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For the third quarter 2026, the Company recorded a net loss of $(2.0) million and diluted net loss per share of Class A common stock of $(0.04) compared to a net loss of $(2.3) million and diluted net loss per share of Class A common stock of $(0.06) for the same period in 2025. For the nine months of 2026, the Company recorded a net loss of $(6.3) million and diluted net loss per share of Class A common stock of $(0.14), compared to a net loss of $(7.6) million and diluted net loss per share of Class A common stock of $(0.21) for the same period in 2025. The lower losses were primarily due to implementation of our cost savings initiatives, which was partially offset by higher share-based compensation expense.

Verde owns an innovative and proprietary gas-to-liquids processing technology capable of converting low-value or stranded feedstocks into higher-value clean transportation fuels. Our synthesis gas (“syngas”)-to-gasoline plus (STG+®) process is designed to convert syngas, derived from a variety of feedstocks, including natural gas and biomass, into fully finished liquid fuels that require no additional refining. The STG+® technology is engineered for industrial-scale deployment and intended to be delivered in standardized modular units. Over $150 million has been invested in the development and demonstration of the STG+® technology since 2007, including the construction and operation of a demonstration plant that has completed over 10,000 hours of operation.

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included herein, regarding the Company’s expectations and any future financial performance, the Company’s strategy, future operations, financial position, prospects, plans, goals and objectives of management are forward-looking statements. The words “could,” “should,” “would,” “will,” “aim,” “may,” “focus,” “believe,” “anticipate,” ”intend,” “estimate,” “expect,” “advance,” ”project,” “plan,” “potential,” "goal,” “strategy,” “proposed,” “positions,” the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, many of which are outside the control of the Company, that could

cause actual results or outcomes to differ materially from those discussed in the forward-looking statements. These forward-looking statements are based on management’s current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events. Except as otherwise required by applicable law, the Company disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements in this section, to reflect events or circumstances after the date hereof. The Company cautions you that these forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. These risks and uncertainties include, but are not limited to: changes in general economic, financial, legal, regulatory, political, governmental and business conditions; changes in domestic and foreign markets and policies; the inability of the Company to deploy its technology; the inability of the Company to commercialize its technology for any reason; the inability of the Company to complete any transaction; the risks and uncertainties relating to the implementation of the Company’s strategy and the timing of any business milestone; and delays in acquisition, financing, construction and development of any potential project. Should one or more of the risks or uncertainties described herein and in any oral statements made in connection therewith occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. There may be additional risks that the Company presently does not know or that the Company currently believes are immaterial that could cause actual results to differ from those contained in the forward-looking statements. Additional information concerning these and other factors that may impact the Company’s expectations and projections can be found in the Company’s filings with the Securities and Exchange Commission (the “SEC”). The Company’s filings with the SEC are available publicly on the SEC’s website at www.sec.gov.


	Three Months Ended September 30,				Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2026		2025		2026		2025
General and administrative expenses	$	2,293	$	2,752	$	7,325	$	8,844
Research and development expenses	168		128		514		457

Operating loss	2,461		2,880		7,839		9,301

Other (income)	(477)		(650)		(1,462)		(1,846)
Loss before income taxes	(1,984)		(2,230)		(6,377)		(7,455)
Income tax (benefit) expense	(19)		104		(78)		129
Net loss	$	(1,965)	$	(2,334)	$	(6,299)	$	(7,584)
Net loss attributable to noncontrolling interest	$	(1,002)	$	(1,179)	$	(3,221)	$	(3,922)
Net loss attributable to Verde Clean Fuels, Inc.	$	(963)	$	(1,155)	$	(3,078)	$	(3,662)

Earnings per share
Weighted average Class A common stock outstanding, basic and diluted	22,070,453		18,836,078		22,070,453		17,508,239
Loss per share of Class A common stock	$	(0.04)	$	(0.06)	$	(0.14)	$	(0.21)


	As of
(in thousands, except share and per share amounts)	September 30, 2026		December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents	$	52,551	$	57,215
Restricted cash	100		100
Accounts receivable – other	-		145
Prepaid expenses and other current assets	700		466
Total current assets	53,351		57,926

Non-current assets:
Property, plant and equipment, net	50		62
Intellectual property and patented technology	1,925		1,925
Operating lease right-of-use assets, net	236		173
Deposits	161		161
Total non-current assets	2,372		2,321
Total assets	$	55,723	$	60,247

LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	471	$	985
Accrued liabilities	1,264		906
Operating lease liabilities	251		174
Other current liabilities	192		35
Total current liabilities	2,178		2,100

Non-current liabilities:

Operating lease liabilities	-		12
Total non-current liabilities	-		12
Total liabilities	2,178		2,112
Commitments and contingencies

Stockholders’ equity
Class A common stock, par value $0.0001 per share, 22,049,621 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively	2		2
Class C common stock, par value $0.0001 per share, 22,500,000 shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively	2		2
Additional paid in capital	65,987		64,070
Accumulated deficit	(37,293)		(34,215)
Noncontrolling interest	24,847		28,276
Total stockholders’ equity	53,545		58,135
Total liabilities and stockholders’ equity	$	55,723	$	60,247