NeoVolta Inc.

Overview

NeoVolta Inc. (“NeoVolta”, “we” or the “Company”) is a rapidly-growing U.S.-based energy technology company delivering scalable energy storage solutions. We are presently transitioning from being a storage manufacturer into an integrated energy solutions leader. Since our founding in 2018 solely as a manufacturer of high-performance energy storage systems for residential and small commercial applications, we have evolved into a more diversified storage technology company. Currently, our strategy is centered around building a multi-market energy solutions platform serving customer markets in the following three areas:

Since April 2024, we have adopted a growth strategy which is designed to be focused around our customer base and structured to expand our market penetration, diversify revenue channels, and accelerate product development on a scalable basis. This strategy rests on three primary objectives: (i) expanding revenue through strategic sales channel development, (ii) broadening financing options through partnerships, and (iii) initiating development of next-generation storage solutions.

We have provided a more in-depth discussion below regarding our Residential, Commercial & Industrial, and Utility-Scale customer products and markets.

Residential Market

Presently, we are best known for our high-performance energy storage systems (“ESS”) for residential and small commercial applications. Our ESS product portfolio includes the NV14, NV24, NVPlus, NV7600 stand-alone inverter, and the NV16 kW AC hybrid inverter with 24 kW PV input and a 250 kW / 430 kWh C&I system. Our systems combine lithium iron phosphate battery technology with hybrid inverter capability, providing safe, flexible, and adaptable solutions for backup power, self-consumption, and energy resilience.

Historically, we have marketed and sold our ESS products primarily through certified solar installers and regional and national distributors, with our initial focus being on Southern California and more recently expanding to markets in other states such as Texas. As a result of federal tax law changes pertaining to the residential solar tax credit, however, we are in the process of developing new plans for marketing those products going forward.

Our energy storage systems combine lithium iron phosphate battery technology with integrated or stand-alone inverters to provide safe, reliable backup power for residential and light commercial applications. All systems are NEMA 3R rated for indoor or outdoor installation, UL 9540/9540A certified, and compatible with both AC- and DC-coupled solar configurations.

Since 2024, we have broadened our product portfolio with the launch of the NVPlus energy storage system and the NV7600 stand-alone inverter, extending our reach into higher-capacity residential and light commercial applications. In February 2025, we expanded into a larger facility in Poway to support increased production.

In addition to these core products, we are preparing to launch our NVWAVE modular battery platform commercially, featuring plug-and-play installation, a scalable architecture up to 55.2 kWh, and full FEOC-compliant, Domestic Content-eligible design. A key differentiator of the NVWAVE platform is its integrated software intelligence.

We have developed this product as a result of our acquisition of intellectual property and other assets from Neubau Energy in October 2025. It expands our market reach into flexible residential and light commercial systems. We believe that it has the potential to enhances our gross margins through simplified production and reduced labor costs, thus positioning us for scalable growth and stronger profitability in our targeted residential markets.

The NVWAVE system incorporates a proprietary whole-home load management controller that integrates the system controller, inverters, battery management unit, and individual battery modules into one streamlined unit, enabling intelligent energy optimization across solar, battery, and grid resources. This software-driven architecture gives homeowners real-time visibility and control over their energy use while allowing the system to adapt dynamically to evolving utility rate structures and interconnection requirements.

Commercial & Industrial Market

Beyond our residential applications, the market for C&I storage is emerging as a new growth segment for us. We are finding that commercial businesses as well as project developers of various descriptions and sizes are increasingly seeking solutions for demand-charge management, backup power, and grid services.

Utility-Scale Market

In January 2026, we executed a series of joint venture agreements with the U.S. affiliate of a foreign entity for the formation of a new domestic limited liability company known as NeoVolta Power, LLC (“NVP”) to jointly own and operate a utility-scale battery manufacturing facility in the State of Georgia. Pursuant to these agreements, as amended in April 2026, we have an 80% ownership interest in the joint venture company, and the U.S. affiliate of the foreign entity has a 20% ownership interest, subject to service-based vesting and forfeiture provisions, which is being accounted for as a capital contribution based on the estimated fair value of its services contributed to the joint venture.

The plant is located in a leased structure containing 210,600 square feet of manufacturing space along the I-85 corridor in Pendergrass, Georgia, outside of Atlanta. It is being constructed in phases with the initial phase expected to be completed at the end of our fiscal 2027 first quarter, leading to limited production of batteries for sale to customers. The facility is designed for 2 GWh of initial annual production capacity, scalable to 8 GWh over time. The plant is intended to be eligible for the Advanced Manufacturing Tax Credit under Internal Revenue Code Section 45X and to enable customers to claim the Clean Electricity Investment Tax Credit under Internal Revenue Code Section 48E.

Under the terms of our joint venture agreements, we are responsible for making sufficient capital contributions to NVP to fund the construction costs of the facility, specified equipment purchases, initial working capital requirements, and other items as may be needed by the joint venture. Our joint venture partner, which is affiliated with a world leading supplier of solar PV solutions, is responsible for contributing its technical expertise in battery manufacturing and other services through various ancillary joint venture agreements.

Our total funding requirements to NVP are currently projected to aggregate approximately $40 million through June 30, 2027. This amount may change as circumstances arise during the construction and initial production phases of this project. Of this expected amount, we have currently made total capital contributions in cash of $15 million. We recently completed an underwritten public equity offering in the net amount of $26.3 million and we are expecting to use a substantial portion of the net proceeds of that offering to fund our remaining capital contributions to NVP in the coming year. We may seek to pursue additional debt and/or equity financings in order to fund our remaining capital contributions to NVP.

Market Overview

Our addressable market is expanding rapidly across multiple customer segments, supported by favorable policy, resiliency needs, and evolving financing and distribution models. Based on reliable industry sources, the total U.S. addressable market in our three primary areas of focus is projected to reach an aggregate level of approximately $45 billion by 2030, as further described below.

Residential. There are an estimated 4.2 million U.S. homes equipped with solar panels, and more than 3 million of these do not currently have battery storage. (SolarInsure) This represents a significant retrofit opportunity, particularly as installed inverters approach end of life after 10–15 years of operation. By 2030, the total U.S. addressable Residential market is projected to reach approximately $15 billion.

Commercial & Industrial. The U.S. installer and distributor market is highly fragmented, with more than 11,000 companies nationwide, most of them small independent operators not typically serviced by larger ESS providers. These smaller players represent NeoVolta’s core customers. By 2030, the total U.S. addressable C&I market is projected to reach approximately $10 billion.

Utility-Scale Battery Storage**.** Installed utility-scale battery storage in the U.S. surpassed 15 GW in 2024 and is projected tomore than double by the end of 2026. In 2025, U.S. energy storage installations hit a record 18.9 GW, with 4.9 GW in the utility segment alone, up 31% year-over-year. The market is expected to install 500 GWh of storage from 2026–2031, a 250% increase over 2020–2025.(The American Clean Power Association) This translates into an addressable Utility-Scale Battery Storage market projected to reach approximately $20 billion by 2030.

Upon completion of our new utility-scale battery manufacturing joint venture plant in Georgia, we will be capable of delivering integrated energy storage solutions that enable homeowners, businesses, and utilities to optimize energy use, reduce grid dependence, and build resilience against outages, peak demands, and rising costs.

Growth Strategy

The electric grid in the United States is aging at a time when there is rapidly increasing demand for domestic electric service. Energy-intensive data centers are projected to double electricity usage by 2030. Electric vehicles are projected to represent 20-30% of all vehicles by 2030. Electrified manufacturing processes are expected to raise industrial electricity consumption by 25-40% over the next decade. We are positioning NeoVolta to take advantage of this expected growth through three main initiatives described below.

Product Innovation**.** We are investing in research and development to expand our product portfolio and maintain a competitive edge. These products expand our reach into larger residential and commercial markets.

Strategic Combinations**.** In addition to organic growth, we may evaluate acquisitions, joint ventures, or other strategic transactions to expand our technology base, accelerate market entry, and enhance financing capabilities. As an illustration, we have entered into a joint venture with the U.S. affiliate of a foreign entity to jointly own and operate a utility-scale battery manufacturing facility in the State of Georgia, as previously mentioned.

Competition

We compete with several established companies in the ESS market, including Tesla, LG Chem, Sonnen, Enphase, SunPower, Sunrun and Fluence. Many of these competitors have significantly greater financial resources, manufacturing capacity, brand recognition, and established distribution channels. Their scale allows them to pursue aggressive pricing, broader marketing, and faster product refresh cycles.

In addition to dedicated ESS providers, we also face competition from diversified industrial companies, generator manufacturers, inverter suppliers, and other firms that offer alternative backup power or distributed energy solutions. We expect new entrants to continue to emerge as energy storage adoption expands and regulatory requirements evolve.

We also compete with companies that are similar to ours, and other renewable energy companies. We believe that we compete favorably with these companies based on our products and differentiated customer experience. We also face competition from purely finance-driven organizations that acquire customers and then subcontract out the installation of energy systems, from installation businesses that seek financing from external parties, to large construction companies and utilities and sophisticated electrical and roofing companies.

Despite the presence of larger and more established competitors, we believe NeoVolta maintains distinct competitive advantages:

Product Availability. We generally fulfill orders in our legacy products in less than two weeks, often within days, compared to extended backlogs reported by some competitors. This supports the cash-flow needs of small and mid-sized installers.

Installer Service. Our Certified Installer Program, direct technical support, and remote monitoring capabilities provide education and assistance to installers, fostering loyalty and reducing installation risk.

Product Safety and Flexibility. Our systems use lithium iron phosphate chemistry and are UL 9540/9540A certified with no thermal runaway risk. Products are NEMA 3R rated for indoor/outdoor use, support both AC- and DC-coupled solar, and allow capacity expansion without requiring an additional inverter.

Market Focus. Unlike some competitors that sell storage primarily as an add-on to solar, NeoVolta is focused entirely on energy storage. We target independent installers and distributors that are underserved by larger providers, particularly in retrofit markets and emerging commercial segments.

We believe these differentiators allow us to compete effectively in a rapidly growing market, even against larger, more established participants.

Intellectual Property & Product Development

We rely on a combination of patents, trademarks, copyrights, trade secrets, and contractual protections to safeguard our technology and brand. At present, we hold or are pursuing a total of 16 U.S. patents, of which 3 have been granted, 3 others are provisionally in force, 2 are filed and pending, and 8 were recently filed with the U.S. Patent & Trademark Office. Additionally, we hold a perpetual license on certain patents related to our low-voltage battery architecture. These patents and licenses include the assets that we obtained through our asset acquisition from Neubau Energy in October 2025.

We expect to continue filing for patent protection when appropriate as we expand our technology portfolio. In addition to patents, we protect our intellectual property through nondisclosure agreements, confidentiality provisions, and invention assignment agreements with employees, consultants, and advisors. Despite these protections, unauthorized parties may attempt to copy aspects of our products or use information we consider proprietary. The success of our business depends in part on our ability to defend against misappropriation and infringement.

Product Development. We continue to invest in research and development to expand our product offerings. In addition to our core NV14 and NV24 ESS products, we have launched NVPlus, a higher-capacity residential and small commercial system; the NV7600 stand-alone inverter; and two new products in 2025: (i) a 250 kW / 430 kWh commercial and industrial BESS, and (ii) the NV16 kW AC hybrid inverter with 24 kW PV input. We are also exploring partnerships to accelerate development of next-generation systems.

Regulatory Environment

The energy storage industry is subject to a complex and evolving regulatory framework at the federal, state, and local levels. In recent years, regulators have adopted new safety, interconnection, and performance standards that materially impact product design and installation requirements.

As previously noted, our new utility-scale battery manufacturing joint venture plant in the State of Georgia is intended to be eligible for the Advanced Manufacturing Tax Credit under Internal Revenue Code Section 45X and to enable our customers to claim the Clean Electricity Investment Tax Credit under Internal Revenue Code Section 48E, notwithstanding that there are strict federal tax regulations pertaining to these credits which involve any foreign sourcing. However, a recent IRS Notice provides guidance to taxpayers on achieving compliance with these regulations.

The One Big Beautiful Bill Act (“OBBBA”) passed by Congress in July 2025 provides that a qualified facility, energy storage technology or eligible component that includes material assistance from a prohibited foreign entity is not eligible for a credit under Section 45X. Material assistance is defined as a material assistance cost ratio (“MACR”) that is less than the applicable threshold percentage.

Despite the fact that our joint venture partner is affiliated with such a foreign entity, we expect to achieve compliance with the OBBBA by relying on IRS Notice 2026-15, which offers high-level general rules and an interim safe-harbor approach to calculating the MACR for a project or manufactured component. This safe harbor, which is expected to be available to NVP, allows taxpayers to trace to the level of detail of the items listed in the IRS’s domestic content safe harbor tables with additional averaging rules to account for procurement and tracing.

At the state level, several states, led by California and Hawaii, have adopted building codes and interconnection requirements that mandate or encourage storage. Utilities are increasingly turning to rate reform, such as California’s net-billing tariff, which improves the economics of pairing solar with batteries. Meanwhile, grid reliability concerns—including widespread Public Safety Power Shutoff events in California—continue to highlight the resiliency benefits of energy storage for both homeowners and businesses.

In California, the California Public Utilities Commission (“CPUC”) has implemented standards such as the Common Smart Inverter Profile (CSIP) and “Rule 21” interconnection requirements. On August 5, 2020, the California Energy Commission (“CEC”) approved NeoVolta’s CSIP compliance application, enabling our products to meet CPUC interconnection rules. In addition, “rapid shutdown” requirements—mandating that emergency responders be able to quickly disable PV systems at the service panel—were adopted in 2021 and are now reflected in the National Electrical Code.

Fire code and safety standards have also advanced significantly. Beginning in 2022, California prohibited installation of energy storage systems in residential living spaces, limited installation in garages to units with fire protection measures, and required additional safeguards such as heat and smoke detectors or bollards. These changes reflect increasing scrutiny of certain lithium-ion chemistries that have demonstrated thermal runaway risks. NeoVolta’s lithium iron phosphate (LiFePO₄) batteries, by contrast, have been certified under UL 9540A testing, which evaluates thermal runaway and fire propagation, and meet current safety requirements.

NeoVolta’s products are certified under multiple safety and performance standards, including:

We expect the regulatory environment for ESS to remain highly dynamic. Although compliance requires continued investment in engineering and certification, we believe these requirements create higher barriers to entry for new competitors and reinforce NeoVolta’s positioning as a compliant and safety-focused manufacturer.

Manufacturing

Historically, we have assembled our residential NV14 and NV24 energy storage systems at our facility in Poway, California. These products have been built under a made-to-order model, with minimal finished-goods inventory and higher raw-materials inventory relative to projected sales to support delivery timelines.

Other NeoVolta products—including NVPlus, the NV7600 stand-alone inverter, and newly announced offerings—are manufactured through qualified contract partners under NeoVolta specifications. We manage supplier selection, production planning, and quality control, and we perform firmware configuration and final acceptance testing as appropriate before shipment.

Our new NVWAVE modular battery platform developed as a result of our asset acquisition from Neubau Energy in October 2025 involves a dual manufacturing process between a contract manufacturer located in Austria which custom manufactures the modules followed by the in-house assembly of the remaining components which takes place at our facility in Poway, California.

Our manufacturing processes emphasize traceability and compliance. For NV14/NV24, we track components from receipt through final build, recording serial numbers, torque settings, and required test results prior to packaging. All units are released only after passing defined quality checkpoints. For partner-manufactured products, we apply incoming inspection protocols aligned to our specifications and certifications.

We source critical components from suppliers in the United States and Asia. To mitigate risks from supply chain disruptions, tariffs, or component shortages, we maintain buffer stocks of key NV14/NV24 components, pursue multi-sourcing arrangements, and coordinate production schedules with our partners. In addition, we are actively working to increase domestic content across our products and to ensure that our supply chain is compliant with Foreign Entity of Concern (FEOC) requirements, which will become increasingly important for eligibility under federal incentive programs.

Employees

As of June 30, 2026, we had a total of 41 full-time employees. Our Chief Executive Officer oversees overall company strategy, sales, and product development, while our Chief Financial Officer manages finance and administration. Our California based staff is primarily focused on manufacturing and quality control for our NV14 and NV24 systems, supported by supply chain, technology, sales and marketing personnel. Our Georgia based staff is primarily focused on overseeing the construction and providing administrative oversight of NVP’s battery manufacturing facility.

We also engage outside consultants and contractors for specialized functions, including research and development, regulatory compliance, and market development. From time to time, we may enter into specific contracts for non-recurring projects to supplement our workforce.

We consider our relationship with employees to be good. None of our employees are represented by a labor union, and we have not experienced any work stoppages.

Access to Information

Our website is at www.neovolta.com. We make available, free of charge, on our corporate website, our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as soon as reasonably practicable after they are electronically filed with the Securities and Exchange Commission (SEC). The SEC maintains an internet site that contains reports, proxy and information statements and other information regarding issuers that file electronically with the SEC at www.sec.gov. Information contained on our website does not, and shall not be deemed to, constitute part of this Annual Report on Form 10-K. Our reference to the URL for our website is intended to be an inactive textual reference only.