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Green Plains Inc.

For the period ended Sep 30, 2026. Filed Nov 6, 2026.

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, 2026 · Filed Nov 6, 2026

GPRE$13.23-3.4%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 2026-06-30; filed 2026-08-06.

0001628280-26-054377

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-06.

0001628280-26-071356

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 121 previous paragraphs and 126 current paragraphs.

66 unchanged; 50 reworded; 8 added; 5 removed; 0 previous and 2 current paragraphs rearranged.

Tables are not compared: 9 previous and 9 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 (8)

Current report

On October 29, 2026, Green Plains Inc. (“Seller”), entered into a Tax Credit Purchase Agreement with two unaffiliated parties (“Buyers”), pursuant to which Seller agreed to supply production tax credits available under Section 45Z to Buyers from the production of Seller’s ethanol at its operating facilities between January 1, 2026 and December 31, 2026. Under the agreement, Seller has committed to deliver, and Buyers have committed to purchase, a minimum of $250 million of Section 45Z credits, up to a total of $325 million in the aggregate, with an option to purchase an additional $30.0 million, subject to generation and availability and the satisfaction of certain conditions. The confidential purchase price, which includes a market-based discount for such credits, is payable on each confirmation date against delivery of the corresponding credits. Cash proceeds of approximately $140.0 million associated with the first half of 2026 credit generation were received during the fourth quarter and proceeds associated with third and fourth quarter credit generation and any final true-up amounts are expected in the first half of 2027.

Current report

On November 2, 2026, the Board of Directors of the company appointed Allan Williams to serve as the General Counsel and Corporate Secretary. Mr. Williams succeeds Ryan Loneman who departed the company on August 7, 2026.

Current report

SREs can reduce or waive entirely the obligation for a refinery, which has the practical effect of reducing the RVO, and by extension the number of RINs that need to be retired, which can impact their values and ultimately blending levels of renewable fuels. On August 31, 2026, the EPA issued decisions on 34 SRE petitions for the 2025 compliance year, granting full exemptions to 18 petitions and partial exemptions to 11 petitions, while denying three petitions and determining two petitions to be ineligible. The exemptions represented approximately 1.76 billion RINs. On October 13, 2026, the EPA proposed to revise the 2026 and 2027 SRE reallocation volumes to account for these additional 2025 SREs. Under the proposal, the EPA would reallocate 100% of the difference between projected and actual exempted volumes for 2025, either equally between the 2026 and 2027 RVOs or entirely to the 2027 RVO.

Current report

(2)Other expense includes non-cash expense related to the revaluation of liability-based warrants recorded within other, net on the consolidated statements of operations for the three and nine months ended September 30, 2025.

Current report

(1)Ethanol production includes $67.2 million and $183.7 million of Section 45Z production tax credits net of discounts and other costs for the three and nine months ended September 30, 2026, respectively, and $25.0 million of Section 45Z production tax credits net of discounts and other costs for the three and nine months ended September 30, 2025, recorded as a reduction of cost of goods sold.

Current report

(6)Other expense includes non-cash expense related to the revaluation of liability-based warrants recorded within other, net on the consolidated statements of operations for the three and nine months ended September 30, 2025.

Current report

Nine Months Ended September 30, 2026 Compared with the Nine Months Ended September 30, 2025
Removed paragraphs (5)

Previous report

On April 17, 2026, the Revolver Facility was further amended by the Second Amendment to the Loan and Security Agreement (the “Second Revolver Amendment”). The Second Revolver Amendment, among other things, (i) extends the termination date of the Revolver Facility from March 25, 2027 to September 25, 2027 and (ii) reduces the size of the Revolver Facility commitment from $350 million to $300 million.

Previous report

The IRA also expanded the carbon capture and sequestration credit under Section 45Q of the Internal Revenue Code to $85 per metric ton of carbon dioxide permanently sequestered. However, Section 45Q credits generally cannot be claimed on the same emissions reductions used to calculate Section 45Z credits, which may affect the economics and timing of carbon capture investments.

Previous report

(1)Ethanol production includes $58.7 million and $113.9 million of 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses for the three and six months ended June 30, 2026, respectively.

Previous report

Six Months Ended June 30, 2026 Compared with the Six Months Ended June 30, 2025
Reworded paragraphs (50)

Previous wording

Factors that could cause actual results to differ from those expressed or implied in the forward-looking statements include, but are not limited to, those discussed in Part I, Item 1A – Risk Factors of our annual report on Form 10-K for the year ended December 31, 2025 and in Part II, Item 1A, “Risk Factors” in this report, or incorporated by reference. Specifically, we may experience fluctuations in future operating results due to a number of economic conditions and other factors, including: the failure to realize the anticipated results from the new products being developed or new technologies being deployed; the failure to realize the anticipated selling, general and administrative expense savings from restructuring; local, regional and national economic conditions and the impact they may have on the company and its customers; disruption caused by health epidemics; conditions in the ethanol and biofuels industry, including a sustained decrease in the level of supply or demand for ethanol and biofuels or a sustained decrease in the price of ethanol or biofuels, distillers grains, Ultra-High Protein, and renewable corn oil; competition in the ethanol industry and other industries in which we operate; commodity market risks, including those that may result from weather conditions, changes in government policies, and global political or economic issues; the financial condition of the company’s customers and counterparties; any non-performance by customers and counterparties of their contractual obligations; changes in safety, health, environmental and other governmental policy and regulation, including changes to tax laws such as the OBBB, tariffs, renewable fuel programs, tax credit programs, and low carbon programs; risks related to acquisition and disposition activities and achieving anticipated results; risks associated with merchant trading; the results of any reviews, investigations or other proceedings by government authorities; the performance of the company; and other factors detailed in reports filed with the SEC.

Current wording

Factors that could cause actual results to differ from those expressed or implied in the forward-looking statements include, but are not limited to, those discussed in Part I, Item 1A – Risk Factors of our annual report on Form 10-K for the year ended December 31, 2025 or incorporated by reference. Specifically, we may experience fluctuations in future operating results due to a number of economic conditions and other factors, including: the failure to realize the anticipated results from the new products being developed or new technologies being deployed; the failure to realize the anticipated selling, general and administrative expense savings from restructuring; local, regional and national economic conditions and the impact they may have on the company and its customers; disruption caused by health epidemics; conditions in the ethanol and biofuels industry, including a sustained decrease in the level of supply or demand for ethanol and biofuels or a sustained decrease in the price of ethanol or biofuels, distillers grains, Ultra-High Protein, and renewable corn oil; competition in the ethanol industry and other industries in which we operate; commodity market risks, including those that may result from weather conditions, changes in government policies, and global political or economic issues; the financial condition of the company’s customers and counterparties; any non-performance by customers and counterparties of their contractual obligations; changes in safety, health, environmental and other governmental policy and regulation, including changes to tax laws such as the OBBB, tariffs, renewable fuel programs, tax credit programs, and low carbon programs; risks related to acquisition and disposition activities and achieving anticipated results; risks associated with merchant trading; the results of any reviews, investigations or other proceedings by government authorities; the performance of the company; and other factors detailed in reports filed with the SEC.

Previous wording

Our carbon reduction strategy plays a central role in achieving lower CI biofuel production and participation in various clean fuel programs. Our CCS facilities are operational at our Central City, Wood River, and York facilities in Nebraska. These plants are connected to the Tallgrass Trailblazer CO2 Pipeline, while one of our Iowa and all of our Minnesota locations are committed to CCS through Summit Carbon Solutions, which projects operations commencing in 2028. CCS initiatives are expected to significantly lower CI across our platform. Based on current CI score estimates, all Green Plains facilities in operation are expected to qualify for the Section 45Z Clean Fuel Production Credit in 2026, inclusive of five non-CCS facilities.

Current wording

Our carbon reduction strategy plays a central role in achieving lower CI biofuel production and participation in various clean fuel programs. Our CCS facilities are operational at our Central City, Wood River, and York facilities in Nebraska. These plants are connected to the Tallgrass Trailblazer CO2 Pipeline, while one of our Iowa and all of our Minnesota locations are committed to CCS through Summit Carbon Solutions, which projects operations commencing in 2028. CCS initiatives are expected to significantly lower CI across our platform. Based on current CI score estimates, all Green Plains facilities in operation are expected to qualify for the Section 45Z production tax credit in 2026, inclusive of five non-CCS facilities.

Previous wording

The company has been and expects to continue to benefit from certain clean energy related tax credits as a result of recent changes in legislation. All eight of our operating ethanol plants have generated production tax credits under Section 45Z in 2026. The company has agreements to purchase RECs covering the six months ended June 30, 2026, to lower CI scores at certain plants. Based on production and CI scores for the three and six months ended June 30, 2026, the company recorded credits net of discounts totaling $68.4 million and $134.0 million, respectively, reducing costs of goods sold, related to Section 45Z production tax credits at the eight qualifying plants. Under the current statutory framework, Section 45Z production credits are set to expire in 2029. The company would then look to monetize credits available under Section 45Q until 2037.

Current wording

The company has been and expects to continue to benefit from certain clean energy related tax credits as a result of recent changes in legislation. All eight of our operating ethanol plants have generated Section 45Z production tax credits in 2026. The company has agreements to purchase RECs covering the nine months ended September 30, 2026, to lower CI scores at certain plants. Based on production and CI scores for the three and nine months ended September 30, 2026, the company recorded Section 45Z production tax credits net of discounts totaling $76.7 million and $210.7 million, respectively, reducing cost of goods sold at the eight qualifying plants. Under the current statutory framework, Section 45Z production tax credits are set to expire in 2029. The company would then look to monetize credits available under Section 45Q until 2037.

Previous wording

During the second quarter of 2026, our plants in operation maintained an average utilization rate of approximately 88.3% of capacity, resulting in ethanol production of 160.7 mmg, compared with 193.6 mmg, or 91.3% of capacity, for the same quarter last year. The prior period utilization above has been adjusted to reflect updated capacity and for comparative purposes to align with our current period presentation. Our operating strategy is to transform our company to a value-add agricultural technology company creating lower carbon, high-value ingredients from existing resources. Depending on the margin environment, we may exercise operational discretion that results in reductions in production volumes. It is possible that throughput volumes could fluctuate in the future, depending on various factors that drive each biorefinery’s variable contribution margin, including future driving and gasoline demand for the industry, demand for valuable co-products we produce, and the supply and pricing of renewable feedstocks needed to operate our biorefineries.

Current wording

During the third quarter of 2026, our plants in operation maintained an average utilization rate of approximately 95.0% of capacity, resulting in ethanol production of 174.9 mmg, compared with 197.3 mmg, or 92.8% of capacity, for the same quarter last year. The prior period utilization above has been adjusted to reflect updated capacity and for comparative purposes to align with our current period presentation. Our operating strategy is to transform our company to a value-add agricultural technology company creating lower carbon, high-value ingredients from existing resources. Depending on the margin environment, we may exercise operational discretion that results in reductions in production volumes. It is possible that throughput volumes could fluctuate in the future, depending on various factors that drive each biorefinery’s variable contribution margin, including future driving and gasoline demand for the industry, demand for valuable co-products we produce, and the supply and pricing of renewable feedstocks needed to operate our biorefineries.

Previous wording

According to the EIA, domestic ethanol production averaged 1.09 million barrels per day during the second quarter of 2026, which was approximately 3.0% higher than the 1.05 million barrels per day for the same quarter last year. Refiner and blender input volume was 911 thousand barrels per day for the second quarter of 2026, compared with 910 thousand barrels per day for the same quarter last year. Gasoline demand for the second quarter of 2026 was consistent with the same quarter last year at 8.9 million barrels per day during the second quarter of 2026. U.S. domestic ethanol ending stocks increased by approximately 0.6 million barrels compared to the prior year, or 2.4%, to 24.7 million barrels as of June 30, 2026.

Current wording

According to the EIA, domestic ethanol production averaged 1.09 million barrels per day during the third quarter of 2026, which was approximately 1.5% higher than the 1.07 million barrels per day for the same quarter last year. Refiner and blender input volume was 920 thousand barrels per day for the third quarter of 2026, compared with 911 thousand barrels per day for the same quarter last year. Gasoline demand for the third quarter of 2026 was consistent with the same quarter last year at 8.9 million barrels per day during the third quarter of 2026. U.S. domestic ethanol ending stocks increased by approximately 1.1 million barrels compared to the prior year, or 4.8%, to 23.9 million barrels as of September 30, 2026.

Previous wording

According to the USDA Foreign Agriculture Service, domestic ethanol exports through May 31, 2026, were approximately 1,001 mmg, up from the 890 mmg for the same period of 2025. Year to date, Canada was the largest export destination for U.S. ethanol accounting for approximately 35% of domestic ethanol export volume, driven in part by their national clean fuel standard. The Netherlands, Brazil, Colombia, South Korea and the Philippines accounted for approximately 18%, 7%, 5%, 5% and 5%, respectively, of U.S. ethanol exports. We currently estimate that net ethanol exports will range from 2.3 to 2.4 billion gallons in 2026, based on historical demand from a variety of countries and certain countries that seek to improve their air quality, reduce greenhouse gas emissions through low carbon fuel programs and eliminate MTBE from their own fuel supplies. Fluctuations in currencies relative to the U.S. Dollar could impact the U.S. ethanol competitiveness in the global market.

Current wording

According to the USDA Foreign Agriculture Service, domestic ethanol exports through August 31, 2026, were approximately 1,618 mmg, up from the 1,445 mmg for the same period of 2025. Year to date, Canada was the largest export destination for U.S. ethanol accounting for approximately 36% of domestic ethanol export volume, driven in part by their national clean fuel standard. The Netherlands, Colombia, the United Kingdom and South Korea accounted for approximately 19%, 6%, 5% and 5%, respectively, of U.S. ethanol exports. We currently estimate that net ethanol exports will range from 2.4 to 2.5 billion gallons in 2026, based on historical demand from a variety of countries and certain countries that seek to improve their air quality, reduce greenhouse gas emissions through low carbon fuel programs and eliminate MTBE from their own fuel supplies. Fluctuations in currencies relative to the U.S. Dollar could impact the U.S. ethanol competitiveness in the global market.

Previous wording

Our dried distillers grains and Ultra-High Protein ingredients compete against other ethanol producers domestically and abroad, as well as with soybean meal, canola meal, and other protein feed ingredients. Likewise our distillers corn oil, which is a feedstock for producing biodiesel, renewable diesel and to some extent SAF, competes against other vegetable oils such as soybean oil, canola oil, and to some extent palm oil, as well as against waste oils such as used cooking oils, animal fats and tallow. While global protein demand has continued to grow, so too has the production of vegetable proteins, most notably in U.S. soy crushing capacity. Soybean processing capacity in the U.S. has been expanding to meet the rising demand for vegetable oils to produce renewable fuels. According to the National Oilseed Processors Association, for the second quarter of 2026, soybean crush was approximately 635.0 million bushels, up 66.3 million bushels from the 568.7 million bushels crushed during the second quarter of 2025. Soybean oil stocks for the second quarter of 2026 were 1.5 billion pounds compared with 1.4 billion pounds for the same quarter last year. Soybean meal production was 15.1 million short tons for the second quarter of 2026, up 1.6 million short tons from the 13.5 million short tons from the same period in the prior year.

Current wording

Our dried distillers grains and Ultra-High Protein ingredients compete against other ethanol producers domestically and abroad, as well as with soybean meal, canola meal, and other protein feed ingredients. Likewise our distillers corn oil, which is a feedstock for producing biodiesel, renewable diesel and to some extent SAF, competes against other vegetable oils such as soybean oil, canola oil, and to some extent palm oil, as well as against waste oils such as used cooking oils, animal fats and tallow. While global protein demand has continued to grow, so too has the production of vegetable proteins, most notably in U.S. soy crushing capacity. Soybean processing capacity in the U.S. has been expanding to meet the rising demand for vegetable oils to produce renewable fuels. According to the National Oilseed Processors Association, for the third quarter of 2026, soybean crush was approximately 618.4 million bushels, up 35.4 million bushels from the 583.0 million bushels crushed during the third quarter of 2025. Soybean oil stocks for the third quarter of 2026 were 1.1 billion pounds compared with 1.2 billion pounds for the same quarter last year. Soybean meal production was 14.7 million short tons for the third quarter of 2026, up 0.8 million short tons from the 13.9 million short tons from the same period in the prior year.

Previous wording

On February 3, 2026, the U.S. Department of the Treasury and the Internal Revenue Service issued proposed regulations governing administration of the Section 45Z Clean Fuel Production Credit. The proposed regulations provide guidance on credit eligibility, emissions rate determination, registration and certification requirements, and implementation of amendments made by the OBBB. Among other things, the proposed regulations (i) limit eligible feedstocks to those grown or produced in the United States, Canada, or Mexico; (ii) eliminate indirect land use change (“iLUC”) from CI calculations; (iii) prohibit negative emissions rates except in limited circumstances; (iv) include anti‑abuse and prohibited foreign entity provisions; (v) allow credit eligibility for fuel sold through intermediaries and, in certain circumstances, related parties; and (vi) require use of the most current Treasury‑approved 45Z‑GREET lifecycle analysis model. The final form of these regulations, including future updates to the 45Z‑GREET model and integration of regenerative agricultural practices, may or may not reflect the guidance in the proposed regulations and could materially impact the value of the credit and our ability to benefit from it.

Current wording

On February 3, 2026, the U.S. Department of the Treasury and the Internal Revenue Service issued proposed regulations governing administration of the Section 45Z Clean Fuel Production Credit. The proposed regulations provide guidance on credit eligibility, emissions rate determination, registration and certification requirements, and implementation of amendments made by the OBBB. Among other things, the proposed regulations (i) limit eligible feedstocks to those grown or produced in the United States, Canada, or Mexico; (ii) eliminate indirect land use change (“iLUC”) from CI calculations; (iii) prohibit negative emissions rates except in limited circumstances; (iv) include anti‑abuse and prohibited foreign entity provisions; (v) allow credit eligibility for fuel sold through intermediaries and, in certain circumstances, related parties; and (vi) require use of the most current Treasury‑approved 45Z‑GREET lifecycle analysis model. On September 8, 2026, the IRS issued interim guidance under Section 45Z that provides the 2026 emissions rate table, addresses certain statutory changes made by the OBBB, and provides guidance for incorporating qualifying regenerative agricultural practices into emissions rate calculations. In connection with this guidance, the Department of Energy subsequently released an updated 45ZCF-GREET model incorporating the 45Z-specific Feedstock Carbon Intensity Calculator, which allows certain qualifying regenerative agricultural practices to be reflected in the carbon intensity of agricultural feedstocks. The final form of these regulations may or may not reflect the guidance in the proposed regulations and could materially impact the value of the credit and our ability to benefit from it.

Previous wording

Under the RFS, RINs impact supply and demand. The EPA assigns individual refiners, blenders, and importers the volume of renewable fuels they are obligated to use in each annual RVO based on their percentage of total production of domestic transportation fuel sales. Obligated parties use RINs to show compliance with the RFS mandated volumes. Ethanol producers assign RINs to each gallon of renewable fuel they produce and the RINs are detached when the renewable fuel is blended with transportation fuel domestically. Market participants can trade the detached RINs in the open market. The market price of detached RINs can affect the price of ethanol in certain markets and can influence purchasing decisions by obligated parties. SREs can reduce or waive entirely the obligation for a refinery, which has the practical effect of reducing the RVO, and by extension the number of RINs that need to be retired, which can impact their values and ultimately blending levels of renewable fuels. There are multiple on-going legal challenges to how the EPA has handled SREs and RFS rulemakings. In June 2025, the U.S. Supreme Court ruled that legal challenges to EPA RFS decisions must be brought exclusively in the U.S. Court of Appeals for the District of Columbia, resolving prior conflicting appellate court decisions and limiting venue selection in future RFS litigation. On May 28, 2026, several environmental groups filed a lawsuit challenging RFS “Set 2” rule, claiming the EPA failed to properly account for the environmental impacts of crop-based biofuel. On May 29, 2026, the American Fuel & Petrochemical Manufacturers Association filed a lawsuit challenging the 2026-2027 RVOs citing increased compliance costs. On June 1, 2026, the Renewable Natural Gas Coalition filed a lawsuit challenging the EPA’s decision to partially waive the cellulosic RVO in the RFS “Set 2” rule. The U.S. Court of Appeals for the District of Columbia quickly consolidated these lawsuits by June 3, 2026. While these lawsuits were an expected outcome of the most recent “Set 2” rule, ongoing litigation and future EPA policy regarding SREs could continue to impact RFS implementation and market dynamics.

Current wording

Under the RFS, RINs impact supply and demand. The EPA assigns individual refiners, blenders, and importers the volume of renewable fuels they are obligated to use in each annual RVO based on their percentage of total production of domestic transportation fuel sales. Obligated parties use RINs to show compliance with the RFS mandated volumes. Ethanol producers assign RINs to each gallon of renewable fuel they produce and the RINs are detached when the renewable fuel is blended with transportation fuel domestically. Market participants can trade the detached RINs in the open market. The market price of detached RINs can affect the price of ethanol in certain markets and can influence purchasing decisions by obligated parties.

Previous wording

The One-Pound Waiver, which was extended in May 2019 to allow E15 to be sold year-round to all vehicles model year 2001 and newer, was challenged in an action filed in Federal District Court for the D.C. Circuit. On July 2, 2021, the Circuit Court vacated the EPA’s rule so the future of summertime, defined as June 1 to September 15, sales of E15 is uncertain. The Supreme Court subsequently declined to hear a challenge to this ruling. In 2022, the EPA issued emergency waivers to allow for the continued sale of E15 during the summer months and similar summertime waivers have been issued each year since then, with the 2026 driving season marking the eighth consecutive year that E15 is able to be sold year-round nationwide. The EPA has also allowed for the elimination of the One-Pound Waiver for E10 in several Midwestern states, which would have the practical effect of allowing for E15 to be sold year-round in the following states: Illinois, Iowa, Minnesota, Missouri, Nebraska, Ohio, South Dakota and Wisconsin. Legislation to resolve this issue has been introduced multiple times over the past five years. In December 2024, a provision to permanently authorize nationwide year-round sales of E15 was included in a government spending bill but was subsequently removed prior to enactment. In early 2026, legislation to authorize year-round nationwide sales of E15 was expected to be included in the Farm Bill but was ultimately removed prior to House passage. On May 13, 2026, the U.S. House of Representatives passed the Nationwide Consumer and Fuel Retailer Choice Act, legislation that would permit nationwide year-round sales of E15 and would also amend certain provisions of the Renewable Fuel Standard. As of July 31, 2026, year-round E15 provisions were reintroduced for consideration as part of ongoing Farm Bill negotiations, providing an additional potential legislative pathway to permanently authorize nationwide year-round sales of E15. Although the current Administration has signaled it would sign E15 legislation into law, the future of a legislative fix to summertime E15 remains uncertain as it must pass both chambers of Congress.

Current wording

The One-Pound Waiver, which was extended in May 2019 to allow E15 to be sold year-round to all vehicles model year 2001 and newer, was challenged in an action filed in Federal District Court for the D.C. Circuit. On July 2, 2021, the Circuit Court vacated the EPA’s rule so the future of summertime, defined as June 1 to September 15, sales of E15 is uncertain. The Supreme Court subsequently declined to hear a challenge to this ruling. In 2022, the EPA issued emergency waivers to allow for the continued sale of E15 during the summer months and similar summertime waivers have been issued each year since then, with the 2026 driving season marking the eighth consecutive year that E15 is able to be sold year-round nationwide. The EPA has also allowed for the elimination of the One-Pound Waiver for E10 in several Midwestern states, which would have the practical effect of allowing for E15 to be sold year-round in the following states: Illinois, Iowa, Minnesota, Missouri, Nebraska, Ohio, South Dakota and Wisconsin. Legislation to resolve this issue has been introduced multiple times over the past five years. In early 2026, legislation to authorize year-round nationwide sales of E15 was expected to be included in the Farm Bill but was ultimately removed prior to House passage. On May 13, 2026, the U.S. House of Representatives passed the Nationwide Consumer and Fuel Retailer Choice Act, legislation that would permit nationwide year-round sales of E15 and would also amend certain provisions of the Renewable Fuel Standard. On September 16, 2026, the Senate Committee on Agriculture, Nutrition and Forestry advanced the Agricultural Act of 2026, commonly known as the farm bill, which includes provisions to permanently authorize nationwide year-round sales of E15. The legislation was subsequently reported to the Senate and remains pending consideration by the full Senate. Although the current Administration has signaled it would sign E15 legislation into law, the future of a legislative fix to summertime E15 remains uncertain as it must pass both chambers of Congress.

Previous wording

(1)Ethanol production includes $60.4 million and $116.5 million of Section 45Z production tax credits net of discounts and other costs for the three and six months ended June 30, 2026, recorded as a reduction of cost of goods sold.

Current wording

(1)Ethanol production includes $67.2 million and $183.7 million of Section 45Z production tax credits net of discounts and other costs for the three and nine months ended September 30, 2026, respectively, and $25.0 million of Section 45Z production tax credits net of discounts and other costs for the three and nine months ended September 30, 2025, recorded as a reduction of cost of goods sold.

Previous wording

(3)Depreciation and amortization for agribusiness and energy services includes impairment of property and equipment of $3.1 million for the three and six months ended June 30, 2025.

Current wording

(3)Depreciation and amortization for agribusiness and energy services includes impairment of property and equipment of $3.1 million for the nine months ended September 30, 2025.

Previous wording

(4)Ethanol production includes $58.7 million and $113.9 million of 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses for the three and six months ended June 30, 2026, respectively.

Current wording

(4)Ethanol production includes $65.4 million and $179.3 million of Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses for the three and nine months ended September 30, 2026, respectively, and $25.0 million of Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses for the three and nine months ended September 30, 2025.

Previous wording

(5)Ethanol production includes impairment of assets held for sale of $10.7 million for the three and six months ended June 30, 2025.

Current wording

(5)Ethanol production includes impairment of assets held for sale of $10.7 million for the nine months ended September 30, 2025.

Previous wording

(6)Corporate activities includes $1.7 million and $12.0 million of restructuring costs for the three and six months ended June 30, 2025 as a result of the company's cost reduction initiative, including severance related to the departure of its former CEO.

Current wording

(6)Corporate activities includes $1.5 million and $13.5 million of restructuring costs for the three and nine months ended September 30, 2025, respectively, as a result of the company's cost reduction initiative, including severance related to the departure of its former CEO.

Previous wording

(7)Corporate activities include a pretax loss on sale of assets of $4.0 million for the three and six months ended June 30, 2025.

Current wording

(7)Corporate activities include a pretax gain on sale of assets, net of $36.0 million and $32.0 million for the three and nine months ended September 30, 2025, respectively.

Previous wording

We use EBITDA, adjusted EBITDA, and segment EBITDA as measures of profitability to compare the financial performance of our reportable segments and manage those segments. EBITDA is defined as earnings before interest expense, income taxes, depreciation and amortization excluding the amortization of right-of-use assets and debt issuance costs. Adjusted EBITDA includes adjustments related to restructuring costs, loss on sale of assets, impairment of assets held for sale, loss on sale of equity method investment and our proportional share of EBITDA adjustments of our equity method investees. We believe EBITDA, adjusted EBITDA and segment EBITDA are useful measures to compare our performance against other companies. These measures should not be considered an alternative to, or more meaningful than, net income, which is prepared in accordance with GAAP. EBITDA, adjusted EBITDA, and segment EBITDA calculations may vary from company to company. Accordingly, our computation of EBITDA, adjusted EBITDA, and segment EBITDA may not be comparable with a similarly titled measure of other companies.

Current wording

We use EBITDA, adjusted EBITDA, and segment EBITDA as measures of profitability to compare the financial performance of our reportable segments and manage those segments. EBITDA is defined as earnings before interest expense, income taxes, depreciation and amortization excluding the amortization of right-of-use assets and debt issuance costs. Adjusted EBITDA includes adjustments related to restructuring costs, gain on sale of assets, impairment of assets held for sale, loss on sale of equity method investment and our proportional share of EBITDA adjustments of our equity method investees. We believe EBITDA, adjusted EBITDA and segment EBITDA are useful measures to compare our performance against other companies. These measures should not be considered an alternative to, or more meaningful than, net income, which is prepared in accordance with GAAP. EBITDA, adjusted EBITDA, and segment EBITDA calculations may vary from company to company. Accordingly, our computation of EBITDA, adjusted EBITDA, and segment EBITDA may not be comparable with a similarly titled measure of other companies.

Previous wording

(3)Ethanol production includes impairment of assets held for sale of $10.7 million for the three and six months ended June 30, 2025.

Current wording

(3)Ethanol production includes impairment of assets held for sale of $10.7 million for the nine months ended September 30, 2025.

Previous wording

(4)Corporate activities include a pretax loss on sale of assets of $4.0 million and a pretax loss on sale of equity method investment of $27.0 million for the three and six months ended June 30, 2025, respectively.

Current wording

(4)Corporate activities include a pretax gain on sale of assets, net of $36.0 million and $32.0 million for the three and nine months ended September 30, 2025, respectively.

Previous wording

Consolidated revenues decreased $106.6 million for the three months ended June 30, 2026 compared with the same period in 2025, primarily due to lower revenues within our ethanol production segment as a result of lower volumes sold primarily driven by the disposition of our Obion, Tennessee plant.

Current wording

Consolidated revenues decreased $12.5 million for the three months ended September 30, 2026 compared with the same period in 2025, primarily due to lower revenues within our ethanol production segment primarily as a result of lower volumes sold driven by the disposition of our Obion, Tennessee plant, partially offset by higher volumes sold and weighted average selling prices on ethanol and renewable corn oil.

Previous wording

Net income increased $139.4 million and adjusted EBITDA increased $76.9 million for the three months ended June 30, 2026 compared with the same period last year primarily due to recognition of $58.7 million of Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses, higher margins in our ethanol production and agribusiness and energy services segments and $5.9 million of lower selling, general and administrative expenses primarily as a result of restructuring costs of $2.5 million incurred during the three months ended June 30, 2025. Interest expense decreased $5.8 million for the three months ended June 30, 2026 compared with the same period in 2025 primarily due to prior year loan fees related to the issuance and modification of warrants in conjunction with access to a short-term line of credit and an amendment on our Junior Notes, offset by higher debt balances associated with carbon sequestration equipment. Income tax benefit was $5.5 million for the three months ended June 30, 2026, compared with income tax expense of $2.3 million for the same period in 2025 primarily due to changes in the valuation allowance on deferred tax assets, offset by an increase in pre-tax book income from the generation of non-taxable 45Z production tax credits.

Current wording

Net income increased $74.6 million and adjusted EBITDA increased $65.4 million for the three months ended September 30, 2026 compared with the same period last year primarily due to an increase of $42.3 million in Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses, higher margins in our ethanol production segment and $2.7 million lower selling, general and administrative expenses during the three months ended September 30, 2026. Interest expense decreased $39.7 million for the three months ended September 30, 2026 compared with the same period in 2025 primarily due to prior year loan fees related to the refinancing and extinguishment of the junior mezzanine notes, partially offset by higher debt balances associated with carbon sequestration equipment, partially offset by higher debt balances associated with carbon sequestration equipment. Income tax expense was $0.7 million for the three months ended September 30, 2026, compared with income tax expense of $0.9 million for the same period in 2025.

Previous wording

The following discussion provides greater detail about our second quarter segment performance.

Current wording

The following discussion provides greater detail about our third quarter segment performance.

Previous wording

Key operating data for our ethanol production segment is as follows:

Current wording

Key operating data for our ethanol production segment is as follows (in thousands):

Previous wording

Revenues in our ethanol production segment decreased $220.8 million for the six months ended June 30, 2026 compared with the same period in 2025, primarily due to the disposition of our Obion, Tennessee plant resulting in decreased revenues of $127.4 million, decreased ethanol revenues of $47.1 million driven by lower freight revenue and $33.7 million driven by timing of ethanol revenue recognition during the six months ended June 30, 2025 both as a result of our transition to a third party marketing arrangement, decreased revenues as a result of hedging activities of $27.5 million, a one-time sale of accumulated RINs of $22.6 million during the six months ended June 30, 2025, and lower distillers grains volumes sold resulting in decreased revenues of $6.1 million, partially offset by higher project revenues of $17.2 million, higher renewable corn oil and distillers grains weighted average selling prices resulting in increased revenues of $15.7 million and $2.0 million, respectively, and higher corn oil volumes sold resulting in increased revenues of $2.3 million.

Current wording

Revenues in our ethanol production segment decreased $19.5 million for the three months ended September 30, 2026 compared with the same period in 2025, primarily due to the disposition of our Obion, Tennessee plant resulting in decreased revenues of $70.0 million and lower weighted average selling prices on distillers grains resulting in decreased revenues of $6.8 million, partially offset by higher ethanol, renewable corn oil, and distillers grains volumes sold across our operational plants resulting in increased revenues of $10.2 million, $3.7 million and $1.5 million, respectively, increased revenues as a result of hedging activities of $6.9 million, higher ethanol and renewable corn oil weighted average selling prices resulting in increased revenues of $6.5 million and $8.7 million, respectively and higher project revenues of $21.0 million.

Previous wording

Cost of goods sold in our ethanol production segment decreased $369.0 million for the six months ended June 30, 2026 compared with the same period last year primarily due to the recognition of $116.5 million of Section 45Z production tax credits net of discounts and other costs, as well as lower corn volumes purchased, lower ethanol volumes purchased, lower freight costs, decreased weighted average corn prices, and hedging activities resulting in decreased costs of $86.4 million, $69.3 million, $48.5 million, $45.6 million and $9.1 million, respectively.

Current wording

Cost of goods sold in our ethanol production segment decreased $84.3 million for the three months ended September 30, 2026 compared with the same period last year primarily due to the disposition of our Obion, Tennessee plant resulting in decreased costs of $62.1 million, an increase of $42.3 million in Section 45Z production tax credits net of discounts and other costs, lower ethanol volumes purchased of $22.8 million and a decrease in hedging activities of $15.9 million. These decreases were offset by increased weighted average corn prices, increased project costs and higher corn volumes purchased resulting in increased costs of $32.1 million, $19.3 million and $6.9 million, respectively.

Previous wording

Operating income in our ethanol production segment increased $83.2 million for the three months ended June 30, 2026 compared with the same period in 2025 primarily due to increased margins as outlined above. Depreciation and amortization expense for the ethanol production segment was $22.7 million for the three months ended June 30, 2026, compared with $22.9 million for the same period last year.

Current wording

Operating income in our ethanol production segment increased $68.1 million for the three months ended September 30, 2026 compared with the same period in 2025 primarily due to increased margins as outlined above. Depreciation and amortization expense for the ethanol production segment was $22.8 million for the three months ended September 30, 2026, compared with $23.9 million for the same period last year.

Previous wording

Revenues in our agribusiness and energy services segment increased $8.0 million while operating income increased $5.9 million for the three months ended June 30, 2026, compared with the same period in 2025. The increase in revenues was primarily due to increased ethanol trading revenues. The increase in operating income was primarily due to higher natural gas trading margins.

Current wording

Revenues in our agribusiness and energy services segment increased $5.9 million while operating income decreased $1.0 million for the three months ended September 30, 2026, compared with the same period in 2025. The increase in revenues was primarily due to increased ethanol trading revenues. The decrease in operating income was primarily due to lower natural gas trading margins.

Previous wording

Intersegment eliminations of revenues decreased by $1.8 million for the three months ended June 30, 2026 primarily due to decreased marketing and corn origination fees paid to the agribusiness and energy services segment as a result of lower volumes processed.

Current wording

Intersegment eliminations of revenues decreased by $1.1 million for the three months ended September 30, 2026 primarily due to decreased marketing and corn origination fees paid to the agribusiness and energy services segment as a result of lower volumes processed.

Previous wording

Operating loss was impacted by an decrease in corporate activities of $7.2 million for the three months ended June 30, 2026 compared with 2025 primarily due to higher personnel costs as a result of restructuring in the prior period.

Current wording

Operating income was impacted by a decrease in corporate activities of $35.0 million for the three months ended September 30, 2026 compared with 2025 primarily due to the gain on disposition of our Obion, Tennessee plant, as well as a decrease in selling, general and administrative expenses as a result of the company's corporate reorganization and cost reduction initiatives in the prior period.

Previous wording

Consolidated revenues decreased $262.3 million for the six months ended June 30, 2026 compared with the same period in 2025, primarily due to lower revenues within our ethanol production segment as a result of lower volumes sold primarily driven by the disposition of our Obion, Tennessee plant, as well as lower revenues in our agribusiness and energy services segment as a result of the company ceasing a third-party marketing agreement with Tharaldson Ethanol Plant I LLC effective April 1, 2025.

Current wording

Consolidated revenues decreased $274.8 million for the nine months ended September 30, 2026 compared with the same period in 2025, primarily due to lower revenues within our ethanol production segment as a result of lower volumes sold primarily driven by the disposition of our Obion, Tennessee plant, as well as lower revenues in our agribusiness and energy services segment as a result of the company ceasing a third-party marketing agreement with Tharaldson Ethanol Plant I LLC effective April 1, 2025.

Previous wording

Net income increased $245.5 million and adjusted EBITDA increased $172.6 million for the six months ended June 30, 2026 compared with the same period last year primarily due to recognition of $113.9 million of Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses, higher margins in our ethanol production and agribusiness and energy services segments and $29.3 million of lower selling, general and administrative expenses primarily as a result of restructuring costs of $19.1 million incurred during the six months ended June 30, 2025. Interest expense decreased $3.2 million for the six months ended June 30, 2026 compared with the same period in 2025 primarily due to prior year loan fees related to the issuance and modification of warrants in conjunction with access to a short-term line of credit and an amendment on our Junior Notes, partially offset by higher debt balances associated with carbon sequestration equipment. Income tax benefit was $2.6 million for the six months ended June 30, 2026, compared with income tax expense of $2.4 million for the same period in 2025 primarily due to changes in the valuation allowance on deferred tax assets, offset by an increase in pre-tax book income from the generation of non-taxable 45Z production tax credits.

Current wording

Net income increased $320.1 million and adjusted EBITDA increased $238.0 million for the nine months ended September 30, 2026 compared with the same period last year primarily due to an increase of $158.8 million in Section 45Z production tax credits recorded net of discounts, other costs and selling, general and administrative expenses, higher margins in our ethanol production and agribusiness and energy services segments and $32.0 million of lower selling, general and administrative expenses primarily as a result of restructuring costs of $21.8 million incurred during the nine months ended September 30, 2025. Interest expense decreased $42.9 million for the nine months ended September 30, 2026 compared with the same period in 2025 primarily due to prior year loan fees related to the issuance and modification of warrants in conjunction with access to a short-term line of credit and an amendment on our Junior Notes, partially offset by higher debt balances associated with carbon sequestration equipment. Income tax benefit was $1.9 million for the nine months ended September 30, 2026, compared with income tax expense of $3.3 million for the same period in 2025 primarily due to changes in the valuation allowance on deferred tax assets, the impact of tax-exempt income from Section 45Z production tax credits and a decrease in tax expense related to other permanent differences, partially offset by an increase in pre-tax book income. In addition, the company recorded tax expense related to the IRS audit settlement in 2025.

Previous wording

The following discussion provides greater detail about our second quarter segment performance.

Current wording

The following discussion provides greater detail about our year-to-date segment performance.

Previous wording

Key operating data for our ethanol production segment is as follows:

Current wording

Key operating data for our ethanol production segment is as follows (in thousands):

Previous wording

Revenues in our ethanol production segment decreased $116.4 million for the three months ended June 30, 2026 compared with the same period in 2025, primarily due to the disposition of our Obion, Tennessee plant resulting in decreased revenues of $60.6 million, decreased ethanol revenues of $11.0 million driven by lower freight revenue and $25.0 million driven by timing of ethanol revenue recognition during the three months ended June 30, 2025 both as a result of our transition to a third party marketing arrangement, a one-time sale of accumulated RINs of $22.6 million during the three months ended June 30, 2025, lower ethanol and distillers grains volumes sold resulting in decreased revenues of $12.3 million and $6.3 million, respectively, decreased revenues as a result of hedging activities of $15.2 million, and lower weighted average selling prices on distillers grains resulting in decreased revenues of $1.2 million, partially offset by higher ethanol and renewable corn oil weighted average selling prices resulting in increased revenues of $15.9 million and $2.0 million, respectively, higher project revenues of $12.2 million and higher renewable corn oil volumes sold resulting in increased revenue of $6.9 million.

Current wording

Revenues in our ethanol production segment decreased $240.3 million for the nine months ended September 30, 2026 compared with the same period in 2025, primarily due to the disposition of our Obion, Tennessee plant resulting in decreased revenues of $197.4 million, decreased ethanol revenues of $47.8 million driven by lower freight revenue and $33.7 million driven by timing of ethanol revenue recognition during the nine months ended September 30, 2025 both as a result of our transition to a third party marketing arrangement, a one-time sale of accumulated RINs of $22.6 million during the nine months ended September 30, 2025, decreased revenues as a result of hedging activities of $20.5 million, lower distillers grains weighted average selling prices of $6.1 million and lower distillers grains volumes sold resulting in decreased revenues $1.1 million. These decreases were partially offset by higher project revenues of $38.2 million, higher renewable corn oil and ethanol weighted average selling prices resulting in increased revenues of $24.4 million and $5.9 million, respectively, and higher ethanol and corn oil volumes sold resulting in increased revenues of $9.5 million and $3.8 million, respectively.

Previous wording

Cost of goods sold in our ethanol production segment decreased $187.1 million for the three months ended June 30, 2026 compared with the same period last year primarily due to the recognition of $60.4 million of Section 45Z production tax credits net of discounts and other costs, as well as lower corn volumes purchased, lower ethanol volumes purchased, decreased weighted average corn prices, lower freight costs, and hedging activities resulting in decreased costs of $50.5 million, $45.3 million, $21.4 million, $11.2 million, and $1.6 million, respectively.

Current wording

Cost of goods sold in our ethanol production segment decreased $453.3 million for the nine months ended September 30, 2026 compared with the same period last year primarily due to the disposition of our Obion, Tennessee plant resulting in decreased costs of $188.0 million, an increase of $158.8 million of Section 45Z production tax credits net of discounts and other costs, as well as lower ethanol volumes purchased, lower freight costs, hedging activities and lower weighted average corn prices resulting in decreased costs of $67.1 million, $53.1 million, $25.0 million and $4.7 million, respectively. These decreases were partially offset by higher project costs of $36.4 million and higher corn volumes purchased of $8.3 million for the nine months ended September 30, 2026.

Previous wording

Operating income in our ethanol production segment increased $162.2 million for the six months ended June 30, 2026 compared with the same period in 2025 primarily due to increased margins as outlined above. Depreciation and amortization expense for the ethanol production segment was $45.9 million for the six months ended June 30, 2026, compared with $44.0 million for the same period last year, with the increase driven by carbon sequestration equipment placed in service during the fourth quarter of 2025.

Current wording

Operating income in our ethanol production segment increased $230.3 million for the nine months ended September 30, 2026 compared with the same period in 2025 primarily due to increased margins as outlined above. Depreciation and amortization expense for the ethanol production segment was $68.7 million for the nine months ended September 30, 2026, compared with $67.8 million for the same period last year, with the increase driven by carbon sequestration equipment placed in service during the fourth quarter of 2025.

Previous wording

Revenues in our agribusiness and energy services segment decreased $43.2 million while operating income increased $17.2 million for the six months ended June 30, 2026, compared with the same period in 2025. The decrease in revenues was primarily due to the company ceasing a third-party marketing agreement with Tharaldson Ethanol Plant I LLC effective April 1, 2025, offset by higher natural gas revenues. The increase in operating income was primarily due to higher natural gas trading margins.

Current wording

Revenues in our agribusiness and energy services segment decreased $37.3 million while operating income increased $16.3 million for the nine months ended September 30, 2026, compared with the same period in 2025. The decrease in revenues was primarily due to the company ceasing a third-party marketing agreement with Tharaldson Ethanol Plant I LLC effective April 1, 2025, partially offset by higher natural gas revenues. The increase in operating income was primarily due to higher natural gas trading margins.

Previous wording

Intersegment eliminations of revenues decreased by $1.7 million for the six months ended June 30, 2026 primarily due to decreased marketing and corn origination fees paid to the agribusiness and energy services segment as a result of lower volumes processed.

Current wording

Intersegment eliminations of revenues decreased by $2.7 million for the nine months ended September 30, 2026 primarily due to decreased marketing and corn origination fees paid to the agribusiness and energy services segment as a result of lower volumes processed.

Previous wording

Operating loss was impacted by an decrease in corporate activities of $23.9 million for the six months ended June 30, 2026 compared with 2025 primarily due to higher personnel costs as a result of restructuring in the prior period.

Current wording

Operating loss was impacted by an increase in corporate activities of $11.1 million for the nine months ended September 30, 2026 compared with 2025 primarily due to the gain on disposition of our Obion, Tennessee plant in the prior period, partially offset by non-recurring increased personnel costs as a result of restructuring in the prior period and a decrease in selling, general and administrative expenses as a result of the company's corporate reorganization and cost reduction initiative for the nine months ended September 30, 2026.

Previous wording

On June 30, 2026, we had $185.4 million in cash and cash equivalents and $57.7 million in restricted cash. We also had $290.0 million available under our committed revolving credit agreement, subject to restrictions or other lending conditions. Total corporate liquidity consisting of unrestricted cash, distributable cash from subsidiaries and credit facility availability was $196.4 million as of June 30, 2026. Funds at certain subsidiaries are generally required for their ongoing operational needs and restricted from distribution. At June 30, 2026, our subsidiaries had approximately $44.0 million of net assets that were not available to use in the form of dividends, loans or advances due to restrictions contained in their credit facilities. On April 17, 2026, the Revolver Facility was amended by the Second Amendment to the Loan and Security Agreement and the borrowing limit was reduced from $350 million to $300 million which reduced our availability under the committed revolving credit agreement.

Current wording

On September 30, 2026, we had $160.0 million in cash and cash equivalents and $65.1 million in restricted cash. We also had $290.0 million available under our committed revolving credit agreement, subject to restrictions or other lending conditions. Total corporate liquidity consisting of unrestricted cash, distributable cash from subsidiaries and credit facility availability was $226.6 million as of September 30, 2026. Funds at certain subsidiaries are generally required for their ongoing operational needs and restricted from distribution. At September 30, 2026, our subsidiaries had approximately $59.7 million of net assets that were not available to use in the form of dividends, loans or advances due to restrictions contained in their credit facilities.

Showing the first 40 of 50 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

There are multiple on-going legal challenges to how the EPA has handled SREs and RFS rulemakings. On May 28, 2026, several environmental groups filed a lawsuit challenging RFS “Set 2” rule, claiming the EPA failed to properly account for the environmental impacts of crop-based biofuel. On May 29, 2026, the American Fuel & Petrochemical Manufacturers Association filed a lawsuit challenging the 2026-2027 RVOs citing increased compliance costs. On June 1, 2026, the Renewable Natural Gas Coalition filed a lawsuit challenging the EPA’s decision to partially waive the cellulosic RVO in the RFS “Set 2” rule. The U.S. Court of Appeals for the District of Columbia quickly consolidated these lawsuits by June 3, 2026. While these lawsuits were an expected outcome of the most recent “Set 2” rule, ongoing litigation and future EPA policy regarding SREs could continue to impact RFS implementation and market dynamics.

Current report — wording carried from elsewhere

(5)Corporate activities includes $1.5 million and $13.5 million of restructuring costs for the three and nine months ended September 30, 2025, respectively, as a result of the company's cost reduction initiative, including severance related to the departure of its former CEO.