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Energy Recovery, Inc.

For the period ended Jun 30, 2025. Filed Aug 6, 2025.

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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.

Jun 30, 2025 · Filed Aug 6, 2025

ERII$7.15+6.6%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 2025-03-31; filed 2025-05-07.

0001421517-25-000078

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-06.

0001421517-25-000118

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 172 previous paragraphs and 219 current paragraphs.

98 unchanged; 61 reworded; 56 added; 11 removed; 2 previous and 4 current paragraphs rearranged.

Tables are not compared: 7 previous and 16 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 (56)

Current report

We generally track our revenues by channels. The channels we recognize and channel definitions we utilize are as follows:

Current report

•Megaproject (“MPD”) channel: The MPD channel has been the main driver of our long-term growth as revenue from this channel

Current report

benefits from a growing number of projects as well as an increase in the capacity of these projects in some cases. MPD projects

Current report

are large-scale in nature and generally have shipment timelines from 16 to 36 months from contract date. Recognition of

Current report

revenue is dependent oncustomers’ project timing and execution of these projects.

Current report

•Original Equipment Manufacturer (“OEM”) channel: The OEM channel reflects sales to a wide variety of industries in the

Current report

desalination, wastewater, and the refrigeration markets. This channel contains projects smaller in size and revenue, and of

Current report

shorter duration compared to those projects in the MPD channel.

Current report

•Aftermarket (“AM”) channel: The AM channel represents support and services rendered to our installed customer base. AM

Current report

revenue generally fluctuates from year-to-year and is dependent on our customers’ timing of product upgrades, as well as their

Current report

1 Within the Middle East and Africa market, the following countries represented revenue in excess of 10%.

Current report

2 Within the Asia market, the following countries represented revenue in excess of 10%.

Current report

3 Within the Europe market, the following countries represented revenue in excess of 10%.

Current report

1 Within the Middle East and Africa market, the following countries represented revenue in excess of 10%.

Current report

2 Within the Asia market, the following countries represented revenue in excess of 10%.

Current report

3 Within the Europe market, the following countries represented revenue in excess of 10%.

Current report

Three months ended June 30, 2025, as compared to the three months ended June 30, 2024

Current report

and Asia markets, partially offset by higher shipments of products to the Europe market.

Current report

Theincrease in OEM revenueof$1.4 million was due primarily to:

Current report

•Wastewater: The increase in revenue of $1.7 million was due primarily to higher shipments of products to the Asia and Europe

Current report

•Desalination: The decrease in revenue of$0.4 million was due primarily to lower shipments of products to the Europe, MEA, and

Current report

Americas markets, partially offset by higher shipments of products to the Asia market.

Current report

Theincrease in AM revenue of$0.5 million was due primarily to higher shipments of products to the Europe and Asia markets.

Current report

Six months ended June 30, 2025, as compared to thesix months ended June 30, 2024

Current report

Thedecrease in MPDrevenueof $5.1 million was due primarily to lower shipments to the MEA, Asia, and Americas markets, partially

Current report

offset by higher shipments of products to the Europe market.

Current report

•Wastewater: The increase in revenue of $1.7 million was due primarily to higher shipments of products to the Asia and Europe

Current report

Thedecrease in AM revenue of$0.2 million was due primarily to lower shipments to the Americas market, partially offset by higher

Current report

Theincrease ingross profit anddecrease in gross margin for the three months ended June 30, 2025, as compared to the prior year,

Current report

was due primarily to costs related to product mix and tariffs.

Current report

primarily to costs related to product mix and tariffs during thesix months ended June 30, 2025.

Current report

Three months ended June 30, 2025, as compared to the three months ended June 30, 2024

Current report

Overall Operating Expenditures. Overall operating expenditures decreased$3.1 million, or(15.8%). This decrease wasdue primarily

Current report

tolower employee compensation costs, a severance charge in the three months ended June 30, 2024 that did not recur andhigher

Current report

consulting costs incurred in the previous year related to our corporate strategy.

Current report

employee compensation costs, including stock-based compensation.

Showing the first 40 of 56 passages. Open the source sections for the rest.

Removed paragraphs (11)

Previous report

Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of

Previous report

1 Within the Asia market, India represented revenue of$1,456, or 18% of total revenue during thethree months ended March 31, 2025

Previous report

Three months ended March 31, 2025, as compared to thethree months ended March 31, 2024

Previous report

(“MEA”) and Americas as compared to thethree months ended March 31, 2024.

Previous report

Thedecrease in aftermarket (“AM”) revenue of$0.6 million was due primarily to lower shipments to the America markets, partially

Previous report

primarily to lower sales volume spread over fixed costs during thethree months ended March 31, 2025.

Previous report

Three months ended March 31, 2025, as compared to thethree months ended March 31, 2024

Previous report

•Inventories: a decrease in cash due to cash used to build finished goods inventory in the first quarter of 2025; and

Previous report

•Net loss: an increase in net loss after excluding the effects of non-cash adjustments.
Reworded paragraphs (61)

Previous wording

A discussion regarding our financial condition and results of operations for thethree months ended March 31, 2025, compared to the

Current wording

A discussion regarding our financial condition and results of operations for thethree and six months ended June 30, 2025, compared

Current wording

to thethree and six months ended June 30, 2024, is presented below.

Previous wording

Thedecrease in megaproject (“MPD”) revenue of$4.1 million was due primarily to lower shipments to the Middle East and Africa

Current wording

Thedecrease in MPD revenue of$1.0 million was due primarily to lower shipments of products to the Middle East and Africa (“MEA”)

Previous wording

and MEA markets, partially offset by lower shipments to the Americas and Europe markets.

Current wording

markets, partially offset by lower shipments of products to the Americas market.

Previous wording

Theincrease in original equipment manufacturer (“OEM”) revenue of$0.7 million was primarily due to higher shipments to the Asia

Current wording

Theincrease in OEM revenue of$2.1 million was primarily due:

Current wording

•Desalination: The increase in revenue of $0.3 million was due primarily to higher shipments to the Asia market, partially offset by

Previous wording

Thedecrease in gross profit and gross margin for thethree months ended March 31, 2025, as compared to the prior year, was due

Current wording

Thedecrease in gross profit and gross margin for thesix months ended June 30, 2025, as compared to the prior year, was due

Previous wording

The total material changes of general and administrative (“G&A”), sales and marketing (“S&M”) and research and development

Current wording

The total material changes of general and administrative (“G&A”), sales and marketing (“S&M”) and R&D operating expenses for the

Previous wording

(“R&D”) operating expenses for thethree months ended March 31, 2025, as compared to the comparable period in the prior year, are

Current wording

three and six months ended June 30, 2025, as compared to the comparable periodsin the prior year, are discussed within the following

Previous wording

discussed within the following overall operating expenditures, and the segment and corporate operating expenses discussions below.

Current wording

overall operating expenditures, and the segment and corporate operating expenses discussions below.

Previous wording

Water Segment. Water segment operating expenses decreased by$0.7 million, or(9.8%). This decrease was due primarily tolower

Current wording

Water Segment. Water segment operating expenses decreased by$0.6 million, or(9.0)%. This decrease was due primarily to lower

Previous wording

Overall Operating Expenditures. Overall operating expenditures decreased by$1.0 million, or(5.8%). This decrease was due

Current wording

Overall Operating Expenditures. Overall operating expenditures decreased by$4.1 million, or(11.0%). This decrease was due

Previous wording

primarily to a decrease in employee costs, such as employee compensation and stock-based compensation, partially offset by restructuring

Current wording

primarily to adecrease in employee costs, such as employee compensation and stock-based compensation as well as severance charges

Previous wording

charges, and an increase in consulting costs. Changes in non-employee costs included:

Previous wording

•G&A: higher consulting costs related to the enhancement of our corporate strategy as well as$0.4 million ofimpairment costs

Current wording

•G&A: higher consulting costs related to the enhancement of our corporate strategy as well as$0.4 million of impairment costs

Previous wording

employee costs, including commission costs and stock-based compensation costs.

Previous wording

Emerging Technologies Segment. Emerging Technologies operating expenses decreased by$2.1 million, or(34.6%). This decrease

Current wording

Emerging Technologies Segment. Emerging Technologies operating expenses decreased by$3.7 million, or(31.6%). This decrease

Previous wording

was due primarily to lower development costs and lower employee costs, primarily related to stock-based compensation.

Current wording

was due primarily to lower employee costs, including stock-based compensation, as well as lower development costs.

Previous wording

Corporate Operating Expenses. Corporate operating expenses increased by$1.7 million, or 32.9%. This increase was due primarily

Current wording

Corporate Operating Expenses. Corporate operating expenses increased by$0.8 million, or 6.4%. This increase wasprimarily due

Previous wording

to increases in consulting, restructuring, and recruiting costs, as well as impairment costs associated with the sublease of the Katy, Texas

Current wording

to higher consulting costs, restructuring charges and impairment costs associated with the sublease of the Katy, Texas lease incurred during

Previous wording

lease. The increase was partially offset by lower employee costs.

Current wording

thesix months ended June 30, 2025, partially offset by lower employee costs.

Previous wording

to position the Companyfor profitable growth. We recorded a restructuring charge of$3.0 million, of which$0.5 million was recorded during

Current wording

to position the Companyfor profitable growth. We recorded a restructuring charge of approximately$3.0 million, of which$0.5 million was

Previous wording

the first quarter of fiscal year 2025. This charge relates to severance and benefits, including reemployment assistance, for 38 terminated

Current wording

months ended June 30, 2025. The total restructuring charge relates to severance and benefits, including reemployment assistance, for

Previous wording

employees, which was approximately 15% of ourworkforce. The implementation of the restructuring plan was substantially complete by the

Current wording

38 terminated employees, which was approximately 15% of ourworkforce. The implementation of the restructuring plan was substantially

Previous wording

end of the first quarter of fiscal year 2025 and the Company does not expect to incur significant additional expenses related to the

Current wording

complete by the end of the first quarter of fiscal year 2025 and the Company does not expect to incur significant additional expenses related

Previous wording

restructuring. See Note 4, “Other Financial Information –Restructuring,”of the Notes for further discussion and disclosure on our

Current wording

to the restructuring. See Note 4, “Other Financial Information –Restructuring,”of the Notes for further discussion and disclosure on our

Previous wording

Thedecrease in “Total other income, net” in thethree months ended March 31, 2025, as compared to the comparable period in the

Current wording

Thedecrease in “Total other income, net” in thethree and six months ended June 30, 2025, as compared to the comparable period in

Previous wording

prior year, wasprimarily due to a decrease in short- and long-termin vestments.

Current wording

the prior year, was primarily due to a decrease in short- and long-term investments.

Previous wording

The interim periodtax benefit from income taxes is determined using an estimate of ourannual effective tax rate, adjusted for discrete

Current wording

The interim periodtax provision for (benefit from) income taxes is determined using an estimate of ourannual effective tax rate,

Previous wording

items, if any, that arise during the period. Each quarter, we update ourestimate of the annual effective tax rate, and if the estimated annual

Current wording

adjusted for discrete items, if any, that arise during the period. Each quarter, we update ourestimate of the annual effective tax rate, and if

Previous wording

effective tax rate changes, we make a cumulative adjustment in such period. Thequarterly tax provision and estimate of ourannual effective

Current wording

the estimated annual effective tax rate changes, we make a cumulative adjustment in such period. Thequarterly tax provision and estimate

Previous wording

tax rate are subject to variation due to several factors, including variability in accurately predicting ourpre-tax income or loss and the mix of

Current wording

of ourannual effective tax rate are subject to variation due to several factors, including variability in accurately predicting ourpre-tax income

Previous wording

jurisdictions to which they relate, the applicability of special tax regimes, and changes in how we dobusiness.

Current wording

or loss and the mix of jurisdictions to which they relate, the applicability of special tax regimes, and changes in how we dobusiness.

Previous wording

certain permanent differences, such as stock-based compensation shortfalls, and partial release of California valuation allowance.

Current wording

intangible income (“FDII”), federal R&D tax credit, certain permanent differences, such as stock-based compensation shortfalls, and partial

Previous wording

For the three months ended March 31, 2024, the recognized benefit from income taxes resulted from the loss for the quarter and

Current wording

For the three and six months ended June 30, 2024, the recognized provision for and (benefit from) income taxes, respectively,

Previous wording

full year forecasted profit and included benefits related to the U.S. federal foreign-derived intangible income (“FDII”), federal R&D tax credit,

Current wording

resulted from the tax projection based on the full year forecasted profit and included benefits related to the U.S. FDII, federal R&D tax credit,

Previous wording

included benefits related to the U.S. FDII and federal R&D tax credit, partially offset by certain permanent differences, such as share-based

Current wording

and certain permanent differences, such as share-based compensation windfalls.

Previous wording

The effective tax rate excluding discrete items for thethree months ended March 31, 2025, as compared to the prior year, differed

Current wording

The effective tax rate excluding discrete items for thesix months ended June 30, 2025, as compared to the prior year, differed

Previous wording

financing. As of March 31, 2025, our principal sources of liquidity consisted of (i)unrestricted cash and cash equivalents of$49.1 million that

Current wording

financing. As of June 30, 2025, our principal sources of liquidity consisted of (i) unrestricted cash and cash equivalents of$57.1 million that

Previous wording

instruments of$57.6 million that are primarily invested in U.S. treasury securities, corporate notes and bonds, and municipal and agency

Current wording

instruments of$36.6 million that are primarily invested in U.S. treasury securities, corporate notes and bonds, and municipal and agency

Showing the first 40 of 61 pairs. Open the source sections for the rest.

Rearranged current paragraphs (4)

Current report — wording carried from elsewhere

resulted from the tax projection based on the full year forecasted profit and included benefits related to the U.S. federal foreign-derived

Current report — wording carried from elsewhere

stock, at the discretion of management, up to$25.0 million in aggregate cost, which includes both the share value of the acquired common

Current report — wording carried from elsewhere

stock and the fees charged in connection with acquiring the common stock (the “August 2025 Authorization”). We expect to commence

Current report — wording carried from elsewhere

2025 Authorization will expire in May 2026.
Rearranged previous paragraphs (2)

Previous report — wording carried elsewhere

For thethree months ended March 31, 2025, the recognized benefit from income taxes resulted from the tax projection based on the

Previous report — wording carried elsewhere

the fourth quarter of 2024; partially offset by