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PERMA FIX ENVIRONMENTAL SERVICES INC

For the period ended Dec 31, 2023. Filed Mar 13, 2024.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2023 · Filed Mar 13, 2024

PESI$14.05+9.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

For the fiscal year ended December 31,2023

or

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File No.1-11596

(Exact name of registrant as specified in its charter)

Delaware58-1954497
State or other jurisdiction of incorporation or organization(IRS Employer Identification Number)
8302 Dunwoody Place, #250, Atlanta, GA30350
(Address of principal executive offices)(Zip Code)

(770) 587-9898

(Registrant’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, $.001 Par ValuePESINasdaq Capital Market

Indicateby check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

☐Yes ☒No

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

☐Yes ☒No

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files).

☒Yes ☐ No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer ☐ Accelerated Filer ☐Non-accelerated Filer ☒ Smaller reporting company☒ Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial standards provided pursuant to Section 13(a) of the Exchange Act ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). . ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes☒ No

The aggregate market value of the Registrant’s voting and non-voting common equity held by nonaffiliates of the Registrant computed by reference to the closing sale price of such stock as reported by NASDAQ as of the last business day of the most recently completed second fiscal quarter (June 30, 2023), was approximately $136,122,310). For the purposes of this calculation, all directors and executive officers of the Registrant (as indicated in Item 12) have been deemed to be affiliates. Such determination should not be deemed an admission that such directors and executive officers, are, in fact, affiliates of the Registrant. The Company’s Common Stock is listed on the Nasdaq Capital Market.

As of February 12, 2024, there were 13,671,022 shares of the registrant’s Common Stock, $.001 par value, outstanding.

Documents incorporated by reference: None

INDEX

Page No.
PART I
Item 1.Business1
Item 1A.Risk Factors7
Item 1B.Unresolved Staff Comments16
Item 1C.Cybersecurity17
Item 2.Properties18
Item 3.Legal Proceedings18
Item 4.Mine Safety Disclosure18
PART II
Item 5.Market for Registrant’s Common Equity and Related Stockholder Matters18
Item 6.Reserved19
Item 7.Management’s Discussion and Analysis of Financial Condition And Results of Operations19
Item 7A.Quantitative and Qualitative Disclosures About Market Risk30
Special Note Regarding Forward-Looking Statements30
Item 8.Financial Statements and Supplementary Data32
Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure68
Item 9A.Controls and Procedures68
Item 9B.Other Information69
Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections69
PART III
Item 10.Directors, Executive Officers and Corporate Governance69
Item 11.Executive Compensation81
Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters101
Item 13.Certain Relationships and Related Transactions, and Director Independence103
Item 14.Principal Accountant Fees and Services105
PART IV
Item 15.Exhibits and Financial Statement Schedules106
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.