Expion360 Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
View on SEC.govAbout 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, 2025 · Filed Nov 13, 2025
XPON$2.45-8.4%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-13.
0001903596-25-000401
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001903596-25-000532
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 131 previous paragraphs and 130 current paragraphs.
87 unchanged; 31 reworded; 10 added; 12 removed; 1 previous and 2 current paragraphs rearranged.
Tables are not compared: 8 previous and 7 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 (10)
Current report
In recent months, we have undertaken a leadership transition designed to support our next phase of operational and strategic growth. In September 2025, the board of directors appointed Shawna Bowin, the Company’s previous Controller, as Chief Financial Officer, and in October 2025, the board of directors appointed Joseph Hammer, a veteran financial executive and director as Chief Executive Officer and Chairman of the Board of Directors, and appointed Scott Burell, a veteran financial executive and director, to the Board of Directors. These changes reflect management’s intent to strengthen our financial, operational, and strategic execution capabilities. Under the direction of this new leadership, we intend to build upon our existing foundation in lithium-ion battery technology to pursue selective growth initiatives. Management is focused on increasing OEM market penetration, advancing product development for home energy storage solutions, and exploring potential expansion into related energy storage or adjacent markets, or into areas beyond energy, where our design, manufacturing, and distribution capabilities may be leveraged.
Current report
Management anticipates that products sourced from the Company’s third-party manufacturers in Asia may be subject to additional tariff exposure during 2025. Although recent developments in November 2025 have been favorable, the Company has timed certain inventory purchases to coincide with the period of reduced tariff rates. Management believes that any potential impact on gross margins can be mitigated through a combination of supplier pricing concessions, product redesign initiatives, selective customer pricing adjustments, and ongoing operational efficiencies realized through increased sales volumes.
Current report
The increase in net sales was primarily attributable to the RV market recovering from its previous slowdown, but also to enhanced sales efforts, including expanded outreach to OEM partners, strategic marketing initiatives, and the successful onboarding of new customers during this period.
Current report
Other (Income) / Expense
Current report
Other (income) / expense for the three months ended September 30, 2025 decreased $10.6 million, or 154.1%, compared to the three months ended September 30, 2024, primarily due to writing off the suspended liability from the Series A Warrants in 2025, and not incurring the expenses for change in fair value of warrants or legal settlements that were recognized in 2024, slightly offset by obsolete inventory expense in 2025. Other income was $3.7 million for the three months ended September 30, 2025 and other expense was $6.9 million for the three months ended September 30, 2024. Other income for the three months ended September 30, 2025 was made up of the write-off of the suspended liability, and other expense for the three months ended September 30, 2025 was primarily made up of the write-off of obsolete inventory. Other expense for the three months ended September 30, 2024 was primarily made up of the change in fair value of the warrants issued as part of the August 2024 financing, along with interest expense and settlement expense.
Current report
Other (income) / expense for the nine months ended September 30, 2025 decreased $11.4 million, or 148.4%, compared to the nine months ended September 30, 2024, primarily due to writing off the suspended liability from the Series A Warrants in 2025, and not incurring the expenses for change in fair value of warrants or legal settlements that were recognized in 2024, as well as significantly lower interest expense in 2025, slightly offset by obsolete inventory expense in 2025. Other income was $3.7 million for the nine months ended September 30, 2025 and other expense was $7.7 million for the nine months ended September 30, 2024. Other income for the nine months ended September 30, 2025 was primarily made up of the write-off of the suspended liability. Other expense for the nine months ended September 30, 2024 was primarily made up of the change in fair value of the warrants issued as part of the August 2024 financing, along with interest expense and settlement expense.
Current report
During the three months ended September 30, 2025 and 2024, expense for the change in fair value of warrants was $0 and $5.9 million, income from the write-off of suspended liability totaled $4.5 million and $0, obsolete inventory expense totaled $757,000 and $0, interest expense totaled $4,000 and $468,000, settlement expense totaled $0 and $401,000, loss on sale of property and equipment totaled $0 and $146,000, interest income totaled $0 and $15,000, and workers comp dividends totaled $0 and $1,000, respectively. During the nine months ended September 30, 2025 and 2024, expense for the change in fair value of warrants was $0 and $5.9 million, income from the write-off of suspended liability totaled $4.5 million and $0, interest expense was $14,000 and $972,000, obsolete inventory expense totaled $757,000 and $0, settlement expense totaled $0 and $710,000, loss on sale of property and equipment totaled $13,000 and $147,000, interest income totaled $0 and $60,000, miscellaneous income from sale of a non-capitalized asset was $0 and $1,000, dividend from a workers compensation policy was $0 and $1,000, respectively, and penalties and late fees totaled less than $100 each period.
Current report
Net Income / (Loss)
Current report
Our net income / (loss) for the three months ended September 30, 2025 and 2024 was $723,000 and $(8.8 million), respectively. Our net loss for the nine months ended September 30, 2025 and 2024 was $(1.8 million) and $(13.2 million), respectively. The improvement for both periods was driven by increased sales and proportional decreases in cost of sales resulting in improved gross profit, as well as improvements in other income and expense.
Current report
For the nine months ended September 30, 2025, we recognized a net of $3.6 million in non-cash operating income, including $4.5 million for write-off of suspended liability, $452,000 for stock-based compensation, and $348,000 for common stock issued for services. For the nine months ended September 30, 2024, we recognized $7.5 million in non-cash operating costs, including $5.9 million for change in fair value of warrants, $667,000 in amortization of convertible note costs, and $546,000 for stock-based compensation.
Removed paragraphs (12)
Previous report
In December 2024, we announced our intent to collaborate with another leading innovator in energy storage solutions to pursue funding for and to establish a state-of-the-art manufacturing facility in the United States and to collaborate on battery cell and product designs to make a lasting impact on the energy storage industry, and we are continuing to work toward this goal.
Previous report
Home Energy Integration
Previous report
We are currently having discussions with integration partners. This is key for the development of our home energy storage products and subsequent sales growth.
Previous report
Management expects that products from our Asian third-party manufacturers will be subject to additional tariffs in 2025. We believe that we can protect our margins through a combination of supplier concessions, customer price increases and efficiencies gained as sales continue to grow.
Previous report
The increase in net sales was primarily attributable to sales growth in the RV market along with accessory sales growth through our integrator partners.
Previous report
Other Expense
Previous report
Other expense for the three months ended June 30, 2025 decreased $522,000, or 96.6%, compared to the three months ended June 30, 2024, primarily due to savings in interest expense due to the payoff of our convertible note, and settlement expense incurred in 2024 but not 2025. Other expense was $19,000 for the three months ended June 30, 2025 and $541,000 for the three months ended June 30, 2024. Other expense for the three months ended June 30, 2025 was made up of loss on sale of property and equipment and interest expense. Other expense for the three months ended June 30, 2024 was made up of settlement expense and interest expense, including non-cash interest for the convertible note and stock-based settlement expense.
Previous report
Other expense for the six months ended June 30, 2025 decreased $744,000, or 97.0%, compared to the six months ended June 30, 2024, primarily due to savings in interest expense on the convertible note and settlement expense incurred in 2024 but not 2025, though interest income decreased and loss on sale of property and equipment increased as well. Other expense was $23,000 for the six months ended June 30, 2025 and $767,000 for the three months ended June 30, 2024. Other expense for the six months ended June 30, 2025 was primarily made up of loss on the sale of property and equipment and interest expense. Other expense for the six months ended June 30, 2024 was made up of settlement expense and interest expense, including non-cash interest for the convertible note and settlement of shares.
Previous report
During the three months ended June 30, 2025 and 2024, settlement expense totaled $0 and $309,000, respectively, interest expense totaled $4,000 and $251,000, respectively, and loss on sale of property and equipment totaled $15,000 and $0, respectively; interest income totaled $0 and $19,000, respectively. During the six months ended June 30, 2025 and 2024, interest expense totaled $9,000 and $504,000, respectively, settlement expense totaled $0 and $309,000, respectively, loss on sale of property and equipment totaled $13,000 and $300, respectively, and interest income totaled $1 and $45,000, respectively.
Previous report
Net Loss
Previous report
Our net loss for the three months ended June 30, 2025 and 2024 was $1.4 million and $2.2 million, respectively. Our net loss for the six months ended June 30, 2025 and 2024 was $2.5 million and $4.4 million, respectively. The decrease in net loss for both periods was primarily the result of increased sales and decreases in selling, general, and administrative expenses. For the six months ended June 30, 2025, we recognized $390,000 in non-cash operating costs, including $184,000 for stock-based compensation and $106,000 for common stock issued for services. For the six months ended June 30, 2024, we recognized $1.1 million in non-cash operating costs, including $439,000 for stock-based compensation, $334,000 for amortization of convertible note costs, and $209,000 for stock-based settlement expense.
Previous report
Revenue Recognition
Reworded paragraphs (31)
Previous wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the unaudited interim financial statements and related notes for the three and six months ended June 30, 2025 and 2024 included elsewhere in this Quarterly Report, as well as our audited financial statements and related notes for the fiscal years ended December 31, 2024 and 2023, included in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 31, 2025 (the “Annual Report”). Our future financial condition and results of operations, as well as any forward-looking statements, are subject to inherent risks and uncertainties that may adversely impact our operations and financial results. These risks and uncertainties are discussed in this Quarterly Report, including in Part II, Item 1A “Risk Factors” of this Quarterly Report and “Cautionary Note Regarding Forward-Looking Statements and Industry Data,” as well as in Part I, Item 1A, “Risk Factors” of the Annual Report. Percentage amounts included in this section have not in all cases been calculated on the basis of rounded figures, but on the basis of such amounts prior to rounding. For this reason, percentage amounts in this section may vary from those obtained by performing the same calculations using the figures in our financial statements included elsewhere in this Quarterly Report. Certain other amounts that appear in this section may not sum due to rounding.
Current wording
The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the unaudited interim financial statements and related notes for the three and nine months ended September 30, 2025 and 2024 included elsewhere in this Quarterly Report, as well as our audited financial statements and related notes for the fiscal years ended December 31, 2024 and 2023, included in our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 31, 2025 (the “Annual Report”). Our future financial condition and results of operations, as well as any forward-looking statements, are subject to inherent risks and uncertainties that may adversely impact our operations and financial results. These risks and uncertainties are discussed in this Quarterly Report, including in Part II, Item 1A “Risk Factors” of this Quarterly Report and “Cautionary Note Regarding Forward-Looking Statements and Industry Data,” as well as in Part I, Item 1A, “Risk Factors” of the Annual Report. Percentage amounts included in this section have not in all cases been calculated on the basis of rounded figures, but on the basis of such amounts prior to rounding. For this reason, percentage amounts in this section may vary from those obtained by performing the same calculations using the figures in our financial statements included elsewhere in this Quarterly Report. Certain other amounts that appear in this section may not sum due to rounding.
Previous wording
Expion360 focuses on the design, assembly, manufacturing, and sale of lithium iron phosphate (“LiFePO4”) batteries and supporting accessories for recreational vehicles (“RVs”), marine applications and home energy storage products with plans to expand into industrial applications. Our high-powered, lithium battery solutions incorporate innovative concepts and have been designed to include some of the most dense and minimal-footprint batteries in the RV and marine industries. In addition, in January 2025 we began selling our e360 Home Energy Storage Solutions, which consist of two LiFePO4 battery storage solutions and seek to provide consumers with a cost-effective, low barrier of entry, flexible system to power their homes utilizing solar energy, wind, or grid back-up. We are deploying multiple intellectual property strategies with research and products to sustain and scale our business. This includes design, development and collaboration, using our IP to bring safety, quality and service to our customers. Our customers consist of dealers, wholesalers, private-label customers, and original equipment manufacturers (“OEMs”) who then sell our products to end consumers and drive brand awareness nationally.
Current wording
In January 2025 we began selling our e360 Home Energy Storage Solutions, which consist of two LiFePO4 battery storage solutions and are designed to provide consumers with a cost-effective, flexible system with low barrier of entry to power their homes utilizing solar energy, wind, or grid back-up. We are deploying multiple intellectual property strategies with research and product development to sustain and scale our business. This includes design, development and collaboration, using our IP to bring safety, quality and service to our customers. Our customers consist of direct consumers, dealers, wholesalers, private-label customers, and original equipment manufacturers (“OEMs”) who sell our products to end consumers and drive brand awareness nationally.
Previous wording
Our primary target markets are currently the RV, marine, and home energy storage industries. We believe we are well-positioned to capitalize on the rapid market conversion from lead-acid to lithium batteries as the primary method of power sourcing in these industries. We are primarily focused on expanding within the home energy storage market with the introduction of our e360 Home Energy Storage Solutions, and we believe we have established a new standard in the industry for price, flexibility, and integration with this offering. Along with the RV, marine and home energy storage markets, we aim to provide additional capacities to the expanding electric forklift and industrial material handling markets.
Current wording
Our primary target markets are currently the RV, marine, and home energy storage industries. We believe we are well-positioned to capitalize on the continued market transition from lead-acid to lithium batteries as the primary method of power sourcing in these industries. We remain focused on expanding within the home energy storage market through the introduction of our e360 Home Energy Storage Solutions, and we believe we have established a new standard in the industry for price, flexibility, and integration with this offering. In addition, we are evaluating opportunities to extend our technology into adjacent applications, including the expanding electric forklift and industrial material handling markets.
Previous wording
In December 2023, we entered the home energy storage market with our introduction of two LiFePO4 battery storage solutions comprising our e360 Home Energy Storage Solution: a wall mounted all-in-one inverter and 10kWh battery and an expandable server rack style battery cabinet system. We believe our new home energy storage product line will benefit from a fast-growing battery energy storage market, which is forecasted by Markets and Markets to grow at a 26.4% CAGR to reach $17.5 billion by 2028. Further, according to Clean Energy Group, approximately 3.2 million homes in the United States have solar panels installed, but only about 6% of residential solar systems have battery storage. Our home energy storage products are currently completing UL testing and certification, as well as other requirements for various Authorities Having Jurisdiction. Shipments of our two LiFePO4 battery solutions comprising our home energy storage product line began in January 2025.
Current wording
In December 2023, we entered the home energy storage market with our introduction of two LiFePO4 battery storage solutions comprising our e360 Home Energy Storage Solution: a wall mounted all-in-one inverter and 10kWh battery and an expandable server rack style battery cabinet system. We believe our new home energy storage product line will benefit from a fast-growing battery energy storage market, which is forecasted by Markets and Markets to grow at a 26.4% CAGR to reach $17.5 billion by 2028. Further, according to Clean Energy Group, approximately 3.2 million homes in the United States have solar panels installed, but only about 6.0% of residential solar systems have battery storage. Our home energy storage products are currently completing UL testing and certification, as well as other requirements for various Authorities Having Jurisdiction. Shipments of our two LiFePO4 battery solutions comprising our home energy storage product line began in January 2025.
Previous wording
We have sales relationships with many major RV and marine retailers and plan to use our strong reputation in the lithium battery space to create an even stronger distribution channel. Current and former members of management have used their decades of experience in the energy and RV industries to cultivate relationships with numerous retailers in the space, including Camping World, a leading national RV retailer; and Meyer Distributing, Inc., a leading national marketer and distributor of automotive and RV specialty products.
Current wording
We have sales relationships with many major RV and marine retailers and plan to use our strong reputation in the lithium battery space to create an even stronger distribution channel. Current and former members of management have used their decades of experience in the energy and RV industries to cultivate relationships with numerous retailers in the space, including Camping World, a leading national RV retailer.
Previous wording
Although our sales are primarily generated from dealers, wholesalers, private-label customers and OEMs focused on the RV, marine, and home energy markets, the demand for our products from these customers depends on consumer demand. Our sales are completed on a purchase order basis, and most are without firm, long-term revenue commitments or sales arrangements, which we expect to continue going forward. Accordingly, our growth prospects and future sales are subject to risks and uncertainties related in part to consumer demand for our products, which is affected by a number of factors, including fuel costs, discretionary spending, macroeconomic conditions, including inflation, changes in tariffs and interest rates, geopolitical pressures, and volatility in the RV, marine, and home energy markets. In recent years we have seen a rise in fuel costs, higher interest rates, and other changes in macroeconomic conditions, which have resulted in decreased consumer spending decisions and affecting our industry as a whole. In addition, we expect escalating tensions between the U.S. and China, where several of our key manufacturers and suppliers are located, as well as the ongoing risk of new or additional tariffs impacting lithium-ion batteries or related parts, to increase our cost of goods sold, which could require us to increase prices to our customers or result in lower gross margins on our products. These conditions have had, and may continue to have, a negative effect on our business, financial condition, and results of operations.
Current wording
Although our sales are primarily generated from dealers, wholesalers, private-label customers and OEMs focused on the RV, marine, and home energy markets, the demand for our products from these customers depends on consumer demand. Our sales are completed on a purchase order basis, and most are without firm, long-term revenue commitments or sales arrangements, which we expect to continue going forward. Accordingly, our growth prospects and future sales are subject to risks and uncertainties related in part to consumer demand for our products, which is affected by a number of factors, including fuel costs, discretionary spending, macroeconomic conditions, including inflation, changes in tariffs and interest rates, geopolitical pressures, and volatility in the RV, marine, and home energy markets. In recent years we have seen a rise in fuel costs, higher interest rates, and other changes in macroeconomic conditions, which have resulted in decreased consumer spending decisions and affected our industry as a whole. In addition, we expect continuing tensions between the U.S. and China, where several of our key manufacturers and suppliers are located, as well as the ongoing risk of new or additional tariffs impacting lithium-ion batteries or related parts, to increase our cost of goods sold, which could require us to increase prices to our customers or result in lower gross margins on our products. These conditions have had, and may continue to have, a negative effect on our business, financial condition, and results of operations.
Previous wording
Expion360 has recently added several new distributors and OEM customers in RV and marine markets. Management believes that orders resulting from these new relationships will result in significant new revenue streams in the year ending December 31, 2025.
Current wording
Over the past year, Expion360 has added several new distributors and OEM customers in RV and marine markets, which contributed to the sales growth during the first nine months of 2025. Management believes that orders resulting from these new relationships will continue to result in significant new revenue streams for the remainder of 2025.
Previous wording
For additional information regarding supply chain risks, see the information in Part I, Item 1A of the Annual Report titled “Risk Factors—Our results of operations could be adversely affected by changes in the cost and availability of raw materials and we are dependent on third-party manufacturers and suppliers” and “—Increases in costs, disruption of supply or shortage of any of our battery components, such as electronic and mechanical parts, or raw materials used in the production of such parts could harm our business.”
Current wording
For additional information regarding supply chain risks, refer to Part I, Item 1A of the Annual Report, “Risk Factors—Our results of operations could be adversely affected by changes in the cost and availability of raw materials and we are dependent on third-party manufacturers and suppliers” and “—Increases in costs, disruption of supply or shortage of any of our battery components, such as electronic and mechanical parts, or raw materials used in the production of such parts could harm our business.”
Previous wording
We compete with both traditional lead-acid and lithium-ion battery manufacturers that primarily either import their products and/or components or manufacture their products and/or components under a private label. As we develop new products and expand into new markets, we may experience competition with a broader range of companies. These companies may have more resources than us and be able to allocate more resources to their current and future products. Our competitors may source products or components at lower costs than us, which may require us to evaluate our own costs, lower our product prices, or increase our sales volume to maintain our expected profitability levels.
Current wording
We compete with both traditional lead-acid and lithium-ion battery manufacturers that primarily either import their products and/or components or manufacture their products and/or components under a private label. As we develop new products and expand into new markets, we may experience competition with a broader range of companies. These companies may have more resources than us and be able to allocate more resources to their current and future products.
Previous wording
Selling, general and administrative expenses consist primarily of salaries and benefits, legal and professional fees, and sales and marketing costs. Other costs include facility and related costs, research and development, software and tech support, and travel expenses.
Current wording
Selling, general and administrative expenses consist primarily of salaries and benefits, legal and professional fees, and sales and marketing costs. Other costs include research and development, insurance, and software and tech support expenses.
Previous wording
Our other (income) and expense typically consist of interest expense, interest income, and gain or loss on sale of property and equipment.
Current wording
Our other (income) and expense typically consist of interest expense, interest income, and gain or loss on sale of property and equipment. See “Results of Operations – Other (Income) / Expense” below for more information.
Previous wording
Net sales for the three months ended June 30, 2025 increased by $1.7 million, or 133.9%, compared to the three months ended June 30, 2024. Sales were $3.0 million for the three months ended June 30, 2025 and $1.3 million for the three months ended June 30, 2024.
Current wording
Net sales for the three months ended September 30, 2025 increased by $1.0 million, or 72.2%, compared to the three months ended September 30, 2024. Sales were $2.4 million for the three months ended September 30, 2025 and $1.4 million for the three months ended September 30, 2024.
Previous wording
Net sales for the six months ended June 30, 2025 increased by $2.8 million, or 124.0%, compared to the six months ended June 30, 2024. Sales were $5.0 million for the six months ended June 30, 2025 and $2.2 million for the six months ended June 30, 2024.
Current wording
Net sales for the nine months ended September 30, 2025 increased by $3.8 million, or 104.2%, compared to the nine months ended September 30, 2024. Sales were $7.4 million for the nine months ended September 30, 2025 and $3.6 million for the nine months ended September 30, 2024.
Previous wording
Total cost of sales for the three months ended June 30, 2025 increased by $1.4 million, or 148.5%, compared to the three months ended June 30, 2024. Cost of sales were $2.4 million for the three months ended June 30, 2025 and $953,000 for the three months ended June 30, 2024. Cost of sales as a percentage of sales increased by 4.6% in that period.
Current wording
Total cost of sales for the three months ended September 30, 2025 increased by $600,000, or 51.6%, compared to the three months ended September 30, 2024. Cost of sales were $1.8 million for the three months ended September 30, 2025 and $1.2 million for the three months ended September 30, 2024. Cost of sales as a percentage of net sales decreased by 10.5% in that period.
Previous wording
Total cost of sales for the six months ended June 30, 2025 increased by $2.2 million, or 130.0%, compared to the six months ended June 30, 2024. Cost of sales were $3.9 million for the six months ended June 30, 2025 and $1.7 million for the six months ended June 30, 2024. Cost of sales as a percentage of sales increased by 2.1% in that period.
Current wording
Total cost of sales for the nine months ended September 30, 2025 increased by $2.9 million, or 97.3%, compared to the nine months ended September 30, 2024. Cost of sales were $5.8 million for the nine months ended September 30, 2025 and $2.9 million for the nine months ended September 30, 2024. Cost of sales as a percentage of net sales decreased by 2.7% in that period.
Previous wording
The percentage increase in cost of sales was primarily related to the product mix sold in different periods.
Current wording
The year-to-year changes in cost of sales are primarily related to the product mix sold in different periods.
Previous wording
Our gross profit for the three months ended June 30, 2025 increased by $297,000, or 91.3%, compared to the three months ended June 30, 2024. Gross profit was $623,000 for the three months ended June 30, 2025 and $325,000 for the three months ended June 30, 2024. Gross profit as a percentage of sales decreased by 4.6% for that period, from 25.5% for the three months ended June 30, 2024 to 20.8% for the three months ended June 30, 2025.
Current wording
Our gross profit for the three months ended September 30, 2025 increased by $373,000, or 221.6%, compared to the three months ended September 30, 2024. Gross profit was $542,000 for the three months ended September 30, 2025 and $169,000 for the three months ended September 30, 2024. Gross profit as a percentage of net sales increased by 10.5% for that period, from 12.1% for the three months ended September 30, 2024 to 22.7% for the three months ended September 30, 2025.
Previous wording
Our gross profit for the six months ended June 30, 2025 increased by $576,000, or 105.1%, compared to the six months ended June 30, 2024. Gross profit was $1.1 million for the six months ended June 30, 2025 and $548,000 for the six months ended June 30, 2024. Gross profit as a percentage of sales decreased by 2.1% for that period, from 24.4% for the six months ended June 30, 2024 to 22.3% for the six months ended June 30, 2024.
Current wording
Our gross profit for the nine months ended September 30, 2025 increased by $950,000, or 132.6%, compared to the nine months ended September 30, 2024. Gross profit was $1,667,000 for the nine months ended September 30, 2025 and $717,000 for the nine months ended September 30, 2024. Gross profit as a percentage of net sales increased by 2.7% for that period, from 19.7% for the nine months ended September 30, 2024 to 22.4% for the nine months ended September 30, 2024.
Previous wording
The decrease in gross profit percentage for both periods was primarily attributable to the product mix sold in different periods.
Current wording
The increase in gross profit percentage for both periods was primarily attributable to the product mix sold in different periods.
Previous wording
Selling, general and administrative expenses for the three months ended June 30, 2025 decreased by $31,000, or 1.6%, compared to the three months ended June 30, 2024. Selling, general and administrative expenses were $2.0 million for the three months ended June 30, 2025 and 2024. As a percent of sales, selling, general and administrative expenses were 66% for the three months ended June 30, 2025 compared to 157% for the same period in the prior year, a decrease of 91 percentage points. For the three months ended June 30, 2025, a decrease in rent and related expenses was offset by smaller increases in travel expense, research and development, and other expenses.
Current wording
Selling, general and administrative expenses for the three months ended September 30, 2025 increased by $1.4 million, or 69.1%, compared to the three months ended September 30, 2024. Selling, general and administrative expenses were $3.5 million for the three months ended September 30, 2025 and $2.1 million for the three months ended September 30, 2024. As a percentage of net sales, selling, general and administrative expenses were 148.1% for the three months ended September 30, 2025 compared to 150.9% for the same period in the prior year, a decrease of 2.8 percentage points. For the three months ended September 30, 2025, increases in salaries and benefits as well as legal and professional fees made up the majority of the increase.
Previous wording
Selling, general and administrative expenses for the six months ended June 30, 2025 decreased by $571,000, or 13.6%, compared to the six months ended June 30, 2024. Selling, general and administrative expenses were $3.6 million for the six months ended June 30, 2025 and $4.2 million for the six months ended June 30, 2024. As a percent of sales, selling, general and administrative expenses were 72% for the six months ended June 30, 2025 compared to 186% for the same period in the prior year, a decrease of 114 percentage points. For the six months ended June 30, 2025, decreases in salaries and benefits, rent and related expenses, and legal and professional fees were slightly offset by an increase in research and development expenses.
Current wording
Selling, general and administrative expenses for the nine months ended September 30, 2025 increased by $877,000, or 13.9%, compared to the nine months ended September 30, 2024. Selling, general and administrative expenses were $7.2 million for the nine months ended September 30, 2025 and $6.3 million for the nine months ended September 30, 2024. As a percentage of net sales, selling, general and administrative expenses were 96.4% for the nine months ended September 30, 2025 compared to 172.8% for the same period in the prior year, a decrease of 76.4 percentage points. For the nine months ended September 30, 2025, increases in salaries and benefits and legal and professional fees were slightly offset by an decrease in rent and associates expenses.
Previous wording
Our largest source of operating cash is cash received from the sales of our products. We primarily use cash in operating activities for inventory purchases, salaries and benefits, legal and professional services, and sales and marketing. In the last several years, we have generated negative cash flows from operating activities and have supplemented working capital requirements through net proceeds from the sales of common stock.
Current wording
We primarily use cash in operating activities for inventory purchases, salaries and benefits, legal and professional services, and sales and marketing. In the last several years, we have generated negative cash flows from operating activities and have supplemented working capital requirements through net proceeds from the sales of common stock.
Previous wording
Net cash used in operating activities was $1.6 million for the six months ended June 30, 2025, compared to $3.4 million for the prior year period. The decrease in cash used was primarily driven by improved operating performance and favorable changes in working capital, including:
Current wording
Net cash used in operating activities was $3.7 million for the nine months ended September 30, 2025, compared to $6.6 million for the prior year period. The decrease in cash used was primarily driven by reduced inventory and prepaid inventory levels:
Previous wording
Cash provided by investing activities was $4,000 and $77,000 for the six months ended June 30, 2025 and 2024, respectively. We sold three vehicles in the six months ended June 30, 2025, and sold three vehicles during the six months ended June 30, 2024, for cash proceeds of $4,000 and $88,000, respectively. One vehicle sold in the six months ended June 30, 2025 was traded for services rendered and no cash was exchanged.
Current wording
Cash provided by investing activities was $4,000 and $122,000 for the nine months ended September 30, 2025 and 2024, respectively. We sold three vehicles in the nine months ended September 30, 2025, one of which was traded for services rendered and no cash was exchanged. For the nine months ended September 30, 2024, we purchased quality assurance equipment for $11,000, and we sold three vehicles as well as fixed assets associated with the property for which we terminated the lease.
Previous wording
Cash provided by financing activities in the six months ended June 30, 2025 and 2024 was $1.7 million and $299,000, respectively. For the six months ended June 30, 2025, we received net proceeds of $1.8 million from issuance of common stock, offset by payments of $17,000 toward principal on long-term debt. For the six months ended June 30, 2024, net proceeds from issuance of common stock of $828,000 was partially offset by payment of long-term debt principal of $102,000, payment of principal on a stockholder note in the amount of $62,500, and principal payments toward the short-term convertible note of $366,000.
Current wording
Cash provided by financing activities in the nine months ended September 30, 2025 and 2024 was $7.5 million and $5.9 million, respectively. For the nine months ended September 30, 2025, we received net proceeds of $5.7 million from the exercise of warrants and $1.8 million for issuance of common stock, offset by payments of $25,000 toward principal on long-term debt. For the nine months ended September 30, 2024, we received net proceeds from issuance of common stock of $9.5 million and from issuance of warrants of $31,000, offset by principal payments on the convertible note of $2.8 million, principal payments on stockholder promissory notes of $763,000, and principal payments on long-term debt of $109,000.
Previous wording
Our operations have been financed primarily through net proceeds from the sale of securities and from borrowings. As of June 30, 2025, our working capital was $1.6 million compared to $2.0 million as of December 31, 2024, and we had cash and cash equivalents of $685,000 and $548,000 as of June 30, 2025 and December 31, 2024, respectively.
Current wording
Our operations have been financed primarily through net proceeds from the sale of securities and from borrowings. As of September 30, 2025, our working capital was $8.5 million compared to $2.0 million as of December 31, 2024, and we had cash and cash equivalents of $4.3 million and $548,000 as of September 30, 2025 and December 31, 2024, respectively.
Previous wording
As of June 30, 2025, we expect our short-term liquidity requirements to include (a) scheduled principal debt payments of approximately $31,000, (b) lease obligation payments of approximately $383,000, including imputed interest, and (c) a suspended liability payment of $4.5 million, which represents an obligation under our Series A Warrants subject to payment deferral mechanisms that are being actively managed.
Current wording
As of September 30, 2025, we expect our short-term liquidity requirements to include (a) accounts payable of $523,000, (b) scheduled principal debt payments of approximately $31,000, and (c) lease obligation payments of approximately $328,000, including imputed interest.
Previous wording
We generally consider our long-term liquidity requirements to consist of those items that are expected to be incurred beyond the next 12 months. We continue to experience recurring operating losses and negative cash flows from operations, with $1.6 million used in operating activities during the six months ended June 30, 2025. While management has implemented cost containment measures and is working to address its cash flow challenges, including by raising additional capital, managing inventory levels, identifying alternative supply chain resources, and managing operational expenses, material uncertainty remains. Without additional funding or a material increase in revenue generation, we may not be able to meet our obligations as they become due. These factors raise substantial doubt about our ability to continue as a going concern within 12 months after the date that the financial statements for the year ended December 31, 2024 are issued. Our activities are subject to significant risks and uncertainties, including failing to secure additional funding before the Company achieves sustainable revenues and profit from operations. We expect to continue to incur additional losses for the foreseeable future, and we may need to raise additional debt or equity financing to expand our presence in the marketplace, develop new products, achieve operating efficiencies, and accomplish its long-term business plan over the next several years. There can be no assurance as to the availability or terms upon which such financing and capital might be available. See also the risk factor entitled “Our audited financial statements include a statement that there is a substantial doubt about our ability to continue as a going concern and a continuation of negative financial trends could result in our inability to continue as a going concern” in Part I, Item 1A, “Risk Factors” of the Annual Report.
Current wording
We generally consider our long-term liquidity requirements to consist of those items that are expected to be incurred beyond the next 12 months. We continue to experience recurring operating losses and negative cash flows from operations, with $3.7 million used in operating activities during the nine months ended September 30, 2025. While management has implemented cost containment measures and is working to address its cash flow challenges, including by raising additional capital, managing inventory levels, identifying alternative supply chain resources, and managing operational expenses, material uncertainty remains. Without additional funding or a material increase in revenue generation, we may not be able to meet our obligations as they become due. These factors raise substantial doubt about our ability to continue as a going concern within 12 months after the date that the financial statements for the year ended December 31, 2024 are issued. Our activities are subject to significant risks and uncertainties, including failing to secure additional funding before the Company achieves sustainable revenues and profit from operations. We expect to continue to incur additional losses for the foreseeable future, and we may need to raise additional debt or equity financing to expand our presence in the marketplace, develop new products, achieve operating efficiencies, and accomplish its long-term business plan over the next several years. There can be no assurance as to the availability or terms upon which such financing and capital might be available. See also the risk factor entitled “Our audited financial statements include a statement that there is a substantial doubt about our ability to continue as a going concern and a continuation of negative financial trends could result in our inability to continue as a going concern” in Part I, Item 1A, “Risk Factors” of the Annual Report.
Previous wording
As of June 30, 2025, our long-term debt was approximately $214,000, of which $31,000 is due within the next 12 months. This balance includes $141,000 outstanding under a COVID-19 Economic Injury Disaster Loan, $72,000 outstanding under vehicle financing arrangements, and an equipment loan with an outstanding balance of $700.
Current wording
As of September 30, 2025, our long-term debt was approximately $206,000, of which $31,000 is due within the next 12 months. This balance includes $140,000 outstanding under a COVID-19 Economic Injury Disaster Loan and $65,000 outstanding under vehicle financing arrangements.
Previous wording
On December 27, 2023, we entered into a securities purchase agreement with 3i, LP (“3i”) pursuant to which we sold, and 3i purchased, the 3i Note in the aggregate original principal amount of $2,750,000, for gross proceeds of $2.5 million. On August 8, 2024, in connection with the closing of the August 2024 Public Offering, we repaid the 3i Note, and our obligations under the 3i Note were fully satisfied and discharged. Prior to the closing of the August 2024 Public Offering, we had issued 415 shares of common stock (post-Reverse Stock Split) for the payment of $90,839 in interest.
Current wording
On December 27, 2023, we entered into a securities purchase agreement with 3i, LP (“3i”) pursuant to which we sold, and 3i purchased, the 3i Note in the aggregate original principal amount of $2,750,000, for gross proceeds of $2.5 million. On August 8, 2024, in connection with the closing of the August 2024 Public Offering, we repaid the 3i Note, and our obligations under the 3i Note were fully satisfied and discharged. Prior to the closing of the August 2024 Public Offering, we had issued 414 shares of common stock (post-Reverse Stock Split) for the payment of $90,839 in interest.
Previous wording
Our estimated future obligations consist of long-term operating lease liabilities. As of June 30, 2025, the Company had $864,000 in long-term operating lease liabilities.
Current wording
Our estimated future obligations consist of long-term operating lease liabilities. As of September 30, 2025, the Company had $788,000 in long-term operating lease liabilities.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Expion360 focuses on the design, assembly, manufacturing, and sale of lithium iron phosphate (“LiFePO4”) batteries and supporting accessories for recreational vehicles (“RVs”), marine applications and home energy storage products with plans to expand into industrial applications. Our high-powered, lithium battery solutions incorporate innovative concepts and have been designed to include some of the most dense and minimal-footprint batteries in the RV and marine industries.
Current report — wording carried from elsewhere
Our competitors may source products or components at lower costs than us, which may require us to evaluate our own costs, lower our product prices, or increase our sales volume to maintain our expected profitability levels.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Our revenue is generated from the sale of products consisting primarily of batteries and accessories. We recognize revenue when control of goods or services is transferred to our customers in an amount that reflects the consideration we are expected to be entitled to in exchange for those goods or services. Revenue is recognized upon shipment or delivery to the customer, as that is when the customer obtains control of the promised goods and our performance obligation is considered satisfied.