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Ballard Power (NASDAQ: BLDP) lifts Q1 2026 revenue and cuts loss

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(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ballard Power Systems reported first quarter 2026 revenue of $19.4 million, up 26% year over year, driven by stronger rail and stationary sales partially offset by lower bus revenue. Gross margin improved to $2.8 million, or 14% of revenue, from a negative margin a year earlier as product cost reductions and prior restructuring lowered manufacturing overhead.

Operating expenses excluding other items fell 37% to $15.8 million, mainly from reduced research and product development and sales and marketing spending following 2024–2025 restructurings. Adjusted EBITDA loss narrowed to ($11.4) million from ($27.5) million, and net loss improved to ($11.4) million, or ($0.04) per share, from ($21.0) million, or ($0.07) per share.

Ballard ended the quarter with $516.8 million of cash and cash equivalents and total liquidity of about $520.9 million, after using $7.8 million in operating cash. For 2026, management expects total operating expenses of $65–$75 million and capital expenditures of $5–$10 million, supported by an order backlog of approximately $112.9 million and a 12‑month order book of about $52.8 million. The company also announced a commercial agreement with New Flyer for 500 FCmove-HD+ fuel cell engines totaling 50 MW for hydrogen buses in North America.

Positive

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Insights

Ballard shows smaller losses and better margins, but remains in investment mode.

Ballard Power Systems delivered Q1 2026 revenue of $19.4 million, up 26% year over year, with stronger rail and stationary sales offsetting weaker bus volumes. Gross margin improved to 14%, helped by product cost reductions and lower manufacturing overhead after 2024–2025 restructurings.

Operating expenses dropped to $15.8 million, down 37%, mainly from reduced research and product development and sales and marketing spending. Adjusted EBITDA loss narrowed to ($11.4 million) from ($27.5 million), and net loss improved to ($11.4 million), reflecting both higher gross profit and leaner cost structure.

Liquidity remains substantial, with $516.8 million of cash and cash equivalents at March 31, 2026 and total liquidity of about $520.9 million. Management’s 2026 outlook calls for operating expenses of $65–$75 million and capital expenditures of $5–$10 million, supported by an order backlog of roughly $112.9 million and a 12‑month order book of about $52.8 million. A 50 MW agreement with New Flyer for 500 FCmove-HD+ engines underscores ongoing commercial activity, while the business still operates at a loss.

Revenue $19.4 million Three months ended March 31, 2026; up 26% year over year
Gross margin $2.8 million (14%) Q1 2026 vs ($3.6 million) and (23%) in Q1 2025
Net loss ($11.4 million) Q1 2026; ($0.04) per share vs ($0.07) in Q1 2025
Adjusted EBITDA ($11.4 million) Three months ended March 31, 2026 vs ($27.5 million) in 2025
Cash and cash equivalents $516.8 million Balance as of March 31, 2026; down from $527.1 million at December 31, 2025
Operating cash flow ($7.8 million) Cash used in operating activities in Q1 2026
2026 operating expense outlook $65–$75 million Management guidance for total operating expenses in fiscal 2026
Order backlog $112.9 million Contracted orders as of March 31, 2026; 12‑month order book $52.8 million
Adjusted EBITDA financial
"Adjusted EBITDA (see Supplemental Non-GAAP Measures and Reconciliations) for the first quarter of 2026 was ($11.4) million"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Order Backlog financial
"Our expectations for 2026 are in part supported by our 12-month Order Book of approximately $52.8 million (derived from Order Backlog of approximately $112.9 million"
Order backlog is the total value or number of customer orders a company has received but not yet fulfilled or delivered. It acts like a queue at a busy restaurant: a healthy backlog signals steady future sales and revenue visibility, while a growing backlog can also warn of production bottlenecks, delayed cash collection, or rising costs — all important when assessing a company’s near-term performance and operational risks.
12-month Order Book financial
"the 12-month Order Book reflects expected deliveries over the next 12 months"
mark-to-market gain (loss) on financial assets financial
"Mark-to-market gain (loss) on financial assets for the three months ended March 31, 2026 was ($1.9) million"
proton exchange membrane ("PEM") fuel cell technical
"We are recognized as a world leader in proton exchange membrane ("PEM") fuel cell power system development and commercialization"

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________
FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026
Commission File Number: 000-53543
______________________________
Ballard Power Systems Inc.
(Translation of registrant's name into English)
 
9000 Glenlyon Parkway
Burnaby, B.C.
V5J 5J8
Canada
(Address of principal executive office)
______________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
☐ Form 20-F☒ Form 40-F








EXHIBIT INDEX

EXHIBITS 99.1 AND 99.2 INCLUDED WITH THIS REPORT ARE HEREBY INCORPORATED BY REFERENCE: (I) INTO THE REGISTRANT'S REGISTRATION STATEMENTS ON FORM S-8 (FILE NOS. 333-271785) AND (II) AS EXHIBITS TO THE REGISTRANT'S REGISTRATION STATEMENT ON FORM F-10 (FILE NO. 333-287958), AND TO BE A PART THEREOF FROM THE DATE ON WHICH THIS REPORT IS SUBMITTED, TO THE EXTENT NOT SUPERSEDED BY DOCUMENTS OR REPORTS SUBSEQUENTLY FILED OR FURNISHED.
Exhibit No.Description
 
99.1
Ballard Power Systems Inc. First Quarter 2026 Interim Financial Statements
99.2
Ballard Power Systems Inc. First Quarter 2026 Management’s Discussion and Analysis





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Ballard Power Systems Inc.
 
Date: May 5, 2026By:
/s/ Kate Igbalode
 Name:
Kate Igbalode
 Title:Senior Vice President & Chief Financial Officer
























Condensed Consolidated Interim Financial Statements
(Expressed in U.S. dollars)

BALLARD POWER SYSTEMS INC.

Three months ended March 31, 2026 and 2025




BALLARD POWER SYSTEMS INC.
Condensed Consolidated Interim Statements of Financial Position
Unaudited (Expressed in thousands of U.S. dollars)
NoteMarch 31,
2026
December 31,
2025
Assets
Current assets:
Cash and cash equivalents$516,770 $527,052 
Short-term investments 4,092 4,202 
Trade and other receivables516,675 24,202 
Inventories643,798 43,770 
Prepaid expenses and other current assets2,548 2,207 
Total current assets583,883 601,433 
Non-current assets:
Property, plant and equipment731,521 32,195 
Intangible assets8151 248 
Long-term financial investments1047,042 48,006 
Other long-term assets498 506 
Total assets$663,095 $682,388 
Liabilities and Equity
Current liabilities:
Trade and other payables12$26,360 $28,788 
Deferred revenue137,182 8,408 
Provisions and other current liabilities1417,578 20,386 
Current lease liabilities153,440 3,412 
Total current liabilities54,560 60,994 
Non-current liabilities:
Non-current lease liabilities1517,489 18,728 
Non-current deferred revenue 1310,325 9,917 
Other non-current liabilities162,774 2,819 
Total liabilities85,148 92,458 
Equity:
Share capital172,435,065 2,433,244 
Contributed surplus17307,873 310,041 
Accumulated deficit(2,163,143)(2,151,751)
Foreign currency reserve(1,848)(1,604)
Total equity577,947 589,930 
Total liabilities and equity$663,095 $682,388 


See accompanying notes to condensed consolidated interim financial statements.

Approved on behalf of the Board:
“Kathy Bayless”“Jim Roche”
DirectorDirector



BALLARD POWER SYSTEMS INC.
Condensed Consolidated Interim Statements of Loss and Comprehensive Loss
Unaudited (Expressed in thousands of U.S. dollars, except per share amounts and number of shares)
Three months ended March 31,
Note20262025
Revenues:
Product and service revenues18$19,421 $15,389 
Cost of product and service revenues16,658 18,997 
Gross margin2,763 (3,608)
Operating expenses:
Research and product development9,359 18,105 
General and administrative4,992 4,665 
Sales and marketing1,480 2,455 
Other expense19581 227 
Total operating expenses16,412 25,452 
Results from operating activities(13,649)(29,060)
Finance income and other202,955 11,501 
Finance expense20(441)(506)
Net finance income2,514 10,995 
Equity in loss of investment in joint venture and associates9 & 21  (818)
Impairment charges on property, plant and equipment7(257)(2,223)
Gain on sale of assets7 70 
Net loss for the period$(11,392)$(21,036)
Other comprehensive loss:
Items that may be reclassified subsequently to profit or loss:
Foreign currency translation differences(244)529 
Total comprehensive loss for the period$(11,636)$(20,507)
Basic and diluted loss per share
Loss per share for the period$(0.04)$(0.07)
Weighted average number of common shares outstanding     300,926,709 299,518,254 
See accompanying notes to condensed consolidated interim financial statements.





BALLARD POWER SYSTEMS INC.
Condensed Consolidated Interim Statements of Changes in Equity
Unaudited (Expressed in thousands of U.S. dollars except number of shares)
Foreign
Number of
Share
Contributed
Accumulated
currency
Total
shares
capital
surplus
deficit
reserve
equity
Balance, December 31, 2025300,784,816 $2,433,244 $310,041 $(2,151,751)$(1,604)$589,930 
Net loss   (11,392) (11,392)
RSUs redeemed (note 17)691,033 1,821 (3,432)  (1,611)
Share-based compensation (note 17)  1,264   1,264 
Other comprehensive loss:
Foreign currency translation for foreign operations    (244)(244)
Balance, March 31, 2026301,475,849 $2,435,065 $307,873 $(2,163,143)$(1,848)$577,947 
Foreign
Number of
Share
Contributed
Accumulated
currency
Total
shares
capital
surplus
deficit
reserve
equity
Balance, December 31, 2024299,438,116 $2,428,618 $309,974 $(2,060,837)$(4,765)$672,990 
Net loss— — — (21,036)— (21,036)
RSUs redeemed (note 17)395,118 1,821 (2,309)— — (488)
Share-based compensation (note 17)— — 1,826 — — 1,826 
Other comprehensive loss:
Foreign currency translation for foreign operations— — — — 529 529 
Balance, March 31, 2025299,833,234 $2,430,439 $309,491 $(2,081,873)$(4,236)$653,821 
See accompanying notes to condensed consolidated interim financial statements.




BALLARD POWER SYSTEMS INC.
Condensed Consolidated Interim Statements of Cash Flows
Unaudited (Expressed in thousands of U.S. dollars)
Three months ended March 31,
Note20262025
Cash provided by (used in):
Operating activities:
Net loss for the period$(11,392)$(21,036)
 Adjustments for:
Depreciation and amortization987 985 
Deferred gain amortization15 (69)
Impairment loss on trade receivables5 
Inventory impairment reversal and onerous contracts provision adjustments 6(587)(1,538)
Unrealized gain on forward contracts (437)
Equity in loss of investment in joint venture and associates9 & 21 818 
Net decrease (increase) in fair value of investments10, 20 & 241,881 (4,446)
Gain on sale of assets 7 (70)
Impairment charges on property, plant and equipment 7 2,223 
(Dilution) accretion on decommissioning liabilities 16(45)19 
Employee future benefits and plan contributions (2)
Share-based compensation171,305 1,866 
(7,846)(21,683)
Changes in non-cash working capital:
Trade and other receivables7,522 3,768 
Inventories156 (8,752)
Prepaid expenses and other current assets(333)1,791 
Trade and other payables(5,697)(2,303)
Deferred revenue(818)2,384 
Warranty provision(795)392 
35 (2,720)
Cash used in operating activities(7,811)(24,403)
Investing activities:
 Net decrease in short-term investments110 — 
 Contributions to long-term investments 10(917)(152)
 Additions to property, plant and equipment 7(589)(2,430)
 Investment in intangible assets 8 (233)
 Proceeds on sale of assets 7 80 
Cash used in investing activities(1,396)(2,735)
Financing activities:
Principal payments of lease liabilities15(831)(689)
Cash used in financing activities(831)(689)
Effect of exchange rate fluctuations on cash and cash equivalents held(244)577 
Decrease in cash and cash equivalents(10,282)(27,250)
Cash and cash equivalents, beginning of period527,052 603,948 
Cash and cash equivalents, end of period$516,770 $576,698 

Supplemental disclosure of cash flow information (note 22).
See accompanying notes to condensed consolidated interim financial statements.



BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
1.    Reporting entity:
The principal business of Ballard Power Systems Inc. (the “Corporation”) is the design, development, manufacture, sale and service of proton exchange membrane ("PEM") fuel cell products. The Corporation focuses on power products for bus and rail applications, stationary power, and other markets (consisting of truck, marine, material handling, off-road, and other applications), as well as the delivery of services including technology solutions, after sales service and training. A fuel cell is an environmentally clean electrochemical device that combines hydrogen fuel with oxygen (from the air) to produce electricity.
The Corporation is a company domiciled in Canada and its registered office is located at 9000 Glenlyon Parkway, Burnaby, British Columbia, Canada, V5J 5J8. The condensed consolidated interim financial statements of the Corporation as at and for the three months ended March 31, 2026 and 2025 comprise the Corporation and its subsidiaries.

2.    Basis of preparation:
(a)    Statement of compliance:
These condensed consolidated interim financial statements of the Corporation have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”), on a basis consistent with those material accounting policies followed in the most recent annual consolidated financial statements, and therefore should be read in conjunction with the December 31, 2025 audited consolidated financial statements and the notes thereto.
The condensed consolidated interim financial statements were authorized for issue by the Audit Committee of the Board of Directors on May 4, 2026.
(b)    Basis of measurement:
The condensed consolidated interim financial statements have been prepared on the historical cost basis except for the following material items in the statements of financial position:
Financial assets classified as measured at fair value through profit or loss (FVTPL)
(c)    Functional and presentation currency:
These condensed consolidated interim financial statements are presented in U.S. dollars, which is the Corporation’s functional currency.
(d)    Use of estimates:
The preparation of the condensed consolidated interim financial statements in conformity with International Financial Reporting Standards ("IFRS") requires the Corporation’s management to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.



6


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
2.    Basis of preparation (cont'd):
(d)    Use of estimates (cont'd):

Significant areas having estimation uncertainty include revenue recognition, asset impairment (including property, plant, and equipment and intangible assets), and any related recoveries of previously recognized impairment, warranty provision, inventory and onerous contracts provisions, and fair value measurement (including long-term financial investments). These estimates and judgments are unchanged in these condensed consolidated interim financial statements and are the same as those applied in the Corporation’s audited consolidated financial statements as at and for the year ended December 31, 2025.
(e)    Future operations:
The Corporation is required to assess its ability to continue as a going concern or whether substantial doubt exists as to the Corporation’s ability to continue as a going concern into the foreseeable future. The Corporation’s ability to continue as a going concern and realize its assets and discharge its liabilities and commitments in the normal course of business is dependent upon the Corporation having adequate liquidity and achieving profitable operations that are sustainable. The Corporation's liquidity objective to remain a going concern into the foreseeable future is to maintain cash balances sufficient to fund at least six quarters of forecasted cash used by operating activities and contractual commitments.
The Corporation’s strategy to attain this liquidity objective is to continue its drive to attain profitable operations that are sustainable by executing a business plan that continues to focus on revenue growth, improving overall gross margins, maintaining discipline over operating expenses, managing working capital and capital expenditure requirements, and securing additional financing to fund its operations as needed until the Corporation does achieve profitable operations that are sustainable. Failure to implement this plan could have a material adverse effect on the Corporation’s financial condition and/or results of operations.

3.    Material accounting policies:
The accounting policies in these condensed consolidated interim financial statements are the same as those applied in the Corporation’s audited consolidated financial statements as at and for the year ended December 31, 2025.
Effective for January 1, 2026, the Corporation assessed any new IFRS standards, applicable amendments and interpretations, concluding that they did not have a material impact on the Corporation's condensed consolidated interim financial statements.
The following is an overview of accounting standard changes that the Corporation will be required to adopt in future years. The Corporation expects to adopt these standards as at their effective dates and will continue to evaluate their impact on the consolidated financial statements.
IFRS 18 Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial performance and replace IAS 1 Presentation of Financial Statements. While IFRS 18 carries forward many requirements from IAS 1, the new Standard introduces the following significant changes to the structure of a company’s financial statements:
Income and expenses in the statements of income or loss will be grouped into new categories resulting in new subtotals and/or line items being presented (including operating profit), along with changes in how certain existing subtotals are calculated;



7


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
3.    Material accounting policies (cont'd):
New disclosures will be required for management defined performance measures (MPM), commonly referred to as 'non-GAAP measures'; and
New principles will apply to the aggregation and disaggregation of certain financial information in the financial statements.
IFRS 18 applies for annual periods beginning on or after January 1, 2027. Retrospective application is required, and the Corporation’s comparative information will be restated in accordance with the Standard. The extent of the impact of adoption of IFRS 18 is currently being assessed by the Corporation.

4.    Critical judgments in applying accounting policies and key sources of estimation uncertainty:
Critical judgments in applying accounting policies:
Critical judgments that management has made in the process of applying the Corporation’s accounting policies and that have the most significant effect on the amounts recognized in the condensed consolidated interim financial statements are limited to management’s assessment of the Corporation’s ability to continue as a going concern (note 2(e)).
Key sources of estimation uncertainty:
Key assumptions concerning the future and other key sources of estimation uncertainty that have significant risk of resulting in a material adjustment to the reported amount of assets, liabilities, income and expenses within the next fiscal year include the following: revenue recognition, asset impairment (including property, plant, and equipment and intangible assets) and any related recoveries of previously recognized impairment, warranty provision, inventory and onerous contracts provisions, fair value measurement (including long-term financial investments), and residual fair value of property, plant, and equipment. These assumptions are unchanged in these condensed consolidated interim financial statements and are the same as those applied in the Corporation’s audited consolidated financial statements as at and for the year ended December 31, 2025.

5.    Trade and other receivables:
March 31,December 31,
20262025
Trade accounts receivable, gross$16,351 $23,711 
Allowance for doubtful accounts(3,122)(2,946)
Trade accounts receivable, net13,229 20,765 
Other receivables3,446 3,437 
$16,675 $24,202 
Information about the Corporation's exposure to credit and market risks, and impairment losses for trade receivables and contract assets is included in note 24.





8


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
6.    Inventories:
During the three months ended March 31, 2026, the write-down of inventories to net realizable value including onerous contract adjustments amounted to $nil (2025 – $334,000) and the reversal of previously recorded write-downs and onerous contract adjustments amounted to $587,000 (2025 – $1,872,000), resulting in a net recovery to cost of product and service revenues of $587,000 (2025 – $1,538,000). Write-downs and reversals are included in either cost of product and service revenues or research and product development expense, depending upon the nature of inventory.

7.    Property, plant and equipment:
March 31,December 31,
20262025
Property, plant and equipment owned$14,064 $13,928 
Right-of-use assets17,457 18,267 
$31,521 $32,195 
Property, plant, and equipment owned
March 31,December 31,
Net carrying amounts20262025
Computer equipment$607 $604 
Furniture and fixtures3,300 3,300 
Leasehold improvements3,883 3,878 
Production and test equipment6,274 6,146 
$14,064 $13,928 
During the three months ended March 31, 2026, the Corporation recognized impairment charges of $257,000 related to prepayments made for capital assets in progress that were subsequently cancelled.
During the three months ended March 31, 2025, the Corporation recognized impairment charges of $2,223,000 related to a net fair value impairment allowance against consolidated capital assets.
During the three months ended March 31, 2025, the Corporation disposed of certain miscellaneous equipment in Denmark for net proceeds of $80,000, resulting in a gain on sale of assets of $70,000.
Right-of-use assets
The Corporation leases certain assets under lease agreements, comprised primarily of leases of land and buildings, office equipment, and vehicles (note 15).
March 31,December 31,
Net carrying amounts included in property, plant and equipment2026 2025 
Property$17,250 $18,035 
Equipment81 87 
Vehicle126 145 
$17,457 $18,267 
Depreciation expense on property, plant, and equipment is allocated to operating expense or cost of goods sold depending upon the nature of the underlying assets. For the three months ended March 31, 2026, depreciation expense of $890,000 (2025 – $861,000) was recorded.

9


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
7.    Property, plant and equipment (cont'd):
Additions accrued for property, plant, and equipment for the three months ended March 31, 2026 total $216,000 (2025 – $2,230,000), whereas actual cash expended for additions total $589,000 (2025 – $2,430,000).

8.    Intangible assets:
March 31,December 31,
20262025
ERP management reporting software system$151 $248 
AccumulatedNet carrying
BalanceCostamortizationamount
At January 1, 2025$55,081 $53,324 $1,757 
Additions to intangible assets337 — 337 
Amortization expense— 726 (726)
Impairment on intangible assets(11,885)(10,765)(1,120)
Disposals adjustment(40,923)(40,923)— 
At December 31, 20252,610 2,362 248 
Amortization expense— 97 (97)
At March 31, 2026$2,610 $2,459 $151 
Additions to intangible assets for the three months ended March 31, 2026 of $nil (2025 – $233,000) consist primarily of costs to expand and enhance the capabilities of the ERP management reporting software system.
Amortization expense on intangible assets is allocated to research and product development expense or general and administration expense depending upon the nature of the underlying assets. For the three months ended March 31, 2026, amortization of $97,000 (2025 – $125,000) was recorded.

9.    Equity-accounted investments:
For the three months ended March 31, 2026, the Corporation recorded $nil (2025 – $818,000) in equity loss of investment in joint venture and associates, comprising of equity loss in Weichai Ballard Hy-Energy Technologies Co., Ltd. ("Weichai Ballard JV"). Weichai Ballard JV is an associate in which the Corporation has significant influence and a 49% ownership interest. During the year ended December 31, 2025, the Corporation recognized impairment charges of $4,634,000 to fully impair its remaining equity investment in Weichai Ballard JV as it exits from its operations in China and expects to recover nominal, or no amounts, on its equity investment at this time.
Investment in Weichai Ballard JV
March 31,December 31,
Investment in Weichai Ballard JV20262025
Beginning balance$ $8,238 
Recognition of 49% profit on inventory not yet sold to third party, net 757 
Equity in loss (4,727)
Cumulative translation adjustment due to foreign exchange 366 
Impairment charges on equity-accounted investment (4,634)
Ending balance$ $— 
10


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
10.    Long-term financial investments:
In addition to the above equity-accounted investments, the Corporation has also acquired ownership interest in various other investments, which are recognized at fair value (note 24).
December 31,ContributionsChange in FairMarch 31,
Net carrying value2025(Proceeds)Value2026
Long-term investment - HyCap Fund$32,077 $917 $(590)$32,404 
Long-term investment - Clean H2 Fund13,968 — (1,069)12,899 
Long-term investment - Forsee Power1,711 — (222)1,489 
Long-term investment - Templewater Fund250 — — 250 
$48,006 $917 $(1,881)$47,042 
December 31,ContributionsChange in FairMarch 31,
Net carrying value2024(Proceeds)Value2025
Long-term investment - HyCap Fund$23,987 $179 $798 $24,964 
Long-term investment - Clean H2 Fund9,043 — 828 9,871 
Long-term investment - Forsee Power2,270 — 2,820 5,090 
Long-term investment - Wisdom Motor1,900 — — 1,900 
Long-term investment - Templewater Fund315 (27)— 288 
$37,515 $152 $4,446 $42,113 
During the three months ended March 31, 2026, changes in fair value and foreign exchange adjustments for long-term investments totalling ($1,881,000) (2025 – $4,446,000) were recognized as unrealized (loss) gain in net loss and included in finance income and other (notes 20 and 24).
Investment in Forsee Power SA
In October 2021, the Corporation acquired a non-controlling 9.8% equity interest in Forsee Power SA ("Forsee Power"), a publicly traded French company specializing in the design, development, manufacture, commercialization, and financing of smart battery systems for sustainable electric transport.
During the three months ended March 31, 2026, changes in fair value and foreign exchange adjustments totalling ($222,000) (2025 – $2,820,000) were recognized as unrealized (loss) gain in net loss and included in finance income and other (notes 20 and 24), resulting in net fair value investment in Forsee Power of $1,489,000 as of March 31, 2026 (March 31, 2025 – $5,090,000), now representing a non-controlling 4.5% equity interest.
Investment in Wisdom Motor Holdings Ltd.
In June 2022, the Corporation invested $10,000,000 and acquired a non-controlling 7.2% interest in Wisdom Group Holdings Ltd. ("Wisdom Motor"), a privately held Cayman Islands holding company with operating subsidiaries whose business includes the design and manufacture of vehicles, including zero emission fuel cell electric buses, trucks, and battery-electric vehicles. Subsequently, the Corporation assigned its option held to purchase additional Series A Preferred Shares in Wisdom for consideration of $1,000,000, resulting in recovery of contributions of $1,000,000. During 2025, the Corporation's investment in Wisdom Motor was fully impaired.



11


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
10.    Long-term financial investments (cont'd):
Investment in Hydrogen Funds
HyCap Fund I SCSp
In August 2021, the Corporation invested in HyCap Fund I SCSp (“HyCap”), a special limited partnership registered in Luxembourg. During the three months ended March 31, 2026, the Corporation made additional contributions of £680,000 ($917,000) (2025 – £138,000 ($179,000)) for total contributions of £20,976,000 ($27,361,000).
During the three months ended March 31, 2026, changes in fair value and foreign exchange adjustments totalling $(590,000) (2025 – $798,000) were recognized as unrealized (loss) gain in net loss and included in finance income and other (notes 20 and 24), resulting in net fair value investment in HyCap of $32,404,000 as of March 31, 2026 (March 31, 2025 – $24,964,000).
Clean H2 Infrastructure Fund
In December 2021, the Corporation invested in Clean H2 Infrastructure Fund I ("Clean H2"), a special limited partnership registered in France. During the three months ended March 31, 2026, the Corporation made additional contributions of $nil (2025 – $nil) for total contributions of €11,790,000 ($12,935,000).
During the three months ended March 31, 2026, changes in fair value and foreign exchange adjustments totalling ($1,069,000) (2025 – $828,000) were recognized as unrealized (loss) gain in net loss and included in finance income and other (notes 20 and 24), resulting in net fair value investment in Clean H2 of $12,899,000 as of March 31, 2026 (March 31, 2025 – $9,871,000).
Investment in Decarbonization and Climate Technology Fund
Templewater Fund
In February 2024, the Corporation invested in Templewater Decarbonization I, L.P ("Templewater"), a special limited partnership registered in Cayman Islands. During the three months ended March 31, 2026, the Corporation made additional contributions of $nil (2025 – $nil) for total contributions of $685,000, representing a 1.8% equity interest, on a total commitment of $1,000,000, remainder yet to be paid. During the three months ended March 31, 2026, the Corporation received a return of contribution of $nil (2025 – $27,000) in the form of an equalization payment.
During the three months ended March 31, 2026, changes in fair value and foreign exchange adjustments totalling $nil (2025 – $nil) were recognized as unrealized gain (loss) in net loss and included in finance income and other (notes 20 and 24), resulting in net fair value investment in Templewater of $250,000 as of March 31, 2026 (March 31, 2025 – $288,000).

11.    Bank facilities:
The Corporation has the following bank facilities available to it:
Letter of Guarantee Facility
The Corporation has a Letter of Guarantee Facility (“LG Facility”), enabling the bank to issue letters of guarantees, standby letters of credit, performance bonds, or similar credits on the Corporation's behalf from time to time up to a maximum of $2,000,000. As at March 31, 2026, a nominal amount (2025 – €979,000 ($1,058,000)) was outstanding on the LG Facility.


12


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
11.    Bank facilities (cont'd):
The LG Facility also enables the Corporation to enter into foreign exchange contracts (at face value amounts in excess of the LG Facility).
As at March 31, 2026, the Corporation had outstanding foreign exchange currency contracts to purchase a total of CDN $nil (2025 – CDN $6,500,000) resulting in an unrealized loss of CDN $nil at March 31, 2026 (2025 – CDN ($248,000)). An unrealized gain on forward foreign exchange contracts is presented in prepaid expenses and other current assets and an unrealized loss on forward foreign exchange contracts is presented in trade and other payables on the condensed consolidated interim statements of financial position.
The Corporation also has a Loan Agreement enabling the bank to issue commercial credit cards, standby letters of credit, or similar credits on the Corporation's behalf from time to time up to a maximum of approximately CDN $13,000,000. As at March 31, 2026, letters of credit of $2,092,000 (CDN $2,915,000) (2025 – $nil) were outstanding on the LG Facility associated with this Loan Agreement.

12.    Trade and other payables:
March 31,December 31,
20262025
Trade accounts payable$14,152 $12,007 
Compensation payable8,057 11,787 
Other liabilities3,953 4,794 
Taxes payable198 200 
$26,360 $28,788 

13.    Deferred revenue:
Deferred revenue (i.e. contract liabilities) represents cash received from customers in excess of revenue recognized on uncompleted contracts.
March 31,December 31,
Deferred revenue20262025
Beginning balance$18,325 $11,632 
Additions to deferred revenue6,848 35,651 
Revenue recognized during the period(7,666)(28,958)
Ending balance$17,507 $18,325 
March 31,December 31,
20262025
 Current deferred revenue $7,182 $8,408 
 Non-current deferred revenue 10,325 9,917 
Ending balance$17,507 $18,325 




13


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
14.    Provisions:
March 31,December 31,
20262025
Restructuring provision$4,281 $5,890 
Warranty provision12,771 13,567 
Onerous contracts provision526 929 
Current$17,578 $20,386 
Restructuring Provision
During 2025, the Corporation accrued restructuring expenses in provisions and other current liabilities, consisting primarily of amounts incurred related to a July 2025 corporate restructuring initiative including costs related to the Chief Executive Officer ("CEO") transition and other personnel severance costs, certain contract exit and modification costs, and related consulting and advisory services. This provision is adjusted as actual costs are incurred and expended each quarter.
During the three months ended March 31, 2026, the Corporation accrued additional restructuring expenses related to personnel change costs and cost reduction initiatives.
As at March 31, 2026, restructuring costs totalling $4,281,000 (December 31, 2025 – $5,890,000) remain accrued.
Warranty Provision
The Corporation recorded warranty provisions of $771,000 (2025 – $890,000) related to new product sales offset by warranty expenditures of $1,628,000 (2025 – $513,000) due primarily to costs incurred to satisfy warranty obligations. During the three months ended March 31, 2026 and 2025, no warranty adjustments were recorded. As of March 31, 2026, total warranty provision of $12,771,000 (December 31, 2025 – $13,567,000) has been accrued in provisions and other current liabilities.
Onerous Contracts Provision
Upon completion of a review of the Corporation's "open" contracts as at March 31, 2026, total onerous contract costs of $526,000 (December 31, 2025 – $929,000) have been accrued in provisions and other current liabilities.
The Corporation will continue to review open contracts on a quarterly basis to determine if any ongoing or new contracts become onerous, and/or any of the underlying conditions or assumptions change which would require an adjustment to the accrued provision.


15.    Lease liability:
The Corporation leases certain assets under lease agreements. The lease liability consists primarily of leases of land and buildings, office equipment and vehicles. The leases have interest rates ranging from 4.95% to 8.56% per annum and expire between November 2026 and February 2035.





14


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
15.    Lease liability (cont'd):
March 31,December 31,
20262025
Property$3,352 $3,316 
Equipment16 18 
Vehicle72 78 
Lease liability, current$3,440 $3,412 
Property$17,355 $18,572 
Equipment63 69 
Vehicle71 87 
Lease liability, non-current$17,489 $18,728 
Lease liability, total$20,929 $22,140 
During the three months ended March 31, 2026, the Corporation made principal payments on its lease liabilities of $831,000 (2025 – $689,000). The Corporation is committed to future minimum lease payments (comprising principal and interest) as follows:
Maturity AnalysisMarch 31,
2026
Less than one year$5,005 
Between one and five years12,656 
More than five years10,603 
Total undiscounted lease liabilities$28,264 
Deferred gains on closing of finance lease agreements are amortized over the lease term. As at March 31, 2026 and 2025, there were no outstanding deferred gains.

16.    Other non-current liabilities:
March 31,December 31,
20262025
Non-current decommissioning liabilities$2,688 $2,733 
Net other post-retirement benefit plan liability86 86 
Other non-current liabilities$2,774 $2,819 
Non-current decommissioning liabilities
A provision for decommissioning liabilities for the Corporation’s head office building is related to estimated site restoration obligations at the end of the lease term. As at March 31, 2026, total decommissioning liabilities amounted to $2,688,000 (December 31, 2025 – $2,733,000), resulting from (dilution) accretion of ($45,000) (2025 – $19,000).




15


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
17.    Equity:
Three months ended March 31,
Share-based compensation20262025
   Option Expense$ $115 
   DSU Expense 72 88 
   RSU Expense 1,233 1,663 
Total share-based compensation (per statement of loss and statement of cash flows)$1,305 $1,866 
   RSUs accrued but not yet granted(41)(40)
Total share-based compensation (per statement of equity)$1,264 $1,826 
(a)    Share capital:
As at March 31, 2026, 301,475,849 common shares were issued and outstanding.
(b)    Share options:    
Options for common shares
At December 31, 20252,262,620 
Options exercised— 
At March 31, 20262,262,620 
During the three months ended March 31, 2026, compensation expense of $nil (2025 – $115,000) was recorded in net loss based on the grant date fair value of the awards recognized over the vesting period.
During the three months ended March 31, 2026 and 2025, no share options were exercised.
As at March 31, 2026, options to purchase 2,262,620 common shares were outstanding (2025 – 3,335,001).
(c)    Deferred share units:
DSUs for common shares
At December 31, 20251,032,673 
DSUs granted29,852 
At March 31, 20261,062,525 
Deferred share units (“DSUs”) are granted to the board of directors and executives. Eligible directors must elect to receive at least half of their annual retainers, and executives may elect to receive all or part of their annual bonuses in DSUs. Each DSU is redeemable for one common share in the capital of the Corporation after the director or executive ceases to provide services to the Corporation. Shares will be issued from the Corporation's share distribution plan.
During the three months ended March 31, 2026, $72,000 (2025 – $88,000) of compensation expense was recorded in net loss relating to 29,852 (2025 – 78,615) DSUs granted during the period.
As at March 31, 2026, 1,062,525 DSUs were outstanding (2025 – 1,068,283).





16


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
17.    Equity (cont'd):
(d)    Restricted share units:
RSUs for common shares
At December 31, 20255,478,660 
RSUs granted3,706,222 
RSUs exercised(1,368,536)
RSUs forfeited(140,183)
At March 31, 20267,676,163 
Restricted share units (“RSUs”) are granted to certain employees, executives and directors. Each RSU is convertible into one common share, net of statutory tax withholdings. The RSUs vest after a specified number of years from date of issuance and, under certain circumstances, are contingent on achieving specified performance criteria and/or market criteria. For certain of the RSUs awarded, a performance factor adjustment is made if there is an over-achievement (or under-achievement) of specified performance criteria, resulting in additional (or fewer) RSUs being converted. Certain RSUs granted in 2024 to 2026 include an additional market criteria with weighted vesting over three years.
During the three months ended March 31, 2026, compensation expense of $1,233,000 (2025 – $1,663,000) was recorded in net loss.
During the three months ended March 31, 2026, 1,368,536 RSUs (2025 – 776,466) were exercised, net of applicable taxes, which resulted in the issuance of 691,033 common shares (2025 – 395,118) resulting in an impact on equity of ($1,611,000) (2025 – ($488,000)).
As at March 31, 2026, 7,676,163 RSUs were outstanding (2025 – 10,066,442).

18.    Disaggregation of revenue:
The Corporation's operations and main revenue streams are the same as those described in the Corporation's audited consolidated financial statements as at and for the year ended December 31, 2025. Revenues from the delivery of services, including technology solutions, after sales service and training, are included in each of the respective markets. The Corporation's revenue is derived from contracts with customers.
In the following table, revenue is disaggregated by geographical market, by market application, and by timing of revenue recognition. Comparative information for disaggregation of revenue has been restated to reflect current year presentation.









17


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
18.    Disaggregation of revenue (cont'd):
Three months ended March 31,
20262025
Geographical markets
Europe$8,096 $9,401 
North America11,044 5,473 
China 189 
Rest of World281 326 
$19,421 $15,389 
Application
Bus$6,782 $12,467 
Rail5,075 111 
Stationary5,213 596 
Other2,351 2,215 
$19,421 $15,389 
Timing of revenue recognition
Products transferred at a point in time$18,505 $13,087 
Products and services transferred over time916 2,302 
$19,421 $15,389 

19.    Other operating expense:
Three months ended March 31,
20262025
Net impairment loss (recovery) on trade receivables$5 $(1)
Restructuring and related costs576 228 
$581 $227 
Impairment loss (recovery) on trade receivables
During the three months ended March 31, 2026, the Corporation recorded a nominal net impairment loss (2025 – nominal net impairment recovery) on trade receivables, consisting primarily of receivables no longer deemed collectible. In the event that the Corporation recovers any amounts previously recorded as impairment losses, the recovered amount will be recognized as a reversal of the impairment loss in the period of recovery.
Restructuring and related costs
During the three months ended March 31, 2026, total restructuring and related charges of $576,000 relate to personnel change costs and cost reduction initiatives.
During the three months ended March 31, 2025, total restructuring and related charges of $228,000 relate to additional amounts accrued related to the global corporate restructuring initiated in September 2024 consisting primarily of cost reduction measures including a reduction in workforce, a rationalization of products and product development activities, and a reduction or cancellation of certain capital projects. Restructuring and related charges include personnel change costs.

18


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
20.    Finance income (expense):
Three months ended March 31,
20262025
Investment and other income$4,950 $6,625 
Mark-to-market and foreign exchange (loss) gain on financial assets (notes 10 & 24)(1,881)4,446 
Foreign exchange (loss) gain(114)250 
Government recoveries 180 
Finance income and other$2,955 $11,501 
Finance expense$(441)$(506)

21.    Related party transactions:
Related parties include shareholders with a significant ownership interest in the Corporation, including its subsidiaries and affiliates, and the Corporation’s equity accounted investee, Weichai Ballard JV (note 9).
For the three months ended March 31, 2026, related party transactions and balances with the Corporation's 49% owned equity-accounted investee, Weichai Ballard JV, were as follows:
March 31,December 31,
Balances with related party - Weichai Ballard JV20262025
Trade and other receivables$1,607 $1,607 
Deferred revenue1,607 1,607 
Three months ended March 31,
Transactions during the period with Weichai Ballard JV20262025
Revenues$ $184 
Cost of goods sold and operating expense  91 

22.    Supplemental disclosure of cash flow information:
Three months ended March 31,
Non-cash financing and investing activities20262025
Compensatory shares$1,821 $1,821 

23.    Operating segments:
The Corporation operates in a single operating segment, Fuel Cell Products and Services, which consists of the sale of PEM fuel cell products and services for a variety of applications, including bus and rail applications, stationary power, and other markets (consisting of truck, marine, material handling, off-road, and other applications). Revenues from the delivery of services, including technology solutions, after sales service and training, are included in each of the respective markets.




19


BALLARD POWER SYSTEMS INC.
Notes to Condensed Consolidated Interim Financial Statements
Three months ended March 31, 2026 and 2025
Unaudited
(Tabular amounts expressed in thousands of U.S. dollars, except number of shares)
24.    Financial Instruments:
(a)    Fair value:
The Corporation’s financial instruments consist of cash and cash equivalents, short-term investments, trade and other receivables, long-term financial investments, and trade and other payables. The fair values of cash and cash equivalents, short term investments, trade and other receivables, and trade and other payables approximate their carrying values because of the short-term nature of these instruments.
Long-term financial investments (note 10) comprise investment in hydrogen infrastructure and growth equity funds: HyCap Fund and Clean H2 Fund, investment in a decarbonization and climate technology fund: Templewater, and an investment in Forsee Power and Wisdom Motor. Changes in fair value and foreign exchange adjustments are recognized as gains or losses in net loss and included in finance income and other (note 20). During the three months ended March 31, 2026, the Corporation recognized net mark-to-market ("MTM") and foreign exchange (losses) gains of ($1,881,000) (2025 – $4,446,000).
March 31,December 31,
Change in fair value due to MTM and foreign exchange20262025
Long-term investment - Clean H2 Fund$(1,069)$2,465 
Long-term investment - HyCap Fund(590)1,960 
Long-term investment - Forsee Power(222)(559)
Long-term investment - Wisdom Motor (1,900)
Long-term investment - Templewater Fund— (223)
(Decrease) increase in fair value of investments$(1,881)$1,743 
(b)    Credit risk:
IFRS 9 Financial Instruments requires impairment losses to be recognized based on “expected losses” that will occur in the future, incorporating forward-looking information relating to defaults and applies a single 'expected credit loss' ("ECL") impairment model that applies to all financial assets within scope. ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference between the cash flows due to the Corporation in accordance with the contract and the cash flows that the Corporation expects to receive). Under IFRS 9, at each reporting date the Corporation is required to assess whether financial assets carried at amortized cost are credit-impaired.
As a result of this review for the three months ended March 31, 2026, the Corporation did not recognize any additional estimated ECL impairment losses, excluding specific impairment losses (note 19). At March 31, 2026, the total amount accrued was $200,000 (December 31, 2025 – $200,000).
20

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CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This document contains forward-looking statements about expected events and the financial and operating performance of Ballard Power Systems Inc. (“Ballard”, “the Company”, “we”, “us” or “our”). Forward-looking statements include any statements that do not refer to historical facts. Forward-looking statements are based on the beliefs of management and reflect our current expectations as contemplated under the safe harbor provisions of Section 21E of the United States Securities Exchange Act of 1934, as amended. Words such as "estimate", "project", "believe", "anticipate", "intend", "expect", "plan", "predict", "may", "should", "will", the negatives of these words or other variations thereof and comparable terminology are intended to identify forward-looking statements. Such statements include, but are not limited to, statements with respect to our objectives, goals, liquidity, sources and uses of capital, outlook, strategy, order backlog, order book of expected deliveries, sales pipeline and future product sales; future product roadmap, including expected product costs and selling prices; future production capacities and volumes; the markets for our products; expenses and costs; research, technology and product development activities, including future product performance, attributes, and launches and product cost reduction plans; as well as statements with respect to our beliefs, plans, objectives, expectations, anticipations, estimates and intentions, including regarding our ability to implement, execute, complete or realize benefits of our restructuring initiatives on the timelines we expect, including our expectations with response to our expected restructuring changes, cost savings and the reduction of our planned capital expenditure. These statements are not guarantees of future performance and involve assumptions, risks and uncertainties that are difficult to predict. In particular, these forward-looking statements are based on certain factors and assumptions relating to our expectations with respect to hydrogen and fuel cell market development; certain factors and assumptions relating to our existing customer and partner relationships; the generation of new sales; producing, delivering, and selling the expected product and service volumes at the expected prices and costs; and controlling our costs. They are also based on a variety of general factors and assumptions including, but not limited to, our expectations regarding technology and product development efforts; manufacturing capacity and cost; product and service pricing; market demand; and the availability and prices of raw materials, labour, and supplies. These assumptions have been derived from information available to the Company including information obtained by the Company from third parties. These assumptions may prove to be incorrect in whole or in part. In addition, actual results may differ materially from those expressed, implied, or forecasted in such forward-looking statements. Factors that could cause our actual results or outcomes to differ materially from the results expressed, implied or forecasted in such forward-looking statements include, but are not limited to: our ability to successfully execute our business plan; commercial adoption of hydrogen in mobility and stationary power applications, including delays in hydrogen adoption and negative market sentiment; our expectation that our cash reserves will be reduced due to future operating losses, working capital requirements, capital expenditures and potential investments, and our ability to access additional capital when required; potential fluctuations in our financial and business results that make forecasting difficult and may restrict our access to funding; our dependence on a limited number of customers and risks associated with early-stage market activities; our dependence on third party suppliers for the supply of key materials and components and risks of supply chain disruption; our dependence on Original Equipment Manufacturer (“OEMs”) and system integrators; our limited experience manufacturing fuel cell products at commercial scale; risks inherent in international operations, including trade tariffs, currency restrictions and restrictions on repatriation of funds; risks under certain customer supply agreements; public policy and regulatory changes, including regulations relating to perfluoroalkyl and polyfluoroalkyl substances and changes to clean energy subsidies and incentives; adequate investment in hydrogen fueling infrastructure and competitive pricing of hydrogen fuel; geopolitical events and global economic risks; inflationary pressures, including relating to supply of materials and labour; commodity price fluctuations; competition and competitive technologies; risks associated with capital investments and new business processes; risks associated with mergers and acquisitions; our technology and products may not meet market requirements; we may not be able to sell our products on a commercially viable basis on the timetable anticipated, or at all; our ability to attract and retain key personnel; warranty claims, product performance guarantees, or indemnification claims; a mass market for our products may never develop or may take longer to develop than anticipated; cybersecurity threats; our ability to protect our intellectual property; climate change risks; regulatory agency actions that could affect existing or future investments, acquisitions or joint ventures; additional issuance of securities may dilute existing securityholders and affect the market price of our securities; exchange rate fluctuations; product safety, product liability or other claims; environmental liabilities; changes in U.S. tax laws and tax status related to “passive foreign investment company” designation; emerging diseases; and the general assumption that none of the risks identified in the Risks and Uncertainties section of this document or in our most recent Annual Information Form will materialize. Readers should not place undue reliance on Ballard's forward-looking statements. The forward-looking statements contained in this document speak only as of the date of this Management Discussion and Analysis (“MD&A”). Except as required by applicable legislation, Ballard does not undertake any obligation to release publicly any updates or revisions to these forward-looking statements to reflect events or circumstances after the date of this MD&A including the occurrence of unanticipated events.
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MANAGEMENT’S DISCUSSION AND ANALYSIS
May 4, 2026
Section
Description
1.Introduction
1.1 Preparation of the MD&A
1.2 Disclosure Controls and Procedures and Internal Controls over Financial Reporting
1.3 Risks and Uncertainties
2.    Core Business and Strategy
    2.1 Core Business
    2.2 Strategic Focus and Context
3.    2026 Business Outlook
    3.1 2026 Business Outlook
4.    Recent Developments
4.1 Recent Developments (including Contractual Updates)
5.    Results of Operations
    5.1 Operating Segments
5.2 Summary of Key Financial Metrics –
Three months ended March 31, 2026
5.3 Operating Expenses and Other Items –
Three months ended March 31, 2026
5.4 Summary of Quarterly Results
6.    Cash Flows, Liquidity and Capital Resources
    6.1 Summary of Cash Flows
    6.2 Cash Provided by (Used by) Operating Activities
    6.3 Cash Provided by (Used by) Investing Activities
    6.4 Cash Provided by (Used by) Financing Activities
    6.5 Liquidity and Capital Resources
7.    Other Financial Matters
7.1 Off-Balance Sheet Arrangements and Contractual Obligations
    7.2 Related Party Transactions
    7.3 Outstanding Share and Equity Information
8.    Use of Proceeds
8.1 Reconciliation of Use of Proceeds from Previous Financings
9.    Accounting Matters
    9.1 Overview
9.2 Critical Judgments in Applying Accounting Policies
    9.3 Key Sources of Estimation Uncertainty
    9.4 Recently Adopted Accounting Policy Changes
    9.5 Future Accounting Policy Changes
10.    Supplemental Non-GAAP Measures and
Reconciliations
    10.1 Overview
    10.2 EBITDA and Adjusted EBITDA

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1.     INTRODUCTION
1.1     Preparation of the MD&A
This discussion and analysis of financial condition and results of operations of Ballard Power Systems Inc. (“Ballard”, “the Company”, “we”, “us” or “our”) is prepared as of May 4, 2026 and should be read in conjunction with our unaudited condensed consolidated interim financial statements and accompanying notes for the three months ended March 31, 2026 and our audited consolidated financial statements and accompanying notes for the year ended December 31, 2025. The results reported herein are presented in U.S. dollars unless otherwise stated and have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board. Additional information relating to the Company, including our Annual Information Form, is filed with Canadian (www.sedarplus.ca) and U.S. (www.sec.gov) securities regulatory authorities and is also available on our website at www.ballard.com.
1.2     Disclosure Controls and Procedures and Internal Controls over Financial Reporting
Our disclosure controls and procedures are designed to provide reasonable assurance that relevant information is gathered and reported to senior management, including the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), on a timely basis so that appropriate decisions can be made regarding public disclosures. We have also designed internal controls over financial reporting to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with IFRS.
During the three months ended March 31, 2026, there were no changes in internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. Our design of disclosure controls and procedures and internal controls over financial reporting includes controls, policies and procedures covering our subsidiaries including Ballard Power Systems Europe A/S, Ballard Fuel Cell Systems Inc., and Guangzhou Ballard Power Systems Co., Ltd.
1.3     Risks and Uncertainties
An investment in our common shares involves risk. Investors should carefully consider the risks and uncertainties described in our Annual Information Form. The risks and uncertainties described therein are not the only ones that we face. Additional risks and uncertainties, including those that we do not know about now or that we currently deem immaterial, may also adversely affect our business. For a more complete discussion of the risks and uncertainties which apply to our business and our operating results, please see our Annual Information Form and other filings with Canadian (www.sedarplus.ca) and U.S. (www.sec.gov) securities regulatory authorities.




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2.     CORE BUSINESS AND STRATEGY
2.1     Core Business
At Ballard, our vision is to deliver fuel cell power for a sustainable planet. We are recognized as a world leader in proton exchange membrane (“PEM”) fuel cell power system development and commercialization.
Our principal business is the design, development, manufacture, sale and service of PEM fuel cell products for a variety of applications including bus and rail applications, stationary power, and other markets (consisting of truck, marine, material handling, off-road, and other applications), as well as the delivery of services, including technology solutions, after sales services and training.
A fuel cell is an environmentally clean electrochemical device that combines hydrogen fuel with oxygen (from the air) to produce electricity. The hydrogen fuel can be obtained from natural gas, methanol, ammonia, other hydrocarbon fuels, or from water through electrolysis. Ballard’s PEM fuel cell products are typically designed to feature high fuel efficiency, relatively low operating temperature, high durability, low noise and vibration, compact size, quick response to changes in electrical demand, and modular design. Embedded in each Ballard fuel cell product lies a stack of unit cells designed with our proprietary PEM fuel cell technology. This technology includes membrane electrode assemblies, catalysts, plates, and other key components, and draw on intellectual property from our patent portfolio, together with our extensive experience and know-how, in key areas of PEM fuel cell stack design, operation, production processes and systems integration.
We are based in Canada, with head office, research, technology and product development, engineering services, testing, manufacturing and after-sale service facilities in Burnaby, British Columbia. We also have sales and after-sale service facilities in Hobro, Denmark, a module assembly facility in Bend, Oregon, and a sales and logistics office in Guangzhou, Guangdong Province, China.
Long-Term Financial Investments
We have invested in three hydrogen infrastructure, decarbonization and/or growth equity funds: (i) a 10.4% interest in HyCap Fund I SCSP (“HyCap”), a special limited partnership registered in Luxembourg; (ii) a 1.5% interest in Clean H2 Infra Fund (“Clean H2”), a special limited partnership registered in France; and (iii) a 1.8% interest in Templewater Decarbonization I, L.P. (“Templewater”), a limited partnership registered in Cayman Islands.
We also have certain non-controlling and non-equity accounted investments including: (i) a 4.5% equity interest in Forsee Power SA (“Forsee Power”), a French public company specializing in the design, development, manufacture, commercialization, and financing of smart battery systems for sustainable electric transport; and (ii) a 6.7% equity interest in Wisdom Group Holdings Ltd. (“Wisdom Motor”), a Cayman Island private holding company with operating subsidiaries whose business includes the design and manufacture of vehicles, including zero emission fuel cell electric buses, trucks, and battery-electric vehicles. During the fourth quarter of 2025, we recognized impairment charges of ($1.9) million to fully impair our investment in Wisdom Motor.
imagea.jpg Page 5 of 26


Equity-Accounted Investments
We also have a non-controlling, 49% interest in Weichai Ballard Hy-Energy Technologies Co., Ltd. (“Weichai Ballard JV”), located in Weifang, Shandong Province, China. Weichai Power (“Weichai”) of China has a 51% controlling interest in Weichai Ballard JV, holding three of five Weichai Ballard JV board positions, with Ballard holding two board positions and certain shareholder protection provisions. Weichai Ballard JV’s business is to manufacture certain fuel cell products utilizing Ballard’s liquid cooled fuel cell stacks (“LCS”) and LCS-based power modules for bus, commercial truck, and forklift applications with certain exclusive rights in China.
As a result of continued policy and other challenges in the China fuel cell market and underperformance of the Weichai Ballard JV, we initiated a strategic review of our China strategy in 2024 with consideration of all strategic options, including the Weichai Ballard JV. As a result of this review, we halted additional investment in China including in the Weichai Ballard JV. During the fourth quarter of 2025, we recognized impairment charges of ($4.6) million as we fully impaired our remaining equity-accounted investment in Weichai Ballard JV.
2.2     Strategic Focus and Context
We strive to build value for our shareholders by developing, manufacturing, selling, and servicing zero-emission, industry-leading PEM fuel cell technology products and services to meet the needs of our customers in target markets. Our business plan is focused on leveraging our core PEM fuel cell competencies across selected markets and geographic regions.
We select our target market applications based on use cases where the comparative user value propositions for PEM fuel cells powered by hydrogen are strongest – such as where operators value low emission vehicles that require high utilization, long driving range, heavy payload, fast refueling, and similar user experiences to legacy diesel vehicles–and where centralized refueling or favourable infrastructure conditions exist. Our current target markets include bus and rail applications, stationary power, and other markets (consisting of truck, marine, material handling, off-road, and other applications).
We select our target geographic markets based on a variety of factors, including market size, adoption rates, supportive government policies, and partner and customer relationships. Our current key target markets are the geographic regions of Europe and North America.
We also seek to leverage common PEM fuel cell technology platforms across multiple applications and regions in order to improve scale efficiencies, reduce costs, and enhance returns on investment.
We recognize that addressing multiple markets increases near-term costs; however, we believe offering the same core PEM fuel cell technologies and substantially similar derivative PEM fuel cell products across multiple mobility and power market applications and across select geographic regions will support scale, cost reduction, and long-term growth.
As we look to our long-term strategic plan and cascading capital allocation, we are focused on applications where hydrogen and PEM fuel cells are expected to be commercially viable. These include use cases requiring long range, fast refueling, and zero-emission operations.
However, given ongoing market uncertainties, we expect further industry rationalization, failures, restructurings and consolidation and we continue to monitor macroeconomic, geopolitical context, climate change policies, and market developments that may impact adoption. We will adjust our investment plans and cost structure as appropriate, while maintaining disciplined spending and balance sheet strength.
imagea.jpg Page 6 of 26


Overall, our strategy is focused on disciplined capital allocation, prioritization of markets and applications with clearer commercial adoption pathways, continued product cost reduction and operational efficiency, and maintaining our strong financial position.

3.     2026 BUSINESS OUTLOOK
3.1 2026 Business Outlook
Consistent with prior practice, we are not providing specific revenue or net income (loss) guidance for 2026. Revenue in 2026 is expected to be back-half weighted. Our outlook for 2026 includes:
Total Operating Expenses: 2026 outlook range of $65 million to $75 million – Expected total Operating Expenses for fiscal 2026 are $65 million to $75 million (including $16.4 million expensed in the first quarter of 2026; compared to $108.9 million in fiscal 2025; or $86.0 million excluding restructuring and related expenses) reflecting continued investment in product development, cost reduction, and commercialization activities.
Capital Expenditures: 2026 outlook range of $5 million to $10 million – Expected Capital Expenditures (being additions to property, plant and equipment and investment in other intangible assets) for fiscal 2026 are $5 million to $10 million (including $0.6 million expensed in the first quarter of 2026; compared to $10.2 million in fiscal 2025) to support manufacturing optimization and cost reduction.
Our expectations for 2026 are in part supported by our 12-month Order Book of approximately $52.8 million (derived from Order Backlog of approximately $112.9 million as of March 31, 2026). Order Backlog represents contracted orders, and the 12-month Order Book reflects expected deliveries over the next 12 months.
Our expectations are based on internal forecasts that consider current performance, existing orders, expected sales, cost commitments, and an assumed U.S./Canadian dollar exchange rate in the low-to-mid $0.70 range.
The primary risk factors to our business expectations for 2026 are:
Risks related to restructuring outcomes, cost reduction execution, customer demand and program timing, macroeconomic and geopolitical conditions, government policy and incentives, hydrogen infrastructure development, supplier performance, customer concentration, and foreign exchange fluctuations
Customers, partners, and suppliers are subject to development, commercialization, and financial risks, which may adversely impact our business
Our Order Backlog and our 12-month Order Book are concentrated among a limited number of customers and may be subject to cancellation, delay, performance conditions, pricing adjustments, and cost reduction assumptions, which may impact margins and financial results
Due to market immaturity and variability in results, financial performance may fluctuate and may not be comparable on a quarter-to-quarter basis, and actual results may differ from expectations.



imagea.jpg Page 7 of 26


4.     RECENT DEVELOPMENTS
4.1 Recent Developments (including Contractual Updates)
Ballard announces commercial agreement with New Flyer for 50 MW of fuel cell bus engines
On March 10, 2026, we announced reaching a commercial agreement with New Flyer, a subsidiary of NFI Group Inc., a leading provider of diverse and sustainable mobility solutions in North America and Europe. The agreement for 500 FCmove®-HD+ fuel cell engines, totaling 50 MW, represents the largest single commitment from New Flyer since the partnership began. Deliveries, starting in 2026, will power New Flyer’s Xcelsior CHARGE FC™ hydrogen fuel cell buses across North America.

5.     RESULTS OF OPERATIONS
5.1     Operating Segments
We report our results in the single operating segment of Fuel Cell Products and Services. Our Fuel Cell Products and Services segment consists of the sale of PEM fuel cell products and services for a variety of applications including bus and rail applications, stationary power, and other markets (consisting of truck, marine, material handling, off-road, and other applications). Revenues from the delivery of Services, including technology solutions, after sales services, and training are included in each of the respective markets.
5.2     Summary of Key Financial Metrics – Three months ended March 31, 2026
Revenue and Gross Margin
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
2026
2025
$ Change
% Change
Bus
$
6,782
$
12,467
$
(5,685)
(46%)
Rail
5,075
111
4,964
4472%
Stationary
5,213
596
4,617
775%
Other
2,351
2,215
136
6%
  Revenues
$
19,421
$
15,389
$
4,032
26%




Europe
$
8,096
$
9,401
$
(1,305)
(14%)
North America
11,044
5,473
5,571
102%
China
0
189
(189)
(100%)
Rest of World
281
326
(45)
(14%)
  Revenues
19,421
15,389
4,032
26%
Cost of goods sold
16,658
18,997
(2,339)
(12%)
Gross Margin
$
2,763
$
(3,608)
$
6,371
177%
Gross Margin %
14%
(23%)
n/a
37 pts


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Revenues on a quarter-to-quarter basis are impacted by product mix due to varying customer requirements and various fuel cell products, including numerous power configurations required by our customers (and the resulting impact on selling price) of our fuel cell modules, fuel cell stacks, membrane electrode assemblies (“MEAs”), and related component and parts kits. Revenues of $19.4 million in the first quarter of 2026 consist of revenue from a variety of customers in North America, Europe, and the rest of the world, primarily for shipments of FCwave™, FCmove™-HD+, FCmove™-HD, and FCmove-XD fuel cell modules and related components for their respective bus, rail, marine and truck programs.
Fuel Cell Products and Services Revenues of $19.4 million for the first quarter of 2026 increased 26%, or $4.0 million, compared to the first quarter of 2025. The 26% increase was driven by higher rail and stationary market revenues, partially offset by lower bus market revenues. Revenue increases in North America were partially offset by lower revenues in Europe, China, and Rest of World.
Fuel Cell Products and Services gross margins were $2.8 million, or 14% of revenues, for the first quarter of 2026, compared to ($3.6) million, or (23%) of revenues, for the first quarter of 2025. The improvement in gross margin in 2026 as compared to 2025 is due primarily to product cost reduction initiatives, and lower manufacturing overhead costs as a result of the global corporate restructurings initiated in July 2025 and September 2024, which included a reduction in workforce and certain operational consolidation.
Operating Expenses
(Expressed in thousands of U.S. dollars)
Three months ended March 31,

    2026
2025
$ Change
% Change
Research and Product Development
$
9,359 
$
18,105 
$
(8,746)
(48
%)
General and Administrative
4,992 
4,665 
327
7
%
Sales and Marketing
1,480 
2,455 
(975)
(40
%)
Operating Expenses
$
15,831 
$
25,225 
$
(9,394)
(37
%)
Total Operating Expenses (excluding Other operating expenses) for the first quarter of 2026 were $15.8 million, a decrease of ($9.4) million, or (37%), compared to the first quarter of 2025. The (37%) decrease was driven by lower research and product development expenses of ($8.7) million, lower sales and marketing expenses of ($1.0) million, and higher general and administrative expenses of $0.3 million.
The ($9.4) million, or (37%), decrease in operating expenses in the first quarter of 2026 was driven primarily by the impacts of the global corporate restructurings initiated in July 2025 and September 2024 which included a reduction in workforce, a rationalization of product development programs, and operational consolidation. These cost savings were partially offset by the impact of inflationary wage pressures in 2026.
Adjusted EBITDA
(Expressed in thousands of U.S. dollars)
    Three months ended March 31,

2026
2025
$ Change
% Change
Adjusted EBITDA
$
(11,357)
$
(27,533)
$
16,176
59 
%
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    EBITDA and Adjusted EBITDA are non-GAAP measures. We use certain Non-GAAP measures to assist in assessing our financial performance. Non-GAAP measures do not have any standardized meaning prescribed by GAAP and are therefore unlikely to be comparable to similar measures presented by other companies. See the reconciliation of Adjusted EBITDA to GAAP in the Supplemental Non-GAAP Measures and Reconciliations section. Adjusted EBITDA adjusts EBITDA for stock-based compensation expense, transactional gains and losses, finance and other income, asset impairment charges, and the impact of unrealized gains and losses on foreign exchange contracts.
Adjusted EBITDA (see Supplemental Non-GAAP Measures and Reconciliations) for the first quarter of 2026 was ($11.4) million, compared to ($27.5) million for the first quarter of 2025. The decrease in Adjusted EBITDA loss of $16.2 million was driven primarily by the improvement in gross margin loss of $6.4 million, lower operating expenses (excluding depreciation and amortization expense, and stock-based compensation expense) of $9.3 million, and by lower equity in loss of investment in joint venture and associates of $0.8 million attributed to the operations of Weichai Ballard JV. These improvements were partially offset by higher restructuring and related expenses of ($0.3) million.
Net Loss
(Expressed in thousands of U.S. dollars)
    Three months ended March 31,

2026
2025
$ Change
% Change
Net loss
$
(11,392)
$
(21,036)
$
9,644 
46 
%
Net loss for the first quarter of 2026 was ($11.4) million, or ($0.04) per share, compared to a net loss of ($21.0) million, or ($0.07) per share, in the first quarter of 2025. The $9.6 million decrease in net loss in the first quarter of 2026 was driven primarily by the decrease in Adjusted EBITDA loss of $16.2 million, lower impairment charges on property, plant and equipment of $2.0 million, and lower stock-based compensation expense of $0.6 million. These improvements were partially offset by lower finance and other income of ($8.5) million and lower gains on forward foreign exchange contracts of ($0.4) million.
The ($8.5) million decrease in finance and other income in the first quarter of 2026, as compared to the first quarter of 2025, was primarily due to a mark-to-market gain in the first quarter of 2025 compared to a mark-to-market loss in the first quarter of 2026 resulting in an impact of ($6.3) million on our long-term investments including HyCap, Clean H2, Forsee Power, and Templewater; lower investment income of ($1.7) million; and foreign exchange losses on net monetary assets of ($0.4) million.
In addition, operating margins and costs in the first quarter of 2026 were impacted by the positive impact of a weaker Canadian dollar, relative to the U.S. dollar, as compared to the first quarter of 2025. As a significant amount of our net operating costs (primarily labour) are denominated in Canadian dollars, gross margin, operating expenses, Adjusted EBITDA, and net loss are impacted by changes in the Canadian dollar relative to the U.S. dollar. As the Canadian dollar relative to the U.S. dollar was approximately 5%, or 300 basis points, stronger in the first quarter of 2026 as compared to the first quarter of 2025, negative foreign exchange impacts on our Canadian operating margins and cost base were approximately $0.6 million. A $0.01 decrease in the Canadian dollar, relative to the U.S. dollar, positively impacts annual operating margins and costs by approximately $0.8 million.
5.3     Operating Expenses and Other Items – Three months ended March 31, 2026
Research and product development expenses
(Expressed in thousands of U.S. dollars)
    Three months ended March 31,

2026
2025
$ Change
% Change
Research and product development expense
$
9,359
$
18,105
$
(8,746)
(48
%)
imagea.jpg Page 10 of 26


Research and product development expenses for the three months ended March 31, 2026, were $9.4 million, a decrease of ($8.7) million, or (48%), compared to the corresponding period in 2025.
The ($8.7) million, or (48%), decrease in research and development expenses in the first quarter of 2026, as compared to the first quarter of 2025, was driven primarily by the impacts of the global corporate restructurings initiated in July 2025 and September 2024 which included a reduction in workforce, a rationalization in product development programs, and operational consolidation. These cost savings were partially offset by the impact of inflationary wage pressures in 2026. Expenses for research and development in 2026 include expenditures on technology and product development activities including the design and development of next generation fuel cell stacks and engines for bus, rail, and stationary applications, and continuation engineering investment in our existing fuel cell products, including activities related to product cost reduction.
Program development expenses in the first quarter of 2026 includes expenditures related to our recently unveiled new-generation transit fuel cell module, FCmove SC®; continued development on our FCmove XD fuel cell module designed for heavy-duty vehicles; our FCgen®-HPS High-Power Density Fuel Cell Stack for light-medium-and heavy-duty vehicles; our FCwave™ Fuel Cell Module for high power applications; and on the ongoing improvement and cost reduction of all of our fuel cell products, including our high performance fuel cell module, the FCmove™-HD and HD+, and our high performance liquid-cooled fuel cell stack, the FCgen®-LCS.
General and administrative expenses
(Expressed in thousands of U.S. dollars)
    Three months ended March 31,

2026
2025
$ Change
% Change
General and administrative expense
$
4,992
$
4,665
$
327
%
General and administrative expenses for the three months ended March 31, 2026 were $5.0 million, an increase of $0.3 million, or 7%, compared to the corresponding period in 2025.
The $0.3 million, or 7%, increase in general and administrative expenses in the first quarter of 2026, as compared to the first quarter of 2025, was due primarily to increased consulting services and higher software license costs, partially offset by the impacts of the global corporate restructurings initiated in July 2025 and September 2024 which included a reduction in workforce.
The impact of unrealized (gains) losses on foreign exchange contracts included in general and administrative expense for the three months ended March 31, 2026, was $nil million compared to ($0.4) million for the corresponding period in 2025. Periodically, we use forward foreign exchange contracts to help manage our exposure to currency rate fluctuations. We record these contracts at their fair value as of the statement of financial position date as either assets or liabilities with any changes in fair value in the period recorded in profit or loss (general and administrative expense) as these contracts were not designated or qualified under hedge accounting criteria. These forward foreign exchange contracts were discontinued in the third quarter of 2025.
Sales and marketing expenses
(Expressed in thousands of U.S. dollars)
    Three months ended March 31,

2026
2025
$ Change
% Change
Sales and marketing expense
$
1,480
$
2,455
$
(975)
(40
%)
imagea.jpg Page 11 of 26


Sales and marketing expenses for the three months ended March 31, 2026 were $1.5 million, a decrease of ($1.0) million, or (40%), compared to the corresponding period in 2025.
The ($1.0) million or (40%), decrease in sales and marketing expenses in the first quarter of 2026, as compared to the first quarter of 2025, was due primarily to the impacts of the global corporate restructurings initiated in July 2025 and September 2024 which included a reduction in workforce.
Other operating expenses
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
2026
2025
$ Change
% Change
Impairment loss (recovery) on trade receivables
$
5
$
(1)
$
6
         600%
Restructuring and related expense
576
228
348
     (153%)
Other expenses (recovery)
$
581
$
227
$
354
    156%
Other operating expenses for the three months ended March 31, 2026 was $0.6 million, compared to $0.2 million for the corresponding period in 2025.
Restructuring and related costs for the three months ended March 31, 2026 were $0.6 million compared to $0.2 for the corresponding period in 2025 and consist of certain cost cutting measures and related personnel change costs.
Impairment loss on trade receivables for the three months ended March 31, 2026 were nominal compared to a nominal recovery for the corresponding period in 2025. Amounts consist primarily of receivables from certain customers no longer deemed collectable. If we recover on an impaired trade receivable through legal or other means, the recovered amount is recognized in the period of recovery as a reversal of the impairment loss.
Finance income (loss) and other
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
2026
2025
$ Change
% Change
Investment and other income
$
4,950
$
6,625
$
(1,675)
(25%)
Mark-to-market gain (loss) on financial assets
(1,881)
4,446
(6,327)
(142%)
Foreign exchange gain (loss)
(114)
250
(364)
(146%)
Government recoveries
0
180
(180)
(100%)
Finance income (loss) and other
$
2,955
$
11,501
$
(8,546)
(74%)
Finance income (loss) and other for the three months ended March 31, 2026 was $3.0 million, compared to $11.5 million for the corresponding period in 2025.
Investment and other income for the three months ended March 31, 2026 was $5.0 million, compared to $6.6 million for the corresponding period in 2025. Amounts were earned on our cash, cash equivalents and short-term investments and have changed proportionately with the relative change in our overall average monthly cash balances and the overall change in the underlying market interest rates during 2026 and 2025.
imagea.jpg Page 12 of 26


Mark-to-market gain (loss) on financial assets for the three months ended March 31, 2026 was ($1.9) million, compared to $4.4 million for the corresponding period in 2025. Mark-to-market gain (loss) consist primarily of changes in the fair value of our long-term financial investments including HyCap, Clean H2, Forsee Power, and Templewater. Mark-to-market gains and losses are also impacted by the conversion of these long-term financial assets from their respective European Euro or Great British Pound Sterling denominated investment to the U.S. dollar.
Foreign exchange gain (loss) for the three months ended March 31, 2026 was ($0.1) million, compared to $0.3 million for the corresponding period in 2025. Foreign exchange gains and losses are attributable primarily to the effect of changes in the value of the Canadian dollar, relative to the U.S. dollar, on our Canadian dollar-denominated net monetary position. Foreign exchange gains and losses are also impacted by the conversion of Ballard Power Systems Europe A/S’ assets and liabilities from the Danish Kroner to the U.S. dollar at exchange rates in effect at each reporting date, which are recorded in other comprehensive income (loss).
Government recoveries for the three months ended March 31, 2026 were $nil million, compared to $0.2 million for the corresponding period in 2025. Government recoveries relate primarily to reversals of withholding tax accruals on certain commercial contracts primarily in China.
Finance expense for the three months ended March 31, 2026 was ($0.4) million, compared to ($0.5) million for the corresponding period in 2025. Finance expense represents the interest expense incurred on our right-of-use assets with a lease term of greater than 12-months, including our head office building, manufacturing facility, and related storage facilities in Burnaby, British Columbia, as well as similar right-of-use assets in all of our subsidiaries.
Equity in income (loss) of investment in joint venture and associates for the three months ended March 31, 2026 was $nil million, compared to ($0.8) million for the corresponding period in 2025. The equity in loss of investment in 2025 was due to Weichai Ballard JV’s continued operating losses primarily as a result of negative gross margin generated on product sales, inventory impairment charges, and operating expenses.
Equity in loss of investment in joint venture and associates relates to the pickup of 49% of the net income (loss) of Weichai Ballard JV in China due to our 49% ownership position, which is accounted for using the equity method of accounting. During the fourth quarter of 2025, we recognized impairment charges of ($4.6) million to fully impair our remaining equity investment in Weichai Ballard JV as we exit from our operations in China and expect to recover nominal, or no amounts, on our equity investment at this time. As the investment is fully impaired, we are no longer recognizing our percentage of Weichai Ballard JV’s profit or loss.
Impairment charges on property, plant and equipment for the three months ended March 31, 2026 were ($0.3) million, compared to ($2.2) million, for the corresponding period in 2025. Impairment charges in 2026 of ($0.3) million consist of prepayments made for capital assets in progress that were subsequently cancelled. Impairment charges in 2025 of ($2.2) million consist of additions in the period to the net impairment allowance against consolidated assets of ($94.0) million as we continued to impair these operating assets to their estimated total residual value of approximately $9.0 million as at March 31, 2025.
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5.4    Summary of Quarterly Results
The following table provides summary financial data for our last eight quarters:
(Expressed in thousands of U.S. dollars, except per share amounts and weighted average shares outstanding which are expressed in thousands)
Quarter ended,

Mar 31,
2026
Dec 31,
2025
Sep 30,
2025
Jun 30,
2025
Revenues
$
19,421
$
33,638
$
32,501
$
17,842
Net loss from continuing operations
$
(11,392)
$
(17,527)
$
(28,070)
$
(24,280)
Net loss from continuing operations per share, basic and diluted
$
(0.04)
$
(0.06)
$
(0.09)
$
(0.08)
Weighted average common shares outstanding
300,927
300,732
300,512
299,845






Mar 31,
2025
Dec 31,
2024
Sep 30,
2024
Jun 30,
2024
Revenues
$
15,389
$
24,520
$
14,756
$
16,003
Net loss from continuing operations
$
(21,036)
$
(46,471)
$
(204,531)
$
(31,463)
Net loss from continuing operations per share, basic and diluted
$
(0.07)
$
(0.16)
$
(0.68)
$
(0.11)
Weighted average common shares outstanding
299,518
299,425
299,412
299,392
Summary of Quarterly Results: There were no significant seasonal variations in our quarterly results. Variations in our net loss for the above periods were affected primarily by the following factors:
Revenues: Variations in fuel cell product and service revenues reflect the demand and timing of our customers’ fuel cell vehicle, bus, and other fuel cell product deployments as well as the demand and timing of their engineering services projects. Variations in fuel cell product and service revenues also reflect the timing of work performed and the achievements of milestones under long-term fixed price contracts.
Operating expenses: Operating expenses were negatively impacted in the third quarter of 2025 and the second quarter of 2025, and the third quarter of 2024 by restructuring and related charges of ($17.6) million, ($5.9) million, and ($16.1) million, respectively. Operating expenses were also negatively impacted in the fourth quarter of 2024 and the third quarter of 2024 by impairment losses on trade receivables of ($3.2) million and ($7.9) million, respectively. Operating expenses also include the impact of changes in the value of the Canadian dollar, versus the U.S. dollar, on our Canadian dollar denominated expenditures.
Net loss from continuing operations: Net loss from continuing operations is impacted by the above noted impacts on Revenues and Operating expenses. Net loss in the fourth quarter of 2025 was negatively impacted by impairment charges on equity investment in joint venture and associations of ($4.6) million, and negatively impacted by impairment charges on intangible assets of ($1.1) million. Net loss in the second quarter of 2025, the first quarter of 2025, the fourth quarter of 2024, and the third quarter of 2024 was negatively impacted by impairment charges on property, plant and equipment and intangible assets of ($0.9) million, ($2.2) million, ($5.0) million, and ($106.8) million,
imagea.jpg Page 14 of 26


respectively. Net loss in the third quarter of 2024 was negatively impacted by impairment charges on goodwill of ($40.3) million.
Net loss in the first quarter of 2026, the fourth quarter of 2025, the third quarter of 2025, the second quarter of 2025, the first quarter of 2025, the fourth quarter of 2024, and the third quarter of 2024, was also impacted by mark-to-market gains (losses) on financial assets of ($1.9) million, ($5.1) million, ($0.9) million, $3.3 million, $4.4 million, ($7.4) million, and ($2.7) million, respectively, related primarily to our long-term financial investments in HyCap, Clean H2, Forsee Power, Wisdom, Quantron, and Templewater.

6.CASH FLOWS, LIQUIDITY AND CAPITAL RESOURCES
6.1     Summary of Cash Flows
Cash and cash equivalents were $516.8 million as of March 31, 2026, compared to $527.1 million as of December 31, 2025. The ($10.3) million decrease in cash and cash equivalents in 2026 was driven primarily by cash used in operating activities of ($7.8) million, purchases of property, plant and equipment and intangible assets of ($0.6) million, long-term financial investments of ($0.9) million consisting of new investments in HyCap, and by finance lease repayments of ($0.8) million.
6.2     Cash Provided by (Used in) Operating Activities
(Expressed in thousands of U.S. dollars)
Three months ended March 31,
    2026
     2025
    $ Change
Cash Operating Loss
$
(7,846)
$
(21,683)
$
13,837
Change in Working Capital:



     Trade and other receivables
7,522
3,768
3,754
     Inventory
156
(8,752)
8,908
     Prepaid expenses and other current assets
(333)
1,791
(2,124)
     Trade and other payables
(5,697)
(2,303)
(3,394)
     Deferred revenue
(818)
2,384
(3,202)
     Warranty provision
(795)
392
(1,187)
35
(2,720)
2,755
Cash Provided (Used in) by Operating Activities
$
(7,811)
$
(24,403)
$
16,592
For the three months ended March 31, 2026, cash used by operating activities was ($7.8) million, compared to ($24.4) million for the three months ended March 31, 2025. The $16.6 million decrease in cash used by operating activities in the first quarter of 2026, as compared to the first quarter of 2025, was driven by the relative improvement in working capital requirements of $2.8 million and the relative decrease in cash operating losses of $13.8 million.
The relative $13.8 million decrease in cash operating losses in the first quarter of 2026 was driven primarily by the decrease in Adjusted EBITDA loss of $16.2 million and by several items included in cash operating losses but excluded from Adjusted EBITDA loss or vice-versa totaling ($2.4) million, including
imagea.jpg Page 15 of 26


changes in inventory impairment and onerous contracts provision adjustments, impairment losses on property, plant, and equipment, finance and other income (excluding mark-to-market fair value changes on investments), and equity investment losses in joint venture and associates.
The nominal change in working capital in the first quarter of 2026 was driven by lower accounts receivable of $7.5 million, due primarily to the timing of revenues, and the related customer collections partially offset by lower accounts payable and accrued liabilities of $5.7 million, primarily as a result of the timing of restructuring expenses, supplier payments, and annual compensation awards; higher deferred revenue of $0.8 million as we collected prepayments on certain product and service contracts in advance of work performed; and higher warranty provision of $0.8 million related to new product sales.
The total change in working capital of ($2.7) million in the first quarter of 2025 was driven by higher inventory of ($8.8) million primarily to support expected product shipments in 2025; lower accounts payable and accrued liabilities of ($2.3) million, primarily as a result of the timing of restructuring payments, supplier payments and annual compensation awards. These first quarter of 2025 outflows were partially offset by lower accounts and contract receivables of $3.8 million, primarily due to the timing of revenues and the related customer collections; higher deferred revenue of $2.4 million as we collected pre-payments on certain product and service contracts in advance of work performed; and lower prepaid expenses of $1.8 million primarily due to the timing of annual insurance renewals.
6.3     Cash Provided by (Used in) Investing Activities
Investing activities resulted in net cash outflows of ($1.4) million for the three months ended March 31, 2026, compared to net cash outflows of ($2.7) million for the corresponding period of 2025.
Investing activities in the first quarter of 2026 of ($1.4) million consist of long-term investments in HyCap growth equity fund of ($0.9) million; capital expenditures of ($0.6) million incurred primarily for production and test equipment; and net decreases in short-term investments of $0.1 million.
Investing activities in the first quarter of 2025 of ($2.7) million consist of capital expenditures of ($2.7) million incurred primarily for production and test equipment and certain intangible assets, and long-term investments in HyCap growth equity fund of ($0.2) million, partially offset by proceeds on disposition of certain small Stationary assets in Denmark of $0.1 million.
6.4     Cash Provided by (Used in) Financing Activities
Financing activities resulted in net cash outflows of ($0.8) million for the three months ended March 31, 2026, compared to net cash outflows of ($0.7) million for the corresponding period in 2025.
Financing activities in the first quarter of 2026 of ($0.8) million consist of finance lease payments of ($0.8) million.
Financing activities in the first quarter of 2025 of ($0.7) million consist of finance lease payments of ($0.7) million.
6.5     Liquidity and Capital Resources
As of March 31, 2026, we had total liquidity of $520.9 million. We measure liquidity as our net cash and short-term investment position, consisting of the sum of our cash, cash equivalents and short-term investments, as we have no bank debt.
imagea.jpg Page 16 of 26


We have a Letter of Guarantee Facility (the “LG Facility”) enabling our bank to issue letters of guarantee, standby letters of credit, performance bonds, or similar credits on our behalf from time to time up to a maximum of $2.0 million. The LG Facility also enables us to enter into foreign exchange contracts (at face value amounts in excess of the LG Facility). As of March 31, 2026, nominal amounts were outstanding under the LG Facility.
We also have a Loan Agreement (the “Loan Agreement”) enabling our bank to issue commercial credit cards, standby letters of credit, or similar credits on our behalf from time to time up to a maximum of approximately Canadian $13 million. As of March 31, 2026, letters of credit of Canadian $2.9 million were outstanding under the Loan Agreement.
Our liquidity objective is to maintain cash balances sufficient to fund at least six quarters of forecasted cash used by operating activities and contractual commitments. Our strategy to attain this objective is to continue our drive to attain profitable operations that are sustainable by executing a business plan that continues to focus on revenue growth, improving overall gross margins, maintaining discipline over operating expenses, managing working capital and capital expenditure requirements, and securing additional financing to fund our operations as needed until we do achieve profitable operations that are sustainable. We believe that we have adequate liquidity in cash and working capital to achieve our liquidity objective.
Failure to achieve or maintain this liquidity objective could have a material adverse effect on our financial condition and results of operations including our ability to continue as a going concern. There are also various risks and uncertainties affecting our ability to achieve this liquidity objective including, but not limited to: the market acceptance and rate of commercialization of our products; the ability to successfully execute our business plan; and general global economic conditions, certain of which are beyond our control. While we continue to make significant investments in product development and market development activities necessary to commercialize our products, make increased investments in working capital and capital expenditures as we grow our business, and make ongoing capital contributions in support of our investment in certain hydrogen infrastructure and growth equity funds, our actual liquidity requirements will also vary and will be impacted by future acquisitions and strategic partnerships and investments, our relationships with our lead customers and strategic partners including their ability to successfully finance and fund their operations and programs and agreements with us, our success in developing new channels to market and relationships with customers, our success in generating revenue growth from near-term product, service and licensing opportunities, our success in managing our operating expense and working capital requirements, foreign exchange fluctuations, and the progress and results of our research, development and demonstration programs.
We may also choose to pursue additional liquidity through the issuance of debt or equity in private or public market financings. To enable the timely issuance of equity securities in the public market, we renewed our Base Shelf Prospectus on file with the securities regulators in Canada on June 11, 2025. The Base Shelf Prospectus, which is effective for 25-months ending in July 2027, was filed in each of the provinces and territories of Canada, and a corresponding shelf registration statement on Form F-10 was
imagea.jpg Page 17 of 26


also filed with the United States Securities and Exchange Commission (“SEC”). These filings will enable offerings of securities at any time during the 25-month period that the Base Shelf Prospectus remains effective. No offerings of securities under this Base Shelf Prospectus have been issued to date.
No assurance can be given that any such additional liquidity will be available or that, if available, it can be obtained on terms favorable to the Company. If any securities are offered under the Base Shelf Prospectus, the terms of any such securities and the intended use of the net proceeds resulting from such offering would be established at the time of any offering and would be described in a supplement to the Base Shelf Prospectus filed with applicable Canadian securities regulators and/or the SEC, respectively, at the time of such an offering.

7.OTHER FINANCIAL MATTERS
7.1     Off-Balance Sheet Arrangements and Contractual Obligations
Periodically, we use forward foreign exchange contracts to manage our exposure to currency rate fluctuations. We record these contracts at their fair value as either assets or liabilities on our statement of financial position. Any changes in fair value are either (i) recorded in other comprehensive income if formally designated and qualified under hedge accounting criteria; or (ii) recorded in profit or loss (general and administrative expense) if either not designated, or not qualified, under hedge accounting criteria. As of March 31, 2026, we did not have any outstanding foreign exchange currency contracts.
As of March 31, 2026, we did not have any other material obligations under guarantee contracts, retained or contingent interests in transferred assets, outstanding derivative instruments, or non-consolidated variable interests.
As of March 31, 2026, we had the following contractual obligations and commercial commitments calculated on a non-discounted basis (with the exception of finance leases):
(Expressed in thousands of U.S. dollars)
Payments due by period,
Contractual Obligations
Total
Less than one year
1-3 years
4-5 years
After 5 years
Finance leases
$
28,264
$
5,005
$
6,989
$
5,667
$
10,603
Asset retirement obligations
2,763
0
0
0
2,763
Long-term investment (HyCap)
5,328
5,328
0
0
0
Long-term investment (Clean H2)
20,937
20,937
0
0
0
Long-term investment (Templewater)
316
316
0
0
0
Total contractual obligations
$
57,608
$
31,586
$
6,989
$
5,667
$
13,366
Long-term investments include an investment committing us to be a limited partner in HyCap, a hydrogen infrastructure and growth equity fund. HyCap is to invest in a combination of hydrogen infrastructure projects and investments in companies along the hydrogen value chain. We have committed to invest £25.0 million (including £21.0 million invested as of March 31, 2026) into HyCap.
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Long-term investments also include an investment committing us to be a limited partner in Clean H2, another hydrogen infrastructure and growth equity fund. Clean H2 is to invest in a combination of hydrogen infrastructure projects and investments in companies along the hydrogen value chain. We have committed to invest €30.0 million (including €11.8 million invested as of March 31, 2026) into Clean H2.
Long-term investments also include an investment committing us to be a limited partner in Templewater, a decarbonization climate technology and growth equity fund. We have committed to invest $1.0 million (including $0.7 million invested as of March 31, 2026) in Templewater.
In addition, we have outstanding commitments of $6.6 million as of March 31, 2026, related primarily to purchases of property, plant, and equipment. Capital expenditures and expenditures on other intangible assets pertain to our regular operations and are expected to be funded through cash on hand.
In connection with the acquisition of intellectual property from United Technologies Corporation (“UTC”) in 2014, we have a royalty obligation in certain circumstances to pay UTC a portion of any future intellectual property sale and licensing income generated from certain of our intellectual property portfolio for a period of 15-years expiring in April 2029. No royalties were paid to UTC for the three months ended March 31, 2026 and the year ended December 31, 2025.
As of March 31, 2026, we retain a previous funding obligation to pay royalties of 2% of revenues (to a maximum of Canadian $5.4 million) on sales of certain fuel cell products for commercial distributed utility applications. No royalties have been incurred to date due to this agreement.
We also retain a previous funding obligation to pay royalties of 2% of revenues (to a maximum of Canadian $2.2 million) on sales of certain fuel cell products for commercial transit applications. No royalties have been incurred to date due to this agreement.
In the ordinary course of business or as required by certain acquisition or disposition agreements, we are periodically required to provide certain indemnities to other parties. As of March 31, 2026, we have not accrued any significant amount owing, or receivable, due to any indemnity agreements undertaken in the ordinary course of business.
7.2     Related Party Transactions
Related parties include our 49% owned equity-accounted investee, Weichai Ballard JV. Transactions between us and our subsidiaries are eliminated on consolidation. For the three months ended March 31, 2026 and 2025, related party transactions and balances with Weichai Ballard JV were as follows:
(Expressed in thousands of U.S. dollars)
    Three Months ended March 31,
Transactions with related parties
    2026
    2025
Revenues
$
0
$
184
Cost of goods sold and operating expenses
$
0
$
91

imagea.jpg Page 19 of 26


(Expressed in thousands of U.S. dollars)
As at Mar 31,
As at Dec 31,
Balances with related parties
2026
2025
Accounts receivable
$
1,607
$
1,607
Deferred revenue
$
(1,607)
$
(1,607)
We also provide key management personnel, being board directors and executive officers, certain benefits in addition to their salaries. Key management personnel also participate in the Company’s share-based compensation plans. Key management personnel compensation is summarized in note 25 to our annual consolidated financial statements for the year ended December 31, 2025.
7.3     Outstanding Share and Equity Information

As of May 4, 2026


Common share outstanding

 301,475,849
Options outstanding

          1,716,350
DSUs outstanding

          1,062,524
RSUs / PSUs outstanding (subject to vesting and performance criteria)

         7,398,709

8.USE OF PROCEEDS
8.1     Reconciliation of Use of Proceeds from Previous Financings
During 2021 and 2020, we completed the following offerings of our common shares (“Common Shares”):
On February 23, 2021, we closed a bought deal offering of 14.87 million Common Shares at a price of $37.00 per Common Share for gross proceeds of $550.2 million and net proceeds of $527.3 million (the “2021 Offering”).
On September 1, 2020, we announced an at-the-market equity program to issue a total of 16.45 million Common Shares from treasury (the “$250 million ATM Program”). The 16.45 million Common Shares issued under the $250 million ATM Program were sold in the third and fourth quarters of 2020 at prevailing market prices at the time of sale for total gross proceeds of $250 million and total net proceeds of $244.1 million.
On March 10, 2020, we announced an at-the-market equity program to allow the issuance of up to $75 million of Common Shares from treasury (the “$75 million ATM Program” and together with the $250 million ATM Program, the “2020 ATM Programs”). The 8.2 million Common Shares issued under the $75 million ATM Program were sold in the first half of 2020 at prevailing market prices at the time of sale for total gross proceeds of $66.7 million and total net proceeds of $64.7 million.
The net proceeds from the 2021 Offering of $527.3 million were intended to be used to further strengthen the Company’s financial position, thereby providing additional flexibility to fund growth strategies, including through activities such as product innovation, investments in production capacity expansion and localization, future acquisitions and strategic partnerships and investments. The net proceeds from the
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2020 ATM Programs of $308.8 million were intended to be used for general corporate purposes. Pending their use, we disclosed our intention to invest the net proceeds from the 2021 Offering in short-term, investment grade, interest-bearing instruments or to hold them as cash and cash equivalents.
The following tables set out a comparison of the Company’s disclosed expected use of net proceeds from the 2021 Offering and the 2020 ATM Programs to the actual use of such net proceeds to March 31, 2026. As of March 31, 2026, the residual net proceeds from the 2021 Offering and the 2020 ATM Programs were held in interest bearing cash accounts.
2021 Offering Net Proceeds $527.3M
Intended Use of Net Proceeds: Further strengthen the Company’s balance sheet, thereby providing additional flexibility to fund growth strategies, including through activities such as product innovation, investments in production capacity expansion and localization, future acquisitions and strategic partnerships and investments.
Actual Use of Net Proceeds (expressed in thousands of U.S. dollars)
Variance – (Over)/Under Expenditures
Explanation of Variance
Research and Product Development (cash Operating cost) expenditures including product development of next generation fuel cell stacks and modules
$
157,181 
N/A
N/A
Investments in property, plant and equipment and other intangible assets including production capacity expansion and localization
$
45,767 
N/A
N/A
Strategic partnerships and investments including HyCap, Clean H2, Forsee Power, Quantron, Wisdom, Templewater, Weichai Ballard JVCo, and acquisition related expenses
$
25,189 
N/A
N/A
Total expended to March 31, 2026
$
228,137 
2020 ATM Programs Net Proceeds $308.8M
Intended Use of Net Proceeds: General Corporate Purposes
Actual Use of Net Proceeds (expressed in thousands of U.S. dollars)
Variance – (Over)/Under Expenditures
Explanation of Variance
Gross Margin loss expenditures (net of inventory impairment charges)
$
42,322 
N/A
N/A
General and Administration (cash Operating cost) expenditures
$
90,074 
N/A
N/A
Sales and Marketing (cash Operating cost) expenditures
$
50,429 
N/A
N/A
Restructuring and related expenditures
$
48,984 
N/A
N/A
Working capital requirements
$
26,911 
N/A
N/A
Lease liability principal repayments
$
15,269 
N/A
N/A
Total expended to March 31, 2026
$
273,989 

9.ACCOUNTING MATTERS
9.1     Overview
imagea.jpg Page 21 of 26


Our consolidated financial statements are prepared in accordance with IFRS, which require us to make estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income, and expenses. Actual results may differ from those estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.
9.2     Critical Judgments in Applying Accounting Policies
Critical judgments that we have made in the process of applying our accounting policies and that have the most significant effect on the amounts recognized in the consolidated financial statements is limited to our assessment of our ability to continue as a going concern (See Note 2 (e) to our annual consolidated financial statements for the year ended December 31, 2025).
Our material accounting policies are detailed in note 4 to our annual consolidated financial statements for the year ended December 31, 2025. Effective for January 1, 2026, we assessed any new IFRS standards, applicable amendments and interpretations, concluding that they did not have a material impact on our financial statements.
9.3     Key Sources of Estimation Uncertainty
Key sources of estimation uncertainty that have a significant risk of resulting in a material adjustment to the reported amount of assets, liabilities, income, and expenses within the next fiscal year are detailed in note 5 to our annual consolidated financial statements for the year ended December 31, 2025 and also discussed in section 9.3 of our annual MD&A for the year ended December 31, 2025. There have been no changes to the nature of these sources of estimation uncertainty in the three months ended March 31, 2026. Updates relating to estimation uncertainty covering the three-month period ended March 31, 2026 are as follows:
REVENUE RECOGNITION
During the three months ended March 31, 2026, there were no significant adjustments to revenues relating to revenue recognized in a prior period.
ASSET IMPAIRMENT
The carrying amounts of our non-financial assets, other than inventories, are reviewed at each reporting date to determine whether there is any indication of impairment or impairment reversal. If any such indicator exists, then the asset’s recoverable amount is estimated. For assets including intangible assets and property, plant and equipment, the recoverable amount is estimated annually, or whenever events or circumstances indicate that the carrying amount may not be recoverable, or that past impairments may now be recoverable.
As a result of indicators of potential impairment including a decline in the Company’s market capitalization in 2024 and the first half of 2025, we updated our asset impairment tests as of December 31, 2024, March 31, 2025, June 30, 2025, and December 31, 2025.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their
imagea.jpg Page 22 of 26


present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In assessing fair value less costs to sell, the price that would be received on the sale of an asset in an orderly transaction between market participants at the measurement date is estimated. For the purposes of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other groups of assets. The allocation of goodwill and other non-financial assets to cash-generating units reflects the lowest level at which these assets are monitored for internal reporting purposes. Many of the factors used in assessing fair value are outside the control of management, and it is reasonably likely that assumptions and estimates will change from period to period. These changes may result in future impairments. For example, our revenue growth rate could be lower than projected due to economic, industry or competitive factors, or the discount rate used in our value-in-use model could increase due to a change in market interest rates.
An impairment loss is recognized if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognized in net loss. Impairment losses recognized in respect of the cash-generating unit are allocated first to reduce the carrying amount of any goodwill allocated to the unit, and then to reduce the carrying amounts of the other assets in the unit on a pro-rata basis. However, individual assets within the cash-generating unit are not impaired below their residual fair market value.
An impairment loss in respect of goodwill is not reversed. In respect of other assets including property, plant and equipment, impairment losses recognized in prior periods are assessed at each reporting date for any indications that the cumulative loss has decreased or no longer exists. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.
As a result of impairment tests performed in 2024, we recognized impairment charges on property, plant and equipment resulting in a net fair value impairment allowance recognized against consolidated property, plant and equipment of ($93.5) million as of December 31, 2024. During the year ended December 31, 2025, we recognized adjustments to the net ($93.5) million fair value impairment allowance on property, plant and equipment at December 31, 2024, consisting of (i) additions to the allowance for capital additions in the first six months of 2025 of ($3.2) million as the Company’s market capitalization remained depressed below equity value during this time; (ii) deductions to the allowance for specifically identified capital assets totaling $6.2 million that were directly impaired or disposed of in the year; and (iii) deductions to the allowance for depreciation and amortization expense of $13.7 million that would have been recognized had the underlying assets not been fully impaired to estimated residual value during this time. As of December 31, 2025, the net fair value impairment allowance recognized against consolidated property, plant and equipment approximated ($76.7) million.
During the three months ended March 31, 2026, we recognized adjustments to the net ($76.7) million fair value impairment allowance on property, plant and equipment consisting of (i) nominal deductions to the allowance for specifically identified capital assets that were directly impaired or disposed of in the period; and (ii) deductions to the allowance for depreciation and amortization expense of $3.8 million that would have been recognized had the underlying assets not been impaired to estimated residual value, resulting in net ($72.9) million fair value impairment allowance on property, plant and equipment.
imagea.jpg Page 23 of 26


In the event that the Company identifies impairment reversal indicators in the future, including continued market capitalization recovery in excess of equity value, and other indicators of operating asset fair value increases, the remaining impairment allowance of ($72.9) million may be reversed in part or in full.
WARRANTY PROVISION
During the three months ended March 31, 2026, we recorded provisions to accrued warranty liabilities of $0.8 million for new product sales, compared to $0.9 million for the three months ended March 31, 2025.
We review our warranty assumptions and make adjustments to accrued warranty liabilities quarterly based on the latest information available and to reflect the expiry of contractual obligations. Adjustments to accrued warranty liabilities are recorded in cost of product and service revenues. As a result of these reviews, there were no adjustments to our warranty provision and cost of revenues for the three months ended March 31, 2026 or March 31, 2025.
INVENTORY AND ONEROUS CONTRACT PROVISIONS
During the three months ended March 31, 2026, positive net inventory impairment and onerous contract provision adjustments of $0.6 million were recorded as a recovery to cost of product and service revenues, compared to positive net inventory impairment and onerous contract provision adjustments of $1.5 million in the three months ended March 31, 2025.
FAIR VALUE MEASUREMENT (INCLUDING INVESTMENTS)
During the three months March 31, 2026, we recognized a net mark-to-market (loss) gain on financial assets of ($1.9) million, compared to $4.4 million for the three months ended March 31, 2025. Mark-to-market gains (losses) in 2026 and 2025 consist primarily of changes in the fair value of our long-term financial investments including HyCap, Clean H2, Forsee Power, Wisdom and Templewater.
9.4     Recently Adopted Accounting Policy Changes
Effective for January 1, 2026, we assessed any new IFRS standards, applicable amendments and interpretations, concluding that they did not have a material impact on our financial statements.
9.5 Future Accounting Policy Changes
The following is an overview of accounting standard changes that we will be required to adopt in future years. We do not expect to adopt any of these standards before their effective dates and we continue to evaluate the impact of these standards on our consolidated financial statements.
IFRS 18 Presentation and Disclosure in Financial Statements
In April 2024, the IASB issued IFRS 18 Presentation and Disclosure in Financial Statements to improve reporting of financial performance and replace IAS 1 Presentation of Financial Statements. While IFRS18 carries forward many requirements from IAS 1, the new Standard introduces the following significant changes to the structure of a company’s financial statements:
Income and expenses in the statements of income or loss will be grouped into new categories resulting in new subtotals and/or line items being presented (including operating profit), along with changes in how certain existing subtotals are calculated;
imagea.jpg Page 24 of 26


New disclosures will be required for management defined performance measures (MPM), commonly referred to as 'non-GAAP measures'; and
New principles will apply to the aggregation and disaggregation of certain financial information in the financial statements.
IFRS 18 applies for annual periods beginning on or after January 1, 2027. Retrospective application is required, and the Company’s comparative information will be restated in accordance with the Standard.
The extent of the impact of adoption of IFRS 18 is currently being assessed by the Company.

10.SUPPLEMENTAL NON-GAAP MEASURES AND RECONCILIATIONS
10.1 Overview
In addition to providing measures prepared in accordance with GAAP, we present certain supplemental non-GAAP measures. These measures are EBITDA and Adjusted EBITDA. These non-GAAP measures do not have any standardized meaning prescribed by GAAP and therefore are unlikely to be comparable to similar measures presented by other companies. We believe these measures are useful in evaluating the operating performance of the Company’s ongoing business. These measures should be considered in addition to, and not as a substitute for, operating expenses, net income, cash flows and other measures of financial performance and liquidity reported in accordance with GAAP. The calculation of these non-GAAP measures has been made on a consistent basis for all periods presented.
10.2 EBITDA and Adjusted EBITDA
These supplemental non-GAAP measures are provided to assist readers in determining our operating performance. We believe this measure is useful in assessing performance and highlighting trends on an overall basis. We also believe EBITDA and Adjusted EBITDA are frequently used by securities analysts and investors when comparing our results with those of other companies. EBITDA differs from the most comparable GAAP measure, net loss, primarily because it does not include finance expense, income taxes, depreciation of property, plant and equipment, and amortization of intangible assets. Adjusted EBITDA adjusts EBITDA for stock-based compensation expense, transactional gains and losses, finance and other income, asset impairment charges, and the impact of unrealized gains and losses on foreign exchange contracts.
The following tables show a reconciliation of net loss to EBITDA and Adjusted EBITDA for the three months ended March 31, 2026 and 2025:
imagea.jpg Page 25 of 26


(Expressed in thousands of U.S. dollars)
    Three months ended March 31,
EBITDA and Adjusted EBITDA
2026
2025
$ Change
Net loss
$
(11,392)
$
(21,036)
$
9,644
Depreciation and amortization
987
916
71
Finance expense
441
506
(65)
EBITDA
$
(9,964)
$
(19,614)
$
9,650
  Stock-based compensation expense
1,305
1,866
(561)
  Finance and other (income) loss
(2,955)
(11,501)
8,546
  Impairment charge (recovery) on property, plant and equipment
257
2,223
(1,966)
  (Gain) loss on sale of property, plant and equipment
0
(70)
70
  Impact of unrealized (gains) losses on foreign exchange contracts
0
(437)
437
Adjusted EBITDA
$
(11,357)
$
(27,533)
$
16,176
imagea.jpg Page 26 of 26

FAQ

How did Ballard Power Systems (BLDP) perform financially in Q1 2026?

Ballard Power Systems reported Q1 2026 revenue of $19.4 million, up 26% year over year. Gross margin improved to $2.8 million or 14% of revenue, and net loss narrowed to ($11.4 million), or ($0.04) per share, from ($21.0 million) a year earlier.

What were Ballard Power Systems’ operating expenses and Adjusted EBITDA in Q1 2026?

Total operating expenses (excluding other items) were $15.8 million in Q1 2026, down 37% from Q1 2025. Adjusted EBITDA, a non-GAAP measure, improved to ($11.4 million) from ($27.5 million), mainly due to higher gross margin and lower research, development, and sales costs.

What is Ballard Power Systems’ cash position and liquidity as of March 31, 2026?

As of March 31, 2026, Ballard Power Systems held $516.8 million in cash and cash equivalents. Including short-term investments, total liquidity was about $520.9 million, after using $7.8 million in operating cash during the quarter and funding modest capital expenditures and long-term investments.

What 2026 outlook has Ballard Power Systems provided for expenses and capital spending?

For 2026, Ballard expects total operating expenses between $65 million and $75 million. It also projects capital expenditures of $5 million to $10 million, mainly for manufacturing optimization and cost reduction projects, following larger investments made in prior years.

What are Ballard Power Systems’ order backlog and 12‑month order book as of Q1 2026?

Ballard reported an order backlog of approximately $112.9 million as of March 31, 2026. Within this, its 12‑month order book was about $52.8 million, representing contracted orders that management expects to deliver over the following twelve months.

What major commercial agreement did Ballard Power Systems announce in early 2026?

On March 10, 2026, Ballard announced a commercial agreement with New Flyer for 500 FCmove-HD+ fuel cell engines totaling 50 MW. Deliveries beginning in 2026 will power New Flyer’s Xcelsior CHARGE FC hydrogen fuel cell buses deployed across North America.

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