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HUDSON TECHNOLOGIES INC /NY

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

HDSN$4.18+2.2%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-07.

0001104659-26-092682

Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-05.

0001104659-26-123318

Item 2. - Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 75 previous paragraphs and 74 current paragraphs.

43 unchanged; 19 reworded; 12 added; 10 removed; 3 previous and 0 current paragraphs rearranged.

Tables are not compared: 3 previous and 3 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (12)

Current report

Revenue was $59.4 million, compared with $74.0 million in the comparable 2025 period reflecting a 9% decrease in sales volume and a 17% decrease in selling prices. Revenue reflected continued softness in HFC market pricing and lower sales volume as muted customer demand and adequate refrigerant inventories compressed sales activity against the prior-year period that benefited from broad refrigerant price increases amid supply chain constraints related to the EPA-mandated transition to HFO refrigerants.

Current report

Gross margin was 25%, compared with 32% in the third quarter of 2025 primarily reflecting 17% lower refrigerant market pricing following the elevated pricing environment in the prior-year quarter.

Current report

Selling, general and administrative expenses were $10.8 million, compared with $8.9 million in the third quarter of 2025. The increase reflected continued investment in optimizing the ERP system launched earlier this year, as well as additional staffing and consulting resources supporting the Company’s longer-term value-creation initiatives.

Current report

Other expense for the three-month period ended September 30, 2026 was $0.1 million, primarily attributable to the write off of fixed assets disposed of as a result of the tornado damage at our Illinois facility. In the third quarter of 2025, the Company recognized $1.6 million in other income from the reversal of earn-out liabilities related to the acquisition of USA Refrigerants.

Current report

Net income was $2.0 million, or $0.05 per basic and diluted share, compared with $12.4 million, or $0.28 per basic and $0.27 per diluted share, in the third quarter of 2025.

Current report

Revenue was $197.9 million, compared with $202.2 million in the first nine months of 2025. Strong 9% sales volume growth substantially offset a 9% decline in selling prices relative to the prior-year period, which benefited from broad refrigerant price increases amid the supply chain constraints described above.

Current report

Gross margin was 24%, compared with 29% in the first nine months of 2025. The decline in gross margin was two-fold, reflecting lower refrigerant market pricing related to the previously noted increase in refrigerant prices in the 2025 period and increased operating costs, primarily fuel costs.

Current report

Selling, general and administrative expenses were $32.8 million, compared with $26.3 million in the first nine months of 2025, reflecting increased operational, legal, staffing, and consulting investments supporting the Company’s strategic priorities.

Current report

Amortization expense for the nine-month periods ended September 30, 2026 and 2025 were $2.5 million and $2.5 million, respectively.

Current report

Net interest income for the nine-month period ended September 30, 2026 and 2025 were $0.2 million and $2.0 million, respectively.

Current report

Other expense for the nine-month period ended September 30, 2026 was $0.1 million, primarily attributable to the write off of fixed assets disposed of as a result of the tornado damage at our Illinois facility. In the third quarter of 2025, the Company recognized $1.6 million in other income from the reversal of earn-out liabilities related to the acquisition of USA Refrigerants.

Current report

Net income was $7.3 million, or $0.17 per basic and diluted share, compared with $25.3 million, or $0.58 per basic and $0.56 per diluted share, in the first nine months of 2025.
Removed paragraphs (10)

Previous report

Revenues for the three-month period ended June 30, 2026 were $78.3 million, an increase of $5.5 million or 8% from the $72.8 million reported during the comparable 2025 period. The increase was primarily attributable to higher sales volumes which were partially offset by the lower average market prices of refrigerants sold.

Previous report

Gross profit and gross margin for the three-month period ended June 30, 2026, were $20.7 million and 26% respectively, a decrease of $2.1 million and 5% respectively from the $22.8 million and 31% reported during the comparable 2025 period. The decrease of gross profit and the decline in gross margin were primarily due to lower average sales price of refrigerants sold during the period and higher freight costs.

Previous report

Selling, general and administrative (“SG&A”) expenses for the three-month period ended June 30, 2026 were $12.4 million, an increase of $3.1 million from the $9.3 million reported during the comparable 2025 period due to an increase in personnel costs, professional fees and IT expenses.

Previous report

The net income for the three-month period ended June 30, 2026 was $4.9 million, a decrease of $5.3 million from the $10.2 million of net income reported during the comparable 2025 period primarily due to higher SG&A costs and lower gross margin, as described above.

Previous report

Revenues for the six-month period ended June 30, 2026 were $138.5 million, an increase of $10.3 million or 8% from the $128.2 million reported during the comparable 2025 period. The increase was primarily attributable to higher sales volumes which were partially offset by lower average market prices of refrigerants sold.

Previous report

Gross profit and gross margin for the six-month period ended June 30, 2026, were $32.5 million and 23% respectively, a decrease of $2.4 million and 4% respectively from the $34.9 million and 27% reported during the comparable 2025 period. The decrease of gross profit and the decline in gross margin were primarily due to lower averages sales price of refrigerants sold during the period and higher freight costs.

Previous report

Selling, general and administrative (“SG&A”) expenses for the six-month period ended June 30, 2026 were $22.0 million, an increase of $4.6 million from the $17.4 million reported during the comparable 2025 period due to an increase in personnel costs, professional fees and IT expenses.

Previous report

Amortization expense for the six-month periods ended June 30, 2026 and 2025 was $1.7 million and $1.6 million, respectively.

Previous report

Net interest income for the six-month period ended June 30, 2026 was $0.2 million, compared to net interest income of $1.2 million reported during the comparable 2025 period.

Previous report

Net income for the six-month period ended June 30, 2026 was $5.3 million, a decrease of $7.6 million from the $12.9 million of net income reported during the comparable 2025 period primarily due to higher SG&A costs and lower gross margin, as described above.
Reworded paragraphs (19)

Previous wording

The Company also sells industrial gases to a variety of industry customers, predominantly to users in, or involved with, the US Military. In July 2016, the Company was awarded, as prime contractor, a five-year fixed price contract, including a five-year renewal option which has been exercised, awarded to it by the United States Defense Logistics Agency (“DLA”) for the management and supply of refrigerants, compressed gases, cylinders and related items to US Military commands and installations, Federal civilian agencies and foreign militaries. Primary users include the US Army, Navy, Air Force, Marine Corps and Coast Guard. Our contract with DLA was set to expire in July 2026, but has been extended as described below.

Current wording

The Company also sells industrial gases to a variety of industry customers, predominantly to users in, or involved with, the US Military. In July 2016, the Company was awarded, as prime contractor, a five-year fixed price contract, including a five-year renewal option which was exercised, awarded to it by the United States Defense Logistics Agency (“DLA”) for the management and supply of refrigerants, compressed gases, cylinders and related items to US Military commands and installations, Federal civilian agencies and foreign militaries. Primary users include the US Army, Navy, Air Force, Marine Corps and Coast Guard. Our contract with DLA was set to expire in July 2026, but has been extended as described below.

Previous wording

The AIM Act introduced a stepdown of 10% from baseline levels in 2022 and 2023 and establishes a cumulative 40% reduction in the baseline for 2024 through 2029. Hudson received allocation allowances for calendar years 2024 and 2025 equal to approximately 1% of the total HFC consumption allowances, with allowances for future periods to be determined at a later date. In addition, the EPA has finalized the Technology Transition (“TT”) Rule in 2023, but the Trump administration decided to reconsider the TT rule by issuing a proposed new TT rule in 2025 with a final TT rule expected in third quarter of 2026. Additionally, the EPA issued a final Refrigerant Management Rule implementing Subsection (h) of the AIM Act in 2024.

Current wording

The AIM Act introduced a stepdown of 10% from baseline levels in 2022 and 2023 and establishes a cumulative 40% reduction in the baseline for 2024 through 2029. Hudson received allocation allowances for calendar years 2024, 2025 and 2026 equal to approximately 1% of the total HFC consumption allowances, with allowances for future periods to be determined at a later date. In May 2026, the U.S. Environmental Protection Agency (“EPA”) finalized a rule reconsidering certain Technology Transitions requirements under the AIM Act, including modifications to certain compliance dates and requirements governing HFC use in several sectors. The revised requirements could extend the period during which HFCs, including reclaimed refrigerants, are used to service existing equipment as the market transitions to lower-GWP alternatives. The rule is currently subject to judicial challenges brought by several industry organizations, environmental organizations, and state and local governments. The ultimate outcome of these proceedings and their effect on the timing or substance of the Technology Transitions requirements cannot be predicted. Additionally, the EPA issued a final Refrigerant Management Rule implementing Subsection (h) of the AIM Act in 2024.

Previous wording

Final Refrigerant Management Rule – The rule requires better management and reuse of existing HFCs, including by reducing wasteful leaks from equipment and supporting HFC recycling and reclamation. The rule includes requirements for repairing leaky

Current wording

Final Refrigerant Management Rule – The rule requires better management and reuse of existing HFCs, including by reducing wasteful leaks from equipment and supporting HFC recycling and reclamation. The rule includes requirements for repairing leaky equipment, use of automatic leak detection systems on large refrigeration systems, mandating the use of reclaimed HFCs for certain applications, recovery of HFCs from cylinders before their disposal, and a container tracking system.

Previous wording

Amortization expense for the three-month periods ended June 30, 2026 and 2025 was $0.9 million and $0.8 million, respectively.

Current wording

Amortization expense for the three-month periods ended September 30, 2026 and 2025 were $0.7 million and $0.8 million, respectively.

Previous wording

Net interest income for the three-month period ended June 30, 2026 was $0.0 million, compared to net interest income of $0.7 million reported during the comparable 2025 period.

Current wording

Net interest income for the three-month period ended September 30, 2026 was $0.0 million, compared to net interest income of $0.8 million reported during the comparable 2025 period.

Previous wording

including non-deductible equity-based compensation and other discrete items. For the six-month period ended June 30, 2026 and June 30, 2025, income tax expense for federal and state income tax purposes was determined by applying statutory income tax rates to pre-tax income after adjusting for discrete items.

Current wording

The income tax expense for the three-month period ended September 30, 2026 was $1.2 million compared to income tax expense of $4.0 million for the three-month period ended September 30, 2025. Income tax expense for federal and state income tax purposes was determined by applying statutory income tax rates to pre-tax income after adjusting for certain items.

Previous wording

Six-month period ended June 30, 2026 as compared to the six-month period ended June 30, 2025

Current wording

Nine-month period ended September 30, 2026 as compared to the nine-month period ended September 30, 2025

Previous wording

The Company’s income tax expense for the three-month period ended June 30, 2026 and June 30, 2025 was $2.5 million and $3.2 million, respectively. The Company’s effective tax rate for the three-month period ended June 30, 2026 and June 30, 2025 was 27.6% and 18.8%, respectively. The increase in the effective tax rate was primarily due to discrete tax items recognized during the period, including non-deductible equity-based compensation and other discrete items. For the three-month period ended June 30, 2026 and June 30, 2025, income tax expense for federal and state income tax purposes was determined by applying statutory income tax rates to pre-tax income after adjusting for discrete items.

Current wording

The Company’s income tax expense for the nine-month period ended September 30, 2026 and September 30, 2025 was $4.9 million and $8.1 million, respectively. The Company’s effective tax rate for the nine-month period ended September 30, 2026 and September 30, 2025 was 40.3% and 24.1%, respectively. The increase in the effective tax rate was primarily due to discrete tax items recognized during the period, including non-deductible equity-based compensation and other discrete items. For the nine-month period ended September 30, 2026 and September 30, 2025, income tax expense for federal and state income tax purposes was determined by applying statutory income tax rates to pre-tax income after adjusting for discrete items.

Previous wording

At June 30, 2026, the Company had working capital, which represents current assets less current liabilities, of $150.6 million, an increase of $4.4 million from the working capital of $146.2 million at December 31, 2025. The increase in working capital is primarily attributable to the increase in accounts receivable.

Current wording

At September 30, 2026, the Company had working capital, which represents current assets less current liabilities, of $153.7 million, an increase of $7.5 million from the working capital of $146.2 million at December 31, 2025. The increase in working capital is primarily attributable to the increase in accounts receivable.

Previous wording

Inventories and trade receivables are principal components of current assets. At June 30, 2026, the Company had inventories of $128.1 million, a decrease of $7.8 million from $135.9 million at December 31, 2025. The Company’s ability to sell and replace its inventory on a timely basis and the prices at which it can be sold are subject, among other things, to current market conditions and the nature of supplier or customer arrangements and the Company’s ability to source CFC and HCFC based refrigerants (which are no longer being produced) and HFC refrigerants (with newly manufactured production currently in the process of being phased down) and HFO refrigerants.

Current wording

Inventories and trade receivables are principal components of current assets. At September 30, 2026, the Company had inventories of $131.5 million, a decrease of $4.4 million from $135.9 million at December 31, 2025. The Company’s ability to sell and replace its inventory on a timely basis and the prices at which it can be sold are subject, among other things, to current market conditions and the nature of supplier or customer arrangements and the Company’s ability to source CFC and HCFC based refrigerants (which are no longer being produced) and HFC refrigerants (with newly manufactured production currently in the process of being phased down) and HFO refrigerants.

Previous wording

At June 30, 2026, the Company had trade receivables, net of allowance for credit losses, of $43.3 million, an increase of $26.2 million from $17.1 million at December 31, 2025, mainly due to seasonal timing. The Company typically generates its most significant revenue during the second and third quarters of any given year. The Company’s trade receivables are concentrated with various wholesalers, brokers, contractors and end-users within the refrigeration industry that are primarily located in the continental United States. The Company has historically financed its working capital requirements through cash flows from operations, debt, and the issuance of equity securities.

Current wording

At September 30, 2026, the Company had trade receivables, net of allowance for credit losses, of $29.8 million, an increase of $12.7 million from $17.1 million at December 31, 2025, mainly due to seasonal timing. The Company typically generates its most significant revenue during the second and third quarters of any given year. The Company’s trade receivables are concentrated with various wholesalers, brokers, contractors and end-users within the refrigeration industry that are primarily located in the continental United States. The Company has historically financed its working capital requirements through cash flows from operations, debt, and the issuance of equity securities.

Previous wording

Net cash used in operating activities for the six-month period ended June 30, 2026 was $6.0 million, compared to net cash provided by operating activities of $20.6 million for the comparable 2025 period. This change is primarily driven by the timing of inventories, lower of cost net reserve, trade receivables, accounts payable and accrued expenses.

Current wording

Net cash provided by operating activities for the nine-month period ended September 30, 2026 was $4.2 million, compared to net cash provided by operating activities of $29.4 million for the comparable 2025 period. This change is primarily driven by the timing of inventories, lower of cost net reserve, trade receivables, accounts payable and accrued expenses.

Previous wording

Net cash used in investing activities for the six-month period ended June 30, 2026 was $1.7 million compared with net cash used in investing activities of $1.9 million for the comparable 2025 period, mainly due to timing of capital expenditures related to capitalization of the Company’s new ERP system.

Current wording

Net cash used in investing activities for the nine-month period ended September 30, 2026 was $2.1 million compared with net cash used in investing activities of $3.9 million for the comparable 2025 period, mainly due to proceeds from insurance and the timing of capital expenditures related to capitalization of the Company’s new ERP system.

Previous wording

Net cash used in financing activities for the six-month period ended June 30, 2026 was $6.3 million compared with net cash used in financing activities of $4.5 million for the comparable 2025 period. The variance is mainly due to the excess tax on benefits from the exercise of options for $3.7 million and the repurchase of 416,480 shares of Company common stock, at a cost of $2.5 million for the period ended June 30, 2026.

Current wording

Net cash used in financing activities for the nine-month period ended September 30, 2026 was $6.3 million compared with net cash used in financing activities of $5.9 million for the comparable 2025 period. The variance is mainly due to the excess tax on benefits from the exercise of options for $3.7 million and the repurchase of 416,480 shares of Company common stock, at a cost of $2.5 million for the period ended September 30, 2026.

Previous wording

At June 30, 2026, cash and cash equivalents were $25.6 million, or approximately $13.9 million lower than the $39.5 million of cash and cash equivalents at December 31, 2025.

Current wording

At September 30, 2026, cash and cash equivalents were $35.3 million, or approximately $4.2 million lower than the $39.5 million of cash and cash equivalents at December 31, 2025.

Previous wording

At June 30, 2026, the Company had borrowing availability of approximately $40 million from the Amended Wells Fargo Facility and no balance was outstanding.

Current wording

At September 30, 2026, the Company had borrowing availability of approximately $37.8 million from the Amended Wells Fargo Facility and no balance was outstanding.

Previous wording

The Company participates in an industry that is highly regulated, and changes in the regulations affecting our business could affect our operating results. Currently the Company purchases virgin HCFC, HFC, and HFO refrigerants and reclaimable, primarily HCFC and CFC, refrigerants from suppliers and its customers. Under the Clean Air Act the phase-down of future production of certain virgin HCFC refrigerants commenced in 2010 and has been fully phased out by the year 2020, and production of all virgin HCFC refrigerants is scheduled to be phased out by the year 2030. To the extent that the Company is unable to source sufficient quantities of refrigerants or is unable to obtain refrigerants on commercially reasonable terms or experiences a decline in demand and/or price for refrigerants sold by it, the Company could realize reductions in revenue from refrigerant sales, which could have a material adverse effect on the Company’s operating results and financial position.

Current wording

The Company participates in an industry that is highly regulated, and changes in the regulations affecting our business could affect our operating results. Currently the Company purchases virgin HFC, and HFO refrigerants and reclaimable, primarily HCFC, HFC and CFC, refrigerants from suppliers and its customers. Under the Clean Air Act the phase-down of future production of certain virgin HCFC refrigerants commenced in 2010 and has been fully phased out by the year 2020, and production of all virgin HCFC refrigerants is scheduled to be phased out by the year 2030. To the extent that the Company is unable to source sufficient quantities of refrigerants or is unable to obtain refrigerants on commercially reasonable terms or experiences a decline in demand and/or price for refrigerants sold by it, the Company could realize reductions in revenue from refrigerant sales, which could have a material adverse effect on the Company’s operating results and financial position.

Previous wording

For the six-month periods ended June 30, 2026 and 2025, the United States Defense Logistics Agency (the “DLA”) accounted for greater than 10% of the Company’s revenue and 9% and 23% of the outstanding accounts receivable at June 30, 2026 and December 31, 2025. Revenue from the DLA totaled $15.8 million and $17.7 million for the six-month periods ended June 30, 2026 and June 30, 2025. Accounts receivable from the DLA totaled $4.1 million and $4.3 million as of June 30, 2026 and December 31, 2025, respectively. One additional customer represented 20% of accounts receivable at June 30, 2026.

Current wording

For the nine-month periods ended September 30, 2026 and 2025, the United States Defense Logistics Agency (the “DLA”) accounted for greater than 10% of the Company’s revenue and 17% and 23% of the outstanding accounts receivable at September 30, 2026 and December 31, 2025. Revenue from the DLA totaled $26.4 million and $30.2 million for the nine-month periods ended September 30, 2026 and September 30, 2025. Accounts receivable from the DLA totaled $5.1 million and $4.3 million as of September 30, 2026 and December 31, 2025, respectively.

Previous wording

expansion of the Company’s operations, and by other factors. The Company’s business is seasonal in nature with peak sales of refrigerants occurring in the first nine months of each year. During past years, the seasonal decrease in sales of refrigerants has resulted in losses particularly in the fourth quarter of the year. In addition, to the extent that there is unseasonably cool weather throughout the spring and summer months, which would adversely affect the demand for refrigerants, there would be a corresponding negative impact on the Company. Delays or inability in securing adequate supplies of refrigerants at peak demand periods, lack of refrigerant demand, increased expenses, declining refrigerant prices and a loss of a principal customer could result in significant losses. There can be no assurance that the foregoing factors will not occur and result in a material adverse effect on the Company’s financial position and significant losses. The Company believes that to a lesser extent there is a similar seasonal element to RefrigerantSide® Service revenues as refrigerant sales.

Current wording

The Company’s operating results vary from period to period as a result of weather conditions, requirements of potential customers, non-recurring refrigerant and service sales, availability and price of refrigerant products (virgin or reclaimable), changes in reclamation technology and regulations, timing in introduction and/or retrofit or replacement of refrigeration equipment, the rate of expansion of the Company’s operations, and by other factors. The Company’s business is seasonal in nature with peak sales of refrigerants occurring in the first nine months of each year. During past years, the seasonal decrease in sales of refrigerants has resulted in losses particularly in the fourth quarter of the year. In addition, to the extent that there is unseasonably cool weather throughout the spring and summer months, which would adversely affect the demand for refrigerants, there would be a corresponding negative impact on the Company. Delays or inability in securing adequate supplies of refrigerants at peak demand periods, lack of refrigerant demand, increased expenses, declining refrigerant prices and a loss of a principal customer could result in significant losses. There can be no assurance that the foregoing factors will not occur and result in a material adverse effect on the Company’s financial position and significant losses. The Company believes that to a lesser extent there is a similar seasonal element to RefrigerantSide® Service revenues as refrigerant sales.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

equipment, use of automatic leak detection systems on large refrigeration systems, mandating the use of reclaimed HFCs for certain applications, recovery of HFCs from cylinders before their disposal, and a container tracking system.

Previous report — wording carried elsewhere

The Company’s income tax expense for the six-month period ended June 30, 2026 and June 30, 2025 was $3.8 million and $4.1 million, respectively. The Company’s effective tax rate for the six-month period ended June 30, 2026 and June 30, 2025 was 41.6% and 24.1%, respectively. The increase in the effective tax rate was primarily due to discrete tax items recognized during the period,

Previous report — wording carried elsewhere

The Company’s operating results vary from period to period as a result of weather conditions, requirements of potential customers, non-recurring refrigerant and service sales, availability and price of refrigerant products (virgin or reclaimable), changes in reclamation technology and regulations, timing in introduction and/or retrofit or replacement of refrigeration equipment, the rate of