Genie Energy Ltd. filings document regulatory disclosures for a NYSE-listed energy company with Class B common stock registered under the ticker GNE. The record includes Form 8-K reports for operating results, Regulation FD releases, dividends, non-reliance on prior financial statements, delayed annual reporting and NYSE continued-listing notices.
Proxy materials cover director elections, annual meeting procedures and amendments to the Genie Energy Ltd. 2021 Stock Option and Incentive Plan. The filings also describe restatement matters tied to accounting for a captive insurance subsidiary, related impacts on prior financial statements and governance actions by the board and audit committee.
Genie Energy Ltd. reported weaker results for the three months ended March 31, 2026. Revenue rose slightly to $142.3 million from $136.8 million, but higher costs cut gross profit to $29.8 million from $37.4 million. Income from operations dropped to $1.9 million from $13.5 million.
Net income attributable to common stockholders fell to $2.8 million, or $0.11 per diluted share, compared with $10.4 million, or $0.40 per diluted share, a year earlier. Operating cash flow swung to an outflow of $6.5 million from an inflow of $15.3 million, while cash and equivalents declined to $194.6 million. The company maintained a quarterly dividend of $0.075 per share and continues to wind down discontinued operations in Sweden while defending bankruptcy-related claims arising from its former Finnish subsidiary.
Genie Energy Ltd. reported mixed results for the first quarter of 2026. Total revenue rose to $142.3M from $136.8M, driven mainly by Genie Retail Energy and strong growth at Genie Renewables. However, higher commodity costs and greater customer acquisition spending significantly compressed profitability.
Gross profit fell to $29.8M from $37.4M, and income from operations dropped to $1.9M from $13.5M. Net income attributable to common stockholders declined to $2.8M with diluted EPS of $0.11, down from $0.40. Adjusted EBITDA decreased sharply to $2.8M from $14.4M.
Management lowered full-year 2026 Adjusted EBITDA guidance to $32.5–$40M from a prior range of $40–$50M, citing margin pressure at GRE, increased acquisition spend, and solar inventory write-downs at Genie Renewables. Despite near-term headwinds, the company highlighted continued revenue growth and a cash and securities position of $199.8M as of March 31, 2026.
Genie Energy Ltd. notified the SEC that it could not timely file its Form 10-Q for the period ended March 31, 2026. The company states resource constraints related to completing its Comprehensive 10-K filed May 1, 2026 prevented timely completion of the 10-Q, and it intends to file on or before the fifth calendar day following the prescribed date.
The notification is signed by Avi Goldin, Chief Financial Officer, dated May 12, 2026. The filing asks the SEC for relief under Rule 12b-25 and confirms contact information for follow-up.
Genie Energy Ltd. is asking stockholders to approve routine governance items at its 2026 annual meeting, including electing five directors and amending the 2021 Stock Option and Incentive Plan to add 70,000 Class B shares for future equity awards.
The meeting is scheduled for June 10, 2026 at the company’s Newark, New Jersey offices, with April 22, 2026 as the record date. As of that date, 26,400,518 shares were outstanding, split between Class A and Class B, with Class A carrying higher voting power. The proxy also details board independence, committee structures, related-party transactions, and executive pay, including 2025 CEO compensation of $1.37 million and a 25:1 CEO-to-median employee pay ratio.
Genie Energy Ltd. filed its annual report and restated prior financial statements after discovering errors in accounting for a captive insurance liability, which had understated income from operations and net income in 2023 and 2024. The company’s former auditor’s registration was revoked, prompting a re-audit.
Management identified a material weakness in internal control over financial reporting and concluded controls and disclosure procedures were not effective as of December 31, 2025, and is implementing remediation steps. Genie operates two segments: Genie Retail Energy, a major U.S. retail electricity and gas supplier, and Genie Renewables, focused on solar, energy procurement and recycled plastic pallets.
Retail Energy generated most of 2025 revenue, with $478.5 million from electricity and natural gas sales across 19 deregulated states and Washington, D.C. Genie pays quarterly dividends, totaling $8.0 million in 2025, and maintained significant customer and meter counts despite competitive and weather-driven volatility.
Genie Energy Ltd. received a noncompliance notice from the NYSE on April 1, 2026 because it has not yet filed its Form 10-K for the year ended December 31, 2025. The delay is tied to preparing restated audited financial statements for fiscal 2024 and 2023, which will be included in a comprehensive Form 10-K.
The company says it is working diligently to complete and file the report and expects to do so within the six-month period allowed under NYSE continued listing standards, which would restore compliance. The notice does not immediately affect the listing of Genie’s Class B common stock, but the NYSE can begin delisting proceedings or grant up to an additional six-month extension if the filing remains late.
Genie Energy Ltd. is postponing its 2026 Annual Meeting of Stockholders because it is restating prior financial statements, which has delayed filing its annual report and proxy materials. The meeting, originally set for May 12, 2026, is now scheduled for 11:00 a.m. local time on June 3, 2026 at the company’s Newark, New Jersey offices.
The Board also changed the record date for voting. Shareholders of Class A and Class B common stock of record on April 22, 2026, instead of March 16, 2026, will be entitled to receive notice of and vote at the rescheduled meeting.
Genie Energy released select preliminary, unaudited results for 4Q and full-year 2025 while warning that its 2023 and 2024 financial statements, and 2024–2025 quarterly results, should not be relied on and will be restated due to errors in accounting for a captive insurance liability.
Preliminary consolidated revenue rose to $121.6 million in 4Q25 from $102.9 million in 4Q24 and to $502.0 million in 2025 from $425.2 million in 2024. However, consolidated income from operations fell to $4.6 million in 4Q25 from $10.1 million and to $27.7 million in 2025 from $44.9 million, pressured by wider losses at Genie Renewables.
Management said restated 2023 and 2024 statements are expected to significantly increase income from operations, tax provision and net income, and guided to 2026 consolidated Adjusted EBITDA of $40–$50 million. The CEO highlighted strong cash generation, continued investment in growth initiatives, share repurchases and dividends, but noted challenging energy markets and asset write-downs.
Genie Energy Ltd. notified the SEC that it cannot timely file its Annual Report on Form 10-K for the year ended December 31, 2025 because it will restate prior-period financial statements related to accounting for a captive insurance liability.
The Audit Committee concluded the Prior Periods for 2023 and 2024 and certain 2024–2025 quarterly filings "should not be relied upon and require restatement" due to errors in captive insurance accounting. Management's preliminary analysis estimates increases in 2023 Income from Operations, Provision for Income Taxes and Net Income of approximately $45.1 million, $12.4 million and $32.7 million, respectively, and increases in 2024 of approximately $33.6 million, $10.7 million and $22.9 million, respectively. The company states the need for a re-audit after the PCAOB revoked the registration of the prior auditor, and it requires additional time to file a "Comprehensive 10-K."
Genie Energy Ltd. determined that its previously issued financial statements for 2023, 2024 and related 2024–2025 interim periods should not be relied upon and will be restated due to errors in accounting for a captive insurance liability. Management currently estimates the restatement will increase 2023 Income from Operations, Provision for Income Taxes and Net Income by about $45.1 million, $12.4 million and $32.7 million, and increase 2024 Income from Operations, Provision for Income Taxes and Net Income by about $33.6 million, $10.7 million and $22.9 million, respectively. The company identified material weaknesses in internal control over financial reporting and concluded its internal control and disclosure controls were not effective as of December 31, 2025. Genie plans to include the restated 2023 and 2024 audited results and revised interim data in a comprehensive 2025 Form 10‑K and to file a Form 12b‑25 to extend the filing deadline, noting its review and remediation efforts are ongoing and may cause further delays.