ftek20260630

ftek20260630_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended

June 30, 2026

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to______.

Commission file number: 001-33059

FUEL TECH, INC.

(Exact name of registrant as specified in its charter)

Delaware

20-5657551

(State or other jurisdiction of

incorporation of organization)

(I.R.S. Employer

Identification Number)

Fuel Tech, Inc.

27601 Bella Vista Parkway

Warrenville, IL 60555-1617

630-845-4500

www.ftek.com

(Address and telephone number of principal executive offices)

________________________________

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock	FTEK	NASDAQ

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

On July 31, 2026 there were outstanding 31,216,789 shares of Common Stock, par value $0.01 per share, of the registrant.

Table of Contents

FUEL TECH, INC.

Form 10-Q for the six-month period ended June 30, 2026

INDEX

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
	Condensed Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025	1
	Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2026 and 2025	2
	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2026 and 2025	3
	Condensed Consolidated Statements of Stockholders' Equity for the Three and Six Months Ended June 30, 2026 and 2025	4
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2026 and 2025	5
	Notes to Condensed Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	17
Item 4.	Controls and Procedures	17
PART II.	OTHER INFORMATION	18
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 5.	Other Information	18
Item 6.	Exhibits	18
SIGNATURES		19

Table of Contents

PART I.

FINANCIAL INFORMATION

Item 1.

Financial Statements

FUEL TECH, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

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

	June 30,			December 31,
	2026			2025
ASSETS
Current assets:
Cash and cash equivalents	$	7,620		$	11,939
Short-term investments		11,991			12,942
Accounts receivable, less current expected credit loss of $107 and $108, respectively		3,904			5,355
Inventories, net		358			373
Prepaid expenses and other current assets		1,153			1,335
Total current assets		25,026			31,944
Property and equipment, net of accumulated depreciation of $17,608 and $19,433, respectively		4,782			4,739
Goodwill		2,116			2,116
Other intangible assets, net of accumulated amortization of $604 and $561, respectively		604			646
Right-of-use operating lease assets, net		490			536
Long-term investments		9,974			6,991
Other assets		202			207
Total assets	$	43,194		$	47,179
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable		2,817		$	3,242
Accrued liabilities:
Operating lease liabilities - current		94			89
Employee compensation		718			1,308
Other accrued liabilities		1,279			1,634
Total current liabilities		4,908			6,273
Operating lease liabilities - non-current		439			491
Deferred income taxes, net		187			187
Other liabilities		293			296
Total liabilities		5,827			7,247
Stockholders’ equity:
Common stock, $.01 par value, 40,000,000 shares authorized, 32,457,627 and 32,281,179 shares issued, and 31,216,789 and 31,074,438 shares outstanding, respectively		324			322
Additional paid-in capital		165,712			165,616
Accumulated deficit		(124,381	)		(121,796	)
Accumulated other comprehensive loss		(1,751	)		(1,718	)
Nil coupon perpetual loan notes		76			76
Treasury stock, at cost		(2,613	)		(2,568	)
Total stockholders’ equity		37,367			39,932
Total liabilities and stockholders’ equity	$	43,194		$	47,179

See notes to condensed consolidated financial statements.

Table of Contents

FUEL TECH, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

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

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2026			2025			2026			2025
Revenues	$	6,485		$	5,558		$	12,565		$	11,940
Costs and expenses:
Cost of sales		3,810			3,029			7,246			6,452
Selling, general and administrative		3,594			3,347			7,310			6,688
Research and development		646			490			1,170			1,060
		8,050			6,866			15,726			14,200
Operating loss		(1,565	)		(1,308	)		(3,161	)		(2,260	)
Interest income		266			537			506			816
Other income, net		79			86			79			20
Loss before income taxes		(1,220	)		(685	)		(2,576	)		(1,424	)
Income tax expense		(10	)		(4	)		(9	)		(4	)
Net loss	$	(1,230	)	$	(689	)	$	(2,585	)	$	(1,428	)
Net loss per common share:
Basic net loss per common share	$	(0.04	)	$	(0.02	)	$	(0.08	)	$	(0.05	)
Diluted net loss per common share	$	(0.04	)	$	(0.02	)	$	(0.08	)	$	(0.05	)
Weighted-average number of common shares outstanding:
Basic		31,181,000			30,868,000			31,137,000			30,796,000
Diluted		31,181,000			30,868,000			31,137,000			30,796,000

See notes to condensed consolidated financial statements.

Table of Contents

FUEL TECH, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(in thousands)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2026			2025			2026			2025
Net loss	$	(1,230	)	$	(689	)	$	(2,585	)	$	(1,428	)
Other comprehensive income (loss):
Foreign currency translation adjustments		10			11			(33	)		146
Comprehensive loss	$	(1,220	)	$	(678	)	$	(2,618	)	$	(1,282	)

See notes to condensed consolidated financial statements.

Table of Contents

FUEL TECH, INC.

CONDENSED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)(in thousands of dollars or shares, as appropriate)

The following summarizes the changes in total stockholders' equity for the three and six months ended June 30, 2025:

												Accumulated			Nil
						Additional						Other			Coupon
	Common Stock					Paid-in			Accumulated			Comprehensive			Perpetual		Treasury
	Shares			Amount		Capital			Deficit			Loss			Loan Notes		Stock			Total
Balance at December 31, 2024		30,708		$	317	$	165,295		$	(119,472	)	$	(1,915	)	$	76	$	(2,346	)	$	41,955
Net loss		—			—		—			(739	)		—			—		—			(739	)
Foreign currency translation adjustments		—			—		—			—			135			—		—			135
Stock compensation expense		—			—		110			—			—			—		—			110
Common shares issued upon vesting of restricted stock units		85			1		—			—			—			—		—			1
Taxes paid on behalf of equity award participants		(24	)		—		—			—			—			—		(24	)		(24	)
Balance at March 31, 2025		30,769		$	318	$	165,405		$	(120,211	)	$	(1,780	)	$	76	$	(2,370	)	$	41,438
Net loss		—			—		—			(689	)		—			—		—			(689	)
Foreign currency translation adjustments		—			—		—			—			11			—		—			11
Stock compensation expense		—			—		102			—			—			—		—			102
Common shares issued upon vesting of restricted stock units		429			4		(4	)		—			—			—		—			—
Taxes paid on behalf of equity award participants		(123	)		—		—			—			—			—		(198	)		(198	)
Balance at June 30, 2025		31,075		$	322	$	165,503		$	(120,900	)	$	(1,769	)	$	76	$	(2,568	)	$	40,664

The following summarizes the changes in total stockholders' equity for the three and six months ended June 30, 2026:

												Accumulated			Nil
						Additional						Other			Coupon
	Common Stock					Paid-in			Accumulated			Comprehensive			Perpetual		Treasury
	Shares			Amount		Capital			Deficit			Loss			Loan Notes		Stock			Total
Balance at December 31, 2025		31,074		$	322	$	165,616		$	(121,796	)	$	(1,718	)	$	76	$	(2,568	)	$	39,932
Net loss		—			—		—			(1,355	)		—			—		—			(1,355	)
Foreign currency translation adjustments		—			—		—			—			(43	)		—		—			(43	)
Stock compensation expense		—			—		56			—			—			—		—			56
Common shares issued upon vesting of restricted stock units		109			1		(1	)		—			—			—		—			—
Taxes paid on behalf of equity award participants		(26	)		—		—			—			—			—		(34	)		(34	)
Balance at March 31, 2026		31,157		$