Geospace Technologies Corporation
A Houston-based maker of rugged sensing gear that listens to the ground, Geospace Technologies builds the geophones, hydrophones, and cable-free seismic nodes used by oil and gas crews to map what lies beneath the Earth's surface. Born in 1980 as OYO Geospace, a subsidiary of Japan's OYO Corporation, it struck out on its own and renamed itself Geospace Technologies in 2012. Beyond oil, its gear now tracks leaky water pipes, guards borders with seismic-acoustic sensors, and even spots intruders by their heartbeat.
10-Q · Quarter ended Jun 30, 2026 · SEC filing ↗
The original filing sections are available below.
GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands except share amounts) (unaudited) June 30, 2026 September 30, 2025 ASSETS Current assets: Cash and cash equivalents $ 2,833 $ 26,338 Restricted cash 2,000 — Trade accounts and financing…
GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (in thousands except share amounts) (unaudited) June 30, 2026 September 30, 2025 ASSETS Current assets: Cash and cash equivalents $ 2,833 $ 26,338 Restricted cash 2,000 — Trade accounts and financing receivables, net 17,486 28,009 Inventories, net 39,572 30,901 Prepaid expenses and other current assets 6,918 3,252 Total current assets 68,809 88,500 Non-current inventories, net 11,141 17,113 Rental equipment, net 4,560 8,120 Property, plant and equipment, net 22,759 23,244 Non-current financing receivables 10,761 8,190 Operating right-of-use assets 614 915 Goodwill 1,258 1,258 Other intangible assets, net 4,731 5,155 Other non-current assets 494 542 Total assets $ 125,127 $ 153,037 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable trade $ 6,257 $ 10,369 Operating lease liabilities 454 420 Contingent consideration 1,788 — Deferred contract liabilities 11,438 — Other current liabilities 8,309 13,641 Total current liabilities 28,246 24,430 Non-current contingent consideration 962 2,540 Non-current operating lease liabilities 209 554 Deferred tax liabilities, net — 4 Total liabilities 29,417 27,528 Commitments and contingencies (Note 11) Stockholders’ equity: Preferred stock, 1,000,000 shares authorized, no shares issued and outstanding — — Common Stock, $.01 par value, 20,000,000 shares authorized; 14,493,863 and 14,378,962 shares issued, respectively; and 12,935,603 and 12,820,702 shares outstanding, respectively 145 144 Additional paid-in capital 99,526 98,845 Retained earnings 15,037 45,558 Accumulated other comprehensive loss (4,498 ) (4,538 ) Treasury stock, at cost, 1,558,260 shares (14,500 ) (14,500 ) Total stockholders’ equity 95,710 125,509 Total liabilities and stockholders’ equity $ 125,127 $ 153,037 The accompanying notes are an integral part of the consolidated financial statements. 3 Table of Contents GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except share and per share amounts) (unaudited) Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Revenue: Products $ 15,218 $ 23,227 $ 58,571 $ 74,580 Rental 586 1,616 2,561 5,509 Total revenue 15,804 24,843 61,132 80,089 Cost of revenue: Products 13,295 15,150 51,198 43,166 Rental 2,013 2,154 6,048 7,487 Total cost of revenue 15,308 17,304 57,246 50,653 Gross profit 496 7,539 3,886 29,436 Operating expenses: Selling, general and administrative 6,711 7,546 22,348 21,741 Research and development 3,863 4,238 13,126 14,367 Change in fair value of contingent consideration 62 — 210 — Provision for credit losses (2 ) 2 6 21 Total operating expenses 10,634 11,786 35,690 36,129 Gain on disposal of property: — 4,616 — 4,616 Income (loss) from operations (10,138 ) 369 (31,804 ) (2,077 ) Other income (expense): Interest expense (40 ) (44 ) (112 ) (131 ) Interest income 521 537 1,771 1,975 Foreign currency transaction gains (losses), net (25 ) 4 (219 ) (265 ) Other, net (27 ) (38 ) (89 ) (109 ) Total other income, net 429 459 1,351 1,470 Income (loss) before income taxes (9,709 ) 828 (30,453 ) (607 ) Income tax expense (benefit) (1 ) 68 68 55 Net income (loss) $ (9,708 ) $ 760 $ (30,521 ) $ (662 ) Income (loss) per common share: Basic $ (0.75 ) $ 0.06 $ (2.37 ) $ (0.05 ) Diluted $ (0.75 ) $ 0.06 $ (2.37 ) $ (0.05 ) Weighted average common shares outstanding: Basic 12,934,962 12,805,414 12,899,390 12,783,832 Diluted 12,934,962 12,805,414 12,899,390 12,783,832 The accompanying notes are an integral part of the consolidated financial statements. 4 Table of Contents GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (in thousands) (unaudited) Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Net income (loss) $ (9,708 ) $ 760 $ (30,521 ) $ (662 ) Other comprehensive income (loss): Change in unrealized losses on available-for-sale securities, net of tax — (1 ) — (58 ) Foreign currency translation adjustments 42 136 40 (198 ) Total other comprehensive income (loss) 42 135 40 (256 ) Total comprehensive income (loss) $ (9,666 ) $ 895 $ (30,481 ) $ (918 ) The accompanying notes are an integral part of the consolidated financial statements. 5 Table of Contents GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY FOR THE nine months ended June 30, 2026 and 2025 (in thousands, except share amounts) (unaudited) Common Stock Accumulated Additional Other Shares Paid-In Retained Comprehensive Treasury Outstanding Amount Capital Earnings Loss Stock Total Balance at October 1, 2025 12,820,702 $ 144 $ 98,845 $ 45,558 $ (4,538 ) $ (14,500 ) $ 125,509 Net loss — — — (9,765 ) — — (9,765 ) Other comprehensive income — — — — 20 — 20 Issuance of common stock pursuant to the vesting of restricted stock units 86,217 — — — — — — Common stock exchanged for withholding taxes on stock-based compensation (19,001 ) — (305 ) — — — (305 ) Stock-based compensation — — 419 — — — 419 Balance at December 31, 2025 12,887,918 144 98,959 35,793 (4,518 ) (14,500 ) 115,878 Net loss — — — (11,048 ) — — (11,048 ) Other comprehensive loss — — — — (22 ) — (22 ) Issuance of common stock pursuant to the vesting of restricted stock units 43,200 1 (1 ) — — — — Stock-based compensation — — 325 — — — 325 Balance at March 31, 2026 12,931,118 $ 145 $ 99,283 $ 24,745 $ (4,540 ) $ (14,500 ) $ 105,133 Net loss — — — (9,708 ) — — (9,708 ) Other comprehensive income — — — — 42 — 42 Issuance of common stock pursuant to the vesting of restricted stock units 5,750 — — — — — — Common stock exchanged for withholding taxes on stock-based compensation (1,265 ) — (12 ) — — — (12 ) Stock-based compensation — — 255 — — — 255 Balance at June 30, 2026 12,935,603 $ 145 $ 99,526 $ 15,037 $ (4,498 ) $ (14,500 ) $ 95,710 Balance at October 1, 2024 12,709,381 $ 142 $ 97,342 $ 55,282 $ (4,257 ) $ (13,885 ) $ 134,624 Net income — — — 8,376 — — 8,376 Other comprehensive loss — — — — (442 ) — (442 ) Issuance of common stock pursuant to the vesting of restricted stock units 109,180 1 (1 ) — — — — Purchase of treasury stock (19,664 ) — — — — (197 ) (197 ) Stock-based compensation — — 349 — — — 349 Balance at December 31, 2024 12,798,897 143 97,690 63,658 (4,699 ) (14,082 ) 142,710 Net loss — — — (9,798 ) — — (9,798 ) Other comprehensive income — — — — 51 — 51 Issuance of common stock pursuant to the vesting of restricted stock units 44,950 1 (1 ) — — — — Purchase of treasury stock (41,895 ) — — — — (418 ) (418 ) Stock-based compensation — — 547 — — — 547 Balance at March 31, 2025 12,801,952 $ 144 $ 98,236 $ 53,860 $ (4,648 ) $ (14,500 ) $ 133,092 Net income — — — 760 — — 760 Other comprehensive income — — — — 135 — 135 Issuance of common stock pursuant to the vesting of restricted stock units 5,000 — — — — — — Stock-based compensation — — 304 — — — 304 Balance at June 30, 2025 12,806,952 $ 144 $ 98,540 $ 54,620 $ (4,513 ) $ (14,500 ) $ 134,291 The accompanying notes are an integral part of the consolidated financial statements. 6 Table of Contents GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) (unaudited) Nine Months Ended June 30, 2026 June 30, 2025 Cash flows from operating activities: Net loss $ (30,521 ) $ (662 ) Adjustments to reconcile net loss to net cash used in operating activities: Deferred income tax benefit (4 ) (16 ) Rental equipment depreciation 3,731 4,830 Property, plant and equipment depreciation 3,745 2,716 Amortization of intangible assets 424 112 Amortization of discount on note receivable (56 ) (54 ) Accretion of discounts on short-term investments — (169 ) Stock-based compensation expense 999 1,200 Provision for credit losses 6 21 Inventory obsolescence expense 2,335 1,100 Gross loss (profit) from sale of rental equipment 145 (16,297 ) Loss (gain) on disposal of property, plant and equipment 105 (4,708 ) Realized gain on investments — (9 ) Change in fair value of contingent consideration 210 — Effects of changes in operating assets and liabilities: Trade accounts and financing receivables (1,508 ) 2,229 Inventories (5,412 ) (5,617 ) Other assets (3,254 ) (591 ) Accounts payable trade (4,112 ) (4,232 ) Other liabilities 5,819 2,022 Net cash used in operating activities (27,348 ) (18,125 ) Cash flows from investing activities: Purchase of property, plant and equipment (3,321 ) (5,841 ) Proceeds from the sale of property, plant and equipment — 8,663 Investment in rental equipment (73 ) (1,083 ) Proceeds from the sale of rental equipment 9,407 5,122 Proceeds from the sale of short-term investments — 28,408 Payments received on note receivable related to sale of subsidiary 216 137 Net cash provided by investing activities 6,229 35,406 Cash flows from financing activities: Taxes payments on stock-based compensation for exchange of common stock (317 ) — Debt issuance costs (62 ) — Purchase of treasury stock — (615 ) Net cash used in financing activities (379 ) (615 ) Effect of exchange rate changes on cash (7 ) (2 ) (Decrease) increase in cash, cash equivalents and restricted cash (21,505 ) 16,664 Cash, cash equivalents and restricted cash, beginning of period 26,338 6,895 Cash, cash equivalents and restricted cash, end of period 4,833 23,559 Less: restricted cash (2,000 ) — Cash and cash equivalents, end of period $ 2,833 $ 23,559 SUPPLEMENTAL CASH FLOW INFORMATION: Cash paid for income taxes $ 76 $ 122 Non-cash investing and financing activities: Financing receivables related to sale of rental equipment 9,285 11,975 Inventory transferred to rental equipment 368 2,498 The accompanying notes are an integral part of the consolidated financial statements. 7 Table of Contents GEOSPACE TECHNOLOGIES CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (unaudited) 1. Significant Accounting Policies Basis of Presentation The consolidated balance sheet of Geospace Technologies Corporation and its subsidiaries (the “Company”) at September 30, 2025, was derived from the Company’s audited consolidated financial statements at that date. The consolidated balance sheet at June 30, 2026 and the consolidated statements of operations, comprehensive income (loss), stockholders’ equity and cash flows for the three and nine months ended June 30, 2026 and 2025 were prepared by the Company without audit. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary to present fairly the consolidated financial position, results of operations and cash flows were made. All significant intercompany balances and transactions have been eliminated. The results of operations for the three and nine months ended June 30, 2026, are not necessarily indicative of the operating results for a full year or of future operations. Certain information and footnote disclosures normally included in financial statements presented in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") were omitted pursuant to the rules of the Securities and Exchange Commission. The accompanying consolidated financial statements should be read in conjunction with the financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the Company’s fiscal year ended September 30, 2025. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The Company considers many factors in selecting appropriate operational and financial accounting policies and controls, and in developing the estimates and assumptions that are used in the preparation of these financial statements. The Company continually evaluates its estimates, including those related to revenue recognition, credit loss, collectability of rental revenue, inventory obsolescence reserves, self-insurance reserves, product warranty reserves, useful lives of long-lived assets, impairment of long-lived assets, impairment of goodwill and other intangible assets, contingent consideration and deferred income tax assets. The Company bases its estimates on historical experience and various other factors that are believed to be reasonable under the circumstances. While management believes current estimates are reasonable and appropriate, actual results may differ from these estimates under different conditions or assumptions. Reclassifications Certain amounts previously reported in the consolidated financial statements have been reclassified to conform to the current year presentation. Such reclassifications had no effect on our previously reported net loss, stockholders' equity or cash flows. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid investments purchased with an original or remaining maturity at the time of purchase of three months or less to be cash equivalents. At June 30, 2026 and September 30, 2025, cash and cash equivalents included $0.7 million and $0.8 million, respectively, held by the Company’s foreign subsidiaries and branch offices. At June 30, 2026, the Company's restricted cash of $2.0 million consisted of cash pledged with Woodforest National Bank as security on its credit agreement. Concentration of Credit Risk The Company sells products to customers throughout the United States and various foreign countries. The Company’s normal credit terms for trade receivables are 30 days. In certain situations, credit terms may be extended to 60 days or longer. The Company performs ongoing credit evaluations of its customers and generally does not require collateral for its trade receivables. Additionally, the Company provides long-term financing in the form of promissory notes and sales-type leases when competitive conditions require such financing. In such cases, the Company may require collateral. Allowances are recognized immediately for expected credit losses. The Company determines the allowance for credit losses through a review of several factors, including historical collection experience, customer credit worthiness, and current aging of customer accounts and financial conditions of its customers. Receivables are charged off against the allowance whenever it is probable that the balance will not be recoverable. The Company had trade accounts and notes receivable from one customer of $14.7 million at June 30, 2026. The Company recognized revenue from this customer for the three months and nine months ended June 30, 2026 of $35,000 and $14.2 million. This receivable and revenue are related to the Company's Energy Solutions segment. The Company had no revenue from this customer for the three and nine months ended June 30, 2025. Impairment of Long-lived Assets The Company's long-lived assets are reviewed for impairment whenever an event or circumstance indicates that the carrying amount of an asset or group of assets may not be recoverable. The impairment review, if necessary, includes a comparison of the expected future cash flows (undiscounted and without interest charges) to be generated by an asset group with the associated carrying value of the related assets. If the carrying value of the asset group exceeds the expected future cash flows, an impairment loss is recognized to the extent that the carrying value of the asset group exceeds its fair value. During the quarter ended June 30, 2026, no events or changes in circumstances were identified indicating the carrying value of any of the Company's asset groups may not be recoverable. Goodwill The Company conducts its evaluation of goodwill at the reporting unit level on an annual basis as of September 30 and more frequently if events or circumstances indicate that the carrying value of a reporting unit exceeds its fair value. The Company first assesses qualitative factors to determine if the fair value of a reporting unit exceeds its carrying amount. If, based on the qualitative assessment of events or circumstances, the Company determines it is more likely than not that the fair value of a reporting unit is more than its carrying amount then it does not perform a quantitative assessment. However, if the Company concludes otherwise, then it performs a quantitative assessment. If, based on the quantitative assessment, the Company determines that the fair value of a reporting unit is less than its carrying amount, a goodwill impairment is recognized equal to the difference between the carrying amount of the reporting unit and its fair value, not to exceed the carrying amount of the goodwill. Business Acquisitions The Company accounts for its business acquisitions under the acquisition method of accounting. The total value of the consideration paid for acquisitions is allocated to the underlying net assets acquired, based on their respective estimated fair values. The Company uses multiple valuation methods to determine the fair value of assets and liabilities acquired, including discounted cash flows, external market values, valuations on recent transactions or a combination thereof, and believes that it uses the most appropriate measure or a combination of measures to value each asset or liability. The Company utilized the excess earnings method to value its fourth quarter fiscal year 2025 acquisition of Geovox Security, Inc. ("Geovox"). The Company recognizes measurement-period adjustments in the reporting period in which the adjustment amounts are determined. Contingent Consideration The Company established an earn-out liability in connection with its acquisition of Geovox in the fourth quarter of fiscal year 2025. The Company engaged the services of a valuation firm to measure the fair value of the liability. The valuation technique used to measure the fair value of the liability was a Monte Carlo simulation. The primary inputs included revenue forecast, risk free rate, revenue volatility, revenue discount rate and payment discount rate. The Company reviews and assesses the value of the liability on a quarterly basis. Adjustments, if any, will be included as a component of earnings in the consolidated statements of operations. Research and Development We incur significant future research and development expenditures. These efforts are primarily aimed at the development of additional products for each of our business segments. The majority of our product research and development costs relates to the Company's engineers. The Company's engineering staff have been key to our past success. Research and development expense includes personnel costs of the Company's engineers, project expenditures, on-going product maintenance and improvements to our existing products, as well as general and administrative expenses associated with the engineering department. Research and development expense for the three and nine months ended June 30, 2026 was $3.9 million and $13.1 million, respectively. Research and development expense for the three and nine months ended June 30, 2025 was $4.2 million and $14.4 million, respectively. Recently Issued Accounting Pronouncements In November 2024, the Financial Accounting Standards Board ("FASB"), as further amended in January 2025, issued guidance requiring enhanced disclosures in financial statements by requiring detailed disclosures of specific expenses like inventory purchases, employee compensation, depreciation, and intangible asset amortization. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the provisions of this guidance and the impact on its consolidated financial statements. In December 2023, the FASB issued guidance improvements on income tax disclosure which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. The guidance will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions. The Company will adopt this guidance in its fourth quarter of fiscal year 2026. The guidance allows for adoption using either a prospective or retrospective transition method. The adoption of this guidance is not expected to have any material impact on its consolidated financial statements. All other new accounting pronouncements that have been issued, but are not yet effective, are currently being evaluated and at this time are not expected to have a material impact on the Company's financial position or results of operations. 8 Table of Contents 2. Revenue Recognition In accordance with ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), the Company recognizes revenue when performance of contractual obligations are satisfied, generally when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration it expects to be entitled to in exchange for those goods or services. The Company primarily derives product revenue from the sale of its manufactured products. Revenue from these product sales, including the sale of used rental equipment, is recognized when obligations under the terms of a contract are satisfied, control is transferred and collectability of the sales price is probable. The Company records deferred revenue when customer funds are received prior to shipment, or delivery or performance has not yet occurred. The Company assesses collectability during the contract assessment phase. In situations where collectability of the sales price is not probable, the Company recognizes revenue when it determines that collectability is probable or when non-refundable cash is received from its customers and there is not a significant right of return. Transfer of control generally occurs with shipment or delivery, depending on the terms of the underlying contract. The Company’s products are generally sold without any customer acceptance provisions, and the Company’s standard terms of sale do not allow customers to return products for credit. The Company also recognizes subscription and support revenue from the sales of its subscription and support-based Heartbeat Detector®. Subscription and support contracts are typically for one to five years. Subscriptions and support revenue is recognized over time as the services are performed. The Company occasionally recognizes revenue from contracts throughout the manufacturing or service process, even prior to delivery of the completed product or service to the customer. This overtime recognition of revenue requires that either (i) the customer simultaneously receives and consumes the economic benefits the Company provides, (ii) the Company creates or enhances an asset controlled by the customer or (iii) the Company’s performance does not create an asset for which it has an alternative use and has an enforceable right to payment for performance completed to date. Revenue from engineering services is recognized as services are rendered over the duration of a project, or as billed on a per hour basis. Field service revenue is recognized when services are rendered and is generally priced on a per day rate. As permissible under ASC 606, sales taxes and transaction-based taxes are excluded from revenue. The Company does not disclose the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less. Additionally, the Company expenses costs incurred to obtain contracts when incurred because the amortization period would have been one year or less. These costs are recorded in selling, general and administrative expenses. The Company has elected to treat shipping and handling activities in a sales transaction after the customer obtains control of the goods as a fulfillment cost and not as a promised service. Accordingly, fulfillment costs related to the shipping and handling of goods are accrued at the time of shipment. Amounts billed to a customer in a sales transaction related to reimbursable shipping and handling costs are included in revenue and the associated costs incurred by the Company for reimbursable shipping and handling expenses are reported in cost of revenue. The Company also generates revenue from short-term rentals under operating leases of its manufactured products. Rentals of the Company’s equipment generally range from daily rentals to minimum rental periods of up to one year. Rental revenue is recognized within the scope of ASC 842, Leases ("ASC 842"). The Company regularly evaluates the collectability of its lease receivables on a lease-by-lease basis. The evaluation primarily consists of reviewing past due account balances and other factors such as the credit quality of the customer, historical trends of the customer and current economic conditions. In accordance with ASC 842, rental revenue is recognized as earned over the rental period if collectability of the rent is reasonably assured. When collectability of amounts are no longer probable the Company records a direct write-off of the rent receivable to rental revenue and limits future rental revenue recognition to cash received. During the second quarter of fiscal year 2025, the Company determined the collectability of receivables from a rental customer was less than probable. As a result of this determination, the rent receivable balance due from this customer of $2.2 million was reversed against rental revenue. Any future cash received from this customer will be recognized as rental revenue. At June 30, 2026, and September 30, 2025, the Company had deferred contract liabilities and deferred contract assets of $11.4 million and zero, respectively. The Company had no deferred contract liabilities or deferred contract assets at September 30, 2025 and October 1, 2024. During the three and nine months ended June 30, 2026 and 2025, no revenue or cost of revenue was recognized from deferred contract costs or deferred contract asset. At June 30, 2026 and October 1, 2025, the Company had accounts receivable from contracts with customers of $5.7 million and $11.4 million, respectively. At June 30, 2025 and October 1, 2024, the Company had accounts receivable from contracts with customers of $12.4 million and $12.6 million, respectively. Accounts receivable from contracts with customers exclude accounts receivable from rental contracts. For the three and nine months ended June 30, 2026 revenue of $2.1 million and $6.1 million, respectively, was recognized from contracts with customers satisfied over-time, which was from the Company's Energy Solutions segment. For the three and nine months ended June 30, 2025 revenue of $0.5 million and $0.7 million, respectively, was recognized from contracts with customers satisfied over-time. At June 30, 2026, the aggregate amount of transaction price allocation to unsatisfied performance obligations on contracts with a duration in excess of one year was approximately $98 million. The majority of these unsatisfied performance obligations are expected to be fulfilled by the third quarter of fiscal year 2027. Revenue from these contracts are expected to be recognized over-time utilizing the cost-to-cost method. All other revenue from contracts with customers are being recognized at a point-in time and have a duration of one year or less. For each of the Company’s operating segments, the following table presents revenue (in thousands) only from the sale of products and the performance of services under contracts with customers. Therefore, the table excludes all revenue earned from rental contracts. Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Smart Water $ 4,622 $ 10,518 $ 14,106 $ 27,278 Energy Solutions 5,387 6,612 27,937 29,837 Intelligent Industrial 5,209 6,097 16,528 17,465 Total $ 15,218 $ 23,227 $ 58,571 $ 74,580 See Note 12 for more information on the Company’s operating business segments. 9 Table of Contents For each of the geographic areas where the Company operates, the following table presents revenue (in thousands) from the sale of products and services under contracts with customers. The table excludes all revenue earned from rental contracts: Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Asia (including Russian Federation) $ 3,185 $ 1,684 $ 5,699 $ 21,552 Canada 417 1,022 2,323 2,017 Europe 828 1,723 2,531 4,311 Mexico 368 240 476 2,332 United States 8,636 18,343 41,459 43,768 South America 1,428 27 5,247 232 Other 356 188 836 368 Total $ 15,218 $ 23,227 $ 58,571 $ 74,580 Revenue is attributable to countries based on the ultimate destination of the product sold, if known. If the ultimate destination is not known, revenue is attributable to countries based on the geographic location of the initial shipment. 3. Fair Value of Financial Instruments The Company’s financial instruments generally include cash and cash equivalents, short-term investments, trade accounts and financing receivables and accounts payable. Due to the short-term maturities of cash and cash equivalents, trade accounts receivable and accounts payable, the carrying amounts of these financial instruments are deemed to approximate their fair value on the respective balance sheet dates. The Company measures its contingent consideration at fair value on a recurring basis. The following tables present the fair value of the Company’s recurring contingent consideration (in thousands): As of June 30, 2026 (Level 1) (Level 2) (Level 3) Totals Contingent consideration liabilities: Current portion $ — $ — $ (1,788 ) $ (1,788 ) Non-current portion — — (962 ) (962 ) $ — $ — $ (2,750 ) $ (2,750 ) As of September 30, 2025 (Level 1) (Level 2) (Level 3) Totals Recurring: Non-current contingent consideration $ — $ — $ (2,540 ) $ (2,540 ) In connection with the Company's acquisition of Geovox in August 2025, it recorded an initial contingent earn-out liability of $2.5 million. The Company engaged the services of a valuation firm to measure the fair value of the liability. The primary inputs included revenue forecast, risk free rate, revenue volatility, revenue discount rate and payment discount rate (Level 3). Contingent payments, if any, will be based on eligible revenue generated during a four-year earn-out period. The maximum amount of contingent payments is $3.3 million. The following table summarizes the changes in the fair value of the contingent consideration during the nine months ended June 30, 2026: Balance at October 1, 2024 $ — Acquisition of Geovox 2,540 Balance at September 30, 2025 2,540 Fair value adjustments 210 Balance at June 30, 2026 2,750 Less current portion (1,788 ) Non-current balance at June 30, 2026 $ 962 10 Table of Contents 4. Trade Accounts and Financing Receivables Trade accounts receivable, net, reflected in the following table (in thousands): June 30, 2026 September 30, 2025 Trade accounts receivable $ 6,786 $ 12,725 Allowance for credit losses (24 ) (63 ) Total trade accounts receivable $ 6,762 $ 12,662 The Company determines the allowance for credit losses through a review of several factors, including historical collection experience, customer credit worthiness, current aging of customer accounts and current financial conditions of its customers. Trade accounts receivable balances are charged off against the allowance whenever it is probable that the receivable balance will not be recoverable. Allowance for credit losses related to trade accounts receivable are reflected in the following table (in thousands): Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Allowance for credit losses: Beginning of period $ 27 $ 21 $ 63 $ 4 Provision for credit losses 8 4 55 24 Recoveries (11 ) (3 ) (50 ) (3 ) Charge-offs, net — 2 (44 ) (1 ) End of period $ 24 $ 24 $ 24 $ 24 Financing receivables, net, are reflected in the following table (in thousands): June 30, 2026 September 30, 2025 Promissory notes $ 21,296 $ 19,149 Sales-type lease 975 5,302 Total financing receivables 22,271 24,451 Discount to fair value and unearned income (786 ) (914 ) Total financing receivables, net 21,485 23,537 Less current portion (10,724 ) (15,347 ) Non-current financing receivables $ 10,761 $ 8,190 In January 2026, the Company entered into a $0.3 million promissory note with a customer related to a product sale. The note bears interest at 10.00% per annum and matures in January 2027. Principal and interest installments of $28,000 are due monthly until maturity. The note is collateralized by the product sold. In January 2026, the Company entered into a $2.7 million promissory note with a customer related to a product sale. The note bears interest at 8.75% per annum and matures in January 2029. Principal and interest installments of $0.1 million are due monthly until maturity. The note is collateralized by the product sold. During the first quarter of fiscal year 2026, the Company entered into three promissory notes totaling $7.9 million with a customer related to product sales. The notes bear interest at 8.75% per annum and mature during the first quarter of fiscal year 2029. Principal and interest installments totaling $0.3 million are due monthly until maturity. The notes are collateralized by the products sold. During the fourth quarter of fiscal year 2025, The Company entered into two promissory notes totaling $7.5 million with a customer related to product sales. The notes bear interest at 8.75% per annum and mature during the fourth quarter of fiscal year 2028. Principal and interest installments totaling $0.2 million are due monthly until maturity. The notes are collateralized by the products sold. In November 2024, the Company entered into a sales-type lease with a customer on ocean bottom equipment from its rental fleet. The lease, which matured in October 2025, had a remaining unpaid principal balance of $1.0 million at June 30, 2026. Ownership of the equipment will transfer to the customer when the unpaid principal has been paid. Interest income recognized on the lease for the fiscal year ended September 30, 2025 and for the nine months ended June 30, 2026 was $0.6 million and $6,000, respectively. In August 2024, the Company entered into a $9.4 million promissory note with a customer related to a product sale. The note bears interest at 9.5% per annum and matures in November 2026. Principal and interest installments of $0.9 million are due monthly beginning in January 2025. The note is collateralized by the product sold. In August 2024, the Company entered into a $3.5 million promissory note with the buyer of its Russian subsidiary. The note bears interest at 5% per annum and is for a 10-year term. Principal and interest installments of $37,000 are due monthly beginning in November 2024. Based on a fair value analysis performed at the date of sale, a discount to fair value of $0.9 million was placed on the note. Interest income on the amortization of the discount is being recognized under the effective interest method. Credit quality indicators used for the financing receivables consisted of historical collection experience, internal credit risk grades and collateral. The Company determined the allowance for credit losses through a review of several factors, including historical collection experience, customer credit worthiness, current aging of customer accounts and current financial conditions of its customers. 5. Inventories Inventories consist of the following (in thousands): June 30, 2026 September 30, 2025 Finished goods $ 26,984 $ 24,180 Work in process 1,067 6,408 Raw materials 29,683 27,245 Obsolescence reserve (net realizable value adjustment) (7,021 ) (9,819 ) Total 50,713 48,014 Less current portion 39,572 30,901 Non-current portion $ 11,141 $ 17,113 Inventory obsolescence expense for the three and nine months ended June 30, 2026 was $.0.6 million and $2.3 million, respectively. Inventory obsolescence expense for the three and nine months ended June 30, 2025 was $0.2 million and $1.1 million, respectively. Raw materials include semi-finished goods and component parts that totaled approximately $9.3 million and $9.1 million at June 30, 2026 and September 30, 2025, respectively. 11 Table of Contents 6. Property, Plant and Equipment Property, plant and equipment consist of the following (in thousands): June 30, 2026 September 30, 2025 Land and land improvements $ 2,981 $ 2,960 Building and building improvements 24,821 24,089 Machinery and equipment 50,970 48,647 Furniture and fixtures 1,610 1,032 Tools and molds 5,822 3,928 Construction in progress 546 2,856 Transportation equipment 53 41 86,803 83,553 Accumulated depreciation and impairment (64,044 ) (60,309 ) $ 22,759 $ 23,244 On August 3, 2026, the Company sold its warehouse in Bogotá, Colombia. The property was owned by a wholly-owned subsidiary of the Company and represented substantially the Company's entire investment in the subsidiary. In connection with sale, the Company will derecognize the subsidiary’s cumulative translation losses currently included as a component of other comprehensive loss. A loss on the derecognition of the group of assets, which is estimated to be approximately $2.5 million, will be included in the Company’s statements of operations in the fourth quarter of fiscal year 2026. Property, plant and equipment depreciation expense for the three and nine months ended June 30, 2026 was $1.3 million and $3.7 million, respectively. Property, plant and equipment depreciation expense for the three and nine months ended June 30, 2025 was $0.9 million and $2.7 million, respectively. 7. Rental Equipment The Company leases equipment to customers which generally range from daily rentals to minimum rental periods of up to one year. All of the Company’s current leasing arrangements for which the Company acts as lessor, are classified as operating leases, except for one sales-type lease. The majority of the Company’s rental revenue is generated from its ocean bottom nodes. The Company regularly evaluates the collectability of its lease receivables on a lease-by-lease basis. The evaluation primarily consists of reviewing past due account balances and other factors such as the credit quality of the customer, historical trends of the customer and current economic conditions. The Company suspends revenue recognition when the collectability of amounts due are no longer probable and concurrently records a direct write-off of the lease receivable to rental revenue and limits future rental revenue recognition to cash received. At June 30, 2026 and September 30, 2025, the Company’s trade accounts receivable included lease receivables of $0.9 million and $1.0 million, respectively. At June 30, 2026, the Company had future minimum lease obligations due from leasing customers on operating leases of $1.2 million. Rental equipment consisted of the following (in thousands): June 30, 2026 September 30, 2025 Rental equipment, primarily wireless recording equipment $ 42,095 $ 45,289 Accumulated depreciation (37,535 ) (37,169 ) $ 4,560 $ 8,120 Rental equipment depreciation expense for the three and nine months ended June 30, 2026 was $1.3 million and $3.7 million, respectively. Rental equipment depreciation expense for the three and nine months ended June 30, 2025 was $1.4 million and $4.8 million, respectively. 8. Long-Term Debt The Company had no long-term debt outstanding at June 30, 2026 or September 30, 2025. On August 29, 2025, the Company amended and restated its credit agreement (“the Agreement”) with Woodforest National Bank. The Agreement extended the Company’s revolving loan agreement, dated as of July 26, 2023, with Woodforest. The Agreement is for a three-year term expiring August 29, 2028 and provides a revolving credit facility with a maximum availability of $25 million. Interest shall accrue on outstanding borrowings at 30 Day Term SOFR plus a margin equal to 2.75% per annum. The Company is required to make monthly interest payments on borrowed funds. The Agreement is secured by substantially all of the Company's assets, except for certain excluded property. The Agreement requires the Company to maintain (i) a minimum consolidated tangible net worth of $85 million, (ii) minimum liquidity of $10 million, and (iii) a minimum asset coverage ratio of 2.00 to 1.00. The Agreement also requires the Company to maintain a springing minimum interest coverage ratio of at least 1.50 to 1.00, tested quarterly whenever (a) there is an outstanding balance on the revolving credit facility, or (b) has letter of credit exposure greater than $1 million. Effective December 31, 2025, the Company entered into a limited waiver agreement with Woodforest which waived its springing minimum interest coverage ratio through February 16, 2027. At June 30, 2026, the Company was in compliance with all covenants under the Agreement. On May 5, 2026, the Company entered into an amendment to its Agreement which removed the springing minimum interest coverage requirement. This amendment requires the Company to maintain a $2.0 million cash reserve pledged to Woodforest and is primarily secured by the Company's Pinemont facility. The Company incurred debt issuance costs of $0.1 million for the nine months ended June 30, 2026 related to the amendment. 9. Stock-Based Compensation During the nine months ended June 30, 2026, the Company issued 147,250 restricted stock units (“RSUs”) under its 2014 Long Term Incentive Plan, as amended. The RSUs issued include both time-based and performance-based vesting provisions. The weighted average grant date fair value of each RSU granted was $11.14 per unit. Compensation expense for the RSUs was determined based on the closing market price of the Company’s stock on the date of grant to the total number of units that are anticipated to fully vest. Each RSU represents a contingent right to receive one share of the Company’s common stock upon vesting. As of June 30, 2026, there were 283,134 RSUs outstanding. For the three and nine months ended June 30, 2026, stock-based compensation expense was $0.3 million and $1.0 million, respectively. For the three and nine months ended June 30, 2025 stock-based compensation expense was $0.3 million and $1.2 million, respectively. The Company accounts for forfeitures as they occur and records compensation costs under the assumption that the holder will complete the requisite service period. As of June 30, 2026, the Company had unrecognized compensation expense of $2.2 million relating to RSUs that is expected to be recognized over the next four years. 12 Table of Contents 10. Income (Loss) Per Common Share The following table summarizes the calculation of net loss and weighted average common shares and common equivalent shares outstanding for purposes of the computation of income (loss) per share (in thousands, except share and per share data): Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Net income (loss) $ (9,708 ) $ 760 $ (30,521 ) $ (662 ) Weighted average number of common share equivalents: Common shares used in basic income (loss) per share 12,934,962 12,805,414 12,899,390 12,783,832 Common share equivalents outstanding related to RSUs — — — — Total weighted average common shares and common share equivalents used in diluted income (loss) per share 12,934,962 12,805,414 12,899,390 12,783,832 Income (loss) per share: Basic $ (0.75 ) $ 0.06 $ (2.37 ) $ (0.05 ) Diluted $ (0.75 ) $ 0.06 $ (2.37 ) $ (0.05 ) For the calculation of diluted income (loss) per share for each of the three and nine months ended June 30, 2026, there were 283,134 non-vested RSU's excluded from the calculation of weighted average shares outstanding since their impact on diluted loss per share was antidilutive. For the calculation of diluted income (loss) per share for each of the three and nine months ended June 30, 2025, there were 350,318 non-vested RSU's excluded from the calculation of weighted average shares outstanding since their impact on diluted income (loss) per share was antidilutive. 11. Commitments and Contingencies Contingent Compensation Costs In August 2025, the Company acquired Geovox. In connection with the acquisition, the Company recorded an initial contingent earn-out liability of $2.5 million. Contingent payments, if any, will be based on eligible revenue generated during a four-year earn-out period. The maximum amount of contingent payments is $3.3 million. In July 2021, the Company acquired Aquana, LLC (“Aquana”). Pursuant to the merger agreement with Aquana, as amended ("the Merger Agreement"), the Company is subject to additional contingent cash payments to the former members of Aquana over a seven-year earn-out period. The contingent payments, if any, will be derived from certain eligible revenue generated during the earn-out period from products and services sold by Aquana. There is no maximum limit to the contingent cash payments that could be made. The Merger Agreement requires the continued employment of a certain key employee and former member of Aquana for the first five years of the seven-year earn-out period in order for any of Aquana’s former members to be eligible for any earn-out payments. Due to the continued employment requirement, no liability has been recorded for the estimated fair value of earn-out payments for this transaction. Earn-outs achieved are recorded as compensation expense when incurred. Legal Proceedings The Company is involved in various pending legal actions in the ordinary course of its business. Management is unable to predict the ultimate outcome of these actions, because of the inherent uncertainty of such actions. However, management believes that the most probable, ultimate resolution of current pending matters will not have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. 13 Table of Contents 12. Segment Information The Company's business segments are comprised of: Smart Water, Energy Solutions and Intelligent Industrial. The Smart Water segment emphasizes the Company’s targeted approach in the water management industry. This business segment contains the Hydroconn® smart water connectivity offerings and the Company's Aquana products. The Energy Solutions segment encompasses the Company’s traditional business in oil and gas land and ocean bottom exploration products, reservoir monitoring solutions, and will additionally incorporate emerging energy solutions and microseismic monitoring. This segment will include energy-related business from Quantum’s SADAR® products and associated analytics. The Intelligent Industrial segment includes seismic sensor products used for vibration monitoring geotechnical applications such as mine safety applications and earthquake detection, designs seismic products targeted at the border and perimeter security markets, imaging products, as well as providing contract manufacturing services. The Company defines its segments as those operations our chief operating decision maker (“CODM”) regularly reviews to analyze performance and allocate resources. The Company’s CODM is the Chief Executive Officer. The CODM regularly reviews revenue, gross profit, operating expenses and operating income (loss) by segment as the primary measures of segment performance. The CODM reviews revenue as a primary indicator of operational performance, assessing how much revenue is brought in from core business activities, which reflects demand and execution of each segment’s strategy. Gross profit, is reviewed by the CODM as a diagnostic metric and is particularly useful in evaluating margin trends. Operating income is the key profitability metric used to assess performance across segments and make decisions related to resource allocation, including capital expenditures, headcount, and other investment initiatives. Each of these metrics are considered in budgeting, forecasting, and operational planning decisions. For financial reporting purposes, we are organized into these reportable segments and “Corporate”, which includes the remainder of our businesses. The following table summarizes the Company’s segment information (in thousands). Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Revenue: Smart Water $ 4,622 $ 10,518 $ 14,106 $ 27,278 Energy Solutions 5,851 8,107 30,116 34,977 Intelligent Industrial 5,246 6,136 16,656 17,596 Corporate 85 82 254 238 15,804 24,843 61,132 80,089 Cost of revenue: Smart Water 3,394 5,946 10,025 16,670 Energy Solutions 7,596 6,213 33,619 19,337 Intelligent Industrial 4,274 5,107 13,499 14,545 Corporate 44 38 103 101 15,308 17,304 57,246 50,653 Gross profit (loss): Smart Water 1,228 4,572 4,081 10,608 Energy Solutions (1,745 ) 1,894 (3,503 ) 15,640 Intelligent Industrial 972 1,029 3,157 3,051 Corporate 41 44 151 137 496 7,539 3,886 29,436 Operating expenses: Smart Water 2,176 2,339 7,452 6,585 Energy Solutions 2,845 3,128 9,303 10,260 Intelligent Industrial 1,436 2,070 5,021 6,319 Corporate 4,177 4,249 13,914 12,965 10,634 11,786 35,690 36,129 Gain on disposal of property — 4,616 — 4,616 Income (loss) from operations: Smart Water (948 ) 2,233 (3,371 ) 4,023 Energy Solutions (4,590 ) (1,234 ) (12,806 ) 5,380 Intelligent Industrial (464 ) (1,041 ) (1,864 ) (3,268 ) Corporate (4,136 ) 411 (13,763 ) (8,212 ) (10,138 ) 369 (31,804 ) (2,077 ) Other segment disclosures: Interest income: Smart Water — — — — Energy Solutions 464 403 1,598 1,202 Intelligent Industrial — — — — Corporate 57 134 173 773 521 537 1,771 1,975 Interest expense: Smart Water — — — — Energy Solutions 40 — 112 — Intelligent Industrial — — — — Corporate — 44 — 131 40 44 112 131 Depreciation and amortization expenses: Smart Water 502 118 999 351 Energy Solutions 1,218 1,417 4,798 4,827 Intelligent Industrial 547 121 1,010 375 Corporate 363 743 1,093 2,105 2,630 2,399 7,900 7,658 Inventory obsolescence and stock-based compensation expenses: Smart Water 96 51 457 74 Energy Solutions 293 42 1,351 1,117 Intelligent Industrial 267 271 892 338 Corporate 160 135 634 771 816 499 3,334 2,300 The Company's manufacturing operations for its operating business segments are combined. Therefore, the Company does not segregate and report separate balance sheet accounts for each of its segments and therefore, no such segment balance sheet information is presented in the table above. "Corporate" expense from operations primarily consists of the Company's Houston headquarters general and administrative expenses. The Company generates revenue from product sales, product rentals and services from its subsidiaries located in the United States, Canada and the United Kingdom. Revenue generated by the Company's subsidiaries is as follows (in thousands): Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 United States $ 14,780 $ 23,839 $ 57,845 $ 76,888 Canada 362 335 1,246 1,234 United Kingdom 662 669 2,041 1,967 $ 15,804 $ 24,843 $ 61,132 $ 80,089 A summary of revenue by Geographic area is as follows (in thousands): Three Months Ended Nine Months Ended June 30, 2026 June 30, 2025 June 30, 2026 June 30, 2025 Asia (including Russian Federation) $ 3,189 $ 1,484 $ 5,793 $ 23,111 Canada 485 1,094 2,536 1,987 Europe 873 2,119 2,638 4,633 Mexico 368 240 476 2,332 United States 8,906 18,333 42,303 45,861 South America 1,450 1,390 5,753 1,742 Other 533 183 1,633 423 $ 15,804 $ 24,843 $ 61,132 $ 80,089 Revenue is attributable to countries based on the ultimate destination of the product sold, if known. If the ultimate destination is not known, revenue is attributed to countries based on the geographic location of the initial shipment. Long-lived asset balances are as follows (in thousands): June 30, 2026 September 30, 2025 United States $ 55,158 $ 63,332 Canada 333 366 Colombia 421 392 United Kingdom 406 447 $ 56,318 $ 64,537 13. Income Taxes Consolidated income tax expense (benefit) for the three and nine months ended June 30, 2026 was $(1,000) and $68,000, respectively. Consolidated income tax expense for the three and nine months ended June 30, 2025 was $68,000 and $55,000, respectively. The primary difference between the Company's effective tax rate and the statutory rate is adjustments to the valuation allowance against deferred tax assets. 14. Exit and Disposal Costs At the end of the second quarter of fiscal year 2026, the Company implemented an organizational change plan, which included a voluntary early retirement plan available to eligible qualifying employees as well as a reduction in force. This plan will result in an approximate 20% reduction in Company's global workforce, and together with cost-containment measures are expected to produce approximately $10 million of annualized cash savings. In connection with the workforce reduction, the Company incurred $1.1 million of termination costs for the nine months ended June 30, 2026. These charges primarily relate to employee transition, severance payments, and employee benefits. At June 30, 2026, the Company had liabilities related to the termination costs of $0.1 million.