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Energy Recovery, Inc.

For the period ended Sep 30, 2026. Filed Nov 4, 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 4, 2026

ERII$7.39+3.4%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Table of Contents

Page No.
PART I
FINANCIAL INFORMATION
Item 1 · Financial Statements (Unaudited)
Condensed Consolidated Balance Sheets — September 30, 2026 and December 31, 20251
Condensed Consolidated Statements of Operations — Three and Nine Months Ended September 30, 2026 and 20252
Condensed Consolidated Statements of Comprehensive Income (Loss) — Three and Nine Months Ended September 30, 2026 and 20253
Condensed Consolidated Statements of Stockholders’ Equity — Three and Nine Months Ended September 30, 2026 and 20254
Condensed Consolidated Statements of Cash Flows — Nine Months Ended September 30, 2026 and 20255
Notes to Condensed Consolidated Financial Statements6
Item 2Management’s Discussion and Analysis of Financial Condition and Results of Operations21
Item 3Quantitative and Qualitative Disclosures About Market Risk30
Item 4Controls and Procedures31
PART II
OTHER INFORMATION
Item 1Legal Proceedings32
Item 1ARisk Factors32
Item 2Unregistered Sales of Equity Securities and Use of Proceeds34
Item 3Defaults Upon Senior Securities34
Item 4Mine Safety Disclosures34
Item 5Other Information34
Item 6Exhibits36
Exhibit Index36
Signatures37

Energy Recovery, Inc. | Q3'2026 Quarterly Report (Form 10-Q) | FLS 1

Forward-Looking Information

This Quarterly Report on Form 10-Q for thethree and nine months ended September 30, 2026, including Part I, Item 2,

“Management’s Discussion and Analysis of Financial Condition and Results of Operations” (the “MD&A”), contains forward-looking

statements within the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this

report include, but are not limited to, statements about our expectations, objectives, anticipations, plans, hopes, beliefs, intentions or

strategies regarding the future.

Forward-looking statements represent our current expectations about future events, are based on assumptions, and involve risks and

uncertainties. If the risks or uncertainties occur or the assumptions prove incorrect, then our results may differ materially from those set forth

or implied by the forward-looking statements. Our forward-looking statements are not guarantees of future performance or events.

Words such as “expects,” “anticipates,” “aims,” “projects,” “intends,” “plans,” “believes,” “estimates,” “seeks,” “continue,” “could,”

“may,” “potential,” “should,” “will,” “would,” and variations of such words and similar expressions are also intended to identify such forward-

looking statements. These forward-looking statements are subject to risks, uncertainties and assumptions that are difficult to predict;

therefore, actual results may differ materially and adversely from those expressed in any forward-looking statement. Readers are directed to

risks and uncertainties identified under Part II, Item 1A, “Risk Factors,” and elsewhere in this report for factors that may cause actual results

to be different from those expressed in these forward-looking statements. Except as required by law, we undertake no obligation to revise or

update publicly any forward-looking statement for any reason.

Forward-looking statements in this report include, without limitation, statements about the following:

our belief that our PX offers market-leading value with the highest technological and economic benefit;

our belief that leveraging our pressure exchanger technology will unlock new commercial opportunities in the future;

our belief that our technology helps our customers achieve environmentally sustainable operations;

our expectation that sales outside of the U.S. will remain a significant portion of our revenue;

the scale of the environmental impact from the use of our solutions;

the timing of our receipt of payment for products or services from our customers;

our belief that our existing cash and cash equivalents, our short and/or long-term investments, and the ongoing cash generated from our operations, will be sufficient to meet our anticipated liquidity needs for the foreseeable future, with the exception of a decision to enter into an acquisition and/or fund investments in our latest technology arising from rapid market adoption that could require us to seek additional equity or debt financing;

our expectations relating to the amount and timing of recognized revenue from our projects;

our expectation that we will continue to receive a tax benefit related to research and development tax credit;

the outcome of proceedings, lawsuits, disputes and claims;

the impact of losses due to indemnification obligations;

other factors disclosed under the MD&A and Part I, Item 3, “Quantitative and Qualitative Disclosures about Market Risk,” and elsewhere in this Form 10-Q.

You should not place undue reliance on these forward-looking statements. These forward-looking statements reflect management’s

opinions only as of the date of the filing of this Quarterly Report on Form 10-Q. All forward-looking statements included in this document are

subject to additional risks and uncertainties further discussed under Part II, Item 1A, “Risk Factors,” and are based on information available to

us as of November 4, 2026. We assume no obligation to update any such forward-looking statements. Certain risks and uncertainties could

cause actual results to differ materially from those projected in the forward-looking statements. These forward-looking statements are

disclosed from time to time in our Annual Reports on Form 10‑K, Quarterly Reports on Form 10‑Q and Current Reports on Form 8‑K filed

with, or furnished to, the Securities and Exchange Commission (the “SEC”), as well as in Part II, Item 1A, “Risk Factors,” within this Quarterly

Report on Form 10-Q.

Energy Recovery, Inc. | Q3'2026 Quarterly Report (Form 10-Q) | FLS 2

It is important to note that our actual results could differ materially from the results set forth or implied by our forward-looking

statements. The factors that could cause our actual results to differ from those included in such forward-looking statements are set forth

under the heading Item 1A, “Risk Factors,” in our Quarterly Reports on Form 10-Q, in our Annual Reports on Form 10-K, and from time-to-

time, in our results disclosed in our Current Reports on Form 8-K. In addition, when preparing the MD&A below, we presume the readers

have access to and have read the MD&A in our Annual Report on Form 10-K, pursuant to Instruction 2 to paragraph (b) of Item 303 of

Regulation S-K.

We provide our Annual Reports on Form 10‑K, Quarterly Reports on Form 10‑Q, Current Reports on Form 8‑K, Proxy Statements on

Schedule 14A, Forms 3, 4 and 5 filed by, or on behalf of, directors, executive officers and certain large shareholders, and any amendments to

those documents filed or furnished pursuant to the Securities Exchange Act of 1934, free of charge on the Investor Relations section of our

website, www.energyrecovery.com. These filings will become available as soon as reasonably practicable after such material is

electronically filed with or furnished to the SEC. From time to time, we may use our website as a channel of distribution of material company

information.

We also make available in the Investor Relations section of our website our corporate governance documents including our code of

business conduct and ethics and the charters of the audit, compensation and nominating and governance committees. These documents, as

well as the information on the website, are not intended to be part of this Quarterly Report on Form 10-Q. We use the Investor Relations

section of our website as a means of complying with our disclosure obligations under Regulation FD. Accordingly, you should monitor the

Investor Relations section of our website in addition to following our press releases, SEC filings and public conference calls and webcasts.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.