TECOGEN INC.

Our common stock is listed on the NYSE American LLC ("NYSE American") stock exchange and trades under the symbol TGEN. As of March 19, 2026, there were 57 holders of record of our common stock. Any over-the-market quotations reflect inter-dealer prices, without mark-up, markdown or commission and may not necessarily represent actual transactions.

Dividends

We have never declared or paid a cash dividend on our common stock and do not anticipate paying cash dividends on our common stock in the foreseeable future. Payment of future cash dividends, if any, will be at the discretion of our board of directors and will depend on our financial condition, results of operations, contractual restrictions and covenants included under any bank or other indebtedness that we may enter into, capital requirements, business prospects and other factors that our board of directors considers relevant.

Recent Sales of Unregistered Securities

None

Equity Compensation Plan Information

We adopted our 2006 Stock Incentive Plan (as amended, the “2006 Plan”) in December 2005. Under the plan our board of directors may grant or award incentive stock options to our officers and employees and grant or award non-qualified stock options, and restricted stock to our employees, officers, directors, and consultants. On November 1, 2016, the 2006 Plan was amended by the Board of Directors to increase the reserved shares of common stock issuable under the 2006 Plan to 3,838,750 and to extend the termination date of the 2006 Plan to January 1, 2026. Our stockholders approved the amendment in June 2017 and ratified all of our option grants after January 1, 2016.

Stock options vest based upon the terms within the individual option grants, with an acceleration of the unvested portion of such options upon a change in control event, as defined in the 2006 Plan. The options are not transferable except by will or domestic relations order. The option price per share under the 2006 Plan cannot be less than the fair market value of the underlying shares on the date of the grant. The number of shares that remained available for future issuance under the 2006 Plan as of December 31, 2025 and 2024 were 1,151,068 and 1,108,168, respectively. On January 1, 2026, the 2006 Plan expired. Accordingly, no further grants or awards may be made under the plan.

We adopted the 2022 Stock Incentive Plan (the "2022 Plan") on March 8, 2022, and it was approved by our stockholders on June 9, 2022. Under the plan, the Board of Directors may grant or award incentive stock options to employees and officers and non-qualified stock options, restricted stock grants, and common stock to our employees, officers, directors, and consultants. We have reserved 3,800,000 shares of our common stock for issuance pursuant to awards under the 2022 Plan.

Under the 2022 Plan, stock options vest based upon the terms of the individual option grants, with an acceleration of the unvested portion of such options upon a change in control event, as defined in the 2022 Plan. The options are not transferable except by will or domestic relations order. The option price per share under the 2022 Plan cannot be less than the fair market value of the underlying shares on the date of the grant. The number of shares that remained available for future issuance under the 2022 Plan as of December 31, 2025 and 2024 were 2,632,856 and 2,950,000, respectively.

The following table provides information as of December 31, 2025, regarding Common Stock that may be issued under the 2006 Plan and the 2022 Plan.

On January 1, 2026 the 2006 Plan expired. Accordingly, no further options or other grants may be made under the plan. The number of shares that remained available for further issuance was 2,632,856 as of January 1, 2026.