false
0001357971
0001357971
2026-08-10
2026-08-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
August 10, 2026
Energy Services of America Corporation
(Exact Name of Registrant as Specified in its Charter)
| Delaware |
001-32998 |
20-4606266 |
(State or other Jurisdiction
of
Incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
| 75
West 3rd Ave., Huntington,
West Virginia |
|
25701 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
| Registrant’s telephone number, including area code: |
(304) 522-3868 |
|
Not Applicable
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
Ticker symbol(s) |
Name of each exchange on which registered |
| Common Stock, Par Value $0.0001 |
ESOA |
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of
the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 2.02 Results
of Operations
On August 10, 2026, Energy Services of
America Corporation issued a press release disclosing its results of operations and financial condition at and for the three
and nine months ended June 30, 2026.
A copy of the press release dated August 10,
2026, is included as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed filed for any purpose.
Item 9.01 Financial
Statements and Exhibits
(c) Exhibits
Exhibit 99.1 Press Release dated August 10, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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, hereunto duly authorized.
| |
ENERGY SERVICES OF AMERICA CORPORATION |
| |
|
| DATE: August 10, 2026 |
By: |
/s/ Charles Crimmel |
| |
|
Charles Crimmel |
| |
|
Chief Financial Officer |
Exhibit 99.1
Energy
Services of America Reports Third Quarter Fiscal 2026 Results
Records
25.5% Year-over-Year Revenue Increase and 57.9% Increase in Net Income
HUNTINGTON, W.Va., August 10, 2026 /PRNewswire/
-- Energy Services of America Corporation (the "Company" or "Energy Services") (Nasdaq: ESOA), today announced its
results for its fiscal third quarter ended June 30, 2026.
Third Quarter Summary (1)
| · |
Revenue of $130.0 million versus $103.6
million |
| |
|
| · |
Gross profit of $14.3 million versus $12.0 million |
| |
|
| · |
Gross margin of 11.0% compared to 11.6% |
| |
|
| · |
Net income of $3.3 million, or $0.18 per diluted
share, compared to $2.1 million, or $0.12 per diluted share. |
| |
|
| · |
Adjusted EBITDA of $8.3 million compared to $6.5
million |
| |
|
| · |
Increased quarterly dividend by 33% to $0.04 per
share |
(1) All
comparisons are versus the comparable prior year period, unless otherwise stated.
"Our third quarter results reflect
strength across each of our segments, thanks to continued demand for water distribution and electrical construction as well as the continued
recovery in our gas transmission business. The quarter also benefited from the more favorable weather throughout the spring, allowing
our projects to start on or ahead of schedule," said Doug Reynolds, President of Energy Services. “Profitability during the
quarter was slightly affected by a lower-than-expected gross profit margin on a large gas transmission project , but the diversity
of our business allowed us to absorb this impact and still report a 58% increase in year-over-year net income.”
“We remain optimistic about the
near and longer-term opportunities for the business, driven by the ongoing replacement cycle for water infrastructure and the growth
in electric demand and build out of data centers across the country. This confidence is reflected in the 33% increase in our quarterly
dividend, which is an important component in our focus of delivering long-term shareholder return,” Mr. Reynolds concluded.
Third
Quarter Fiscal 2026 Financial Results
Total
revenues for the period were $130.0 million, compared to $103.6 million in the third quarter of fiscal 2025. The increase was primarily
driven by increased work across all segments, particularly Gas & Petroleum Transmission.
Gross
profit was $14.3 million, compared to $12.0 million in the prior-year quarter. Gross margin was 11.0% of revenues, compared to 11.6%
of revenues in the third quarter of fiscal 2025. The decrease in gross margin is related to one large gas transmission project, partially
offset by higher levels of construction activity across the business.
Selling
and administrative expenses were $9.7 million, compared to $8.8 million in the prior-year quarter. The increase is primarily related
to higher labor and related costs associated with the Company's growth, partially offset by improved operating leverage.
Net
income was $3.3 million, or $0.18 per diluted share, compared to $2.1 million or $0.12 per diluted share in the third quarter of fiscal
2025.
Backlog
as of June 30, 2026 was $286.6 million, compared to $325.1 million on March 31, 2026 and $280.7 million as of June 30, 2025.
Below is a comparison of the Company's
operating results for the three months ended June 30, 2026 and 2025 (unaudited):
| | |
Three Months Ended | | |
Three Months Ended | | |
Nine Months Ended | | |
Nine Months Ended | |
| | |
June 30, | | |
June 30, | | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenue | |
$ | 130,005,928 | | |
$ | 103,601,585 | | |
$ | 337,291,570 | | |
$ | 280,926,850 | |
| | |
| | | |
| | | |
| | | |
| | |
| Cost of revenues | |
| 115,688,703 | | |
| 91,618,987 | | |
| 298,748,217 | | |
| 258,602,810 | |
| | |
| | | |
| | | |
| | | |
| | |
| Gross profit | |
| 14,317,225 | | |
| 11,982,598 | | |
| 38,543,353 | | |
| 22,324,040 | |
| | |
| | | |
| | | |
| | | |
| | |
| Selling and administrative expenses | |
| 9,685,305 | | |
| 8,814,545 | | |
| 27,940,257 | | |
| 25,602,253 | |
| Income (loss) from operations | |
| 4,631,920 | | |
| 3,168,053 | | |
| 10,603,096 | | |
| (3,278,213 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Other income (expense) | |
| | | |
| | | |
| | | |
| | |
| Other nonoperating expense | |
| (118,403 | ) | |
| (38,529 | ) | |
| (315,268 | ) | |
| (107,407 | ) |
| Interest expense | |
| (486,914 | ) | |
| (781,198 | ) | |
| (2,098,600 | ) | |
| (2,140,686 | ) |
| Gain (loss) on sale of equipment | |
| 5,097 | | |
| (128,710 | ) | |
| 93,846 | | |
| 50,532 | |
| Total other income (expense) | |
| (600,220 | ) | |
| (948,437 | ) | |
| (2,320,022 | ) | |
| (2,197,561 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income (loss) before income taxes | |
| 4,031,700 | | |
| 2,219,616 | | |
| 8,283,074 | | |
| (5,475,774 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income tax expense (benefit) | |
| 745,041 | | |
| 137,987 | | |
| 2,075,386 | | |
| (1,612,718 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Net income (loss) | |
$ | 3,286,659 | | |
$ | 2,081,629 | | |
$ | 6,207,688 | | |
$ | (3,863,056 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average shares outstanding-basic | |
| 18,622,477 | | |
| 16,625,761 | | |
| 17,614,419 | | |
| 16,644,028 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average shares-diluted | |
| 18,659,624 | | |
| 16,666,135 | | |
| 17,653,687 | | |
| 16,644,028 | |
| | |
| | | |
| | | |
| | | |
| | |
| Earnings (loss) per share-basic | |
$ | 0.18 | | |
$ | 0.13 | | |
$ | 0.35 | | |
$ | (0.23 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Earnings (loss) per share-diluted | |
$ | 0.18 | | |
$ | 0.12 | | |
$ | 0.35 | | |
$ | (0.23 | ) |
Please refer to the table below that
reconciles adjusted EBITDA with net income (unaudited):
| | |
Three Months Ended | | |
Three Months Ended | | |
Nine Months Ended | | |
Nine Months Ended | |
| | |
June 30, | | |
June 30, | | |
June 30, | | |
June 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Net income (loss) | |
$ | 3,286,659 | | |
$ | 2,081,629 | | |
$ | 6,207,688 | | |
$ | (3,863,056 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Add (less): Income tax expense (benefit) | |
| 745,041 | | |
| 137,987 | | |
| 2,075,386 | | |
| (1,612,718 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Add: Interest expense, net of interest income | |
| 486,914 | | |
| 781,198 | | |
| 2,098,600 | | |
| 2,140,686 | |
| | |
| | | |
| | | |
| | | |
| | |
| Add: Non-operating expense | |
| 118,403 | | |
| 38,529 | | |
| 315,268 | | |
| 107,407 | |
| (Less) add: (gain) loss on sale of equipment | |
| (5,097 | ) | |
| 128,710 | | |
| (93,846 | ) | |
| (50,532 | ) |
| Add: Depreciation and intangible asset amortization expense | |
| 3,697,049 | | |
| 3,291,414 | | |
| 11,112,160 | | |
| 9,172,704 | |
| | |
| | | |
| | | |
| | | |
| | |
| Adjusted EBITDA | |
$ | 8,328,969 | | |
$ | 6,459,467 | | |
$ | 21,715,256 | | |
$ | 5,894,491 | |
Use of Non-GAAP Financial Measures
In addition to the financial measures
prepared in accordance with U.S. generally accepted accounting principles (GAAP), this press release contains certain non-GAAP financial
measures. The reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures and other information
relating to these measures are included herein. We include these measurements to enhance the understanding of our operating performance.
We believe that Adjusted EBITDA as presented herein, considered along with net income (loss), is a relevant indicator of trends relating
to the cash generating activity of our operations. We believe that excluding the items identified above provides a consistent comparison
of the cash-generating activity of our operations. We believe that Adjusted EBITDA is useful to investors as it facilitates a comparison
of our operating performance to other companies that also use Adjusted EBITDA as a supplemental operating measure. Non-GAAP financial
measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our financial results
prepared in accordance with GAAP.
About Energy Services
Energy Services of America Corporation
(NASDAQ: ESOA), headquartered in Huntington, WV, is a contractor and service company that operates primarily in the mid-Atlantic and
Central regions of the United States and provides services to customers in the natural gas, petroleum, water distribution, automotive,
chemical, and power industries. Energy Services employs 1,500+ employees on a regular basis. The Company's core values are safety, quality,
and production.
Certain statements contained in the
release including, without limitation, the words "believes," "anticipates," "intends," "expects"
or words of similar import, constitute "forward-looking statements" within the meaning of section 21E of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"). Such forward-looking statements involve known and unknown risks, uncertainties
and other factors that may cause the actual results, performance, or achievements of the Company to be materially different from any
future results, performance or achievements of the Company expressed or implied by such forward-looking statements. Such factors include,
among others, general economic and business conditions, changes in business strategy or development plans, the integration of acquired
business and other factors referenced in this release, risks and uncertainties related to the restatement of certain of our historical
consolidated financial statements. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such
forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the results of any
revisions to any of the forward-looking statements contained herein to reflect future events or developments.
Contact
Steven Hooser or John Beisler
Three Part Advisors
shooser@threepa.com; jbeisler@threepa.com
(214) 872-2710
