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Comstock Inc.

For the period ended Sep 30, 2025. Filed Oct 30, 2025.

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, 2025 · Filed Oct 30, 2025

LODE$1.95+13.4%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 2025-06-30; filed 2025-08-14.

0001437749-25-026942

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

Current report: 10-Q

Period ended 2025-09-30; filed 2025-10-30.

0001437749-25-032230

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 109 previous paragraphs and 116 current paragraphs.

42 unchanged; 53 reworded; 19 added; 11 removed; 3 previous and 2 current paragraphs rearranged.

Tables are not compared: 17 previous and 14 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 (19)

Current report

Bioleum innovates and commercializes technologies, systems and supply chains that secure, extract, integrate and convert carbon-based materials from under-utilized waste and purpose grown energy crops that would ultimately produce a broad range of extremely low carbon renewable fuels, including cellulosic ethanol, renewable diesel and sustainable aviation fuels.

Current report

Selling, general and administrative expense for the three-months ended September 30, 2025 increased by $2,933,638 to $6,110,011 from $3,176,373 in the comparable 2024 period, primarily as a result of higher employee-related costs of $1,120,271, due to a 2024 adjustment to lower the 2023 accrued incentive compensation for $800,000 in 2024 and a higher number of employees in 2025 as compared to the 2024 period, primarily due to the ramp of our metal recycling business and the acquisition of the Madison biofuel facility, higher rent expense of $352,927 also due to metal recycling and Madison, higher property related acquisition costs in mining totaling $846,682 resulting from the accelerated payment for the NCJV obligation, higher legal expense of $153,398, higher travel expense of $150,480, higher marketing expense of $142,707, and higher maintenance expense of $60,810.

Current report

Impairment of intangible assets and properties, plant and equipment assets for the three-months ended September 30, 2025 of $9,333 and $433,411, respectively, was attributed to the impairment of intangible assets and equipment in 2025. Impairment of intangible assets and properties, plant and equipment assets for the three-months ended September 30, 2024 of $8,667,869 and $324,047, respectively, was attributed to the impairment of intangible assets and equipment in 2024 (see Notes 5 and 6 to the condensed consolidated financial statements).

Current report

In 2025, loss on debt extinguishment of $2,767,887 resulted from the 2025 Kips Bay Note payoff of $1,795,883 and note and warrant amendments for GHF and Alvin Fund Notes of $972,004. In 2024, loss on debt extinguishment of $222,634 resulted from the Company using cash to redeem $500,000 of principal of the 2023 Kips Bay Note including a 10% redemption premium, or $50,000, and a loss on debt extinguishment of $172,634.

Current report

In 2025, we recognized an unrealized gain on the change in the fair value of our SAFE Note of $900,000 related to the Marathon agreement (see Notes 10 and 12 to the condensed consolidated financial statements).

Current report

Nine-Months Ended September 30, 2025 Compared to Nine-Months Ended September 30, 2024

Current report

Impairment of intangible assets and properties, plant and equipment assets for the nine-months ended September 30, 2025 of $9,333 and $433,411, respectively, was attributed to the impairment of intangible assets and equipment in 2025. Impairment of intangible assets and properties, plant and equipment assets for the nine-months ended September 30, 2024 of $8,667,869 and $324,047, respectively, was attributed to the impairment of intangible assets and equipment in 2024 (see Notes 5 and 6 to the condensed consolidated financial statements).

Current report

In 2025, we recognized an unrealized gain on the change in the fair value of our SAFE Note of $900,000 related to the Marathon agreement (see Notes 10 and 12 to the condensed consolidated financial statements).

Current report

Bioleum innovates and commercializes technologies, systems and supply chains that secure, extract, integrate and convert carbon-based materials from under-utilized waste and purpose grown energy crops that would ultimately produce a broad range of extremely low carbon renewable fuels, including cellulosic ethanol, renewable diesel and sustainable aviation fuels.

Current report

We are expanding those partnerships across both our extended metals and fuels systems and supply chains, positioning them for industry leadership, exponential revenue growth and superior throughput profiles, especially for Metals and leading to cash profitability for Comstock Metals in 2026.

Current report

Comstock now owns a $65 million face value convertible preferred stock in Bioleum Corporation, ultimately convertible into 32.5 million common shares, positioning an exceptional value potential for Comstock’s shareholders and preserving Comstock’s ability to accelerate the growth and delivery of that value directly to shareholders.

Current report

The Company’s Corporate remaining objectives for the rest of 2025 include:

Current report

The Company’s 2025 efforts to date have now resulted in two, fully dedicated, high-growth companies: our Nevada-based renewable metals operation with expanding production and our Oklahoma-headquartered Bioleum Corporation, with major research, development and pilot production operations based in Wausau and Madison, Wisconsin.

Current report

The Company's Metals remaining objectives for the rest of 2025 include:

Current report

The Company's Mining remaining objectives for the rest of 2025 include:

Current report

Bioleum's remaining objectives for the rest of 2025 include:

Current report

On August 12, 2025, the Company announced a Confidentially Marketed Public Offering (“CMPO”) with Titan Partners. The Company raised $30 million in gross proceeds ($27.6 million in net proceeds). On August 14, 2025, the Company issued 13,333,334 registered shares of its common stock with a fair value of $30,000,002 pursuant to the equity offering on August 12, 2025. On September 11, 2025, Titan Partners exercised the over-allotment option and on September 15, 2025, the Company issued 2,000,000 registered shares of its common stock and raised an additional $4,500,000 in gross proceeds ($4.2 million in net proceeds) at a price of $2.25 per share.
Removed paragraphs (11)

Previous report

Six-Months Ended June 30, 2025 Compared to Six-Months Ended June 30, 2024

Previous report

Selling, general and administrative expense for the six-months ended June 30, 2025 increased by $1,573,209 to $7,893,555 from $6,320,346 in the comparable 2024 period, primarily as a result of higher rent expense of $792,442, higher consulting expense of $374,994, higher legal fees of $253,311 and higher marketing expense of $208,378.

Previous report

During the first quarter, the Company’s authorized share capacity was properly repositioned for more effectively and substantively capitalizing on these opportunities, while in the meantime, both Bioleum and Green Li-ion have successfully completed their own independent direct fundings using their own equity on terms that are non-dilutive to common stock of the Company. These self-funding activities with keenly strategic capital partners, enabling the Company to solidify its own capital base, unlock the value in each of its businesses and investments, and extend the functionality of its system for tremendous growth potential.

Previous report

On February 24, 2025, the Company increased its authorized capital capacity by implementing a 1:10 reverse stock split, without a corresponding decrease in the existing 245,000,000 authorized shares, effectively increasing the Company's authorized capital resources with sufficient available authorized shares of common stock that positions the right capital sources, liquidity, and profile that we believe has already begun attracting more of the right amounts and types of capital resources needed to grow the Company's value.

Previous report

The Company’s Corporate objectives for the rest of 2025 include:

Previous report

This ultimately results in two high-growth companies: a renewable metals and mining company headquartered in Nevada, and a renewable fuels company headquartered in Oklahoma and with major operations already functioning in Wisconsin.

Previous report

The Company's Metals objectives for the rest of 2025 include:

Previous report

The Company's Mining objectives for the rest of 2025 include:

Previous report

On August 12, 2025, the Company announced a Confidentially Marketed Public Offering (“CMPO”) with Titan Partners. The Company raised $30 million in gross proceeds before underwriting discounts and commissions and other offering expenses. The Company plans on using the net proceeds from this offering to make (i) a final capital contribution to Northern Comstock in an amount of $1,412,500, (ii) a $2,500,000 cash payment to Kips Bay on or before August 19, 2025, (iii) up to $12 million for capital expenditures for the Comstock Metals first industry scale facility, and other related operating and development expenses associated with commercializing that first industry scale facility and the rest for general corporate purposes.
Reworded paragraphs (53)

Previous wording

Comstock innovates and commercializes technologies, systems and supply chains that extract, integrate and convert under-utilized natural and waste resources into clean energy products, including pioneering technologies that produce electrification metals and minerals from end-of-life solar panels, and investments, like Green Li-ion, that produces electrification products from recycled battery waste and Bioleum, that produces renewable fuels from waste, purpose grown energy crops and other forms of woody biomass.

Current wording

Comstock innovates and commercializes technologies, systems and supply chains that extract, integrate and convert under-utilized natural and waste resources into clean energy products, including pioneering technologies that produce electrification metals and minerals from end-of-life solar panels, including aluminum, silver and other critical and rare earth metals.

Previous wording

We plan on delivering extraordinary shareholder value by using systemic management practices, disciplined frontier scientific discovery, and applied engineering to innovate, develop, deploy and monetize clean energy technologies with integrated teams and partners in dedicated lines of business, especially in renewable metals. Our plans to generate revenue and throughput involve both using and licensing our technologies, including by creating financial and other incentives to enable and motivate our customers, licensees, and other stakeholders to use their capital, infrastructure, and resources, often integrated directly with us and our solutions, to accelerate and maximize adoption.

Current wording

Our goal is toAccelerate the Commercialization of Breakthrough Technologies. We plan on delivering extraordinary shareholder value by using systemic management practices, disciplined frontier scientific discovery, and applied engineering to innovate, develop, deploy and monetize clean energy technologies with integrated teams and partners in dedicated lines of business, especially in sustainable, renewable systems with the potential for superior, sustained throughput generation. Our plans to generate these throughputs involve both deploying and licensing our technologies, within a purpose-driven and designed ecosystem, including extended and interdependent partners that leverages their capital, human capacity, infrastructures, and other resources, often integrated directly with us and our solutions, to accelerate and maximize adoption.

Previous wording

We also own and manage investments in related assets that support our businesses, including existing minority equity positions and partnerships in strategic technology developers, two Wisconsin renewable fuels demonstration facilities, and a Nevada solar panel recycling demonstration facility. We also own and manage direct investments in northern Nevada real estate comprised primarily of industrial and commercial land, water rights and about twelve square miles of gold and silver mining claims and surface parcels that we own, lease or have a royalty interest in, some of which contain measured and indicated, and inferred gold and silver resources.

Current wording

We also own and manage investments in related assets that support our businesses, including existing minority equity positions and partnerships in strategic technology developers, two Wisconsin renewable fuels demonstration facilities, an existing Nevada-based solar panel recycling demonstration facility and currently ordered equipment for a Nevada-based industry-scale solar panel recycling facility. We also own, control and/or manage direct investments in northern Nevada real estate comprised primarily of industrial and commercial land, water rights and about twelve square miles of gold and silver mining claims and surface parcels that we own, lease or have a royalty interest in, some of which contain significant amounts of measured and indicated, and inferred gold and silver resources.

Previous wording

Our Metals segment has established a goal ofSetting the global standard for solar panel recycling. We have already operated a permitted, demonstration-scale solar panel recycling facility for over 18 months, while it generated $0.4 million in revenue during 2024, we have seen a nearly six-fold increase in our billable revenues (both recognized and deferred) in the first half of 2025, including service fees for decommissioning services, recycling and processing end-of-life solar panels, and offtake sales of high-value recycled materials, including aluminum, copper, glass, and concentrated precious metals. This facility can deliver environmentally superior, zero-landfilled recycling solutions that support U.S. mineral industries and we believe this technology deployment is globally leading and positioned to operate a world-class, quality, global solar panel recycling operation and the Metals system, as a whole, can establish the pace of global solar panel recycling network deployment.

Current wording

Our Metals Segment has established a goal of setting the global standard for solar panel recycling. For the past 21 months, we have operated a permitted, demonstration-scale solar panel recycling facility that delivers environmentally superior, zero-landfilled recycling solutions to support U.S. mineral industries. During 2024, this facility generated $0.4 million in revenue and, in the first nine months of 2025, billable revenues (both recognized and deferred) increased nearly six-fold due, in part, to service fees for decommissioning services, recycling and processing end-of-life solar panels, and offtake sales of high-value recycled materials, including aluminum, copper, glass, and concentrated precious metals. We believe this technology deployment is globally leading and positioned to operate a world-class, quality, global solar panel recycling operation and the Metals Segment has the potential to establish the pace of metal recycling and ultimately, global solar panel recycling network deployment.

Previous wording

Comstock Metals has initiated additional permitting for its first industry-scale production facility, located on the same campus as the operating demonstration-scale facility, that can scale the operation, up to 100,000 tons per year. This strategically located facility will enable the expeditious transition of proven processes from demonstration to full-scale production. The industry-scale facility is expected to significantly enhance our ability to meet the rapid and continuously growing demand for domestically recovered metals.

Current wording

Comstock Metals has progressed all permitting requirements for its first industry-scale production facility, located on the same campus as the operating demonstration-scale facility, that can scale the operation, over 3 million panels per year representing up to 100,000 tons of processed waste materials per year. This strategically located facility will enable the expeditious transition of proven processes from commercial demonstration to full-scale production. The industry-scale facility is expected to significantly enhance our ability to meet the rapid and continuously growing demand for domestically recovered metals.

Previous wording

Our Metals Segment's 2025 objectives include (1) finalizing the industry-scale engineering, (2) submitting all prerequisite permits, (3) closing on equity and/or debt financing for Comstock Metals to sufficiently fund the construction and commissioning of the Company’s first industry-scale facility, (4) ordering all of the industry-scale equipment for our first industry-scale facility, (5) securing larger and longer terms supply contracts and (6) accelerating site selection for our second and third facilities.

Current wording

Our Metals Segment's 2025 objectives included (1) finalizing the industry-scale engineering, (2) submitting and receiving all prerequisite permits, (3) closing on equity and/or debt financing for Comstock Metals to sufficiently fund the construction and commissioning of the Company’s first industry-scale facility, (4) ordering all of the industry-scale equipment for our first industry-scale facility, (5) securing larger and longer terms supply contracts and (6) accelerating site selection for our second facility. We believe we are on track for completing all of our 2025 objectives.

Previous wording

On December 18, 2024, the Company executed a membership interest purchase agreement with Mackay Precious Metals Inc. (“Mackay”) pursuant to which the Company sold all of its right, title, and interest in its wholly owned subsidiary Comstock Northern Exploration LLC, and the Company's 25% interest in Pelen Limited Liability Company (“Pelen”), for an aggregate purchase price of $2,750,000. The Northern Targets encompass both the Gold Hill and Occidental Lode claim groups in Storey County, Nevada. Pelen owns certain claims adjacent to and/or relevant to these northern claim groups. The Company was paid $1.0 million in cash in 2024 and was due another $1.75 million in either cash or their publicly registered common stock that is due and payable. On June 6, 2025, the parties executed an amendment (the “First Amendment”), to the membership interest purchase agreement. Pursuant to the First Amendment, the membership interest purchase agreement was amended to increase the purchase price to $2,950,000 bringing all final cash amounts due to a total of $1,950,000. As of June 30, 2025, the Company received cash payments of $572,945 and recognized $1,377,055 in accounts receivable on our condensed consolidated balance sheet. As of August 13, 2025, the Company received additional cash payments of $949,995 with the final $500,000 cash payment due on or before August 30, 2025. For the three and six-months ended June 30, 2025, pursuant to the First Amendment, the Company recognized an additional gain on the sale of mineral rights of $200,000 in our condensed consolidated statement of operations.

Current wording

On December 18, 2024, the Company executed a membership interest purchase agreement with Mackay Precious Metals Inc. (“Mackay”) pursuant to which the Company sold all of its right, title, and interest in its wholly owned subsidiary Comstock Northern Exploration LLC, and the Company's 25% interest in Pelen Limited Liability Company (“Pelen”), for an aggregate purchase price of $2,750,000. The Northern Targets encompass both the Gold Hill and Occidental Lode claim groups in Storey County, Nevada. Pelen owns certain claims adjacent to and/or relevant to these northern claim groups. The Company was paid $1.0 million in cash in 2024. On June 6, 2025, the parties executed an amendment (the “First Amendment”), to the membership interest purchase agreement. Pursuant to the First Amendment, the membership interest purchase agreement was amended to increase the purchase price to $2,950,000 bringing all final cash amounts due to a total of $1,950,000. As of September 30, 2025, the Company received all remaining cash payments of $1,950,000. For the nine-months ended September 30, 2025, pursuant to the First Amendment, the Company recognized an additional gain on the sale of mineral rights of $200,000 in our condensed consolidated statement of operations.

Previous wording

On June 30, 2023, the Company has previously entered a Mineral Exploration and Mining Lease Agreement (“Mackay Mining Lease”) with Mackay. Since entering the Mackay Mining Lease, the Company has received cash of $3.76 million in initial and ongoing lease payments, including the final pro-rata lease payment associated with these properties. The Mackay Mining Lease terminated on December 18, 2024.

Current wording

On June 30, 2023, the Company has previously entered a Mineral Exploration and Mining Lease Agreement (“Mackay Mining Lease”) with Mackay. The Mackay Mining Lease terminated on December 18, 2024.

Previous wording

Our Mining Segment's 2025 objectives include (1) monetizing over$2.0 million from the sale of the northern mining claims, (2) advancing the preliminary economic assessment for the Dayton Consolidated Project and (3) the development of preliminary Dayton mine and reclamation plans, progressing toward full economic feasibility for Dayton.

Current wording

Our Mining Segment's 2025 objectives include (1) monetizing over$2.0 million from the sale of the northern mining claims, (2) advancing the preliminary economic assessment for the Dayton Consolidated Project and (3) the development of preliminary Dayton mine and reclamation plans, progressing toward full economic feasibility for Dayton. We are on track for completing our first two objectives. Precious metal prices for 2025 have been exceptionally strong, presenting additional economic opportunities for our monetizing our mining assets. The Company is reevaluating these alternatives during the fourth quarter of 2025.

Previous wording

We hold an investment in Bioleum, through our Preferred Series 1 equity position (see Note 2 to the condensed consolidated financial statements). Bioleum delivers advanced lignocellulosic biomass refining solutions that are setting new industry standards for the production of cellulosic ethanol, gasoline, renewable diesel, sustainable aviation fuel (“SAF”), and other renewable Bioleum™ fuels, with extremely low carbon intensity scores of 15 and market-leading yields of up to 140 gallons per dry metric ton of feedstock (on a gasoline gallon equivalent basis, or “GGE”), depending on feedstock, site conditions, and other process parameters. Bioleum additionally holds the exclusive rights to intellectual properties developed by Hexas, subject to certain preexisting agreements, for production of purpose grown energy crops in liquid fuels applications with proven yields exceeding 25 to 30 dry metric tons per acre per year. The combination of Bioleum's high yielding refining platform and Hexas’ high yielding energy crops enables the production of enough feedstock to produce upwards of 100 barrels (at 42 gallons per barrel) of fuel per acre per year, with regenerative practices that can effectively transform marginal agricultural lands into perpetual “drop-in sedimentary oilfields” with the potential to dramatically boost regional energy security and rural economies. Bioleum plans to contribute to domestic energy dominance by directly building, owning, and operating a network of Bioleum refineries in the U.S. to produce about 200 million barrels of renewable fuel per year by 2035, starting with its planned first 400,000 barrel per year commercial demonstration facility in Oklahoma. Bioleum also licenses its advanced feedstock and refining solutions to third parties for additional production in global markets, including several recently announced projects. Bioleum does not currently generate revenue but is anticipated to do so from recently announced agreements for licensing and related engineering services in Australia, Vietnam, and Pakistan.

Current wording

We hold an investment in Bioleum, through our Preferred Series 1 equity position (see Note 2 to the condensed consolidated financial statements). Bioleum delivers advanced lignocellulosic biomass refining solutions that are setting new industry standards for the production of cellulosic ethanol, gasoline, renewable diesel, sustainable aviation fuel (“SAF”), and other renewable Bioleum™ fuels, with extremely low carbon intensity scores of 15 and market-leading yields of up to 125 gallons per dry metric ton of feedstock (on a gasoline gallon equivalent basis, or “GGE”), depending on feedstock, site conditions, and other process parameters. Bioleum has also negotiated the exclusive rights to intellectual properties developed by Hexas, subject to certain preexisting agreements, for production of purpose grown energy crops in liquid fuels applications with proven yields exceeding 25 to 30 dry metric tons per acre per year. The combination of Bioleum's high yielding refining platform and Hexas’ high yielding energy crops enables the production of enough feedstock to produce upwards of 100 barrels (at 42 gallons per barrel) of fuel per acre per year, with regenerative practices that can effectively transform marginal agricultural lands into perpetual “drop-in sedimentary oilfields” with the potential to dramatically boost regional energy security and rural economies. Bioleum plans to contribute to domestic energy dominance by directly building, owning, and operating a network of Bioleum refineries in the U.S. to produce up to 200 million barrels of renewable fuel per year by 2035, starting with its planned first 400,000 barrel per year commercial demonstration facility in Oklahoma. Bioleum will also license its advanced feedstock and refining solutions to third parties for additional production in global markets. Bioleum does not currently generate revenue.

Previous wording

Bioleum operates two complementary and interdependent pilot facilities, including a feedstock conversion and biointermediate production pilot in Wausau, Wisconsin (“Wausau Facility”), and a biointermediate conversion and renewable fuel production pilot in Madison, Wisconsin (“Madison Facility”). Bioleum continues innovating its existing commercial process for the purpose of increasing its market-leading yields, further decreasing carbon intensities, and driving costs down in pursuit of fossil parity. Bioleum’s innovations group has also partnered with National Renewable Energy Laboratory (“NREL”), the Massachusetts Institute of Technology (“MIT”), RenFuel K2B AB (“RenFuel”), Emerging Fuels Technologies Inc. (“EFT”), and others with sponsored research, licensing, and other agreements. Bioleum also partners with Hexas and other strategic operating partners for the same objectives.

Current wording

Bioleum operates two complementary and interdependent pilot facilities, including a feedstock conversion and biointermediate production pilot in Wausau, Wisconsin (“Wausau Facility”), and a biointermediate conversion and renewable fuel production development pilot in Madison, Wisconsin (“Madison Facility”). Bioleum continues innovating its existing commercial process for the purpose of advancing its technological readiness, stabilizing and increasing its market-leading yields, further decreasing carbon intensities, and driving costs down in the longer-term pursuit of fossil parity. In addition to Hexas, Bioleum’s innovations group has also partnered with National Renewable Energy Laboratory (“NREL”), the Massachusetts Institute of Technology (“MIT”), RenFuel K2B AB (“RenFuel”), Emerging Fuels Technologies Inc. (“EFT”), and others with sponsored research, licensing, and other agreements.

Previous wording

Investment in SSOF– For the six-months ended June 30, 2025, the Company invested an additional $650,000 in SSOF for 361,111 additional common shares at $1.80 per share. At June 30, 2025 and December 31, 2024, the Company owns 11,236,111 and 10,875,000, respectively, of SSOF shares and our ownership is at 17.40% and 17.27%, respectively. At June 30, 2025 and December 31, 2024, no adjustments were made to our investments carrying value as a result of the SSOF equity issuances since the price per share sold was consistent with the Company’s carrying value for this investment. At June 30, 2025, the Company’s maximum exposure to loss as a result of its involvement with SSOF is limited to its investment of $20,225,000.

Current wording

Investment in SSOF– For the nine-months ended September 30, 2025, the Company invested an additional $650,000 in SSOF for 361,111 additional common shares at $1.80 per share. At September 30, 2025 and December 31, 2024, the Company owns 11,236,111 and 10,875,000, respectively, of SSOF shares and our ownership is at 16.99% and 17.27%, respectively. At September 30, 2025 and December 31, 2024, no adjustments were made to our investments carrying value as a result of the SSOF equity issuances since the price per share sold was consistent with the Company’s carrying value for this investment. At September 30, 2025, the Company’s maximum exposure to loss as a result of its involvement with SSOF is limited to its investment of $20,225,000 and advances of $2,500,000.

Previous wording

SSOF is a qualified opportunity zone fund, that owns 100% of SSE, a qualified opportunity zone business. SSE and its subsidiaries own or controls approximately 2,500 acres of land, a manufacturing facility, significant senior, junior and effluent water rights, sewer rights and also owns and operates the Silver Springs Regional Airport LLC. The substantial majority of these properties are contiguous and strategically located within immediate proximity of Highway 50, State Route 492, the Northern Nevada Industrial Center and the Tahoe Reno Industrial Center where high tech companies like Tesla, Switch, Google, Microsoft, Tract and Redwood Materials, and over one hundred other companies are currently located, expanding or locating in this industrializing region.

Current wording

SSOF is a qualified opportunity zone fund, that owns 100% of SSE, a qualified opportunity zone business. SSE and its subsidiaries own or controls approximately 2,500 acres of land, a manufacturing facility, significant senior, junior and effluent water rights, sewer rights and also owns and operates the Silver Springs Regional Airport LLC. The substantial majority of these properties are contiguous and strategically located within immediate proximity of Highway 50, State Route 439, the Northern Nevada Industrial Center and the Tahoe Reno Industrial Center where high-tech companies like Tesla, Switch, Google, Microsoft, Tract and Redwood Materials, and over one hundred other companies are currently located, expanding or locating in this industrializing region.

Previous wording

Investment in Hexas–On January 14, 2025, we executed an agreement with Hexas, under which Hexas agreed to grant the Company an exclusive worldwide license to Hexas’ intellectual properties in liquid fuels applications, subject to certain pre-existing agreements and relationships, and to provide certain development services in connection with Bioleum's site development and innovation activities. Through June 30, 2025, the Company invested $765,334 in Hexas in the form of simple agreements for future equity (“Hexas SAFE Investment”).

Current wording

Investment in Hexas–On January 14, 2025, the Company executed an agreement with Hexas, under which Hexas agreed to grant the Company an exclusive worldwide license to Hexas’ intellectual properties in liquid fuels applications, subject to certain pre-existing agreements and relationships, and to provide certain development services in connection with Bioleum's site development and innovation activities. Through September 30, 2025, the Company invested $960,000 in Hexas in the form of simple agreements for future equity (“Hexas SAFE Investment”).

Previous wording

On March 1, 2024, the Company entered into Securities Purchase Agreement (the “Developer Securities Purchase Agreement”) with an unaffiliated research and development company (“Developer”) and recognized an initial investment of $1,290,614. Concurrently and in connection with the entity into the Developer Securities Purchase Agreement, the Company and Developer entered into Development Services Agreement (“DSA”) for purposes of conducting certain research and development work. At June 30, 2025, the future remaining payments, net implied interest, totaled $1,193,140. During the six-months ended June 30, 2025 and 2024, the Company paid $0 and $180,000, respectively, to the Developer in accordance with the funding commitments under the Developer Securities Purchase Agreement.

Current wording

On March 1, 2024, the Company entered into Securities Purchase Agreement (the “Developer Securities Purchase Agreement”) with an unaffiliated research and development company (“Developer”) and recognized an initial investment of $1,290,614. Concurrently and in connection with the entity into the Developer Securities Purchase Agreement, the Company and Developer entered into Development Services Agreement (“DSA”) for purposes of conducting certain research and development work. At September 30, 2025, the future remaining payments, net implied interest, totaled $1,223,655. During the nine-months ended September 30, 2025 and 2024, the Company paid $0 and $240,000, respectively, to the Developer in accordance with the funding commitments under the Developer Securities Purchase Agreement.

Previous wording

Revenues for the three-months ended June 30, 2025 decreased by $95,278 to $339,546 from $434,824 for the comparable 2024 period, primarily attributed to the following:

Current wording

Revenues for the three-months ended September 30, 2025 decreased by $502,304 to $54,079 from $556,383 for the comparable 2024 period, primarily attributed to the following:

Previous wording

Cost of goods sold for the six-months ended June 30, 2025 increased $1,700,797 primarily due to the commencement of our first commercial demonstration facility operating at far less than full capacity due to the installation of additional air quality control system, all for metal recycling operations.

Current wording

Cost of goods sold for the three-months ended September 30, 2025 increased $324,397 primarily due to the commencement and ramp up of our first commercial demonstration facility operating for all of our metal recycling operations.

Previous wording

Research and development expenses for the three-months ended June 30, 2025 decreased by $427,822 to $2,120,645 from $2,548,467 in the comparable 2024 period, primarily related to lower rent expense of $1,305,199 attributed to the AST research and development rent of $1,208,180 paid in April 2024 (see Note 8 to the condensed consolidated financial statements); partially offset by higher research and development costs for renewable fuel associated projects, substantially all with external laboratories of $561,813 and higher employee-related costs of $252,382.

Current wording

Research and development expenses for the three-months ended September 30, 2025 increased by $789,471 to $2,229,838 from $1,440,367 in the comparable 2024 period, primarily related to higher research and development costs for renewable fuel associated projects, substantially all with external laboratories, of $663,745 primarily for NREL and higher employee-related costs of $176,533.

Previous wording

Depreciation and amortization for the three-months ended June 30, 2025 decreased by $20,025 to $636,692 from $656,717 in the comparable 2024 period, primarily related to higher amortization of intangible assets in the three-month period ended June 30, 2024 that were impaired later in 2024.

Current wording

Depreciation and amortization for the three-months ended September 30, 2025 increased by $599,790 to $1,162,246 from $562,456 in the comparable 2024 period, primarily related to higher amortization of intangible assets attributed to intangible asset additions in 2025 (see Note 6 to the condensed consolidated financial statements).

Previous wording

Interest expense for the three-months ended June 30, 2025 decreased by $8,378 to $774,062 from $782,440 in the comparable 2024 period, primarily due to lower interest and lower amortization of the original issue discount (“OID”) on the 2025 Kips Bay Note in 2025 compared to the 2023 Kips Bay Notes in 2024.

Current wording

Interest expense for the three-months ended September 30, 2025 decreased by $360,920 to $336,076 from $696,996 in the comparable 2024 period, primarily due to lower interest and lower amortization of the original issue discount (“OID”) on the 2025 Kips Bay Note in 2025 compared to the 2023 Kips Bay Note, 2024 Kips Bay Note and the Leviston Note in 2024.

Previous wording

Interest income for the three-months ended June 30, 2025 increased by $89,619 to $154,700 from $65,081 in the comparable 2024 period, primarily due to higher accrued interest income related to the RenFuel note receivable.

Current wording

Interest income for the three-months ended September 30, 2025 increased by $231,847 to $312,862 from $81,015 in the comparable 2024 period, primarily due to higher accrued interest income related to the RenFuel note receivable.

Previous wording

Change in the fair value of our derivative instruments for the three-months ended June 30, 2025 increased by $2,945,672 to a gain of $2,868,176 from a loss of $77,496 in the comparable 2024 period, resulting from an increase in the Company's share price in connection with potential make whole obligations for minimum value commitments on the Company’s common stock and the change in fair value of conversion option derivatives.

Current wording

Change in the fair value of our derivative instruments for the three-months ended September 30, 2025 decreased by $2,593,752 to a loss of $1,243,382 from a gain of $1,350,370 in the comparable 2024 period, resulting from a decrease in the Company's share price in connection with potential make whole obligations for minimum value commitments on the Company’s common stock and the change in fair value of conversion option derivatives.

Previous wording

Loss of $3,330,831 on the conversion of debt to equity for the six-months ended June 30, 2025 is attributed to the 2025 Kips Bay Note debt conversions. Loss of $1,472,067 on the conversion of debt to equity for the six months ended June 30, 2024 is attributed to the 2023 Kips Bay Note debt conversions.

Current wording

In 2025, we recognized a gain on the conversion of debt to equity for the three-months ended September 30, 2025 of $242,664 attributed to the 2025 Kips Bay Note. In 2024, we recognized a loss on the conversion of debt to equity for the three-months ended September 30, 2024 of $2,218,694 attributed to the 2023 Kips Bay Note and the Leviston Note debt conversions.

Previous wording

Other income (expense), net for the three-months ended June 30, 2025 were $274,924, primarily consisting of an unrealized loss on fair value change on the AST receivables of $266,483.

Current wording

Other income (expense), net for the three-months ended September 30, 2025 were $218,640, primarily consisting of an unrealized gain on fair value change on the AST and Haywood non-trade receivables of $200,238.

Previous wording

Other income (expense), net for the six-months ended June 30, 2024 were $1,069,014, primarily consisting of losses from our equity method investments of $1,225,185 primarily from GenMat losses of $1,173,139, which was sold in the fourth quarter of 2024; partially offset by other income recognized on SSOF deposits of $400,000.

Current wording

Other income (expense), net for the three-months ended September 30, 2024 were $327,085, primarily consisting of unrealized gain on fair value change of GenMat advances of $776,656, partially offset by losses from our equity method investments of $449,883 substantially all of which were from GenMat.

Previous wording

Below we set forth a summary of comparative financial information for the six-months ended June 30, 2025 and 2024:

Current wording

Below we set forth a summary of comparative financial information for the nine-months ended September 30, 2025 and 2024:

Previous wording

Revenues for the six-months ended June 30, 2025 increased by $264,586 to $1,125,361 from $860,775 for the comparable 2024 period, primarily attributed to the following:

Current wording

Revenues for the nine-months ended September 30, 2025 decreased by $237,718 to $1,179,440 from $1,417,158 for the comparable 2024 period, primarily attributed to the following:

Previous wording

Cost of goods sold for the three-months ended June 30, 2025 increased $814,001 primarily due to the commencement of our first commercial demonstration facility operating at far less than full capacity due to the installation of additional air quality control system, all for metal recycling operations.

Current wording

Cost of goods sold for the nine-months ended September 30, 2025 increased $2,025,194 primarily due to the commencement of our first commercial demonstration facility operating at far less than full capacity due to the installation of additional air quality control system, all for metal recycling operations.

Previous wording

Selling, general and administrative expense for the three-months ended June 30, 2025 increased by $1,842,268 to $4,635,090 from $2,792,822 in the comparable 2024 period, primarily as a result of higher employee-related costs of $912,247, primarily due to an adjustment to lower the 2023 accrued incentive compensation of $507,169 in 2024 and a higher number of employees in 2025 as compared to the 2024 period, higher rent expense of $442,127, higher consulting expense of $209,726, higher legal expense of $141,455 and higher marketing expense of $81,063.

Current wording

Selling, general and administrative expense for the nine-months ended September 30, 2025 increased by $4,506,847 to $14,003,566 from $9,496,719 in the comparable 2024 period, primarily as a result of higher rent expense of $1,145,369, higher employee-related costs of $1,047,663 primarily due to a higher number of employees in 2025 as compared to the 2024 period, higher mining costs of $841,262 attributed to the accelerated payment for the NCJV obligation, higher legal fees of $406,709, higher marketing expense of $351,085, higher travel expense of $326,009, and higher consulting expense of $226,160.

Previous wording

Research and development expenses for the six-months ended June 30, 2025 increased by $1,984,083 to $5,424,563 from $3,440,480 in the comparable 2024 period, primarily related to higher research and development costs for renewable fuel associated projects, substantially all with external laboratories of $1,144,384, higher employee-related costs of $469,583, higher consulting expense of $177,635 and higher rent expense of $151,438 attributed to the AST research and development rent of $1,487,476 paid in March 2025 as compared to $1,208,180 paid in April 2024 (see Note 8 to the condensed consolidated financial statements).

Current wording

Research and development expenses for the nine-months ended September 30, 2025 increased by $2,773,554 to $7,654,401 from $4,880,847 in the comparable 2024 period, primarily related to higher research and development costs for renewable fuel associated projects, substantially all with external laboratories of $1,808,129 primarily for NREL, higher employee-related costs of $646,116, higher consulting expense of $208,502 and higher rent expense of $121,242 attributed to the AST research and development rent of $1,487,476 paid in March 2025 as compared to $1,208,180 paid in April 2024 (see Note 8 to the condensed consolidated financial statements).

Previous wording

Depreciation and amortization for the six-months ended June 30, 2025 decreased by $300,619 to $1,012,076 from $1,312,695 in the comparable 2024 period, primarily related to higher amortization of intangible assets in the six-month period ended June 30, 2024 that were impaired later in 2024.

Current wording

Depreciation and amortization for the nine-months ended September 30, 2025 increased by $299,171 to $2,174,322 from $1,875,151 in the comparable 2024 period, primarily related to higher amortization of intangible assets attributed to intangible asset additions in 2025 (see Note 6 to the condensed consolidated financial statements).

Previous wording

Interest expense for the six-months ended June 30, 2025 decreased by $167,896 to $1,433,206 from $1,601,102 in the comparable 2024 period, primarily due to lower interest and lower amortization of the OID on the 2025 Kips Bay Note in 2025 compared to the 2023 Kips Bay Notes in 2024.

Current wording

Interest expense for the nine-months ended September 30, 2025 decreased by $528,816 to $1,769,282 from $2,298,098 in the comparable 2024 period, primarily due to lower interest and lower amortization of the OID on the 2025 Kips Bay Note in 2025 compared to the 2023 Kips Bay Note, 2024 Kips Bay Note and the Leviston Note in 2024.

Previous wording

Interest income for the six-months ended June 30, 2025 increased by $111,236 to $250,809 from $139,573 in the comparable 2024 period, primarily due to higher accrued interest income related to the RenFuel note receivable.

Current wording

Interest income for the nine-months ended September 30, 2025 increased by $343,084 to $563,671 from $220,587 in the comparable 2024 period, primarily due to higher accrued interest income related to the RenFuel note receivable.

Previous wording

Change in the fair value of our derivative instruments for the six-months ended June 30, 2025 increased by $2,510,987 to a gain of $1,677,373 from a loss of $833,614 in the comparable 2024 period, resulting from an increase in the Company's share price in connection with potential make whole obligations for minimum value commitments on the Company’s common stock and the change in fair value of conversion option derivatives.

Current wording

Change in the fair value of our derivative instruments for the nine-months ended September 30, 2025 decreased by $82,765 to a gain of $433,991 from a gain of $516,756 in the comparable 2024 period, resulting from an decrease in the Company's share price in connection with potential make whole obligations for minimum value commitments on the Company’s common stock and the change in fair value of conversion option derivatives.

Previous wording

Loss of $2,133,951 on the conversion of debt to equity for the three-months ended June 30, 2025 is attributed to the 2025 Kips Bay Note debt conversions. Loss of $1,278,544 on the conversion of debt to equity for the three months ended June 30, 2024 is attributed to the 2023 Kips Bay Note debt conversions.

Current wording

Loss of $3,088,167 on the conversion of debt to equity for the nine-months ended September 30, 2025 is attributed to the 2025 Kips Bay Note debt conversions. Loss of $3,690,760 on the conversion of debt to equity for the nine months ended September 30, 2024 is attributed to the 2023 Kips Bay Note and the Leviston Note debt conversions.

Previous wording

Loss on debt extinguishment of $521,622 resulted from the debt modifications in 2024 for the Amended GHF 2021 Note and Amended Alvin Fund 2023 Note. No amendments were made to the GHF 2021 Note or Alvin Fund Notes in the first half of 2025.

Current wording

In 2025, loss on debt extinguishment of $2,767,887 resulted from the 2025 Kips Bay Note payoff and note and warrant amendments for GHF and Alvin Fund of $1,795,883 and $972,004, respectively. In 2024, loss on debt extinguishment of $744,256 is attributed to the debt modifications for the Amended GHF 2021 Note and Amended Alvin Fund 2023 Note and from the Company using cash to redeem $500,000 of principal on the 2023 Kips Bay Note at a 10% redemption premium totaling $50,000 and loss on debt extinguishment of $172,634.

Previous wording

Other income (expense), net for the six-months ended June 30, 2025 were $224,389, primarily consisting of an unrealized loss on fair value change on the AST receivables of $266,483.

Current wording

Other income (expense), net for the nine-months ended September 30, 2025 were $5,749, primarily consisting of an unrealized loss on fair value change on the AST and Haywood non-trade receivables of $66,245.

Previous wording

Other income (expense), net for the three-months ended June 30, 2024 were $494,069, primarily consisting of losses from our equity method investments of $649,281 primarily from GenMat losses of $606,935, which was sold in the fourth quarter of 2024; partially offset by other income recognized on SSOF deposits of $400,000.

Current wording

Other income (expense), net for the nine-months ended September 30, 2024 were $741,929, primarily consisting of income recognized on SSOF deposits of $400,000 and unrealized gain on fair value change of GenMat advances of $493,892, partially offset by losses from our equity method investments of $1,675,069 substantially all of which were from GenMat.

Previous wording

Our goal is to*Accelerate the Commercialization of Breakthrough Technologies.*Comstock innovates and commercializes technologies, systems and supply chains that extract, integrate and convert under-utilized waste and natural resources into clean energy products, including pioneering technologies that produce electrification metals from end-of-life electronics, and investments, like Green Li-Ion, that produces electrification products from recycled electrification waste and Bioleum, that produces renewable fuels from waste, purpose grown energy crops and other forms of woody biomass.

Current wording

Comstock innovates and commercializes technologies, systems and supply chains that extract, integrate and convert under-utilized natural and waste resources into clean energy products, including pioneering technologies that produce electrification metals and minerals from end-of-life solar panels, including aluminum, silver and other critical metals.

Previous wording

The growth opportunities for both Comstock Metals and Bioleum have developed well beyond our original plans, and we have attracted some of the most sophisticated partners for investment, feedstock, technology, operations, and offtake, with many now evaluating or having already direct investments and that are exploring deeper integrations and strategic transactions.

Current wording

The growth opportunities for both Comstock Metals and Bioleum developed beyond our original plans, and we have now realigned both the organizations and their respective capital bases with some of the most sophisticated partners for investment, feedstocks, technologies, operations, and offtakes, including significant investments.

Showing the first 40 of 53 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

Our goal is toAccelerate the Commercialization of Breakthrough Technologies.

Current report — wording carried from elsewhere

Additional site selection activities are ongoing for the next two industry-scale facilities and multiple associated storage sites. The Company plans to ultimately build up to 7 industry-scale U.S. based recycling facilities.
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

In 2025, we recognized a gain on the sale of mineral rights of $200,000 related to the Mackay First Amendment (see Note 5 to the condensed consolidated financial statements).

Previous report — wording carried elsewhere

Loss on debt extinguishment of $521,622 resulted from the debt modifications in 2024 for the Amended GHF 2021 Note and Amended Alvin Fund 2023 Note. No amendments were made to the GHF 2021 Note or Alvin Fund Notes in the first half of 2025.

Previous report — wording carried elsewhere

On January 10, 2025, the Company entered into a securities purchase agreement (“2025 Kips Bay Agreement”) for an unsecured convertible promissory note (the “2025 Kips Bay Note”) with Kips Bay Select, L.P. (“Kips Bay”) with a principal amount of $10,638,298, of which $5,000,000 was funded in cash on January 13, 2025 and the remaining $5,000,000 funded on March 11, 2025 with an original issue discount of $638,298. The full principal is due on April 10, 2026. Interest is payable monthly at a rate of 6% per annum. As of August 12, 2025, the remaining principal balance on the 2025 Kips Bay Note was $2,200,000.