HALLADOR ENERGY CO

FOR THE YEARS ENDED DECEMBER 31, 2025 AND 2024

(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Consolidation

Hallador Energy Company (“Hallador” or the “Company”) is a vertically integrated, independent power producer (“IPP”) and fuel company with operations primarily in Indiana. The Company operates across multiple stages of the energy supply chain, from accredited capacity and electricity to coal. The Company’s consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of Hallador and our wholly owned subsidiaries Hallador Power Company, LLC (“Hallador Power”), Sunrise Coal, LLC (“Sunrise”) as well as their respective subsidiaries and Hourglass Sands, LLC. All significant intercompany accounts and transactions have been eliminated. Our operations comprise Hallador Power that provides accredited capacity and energy to utilities and other energy market participants through the MISO interconnection, and Sunrise that mines bituminous coal in Indiana to serve various power plants in the Midwest and Southeast United States.

Segment Information

Our business is organized based on the services and products we provide intwo segments: (i) Electric Operations and (ii) Coal Operations. The Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, reviews and assesses operating performance measures related to our Electric Operations and our Coal Operations segments.

In addition to these reportable segments, the Company has a “Corporate and Other and Eliminations” category, which is not significant enough, on a stand-alone basis, to be considered an operating segment. Corporate and Other and Eliminations primarily consist of unallocated corporate costs and activities, including our 50% interests in Sunrise Energy, LLC (“Sunrise Energy”), a private gas exploration company with operations in Indiana and Oaktown Gas, LLC, which we account for using the equity method.

The Electric Operations reportable segment includes electric power generation facilities of the Merom Power Plant (“Merom”).

The Coal Operations reportable segment includes our currently operating underground mining complex Oaktown 1 among other mining complexes and locations most of which were idled during the year ended December 31, 2024.

Reclassifications

Amounts in the prior year’s consolidated financial statements are reclassified whenever necessary to conform to the current year’s presentation. Any reclassification adjustments had no impact on prior year total assets, liabilities, net income or shareholders’ equity.

Use of Estimates in the Preparation of Financial Statements

The preparation of financial statements in conformity with GAAP requires us 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 revenue and expenses during the reporting period. Actual amounts could differ from those estimates. The most significant estimates and assumptions included in the preparation of the financial statements relate to: (i) deferred income tax accounts, (ii) coal reserves, (iii) depreciation, depletion, and amortization, (iv) estimates used in our impairment analysis, and (v) estimates used in the calculation of asset retirement obligations (“ARO”) under the Federal Surface Mining Control and Reclamation Act of 1977 (“SMCRA”) and other state statues.

Cash and Cash Equivalents

Cash and cash equivalents include cash on hand and on deposit at financial institutions, including highly liquid investments with original maturities of three months or less. Cash balances at individual banks may exceed the federally insured limit by the Federal Deposit Insurance Corporation. The Company has not historically experienced any losses in such accounts.

Restricted Cash

Restricted cash represents cash held by third parties primarily for future workers’ compensation claims and Midcontinent Independent System Operator’s ("MISO") escrow payments. The amount restricted for workers’ compensation is based on estimated claim liabilities. The amount restricted for MISO escrow payments is based on power purchased or sold through the MISO interconnection and our power purchase agreements (“PPA”).

Accounts Receivable

The timing of revenue recognition, billings and cash collections results in accounts receivable from customers. Customers are invoiced at periodic intervals in accordance with contractual terms for delivered energy and accredited capacity. Coal customers are invoiced upon shipment. Coal invoices typically include customary adjustments for the resolution of price variability, such as coal quality thresholds. Payments are generally received within thirty days of invoicing. Historically, credit losses have been insignificant. No charges for credit losses were recognized during the years ended December 31, 2025 or 2024.

Inventory and Parts and Supplies

Coal inventory is valued at the lower of cost or net realizable value (“NRV”) determined using the first-in first-out method. Coal inventory costs include labor, supplies, operating overhead, and other related costs incurred at or on behalf of the mining location or plant, including depreciation, depletion, and amortization of equipment, buildings, mineral rights, and mine development costs. Parts and supplies inventory is stated at cost basis determined using the first-in first-out method, less a reserve for surplus and obsolescence.

Prepaid Expenses

Prepaid expenses include prepaid insurance and other prepaid balances with vendors for various services paid in advance of use.

Advanced Royalties

Coal leases that require minimum annual or advance payments and are recoverable from future production are generally deferred and charged to expense as the coal is subsequently produced. Advance royalties are included in other assets.

Property, Plant and Equipment

The values of our Hallador Power’s property, plant and equipment were initially recorded at relative fair value based on the consideration paid upon closing of the acquisition of Merom in 2022. Other equipment is recorded at cost. Expenditures that extend the useful lives or increase the productivity of the assets are capitalized. The cost of maintenance and repairs that do not extend the useful lives or increase the productivity of the assets are expensed as incurred. Most power plant equipment is depreciated over the estimated useful life of the assets ranging fromsix tonine years.

Construction work in process (“CWIP”) on the consolidated balance sheets represent costs incurred for the construction, development, and installation of property, plant, and equipment that are not yet ready for their intended use. CWIP includes direct construction costs, labor, fees, and other directly attributable costs incurred during the construction period.

Costs are capitalized in CWIP as incurred and are not depreciated until the related asset is substantially complete and ready for its intended use. Upon completion, the accumulated costs are reclassified from CWIP to the appropriate property and equipment category and depreciation is commenced based on the asset’s estimated useful life and applicable depreciation method.

In connection with MISO’s Expedited Resource Addition Study (“ERAS”) project, the Company has deposits totaling approximately $13.6 million as of December 31, 2025, related to project development activities. These amounts are included in CWIP to the extent that they represent costs directly attributable to the project. The deposit balance of approximately $12.9 million paid to MISO in 2025 is refundable in the event the project is terminated and therefore does not represent costs of assets that are ready for their intended use. Accordingly, such amounts are not depreciated and remain classified as CWIP until the project advances to a stage at which the related assets are placed in service. If the project is terminated, any refundable amounts will be reclassified as appropriate upon receipt.

Mining properties are recorded at cost. Interest costs applicable to major asset additions are capitalized during the construction period. Expenditures that extend the useful lives or increase the productivity of the assets are capitalized. The cost of maintenance and repairs that do not extend the useful lives or increase the productivity of the assets are expensed as incurred. Mining properties are depreciated using the units-of-production method over the estimated recoverable reserves. Mining equipment and other plant and equipment assets are depreciated using the straight-line method over their estimated useful life. Most surface and underground mining equipment is depreciated using estimated useful lives ranging fromone tofifteen years.

The Company reviews long-lived assets for impairment whenever events or changes in circumstances, known as triggering events, indicate that the carrying amount of a long-lived asset or asset group, may not be recoverable. Management considers various factors when determining if long-lived assets should be evaluated for impairment, including a significant adverse change in the business climate or industry conditions (such as sustained decreases in commodity prices, volatility in energy costs, and the global economy), a current period operating or cash flow loss combined with a history of losses, a significant adverse change in the extent or manner in which an asset is used, or a current expectation that the asset will be sold or otherwise disposed of before the end of its useful life.

During the fourth quarter of 2024, the Company completed a review of its coal mining facilities and future mining plans. The impairment analysis was based upon our coal mining operating plans, market driven pricing and cost trends. As part of that analysis, the Company determined the carrying amount of its coal mining long-lived asset group was not recoverable and recorded a non-cash, long-lived asset impairment of $215.1 million in 2024. See “Note 19 – Impairment of Coal Properties” below related to our 2024 impairment. There wereno long-lived asset impairments during the year ended December 31, 2025.

Mine Development

Costs of developing new mines, including ARO assets, or significantly expanding the capacity of existing mines, are capitalized and amortized using the units-of-production method over estimated recoverable reserves.

ARO – Reclamation

Our operations are governed by various state and federal statues which establish reclamation and mine closure standards. At the time they are incurred, legal obligations associated with the retirement of long-lived assets are reflected at their estimated fair value, with a corresponding increase to the respective assets. Obligations are typically incurred when the Company commences development of underground and surface mines or acquires or expands power plant facilities. Obligations include reclamation of support facilities, refuse areas, slurry ponds and our landfill.

Obligations are reflected at the present value of their future cash flows. The Company reflects accretion of the obligations for the period from the date they are incurred through the date they are extinguished. The ARO assets are amortized using straight line method over the useful life of the related asset. The Company uses the credit-adjusted risk-free discount rates ranging from 7% to 10% to discount the obligation, inflation rates anticipated during the time to reclamation, and cost estimates prepared by its engineers inclusive of market risk premiums. Federal and state laws

require that our properties be reclaimed in accordance with specific standards and approved reclamation plans, as outlined in applicable permits. Activities include reclamation of pit and support acreage at surface mines, sealing portals at underground mines, reclamation of refuse areas, slurry ponds and our landfill.

The Company reviews its ARO at least annually and reflects revisions for permit changes, changes in estimated reclamation costs and changes in the estimated timing of such costs. In the event the Company is not able to perform reclamation, it has surety bonds at December 31, 2025 totaling $30.9 million to cover ARO. The undiscounted asset retirement obligation was $25.3 million and $26.1 million at December 31, 2025 and 2024, respectively.

The table below (in thousands) reflects the changes to ARO for the periods presented:

Contract Liabilities

The Company records contract liabilities when consideration is received or due prior to the satisfaction of the performance obligations. Contract liabilities are amortized to electric sales revenue pro-rata over the term of the agreements as the contracts are fulfilled. Contract liabilities primarily relate to accredited capacity or physically delivered energy.

Business Interruption Insurance

The Company carries an insurance policy to cover insurance risks including business interruption. There wereno business interruption insurance settlements during the years ended December 31, 2025 and 2024. Business interruption insurance is recorded to cost of operations in the consolidated statements of operations and cash provided by operating activities in the consolidated statement of cash flows.

Commitments and Contingencies

From time to time, we are involved in legal proceedings and/or may be subject to industry rulings that could bring rise to claims in the ordinary course of business. We have concluded that the likelihood is remote that the ultimate resolution of any pending litigation or pending claims will be material or have a material adverse effect on our business, financial position, results of operations or liquidity.

Fuel Costs

Fuel costs in our Electric Operations include coal purchased from Sunrise Coal and third parties to operate Merom. Fuel costs in our Coal Operations include mainly diesel, as well as natural gas and petroleum to operate our coal mines. These fuel costs are expensed as the fuel is used. The difference between Sunrise Coal’s cost to produce coal and the contracted sales price to Hallador Power is eliminated in consolidation.

Income Taxes

Income taxes are provided based on the asset and liability method of accounting. The provision for income taxes is based on pretax financial income. Deferred tax assets and liabilities are recognized for the future expected tax consequences of temporary differences between income tax and financial reporting and principally relate to differences in the tax basis of

assets and liabilities and their reported amounts, using enacted tax rates in effect for the year in which differences are expected to reverse.

Earnings per Share

Basic earnings per share (“EPS”) are computed by dividing net earnings by the weighted average number of common shares outstanding for the period.

Diluted EPS attributable to common shareholders is computed by adjusting net earnings by the weighted average number of common shares and potential common shares outstanding (if dilutive) during each period. Potential common shares include shares of restricted stock units as if the units issued by us were vested. We apply the treasury stock method to account for the dilutive impact of its restricted stock units. Anti-dilutive securities are excluded from diluted EPS. As a result of determining the effect of potentially dilutive securities, in certain periods, diluted net loss per share may be the same as the basic net loss per share for the periods presented.

Stock-based Compensation

Stock-based compensation for restricted stock units is measured at the grant date based on the fair value of the award and is recognized as expense over the respective vesting period of the stock award using the straight-line method.

Recent Accounting Pronouncements - Adopted

The Company has adopted Accounting Standards Update (“ASU”) 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which is effective for fiscal years beginning after December 15, 2024. ASU 2023-09 primarily requires enhanced disclosures to (1) disclose specific categories in the rate reconciliation, (2) disclose the amount of income taxes paid and expensed disaggregated by federal, state, and foreign taxes, with further disaggregation by individual jurisdictions if certain criteria are met, and (3) disclose income (loss) from continuing operations before income tax (benefit) disaggregated between domestic and foreign. Please see “Note 7 – Income Taxes” for additional information.

Recent Accounting Pronouncements Not Yet Adopted

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 (“ASU 2024-03”). The update is intended to improve the disclosures about a public business entity’s expenses by requiring more detailed information about the types of expenses (including purchases of inventory, employee compensation, depreciation and amortization) included within income statement expense captions. The guidance will be effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027. Early adoption is permitted. The standard will be applied on a prospective basis, with retrospective application permitted. The Company is currently evaluating the impact of adoption of the standard on its financial statement disclosures.

(2) INVENTORY

Inventory is valued at lower of cost or NRV. As of December 31, 2025 and 2024, coal inventory includes NRV adjustments of $0.1 million and $0.3 million, respectively. During 2025, as part of the Company’s routine inventory reconciliation process, a downward adjustment of $2.6 million was recorded to coal inventory.

(3) OTHER LONG-TERM ASSETS (IN THOUSANDS)

(4) BANK DEBT

The Company is a party to a credit agreement with PNC Bank, National Association (“PNC”), in its capacity as administrative agent, which consists of a revolving credit facility of up to $75.0 million and a term loan.

On September 27, 2024,* *the Company executed the First Amendment (“First Amendment”) to the Fourth Amended and Restated Credit Agreement, dated as of August 2, 2023 (as amended, the “Credit Agreement”), with PNC Bank, which was accounted for as a debt modification. The primary purpose of the First Amendment was to provide the Company with short-term covenant relief to pursue additional liquidity. During the fourth quarter of 2024, the Company entered into a prepaid forward power sales contract in which $20.0 million of the proceeds were used to pay our required $6.5 million quarterly loan payments through the third quarter of 2025 and also reduced our fourth quarter 2025 payment to $6.0 million. Furthermore, the First Amendment defined certain administrative changes which include, among other things, added requirements related to reporting, third party financial advisors, and appraisals on coal and power assets.

On June 27, 2025,* *the Company executed the Third Amendment (“Third Amendment”) to our Credit Agreement, which was accounted for as a debt modification. The primary purpose of the Third Amendment was to provide additional operating flexibility for the remainder of 2025 by redefining covenants and deferring certain covenants until the third quarter of 2025. During the second quarter of 2025, the Company entered into a$35.0 million prepaid forward power sales contract of which$19.0 million of the proceeds were deposited into a money market account with the administrative agent as a compensating balance. The compensating balance was utilized to fully repay the outstanding term loan during the fourth quarter of 2025. As of March 5, 2026, the Company fully repaid its revolving credit facility.

Bank debt was reduced by $14.0 million and $47.5 million during the years ended December 31, 2025 and 2024, respectively.

Our debt is recorded at amortized cost, which approximates fair value due to the variable interest rates in the agreement and is collateralized by substantially all our assets.

Liquidity

As of December 31, 2025, we had additional borrowing capacity of $28.8 million under the revolving credit facility and total liquidity of $38.8 million. Our additional borrowing capacity is net of $16.2 million in outstanding letters of credit as of December 31, 2025 that were required to maintain surety bonds or related to PPAs. Liquidity consists of additional borrowing capacity and cash and cash equivalents.

PNC’s commitment to make additional advances, and their obligation to issue letters of credit, may be terminated or reduced upon the occurrence of certain events, including, but not limited to (a) an event of default as defined in the Credit Agreement, including, among other things: (i) non-payment of principle, interest or other obligations; (ii) breaches of covenants, including financial covenants; (iii) breaches of representations and warranties; (iv) cross-defaults to other indebtedness; (v) change of control events; and (vi) bankruptcy or insolvency events; or (b) the failure to satisfy certain conditions at the time of a draw request. Upon the occurrence of an event of default, PNC, at its option, may terminate its commitments and obligation to issue letters of credit, declare all outstanding borrowings immediately due and payable, require cash collateralization of outstanding letters of credit and exercise other rights and remedies available under the Credit Agreement.

Fees

Unamortized bank fees and other costs incurred in connection with our initial facility totaled $4.3 million. Additional costs incurred with our Credit Agreement amendments totaled$0.9 million, of which$0.3 million related to our Third Amendment*.* These unamortized bank fees were deferred and are being amortized over the term of the Credit Agreement.* *

During 2025, we recognized a loss on extinguishment of debt of $0.6 million for the write-off of unamortized loan fees related to the Term Loan which was paid off in the fourth quarter of 2025. The remaining costs deferred are being amortized over the term of the revolving credit facility. Unamortized bank fees as of December 31, 2025 and 2024, were $0.3 million and $2.5 million, respectively. Commitment fees on the unused portion of the facility are 0.50% per annum.

Bank debt, less debt issuance costs, is presented below (in thousands):

Covenants

The First Amendment, among other things, provided the Company with short-term covenant relief to pursue additional liquidity. The First Amendment waived the Company’s Leverage Ratio requirement for the third and fourth quarters of 2024, increased the threshold to 5.50 to 1.00 for the first quarter of 2025, and decreased the threshold back to 2.25 to 1.00 for each fiscal quarter thereafter. Additionally, the Debt Service Coverage Ratio requirement (1.25 to 1.00) was waived from third quarter of 2024 through the first quarter of 2025. The First Amendment also added additional financial covenants which include: (i) a maximum First Lien Leverage Ratio for the first quarter of 2025, calculated as of the end of each fiscal quarter for the trailing twelve months, not to exceed 3.50 to 1.00; (ii) a minimum liquidity requirement of $10.0 million, beginning on the First Amendment execution date and ending when the second quarter of 2025 compliance certificate is received; and (iii) a minimum quarterly EBITDA requirement, as defined in the First Amendment, of $5.0 million for the third quarter of 2024 through the first quarter of 2025.

The Third Amendment, among other things, deferred the Maximum Leverage Ratio and Minimum Debt Service Coverage Ratios until September 2025. The Maximum Leverage Ratio requirement was changed to 3.00 to 1.00 for our fiscal quarter ending September 30, 2025, and is 2.25 to 1.00 thereafter. The Debt Service Coverage Ratio requirement was changed to 3.25 to 1.00 as long as the Company maintains the required compensating balance, if not, the ratio remains at 1.25 to 1.00. The Third Amendment removed the First Lien Leverage Ratio (as defined in the First Amendment to the Credit Agreement) while maintaining the minimum liquidity requirement of$10.0 million.

We were in compliance with all covenants defined in the Credit Agreement throughout the year and as of December 31, 2025.

Interest Rate

The interest rate on the PNC facility ranges from secured overnight financing rate(“SOFR”) plus 4.00% to SOFR plus 5.00%, depending on our Leverage Ratio. As of December 31, 2025, we were paying SOFR plus 4.25% on the outstanding bank debt which equates to an all-in rate of 8.17%.

The Company’s total outstanding balance of $30.0 million on the revolving credit facility is scheduled to mature in 2026, with no amounts due in periods thereafter.

On March 5, 2026, Hallador entered into a credit agreement with Texas Capital Bank and Old National Bank, among others, that replaces the Credit Agreement with PNC Bank and includes a $75.0 million revolving credit facility (the "New Revolving Credit Facility") and a $45.0 million delayed draw term loan (the "Delayed Draw Term Loan", and together with the New Revolving Credit Facility, the "New Credit Facility"). The New Credit Facility bears interest with margins ranging from 2.25% to 3.75% above SOFR or the applicable base rate, subject to a SOFR floor of 1.00%. The applicable margin is determined based upon the Company's leverage ratio and the type of loan drawn. The New Credit Facility includes a commitment fee of 0.50% on any unused portions of the New Revolving Credit Facility. If the Delayed Draw Term Loan occurs, which is subject to meeting certain conditions, the principal balance of the Delayed Draw Term Loan shall be due and payable in equal quarterly installments of 2.5% of the original principal amount of such Delayed Draw Term Loan with a final payment of the remaining balance upon maturity. The New Credit Facility matures on March 5, 2029, and is collateralized by substantially all our assets. When drawn, the proceeds from the New Credit Facility may be used for ongoing working capital and general corporate purposes. Liquidity at December 31, 2025, excludes the availability under the New Credit Facility.

(5) ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (IN THOUSANDS)

(6) REVENUE

Revenue from Contracts with Customers

We account for contracts with customers when the parties have executed the contract and are committed to performing their respective obligations, the rights of each party are identified, payment terms are identified, the contract has commercial substance, and it is probable substantially all of the consideration will be collected. We recognize revenue when we satisfy a performance obligation by transferring control of a good or service to a customer.

Electric operations

We concluded that for a Power Purchase Agreement (“PPA”) that is not determined to be a lease or derivative, the definition of a contract and the criteria in ASC 606, Revenue from Contracts with Customers (“ASC 606”), is met at the time the PPA is executed by the parties, as this is the point at which enforceable rights and obligations are established. Accordingly, we concluded that a PPA that is not determined to be a lease or derivative constitutes a valid contract under ASC 606.

Under PPAs we recognize revenue daily, based on an output method of capacity made available as part of any stand-ready obligations for contracted accredited capacity performance obligations and daily, based on an output method of megawatt hour (“MWh”) of electricity delivered.

For PPAs, we recognize revenue daily for the actual delivered electricity. For the prepaid PPAs, we recognize revenue daily for the funds received for the actual delivered electricity plus any accretion attributable to the time value of money.

When there is an outage at one of the generating units at Merom or energy hours at the Merom Hub are priced below our production cost, we have the option to make net hourly purchases of power in the MISO market to satisfy our obligations, which we record as cost of purchased power in our consolidated statements of operations.

The following table shows consolidated operating revenue concentration greater than 10% from customers of our Electric Operations segment in dollars and percentages for the periods presented:

The following table shows consolidated accounts receivable concentration greater than 10% from customers of our Electric Operations segment in dollars and percentages for the periods presented:

Coal operations

Our coal revenue is derived from sales to customers of coal produced at our mining facilities. Our customers typically purchase coal free on board from our mine sites where title, risk of loss, and control pass to the customer. Our customers arrange for and bear the costs of transporting their coal from our mines to their plants or other specified discharge points. Our customers are typically domestic utility companies. Our coal sales agreements with our customers are fixed-priced, fixed-volume supply contracts, or include a pre-determined escalation in price for each year. Price re-opener and index provisions may allow either party to commence a renegotiation of the contract price at a pre-determined time. Price re-opener provisions may automatically set a new price based on the prevailing market price or, in some instances, require us to negotiate a new price, sometimes within specified ranges of prices. The terms of our coal sales agreements result from competitive bidding and extensive negotiations with customers. Consequently, the terms of these contracts vary by customer.

Coal sales agreements will typically contain coal quality specifications. With coal quality specifications in place, the raw coal sold by us to the customer at the delivery point must be substantially free of magnetic material and other foreign material impurities and crushed to a maximum size as set forth in the respective coal sales agreement. Price adjustments are made and billed in the month the coal sale was recognized based on quality standards that are specified in the coal sales agreement, such as British thermal unit (“Btu”) factor, moisture, ash, and sulfur content, and can result in either increases or decreases in the value of the coal shipped. When applicable, we have constrained the expected value of variable consideration in our estimation of transaction price and only included this consideration to the extent that it is probable that a significant revenue reversal will not occur.

The following table shows consolidated operating revenue concentration greater than 10% from customers of our Coal Operations segment in dollars and percentages for the periods presented:

The following table shows consolidated accounts receivable concentration greater than 10% from customers of our Coal Operations segment in dollars and percentages for the periods presented:

Disaggregation of Revenue

Revenue is disaggregated by revenue source for our Electric Operations and primary geographic markets for our Coal Operations, as we believe this best depicts how the nature, amount, timing, and uncertainty of its revenue and cash flows are affected by economic factors.

Electric operations

Coal Operations

Performance Obligations

A performance obligation is a promise in a contract with a customer to provide distinct goods or services. Performance obligations are the unit of account for purposes of applying the revenue recognition standard and therefore determine when and how revenue is recognized.

Electric Operations

We concluded that each MWh of delivered energy is capable of being distinct as a customer could benefit from each on its own by using/consuming it as a part of its operations. We also concluded that the stand-ready obligation to be available to provide electricity is capable of being distinct as each unit of accredited capacity provides an economic benefit to the holder and could be sold by the customer.

Coal Operations

In most of our coal contracts, the customer contracts with us to provide coal that meets certain quality criteria. We consider each ton of coal a separate performance obligation and allocate the transaction price using the base price per the contract, increased or decreased for quality adjustments.

The following table illustrates the balance of all current Electric and Coal Operations contracts allocated to performance obligations that are unsatisfied or partially unsatisfied as of December 31, 2025 and disaggregated by segment and contract duration (in thousands).

(1) Coal Operations revenue consists of consolidated revenue excluding our intercompany revenues from Merom.

Contract Balances

Under ASC 606, the timing of when a performance obligation is satisfied can affect the presentation of accounts receivable, contract assets and contract liabilities. The main distinction between accounts receivable and contract assets is whether consideration is conditional on something other than the passage of time. A receivable is an entity’s right to consideration that is unconditional.

Under the typical payment terms of our contracts with customers, the customer pays us the contracted price for electricity or accredited capacity. For coal contracts, the customer pays us a base price for the coal, increased or decreased for any quality adjustments. Amounts billed and due are recorded as trade accounts receivable and included in accounts receivable in our consolidated balance sheets. Payments received prior to fulfilling our performance obligations are included in contract liabilities in our consolidated balance sheets. When the Company receives customer payments more than one year in advance of the related performance obligations, in accordance with ASC 606, the Company adjusts the transaction price for the significant financing component associated with these contracts at risk adjusted market rates. The resulting interest accretion is recognized as interest expense over the period between the customer payment date and the expected satisfaction of the performance obligation.

The following table shows our beginning and ending accounts receivable balances from contracts with customers for the periods presented (in thousands):

As the Company fulfills its contractual obligations, we recognized those amounts in revenue. The following table reconciles our beginning and ending contract liabilities for the periods presented (in thousands):

(7) INCOME TAXES

Effective January 1, 2025, the Company adopted an accounting standards update that provides guidance for reporting on income taxes and requires additional disclosures related to cash paid (received) for income taxes – net and the effective income tax rate. The Company adopted the updated standard for income taxes using the full retrospective approach, which changed the presentation of certain information below.

Net income (loss) before income taxes consisted of the following (in thousands):

The federal and state income tax provision (benefit) is summarized as follows (in thousands):

Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating losses and tax credit carryforwards.

The tax effects of significant items comprising the Company’s deferred taxes as of the years presented are as follows (in thousands):

ASC 740 requires that the tax benefit of net operating losses, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is more likely than not. Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryforward period. Because of the Company’s recent history of operating losses, management believes that recognition of the deferred tax assets is currently not likely to be realized and, accordingly, has provided a valuation allowance. The valuation allowance decreased by $8.3 million during 2025 and increased $49.7 million during 2024.

Net operating losses and tax credit carryforwards as of the financial statement date are as follows (in thousands):

The effective tax rate of the Company’s provision (benefit) for income taxes differs from the federal statutory rate as follows (amounts in thousands):

In each year, the state and local income taxes which comprise the majority of the state and local income taxes, net of federal effect category are Indiana.

The cash paid for income taxes (net of refunds) during the year was as follows (in dollars) (in thousands):

On July 4, 2025, the United States Congress passed budget reconciliation bill H.R.1, referred to as the One Big Beautiful Bill Act (“OBBBA”). The OBBBA contains several changes to corporate taxation, such as (i) the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017, including 100% expensing of qualified depreciable assets, (ii) interest deductibility, (iii) the repeal or acceleration of the sunset of certain tax credits under the 2022 Inflation Reduction Act and (iv) the elimination of certain penalties for violations of certain regulatory credit programs. The OBBBA has multiple effective dates with certain provisions effective in 2025 and others implemented through 2027. The Company continues to analyze the impact of this legislation on its business and does not anticipate a material impact as a result.

(8) STOCK COMPENSATION PLANS

Restricted Stock Units (RSUs)

A portion of the total compensation offered by the Company to its employees and directors includes stock-based compensation in the form of RSUs. The RSUs generally vest over a period ofthree years. The table below shows the number of RSUs available for issuance at December 31, 2025:

RSU Vesting Schedule

Shares that vested in 2025 had a value of $10.6 million based on the average share price of $14.32 on their vesting dates. Under our RSU plan, participants are allowed to relinquish shares to pay for their required statutory income taxes.

Stock-based compensation expense is included in labor and in general and administrative in the consolidated statements of operations. For the years ended December 31, 2025 and 2024, stock-based compensation expense was $3.5 million and $4.5 million, respectively.

As noted in our Form 8-K filed with the SEC on June 2, 2025, on May 29, 2025, shareholders approved the Second Amended and Restated 2008 Restricted Stock Unit Plan (the “RSU Plan”) which, (i) increased the number of shares available for issuance by 2,000,000 shares, and (ii) extended the term of the RSU Plan until May 29, 2035.

As of December 31, 2025, unrecognized stock compensation expense to be recognized over the respective vesting period was $4.1 million. RSUs are not allocated earnings and losses as they are considered non-participating securities. Forfeitures are recognized as they occur.

(9) EMPLOYEE BENEFITS

Our employee benefit expenses for the years ended December 31 are below (in thousands):

Of the amounts in the above table, $13.2 million and $15.2 million are recorded in labor in the consolidated statements of operations for the years ended December 31, 2025 and 2024, respectively, with the remainder in general and administrative.

(10) LEASES

The Company determines if an arrangement is an operating or finance lease at the inception of each contract. If the contract is classified as an operating lease, we record a right-of-use (“ROU”) asset and corresponding liability reflecting the total remaining present value of fixed lease payments over the expected term of the lease agreement. The expected term of the lease may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. If our lease does not provide an implicit rate in the contract, we use our incremental borrowing rate when calculating the present value.

We have operating leases for office space with remaining lease terms ranging fromone month to approximately seven years. As most of the leases do not provide an implicit rate, we calculate the ROU assets and lease liabilities using our secured incremental borrowing rate at the lease commencement date. At December 31, 2025 and 2024, we had approximately $0.6 million and $0.7 million, respectively, of ROU operating lease assets recorded within buildings and equipment on the consolidated balance sheets. Operating lease expense associated with ROU assets is recognized on a monthly basis over the lease term in operating costs on the consolidated statements of operation.

We previously entered into finance lease arrangements that are accounted for as failed sale-leaseback transactions. Finance lease assets are included in finance lease right-of-use assets on the consolidated balance sheets and the associated finance lease liabilities are reflected within current portion of lease financing and long-term lease financing on the consolidated balance sheets as applicable. Depreciation on our finance lease assets was $2.0 million and $5.2 million for the years ended December 31, 2025 and 2024, respectively. Interest expense on our finance lease liability was $0.1 million during the year ended December 31, 2025. Imputed interest expense on our future remaining finance lease liability was $0.5 million for the year ended December 31, 2025. We had deferred financing fees of $0.1 million and $0.2 million at December 31, 2025 and 2024, respectively, in connection with entry into the finance leases.

Information related to leases was as follows as of December 31 (in thousands):

We recognized the following costs related to our leases in our consolidated balance sheets:

Future minimum lease payments under non-cancellable leases as of December 31, 2025, were as follows:

(11) SELF INSURANCE

The Company is self-insured for certain risks, including physical damage and operational liability, related to our non-leased underground mining equipment. The Company records a liability for self-insured risks when a loss is both probable and reasonably estimable. The Company hadno accrual for self-insurance liabilities as of December 31, 2025 or December 31, 2024.

The Company also self-insures for workers’ compensation claims under a guaranteed cost program. Under this program, the Company is responsible for the first $1.0 million per claim up to an aggregate of $4.0 million annually. The Company has restricted cash of $5.3 million and $4.9 million as of December 31, 2025 and 2024, respectively, which represents cash held and controlled by third parties and is restricted primarily for future workers’ compensation claim payments. The Company had $5.2 million and $4.3 million of workers’ compensation reserve as of December 31, 2025 and 2024, respectively, in accounts payable and accrued liabilities on the consolidated balance sheets.

(12) NET INCOME (LOSS) PER SHARE

The following table (in thousands, except per share amounts) sets forth the computation of basic earnings per share for the periods presented:

The following table (in thousands, except per share amounts) sets forth the computation of diluted net income (loss) per share:

(13) FAIR VALUE MEASUREMENTS

We account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. We consider active markets as those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis. We have no Level 1 instruments.

Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3: Measured based on prices or valuation models that require inputs that are both significant to the fair value measurement and less observable from objective sources (i.e., supported by little or no market activity). ARO liabilities use Level 3 non-recurring fair value measures as further discussed in “Note 1 – Summary of Significant Accounting Policies”. See asset impairment discussion below in the Nonrecurring Fair Value Measurements section below.

The carrying amounts for cash equivalents, accounts receivable, accounts payable, accrued and other liabilities, approximate fair value due to the short maturity of those instruments.

Nonrecurring Fair Value Measurements

During the fourth quarter of 2024, the Company completed its review of the coal mining facilities and future mining plans. The impairment analysis was based upon the coal mining operating plans of the Company, market driven pricing and cost trends. As part of that analysis, the Company determined the carrying amount of its coal mining long-lived asset group was not recoverable and recorded a non-cash, long-lived asset impairment charge of $215.1 million in 2024.

The discounted cash flow model was calculated using projected economics for our Coal Operations assets, using the Company’s mining plan and reserve estimates to be mined and sold at prevailing commodity prices, operating expenses, and production cost levels, which are classified as Level 3 inputs.

Credit Risk

The Company’s financial instruments exposed to concentrations of credit risk consist primarily of cash and cash equivalents, and restricted cash.

The Company’s cash and cash equivalent and restricted cash balances on deposit with financial institutions total $15.4 million and $12.2 million as of December 31, 2025 and 2024, respectively, which exceeded FDIC insured limits. The Company regularly monitors these institutions’ financial condition. The Company utilizes large and reputable banking institutions which it believes mitigates these risks. The Company has not experienced any losses in such accounts.

(14) EQUITY METHOD INVESTMENTS

We own a 50% interest in Sunrise Energy, which owns gas reserves and gathering equipment with plans to develop and operate such reserves. Sunrise Energy also plans to develop and explore for oil, natural gas, and coal-bed methane gas reserves on or near our underground coal reserves. The carrying value of the investment included in the consolidated balance sheets as of December 31, 2025 and 2024, was $1.9 million and $2.1 million, respectively.

The Company also owns a 50% interest in Oaktown Gas, LLC. Oaktown Gas, LLC operates an emission abatement project through the destruction of gases extracted from the Oaktown mines to generate carbon credits and other emissions offset credits. The carrying value of the investment included in the consolidated balance sheets as of December 31, 2025 and 2024, was $0.7 million and $0.5 million, respectively.

(15) CONVERTIBLE NOTES

During 2024, the Company issued 3.7 million shares in relation to the conversion of various previously issued convertible note instruments into shares of common stock. In connection with these conversions, we recognized$2.8 million in inducement expenses that were reported in loss on extinguishment of debt in the consolidated statements of operations. As of December 31, 2025 and 2024, there wereno convertible debt instruments outstanding.

(16) NOTES PAYABLE – RELATED PARTIES

In March 2024, we issued unsecured promissory notes, having a 12-month maturity date and 12% per annum interest rate, to (i) Charles R. Wesley IV Revocable Trust (in which our director Charles R. Wesley IV has a pecuniary interest) in the principal amount of $2,000,000, (ii) Lubar Opportunities Fund I, LLC (in which are our director David J. Lubar has a pecuniary interest) in the principal amount of $2,500,000, and (iii) Hallador Alternative Investment Advisors LLC (in which our director David C. Hardie has a pecuniary interest) in the principal amount of $500,000. The related party notes were paid off in June 2024 with proceeds from the prepaid physically delivered power contract.

(17) ORGANIZATIONAL RESTRUCTURING

On February 23, 2024, (the “Effective Date”), we committed to a reorganization effort in the Coal Operations Segment (the “Reorganization Plan”) that included a workforce reduction of approximately 110 employees, or approximately 12% of the workforce. The reduction in workforce was communicated to employees on the Effective Date and implemented immediately, subject to certain administrative procedures. The Reorganization Plan was designed to strengthen our financial and operational efficiency and create significant operational savings and higher margins in our Coal Operations Segment. This step helped to advance our transition from a company primarily focused on coal production to a more resilient and diversified, vertically-integrated independent power producer (“IPP”). As part of this initiative, we substantially idled production at our higher cost surface mines, Prosperity Mine, and Freelandville Mine, with minimal ongoing production. We also focused our seven units of underground equipment on four units of our lowest cost production at our Oaktown Mine. In connection with the Reorganization Plan, we incurred aggregate expenses of$1.9 million ($1.1 million in the first quarter of 2024 and$0.8 million in the second quarter of 2024) that were included in labor in the consolidated statements of operations. These charges included compensation, tax, professional, and insurance related expenses and were considered non-recurring charges paid during 2024. See “Note 19 – Impairment of Coal Properties” for additional changes to the Company’s mining plans that occurred during the fourth quarter of 2024.

(18) AT MARKET AGREEMENT

On December 18, 2023, we entered into an At Market Issuance Sales Agreement (the “Sales Agreement”) with B. Riley Securities, Inc. (the “Agent”), pursuant to which we may issue and sell, from time to time, shares (the “Shares”) of our common stock, par value $0.01 per share (the “Common Stock”), with aggregate gross proceeds of up to $50.0 million through an “at-the-market” equity offering program under which the Agent will act as sales agent (the “ATM Program”). Under the Sales Agreement, we or the Agent have the right, by giving five (5) days’ notice, to terminate the Sales Agreement in our and the Agents sole discretion. The Agent may also terminate the Agreement, by notice to us, upon the occurrence of certain events described in the Sales Agreement. On December 16, 2025, the Company increased the aggregate gross sales proceeds under the ATM Program from $50.0 million to $100.0 million by amending the Sales Agreement.

During the year ended December 31, 2025, we issued 697,227 shares of Common Stock under the ATM Program for net proceeds of$13.5 million. During the year ended December 31, 2024, we issued 4,654,430 shares of Common Stock under the ATM Program for net proceeds of$34.5 million. In January 2026, the Company delivered written notice to the Agent to terminate the Sales Agreement effective January 18, 2026. As a result of the termination of the Sales Agreement, the Company will not offer or sell any further shares under the ATM Program.

(19) IMPAIRMENT OF COAL PROPERTIES

Annually, the Company reviews its business plans for the next several years, with specific emphasis on the upcoming year. This business plan review involves updates to its mining plans that take into account many factors, such as changes in market price trends, cost trends, expected demand trends, its latest engineering studies and current year operational and financial results. There wereno impairments recorded during the year ended December 31, 2025 in connection with the annual review. In 2024, the Company evaluated core hole samples at several of its mines, reviewing the quality of the mine seam and density of the coal. The core hole samples at the Oaktown 2 mine were of a lower quality and density than those of the Oaktown 1 mine. As such, at the conclusion of the Company’s annual business plan review in 2024, it decided to temporarily seal the Oaktown 2 mine, and to focus coal production at the Oaktown 1 mine, which has lower recovery costs.

As a result of the Company’s decision to temporarily seal the Oaktown 2 mine, the Company determined a triggering event had occurred in 2024. The Company then completed an impairment review to determine if the carrying value of its coal properties were impaired. The Company compared the net book value of its coal properties to estimated undiscounted future net cash flows. The result of this undiscounted cash flow test indicated the carrying amount of its coal properties may not be recoverable. As a result, the Company prepared a discounted cash flow model (Level 3 fair value measurement under the fair value hierarchy) to estimate fair value. Significant inputs used to determine fair value include estimates of future cash flows from coal sales and minimum payments, an appropriate discount rate and the useful economic life. The estimated cash flows are the product of a process that began with current realized pricing as of the measurement date and included an adjustment for risk related to the realization of such future cash flows.

The discounted cash flow model used assumptions regarding the projected economics of the Coal Operations assets, given prevailing commodity prices and operating expense levels, which are classified as Level 3 inputs. Coal Operations assets include all of our coal mining properties as these properties are all within the same asset group given the near proximity to one another and their sharing of personnel and assets used to fulfill customer contracts. The Company utilized an estimated market participant discount rate of 11.5% and assumed production that is consistent with our mining plans and reserve estimates that equate to approximately 3.6 million tons per year until all reserves are produced as part of the analysis.

The result of the discounted cash flow analysis confirmed that fourth quarter of 2024 changes to the mining plans caused the carrying amount of its coal properties to not be recoverable. As a result, the Company recorded an impairment expense during the fourth quarter of 2024 of $215.1 million. The Company didnot record an impairment during the year ended December 31, 2025.

(20) SEGMENTS OF BUSINESS

Our business is organized based on the services and products we provide intwo segments: (i) Electric Operations and (ii) Coal Operations. The Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, reviews and assesses operating performance measures related to our Electric Operations and our Coal Operations segments.

Our Electric Operations segment includes the electric power generation facilities of our Merom power plant, which is atwo-unit,1080-megawatt rated coal fired power plant located in Sullivan County, Indiana. Our sales region is in MISO Zone 6, which includes Indiana and a portion of western Kentucky. Revenue from our Electric Operations segment consist primarily of delivered energy and accredited capacity revenue. Fuel costs included in our Electric Operations segment include the cost of coal purchased from our Coal Operations segment, which is based on multi-year contracts that approximated market prices at the time the contracts were agreed.

Our Coal Operations segment includes the Oaktown 1 underground mining complex, as well as other currently idled mining facilities, which produce high-quality bituminous coal from the Illinois Basin. Revenue from our Coal Operations segment consists of sales of coal to various third parties and to Merom. Coal sales to our Electric Operations are based on multi-year contracts that approximated market prices at the time the contracts were agreed. Intercompany coal sales and amounts above actual costs to produce the coal are eliminated in the consolidated statements of operations.

In addition to these reportable segments, the Company has a “Corporate and Other and Eliminations” category, which is not significant enough, on a stand-alone basis, to be considered an operating segment. Corporate and Other and Eliminations primarily consist of unallocated corporate costs and activities, including our equity method investments.

The CODM evaluates segment performance based upon Segment EBITDA for each business segment. Segment EBITDA is calculated for each segment as follows:

Segment EBITDA for each segment is a key measure used by our CODM and provides information about our core operating performance, significant expenses and ability to generate cash flow. Additionally, Segment EBITDA provides investors with the financial analytical framework upon which our CODM bases financial, operational, compensation and planning decisions and presents a measurement that investors, rating agencies and debt holders have indicated is useful in assessing us and our results of operations. Our CODM reviews variable costs, as defined above, in our Electric Operations segment in order to evaluate the efficiency of that segment’s operations.

Presented below are the Electric and Coal Operations key metrics reviewed by the CODM at December 31, 2025 (in thousands):

Presented below are the Electric and Coal Operations key metrics reviewed by the CODM at December 31, 2024 (in thousands):

Presented below are the Electric and Coal Operations revenues reconciled to our consolidated operating revenues at December 31, 2025 (in thousands):

Presented below are the Electric and Coal Operations revenues reconciled to our consolidated operating revenues at December 31, 2024 (in thousands):

Presented below is our reconciliation of Segment EBITDA to the most comparable GAAP account, income (loss) before income taxes at December 31, 2025 (in thousands):

Presented below is our reconciliation of Segment EBITDA to the most comparable GAAP account, income (loss) before income taxes at December 31, 2024 (in thousands):

Presented below are our Electric and Coal Operations assets and capital expenditures at December 31, 2025 (in thousands):

Presented below are our Electric and Coal Operations assets and capital expenditures at December 31, 2024 (in thousands):

(21) ASSETS HELD FOR SALE

During the third quarter of 2024, the Company considered strategic alternatives with respect to its wholly-owned subsidiary Summit Terminal LLC (“Summit”), which primarily held property, plant and equipment. On July 29, 2024, the Company entered into aninety-day right of first refusal agreement with a potential buyer and subsequently sold Summit on December 23, 2024 for$3.2 million. As of July 29, 2024, Summit met the held-for-sale criteria but did not qualify for treatment as a discontinued operation, and its assets were included in assets held-for-sale in the current assets section of the consolidated balance sheets. In connection with the sale, the Company recorded a$2.3 million loss in (Gain) loss on disposal or abandonment of assets, net in its 2024 consolidated statements of operations.

(22) CONTINGENCIES

During 2024, our Coal Operations subsidiary was party to litigation in which the plaintiff’s alleged violations of the Fair Labor Standards Act and state law due to alleged failure to compensate for time "donning" and "doffing" equipment and to account for certain bonuses in the calculation of overtime rates and pay. In January 2025, we agreed to settle with the plaintiffs such litigation for $2.8 million, which was recorded inoperating expenses on our consolidated statements of

operations for the year ended December 31, 2024. During the third quarter of 2025, we transferred$2.7 million into an escrow account and in late 2025 the settlement terms were approved by the court. At December 31, 2025, there wereno further amounts accrued on our consolidated balance sheet related to this litigation.

(23) SUBSEQUENT EVENTS

In January 2026*,*the Company conducted a confidentially marketed public offering (the "CMPO") pursuant to a base prospectus and a final prospectus supplement that were filed with the SEC. The Company sold a total of 3,194,444 shares of common stock, at a price to the public of $18.00 per share for aggregate gross proceeds of approximately $57.5 million, including the exercise of the underwriter’s option prior to deducting underwriting discounts, commissions, and other offering expenses of $3.3 million.