ACORN ENERGY, INC.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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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
ACFN$14.63+0.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001493152-26-036270
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001493152-26-050064
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 52 previous paragraphs and 63 current paragraphs.
26 unchanged; 20 reworded; 16 added; 6 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 11 previous and 11 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 (16)
Current report
On September 9, 2026, OmniMetrix acquired substantially all of the assets of Generator Solutions, Inc., a provider of remote monitoring systems for standby generators under the “Gen-Tracker” brand name, for total contractual consideration of $3.5 million, consisting of $1.0 million in cash paid at closing on September 9, 2026 (the “Acquisition Date”) and deferred cash payments of $450,000 per year on each of the first four anniversaries of the Acquisition Date and $700,000 on the fifth anniversary of the Acquisition Date. Gen-Tracker monitors generator readiness through the automatic transfer switch rather than the generator’s engine controller, which allows it to monitor generators of virtually any make, model or age, including older units that predate modern controllers. The acquisition expands our PG customer base and dealer network, and the four full-time Generator Solutions employees have joined OmniMetrix. Based on its unaudited historical records, Generator Solutions invoices approximately $1.1 million in annual recurring monitoring sales and approximately $400,000 in annual hardware sales. See Note 14 to the unaudited condensed consolidated financial statements included in this quarterly report.
Current report
On August 17, 2026, Acorn entered into a letter agreement with the former Chief Executive Officer of OmniMetrix under which he exchanged the 100 shares of Series A preferred stock of OMX Holdings, Inc. held by him, together with all of his other rights in the equity of OMX Holdings, Inc., including accrued and unpaid dividends of approximately $28,500, for 25,096 shares of Acorn common stock. No cash was exchanged. OMX holds 100% of the equity interests of OmniMetrix, and, as a result of this transaction, OmniMetrix is now wholly owned by Acorn and the Company no longer has a non-controlling interest. See Note 9 to the unaudited condensed consolidated financial statements included in this quarterly report.
Current report
OVERVIEW AND TREND INFORMATION
Current report
Purchase Price Allocation
Current report
We accounted for the Gen-Tracker Acquisition as a business combination under ASC 805, which requires us to allocate the purchase consideration to the assets acquired and liabilities assumed based on their estimated fair values at the Acquisition Date, with any excess recorded as goodwill. With the assistance of an independent valuation firm, we estimated the fair values of the acquired intangible assets using income-based approaches. Customer relationships ($1,730,000) were valued based on the present value of the projected cash flows attributable to the acquired customer base, after charges for the contributory assets used to generate those cash flows. The trade name ($67,000) was valued using the relief-from-royalty method, and the non-compete agreement ($50,000) was valued based on the estimated cash flows that would be lost if the sellers were to compete, weighted by the probability that they would compete and succeed in doing so. The deferred purchase consideration was recorded at its present value of $2,059,000, using a discount rate of 6.38% that reflects our estimated borrowing rate.
Current report
The most significant assumptions used in these valuations include projected revenue and operating margins of the acquired business, an annual customer attrition rate of 2%, a royalty rate of 1.0% for the trade name, the estimated probabilities of competition by the sellers, a discount rate of 12.6% applied to the intangible assets, and the estimated useful lives of the acquired intangible assets. These assumptions are inherently uncertain. Different assumptions, particularly about customer attrition, projected cash flows or the discount rate, could have materially changed the amounts allocated to identifiable intangible assets and goodwill ($1,443,000), as well as future amortization expense.
Current report
The purchase price allocation is preliminary because the independent valuation of the acquired intangible assets had not been finalized as of the date of this report. During the measurement period, which will not exceed one year from the Acquisition Date, we may adjust the provisional amounts if we obtain new information about facts and circumstances that existed at the Acquisition Date. Any such adjustments would change the amounts recorded for intangible assets and goodwill and could affect future amortization expense. See Note 14 to the condensed consolidated financial statements.
Current report
Revenue for the nine- and three-month periods ended September 30, 2026 and 2025
Current report
Revenue decreased by $1,794,000, or 19.7%, from $9,101,000 in the nine-month period ended September 30, 2025 to $7,307,000 in the nine-month period ended September 30, 2026. Hardware revenue decreased by $2,037,000, or 41.1%, from $4,952,000 in the nine-month period ended September 30, 2025 to $2,915,000 in the nine-month period ended September 30, 2026. The decrease was primarily due to a $1,779,000 decrease in sales under the Material Contract and a $632,000 decrease in amortization of deferred hardware revenue, from $800,000 to $168,000, as the remaining balance of hardware revenue deferred on legacy product versions was fully recognized during the period. These decreases were partially offset by increases of $199,000 in other hardware sales, $139,000 in accessories, services, shipping and miscellaneous charges, and $36,000 in sales of custom designed units and related accessories. Monitoring revenue increased by $243,000, or 5.9%, from $4,149,000 in the nine-month period ended September 30, 2025 to $4,392,000 in the nine-month period ended September 30, 2026. The increase in monitoring revenue was due to an increase in the number of connections being monitored and growth in our customer base, including the customers acquired in the Gen-Tracker Acquisition. Revenue for the nine- and three-month periods ended September 30, 2026 includes $78,000 attributable to the Gen-Tracker operations from the September 10, 2026 acquisition date, consisting of $68,000 of monitoring revenue and $10,000 of hardware revenue, with related gross profit of $62,000.
Current report
Revenue increased by $113,000, or 4.6%, from $2,478,000 in the three-month period ended September 30, 2025 to $2,591,000 in the three-month period ended September 30, 2026. As compared to the three-month period ended September 30, 2025, hardware revenue increased $123,000, or 13.4%, while monitoring revenue decreased $10,000, or 0.6%. These amounts include $10,000 of hardware revenue and $68,000 of monitoring revenue from the acquired Gen-Tracker operations. Excluding the acquired operations and the impact of the policy we implemented in 2025 of recognizing the deferred monitoring revenue of units sold more than 24 months earlier that had not been installed, monitoring revenue increased $70,000, or 5.1%, from $1,382,000 in the three-month period ended September 30, 2025 to $1,452,000 in the three-month period ended September 30, 2026, primarily due to an increase in the number of connections being monitored. Under our policy, deferred monitoring revenue for units sold more than 24 months earlier that have not yet been installed is recognized into revenue at that point. Revenue recognized for these units was $30,000 in the three- and nine-month periods ended September 30, 2026, compared to $178,000 in the three- and nine-month periods ended September 30, 2025. Hardware revenue increased $323,000, or 45.9%, from $703,000 in the three-month period ended September 30, 2025 to $1,026,000 in the three-month period ended September 30, 2026, excluding the acquired operations and amortization of deferred hardware revenue of $5,000 and $215,000 in the three-month periods ended September 30, 2026 and 2025, respectively. The increase was due to an increase of $129,000 in general hardware sales, $98,000 in accessories, services, shipping and miscellaneous charges, $79,000 from sales under the Material Contract, and $17,000 from custom designed units and related accessories. The decrease in amortization of deferred hardware revenue reflects the September 1, 2023 launch of updated product versions whose hardware functions independently of our monitoring services and is therefore recognized as revenue upon shipment. Revenue from the prior product versions, which could not function independently of our monitoring services, was deferred and recognized over the estimated three-year life of the units. The remaining balance of deferred hardware revenue was fully recognized as of September 30, 2026. Despite the return to year-over-year growth in the third quarter, revenue for the nine-month period was below the prior-year period, primarily due to $2,214,000 in sales under the Material Contract and the impact of the decreasing amortization of deferred hardware revenue in the current year period as reflected in the table below. Of the $2,591,000 in revenue recognized in the three-month period ended September 30, 2026, $2,442,000 was generated by PG activities and $149,000 was generated by CP activities. In the three-month period ended September 30, 2026, as compared to …
Excerpt shortened here; the source contains the full paragraph.
Current report
Gross profit for the nine- and three-month periods ended September 30, 2026 and 2025
Current report
The income tax benefits recognized in the nine- and three-month periods ended September 30, 2026 were primarily due to a discrete tax benefit of approximately $780,000 from a partial release of the valuation allowance on our deferred tax assets. Excluding this discrete item, we would have recognized income tax expense of approximately $130,000 and $50,000 in the nine- and three-month periods ended September 30, 2026, respectively. It is our current position to elect under Section 59(e) of the Internal Revenue Code to amortize our domestic research and experimental expenditures over a longer recovery period. This lowers our annual tax amortization of these costs and increases our projected taxable income in the near term. In addition, our updated forecasts reflect higher expected future earnings due to the recent acquisition. As a result, we now expect to use certain federal net operating loss carryforwards that were previously expected to expire unused. Based on this positive evidence, we concluded that it is more likely than not that approximately $780,000 of the related net operating loss deferred tax assets will be realized, and we therefore released the corresponding valuation allowance as a discrete item in the period. We continue to maintain a valuation allowance of $9,546,000 against deferred tax assets whose realization remains uncertain.
Current report
Net cash increased by $4,000 during the nine-month period ended September 30, 2026, compared to an increase of $1,841,000 during the nine-month period ended September 30, 2025. Net cash provided by operating activities was $1,276,000 in the nine-month period ended September 30, 2026, compared to $1,795,000 in the nine-month period ended September 30, 2025. Net cash used in investing activities was $1,282,000 in the nine-month period ended September 30, 2026, which included $1,000,000 of cash paid at closing for the Gen-Tracker Acquisition and $250,000 paid pursuant to the technology partnership agreement with AIO executed January 1, 2026, compared to $25,000 in the nine-month period ended September 30, 2025. Net cash provided by financing activities was $10,000 in the nine-month period ended September 30, 2026, consisting of stock option exercise proceeds, compared to $71,000 in the nine-month period ended September 30, 2025.
Current report
In connection with the Gen-Tracker Acquisition described in Note 14 to the unaudited condensed consolidated financial statements included in this quarterly report, OmniMetrix paid $1.0 million in cash at closing on September 9, 2026 (the “Acquisition Date”), which is included in cash used in investing activities for the nine-month period ended September 30, 2026, and is obligated to make deferred cash payments totaling $2.5 million, consisting of $450,000 per year on each of the first four anniversaries of the Acquisition Date and $700,000 on the fifth anniversary of the Acquisition Date. These deferred payments are guaranteed by Acorn and are subject to acceleration upon certain events, including a sale of OmniMetrix or the acquired business, in which case the remaining payments would become due earlier than scheduled. We expect to fund these payments from existing cash and cash generated from operations. These deferred payments are included in the table below.
Current report
*Reflects the gross (undiscounted) payments due under the Company’s operating leases, including a short-term lease that is not recognized as an operating lease liability on the condensed consolidated balance sheet. Excludes rent to be received under the sublease.
Current report
***Represents undiscounted deferred cash payments due to Generator Solutions, Inc. under the asset purchase agreement for the Gen-Tracker Acquisition (see Note 14 to the unaudited condensed consolidated financial statements included in this quarterly report). The present value of these payments, $2,067,000, is recorded as deferred consideration on the condensed consolidated balance sheet at September 30, 2026.
Removed paragraphs (6)
Previous report
*Result is less than 1%.
Previous report
Revenue for the six- and three-month periods ended June 30, 2026 and 2025
Previous report
Revenue decreased by $1,907,000, or 28.8%, from $6,623,000 in the six-month period ended June 30, 2025 to $4,716,000 in the six-month period ended June 30, 2026. Hardware revenue decreased by $2,160,000, or 53.5%, from $4,034,000 in the six-month period ended June 30, 2025 to $1,874,000 in the six-month period ended June 30, 2026. See the reconciliation of hardware revenue below for more details. Monitoring revenue increased by $253,000, or 9.8%, from $2,589,000 in the six-month period ended June 30, 2025 to $2,842,000 in the six-month period ended June 30, 2026. The increase in monitoring revenue was due to an increase in the number of connections being monitored and growth in our customer base.
Previous report
Revenue decreased by $1,036,000, or 29.4%, from $3,525,000 in the three-month period ended June 30, 2025 to $2,489,000 in the three-month period ended June 30, 2026. As compared to the three-month period ended June 30, 2025, hardware revenue decreased $1,141,000, or 51.7%, while monitoring revenue increased $105,000, or 8.0%. Of the $2,489,000 in revenue recognized in the three-month period ended June 30, 2026, $2,367,000 was generated by PG activities and $122,000 was generated by CP activities. In the three-month period ended June 30, 2026, as compared to the three-month period ended June 30, 2025, revenue from PG activities decreased $993,000, or 29.6%, from $3,360,000, and revenue from CP activities decreased $43,000, or 26.1%, from $165,000. The fluctuation drivers were the same for the three-month period as described for the six-month period.
Previous report
Gross profit for the six- and three-month periods ended June 30, 2026 and 2025
Previous report
*Reflects the gross amount of the payments to be made under the operating lease liabilities. Does not include rent amounts to be received under the sublease.
Reworded paragraphs (20)
Previous wording
As of June 30, 2026, OmniMetrix had a backlog of $3,236,000, primarily comprised of deferred revenue, of which $2,806,000 is expected to be recognized as revenue in the next twelve months. This compares to a backlog of $3,669,000 at June 30, 2025.
Current wording
As of September 30, 2026, OmniMetrix had a backlog of $4,054,000, primarily comprised of deferred revenue, of which $3,643,000 is expected to be recognized as revenue in the next twelve months. This compares to a backlog of $3,575,000 at September 30, 2025.
Previous wording
On January 1, 2026, Acorn Energy entered into an agreement with AIO Systems, Ltd. to expand Acorn’s infrastructure asset management technology offerings for cell towers, data centers, and utility assets in North America. Under the agreement, Acorn has exclusive rights to market, distribute, integrate, and sell AIO’s cloud-based monitoring and analytics solutions under the OmniMetrix brand in the United States, Canada, and Mexico, significantly expanding Acorn’s product portfolio and addressable market. The partnership leverages AIO’s globally-deployed technology and provides for shared equipment and monitoring revenues, with Acorn expecting a phased rollout and limited near-term revenue contribution as integration and market expansion efforts progress.
Current wording
On January 1, 2026, OmniMetrix entered into an agreement with AIO Systems, Ltd. to expand its infrastructure asset management technology offerings for telecommunications towers, energy sites and in North America. Under the agreement, OmniMetrix has exclusive rights to market, distribute, integrate, and sell AIO’s cloud-based monitoring and analytics solutions under the OmniMetrix brand in the United States, Canada, and Mexico, significantly expanding Acorn’s product portfolio and addressable market. The partnership leverages AIO’s globally deployed technology and provides for shared equipment and monitoring revenues, with a phased rollout and limited near-term revenue contribution expected as integration and market expansion efforts progress.
Previous wording
Acorn owns 99% of OmniMetrix with 1% owned by the former CEO of OmniMetrix.
Current wording
Since August 17, 2026, OmniMetrix has been wholly owned by Acorn. Prior to that date, Acorn owned 99% of OmniMetrix, with 1% owned by the former CEO of OmniMetrix.
Previous wording
In preparing the financial statements, management is required to make estimates and assumptions that have an impact on the asset, liability, revenue and expense amounts reported. These estimates can also affect our supplemental information disclosures, including information about contingencies, risk and financial condition. We believe, given current facts and circumstances, that our estimates and assumptions are reasonable, adhere to U.S. GAAP, and are consistently applied. Inherent in the nature of an estimate or assumption is the fact that actual results may differ from estimates and estimates may vary as new facts and circumstances arise. We make routine estimates and judgments in determining net realizable value of accounts receivable, inventories, property and equipment, prepaid expenses, product warranties and other reserves as well as the amortization period for deferred commissions payable. Management believes our most critical accounting estimates and assumptions are in the area of the valuation allowance.
Current wording
In preparing the financial statements, management is required to make estimates and assumptions that have an impact on the asset, liability, revenue and expense amounts reported. These estimates can also affect our supplemental information disclosures, including information about contingencies, risk and financial condition. We believe, given current facts and circumstances, that our estimates and assumptions are reasonable, adhere to U.S. GAAP, and are consistently applied. Inherent in the nature of an estimate or assumption is the fact that actual results may differ from estimates and estimates may vary as new facts and circumstances arise. We make routine estimates and judgments in determining net realizable value of accounts receivable, inventories, property and equipment, prepaid expenses, product warranties and other reserves as well as the amortization period for deferred commissions payable. Management believes our most critical accounting estimates and assumptions are in the areas of the valuation allowance and the purchase price allocation for the Gen-Tracker Acquisition.
Previous wording
We regularly review our deferred tax assets for recoverability considering historically profitability, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified.
Current wording
We regularly review our deferred tax assets for recoverability considering historical profitability, projected future taxable income, the expected timing of the reversals of existing temporary differences and tax planning strategies. In assessing the need for a valuation allowance, we consider both positive and negative evidence related to the likelihood of realization of the deferred tax assets. The weight given to the positive and negative evidence is commensurate with the extent to which the evidence may be objectively verified.
Previous wording
The Company currently has a three-year cumulative income position which is positive evidence that it is more likely than not the deferred tax assets will be realized. As of June 30, 2026, we believe, based on our projections, that a partial valuation allowance of $10,326,000, continues to be necessary against our deferred tax assets. Uncertainty exists related to the generation of future hardware and monitoring revenue, nonetheless the Company believes sufficient positive evidence exists which supports the partial reversal of the valuation allowance. At this time, however, we cannot assure you that we will be successful in doing so. Accordingly, our management will continue to assess the need for this valuation allowance and will make adjustments when appropriate.
Current wording
The Company currently has a three-year cumulative income position which is positive evidence that it is more likely than not the deferred tax assets will be realized. During the three months ended September 30, 2026, we recorded a discrete reduction in the valuation allowance of $780,000 associated with the realizability of deferred tax assets due to the tax treatment of capitalized research and development costs and changes to the forecast. As of September 30, 2026, we believe, based on our projections, that a partial valuation allowance of $9,546,000 continues to be necessary against our deferred tax assets. Uncertainty exists related to the generation of future hardware and monitoring revenue, nonetheless the Company believes sufficient positive evidence exists which supports the partial reversal of the valuation allowance. At this time, however, we cannot assure you that we will be successful in doing so. Accordingly, our management will continue to assess the need for this valuation allowance and will make adjustments when appropriate.
Previous wording
The following tables set forth certain information with respect to the unaudited condensed consolidated results of operations of the Company for the six- and three-month periods ended June 30, 2026 and 2025, including the percentage of total revenues during each period attributable to selected components of the operations statements data and for the period-to-period percentage changes in such components. For segment data, see Notes 11 and 12 to the unaudited condensed consolidated financial statements included in this quarterly report.
Current wording
The following tables set forth certain information with respect to the unaudited condensed consolidated results of operations of the Company for the nine- and three-month periods ended September 30, 2026 and 2025, including the percentage of total revenues during each period attributable to selected components of the operations statements data and for the period-to-period percentage changes in such components. For segment data, see Notes 11 and 12 to the unaudited condensed consolidated financial statements included in this quarterly report.
Previous wording
As discussed above, OmniMetrix has three reportable segments, PG, CP and IS. Of the $4,716,000 in revenue recognized in the six-month period ended June 30, 2026, $4,450,000 was generated by PG activities and $266,000 was generated by CP activities. This represents a decrease in revenue from PG activities of $1,797,000, or 28.8%, from $6,247,000 in the six-month period ended June 30, 2025, and a decrease in revenue from CP activities of $110,000, or 29.3%, from $376,000 in the six-month period ended June 30, 2025. The IS segment remained in a pre-revenue stage and generated no revenue in either period. The decrease in PG revenue was primarily due to the sales under our Material Contract in the prior year period and the decrease in revenue recognized from amortization of deferred hardware, as we near the final recognition of the remaining balance of revenue that was previously deferred. The decrease in CP revenue was due to fewer CP hardware sales in the current-year period as compared to the prior-year period.
Current wording
As discussed above, OmniMetrix has three reportable segments, PG, CP and IS. Of the $7,307,000 in revenue recognized in the nine-month period ended September 30, 2026, $6,892,000 was generated by PG activities and $415,000 was generated by CP activities. This represents a decrease in revenue from PG activities of $1,615,000, or 19%, from $8,507,000 in the nine-month period ended September 30, 2025, and a decrease in revenue from CP activities of $179,000, or 30%, from $594,000 in the nine-month period ended September 30, 2025. The IS segment remained in a pre-revenue stage and generated no revenue in either period. The decrease in PG revenue was primarily due to the sales under our Material Contract in the prior year period and the decrease in revenue recognized from amortization of deferred hardware, as we recognized the remaining balance of revenue that was previously deferred of $5,000 and $168,000, during the three and nine-month periods ended September 30, 2026, respectively. The decrease in CP revenue was due to fewer CP hardware sales in the current-year period as compared to the prior-year period.
Previous wording
Hardware revenue during the six- and three-month periods ended June 30, 2026 and 2025 is further detailed in the table below (in thousands):
Current wording
Hardware revenue during the nine- and three-month periods ended September 30, 2026 and 2025 is further detailed in the table below (in thousands):
Previous wording
Gross profit for the six-month period ended June 30, 2026 was $3,835,000, reflecting a gross margin of 81.3%, compared with a gross profit of $4,965,000, reflecting a gross margin of 75.0%, for the six-month period ended June 30, 2025.
Current wording
Gross profit for the nine-month period ended September 30, 2026 was $5,922,000, reflecting a gross margin of 81.0%, compared with a gross profit of $6,910,000, reflecting a gross margin of 75.9%, for the nine-month period ended September 30, 2025.
Previous wording
Gross margin on hardware revenue for the six-month period ended June 30, 2026 was 60.8% compared to 62.5% for the six-month period ended June 30, 2025. Gross margin on monitoring revenue for the six-month periods ended June 30, 2026 and 2025 was 94.8% and 94.4%, respectively.
Current wording
Gross margin on hardware revenue for the nine-month period ended September 30, 2026 was 60.0% compared to 60.2% for the nine-month period ended September 30, 2025. Gross margin on monitoring revenue for the nine-month periods ended September 30, 2026 and 2025 was 95.0% and 94.7%, respectively.
Previous wording
Gross profit for the three-month period ended June 30, 2026 was $2,050,000, reflecting a gross margin of 82.4%, compared with a gross profit for the three-month period ended June 30, 2025 of $2,639,000, reflecting a gross margin of 74.9%. Gross margin on hardware revenue for the three-month period ended June 30, 2026 was 64.6% compared to 63.1% for the three-month period ended June 30, 2025. Gross margin on monitoring revenue for the three-month period ended June 30, 2026 was 95.6% compared to 94.6% for the three-month period ended June 30, 2025.
Current wording
Gross profit for the three-month period ended September 30, 2026 was $2,087,000, reflecting a gross margin of 80.5%, compared with a gross profit for the three-month period ended September 30, 2025 of $1,945,000, reflecting a gross margin of 78.5%. Gross margin on hardware revenue for the three-month period ended September 30, 2026 was 58.6% compared to 50.0% for the three-month period ended September 30, 2025. Gross margin on monitoring revenue was 95.3% for both of the three-month periods ended September 30, 2026 and 2025.
Previous wording
Operating expenses for the six- and three-month periods ended June 30, 2026 and 2025
Current wording
Operating expenses for the nine- and three-month periods ended September 30, 2026 and 2025
Previous wording
R&D expense. During the six-month periods ended June 30, 2026 and 2025, R&D expense was $494,000 and $556,000, respectively. During the three-month period ended June 30, 2026, OmniMetrix recorded $239,000 of R&D expense as compared to $265,000 in the three-month period ended June 30, 2025. The decrease in R&D expense in the six-month period ended June 30, 2026 of approximately $62,000 is related to a decrease in expenses and materials paid to third-party consultants offset by salary increases granted to our engineering personnel effective January 1, 2026.
Current wording
R&D expense. During the nine-month periods ended September 30, 2026 and 2025, R&D expense was $742,000 and $823,000, respectively. During the three-month period ended September 30, 2026, OmniMetrix recorded $248,000 of R&D expense as compared to $267,000 in the three-month period ended September 30, 2025. The decrease in R&D expense in the nine-month period ended September 30, 2026 of approximately $81,000 is related to a decrease in expenses and materials paid to third-party consultants offset by salary increases granted to our engineering personnel effective January 1, 2026.
Previous wording
Selling, general and administrative expense. SG&A expense of the consolidated entities in the six-month period ended June 30, 2026 reflected an increase of $237,000, or 8.3%, as compared to the six-month period ended June 30, 2025. OmniMetrix’s SG&A expense increased $51,000, or 2.3%, from $2,173,000 in the six-month period ended June 30, 2025 to $2,224,000 in the six-month period ended June 30, 2026. This increase was primarily due to an increase of (i) $126,000 increase in personnel expenses due to compensation increases and staff additions, (ii) $47,000 in facility expenses due to the rate increase in our office space lease which was amended June 20, 2025, (iii) $25,000 in technology expenses, primarily consulting fees for special projects, (iv) $24,000 in travel and trade show expenses, (v) $13,000 in other expenses in the aggregate offset by a decrease of (vi) $184,000 in commission expenses as the prior year period was significantly higher due to the commissions earned related to the Material Contract. Corporate SG&A expense increased $186,000, or 27.2%, from $685,000 in the six-month period ended June 30, 2025 to $871,000 in the six-month period ended June 30, 2026. This increase was due to an increase of $202,000 in stock compensation expense due to a higher number of options being issued to our officers and directors in January 2026 than in historical periods and the higher stock price and related volatility offset by a net decrease of $16,000 in other public company expenses.
Current wording
Selling, general and administrative expense. SG&A expense of the consolidated entities in the nine-month period ended September 30, 2026 reflected an increase of $367,000, or 8.4%, as compared to the nine-month period ended September 30, 2025. OmniMetrix’s SG&A expense increased $265,000, or 8.2%, from $3,245,000 in the nine-month period ended September 30, 2025 to $3,510,000 in the nine-month period ended September 30, 2026. This increase was primarily due to an increase of (i) $188,000 in personnel expenses due to compensation increases and staff additions, (ii) $57,000 in facility expenses due to the rate increase in our office space lease which was amended June 20, 2025 and the addition of the short-term lease for the Gen-Tracker office in Minnesota, (iii) $54,000 in travel and trade show expenses, (iv) $14,000 in expenses related to our pursuit of ISO 27001 certification, (v) $71,000 in acquisition-related costs for the Gen-Tracker Acquisition and (vi) $67,000 in other expenses in the aggregate, offset by decreases of (vii) $176,000 in commission expenses as the prior year period was significantly higher due to the commissions earned related to the Material Contract and (viii) $10,000 in technology expenses. Corporate SG&A expense increased $102,000, or 9.0%, from $1,132,000 in the nine-month period ended September 30, 2025 to $1,234,000 in the nine-month period ended September 30, 2026. This increase was due to an increase of $272,000 in stock compensation expense due to a higher number of options being issued to our officers and directors in January 2026 than in historical periods and the higher stock price and related volatility offset by a net decrease of $170,000 in other public company expenses due to the 2025 period having higher legal fees related to our NASDAQ listing and higher tax professional fees related to our 382 study.
Previous wording
SG&A expense of the consolidated entities in the three-month period ended June 30, 2026 reflected an increase of $9,000, or 0.6%, as compared to the three-month period ended June 30, 2025. OmniMetrix’s SG&A expense decreased $60,000, or 5.2%, from $1,149,000 in the three-month period ended June 30, 2025 to $1,089,000 in the three-month period ended June 30, 2026. This decrease was primarily due to a decrease of (i) $128,000 in commission expenses and (ii) $18,000 in technology expenses, offset by increases of (iii) $61,000 in personnel expenses, (iv) $22,000 in facility expenses and (v) $3,000 in other expenses. Corporate SG&A expense increased $69,000, or 24.8%, from $278,000 in the three-month period ended June 30, 2025 to $347,000 in the three-month period ended June 30, 2026. This increase was due to an increase of $66,000 in stock compensation and an increase of $3,000 in other corporate overhead expenses.
Current wording
SG&A expense of the consolidated entities in the three-month period ended September 30, 2026 reflected an increase of $130,000, or 8.6%, as compared to the three-month period ended September 30, 2025. OmniMetrix’s SG&A expense increased $214,000, or 20.0%, from $1,072,000 in the three-month period ended September 30, 2025 to $1,286,000 in the three-month period ended September 30, 2026. This increase was primarily due to increases of (i) $71,000 in acquisition-related costs for the Gen-Tracker Acquisition, (ii) $62,000 in personnel expenses, (iii) $30,000 in travel and trade show expenses, (iv) $14,000 in expenses related to our pursuit of ISO 27001 certification, (v) $10,000 in facility expenses, (vi) $8,000 in commission expenses and (vii) $54,000 in other expenses in the aggregate, offset by a decrease of (viii) $35,000 in technology expenses. Corporate SG&A expense decreased $84,000, or 18.8%, from $447,000 in the three-month period ended September 30, 2025 to $363,000 in the three-month period ended September 30, 2026. This decrease was due to a decrease of $153,000 in other corporate overhead expenses, primarily because the 2025 period included higher legal fees related to our NASDAQ listing and higher tax professional fees related to our Section 382 Study, offset by an increase of $69,000 in stock compensation expense.
Previous wording
Net income attributable to Acorn Energy. We recognized net income attributable to Acorn stockholders of $217,000 in the six-month period ended June 30, 2026, compared to net income attributable to Acorn stockholders of $1,184,000 in the six-month period ended June 30, 2025. Our net income during the six-month period ended June 30, 2026 is comprised of pre-tax net income at OmniMetrix of $1,179,000 less federal income taxes of $64,000 and state income taxes of $16,000 offset by corporate expenses, net of interest income, of $870,000, and the non-controlling interest share of our income from OmniMetrix of $12,000. Our net income during the six-month period ended June 30, 2025 is comprised of pre-tax net income at OmniMetrix of $2,285,000 less federal income taxes of $337,000 and state income taxes of $59,000 offset by corporate expenses, net of interest income, of $681,000, and the non-controlling interest share of our income from OmniMetrix of $22,000.
Current wording
Net income attributable to Acorn Energy. We recognized net income attributable to Acorn stockholders of $1,157,000 in the nine-month period ended September 30, 2026, compared to net income attributable to Acorn stockholders of $1,436,000 in the nine-month period ended September 30, 2025. Our net income during the nine-month period ended September 30, 2026 is comprised of pre-tax net income at OmniMetrix of $1,756,000 plus a federal income tax benefit of $671,000, less state income taxes of $21,000 offset by corporate expenses, net of interest income, of $1,233,000, and the non-controlling interest share of our income from OmniMetrix of $16,000. Our net income during the nine-month period ended September 30, 2025 is comprised of pre-tax net income at OmniMetrix of $2,924,000 less federal income taxes of $253,000 and state income taxes of $78,000 offset by corporate expenses, net of interest income, of $1,129,000, and the non-controlling interest share of our income from OmniMetrix of $28,000. Income before income taxes decreased $1,272,000, from $1,795,000 in the nine-month period ended September 30, 2025 to $523,000 in the nine-month period ended September 30, 2026, primarily due to lower pre-tax income at OmniMetrix and higher corporate expenses. This decrease was largely offset by a $981,000 favorable change in income taxes, from net income tax expense of $331,000 in the 2025 period to a net income tax benefit of $650,000 in the 2026 period, primarily as a result of the discrete valuation allowance release described below. As a result, net income decreased by only $291,000 (and net income attributable to Acorn stockholders by $279,000).
Previous wording
For the three-month period ended June 30, 2026, we recognized net income attributable to Acorn stockholders of $294,000, compared to a net income attributable to Acorn stockholders of $720,000 for the three-month period ended June 30, 2025. Our net income during the three-month period ended June 30, 2026 is comprised of pre-tax net income at OmniMetrix of $754,000 less federal income taxes of $37,000 and state income taxes of $68,000 offset by corporate expenses, net of interest income, of $347,000, and the non-controlling interest share of our income from OmniMetrix of $8,000. Our net income during the three-month period ended June 30, 2025 is comprised of pre-tax net income at OmniMetrix of $1,251,000 less federal income taxes of $206,000 and state income taxes of $36,000 offset by corporate expenses, net of interest income, of $277,000, and the non-controlling interest share of income from OmniMetrix of $12,000.
Current wording
For the three-month period ended September 30, 2026, we recognized net income attributable to Acorn stockholders of $940,000, compared to a net income attributable to Acorn stockholders of $252,000 for the three-month period ended September 30, 2025. Our net income during the three-month period ended September 30, 2026 is comprised of pre-tax net income at OmniMetrix of $577,000 plus a federal income tax benefit of $736,000, less state income taxes of $6,000 offset by corporate expenses, net of interest income, of $363,000, and the non-controlling interest share of our income from OmniMetrix of $4,000. Our net income during the three-month period ended September 30, 2025 is comprised of pre-tax net income at OmniMetrix of $639,000 plus a federal income tax benefit of $84,000, less state income taxes of $19,000 offset by corporate expenses, net of interest income, of $446,000, and the non-controlling interest share of income from OmniMetrix of $6,000. Net income attributable to Acorn stockholders for the three-month period ended September 30, 2026 increased $688,000, from $252,000 to $940,000, compared to the three-month period ended September 30, 2025, while income before income taxes increased only $21,000, from $193,000 to $214,000. The majority of the increase in net income resulted from the increase in the income tax benefit from $65,000 in the 2025 period to $730,000 in the 2026 period. Accordingly, the significant increase in net income for the quarter was primarily driven by income taxes, principally the discrete valuation allowance release described below.
Previous wording
At June 30, 2026, we had working capital of $3,688,000. Our working capital includes $4,478,000 of cash and deferred revenue of $2,722,000. Such deferred revenue does not require a significant cash outlay for the revenue to be recognized.
Current wording
At September 30, 2026, we had working capital of $2,449,000. Our working capital includes $4,458,000 of cash and deferred revenue of $3,643,000. Such deferred revenue does not require a significant cash outlay for the revenue to be recognized. Deferred revenue at September 30, 2026 includes $522,000 related to the Gen-Tracker Acquisition, representing the $590,000 of deferred revenue assumed at the Acquisition Date less $68,000 recognized as monitoring revenue through September 30, 2026. Generator Solutions collected the cash for these services before the Acquisition Date, so the Company will incur the cost of providing them without receiving the related cash.
Previous wording
The Company expects that its existing cash as of June 30, 2026 of $4,478,000 will be sufficient to fund our planned operating expenses and capital expenditure requirements for at least the next 12 months from the issuance date of these financial statements.
Current wording
The Company expects that its existing cash as of September 30, 2026 of $4,458,000 will be sufficient to fund our planned operating expenses and capital expenditure requirements for at least the next 12 months from the issuance date of these financial statements.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
*Result is less than 1% or not meaningful.