it retrospectively. The ASU is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. The Company is currently evaluating the impact of this standard on its consolidated financial statements.

NOTE 3 – ASSET IMPAIRMENT

The Company recorded an impairment loss of $650 and $377 for the three months ended June 30, 2026 and 2025, respectively and $1,093 and $2,424 for the six months ended June 30, 2026 and 2025, respectively. All 2026 impairments were for specifically identified discrete or non-operable assets, of which $748 was impaired at five RNG sites and $345 at one REG site and the Company did not record any impairments related to its cash flows assessment. In 2025, $1,983 was impaired for costs related to a development project RNG interconnection for which the local utility is no longer accepting RNG into its distribution system. All associated costs related to the interconnection were impaired. The remaining 2025 impairments of $441 were for specifically identified assets deemed obsolete or non-operable and consisted of $357 within the RNG segment and $84 within the REG segment.

NOTE 4 – REVENUES FROM CONTRACTS WITH CUSTOMERS

The Company’s revenues are comprised of renewable energy and related Environmental Attribute sales provided under short, medium and long term contracts with its customers. All revenue is recognized when (or as) the Company satisfies its performance obligation(s) under the contract (either implicit or explicit) by transferring the promised product or service to its customer either when (or as) its customer obtains control of the product or service. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer. A contract’s transaction price is allocated to each distinct performance obligation. The Company allocates the contract’s transaction price to each performance obligation using the product’s observable market standalone selling price for each distinct product in the contract. The Company's typical invoicing terms are payment due within 30 days of invoice date.

Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring its products or services to customers. Revenue is recorded net of allowances and customer discounts. Transportation and gathering costs incurred by customers after the transfer of control of the commodities are netted from revenue, as the Company does not control these services and acts as an agent with respect to such costs. To the extent applicable, sales, value add and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from revenues) basis. In certain cases, the Company's performance obligation under its sale of RNG contracts include variable components, whose consideration is based on subsequent monetization of environmental attribute credits by third parties. These variable components are recognized over time to the extent it is probable that a significant reversal will not occur.

The Company’s performance obligations related to the sale of renewable energy (i.e. RNG and Renewable Electricity) are generally satisfied over time. Revenue related to the sale of renewable energy is generally recognized over time using an output based upon the product quantity delivered to the customer. This measure is used to best depict the Company’s performance to date under the terms of the contract. Revenue from products transferred to customers over time accounted for approximately 14% and 35% of revenue for the three months ended June 30, 2026 and 2025, respectively, and 17% and 36% for the six months ended June 30, 2026 and 2025, respectively.

The Company’s performance obligations related to the sale of Environmental Attributes are generally satisfied at a point in time and were 86% and 65% of revenue for the three months June 30, 2026 and 2025, respectively, and 83% and 64% for the six months ended June 30, 2026 and 2025, respectively. The Company recognizes Environmental Attribute revenue at the point in time in which the customer obtains control of the Environmental Attributes, which is generally when the title of the Environmental Attribute passes to the customer upon delivery. In limited cases, title does not transfer to the customer and revenue is not recognized until the customer has accepted the Environmental Attributes.

The following tables display the Company’s disaggregated revenue by major source based on product type and timing of transfer of goods and services for the three and six months ended June 30, 2026 and 2025:


	Three months ended June 30, 2026
	Goods transferred at a point in time		Goods transferred over time		Total
Major goods/Service line:
Natural gas commodity	$	—	$	4,787	$	4,787
Natural gas environmental attributes		44,467		177		44,644
Electric commodity		—		2,604		2,604
Electric environmental attributes		1,985		—		1,985
	$	46,452	$	7,568	$	54,020
Operating segment:
RNG	$	44,467	$	4,964	$	49,431
REG		1,985		2,604		4,589
	$	46,452	$	7,568	$	54,020


	Three months ended June 30, 2025
	Goods transferred at a point in time		Goods transferred over time		Total
Major goods/Service line:
Natural gas commodity	$	—	$	13,429	$	13,429
Natural gas environmental attributes		27,288		—		27,288
Electric commodity		—		2,495		2,495
Electric environmental attributes		1,915		—		1,915
	$	29,203	$	15,924	$	45,127
Operating segment:
RNG	$	27,288	$	13,429	$	40,717
REG		1,915		2,495		4,410
	$	29,203	$	15,924	$	45,127


	Six months ended June 30, 2026
	Goods transferred at a point in time		Goods transferred over time		Total
Major goods/Service line:
Natural gas commodity	$	—	$	11,551	$	11,551
Natural gas environmental attributes		79,926		177		80,103
Electric commodity		—		5,109		5,109
Electric environmental attributes		3,684		—		3,684
	$	83,610	$	16,837	$	100,447
Operating segment:
RNG	$	79,926	$	11,728	$	91,654
REG		3,684		5,109		8,793
	$	83,610	$	16,837	$	100,447


	Six months ended June 30, 2025
	Goods transferred at a point in time		Goods transferred over time		Total
Major goods/Service line:
Natural gas commodity	$	—	$	26,676	$	26,676
Natural gas environmental attributes		52,279		—		52,279
Electric commodity		—		5,152		5,152
Electric environmental attributes		3,623		—		3,623
	$	55,902	$	31,828	$	87,730
Operating segment:
RNG	$	52,279	$	26,676	$	78,955
REG		3,623		5,152		8,775
	$	55,902	$	31,828	$	87,730

Practical expedients and remaining performance obligations

The Company recognizes revenue from the sale of natural gas and electric commodities using the right to invoice practical expedient. The Company determined that the revenues recognized as of period end correspond directly with the value transferred to customers and the Company's satisfaction of the performance obligations to date. The Company has elected the practical expedient available in ASC 606-10-50-14 and ASC 606-10-50-14A and therefore does not disclose the transaction price allocated to remaining performance obligations for contracts with an expected duration of one year or less or for contracts in which variable consideration is allocated to wholly unsatisfied distinct goods that form part of a single performance obligation. The Company’s revenue contracts either qualify for the practical expedients discussed above or have an expected duration of one year or less. As a result, the Company has no remaining performance obligations requiring disclosure as of June 30, 2026 and December 31, 2025.

NOTE 5 – EQUITY METHOD INVESTMENTS

In March 2025, the Company entered into a joint venture, GreenWave Energy Partners, LLC, ("GreenWave"). The investees in the joint venture are Pesta Energy, LLC, a wholly owned subsidiary of the Company, with an ownership percentage of 51% and Pioneer Renewable Energy Marketing, LLC ("PREM"), with an ownership percentage of 49%. Although the Company holds a 51% ownership interest, GreenWave is jointly controlled by each party, and no single entity has the unilateral ability to direct the activities that most significantly impact GreenWave’s economic performance; accordingly, consolidation is not required. As of June 30, 2026, the Company has contributed $4,000. Additionally, the Company provided for a $184 short-term loan. Subject to various and certain requirements as defined in the underlying agreements, the Company could be required to make additional short term loans up to $316. Any additional funding, if required, would be evaluated at the time of funding to determine the appropriate accounting treatment. The Company's maximum exposure to loss in the joint venture as of June 30, 2026 is $3,899, which is comprised of the equity balance of $3,715 and the $184 short-term loan. The joint venture is primarily intended to help address the limited capacity of RNG usage in transportation by dispensing RNG through expanded Transportation Fuel uses under the RFS. While the joint venture is not expected to use RNG produced by the Company, it is expected to provide access to exclusive unique and proprietary pathways for other industry producers of RNG. PREM facilitates access to these pathways and the Company provides for the efficient RIN separation for the joint venture. As part of the agreement, the Company receives separated RINs as distributions. For the six months ended June 30, 2026 and the year ended December 31, 2025, the Company received 2,909 and 706 RINs, respectively, with a with a distribution value of $7,201 and $1,661, respectively. The Company records these distributed RINs within “Prepaid insurance and other current assets” on the Consolidated Balance Sheet, and are valued at the lower of cost or net realizable value. The distributions of separated RINs are accounted for as a return on investment and are recognized based on the Company’s share of GreenWave’s earnings, with any excess distributions treated as a return of investment and recorded as a reduction of the carrying amount of the equity method investment.


	Six Months Ended June 30,			Year Ended December 31,
	2026			2025
Equity balance—beginning of period	$	3,824		$	-
Contributions	—				4,000
Income from joint venture		7,092			1,485
Distributions		(7,201	)		(1,661	)
Equity balance—end of period	$	3,715		$	3,824

The Company utilizes the equity method of accounting related to this joint venture. Refer to Note 2 – Summary of Significant Accounting Policies.

NOTE 6 – ACCOUNTS AND OTHER RECEIVABLES

The Company extends credit based upon an evaluation of the customer’s financial condition and, while collateral is not required, the Company periodically receives surety bonds that guarantee payment. Credit terms are consistent with industry standards and practices. Reserves for uncollectible accounts, if any, are recorded as part of general and administrative expenses in the consolidated statements of operations. No reserve expense was recorded for the three and six months ended June 30, 2026 and 2025.

Accounts and other receivables consist of the following as of June 30, 2026, December 31, 2025 and 2024:


	June 30, 2026		December 31, 2025		December 31, 2024
Accounts receivables	$	4,914	$	6,578	$	7,869
Other receivables		639		2,589		294
Reimbursable expenses		1	—			9
Accounts and other receivables, net	$	5,554	$	9,167	$	8,172

NOTE 7 – PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment consist of the following as of June 30, 2026 and December 31, 2025:


	June 30, 2026			December 31, 2025
Land	$	1,568		$	1,568
Buildings and improvements		39,071			38,914
Machinery and equipment		326,315			321,834
Gas mineral rights		35,526			35,526
Construction work in progress		217,561			163,277
Total	$	620,041		$	561,119
Less: Accumulated depreciation and amortization		(234,417	)		(219,724	)
Property, plant & equipment, net	$	385,624		$	341,395

Depreciation expense for Property, plant and equipment was $7,507 and $6,640 for the three months ended June 30, 2026 and 2025, respectively, and $15,476 and $12,548 for the six months ended June 30, 2026 and 2025, respectively. Depletion expense for gas mineral rights was $91 for both the three months ended June 30, 2026 and 2025, and $182 for both the six months ended June 30, 2026 and 2025.

Construction work in progress consists of RNG and REG capital expenditures on developmental projects and improvements to existing sites. Development projects, on average, last between 18 to 36 months, and when completed for their intended use, costs are placed in service and begin depreciating.

NOTE 8 – GOODWILL AND INTANGIBLE ASSETS, NET

Goodwill and intangible assets consist of the following as of June 30, 2026 and December 31, 2025:


	June 30, 2026		December 31, 2025
Goodwill	$	60	$	60
Intangible assets with indefinite lives:
Land use rights		230		230
Total intangible assets with indefinite lives:	$	230	$	230
Intangible assets with finite lives:
Interconnection, net of accumulated amortization of $5,720 and $5,344	$	13,650	$	13,972
Customer contracts, net of accumulated amortization of $18,054 and $17,841		5,130		5,343
Total intangible assets with finite lives:	$	18,780	$	19,315
Total Goodwill and Intangible assets	$	19,070	$	19,605

As of June 30, 2026, the weighted average remaining useful lives for both customer contracts and interconnections were 12 years. Amortization expense was $289 and $280 for the three months ended June 30, 2026 and 2025, respectively and $589 and $528 for the six months ended June 30, 2026 and 2025, respectively.

NOTE 9 – ASSET RETIREMENT OBLIGATIONS

The Company accounts for asset retirement obligations by recording the fair value of the liability in the period in which it is incurred. The Company estimates the fair value of asset retirement obligations by calculating the estimated present value of the cost to retire the asset. Factors that are considered when determining the present value of the cost to retire the asset include future inflation and discount rates, along with estimates date(s) of retiring the asset. Additionally, changes in legal, regulatory, environmental, and

political environments can affect the fair value of the obligations. As such, asset retirement obligations are considered a level 3 financial instrument.

The following table summarizes the activity associated with asset retirement obligations of the Company as of June 30, 2026 and December 31, 2025:


	Six Months Ended June 30,		Year Ended December 31,
	2026		2025
Asset retirement obligations—beginning of period	$	6,960	$	6,338
Accretion expense		258		485
New asset retirement obligation	—			137
Asset retirement obligations—end of period	$	7,218	$	6,960

NOTE 10 – DERIVATIVE INSTRUMENTS

To mitigate market risk associated with fluctuations in interest rates and natural gas commodity prices, the Company will, at times, utilize swap contracts under a board-approved program. The Company does not apply hedge accounting to any of its derivative instruments, and all realized and unrealized gains and losses from changes in derivative values are recognized in earnings each period. As a result of the economic hedging strategies employed, the Company had the following losses in the Consolidated Statements of Operations the three and six months ended June 30, 2026 and 2025:


		Three Months Ended June 30,
Derivative Instrument	Location	2026			2025
Interest rate swaps	Interest expense	$	-		$	(126	)
Net loss		$	-		$	(126	)

		Six Months Ended June 30,
Derivative Instrument	Location	2026			2025
Interest rate swaps	Interest expense	$	(29	)	$	(341	)
Net loss		$	(29	)	$	(341	)

As of June 30, 2026, the Company has no interest rate nor commodity swap contracts outstanding.

NOTE 11 – FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s assets and liabilities that are measured at fair value on a recurring basis include the following as of June 30, 2026 and December 31, 2025, set forth by level, within the fair value hierarchy:


	June 30, 2026
	Level 1		Level 2		Level 3			Total

Asset retirement obligations		—		—		(7,218	)		(7,218	)
	$	—	$	—	$	(7,218	)	$	(7,218	)


	December 31, 2025
	Level 1		Level 2		Level 3			Total

Interest rate swap derivative asset	$	—	$	220	$	—		$	220
Asset retirement obligations		—		—		(6,960	)		(6,960	)
	$	—	$	220	$	(6,960	)	$	(6,740	)

The three levels of the fair value hierarchy under authoritative guidance are described as follows:

Level 1: Observable inputs that reflect unadjusted quoted market prices in active markets for identical assets or liabilities.

Level 2: Inputs are market data, other than Level 1, that are observable either directly or indirectly. Level 2 inputs include quoted market prices for similar assets or liabilities, quoted market prices for similar assets or liabilities in inactive markets and other observable information that can be corroborated by market data.

Level 3: Unobservable inputs that are not corroborated by market data, but significant to the fair value measurement.

Interest rate swap derivatives are classified as Level 2 financial instruments and are valued utilizing Secured Overnight Financing Rates. The Company's remaining interest rate swaps were settled on March 9, 2026 with a cash gain of $191, due to the debt refinancing and the extinguishment of the prior Comerica debt.

In addition, certain assets are measured at fair value on a non-recurring basis when an indicator of impairment is identified and the assets’ fair values are determined to be less than its carrying value. See Note 3 for additional information.

A summary of changes in the fair value of the Company’s Level 3 instrument, attributable to asset retirement obligations, for the six months ended June 30, 2026 and the year ended December 31, 2025 is included in Note 9.

There were no transfer of assets or liabilities between Levels 1, 2 or 3 of the fair value hierarchy as of June 30, 2026 and December 31, 2025.

NOTE 12 – ACCRUED LIABILITIES

The Company’s accrued liabilities consist of the following as of June 30, 2026 and December 31, 2025:


	June 30, 2026		December 31, 2025
Accrued expenses	$	7,080	$	3,342
Payroll and related benefits		3,067		2,865
Royalty		3,412		2,962
Utility		1,749		1,588
Accrued interest	—			813
Other		690		165
Accrued liabilities	$	15,998	$	11,735

NOTE 13 – DEBT

The Company’s debt consists of the following as of June 30, 2026 and December 31, 2025:


	June 30, 2026			December 31, 2025
Term loans	$	155,000		$	44,000
Revolver	—				85,000
Less: current principal maturities	—				(3,000	)
Less: debt issuance costs (on long-term debt)		(5,365	)	—
Long-term debt	$	149,635		$	126,000
Current portion of long-term debt	—				2,733
Total debt	$	149,635		$	128,733

New Senior Credit Facility

On March 9, 2026, the Company entered in a new, five year senior credit facility ("New Senior Credit Facility") with CCH1 MEH Lender LLC (a wholly owned subsidiary of Hannon Armstrong Capital LLC “HASI”) that consists of up to $200,000 in senior indebtedness, of which $155,000 is outstanding as of June 30, 2026. These proceeds were used to repay all outstanding debt of the Company at the date of closing. Subject to various requirements as defined in the underlying agreement, the Company expects to have an additional $45,000 in proceeds to draw upon the conclusion of certain engineering review and operational requirements of its Montauk Ag Renewables project in North Carolina. Finally, the Company maintains a cash collateralized facility with an entity not related to the HASI New Senior Credit Facility and has issued $2,185 of letters of credit, for which the Company is required to maintain 105% of cash collateral. The New Senior Credit Facility matures in March 2031. The New Senior Credit Facility includes various affirmative and negative covenants that require the Company to meet specified financial ratios and financial tests, as defined in the underlying agreement. Under the New Senior Credit Facility, the Company is required to maintain:

•

Total Net Leverage Ratio (as defined in the New Senior Credit Facility) of not more than 4.00 to 1.00, and

•

As of the end of each fiscal quarter, a Fixed Charge Coverage Ratio (as defined in the New Senior Credit Facility) of not less than 1.20 to 1.00, and

•

Various other financial covenants or mandatory prepayments (as defined in the New Senior Credit Facility)

The New Senior Credit Facility is subject to customary events of default and contemplates that the Company would be in default if, for any fiscal quarter (x) the average monthly D3 RIN price is less than $1.00 per RIN and (y) the consolidated average quarterly trailing EBITDA over the previous four quarters is less than $10,000.

The New Senior Credit Facility has a 24-month availability period during which only interest is payable quarterly. After the availability period, the Company is required to make quarterly principal payments equal to 1.25% of the total outstanding principal. A final $131,750 payment is due March 2031. The interest rate of the New Senior Credit Facility is 10.25%.

As of December 31, 2025, under the prior credit agreement with Comerica Bank, $44,000 and $85,000 was outstanding under the term loan and revolver, respectively. In addition, the Company had $2,571 of outstanding letters of credit as of December 31, 2025. Amounts available under the revolving credit facility are reduced by any amounts outstanding under letters of credit. As of December 31, 2025, the Company’s capacity available for borrowing under the revolving credit facility was $32,429. Borrowings of the term loan and revolving credit facility bore interest at the Secured Overnight Financing Rate plus an applicable margin. The interest rate as of December 31, 2025 was 6.44%.

Amortized debt issuance expense in the amount of $339 and $99 for the three months ended June 30, 2026 and 2025, respectively and $482 and $195 for the six months ended, June 30, 2026 and 2025, respectively, was recorded in interest expense in the Consolidated Statement of Operations. Due to the cessation of the prior credit agreement, a $944 Loss on extinguishment of debt was recorded in the Consolidated Statement of Operations.

As of June 30, 2026, the Company was in compliance with all applicable financial covenants under the new credit agreement.

NOTE 14 – INCOME TAXES

The Company’s provision for income taxes in interim periods is computed by applying the estimated annual effective tax rates to income or loss before income taxes for the period. In addition, non-recurring or discrete items are recorded during the period in which they occur. For the three and six months ended June 30, 2026, the Company utilized an estimated effective tax rate.


	Three Months Ended June 30,
	2026			2025
Income tax expense		1,990			1,876
Effective tax rate		90	%	(52%)

	Six Months Ended June 30,
	2026			2025
Income tax expense		1,692			1,559
Effective tax rate		88	%	(35%)

The effective tax rate of 90% for the three months ended June 30, 2026 was higher than the rate for the three months ended June 30, 2025, of (52)% primarily due to the change in our pre-tax book loss year over year.

The effective tax rate of 88% for the six months ended June 30, 2026 was higher than the rate for the six months ended June 30, 2025, of (35)% primarily due to the change in our pre-tax book loss year over year.

Income tax expenses for the three and six months ended June 30, 2026 and June 30, 2025 were calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21% primarily due to the adjustment for production tax credits.

NOTE 15 – SHARE-BASED COMPENSATION

The board of directors of Montauk Renewables adopted the Montauk Renewables, Inc. Equity and Incentive Compensation Plan (“MRI EICP”) in January 2021. Following the closing of the IPO, the board of directors of Montauk Renewables approved the grant of non-qualified stock options, restricted stock units and restricted share awards to the employees of Montauk Renewables and its subsidiaries in January 2021. There is no unrecognized share-based compensation expense related to these awards. Additional share-based compensation awards have been granted by the Board of Directors and issued by the Company to officers and other employees of the Company. Stock compensation expense related to these awards was $516 and $926 for the three months ended June 30, 2026 and 2025, respectively and $1,151 and $1,780 for the six months ended June 30, 2026 and June 30, 2025, respectively.

The restricted shares, restricted stock units and option awards are subject to vesting schedules and are subject to the terms and conditions of the MRI EICP and related award agreements including, in the case of the restricted share awards, each officer having made an election under Section 83(b) of the Code.

In connection with a May 2021 asset acquisition, 1,250,000 restricted share awards (“RS Awards”) were granted to two employees that were hired by the Company in connection with such acquisition. The RS Awards were to vest over a five-year period

and subject to the achievement of time and performance-based vesting criteria over such period. In May 2022, the RS Awards were amended to remove the performance-based vesting criteria and to be only subjected to time-based vesting requirements over a five year period. The awards were revalued at $15,500. Stock compensation expense related to these awards was $0 and $1,442 for the three months ended June 30, 2026 and 2025, respectively and $0 and $1,863 for the six months ended June 30, 2026 and June 30, 2025 respectively. During the second quarter of 2025, the Company recognized $1,550 of noncash stock compensation expense within General and administrative expense related to the acceleration of previously unrecognized stock compensation expense related to an employee termination. As of June 30, 2026, there is no remaining unrecognized MRI EICP compensation expense for these awards.

Options granted under the MRI EICP allow the recipient to receive the Company’s common stock equal to the appreciation in the fair market value of the Company’s common stock between the grant date and the exercise and settlement of options into shares as of the exercise dates. The fair value of the MRI EICP options was estimated using the Black-Scholes option pricing model. The following table provides the weighted-average option assumptions (no dividends were expected):



	April 2023 Awards
Options awarded		2,100,000
Risk-free interest rate	3.71%-3.97%
Expected volatility	78%-80%
Expected option life (in years)	3.5-5.5
Grant-date fair value	$	4.25

	January 2021 Awards
Options awarded		950,214
Risk-free interest rate	0.5%
Expected volatility	32%
Expected option life (in years)		5.5
Grant-date fair value	$	3.44

The following table summarizes the restricted shares, restricted stock units and options outstanding under the MRI EICP as of June 30, 2026 and 2025:



	Restricted Shares					Restricted Stock Units				Options
	Number of shares			Weighted Average Grant Date Fair Value		Number of shares		Weighted Average Grant Date Fair Value		Number of shares			Weighted Average Exercise Price
End of period - December 31, 2025		—		$	—		130,000	$	4.97		2,100,000		$	6.77
Beginning of period - January 1, 2026		—		$	—		130,000	$	4.97		2,100,000		$	6.77
Granted		—			—		1,281,989		1.53		—			—
Vested		—			—		—		—		(700,000	)		6.77
End of period - June 30, 2026		—		$	—		1,411,989	$	1.85		1,400,000		$	6.77

End of period - December 31, 2024		626,108		$	11.93		170,000	$	7.63		2,325,000		$	7.04
Beginning of period - January 1, 2025		626,108		$	11.93		170,000	$	7.63		2,325,000		$	7.04
Granted		—		—			—		—		—			—
Vested		(570,797	)		11.98		—		—		—			—
Forfeited		—			—		—		—		—		—
End of period - June 30, 2025		55,311		$	11.38		170,000	$	7.63		2,325,000		$	7.04

As of June 30, 2026, no vested options have been exercised. Unrecognized MRI EICP compensation expense for awards the Company expects to vest as of June 30, 2026 was $3,756 and will be recognized over approximately 5 years.

NOTE 16 – DEFINED CONTRIBUTION PLAN

The Company maintains a 401(k) defined contribution plan for eligible employees. The Company matches 50% of an employee’s deferrals up to 4%. The Company also contributes 3% of eligible employee’s compensation expense as a safe harbor contribution. The matching contributions vest ratably over four years of service, while the safe harbor contributions vest immediately. Incurred expense related to the 401(k) plan was $244 and $249 for the three months ended June 30, 2026 and 2025, respectively and $488 and $494 for the six months ended June 30, 2026 and 2025, respectively.

NOTE 17 – RELATED PARTY TRANSACTIONS

Related Party Loan

On January 26, 2021, The Company entered into a Loan Agreement and Secured Promissory Note (the “Initial Promissory Note”) with Montauk Holdings Limited (“MNK”). MNK is our affiliate and certain of our directors are also directors of MNK. Pursuant to the Initial Promissory Note, the Company advanced a cash loan of $5,000 to MNK for MNK to pay its dividend's tax liability arising from the Reorganization Transactions under the South African Income Tax Act, 1962 (Act No. 58 of 1962), as amended. As a result of several amendments, the current principal balance of the loan is $10,690, the due date is December 31, 2033 and the security interest is 976,623 shares of our common stock held by MNK (as amended the “Fifth Amended Promissory Note”).

In December 2021, Rivetprops 47 Proprietary Limited (“RP47”) entered into an agreement to loan MNK up to 10,000 South African Rand (the “RP47 Loan”). The principal balance and accrued interest was 11,713 Rand or approximately $650 US Dollars as of December 31, 2024. There was no collateral pledged for this loan. This loan became due on December 31, 2024 (“Maturity Date”) when MNK and RP47 did not extend the maturity of the loan agreement. Associated with a modification on December 31, 2024 of the TIA between us and MNK, we became obligated to repay the RP47 Loan on MNK’s behalf as MNK did not have sufficient funds to repay the RP47 Loan. On February 2, 2025, our Board of Directors approved the repayment of the RP47 Loan under the TIA. On March 5, 2025 and in connection with the Fifth Amended and Restated Loan Agreement and Secured Promissory Note, the Company repaid the RP47 loan as required under the TIA.

Variable Interest Entity

Under ASC 810-10-25-38A and 38B, a reporting entity is deemed to have a controlling financial interest in a VIE if it possesses both of the following characteristics: the power to direct the activities of the VIE that most significantly impact its economic performance, and the obligation to absorb losses of the VIE that could potentially be significant or the right to receive benefits from the VIE that could potentially be significant.

Under ASC 810, the Company determined that MNK is a variable interest entity. The Company does not hold any equity interest in MNK but has entered into the Fifth Amended and Restated Loan Agreement and Secured Promissory Note between the Company and MNK.

Prior to the RP47 Loan repayment, we concluded that RP47, a related party of us through RP47’s ownership of MNK, was the primary beneficiary of MNK under the variable interest entity model. In connection with the modification under the TIA, RP47 retained its power over MNK but no longer held significant benefits in MNK. Substantially all of MNK’s activities are conducted on our behalf as MNK’s only asset is the 976,623 shares of our common stock held as security for the Fifth Amended and Restated Loan Agreement and Secured Promissory Note. MNK’s only obligation is its loan to us and thus, we became the primary beneficiary of MNK on December 31, 2024. In accordance with ASC 810, we consolidated MNK on December 31, 2024. The Fifth Amended Promissory Note became an intercompany loan and was eliminated in consolidation. MNK’s investment of $10,178 in the Company was also eliminated in consolidation. There is no gain or loss on the initial consolidation of MNK as the transaction is a common control transaction. We also recorded a noncash acquisition of Treasury stock ($8,309) related to the consolidation of the 976,623 shares of our common stock collateralizing the Fifth Amended Promissory Note.

As of June 30, 2026, we consolidated MNK’s current assets ($119), current liabilities ($54) and long-term liabilities ($25).

NOTE 18 – SEGMENT INFORMATION

The Company’s reportable segments for the three and six months ended June 30, 2026 and 2025 are Renewable Natural Gas and Renewable Electricity Generation. Renewable Natural Gas includes the production of RNG. Renewable Electricity Generation includes generation of electricity at biogas-to-electricity plants. The Corporate entity is not determined to be an operating segment and though not an operating segment, certain corporate costs are disclosed as reconciling items to the Company’s consolidated results. The following tables are consistent with the manner in which the Chief Executive Officer, who is the Company's chief operating decision maker ("CODM"), evaluates the performance of each segment and allocates the Company's resources. The CODM evaluates the performance of the segments based on segment operating income (loss). The CODM assesses budgeted segment operating income (loss) amounts compared to actual results, which assists in determining future resource allocations of the Company, including allocation of capital expenditures. The CODM uses segment operating income (loss), which is before income taxes, as it measures operational profitability and can be used to evaluate non-financial performance measures including operational production. The Company maintains discrete financial information for its operating sites, which meet the definition of an operating segment, but are aggregated into reportable segments based on the type of commodity produced, as these operating sites have similar economic characteristics, including production processes, customer types and regulatory environments. Total Assets and Capital expenditures by segment are also provided within the tables below, as these amounts are regularly reviewed by the CODM. “RNG” refers to Renewable Natural Gas and “REG” refers to Renewable Electricity Generation.


Three months ended June 30, 2026
	RNG		REG			Total
Operating segment revenue	$	40,936	$	4,505		$	45,441

Corporate and other revenue							8,579
Total consolidated revenue						$	54,020

Less (1)
Payroll and related expenses		2,406		1,486			3,892
Wellfield operating and maintenance		2,217		520			2,737
Plant expense		653		346			999
Waste disposal		688		40			728
Preventative maintenance		4,192		1,441			5,633
Breakdown expenses		615		97			712
Utility expense		3,802		131			3,933
Royalties, transportation, gathering and production fuel		8,293		521			8,814
Depreciation, depletion and amortization		6,992		844			7,836
Impairment		439		211			650
Other operating expenses (2)		995		1,001			1,996
Operating segment expenses	$	31,292	$	6,638		$	37,930

Corporate and other operating expenses (3)							16,165
Total consolidated operating expenses						$	54,095

Operating segment income (loss)	$	9,644	$	(2,133	)	$	7,511

Corporate and other operating loss							(7,586	)
Total consolidated operating loss						$	(75	)

Operating segment other expenses	$	1	$	12		$	13
Corporate and other income (4)							(2,304	)
Total consolidated other income						$	(2,291	)

Operating segment income (loss) before income taxes	$	9,643	$	(2,145	)	$	7,498

Corporate and other loss before income taxes							(5,282	)
Total consolidated income before income taxes						$	2,216

Operating segment assets	$	188,154	$	244,715		$	432,869
Corporate and other assets							37,837
Total consolidated assets						$	470,706

Operating segment capital expenditures	$	2,221	$	22,398		$	24,619
Corporate and other capital expenditures							74
Total consolidated capital expenditures						$	24,693

(1) Significant expenses regularly reviewed by the CODM.

(2) The majority of other operating expenses for RNG and REG are consumables, rent, environmental compliance and general and administrative expenses.

(3) The majority of operating expenses for Corporate and other are payroll and related expenses of $4,488, insurance of $1,107 and professional and IT fees of $1,274.

(4) The majority of other expense (income) for Corporate and other are interest expense of $1,531 and income from equity investment of ($3,772).


Three months ended June 30, 2025

	RNG		REG			Total
Operating segment revenue	$	40,829	$	4,298		$	45,127

Corporate and other revenue							-
Total consolidated revenue						$	45,127

Less (1)
Payroll and related expenses		2,451		675			3,126
Wellfield operating and maintenance		1,762		853			2,615
Plant expense		710		376			1,086
Waste disposal		584		27			611
Preventative maintenance		5,734		1,913			7,647
Breakdown expenses		547		343			890
Utility expense		3,934		80			4,014
Royalties, transportation, gathering and production fuel		8,668		500			9,168
Depreciation, depletion and amortization		5,631		1,328			6,959
Impairment		347		30			377
Other operating expenses (2)		1,233		521			1,754
Operating segment expenses	$	31,601	$	6,646		$	38,247

Corporate and other operating expenses (3)							9,235
Total consolidated operating expenses						$	47,482

Operating segment income (loss)	$	9,228	$	(2,348	)	$	6,880

Corporate and other operating loss							(9,235	)
Total consolidated operating loss						$	(2,355	)

Operating segment other expenses	$	1	$	29		$	30
Corporate and other expense (4)							1,226
Total consolidated other loss						$	1,256

Operating segment income (loss) before income taxes	$	9,227	$	(2,377	)	$	6,850

Corporate and other loss before income taxes							(10,461	)
Total consolidated loss before income taxes						$	(3,611	)

Operating segment assets	$	203,615	$	135,809		$	339,424
Corporate and other assets							43,068
Total consolidated assets						$	382,492

Operating segment capital expenditures	$	10,362	$	23,166		$	33,528
Corporate and other capital expenditures							138
Total consolidated capital expenditures						$	33,666

(1) Significant expenses regularly reviewed by the CODM.

(2) The majority of other operating expenses for RNG and REG are consumables, rent, environmental compliance and general and administrative expenses.

(3) The majority of operating expenses for Corporate and other are payroll and related expenses of $6,296, insurance of $1,186 and professional and IT fees of $977.

(4) The majority of other expense for Corporate and other is interest expense of $1,216.


Six months ended June 30, 2026
	RNG			REG			Total
Operating segment revenue	$	79,010		$	8,621		$	87,632

Corporate and other revenue								12,816
Total consolidated revenue							$	100,447

Less (1)
Payroll and related expenses		4,778			2,797			7,575
Wellfield operating and maintenance		4,137			1,089			5,226
Plant expense		1,215			621			1,836
Waste disposal		1,198			100			1,298
Preventative maintenance		7,886			2,446			10,332
Breakdown expenses		898			345			1,243
Utility expense		8,200			277			8,477
Royalties, transportation, gathering and production fuel		15,875			976			16,851
Depreciation, depletion and amortization		14,081			2,057			16,138
Impairment		748			345			1,093
Other operating expenses (2)		1,609			1,871			3,480
Operating segment expenses	$	60,625		$	12,924		$	73,549

Corporate and other operating expenses (3)								28,573
Total consolidated operating expenses							$	102,122

Operating segment income (loss)	$	18,385		$	(4,303	)	$	14,082

Corporate and other operating loss								(15,757	)
Total consolidated operating loss							$	(1,675	)

Operating segment other (income) expenses	$	(2	)	$	26		$	24
Corporate and other income (4)								(3,622	)
Total consolidated other income							$	(3,598	)

Operating segment income (loss) before income taxes	$	18,387		$	(4,329	)	$	14,058

Corporate and other loss before income taxes								(12,135	)
Total consolidated income before income taxes							$	1,923

Operating segment assets	$	188,154		$	244,715		$	432,869
Corporate and other assets								37,837
Total consolidated assets							$	470,706

Operating segment capital expenditures	$	4,790		$	50,647		$	55,437
Corporate and other capital expenditures								123
Total consolidated capital expenditures							$	55,560

(1) Significant expenses regularly reviewed by the CODM.

(2) The majority of other operating expenses for RNG and REG are consumables, rent, environmental compliance and general and administrative expenses.

(3) The majority of operating expenses for Corporate and other are payroll and related expenses of $8,938, insurance of $2,177 and professional and IT fees of $2,991.

(4) The majority of other expense (income) for Corporate and other is interest expense of $2,866 and income from equity investment of ($7,092).


Six months ended June 30, 2025
	RNG		REG			Total
Operating segment revenue	$	79,280	$	8,450		$	87,730

Corporate and other revenue							-
Total consolidated revenue						$	87,730

Less (1)
Payroll and related expenses		4,861		1,358			6,219
Wellfield operating and maintenance		3,416		1,569			4,985
Plant expense		1,329		702			2,031
Waste disposal		1,153		41			1,194
Preventative maintenance		9,284		2,521			11,805
Breakdown expenses		992		791			1,783
Utility expense		7,860		194			8,054
Royalties, transportation, gathering and production fuel		15,783		956			16,739
Depreciation, depletion and amortization		10,531		2,639			13,170
Impairment		2,340		84			2,424
Other operating expenses (2)		2,134		964			3,098
Operating segment expenses	$	59,683	$	11,819		$	71,502

Corporate and other operating expenses (3)							18,174
Total consolidated operating expenses						$	89,676

Operating segment income (loss)	$	19,597	$	(3,369	)	$	16,228

Corporate and other operating loss							(18,174	)
Total consolidated operating loss						$	(1,946	)

Operating segment other expenses	$	9	$	37		$	46
Corporate and other expenses (4)							2,400
Total consolidated other expenses						$	2,446

Operating segment income (loss) before income taxes	$	19,588	$	(3,406	)	$	16,182

Corporate and other loss before income taxes							(20,574	)
Total consolidated loss before income taxes						$	(4,392	)

Operating segment assets	$	203,615	$	135,809		$	339,424
Corporate and other assets							43,068
Total consolidated assets						$	382,492

Operating segment capital expenditures	$	17,930	$	27,149		$	45,079
Corporate and other capital expenditures							219
Total consolidated capital expenditures						$	45,298

(1) Significant expenses regularly reviewed by the CODM.

(2) The majority of other operating expenses for RNG and REG are consumables, rent, environmental compliance and general and administrative expenses.

(3) The majority of operating expenses for Corporate and other are payroll and related expenses of $11,454, insurance of $2,517 and professional and IT fees of $2,337.

(4) The majority of other expense for Corporate and other is interest expense of $2,459.

For the three months ended June 30, 2026 and 2025, two and three customers, respectively made up greater than 10% of total revenues.


	Three months ended June 30, 2026
	RNG			REG		Total

Customer A		40.9	%		—		40.9	%
Customer B		13.8	%		—		13.8	%

	Three months ended June 30, 2025
	RNG			REG		Total
Customer A		20.2	%		—		20.2	%
Customer B		10.7	%		—		10.7	%
Customer C		10.3	%		—		10.3	%

For both the six months ended June 30, 2026 and 2025, four customers made up greater than 10% of total revenues.


	Six months ended June 30, 2026
	RNG			REG		Total
Customer A		34.4	%		—		34.4	%
Customer B		12.1	%		—		12.1	%
Customer C		11.0	%		—		11.0	%
Customer D		10.8	%		—		10.8	%

	Six months ended June 30, 2025
	RNG			REG		Total
Customer A		11.8	%		—		11.8	%
Customer B		11.8	%		—		11.8	%
Customer C		11.3	%		—		11.3	%
Customer D		10.1	%		—		10.1	%

NOTE 19 – LEASES

The Company leases office space and other office equipment under operating lease arrangements (with initial terms greater than twelve months), expiring in various years through 2033. These leases have been entered into to better enable the Company to conduct business operations. Office space is leased to provide adequate workspace for all employees in Pittsburgh, Pennsylvania and Houston, Texas. Landfill site operating leases include gas monitoring devices that serve to improve production efficiencies and alert technicians to issues and safety concerns occurring at the well head. Office space, office equipment and gas monitoring equipment agreements that exceed 12 months are accounted for as operating leases in accordance with ASC 842, Leases.

The Company also leases safety equipment for the various operational sites in the United States. The term of certain equipment exceeds twelve months and is accordingly classified as a finance lease under ASC 842. The finance leases expire in 2026 and were entered into in order to provide a safe work environment for operational employees.

The Company determines if an arrangement is, or contains, a lease at inception based on whether that contract conveys the right to control the use of an identified asset in exchange for consideration for a period of time. For all operating and finance lease arrangements, the Company presents at the commencement date: a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.

The Company has elected, as a practical expedient, not to separate non-lease components from lease components, and instead account for each separate component as a single lease component for all lease arrangements, as lessee. In addition, the Company has elected, as a practical expedient, not to apply lease recognition requirements to short-term lease arrangements, generally those with a lease term of less than twelve months for all classes of underlying assets. In determination of the lease term, the Company considers the likelihood of lease renewal options and lease termination provisions.

The Company uses its incremental borrowing rate, as the basis to calculate the present value of future lease payments, at lease commencement. The incremental borrowing rate represents the rate of interest a lessee would have to pay to borrow an amount equal to the total lease payments on a collateralized basis over a similar term in a similar economic environment.

Supplemental information related to operating lease arrangements was as follows:


	Three Months Ended June 30,
	2026		2025
Cash paid for amounts included in the measurement of operating lease liabilities	$	942	$	646
Weighted average remaining lease term (in years)		2.71		3.72
Weighted average discount rate	5.00%-6.00%		5.00%-6.00%


	Six Months Ended June 30,
	2026		2025
Cash paid for amounts included in the measurement of operating lease liabilities	$	1,909	$	1,328
Weighted average remaining lease term (in years)		2.71		3.72
Weighted average discount rate	5.00%-6.00%		5.00%-6.00%

Future minimum operating lease payments are as follows:


Year Ending
2026	$	1,752
2027		2,147
2028		1,767
2029		606
2030		618
Thereafter		1,490
Imputed interest		(889	)
Total	$	7,491

Supplemental information related to finance lease arrangements was as follows:


	Three Months Ended June 30,
	2026		2025
Cash paid for amounts included in the measurement of financing lease liabilities	$	14	$	21
Weighted average remaining lease term (in years)		7.00		2.50
Weighted average discount rate	5.00%-6.00%		5.00%-6.00%


	Six Months Ended June 30,
	2026		2025
Cash paid for amounts included in the measurement of financing lease liabilities	$	35	$	42
Weighted average remaining lease term (in years)		7.00		2.50
Weighted average discount rate	5.00%-6.00%		5.00%-6.00%

Future minimum finance lease payments are as follows:


Year Ending
2026	$	—
2027		1
2028		1
2029		1
2030		1
Thereafter		8
Imputed interest		(3	)
Total	$	9

NOTE 20 – INCOME (LOSS) PER SHARE

Basic and diluted income (loss) per share was computed using the following common share data for the three and six months ended June 30, 2026 and 2025:


	Three Months Ended June 30,
	2026		2025
Net income (loss)	$	226	$	(5,487	)
Basic weighted-average shares outstanding		143,244,544		143,035,626
Dilutive effect of share-based awards		687,772		—
Diluted weighted-average shares outstanding		143,932,316		143,035,626
Basic income (loss) per share	$	0.00	$	(0.04	)
Diluted income (loss) per share	$	0.00	$	(0.04	)


	Six Months Ended June 30,
	2026		2025
Net income (loss)	$	231	$	(5,951	)
Basic weighted-average shares outstanding		143,244,544		142,874,606
Dilutive effect of share-based awards		672,285		—
Diluted weighted-average shares outstanding		143,916,829		142,874,606
Basic income (loss) per share	$	0.00	$	(0.04	)
Diluted income (loss) per share	$	0.00	$	(0.04	)

As a result of incurring a net loss for the three and six months ended June 2025, potential common shares of 59,145 and 65,556, respectively, were excluded from diluted loss per share because the effect would have been antidilutive.

NOTE 21 – COMMITMENTS AND CONTINGENCIES

Environmental

The Company is subject to a variety of environmental laws and regulations governing discharges to air and water, as well as the handling, storage and disposing of hazardous or waste materials. The Company believes its operations currently comply in all material respects with all environmental laws and regulations applicable to its business. However, there can be no assurance that environmental requirements will not change in the future or that the Company will not incur significant costs to comply with such requirements.

Litigation Contingencies

The Company, from time to time, may be involved in litigation. At June 30, 2026, Management does not believe there are any matters outstanding that would have a material adverse effect on the Company’s financial position or results of operations.

NOTE 22 – SUBSEQUENT EVENTS

The Company evaluated its June 30, 2026 condensed consolidated financial statements through the date the financial statements were issued. The Company is not aware of any subsequent events which would require recognition or disclosure in the consolidated financial statements.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes to those statements included elsewhere in this Quarterly Report on Form 10-Q. Throughout this section, dollar amounts and production volumes are expressed in thousands, except for per share amounts and RIN pricing amounts and unless otherwise indicated.

In addition to historical financial information, the following discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of many factors, including those discussed under “Cautionary Note Regarding Forward-Looking Statements” and elsewhere in this report, “Item 1A.–Risk Factors” of our 2025 Annual Report, and in our other SEC filings.

Overview

Montauk Renewables is a renewable energy company specializing in the recovery and processing of biogas from landfills and other non-fossil fuel sources for beneficial use as a replacement to fossil fuels. We develop, own, and operate RNG projects, using proven technologies that supply RNG into the transportation industry and use RNG to produce Renewable Electricity. We are one of the largest U.S. producers of RNG. We established our operating portfolio of 11 RNG and two Renewable Electricity projects through self-development, partnerships, and acquisitions that span seven states.

Biogas is produced by microbes as they break down organic matter in the absence of oxygen (during a process called anaerobic digestion). Our two current sources of commercial scale biogas are LFG or ADG. We typically secure our biogas feedstock through long-term fuel supply agreements and property lease agreements with biogas site hosts. Once we secure long-term fuel supply rights, we design, build, own, and operate facilities that convert the biogas into RNG or use the processed biogas to produce Renewable Electricity. We sell the RNG and Renewable Electricity through a variety of term length agreements. Because we are capturing waste methane and making use of a renewable source of energy, our RNG and Renewable Electricity generate valuable Environmental Attributes, which we are able to monetize under federal and state renewable initiatives.

Our current operating projects produce either RNG or Renewable Electricity by processing biogas from landfill sites or agricultural waste from livestock farms. We view agricultural waste from livestock farms as a significant opportunity for us to expand our RNG business, and we continue to evaluate other agricultural feedstock opportunities. We believe that our business model and technology are highly scalable given availability of biogas from agriculturally derived sources, which will allow us to continue to grow through prudent development and complimentary acquisitions.

Recent Developments

RINs Generated but Unsold

Our profitability is highly dependent on the market price of Environmental Attributes, including the market price for RINs. As we self-market a significant portion of our RINs and as the RFS is based on annual compliance, a decision not to commit to transfer and monetize available RINs during a period will impact the timing of our operating revenues and operating profit recognized during a period. We had approximately 137 RINs generated but unseparated at June 30, 2026. The average D3 RIN index price for the second quarter of 2026 was approximately $2.54. The following table summarizes select historical data related to RINs generated, RINs sold, and RINs generated but unsold from our RNG operations. Realized prices for Environmental Attributes monetized in a year may not correspond directly to index prices due to the forward selling of commitments. The results related to our GreenWave joint venture are excluded from the table below. The timing of RIN transfers can vary year over year and by period within a year and is contingent on various factors including, but not limited to: (a) the Company’s expectations on RIN index price, (b) operational needs of the Company, (c) obligated parties purchase needs, or (d) the type of customer among other matters.


Calendar Quarter	RINs Available for Sale	RINs Sold	RINs sold as % of RINs Available	RINs Available but Unsold	RINs Unsold as % of RINs Available
2024 Third Quarter	15,895	15,750	99.1%	145	0.9%
2024 Fourth Quarter	9,822	3,000	30.5%	6,822	69.5%
2025 First Quarter	13,801	9,885	71.6%	3,916	28.4%
2025 Second Quarter	11,158	11,050	99.0%	108	1.0%
2025 Third Quarter	12,421	12,411	99.9%	10	0.1%
2025 Fourth Quarter	10,786	10,786	100.0%	-	0.0%
2026 First Quarter	12,482	12,403	99.4%	79	0.6%
2026 Second Quarter	14,265	14,265	100.0%	-	0.0%

Capital Development Summary

The following summarizes our ongoing development growth plans expected capacity contribution, anticipated commencement of operations, and capital expenditure estimate, respectively excluding the Montauk Ag Renewables Development Project:


Development Opportunity	Estimated Capacity Contribution (MMBtu/day)	Anticipated Commencement Date	Estimated Capital Expenditure
Bowerman RNG Facility	3,600	2027-2028	$85,000-$95,000
Atascocita LCO2 Facility	N/A	TBD	$30,000-$40,000
Tulsa RNG Facility	1,500	2027-2028	$25,000-$35,000
Rumpke RNG Relocation Project	7,500	2028	$70,000-$90,000

Montauk Ag Renewables Acquisition

In 2021, Montauk Ag Renewables purchased technology and assets (the “Montauk Ag Renewables Acquisition”) to recover residual natural resources from swine waste and to refine and recycle such waste products through proprietary and other processes to produce high quality renewable electricity, North Carolina swine RECs, and micronutrient organic fertilizer alternatives. Upon completion of the first phase of the project, we expect that it will annually produce 41 MWh of electric power, approximately 120 RECs and 8.7 tons of organic fertilizer alternative.

With the change in REC generation passed by the state of North Carolina in 2024, we continue our negotiations with other utility users to provide swine RECs from our expected first phase production of MWh. We expect the annual REC capacity of the Turkey, NC location to be approximately 120 RECs and have signed a REC agreement with Duke Energy for annual sales of 47 RECs, which represents approximately 45% of the set-aside compliance volumes for swine under North Carolina’s Renewable Energy and Energy Efficiency Portfolio Standard. We continue to optimize our monetization strategies for the currently uncontracted portion of annually generated RECs and are in various stages of negotiation and responses to requests from obligated purchasers. Many of these agreements contain competitive details and, while there remains a limited active swine REC market in North Carolina, we believe the prices we are negotiating will be market based. We believe our average achievable price per swine REC could fall within the range of $200 to $400 per REC.

During the second quarter of 2026 we continued contract negotiations with other entities required to purchase RECs under the North Carolina Clean Energy and Portfolio Standard, specifically, the portfolio standards relating to swine RECs. These negotiations related to, among other matters, price, term, and mutual abilities to renegotiate any agreed contract. We have exchanged various versions of contracts with certain entities. We believe we are able to prioritize the sale of swine RECs generated from our Turkey facility to our executed REC agreement with Duke giving us this extended period during our ramp up to continue negotiations with these other entities. We believe that when we achieve our full first stage production, we will have contracts for all swine RECs generated.

In September 2025, a joint motion was filed with the North Carolina Utility Commission (“NCUC”) by various entities seeking to modify and delay the 2025 requirements of certain aspects of the North Carolina Clean Energy and Portfolio Standard, specifically, the portfolio standards relating to swine RECs. We note this filing is consistent with historical annual filings in response to the historically limited swine REC market in North Carolina. In October 2025, we filed response comments to the joint motion with the NCUC requesting they grant modifications or delays only to individual power supplies that have demonstrated need, require power suppliers that have not achieved 100% compliance in 2025 to apply any cumulatively acquired swine RECs to the suppliers unsatisfied 2025 pro rata obligation, and modify the swine REC set-aside for 2026 and beyond to match the requirement originally set by North Carolina in 2018. In January 2026, the NCUC denied the request for waivers and determined that parties must use banked

RECs to meet 2025 compliance targets. The compliance obligations for those utilities filing the September 2025 joint motion continue to increase through 2029.

Under a NCUC joint motion, various stakeholders subject to the requirements of certain aspects of the North Carolina Clean Energy and Portfolio Standard, specifically, the portfolio standards relating to swine RECs, continue to have working meetings under the direction of the NCUC. Certain of these entities impacted by the NCUC motion are also entities we continue to negotiate swine REC sale agreements, including Duke Energy. While we continue to negotiate swine REC contracts with certain of these entities under the NCUC joint motion, this NCUC joint motion could impact our ability to successfully execute swine contracts.

In July 2026, we began generating power for sale from our Turkey, North Carolina facility. This production of power is expected to be eligible to generate both swine RECs and enhanced RECs in subsequent months. As we work to increase the volumes of power and RECs that are able to be generated from our volume of produced syngas, we have identified specific programming modifications to our installed electrical switchgear. The installation of these modifications will provide for both the increase in production volumes and enhanced protection of our processing equipment and electrical transformers. We expect to have all programming completed by mid-August and consistently generate power and RECs from all available collected feedstock volumes.

We continue to progress with our installation of feedstock collection at our targeted 400 to 450 hog spaces. As of the end of July, we have entered into long term agreements with over fifty separate farming locations providing us access to at least 350 hog spaces. We are currently able to collect from more than 250 hog spaces and will continue farm site collection equipment installations during the second half of 2026.

Our capital investment expectation for this first phase of the project remains unchanged at $200,000. We continue to expect a ramp-up in production volumes throughout 2026 directly related to additional feedstock collection.

We continue to develop opportunities with Montauk Ag Renewables and can give no assurances that our plans related to this acquisition will meet our expectations. We estimate our Montauk Ag Renewables project to potentially generate tax attributes once placed into service consisting mainly of a mix of federal investment tax and production tax credits and North Carolina state tax attributes. We give no assurances that our estimates on tax attributes for our Montauk Ag Renewables project will meet these expectations.

GreenWave Joint Venture

Through our wholly-owned subsidiary Pesta Energy, LLC, we entered into an agreement with Pioneer Renewables Energy Marketing, LLC to form a joint venture, GreenWave Energy Partners, LLC. The primary goal of the joint venture is to help address the limited capacity of RNG utilization for transportation by offering third party RNG volumes access to exclusive unique and proprietary pathways. We recorded income from GreenWave of approximately $7,092 in the first six months of 2026. We also received 2,909 in separated RINs distributed from GreenWave. Our capital investment in the joint venture is estimated to be up to approximately $4,500, subject to various and certain requirements as defined in the underlying agreements.

Atascocita Carbon Dioxide Beneficial Use Opportunity

In April 2026, we sent a letter confirming termination of our contract with European Energy North America (“EENA”) for the delivery of biogenic carbon dioxide (“CO2”). The termination was due to EENA’s failure to provide certain contractual assurances and notices related to the construction of their Texas-based e-methanol facility. We continue to explore alternative offtake arrangements with interested parties at our Atascocita location. The timing of capital expenditures will be synchronous with the finalization of replacement offtake agreements. We continue to anticipate a capital investment between $30,000 and $40,000, however our 2026 development capital range does not include additional capital outlay for this CO2 project.

Key Trends

Market Trends Affecting the Renewable Fuel Market

We believe rising demand for RNG is attributable to a variety of factors, including growing public support for renewable energy, U.S. governmental actions to increase energy independence, environmental concerns increasing demand for natural gas-powered vehicles, job creation, and increasing investment in the renewable energy sector.

Key drivers for the long-term growth of RNG include the following factors:

•

Regulatory or policy initiatives, including the federal RFS program and state-level low-carbon fuel programs in states such as California and Oregon, that drive demand for RNG and its derivative Environmental Attributes (as further described below).

•

Efficiency, mobility and capital cost flexibility in RNG operations enable it to compete successfully in multiple markets. Our operating model is nimble, as we commonly use modular equipment; our RNG processing equipment is more efficient than its fossil-fuel equivalents.

•

Demand for compressed natural gas (“CNG”) from natural gas-fueled vehicles. The RNG we create is pipeline-quality and can be used for transportation fuel when converted to CNG. CNG is commonly used by medium-duty fleets that are close to fueling stations, such as city fleets, local delivery trucks and waste haulers.

•

Regulatory requirements, market pressure and public relations challenges increase the time, cost and difficulty of permitting new fossil fuel-fired facilities.

Factors Affecting Our Future Operating Results:

Acquisition and Development Pipeline

The timing and extent of our development pipeline affects our operating results due to:

•

Impact of Higher Selling, General and Administrative Expenses Prior to the Commencement of a Project’s Operation: We incur significant expenses in the development of new RNG projects.

•

Shifts in Revenue Composition for Projects from New Fuel Sources: We believe that agriculture offers us a lucrative opportunity For example, the value of LCFS credits for dairy farm projects, are a multiple of those realized from landfill projects due to the significantly more attractive CI scoring. Additionally, we believe that REC generation from swine farm projects, increases revenues from regulatory frameworks other than the RFS. As we expand into agriculture projects, our revenue composition from Environmental Attributes will change.

•

Incurrence of Expenses Associated with Pursuing Prospective Projects That Do Not Come to Fruition: We incur expenses to pursue prospective projects with the goal of a site host accepting our proposal or being awarded a project in a competitive bidding process. Historically, we have evaluated opportunities which we decided not to pursue further due to the prospective project not meeting our internal investment thresholds or a lack of success in a competitive bidding process. To the extent we seek to pursue a greater number of projects or bidding for projects becomes more competitive, our expenses may increase.

Regulatory, Environmental and Social Trends

Regulatory, environmental and social factors are key drivers that incentivize the development of RNG and renewable electricity projects and influence the economics of these projects. Our business is dependent on federal and state programs that support renewable fuels, including RIN, RECs and greenhouse gas reduction initiatives. These programs are subject to legislative and regulatory changes that could impact the timing and level of incentives available to our projects.

On July 12, 2023, the EPA issued final rules establishing Renewable Fuel Standard (“RFS”) volume requirements for 2023 through 2025. Final cellulosic biofuel volumes were set at 838, 1,090 and 1,376 D3 RINs for 2023, 2024 and 2025, respectively. The rule also included significant changes to the RFS program, referred to as the biogas regulatory reform rule (“BRRR”), which modified the manner in which RINs are generated beginning January 1, 2025. We have registered all of our facilities under the BRRR provisions and have obtained Q-RIN status for RIN generation commencing January 1, 2025. Under these provisions, biogas from a single facility is limited to a single qualifying use under the RFS (e.g., as a biointermediate, RNG, or CNG/LNG via a biogas closed distribution system), although non-RFS uses at the same facility remain permissible.

On June 13, 2025, the EPA issued a final rule partially waiving the 2024 cellulosic biofuel volume requirement, reducing the requirement from 1,090 to 1,010 D3 RINs based on actual production levels. In connection with this action, the EPA made Cellulosic Waiver Credits (“CWCs”) available to obligated parties as an additional compliance mechanism.

On March 27, 2026, the EPA finalized RFS standards for 2026 and 2027, as well as a partial waiver of the 2025 cellulosic biofuel volume requirement. The 2025 cellulosic volume requirement was reduced from 1,376 to 1,210 D3 RINs, with CWCs also made available for 2025 compliance. Final cellulosic biofuel volume requirements for 2026 and 2027 were established at 1,360 and 1,430 D3 RINs, respectively. These volumes reflect the EPA’s assessment of expected RIN generation capacity and the related pathway constraints of the end-use demand for CNG/LNG transportation fuels derived from biogas.

During the second quarter of 2026, legal challenges filed by various entities related to the finalized RFS standards for 2026 and 2027 were consolidated by the D.C. Circuit Court of Appeals . These challenges include claims relating to expected costs to comply with the RFS as well as challenges against partially waiving the 2025 RVO.

On August 22, 2025, the EPA issued decisions on 175 Small Refinery Exemption (“SRE”) petitions, granting full exemptions to 63 petitions and partial exemptions to 77 petitions for the 2023 and 2024 compliance years. Additional SRE exemptions were granted by EPA on November 7, 2025. Full exemptions were granted to 2 petitions, 12 petitions were granted partial exemptions and 2 petitions were denied. These exemptions reduced renewable fuel blending obligations for affected parties and increased the availability of RINs in the market. In conjunction with these actions, the EPA finalized a reallocation mechanism as part of the 2026

and 2027 RFS rulemaking to redistribute a significant portion of exempted volumes into future RVOs. This reallocation is intended to partially offset the impact of prior exemptions by increasing future compliance requirements. The EPA, however, did not provide any reallocations of D3 RINs as part of the 2026 and 2027 RVO in the final rule issued March 27, 2026. This is primarily due to the statutory conditions on cellulosic biofuel volume requirements, which do not allow EPA to set the total applicable volume of cellulosic biofuel at a volume that is greater than the projected volume available, and which necessarily excludes cellulosic carryover RINs.

We continue to monitor regulatory developments related to the RFS and other low-carbon fuel programs. Changes in regulatory requirements, including the implementation of BRRR, adjustments to RVOs, the availability of CWCs, and the treatment of SREs, may affect the supply-demand balance for RINs and the overall economics of our projects.

In December 2023, CARB released the formal proposal for new LCFS rules. The proposed rules will increase the stringency of CI reduction targets from 20% to 30% in 2030 and 90% by 2045. This reduction could have the potential impact of reducing the number of net credits in the program. On July 1, 2025, CARB’s amended LCFS rules officially took effect setting the aggressive carbon intensity reduction targets listed above. The industry may see gradual increases in LCFS credit prices over the next year. The rules also phase out avoided methane crediting for dairy and swine manure pathways by 2040 for CNG usage and through 2045 for RNG used to produce hydrogen. The RNG deliverability/book and claim provisions for out-of-region projects are eliminated for all projects that break ground after 2030. These projects will be required to demonstrate physical deliverability requirements beginning in 2041. Changes to the LCFS program require annual verification of the CI score assigned to a project. Annual verification could significantly affect the profitability of a project, particularly in the case of a livestock farm project. In June 2025, California lawmakers introduced California Senate Bill SB-237, which includes a potential cap on LCFS credit prices of approximately $75/ton.

On March 15, 2025, the Full-Year Continuing Appropriations and Extensions Act, 2025 was signed into law. In May 2025, we were informed that the law eliminated the United States Department of Agriculture Advanced Biofuel Payment Program. We received approximately $200 annually since 2021 under this program. In 2025, we received notice that the program was reinstated and that retroactive payments would be issued for the missed quarters while the program was closed. In 2026, we recorded approximately $327 related to the Advanced Biofuel Payment Program.

Income Tax and Tax Attributes

Our net deferred tax asset position is a result of NOLs, fixed assets, intangibles, and various tax credit carryforwards. The realization of deferred tax assets is dependent upon our ability to generate sufficient future taxable income during the periods in which those temporary differences become deductible, prior to the expiration of the tax attributes. We generally complete our review for new tax attributes from assets when applicable, but generally as new assets are placed into service.

Included within our deferred tax assets are various energy-related federal tax credits totaling $17,339. This total is primarily comprised of approximately $14,663 in IRC code section 45 production tax credits from our applicable facilities. We also have recorded approximately $923 and estimated $1,753 in IRC code section 48 investment tax credits from our previous Pico digestion expansion and second Apex RNG facility, respectively, although our conclusions on the tax credits from our second Apex RNG facility are not finalized.

When placed into service, Montauk Ag Renewables will generate primarily a mix federal investment tax and production tax credits and North Carolina state tax attributes. Based on past experience with other large and qualifying projects, we believe that 50 to 75% of project capital will qualify for IRC Section 48 investment tax credits and, depending on a variety of factors for projects started within various safe harbor guidelines, the tax benefits could be up to 30%. For qualifying projects that do not meet the various safe harbor guidelines, we expect the tax benefits to range between 6 and 12% for qualifying assets. As it relates to our capital expenditures and future electric power production, we estimate IRC Section 48 investment tax credits and section 45 production tax credits could range between $6,000 and $20,000, collectively. We give no assurances that our estimates on tax attributes for our Montauk Ag Renewables project will meet these expectations but expect to begin to review federal tax attributes and continue our review for North Carolina state income and property tax attributes in 2026.

The evaluation of deferred tax assets requires judgment in assessing the likely future tax consequences of events that have been recognized in our financial statements or tax returns and forecasting future profitability by tax jurisdiction. We complete a full analysis annually of our deferred tax assets and liabilities. We expect our New Senior Credit Facility could generate additional tax attributes related to interest expense limitations under IRC Section 163(j). We continue to review our future tax planning including the ability to stack tax attributes, limitation on deductibility and expiration, but we do not currently expect to transfer, as applicable, any tax attributes generated.

Factors Affecting Revenue

Our total operating revenues include renewable energy and related sales of Environmental Attributes. Renewable energy sales primarily consist of the sale of biogas, including LFG and ADG, which is either sold or converted to Renewable Electricity. Environmental Attributes are generated and monetized from the renewable energy.

The BRRR requires that all unseparated K3 RINs generated by the RNG producer on RNG volumes injected into the commercial pipeline distribution system only become valid for sale once they are separated with the support of dispensing statements by a registered dispenser or RIN separator. This process could result in delays to the RNG producer's receipt of the separated K2 RINs from the dispenser. This rule change could also result in a RNG producer's failure to generate K3 RINs for a given gas flow month if the registered biogas producer negligently fails to generate the necessary biogas tokens before the end of the subsequent gas flow month.

We report revenues from two operating segments: Renewable Natural Gas and Renewable Electricity Generation. Corporate relates to additional discrete financial information for the corporate function; primarily used as a shared service center for maintaining functions such as executive, accounting, treasury, legal, human resources, tax, environmental, engineering, and other operations functions not otherwise allocated to a segment. Corporate also includes revenues from RINs distributed from GreenWave which are not included in our operating metrics table. As such, the Corporate segment is not determined to be an operating segment but is discretely disclosed for purposes of reconciliation to the Company’s consolidated financial statements.

•

Renewable Natural Gas Revenues: We record revenues from the production and sale of RNG and the generation and sale of the Environmental Attributes derived from RNG, such as RINs and LCFS credits. Our RNG revenues from Environmental Attributes are recorded net of a portion of Environmental Attributes shared with off-take counterparties as consideration for such counterparties using the RNG as a transportation fuel. We entered into pathway renewals in the third quarter of 2025 for certain volumes at percentages consistent with our historical percentages. Historically, we have monetized less than 25% of our RNG volumes under fixed-price agreements.

•

Renewable Electricity Generation Revenues: We record revenues from the production and sale of Renewable Electricity and the generation and sale of the Environmental Attributes, such as RECs, derived from Renewable Electricity. All of our Renewable Electricity production is monetized under fixed-price PPAs from our existing operating projects.

•

Corporate and other revenues: Corporate reports realized and unrealized gains or losses under our gas hedge programs. We do not have any active gas hedge programs. Corporate also relates to additional discrete financial information for the corporate function; primarily used as a shared service center for maintaining functions such as executive, accounting, treasury, legal, human resources, tax, environmental, engineering and other operations functions not otherwise allocated to a segment. Includes revenues from RINs distributed from GreenWave which are not included in our operating metrics table.

Our operating revenues are priced based on published index prices which can be influenced by factors outside our control, such as market impacts on commodity pricing and regulatory developments. With our royalty payments structured as a percentage of revenue, royalty payments fluctuate with changes in revenues. We place a primary focus on managing production volumes and operating and maintenance expenses as these factors are more controllable by us.

RNG Production

Our RNG production levels are subject to fluctuations based on numerous factors, including:

Disruptions to Production: Disruptions to waste placement operations at our active landfill sites, severe weather events, or failure or degradation of our or a landfill operator’s equipment or interconnection or transmission problems could result in a reduction of our RNG production. We strive to proactively address any issues that may arise through preventative maintenance, process improvement and flexible redeployment of equipment to maximize production and useful life.

•

In 2024, we began to experience trends with several of our landfill hosts delaying their installation of or delaying our ability to install wellfield collection infrastructure in active waste placement areas, a practice historically common and critical to our projections of feedstock gas and, therefore, production. These landfill-driven delays impact the timing of collection system enhancement installations and the resulting timing of our production increases. We expect these trends to continue throughout 2026.

•

Wellfield extraction environmental factors continue to impact gas extraction at our Apex site. We are collaborating with the landfill to mitigate these impacts and these mitigation efforts have continued in 2026. These wellfield extraction environmental factors could impact and lengthen the period during which we have excess available combined production capacity at our Apex site.

•

Changes made by the landfill host to the wellfield collection system at the McCarty facility have contributed to elevated nitrogen in the feedstock received by our facility. Additionally, the landfill host modified the wellfield bifurcation approach which has reduced the quantity of feedstock received at our facility. We are working with the landfill host but continue to have lower volumes of feedstock available to be processed at the McCarty facility. We expect these trends to continue through 2026.

•

Quality of Biogas: We are reliant upon the quality and availability of biogas from our site partners. The quality of the waste at our landfill project sites is subject to change based on the volume and type of waste accepted. Variations in the quality of the biogas could affect our RNG production levels. At three of our projects, we operate the wellfield collection system, which allows greater control over the quality and consistency of the collected biogas. At our McCarty project, we have an operating and management agreement by which we earn revenue for managing the wellfield collection system. Additionally, our dairy farm project benefits from the consistency of feedstock and controlled environment of collection of waste to improve biogas quality.

•

RNG Production from Our Growth Projects: We anticipate increased production at certain of our existing projects as open landfills continue to take in additional waste and the amount of gas available for collection increases. Delays in commencement of production or extended commissioning issues at a new project or a conversion project would delay any realization of production from that project.

Pricing

Our Renewable Natural Gas and Renewable Electricity Generation segments’ revenues are primarily driven by the prices under our off-take agreements and PPAs and the amount of RNG and Renewable Electricity that we produce. We sell the RNG produced from our projects under a variety of short-term and medium-term agreements to counterparties, with contract terms varying from three years to five years. Our contracts with counterparties are typically structured to be based on varying natural gas price indices for the RNG produced. All of the Renewable Electricity produced at our biogas-to-electricity projects is sold under long-term contracts to creditworthy counterparties, typically under a fixed price arrangement with escalators.

The pricing of Environmental Attributes, which accounts for a substantial portion of our revenues, is subject to volatility based on a variety of factors, including regulatory and administrative actions and commodity pricing.

The sale of RINs, which is subject to market price fluctuations, accounts for a substantial portion of our revenues. We manage against the risk of these fluctuations through forward sales of RINs, although currently we only sell RINs in the calendar year they are separated. We have entered into commitments to transfer the majority of RINs generated and available for sale from our expected 2026 third quarter RNG production at an average price of $2.66. Realized prices for Environmental Attributes monetized in a year may not correspond directly to index prices due to the forward selling of commitments.

Factors Affecting Operating Expenses

Our operating expenses include royalties, transportation, gathering and production fuel expenses, project operating and maintenance expenses, general and administrative expenses, depreciation and amortization, net loss (gain) on sale of assets, impairment loss and transaction costs. Our operating expenses can be subject to inflationary cost increases that are largely out of our control.

•

Operating and Maintenance Expenses: Operating and maintenance expenses primarily consist of expenses related to the collection and processing of biogas, including biogas collection system operating and maintenance expenses, biogas processing, operating and maintenance expenses, and related labor and overhead expenses. At the project level, this includes all labor and benefit costs, ongoing corrective and proactive maintenance, project level utility charges, rent, health and safety, employee communication, and other general project level expenses. Unanticipated feedstock processing or gas conditioning equipment failures occurring outside our planned preventative maintenance program can increase project operating and maintenance expenses and reduce production volumes. The timing of gas conditioning and process equipment preventative maintenance intervals could impact the timing and amount of our operating and maintenance expenses within a given quarter. Expenses from RINs distributed from GreenWave and the costs related to pathway dispensing are not included in our operating metrics table but are recorded within Operating and Maintenance Expenses.

•

Royalties, Transportation, Gathering and Production Fuel Expenses: Royalties represent payments made to our facility hosts, typically structured as a percentage of revenue. Transportation and gathering expenses include capacity and metering expenses representing the costs of delivering our RNG and Renewable Electricity production to our customers. These expenses include payments to pipeline operators and other agencies that allow for the transmission of our gas and electricity commodities to end users. Production fuel expenses generally represent alternative royalty payments based on quantity usage of biogas feedstock.

•

General and Administrative Expenses: General and administrative expenses primarily consist of corporate expenses and unallocated support functions for our operating facilities, including personnel costs for executive, finance, accounting, investor relations, legal, human resources, operations, engineering, environmental registration and reporting, health and safety, IT and other administrative personnel and professional fees and general corporate expenses. From time to time, we may be parties to legal proceedings arising in the normal course of business which could increase our legal expenses. We continue to expect increased general and

administrative expenses associated with our ongoing development of Montauk Ag Renewables in 2026. We account for share-based compensation related to grants made through its equity and incentive compensation plan under FASB ASC 718. We do not believe the May 2026 restricted stock unit awards granted by the Board of Directors will significantly increase share-based compensation expense for the second half of 2026. For more information, see Note 15 to our unaudited condensed consolidated financial statements related to share-based compensation.

•

Depreciation and Amortization: Expenses related to the recognition of the useful lives of our intangible and fixed assets. We spend significant capital to build and own our facilities. In addition to development capital, we annually reinvest to maintain these facilities.

•

Impairment Loss: Expenses related to reductions in the carrying value(s) of fixed and/or intangible assets based on periodic evaluations whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

•

Transaction Costs: Transaction costs primarily consist of expenses incurred for due diligence and other activities related to potential acquisitions and other strategic transactions.

Key Operating Metrics

Total operating revenues reflect both sales of renewable energy and sales of related Environmental Attributes. As a result, our revenues are primarily affected by unit production of RNG and Renewable Electricity, production of Environmental Attributes, and the prices at which we monetize such production. Set forth below is an overview of these key metrics:

•

Production volumes: We review performance by site based on unit of production calculations for RNG and Renewable Electricity, measured in terms of MMBtu and MWh, respectively. While unit of production measurements can be influenced by facility maintenance schedules, the metric is used to measure the efficiency of operations and the impact of optimization improvement initiatives. We monetize a majority of our RNG commodity production under variable-price agreements, based on indices. A portion of our Renewable Natural Gas segment commodity production is monetized under fixed-priced contracts. Our Renewable Electricity Generation segment commodity production is primarily monetized under fixed-priced PPAs.

•

Production of Environmental Attributes: We monetize Environmental Attributes derived from our production of RNG and Renewable Electricity. We may carry-over a portion of the RINs generated or separated from RNG production to the following year and monetize the carried over RINs in such following calendar year. A majority of our Renewable Natural Gas segment Environmental Attributes are self-monetized. A majority of our Renewable Electricity Generation segment Environmental Attributes are monetized as a component of our fixed-price PPAs.

•

Average realized price per unit of production: Our profitability is highly dependent on the commodity prices for natural gas and electricity, and the Environmental Attribute prices for RINs, LCFS credits, and RECs. Realized prices for Environmental Attributes monetized in a year may not correspond directly with that year’s production as attributes may be carried over and subsequently monetized. Realized prices for Environmental Attributes monetized in a year may not correspond directly to index prices due to the forward selling of commitments.

Comparison of Three Months Ended June 30, 2026 and 2025

The following table summarizes the key operating metrics described above, which are metrics we use to measure performance. Results related to our GreenWave joint venture are excluded from the table below.


	For the three months ended June 30,									Change
	2026			2025			Change			%
(in thousands, unless otherwise indicated)
Revenues
Renewable Natural Gas Total Revenues	$	40,936		$	40,829		$	107			0.3	%
Renewable Electricity Generation Total Revenues	$	4,505		$	4,298		$	207			4.8	%

RNG Metrics
CY RNG production volumes (MMBtu)		1,456			1,413			43			3.0	%
Less: Current period RNG volumes under fixed/floor- price contracts		(110	)		(549	)		439			80.0	%
Plus: Prior period RNG volumes dispensed in current period		431			336			95			28.3	%
Less: Current period RNG production volumes not dispensed		(429	)		(309	)		(120	)		(38.8	%)
Total RNG volumes available for RIN generation (1)		1,348			891			457			51.3	%

RIN Metrics
Current RIN generation ( x 11.6935) (2)		15,766			10,410			5,356			51.5	%
Less: Counterparty share (RINs)		(1,608	)		(1,641	)		33			2.0	%
Plus: Prior period RINs carried into current period		244			5,398			(5,154	)		(95.5	%)
Less: RINs generated but unseparated		(137	)		(3,009	)		2,872			95.4	%
Total RINs available for sale (3)		14,265			11,158			3,107			27.8	%
Less: RINs sold		(14,265	)		(11,050	)		(3,215	)		(29.1	%)
RIN Inventory		(0	)		108			(108	)		(100.0	%)
RNG Inventory (volumes not dispensed for RINs) (4)		429			309			120			38.8	%
Average Realized RIN price	$	2.45		$	2.42		$	0.03			1.2	%

Operating Expenses
Renewable Natural Gas Operating Expenses	$	23,862		$	25,624		$	(1,762	)		(6.9	%)
Operating Expenses per MMBtu (actual)	$	16.39		$	18.13		$	(1.74	)		(9.6	%)

REG Operating Expenses	$	5,583		$	5,308		$	275			5.2	%
$/MWh (actual)	$	126.89		$	126.38		$	0.51			0.4	%

Other Metrics
Renewable Electricity Generation Volumes Produced (MWh)		44			42			2			4.8	%
Average Realized Price $/MWh (actual)	$	102.39		$	102.33		$	0.06			0.1	%

(1)

RINs are generated in the month that the gas is dispensed to generate RINs, which occurs the month after the gas is produced. Volumes under fixed/floor-price arrangements generate RINs which we do not self-market. K3 RIN separation occurs after the gas is dispensed (RINs generated but unseparated).

(2)

One MMBtu of RNG has the same energy content as 11.6935 gallons of ethanol, and thus may generate 11.6935 RINs under the RFS program.

(3)

Represents RINs available to be self-marketed by us during the reporting period.

(4)

Represents gas production which has not been dispensed to generate RINs.

The following table summarizes our revenues, expenses and net income (loss) for the periods set forth below:

Revenues for the Three Months Ended June 30, 2026 and 2025


	For the three months ended June 30,									Change
	2026			2025			Change			%
Total operating revenues	$	54,020		$	45,127		$	8,893			19.7	%
Operating expenses:
Operating and maintenance expenses		29,061			21,864			7,197			32.9	%
General and administrative expenses		7,666			9,044			(1,378	)		(15.2	)%
Royalties, transportation, gathering and production fuel		8,814			9,168			(354	)		(3.9	)%
Depreciation, depletion and amortization		7,904			7,029			875			12.4	%
Impairment loss		650			377			273			72.4	%
Total operating expenses		54,095			47,482			6,613			13.9	%
Operating loss	$	(75	)	$	(2,355	)	$	2,280			96.8	%
Other (income) expenses:		(2,291	)		1,256			(3,547	)		(282.4	)%
Net income (loss) before income taxes:		2,216			(3,611	)		5,827			161.4	%
Income tax expense		1,990			1,876			114			6.1	%
Net income (loss)	$	226		$	(5,487	)	$	5,713			104.1	%

Total revenues in the second quarter of 2026 were $54,020, an increase of $8,893 (19.7%) compared to $45,127 in the second quarter of 2025. The increase is primarily related to environmental attribute revenues of approximately $8,402 from RINs sold related to the distribution of RINs from our GreenWave joint venture which had no RINs distributed and sold in the second quarter of 2025. Our second quarter of 2026 RNG volumes sold under fixed/floor-price contracts decreased approximately 80.0% as compared to second quarter of 2025 as a result of the expiration of fixed price pathway contracts. Our RNG commodity revenue decreased approximately 63.7% which was offset by an increase in RINs sold of 29.1%. Also, our RINs generated and unseparated decreased approximately 95.4% as a result of the transition to BRRR in 2025.

Renewable Natural Gas Revenues

We produced 1,456 MMBtu of RNG during the second quarter of 2026, an increase of 43 MMBtu (3.0%) compared to 1,413 MMBtu produced in the second quarter of 2025. Our McCarty facility produced 53 MMBtu more in the second quarter of 2026 compared to the second quarter of 2025 as a result of landfill host wellfield operational and collection system enhancements. Our Apex facility produced 39 MMBtu more in the second quarter of 2026 as compared to second quarter of 2025 as a result of increased feedstock gas from our improvements related to the landfill collection system. Our Galveston facility produced 26 MMBtu fewer in the second quarter of 2026 compared to the second quarter of 2025 as a result of landfill host assuming responsibility of wellfield operations and maintenance beginning in 2026. Our Atascocita facility produced 37 MMBtu fewer in the second quarter of 2026 compared to the second quarter of 2025 as a result of landfill host wellfield operational and collection system enhancement project timing as well as planned facility maintenance.

Revenues from the Renewable Natural Gas segment in the second quarter of 2026 were $40,936, an increase of $107 (0.3%) compared to $40,829 in the second quarter of 2025. Average commodity pricing for natural gas for the second quarter of 2026 was $2.90 per MMBtu, 15.7% lower than the second quarter of 2025. During the second quarter of 2026, we self-marketed 14,265 RINs, representing a 3,215 increase (29.1%) compared to 11,050 in the second quarter of 2025. Average pricing realized on RIN sales during the second quarter of 2026 was $2.45 as compared to $2.42 in the second quarter of 2025, an increase of 1.2%. Average D3 RIN index price for the second quarter of 2026 was $2.54 compared to $2.36 in the second quarter of 2025, an increase of approximately 7.6%. At June 30, 2026, we had approximately 429 MMBtu available for RIN generation, 137 RINs generated and unseparated, and 0 RINs generated and unsold. At June 30, 2025, we had approximately 309 MMBtu available for RIN generation, 3,009 RINs generated and unseparated, and 108 RINs generated and unsold.

Renewable Electricity Generation Revenues

We produced approximately 44 MWh in Renewable Electricity in the second quarter of 2026, an increase of 2 MWh (4.8%) from 42 MWh in the second quarter of 2025. Our Bowerman facility produced approximately 3 MWh more in the second quarter of 2026 compared to the second quarter of 2025. The increase is primarily related to increased gas flows due to landfill host wellfield improvements.

Revenues from Renewable Electricity facilities in the second quarter of 2026 were $4,505, an increase of $207 (4.8%) compared to $4,298 in the second quarter of 2025. The increase was primarily driven by the increase in production volumes.

In both the second quarter of 2026 and 2025, 100.0% of Renewable Electricity Generation segment revenues were derived from the monetization of Renewable Electricity at fixed prices associated with underlying PPAs. This provides us with certainty of price resulting from our Renewable Electricity sites.

General and Administrative Revenues

Total general and administrative revenues in the second quarter of 2026 were $8,579. We recorded approximately $8,402 in the second quarter of 2026 related to RINs distributed from our joint venture, GreenWave. We sold approximately 3,387 RINs distributed from GreenWave and the RINs related to pathway dispensing, which are not included within our operating metrics table. There were no such revenues incurred during the second quarter of 2025.

Expenses for the Three Months Ended June 30, 2026 and 2025

General and Administrative Expenses

Total general and administrative expenses in the second quarter of 2026 were $7,666, a decrease of $1,378 (15.2%) compared to $9,044 in the second quarter of 2025. The decrease is primarily related to a one-time accelerated vesting of $1,550 from certain restricted share awards in the second quarter of 2025 due to the termination of an employee.

Operating and Maintenance Expenses

Total operating and maintenance expenses in the second quarter of 2026 were $29,061, an increase of $7,197 (32.9%) compared to $21,864 in the second quarter of 2025.

We recorded approximately $8,348 in the second quarter of 2026 related to the cost of RINs distributed from GreenWave and the costs related to pathway dispensing associated with our dispensing RNG in exclusive unique and proprietary pathways, which are not included within our operating metrics table. There were no such expenses incurred during the second quarter of 2025.

Renewable Natural Gas Expenses

Operating and maintenance expenses for our RNG facilities in the second quarter of 2026 were $15,568, a decrease of $1,387 (8.2%) as compared to $16,955 in the second quarter of 2025. Our McCarty facility operating and maintenance expenses decreased approximately $891 primarily related to the timing of maintenance related to gas processing equipment. Our Apex facility operating and maintenance expenses decreased approximately $451 primarily related to timing of gas processing preventative maintenance.

Renewable Electricity Expenses

Operating and maintenance expenses for our Renewable Electricity facilities in the second quarter of 2026 were $5,062, an increase of $253 (5.3%) compared to $4,809 in the second quarter of 2025. The increase is driven by an increase in non-capitalizable costs of approximately $1,162 at our Montauk Ag Renewables project. Our Bowerman facility operating and maintenance expenses decreased approximately $716 primarily related to decreased wellfield operational costs and timing of gas processing preventative maintenance.

Royalty Payments

Royalties, transportation, gathering, and production fuel expenses in the second quarter of 2026 were $8,814, a decrease of $354 (3.9%) compared to $9,168 in the second quarter of 2025. We make royalty payments to our fuel supply site partners on the commodities we produce and the associated Environmental Attributes. These royalty payments are typically structured as a percentage of revenue subject to a cap, with fixed minimum payments when Environmental Attribute prices fall below a defined threshold. To the extent commodity and Environmental Attributes’ prices fluctuate, our royalty payments may fluctuate upon renewal or extension of a fuel supply agreement or in connection with new projects. Our fuel supply agreements are typically structured as 20-year contracts, providing long-term visibility into the margin impact of future royalty payments.

Royalties, transportation, gathering and production fuel expenses for our RNG facilities for the second quarter of 2026 were $8,293, a decrease of $375 (4.3%) compared to $8,668 in the second quarter of 2025. Royalties, transportation, gathering and production fuel expenses decreased as a percentage of RNG revenues to 20.3% for the second quarter of 2026 from 21.2% in the second quarter of 2025.

Royalties, transportation, gathering and production fuel expenses for our Renewable Electricity facilities for the second quarter of 2026 were $521, an increase of $22 (4.4%) compared to $499 in the second quarter of 2025. Royalties, transportation, gathering and production fuel expenses decreased as a percentage of Renewable Electricity revenues to 11.5% for the second quarter of 2026 from 11.7% in the second quarter of 2025.

Depreciation

Depreciation and amortization in the second quarter of 2026 was $7,904, an increase of $875 (12.4%) compared to $7,029 in the second quarter of 2025. The increase was primarily driven by our Second Apex RNG Facility project being placed into service.

Impairment loss

We calculated and recorded impairment losses of $650 in the second quarter of 2026, an increase of $273 (72.4%) compared to $377 in the second quarter of 2025. The increase relates to specifically identified discrete or non-operable assets.

Other (Income) Expenses

Other income in the second quarter of 2026 was $2,291, an increase of $3,547 (282.4%) compared to other expenses of $1,256 in the second quarter of 2025. In the second quarter of 2026, we recorded approximately $3,772 in income related to our joint venture investment in GreenWave. There was no such income from GreenWave in the second quarter of 2025.

Income Tax Expense

Income tax expense for the three months ended June 30, 2026 was calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21.0% primarily related to the adjustment of Production Tax Credits as well as stock based compensation.

The effective tax rate of 89.8% for the three months ended June 30, 2026 was higher than the rate for the three months ended June 30, 2025 of (52.0%) primarily due to the change in our pre-tax book loss for the three months ended June 30, 2026 as compared to the three months ended June 30, 2025.

Operating Loss for the Three Months Ended June 30, 2026 and 2025

Operating loss in the second quarter of 2026 was $75, a decrease of $2,280 (96.8%) compared to $2,355 in the second quarter of 2025. RNG operating income for the second quarter of 2026 was $9,643, an increase of $415 (4.5%) compared to $9,228 in the second quarter of 2025. Renewable Electricity Generation operating loss for the second quarter of 2026 was $2,132, a decrease of $216 (9.2%) compared to $2,348 for the second quarter of 2025.

Comparison of Six Months Ended June 30, 2026 and 2025

The following table summarizes the key operating metrics described above, which are metrics we use to measure performance.


	For the six months ended June 30,									Change
	2026			2025			Change			%
(in thousands, unless otherwise indicated)
Revenues
Renewable Natural Gas Total Revenues	$	79,010		$	79,280		$	(270	)		(0.3	%)
Renewable Electricity Generation Total Revenues	$	8,621		$	8,450		$	171			2.0	%

RNG Metrics
CY RNG production volumes (MMBtu)		2,810			2,802			8			0.3	%
Less: Current period RNG volumes under fixed/floor-price contracts		(199	)		(1,045	)		846			81.0	%
Plus: Prior period RNG volumes dispensed in current period		354			291			63			21.6	%
Less: Current period RNG production volumes not dispensed		(429	)		(309	)		(120	)		(38.8	%)
Total RNG volumes available for RIN generation (1)		2,536			1,739			797			45.8	%

RIN Metrics
Current RIN generation ( x 11.6935) (2)		29,648			20,342			9,306			45.7	%
Less: Counterparty share (RINs)		(3,033	)		(3,112	)		79			2.5	%
Plus: Prior period RINs carried into current period		190			6,822			(6,632	)		(97.2	%)
Less: RINs generated but unseparated		(137	)		(3,009	)		2,872			95.4	%
Total RINs available for sale (3)		26,668			21,043			5,625			26.7	%
Less: RINs sold		(26,668	)		(20,935	)		(5,733	)		(27.4	%)
RIN Inventory		(0	)		108			(108	)		(100.0	%)
RNG Inventory (volumes not dispensed for RINs) (4)		429			309			120			38.8	%
Average Realized RIN price	$	2.44		$	2.42		$	0.02			0.8	%

Operating Expenses
Renewable Natural Gas Operating Expenses	$	45,796		$	46,828		$	(1,032	)		(2.2	%)
Operating Expenses per MMBtu (actual)	$	16.30		$	16.71		$	(0.41	)		(2.5	%)

REG Operating Expenses	$	10,523		$	9,116		$	1,407			15.4	%
$/MWh (actual)	$	120.95		$	103.59		$	17.36			16.8	%

Other Metrics
Renewable Electricity Generation Volumes Produced (MWh)		87			88			(1	)		(1.1	%)
Average Realized Price $/MWh (actual)	$	99.09		$	96.02		$	3.07			3.2	%

(1)

(2)

One MMBtu of RNG has the same energy content as 11.6935 gallons of ethanol, and thus may generate 11.6935 RINs under the RFS program.

(3)

Represents RINs available to be self-marketed by us during the reporting period.

(4)

Represents gas production which has not been dispensed to generate RINs.

The following table summarizes our revenues, expenses and net income (loss) for the periods set forth below:


	For the six months ended June 30,									Change
	2026			2025			Change			%
Total operating revenues	$	100,447		$	87,730		$	12,717			14.5	%
Operating expenses:
Operating and maintenance expenses		52,215			39,422			12,793			32.5	%
General and administrative expenses		15,686			17,798			(2,112	)		(11.9	)%
Royalties, transportation, gathering and production fuel		16,851			16,739			112			0.7	%
Depreciation, depletion and amortization		16,277			13,293			2,984			22.4	%
Impairment loss		1,093			2,424			(1,331	)		(54.9	)%
Total operating expenses		102,122			89,676			12,446			13.9	%
Operating loss	$	(1,675	)	$	(1,946	)	$	271			13.9	%
Other (income) expenses:		(3,598	)		2,446			(6,044	)		(247.1	)%
Net income (loss) before income taxes:		1,923			(4,392	)		6,315			143.8	%
Income tax expense		1,692			1,559			133			8.5	%
Net income (loss)	$	231		$	(5,951	)	$	6,182			103.9	%

Revenues for the Six Months Ended June 30, 2026 and 2025

Total revenues in the first six months of 2026 were $100,447, an increase of $12,717 (14.5%) compared to $87,730 in the first six months of 2025. The increase is primarily related to environmental attribute revenues of approximately $12,639 from RINs sold related to the distribution of RINs from our GreenWave joint venture which had no RINs distributed and sold in the first six months of 2025. Our first six months of 2026 RNG volumes sold under fixed/floor-price contracts decreased approximately 81.0% as compared to the first six months of 2025 as a result of the expiration of fixed price pathway contracts. Our RNG commodity revenue decreased approximately 56.5% which was offset by an increase in RINs sold of 27.4%. Also, our RINs generated and unseparated decreased approximately 95.4% as a result of the transition to BRRR in 2025.

Renewable Natural Gas Revenues

We produced 2,810 MMBtu of RNG during the first six months of 2026, an increase of 8 MMBtu (0.3%) over the 2,802 MMBtu produced in the first six months of 2025. Our Galveston facility produced 67 MMBtu fewer in the first six months of 2026 compared to the first six months of 2025 as a result of the landfill host assuming responsibility of wellfield operations and maintenance beginning in 2026. Offsetting this decrease was our Apex facility which produced 76 MMBtu more in the first six months of 2026 compared to the first six months of 2025 as a result of increased feedstock gas from our improvements related to the landfill collection system.

Revenues from the Renewable Natural Gas segment in the first six months of 2026 were $79,010, a decrease of $270 (0.3%) compared to $79,280 in the first six months of 2025. Average commodity pricing for natural gas for the first six months of 2026 was $3.97 per MMBtu, 11.8% higher than the first six months of 2025. During the first six months of 2026, we self-monetized 26,668 RINs, representing a 5,733 increase (27.4%) compared to 20,935 in the first six months of 2025. Average pricing realized on RIN sales during the first six months of 2026 was $2.44 as compared to $2.42 in the first six months of 2025, an increase of 0.8%. The average D3 RIN index price for the first six months of 2026 was $2.48 as compared to $2.39 for the first six months of 2025, an increase of approximately 3.8%. At June 30, 2026, we had approximately 429 MMBtu available for RIN generation, 137 RINs generated and unseparated, and no RINs generated and unsold. At June 30, 2025, we had approximately 309 MMBtu available for RIN generation, 3,009 RINs generated and unseparated, and 108 RINs generated and unsold.

Renewable Electricity Generation Revenues

We produced approximately 87 MWh in Renewable Electricity in the first six months of 2026, a decrease of 1 MWh (1.1%) compared to 88 MWh in the first six months of 2025. Our Pico facility produced approximately 2 fewer MWh in the first six months of 2026 compared to the first six months of 2025 which is primarily related to decommissioning of one of our engines in 2025 due to the shift towards boiler heat for our digestion process. Our Bowerman facility produced approximately 2 MWh more in the first six months of 2026 compared to the first six months of 2025 which is primarily related to increased gas flows due to landfill host wellfield improvements.

Revenues from Renewable Electricity facilities in the first six months of 2026 were $8,621, an increase of $171 (2.0%) compared to $8,450 in the first six months of 2025. The increase is primarily driven by the increase in our Bowerman facility production volumes.

In both the first six months of 2026 and 2025, 100.0% of Renewable Electricity Generation segment revenues were derived from the monetization of Renewable Electricity at fixed prices associated with underlying PPAs. This provides us with certainty of price resulting from our Renewable Electricity sites.

General and Administrative Revenues

Total general and administrative revenues in the first six months of 2026 were $12,816. We recorded revenues of approximately $12,683 in the first six months of 2026 related to RINs distributed from our joint venture, GreenWave. We sold approximately 5,142 RINs distributed from GreenWave and the RINs related to pathway dispensing, which are not included within our operating metrics table. There were no such revenues incurred during the first six months of 2025.

Expenses for the Six Months Ended June 30, 2026 and 2025

General and Administrative Expenses

Total general and administrative expenses in the first six months of 2026 were $15,686, a decrease of $2,112 (11.9%) compared to $17,798 in the first six months of 2025. The decrease is primarily related to a one-time accelerated vesting of $1,550 from certain restricted share awards in the first six months of 2025 due to the termination of an employee and the vesting of share awards of approximately $942. Our professional fees increased approximately $514 driven by integrated audit fees.

Operating and Maintenance Expenses

Total operating and maintenance expenses in the first six months of 2026 were $52,215, an increase of $12,793 (32.5%) compared to $39,422 in the first six months of 2025.

We recorded approximately $12,595 in the first six months of 2026 related to the cost of RINs distributed from GreenWave and the costs related to pathway dispensing associated with our dispensing RNG in exclusive unique and proprietary pathways, which are not included within our operating metrics table. There were no such expenses incurred during the first six months of 2025.

Renewable Natural Gas Expenses

Operating and maintenance expenses for our RNG facilities in the first six months of 2026 were $29,921, a decrease of $1,124 (3.6%) compared to $31,045 in the first six months of 2025. Our McCarty facility operating and maintenance expenses decreased
approximately $890 primarily related to the timing of maintenance related to gas processing equipment. Our Galveston facility operating and maintenance expenses decreased approximately $748 primarily related to timing of gas processing preventative maintenance and decreased utility expense. Our Atascocita facility operating and maintenance expenses increased approximately $659 primarily related to wellfield operational enhancement expenses.

Renewable Electricity Expenses

Operating and maintenance expenses for our Renewable Electricity facilities in the first six months of 2026 were $9,546, an increase of $1,386 (17.0%) compared to $8,160 in the first six months of 2025. The increase was primarily driven by an increase in non-capitalizable costs at our Montauk Ag Renewables projects of approximately $1,970. Our Bowerman facility operating and maintenance expenses decreased approximately $345 primarily related to timing of gas processing preventative maintenance.

Royalty Payments

Royalties, transportation, gathering, and production fuel expenses in the first six months of 2026 were $16,851, an increase of $112 (0.7%) compared to $16,739 in the first six months of 2025.

Royalties, transportation, gathering and production fuel expenses for our RNG facilities for the first six months of 2026 were $15,875, an increase of $92 (0.6%) compared to $15,783 in the first six months of 2025. Royalties, transportation, gathering and production fuel expenses increased as a percentage of RNG revenues to 20.1% for the first six months of 2026 from 19.9% in the first six months of 2025.

Royalties, transportation, gathering and production fuel expenses for our Renewable Electricity facilities for the first six months of 2026 were $976, an increase of $20 (2.1%) compared to $956 in the first six months of 2025. As a percentage of Renewable Electricity Generation segment revenues, royalties, transportation, gathering and production fuel expenses remained unchanged at 11.3%.

Depreciation

Depreciation and amortization in the first six months of 2026 was $16,277, an increase of $2,984 (22.4%) compared to $13,293 in the first six months of 2025. The increase was primarily driven by our Second Apex RNG Facility project being placed into service.

Impairment loss

We calculated and recorded impairment losses of $1,093 in the first six months of 2026, a decrease of $1,331 (54.9%) compared to $2,424 in the first six months of 2025. The impairment losses in the first six months of 2026 primarily relate to various RNG equipment that was deemed obsolete for current operations. The impairment losses in the first six months of 2025 primarily relate to a development project RNG interconnection for which the local utility is no longer accepting RNG into its distribution system. All associated costs related to the interconnection were impaired and specifically identified assets deemed obsolete or non-operable.

Other (Income) Expenses

Other income in the first six months of 2026 was $3,598, an increase of $6,044 (247.1%) compared to other expenses of $2,446 the first six months of 2025. In the first six months of 2026, we recorded approximately $7,092 in income related to our joint venture investment in GreenWave. There was no such income from GreenWave in the first six months of 2025. We recorded approximately $944 in debt extinguishment costs in the first six months of 2026 related to our refinancing of our credit agreement.

Income Tax Expense

Income tax expense for the six months ended June 30, 2026 was calculated using an estimated effective tax rate which differs from the U.S. federal statutory rate of 21.0% primarily due to the benefit from production tax credits.

The effective tax rate of 88.0% for the six months ended June 30, 2026 was lower than the rate for the six months ended June 30, 2025 of (35.5)% primarily due to the change in our pre-tax book loss for the six months ended June 30, 2026 compared to our pre-tax book loss for the six months ended June 30, 2025.

Operating (Loss) Income for the Six Months Ended June 30, 2026 and 2025

Operating loss in the first six months of 2026 was $1,675, a decrease of $271 (13.9%) compared to $1,946 in the first six months of 2025. RNG operating income for the first six months of 2026 was $18,385, a decrease of $1,212 (6.2%) compared to $19,597 in the first six months of 2025. Renewable Electricity Generation operating loss for the first six months of 2026 was $4,303, an increase of $934 (27.7%) compared to $3,369 for the first six months of 2025.

Non-GAAP Financial Measures:

The following table presents EBITDA and Adjusted EBITDA, non-GAAP financial measures, for each of the periods presented below. We present EBITDA and Adjusted EBITDA because we believe the measures assist investors in analyzing our performance across reporting periods on a consistent basis by excluding items that we do not believe are indicative of our core operating performance. In addition, EBITDA and Adjusted EBITDA are financial measurements of performance that management and the board of directors use in their financial and operational decision-making and in the determination of certain compensation programs. EBITDA and Adjusted EBITDA are supplemental performance measures that are not required by or presented in accordance with GAAP. EBITDA and Adjusted EBITDA should not be considered alternatives to net income (loss) or any other performance measure derived in accordance with GAAP, or as an alternative to cash flows from operating activities or a measure of our liquidity or profitability.

The following table provides our EBITDA and Adjusted EBITDA for the periods presented, as well as a reconciliation to net income (loss), which is the most directly comparable GAAP measure, for the three months ended June 30, 2026 and 2025:


	For the three months ended June 30,
	2026		2025
Net income (loss)	$	226	$	(5,487	)
Depreciation, depletion and amortization		7,904		7,029
Interest expense		1,531		1,216
Income tax expense		1,990		1,876
Consolidated EBITDA		11,651		4,634

Impairment loss (1)		650		377
Loss on sale or disposal of assets		—		21
Adjusted EBITDA	$	12,301	$	5,032

(1)

We recorded impairment losses of $650 and $377 for the three months ended June 30, 2026 and 2025, respectively. The impairment losses recorded in the three months ended June 30, 2026 relate to specifically identified assets deemed obsolete or non-operable. The impairment losses recorded in the three months ended June 30, 2025 primarily relate to an RNG interconnection impairment.


	For the six months ended June 30,
	2026			2025
Net income (loss)	$	231		$	(5,951	)
Depreciation, depletion and amortization		16,277			13,293
Interest expense		2,866			2,459
Income tax expense		1,692			1,559
Consolidated EBITDA		21,066			11,360

Impairment loss (1)		1,093			2,424
Loss on extinguishment of debt		944			—
Net (gain) loss on sale or disposal of assets		(13	)		36
Adjusted EBITDA	$	23,090		$	13,820

(1)

We recorded impairment losses of $1,093 and $2,424 for the six months ended June 30, 2026 and 2025, respectively. The impairment losses recorded in the first six of 2026 relate to specifically identified assets deemed obsolete or non-operable. The impairment losses recorded in the first six months of 2025, relate to a development project RNG interconnection for which the local utility is no longer accepting RNG into its distribution system and specifically identified assets deemed obsolete or non-operable.

Liquidity and Capital Resources

Sources of Liquidity

At June 30, 2026 and June 30, 2025, our cash and cash equivalents, net of restricted cash, was $15,757 and $29,133, respectively. We intend to fund development projects using cash flows from operations and borrowings under our revolving credit facility. We believe that we will have sufficient cash flows from operations and borrowing availability under our credit facility to meet our interest-only debt service obligations and anticipated required capital expenditures (including for projects under development) for the next 12 to 24 months. However, we are subject to business and operational risks that could adversely affect our cash flows and liquidity.

At June 30, 2026, we had debt before debt issuance costs of $155,000, compared to debt before debt issuance costs of $129,000 at December 31, 2025.

Our debt before issuance costs (in thousands) are as follows:


	June 30, 2026		December 31, 2025
Term loan	$	155,000		44,000
Revolving credit facility	—			85,000
Debt before debt issuance costs	$	155,000	$	129,000

New Senior Credit Facility

On March 9, 2026, we entered into a five year New Senior Credit Facility with HASI that provides up to $200,000 in senior indebtedness. The New Senior Credit Facility has a 24 month availability period during which only interest is payable quarterly. After the availability period, we will be subject to quarterly principal payments equal to 1.25% of the total outstanding principal balance. The New Senior Credit Facility has an interest rate of 10.25% and matures in 2031.

The New Senior Credit Facility is subject to customary financial covenants. The New Senior Credit Facility is subject to customary events of default and contemplates that we would be in default if, for any fiscal quarter (x) the average monthly D3 RIN price is less than $1.00 per RIN and (y) the consolidated average quarterly trailing EBITDA over the previous four quarters is less than $10,000. The New Senior Credit Facility includes various affirmative and negative covenants that require us to meet specified financial ratios and financial tests, as defined in the underlying agreement.


Delaware	85-3189583
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)

5313 Campbells Run Road, Suite 200 Pittsburgh, Pennsylvania	15205
(Address of Principal Executive Offices)	(Zip Code)


Large accelerated filer	☐	Accelerated filer	☒

Non-accelerated filer	☐	Smaller reporting company	☐

		Emerging growth company	☒


		Page

PART I FINANCIAL INFORMATION		7

ITEM 1.	FINANCIAL STATEMENTS (UNAUDITED)	7

ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	31

ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	52

ITEM 4.	CONTROLS AND PROCEDURES	52

PART II OTHER INFORMATION		53

ITEM 1.	LEGAL PROCEEDINGS	53

ITEM 1A.	RISK FACTORS	53

ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	53

ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	53

ITEM 4.	MINE SAFETY DISCLOSURES	53

ITEM 5.	OTHER INFORMATION	53

ITEM 6.	EXHIBITS	54

SIGNATURES		55


	Page
Montauk Renewables, Inc.
Unaudited condensed consolidated financial statements
Unaudited consolidated balance sheets	8
Unaudited consolidated statements of operations	9
Unaudited consolidated statements of stockholders’ equity	10
Unaudited consolidated statements of cash flows	11
Condensed notes to unaudited consolidated financial statements	13


Exhibit Number		Description



31.1		Certification of the Chief Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act

31.2		Certification of the Chief Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act

32.1		Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2		Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS		Inline XBRL Instance Document–the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document

101.SCH		Inline XBRL Taxonomy Extension Schema with Embedded Linkbase Documents

104		Cover page formatted as Inline XBRL and contained in Exhibit 101


Date: August 5, 2026	MONTAUK RENEWABLES, INC.

	By:	/s/ SEAN F. MCCLAIN
		Sean F. McClain
		President and Chief Executive Officer (Principal Executive Officer)

	By:	/s/ KEVIN A. VAN ASDALAN
		Kevin A. Van Asdalan
		Chief Financial Officer (Principal Accounting Officer)