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Smart Sand, Inc.

For the period ended Mar 31, 2026. Filed May 12, 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.

Mar 31, 2026 · Filed May 12, 2026

SND$4.07+3.0%Stored close · as of Nov 10, 2026

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Notes to the Condensed Consolidated Financial Statements (Unaudited)

(IN THOUSANDS, EXCEPT PER SHARE DATA)

NOTE 1 —Organization and Nature of Business

The Company was incorporated in July 2011 and is headquartered in Yardley, Pennsylvania. The Company operates as a fully integrated frac and industrial sand supply and services company. The Company offers complete mine to wellsite proppant supply and logistics solutions to our frac sand customers. These operations include the excavation, processing and sale of sand as a proppant for hydraulic fracturing operations as well as proppant logistics and wellsite storage solutions through the Company’s SmartSystems TMproducts and services. The Company also offers sand to customers for industrial uses through its Industrial Products Solutions (“IPS”) business. These industrial uses include glass, foundry, building products, filtration, geothermal, renewables, ceramics, turf & landscape, retail, and recreation.

Sand Mines and Processing Facilities

The Company’s integrated Oakdale, Wisconsin facility, with on-site rail infrastructure and sand processing facilities, has access to two Class I rail lines: the Canadian Pacific Railway through the Company’s onsite rail terminal and the Union Pacific Railway through the Company’s nearby Byron, Wisconsin facility. The Company commenced operations at its Oakdale mine and processing facility in July 2012, and subsequently expanded its operations in 2014, 2015 and 2018. The annual processing capacity at the Oakdale facility is approximately 5.5 million tons.

In September 2020, the Company acquiredtwo frac sand mines and related processing facilities in Ottawa, Illinois and New Auburn, Wisconsin. The Ottawa facility has an annual processing capacity of approximately 1.6 million tons and access to the Burlington Northern Santa Fe (“BNSF”) Class I rail line through the Company’s Peru, Illinois transload facility. The Company began operating the Ottawa, Illinois mine and processing facility and Peru, Illinois transload facility in October 2020. The Company has no plans to operate the New Auburn facility for the foreseeable future.

In March 2022, the Company acquired its Blair, Wisconsin frac sand mine and related processing facility. The Blair facility has an annual processing capacity of approximately 2.9 million tons and contains an onsite, unit train capable rail terminal with access to the Class I Canadian National Railway. The Company began operating the Blair mine and processing facility in May 2023.

Transload & Logistics Solutions

In March 2018, the Company acquired the rights to operate a unit train capable transloading terminal in Van Hook, North Dakota to service the Bakken Formation in the Williston Basin and began providing Northern White sand in-basin in April 2018.

In September 2020, the Company acquired the rights to use a rail terminal located in El Reno, Oklahoma.

In September 2021, the Company acquired the rights to construct and operate a transloading terminal in Waynesburg, Pennsylvania to service the Appalachian Basin, including the Marcellus and Utica Formations. The Company began providing sand to customers through this terminal in January 2022 and expanded the facility’s capacity in late 2023.

In December 2023 and January 2024, the Company acquired the rights to use transloading terminals in Minerva, Ohio and Dennison, Ohio, respectively, and commenced operations at these sites servicing the Appalachian Basin in 2024. In September 2025, the Company completed the expansion of its terminal in Dennison, Ohio.

In June 2018, the Company acquired substantially all of the assets of Quickthree Solutions, Inc. (“Quickthree”), a manufacturer of portable vertical proppant storage solution systems. Quickthree formed the basis for the Company’s SmartSystems under which it offers various proppant storage solutions that create efficiencies, flexibility, enhanced safety and reliability for customers by providing the capability to unload, store and deliver proppant at the wellsite, as well as the ability to rapidly set up, takedown and transport the entire system.

NOTE 2 —Summary of Significant Accounting Policies

The information presented below supplements the complete description of our significant accounting policies disclosed in our 2025 Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on February 26, 2026.

Basis of Presentation and Consolidation

The accompanying unaudited quarterly condensed consolidated financial statements (“interim statements”) of the Company are presented in accordance with the rules and regulations of the SEC for quarterly reports on Form 10-Q and therefore do not include all the information and notes required by GAAP. In the opinion of management, all adjustments and disclosures necessary for a fair presentation of these interim statements have been included. All adjustments are of a normal recurring nature. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. The consolidated balance sheet as of December 31, 2025 was derived from the audited consolidated financial statements as of and for the year ended December 31, 2025. These interim statements should be read in conjunction with the Company’s consolidated financial statements for the year ended December 31, 2025.

Use of Estimates

The preparation of interim statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates used in the preparation of these financial statements include, but are not limited to: impairment considerations of assets, including intangible assets, fixed assets, and inventory; estimated cost of future asset retirement obligations; fair value of acquired assets and assumed liabilities; recoverability of deferred tax assets; inventory reserve; the collectability of receivables; and certain liabilities. Actual results could differ from management’s best estimates as additional information or actual results become available in the future, and those differences could be material.

Additionally, events such as the ongoing conflicts in Ukraine and the Middle East, rapidly changing trade policies between the United States and other countries, and periodic output changes by the Organization of the Petroleum Exporting Countries may affect oil and natural gas prices and create volatility in the oilfield service sector, along with potentially impacting the drilling and completion of new oil and natural gas wells. Recent U.S. actions in Iran and Venezuela have added uncertainty to global crude supply, pricing and market dynamics, which may indirectly affect demand for frac sand and related services. Since demand for frac sand is tied to new well completion activity, which is impacted by current oil and natural gas prices, the Company cannot predict if frac sand prices will increase, decrease or stabilize.

The uncertainty of tariffs could also have an impact on frac sand demand. The Company’s sales into Canada and Mexico are currently exempt from tariffs. Although the Company’s sales into Canada were subject to tariffs in the beginning of 2025, a Surtax Remission Order eliminated such tariffs on the Company’s sand. Trade discussions regarding the Company’s sales into Canada and Mexico are ongoing; however, the Company is not currently subject to tariffs. During the first quarter 2026, approximately 19% of sand volumes sold went to Canada and Mexico. Should the tariff rates change, the Company anticipates that its customers would be responsible for the increased cost, which may result in customers sourcing their sand needs from other suppliers within their own countries. The Company is currently unable to estimate the effect of current or future events on its future financial position and results of operations. Therefore, the Company can give no assurances that these events will not have a material adverse effect on its financial position or results of operations.

Performance Obligations

The Company recorded $9,838 of deferred revenue on the consolidated balance sheet as of December 31, 2025, all of which has been recognized in the three months ended March 31, 2026. As of March 31, 2026, the Company had $224,486 in unsatisfied performance obligations related to contracts with customers. The Company expects to perform these obligations and recognize revenue of $153,917 and $70,569 in the remainder of 2026 and 2027, respectively.

Recent Accounting Pronouncements

In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures, which updates various disclosures including enhancing the disclosure of certain costs and expenses in the notes to the financial statements. The Update is effective for the Company for its annual financial statements for 2027 and interim periods thereafter. Early adoption is permitted. While the Company is still in the process of evaluating the effects of ASU 2024-03, at the time of adoption, it believes the primary effect will be disaggregation of the cost of goods sold and selling, general and administrative line items on the face of the financial statements or within the notes to the financial statements.

NOTE 3 —Inventory

Inventory consisted of the following:

March 31, 2026December 31, 2025
Raw material$738$611
Work in progress5,4998,891
Finished goods10,5048,250
Spare parts13,49413,329
Total inventory$30,235$31,081

NOTE 4 —Property, Plant and Equipment, net

Net property, plant and equipment consisted of:

March 31, 2026December 31, 2025
Machinery, equipment and tooling$50,736$48,865
SmartSystems33,43932,583
Vehicles4,3044,261
Furniture and fixtures1,4201,420
Plant and buildings223,501223,104
Real estate properties7,7607,738
Railroad and sidings36,67736,677
Land and land improvements40,62740,627
Asset retirement obligations23,45423,454
Mineral properties7,4427,442
Deferred mining costs7,4286,757
Construction in progress3,9872,541
440,775435,469
Less: accumulated depreciation and depletion218,414212,215
Total property, plant and equipment, net$222,361$223,254

Depreciation expense was $7,220 and $6,998 for the three months ended March 31, 2026 and 2025, respectively.

NOTE 5 —Accrued and Other Expenses

Accrued and other expenses were comprised of the following:

March 31, 2026December 31, 2025
Employee related expenses$2,445$4,999
Accrued equipment expense155163
Accrued professional fees463309
Accrued royalties3,3243,061
Accrued freight and delivery charges10,7065,914
Accrued real estate tax1,399852
Accrued utilities1,7521,165
Sales tax liability330355
Other accrued liabilities2,246726
Total accrued liabilities$22,820$17,544

NOTE 6 —Debt

The current portion of long-term debt consists of the following:

March 31, 2026December 31, 2025
VFI Equipment Financing$2,334$2,276
Notes payable2,1991,847
Finance leases216243
Current portion of long-term debt$4,749$4,366

Long-term debt, net of current portion consists of the following:

March 31, 2026December 31, 2025
FCB ABL Credit Facility$—$—
VFI Equipment Financing3,7354,323
Notes payable5,3864,264
Finance leases3570
Long-term debt$9,156$8,657

The following summarizes the maturity of our debt:

FCB ABL Credit Facility · VFI Equipment Financing · Notes Payable · Finance Leases · Total
Remainder of 2026$—$2,205$1,879$193$4,277
2027—2,9402,411655,416
2028—1,9602,06374,030
2029——1,411—1,411
2030——723—723
2031 and thereafter——40—40
Total minimum payments—7,1058,52726515,897
Amount representing interest—(956)(942)(14)(1,912)
Amount representing unamortized lender fees(80)(80)
Present value of payments251
Less: current portion—(2,334)(2,199)(216)(4,749)
Total long-term debt$—$3,735$5,386$35$9,156

FCB ABL Credit Facility

On September 3, 2024, the Company entered into the FCB ABL Credit Facility. The FCB ABL Credit Facility provides for non-amortizing revolving loans in an aggregate principal amount of up to $30,000, subject to a borrowing base comprised of eligible inventory and accounts receivable. Additionally, obligations under the FCB ABL Credit Facility are guaranteed by certain of our wholly-owned domestic subsidiaries and secured by a first-priority security interest in certain non-real estate assets. Borrowings under the FCB ABL Credit Facility bear interest at a rate equal to the secured overnight financing rate (“SOFR”) plus a margin of 2.75%. The FCB ABL Credit Facility matures in September 2029.

The FCB ABL Credit Facility contains a number of covenants that, among other things, restrict our ability to incur liens or other indebtedness, make certain restricted payments, merge or consolidate and dispose of assets. In addition, the FCB ABL Credit Facility requires us in certain limited circumstances to maintain a minimum fixed charge coverage ratio of 1.0. The FCB ABL Credit Facility also contains certain affirmative covenants and events of default customary for facilities of this type. The Company was compliant with all requirements of this facility.

The available borrowing amount under the FCB ABL Credit Facility as of March 31, 2026 was $30,000 and is based on the Company’s eligible accounts receivable and inventory. The Company hadno borrowings outstanding and $30,000 available to be drawn under this facility as of March 31, 2026. There wasno interest paid on this facility for the three months ended March 31, 2026.

VFI Equipment Financing

On June 28, 2024, the Company entered into the VFI Equipment Financing with a principal amount of $10,000. The VFI Equipment Financing is legally comprised of a Master Lease Agreement and one lease schedule. The VFI Equipment Financing is considered a lease under article 2A of the Uniform Commercial Code but is considered a financing arrangement for accounting and financial reporting purposes, and not a lease. The collateral under the VFI Equipment Financing includes the majority of the Company’s SmartSystems equipment. The VFI Equipment Financing bears interest at a fixed rate of 11.56%. The Company used the net proceeds to refinance a prior fixed rate facility, and the remainder was added to working capital. The VFI Equipment Financing matures on September 30, 2028. The Company will reacquire the underlying equipment on the lease schedule upon maturity for one dollar.

Notes Payable

The Company has entered into various financing arrangements, primarily to finance heavy equipment. As of March 31, 2026, these notes payable bear interest at rates between 0.00% and 8.49%.

NOTE 7 —Leases

Lessee

The operating and financing components of the Company’s right-of-use assets and lease liabilities on the consolidated balance sheets were as follows:

Balance Sheet LocationMarch 31, 2026December 31, 2025
Right-of-use assets
OperatingOperating right-of-use assets$25,382$23,471
FinancingProperty, plant and equipment, net234298
Total right-of use assets$25,616$23,769
Lease liabilities
OperatingOperating lease liabilities, current and long-term portions$24,959$23,157
FinancingLong-term debt, current and long-term portions251313
Total lease liabilities$25,210$23,470

Operating lease costs are recorded as a single expense on the condensed consolidated statements of operations and allocated to the right-of-use assets and the related lease liabilities as depreciation expense and interest expense, respectively. Lease cost recognized in the condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025 was as follows:

Three Months Ended March 31,
20262025
Finance lease cost
Amortization of right-of-use assets$58$58
Interest on lease liabilities712
Operating lease cost3,5333,162
Short-term lease cost——
Total lease cost$3,598$3,232

Other information related to the Company’s leasing activity for the three months ended March 31, 2026 and 2025 is as follows:

Three Months Ended March 31,
20262025
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows used for finance leases$67$12
Operating cash flows used for operating leases$6,137$4,457
Financing cash flows used for finance leases$61$58
Right-of-use assets obtained in exchange for new operating lease liabilities$4,956$—
Weighted average remaining lease term - finance leases1.2 years2.1 years
Weighted average discount rate - finance leases9.35%9.51%
Weighted average remaining lease term - operating leases3.1 years2.8 years
Weighted average discount rate - operating leases7.77%7.31%

Maturities of the Company’s lease liabilities as of March 31, 2026 are as follows:

Operating Leases · Finance Leases · Total
Remainder of 2026$7,878$193$8,071
20279,036659,101
20286,02976,036
20293,690—3,690
20301,457—1,457
Thereafter60—60
Total cash lease payments28,15026528,415
Less: amounts representing interest(3,191)(14)(3,205)
Total lease liabilities$24,959$251$25,210

NOTE 8 —Asset Retirement Obligations

The Company had a post-closure reclamation and site restoration obligation of $22,760 as of March 31, 2026. The following is a reconciliation of the total reclamation liability for asset retirement obligations.

Balance at December 31, 2025$22,472
Accretion expense288
Balance at March 31, 2026$22,760

NOTE 9 —Segment Reporting

The Company hastwo reportable segments, Sand and SmartSystems, as of March 31, 2026. The Company evaluates its segment reporting on an ongoing basis. The Company does not currently provide asset information by reportable segment as it does not routinely evaluate the total asset position by segment. The chief operating decision maker (“CODM”) is Charles

Young, the Company’s chief executive officer. The CODM regularly reviews the Company’s GAAP financial statements, as well as the non-GAAP reporting measures when considering the profit and loss of the Company and uses this information in deciding how to allocate resources.

The Sand segment includes both frac sand sales and IPS sales. The sand production process begins the same way for each of these revenue streams. Frac sand primarily consists of four sizes of sand, called grades. IPS begins with these same frac sand grades and may contain additional sizes or custom blends of a variety of grades.

The SmartSystems segment revenue is primarily from the rental of our patented SmartSystems equipment and related services provided to customers. This segment offers customers portable wellsite storage and management solutions that enable customers to unload, store, and deliver proppant at the wellsite.

During the three months ended March 31, 2026, three of the Company’s customers each accounted for more than 10% of the Company’s revenues. Of these three customers, two had revenues in the Sand segment andone had revenues in both the Sand and SmartSystems segment. The following tables present additional segment information for the three months ended March 31, 2026 and a reconciliation to amounts on the condensed consolidated statements of operations.

Sand · SmartSystems · Total
Revenue$92,488$623$93,111
Segment cost of goods sold
Logistics costs$54,883$—$54,883
Production costs24,428—24,428
Depreciation, depletion, and accretion of asset retirement obligations6,5315517,082
Other costs (1)—610610
Total cost of goods sold$85,842$1,161$87,003
Gross profit$6,646$(538)$6,108
Total operating expenses10,981
Total other (expenses) income, net(159)
Income tax expense (benefit)(1,172)
Net loss$(3,860)
Additions to property, plant and equipment$1,822$59
(1) Other costs primarily consist of labor and benefits, consumables, equipment-related costs, maintenance, utilities, and other operational support expenses.

During the three months ended March 31, 2025, four of the Company’s customers each accounted for more than 10% of the Company’s revenues. Of these four customers, all had revenues in the Sand segment. The following tables present additional segment information for the three months ended March 31, 2025 and a reconciliation to amounts on the condensed consolidated statements of operations.

Sand · SmartSystems · Total
Revenue$64,464$1,094$65,558
Segment cost of goods sold
Logistics costs$36,240$—$36,240
Production costs19,164—19,164
Depreciation, depletion, and accretion of asset retirement obligations6,0225506,572
Other costs (1)247563810
Total cost of goods sold$61,673$1,113$62,786
Gross profit$2,791$(19)$2,772
Total operating expenses9,822
Total other (expenses) income, net(213)
Income tax expense (benefit)16,968
Net loss$(24,231)
Additions to property, plant and equipment$2,738$—
(1) Other costs primarily consist of labor and benefits, consumables, equipment-related costs, maintenance, utilities, and other operational support expenses.

The following table presents revenue by geographic location, based on the country in which delivery to the customer occurred for the three months ended March 31, 2026 and 2025:

Three Months Ended March 31,
20262025
United States$76,000$65,315
Canada17,111243
Total Revenue$93,111$65,558

NOTE 10 —Income Taxes

The Company calculates its interim income tax provision by estimating the annual expected effective tax rate and applying that rate to its ordinary year-to-date earnings or loss. In addition, the effect of changes in enacted tax laws, rates or tax status is recognized in the interim period in which the change occurs. For the three months ended March 31, 2026 and 2025, the effective tax rate was approximately 23.3% and (233.6)%, respectively. The computation of the effective tax rate includes modifications from the statutory rate such as income tax credits, tax depletion deduction, valuation allowance and state taxes, among other items. For the three months ended March 31, 2026 and 2025, the statutory tax rate was 21.0%.

The Company has recorded a liability for uncertain tax positions included in its consolidated balance sheet of $630 as of December 31, 2025. There was no material change for the three months ended March 31, 2026.

The Company believes it will not be able to use all of its tax benefits from some of its tax deductions. Because of this, it has recorded a partial valuation allowance against those benefits, which is included in the long-term deferred tax liabilities, net on its consolidated balance sheets. At March 31, 2026 and December 31, 2025, the Company recorded a partial valuation allowance against the gross deferred tax assets on its consolidated balance sheet in the amount of $5,486 and $1,866, respectively.

The Company’s federal income tax returns subsequent to 2021 remain open to audit by taxing authorities. The Company has not been informed that its tax returns are the subject of any audit or investigation by taxing authorities.

NOTE 11 —Concentrations

As of March 31, 2026, four customers accounted for 66% of the Company’s total accounts and unbilled receivables. As of December 31, 2025, four customers accounted for 57% of the Company’s total accounts receivable.

During the three months ended March 31, 2026,69% of the Company’s revenues were earned from three customers. During the three months ended March 31, 2025,74% of the Company’s revenues were earned from four customers.

As of March 31, 2026, one vendor accounted for 13% of the Company’s accounts payable. As of December 31, 2025, two vendors accounted for 24% of the Company’s accounts payable.

During the three months ended March 31, 2026, three vendors accounted for 42% of the Company’s cost of goods sold. During the three months ended March 31, 2025, two vendors accounted for 40% of the Company’s cost of goods sold.

The Company’s primary product is Northern White sand, and its mining operations are limited to Wisconsin and Illinois. There is a risk of loss if there are significant environmental, legal or economic changes to the geographic areas of the Company’s mines, the oil and natural gas producing basins they serve, or the transportation routes between them.

NOTE 12 —Commitments and Contingencies

Litigation

The Company may be subject to various legal proceedings, claims and governmental inspections, audits or investigations arising out of our operations in the normal course of business, which cover matters such as general commercial, governmental and trade regulations, product liability, environmental, intellectual property, employment and other actions. Although the outcomes of these routine claims cannot be predicted with certainty, in the opinion of management, the ultimate resolution of these matters will not have a material adverse effect on our financial statements.

Bonds

The Company has performance bonds with various public and private entities regarding reclamation, permitting and maintenance of public roadways. Total aggregate principal amount of performance bonds outstanding as of March 31, 2026 was $19,964.

NOTE 13 —Subsequent Events

On April 9, 2026, the Smart Sand Board of Directors declared a special dividend of $0.10 per share of common stock, which was paid on May 5, 2026 to stockholders of record at the close of business on April 22, 2026. The dividend payment returned approximately $3,937 to the Company’s shareholders.

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