SOLV Energy (Nasdaq: MWH) posts Q1 2026 growth, raises EBITDA outlook and plans $45M acquisition

Rhea-AI Filing Summary

SOLV Energy, Inc. reported strong first-quarter 2026 results with revenue of $676.8 million, up from $407.8 million a year earlier, and Adjusted EBITDA of $92.5 million versus $34.0 million. Gross profit was $119.1 million, with a gross margin of 17.6%, while the company recorded a net loss of $27.4 million, or $0.20 per share.

Backlog is approximately $8.2 billion, and management raised full-year 2026 Adjusted EBITDA guidance. SOLV also agreed to acquire Roberson Waite Electric for $45 million to expand utility substation capabilities. Following its IPO, the company raised $552.5 million of Class A equity and repaid $405.2 million of term debt. The Chief Strategy Officer resigned from that role and moved to a non-executive employee position.

Positive

• Strong Q1 growth and profitability metrics: Revenue reached $676.8 million, gross profit doubled to $119.1 million, and Adjusted EBITDA rose to $92.5 million, with management raising full-year 2026 Adjusted EBITDA guidance.
• Backlog and balance-sheet improvement: Approximate $8.2 billion backlog supports future activity, while IPO proceeds of $552.5 million enabled repayment of $405.2 million of term debt and left $384.9 million of cash.
• Strategic acquisition to broaden services: Agreement to acquire Roberson Waite Electric for $45 million is intended to expand capabilities in utility substation construction, testing, and commissioning.

Negative

• GAAP net loss despite strong operations: The company posted a Q1 2026 net loss of $27.4 million, or $0.20 per share, driven in part by high non-cash compensation and a $10.7 million loss on debt extinguishment.

Insights

Equity research analyst

Q1 2026 shows rapid growth, cleaner balance sheet, and acquisitive expansion despite a GAAP net loss.

SOLV Energy delivered substantial top-line expansion, with revenue rising to $676.8 million as gross profit doubled to $119.1 million. Adjusted EBITDA reached $92.5 million, supported by a backlog of about $8.2 billion, and management increased full-year 2026 Adjusted EBITDA guidance.

The balance sheet shifted meaningfully post-IPO: the company issued Class A shares for net proceeds of $552.5 million and repaid $405.2 million of term debt, while ending the quarter with cash of $384.9 million. Non-cash compensation of $64.9 million weighed on GAAP earnings, contributing to the $27.4 million net loss.

SOLV is also pursuing inorganic growth, agreeing to acquire Roberson Waite Electric for $45 million, with $36 million due at closing and additional performance-based payments. The Chief Strategy Officer’s move to a non-executive role appears mitigated by his planned employment through 2026. Future filings may detail the impact of raised guidance and the acquisition once it closes by the expected Q3 2026.

8-K Event Classification

3 items: 2.02, 5.02, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Revenue: $676.8M Gross profit: $119.1M Net loss: $27.4M +5 more

8 metrics

Revenue $676.8M Three months ended March 31, 2026

Gross profit $119.1M Three months ended March 31, 2026

Net loss $27.4M Q1 2026 net loss attributable to SOLV Energy, Inc.

Adjusted EBITDA $92.5M Three months ended March 31, 2026

Backlog $8.2B Backlog level referenced in CEO commentary

IPO net proceeds $552.5M Issuance of Class A common stock in IPO, Q1 2026

Term debt repaid $405.2M Repayment of term debt in Q1 2026

Acquisition price $45M Total consideration for Roberson Waite Electric

Key Terms

Adjusted EBITDA, Adjusted Gross Profit, backlog, loss on debt extinguishment, +2 more

6 terms

Adjusted EBITDA financial

"Adjusted EBITDA | | | 93 | | | | 34 |"

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.

Adjusted Gross Profit financial

"Adjusted Gross Profit 2 | | | 124 | | | | 59 |"

Adjusted gross profit is a company’s revenue from selling goods or services minus the direct costs of producing them, with one-time or unusual items added back or removed to show the core margin. Investors use it like a cleaned-up snapshot of how much a business actually earns on its products, similar to measuring body weight after removing heavy clothes, because it helps compare performance across periods and companies without noise from rare events.

backlog financial

"continued strength of our backlog which is now approximately $8.2 billion"

A backlog is the amount of work or orders that a company has received but hasn't completed yet. It’s like a restaurant with many dishes to serve; the backlog shows how many orders are still waiting to be finished. It matters because a large backlog can indicate strong demand or potential delays in delivering products or services.

loss on debt extinguishment financial

"Loss on debt extinguishment | | | 10,688 | | | | — |"

Loss on debt extinguishment is a one-time accounting charge a company records when it pays off, refinances, or otherwise cancels debt for more than the outstanding amount on its books — think of it like paying a penalty to break a loan early. Investors care because it reduces reported earnings in the period it’s recorded and uses cash, but it can also signal a strategic move to cut future interest costs or a sign of financial stress.

tax receivable agreement financial

"Tax receivable agreement | | | 172,344 | | | | — |"

A contract in which a company agrees to pay a specified party (often former owners after a spinoff or IPO) a share of future tax savings the company realizes. Think of it like agreeing to share a future tax refund with someone who helped create the conditions for that refund. For investors it matters because those payments reduce the cash the company can use for dividends, buybacks, or reinvestment, and therefore affect valuation and returns.

non-GAAP financial measures financial

"Included in this press release are certain financial measures, including EBITDA, Adjusted EBITDA, Adjusted Gross Profit, and Adjusted Gross Margin that are not required by or prepared in accordance with U.S. generally accepted accounting principles"

Non-GAAP financial measures are numbers companies use to show their financial performance that exclude certain expenses or income. They help investors see how the company might perform without one-time costs or other unusual items, giving a different perspective from official reports. However, since they can be adjusted, they don’t always tell the full story and should be looked at alongside standard financial figures.

Earnings Snapshot

Revenue: $676.8M · Guidance included

Q1 2026

Revenue $676.8M

Gross profit $119.1M

Net loss $27.4M

Adjusted EBITDA $92.5M

Guidance

Management raised full-year 2026 Adjusted EBITDA guidance for the year ending December 31, 2026.

FAQ

How did SOLV Energy (MWH) perform financially in Q1 2026?

SOLV Energy reported Q1 2026 revenue of $676.8 million and gross profit of $119.1 million. The company generated $92.5 million in Adjusted EBITDA but recorded a net loss of $27.4 million, or $0.20 per share, due largely to non-cash items.

What is SOLV Energy’s backlog as of the Q1 2026 results?

Management stated that SOLV Energy’s backlog is approximately $8.2 billion. This backlog represents contracted future work and underpins the company’s visibility into upcoming revenue and activity levels following its initial public offering and recent growth initiatives.

What Adjusted EBITDA did SOLV Energy (MWH) generate in Q1 2026?

SOLV Energy reported Adjusted EBITDA of $92.5 million for Q1 2026, up from $34.0 million in Q1 2025. This non-GAAP measure adjusts EBITDA for items such as non-cash compensation, debt extinguishment losses, and certain transaction and integration costs.

What acquisition did SOLV Energy announce with its Q1 2026 results?

SOLV Energy agreed to acquire Roberson Waite Electric, a California-based utility substation services provider, for $45 million in total consideration. The deal includes $36 million payable at closing and additional payments over subsequent years, with closing expected by Q3 2026.

How did SOLV Energy use IPO proceeds in early 2026?

In Q1 2026, SOLV Energy raised $552.5 million of net proceeds from issuing Class A common stock in its IPO. It used this to repay $405.2 million of term debt and still ended the quarter with $384.9 million in cash and cash equivalents.

Did SOLV Energy (MWH) report earnings per share for Q1 2026?

Yes. SOLV Energy reported basic and diluted net loss per share of $0.20 for Q1 2026. This figure is based on a weighted average of 115,348,571 Class A common shares outstanding during the period from February 12, 2026 to March 31, 2026.

What leadership changes did SOLV Energy disclose in May 2026?

SOLV Energy disclosed that Chief Strategy Officer Erik Johnson resigned from his officer role effective May 11, 2026. He transitioned to a non-executive employee position and is expected to remain with the company through the end of 2026, providing continuity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Accepted by SEC EDGAR 05/12/2026 - 07:08 AM Learn about SEC filing dates

false 0002065636 0002065636 2026-05-11 2026-05-11

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): May 11, 2026

SOLV Energy, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-43117		33-4537250
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

16680 West Bernardo Drive

San Diego, CA 92127

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (858) 251-4888

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:

☐ 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		Trading Symbol		Name of each exchange on which registered
Class A common stock, par value $0.0001 per share		MWH		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 and Financial Condition.

On May 12, 2026, SOLV Energy, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 12, 2026, the Company announced that Erik Johnson, the Company’s Chief Strategy Officer, resigned from his role as Chief Strategy Officer of the Company effective as of May 11, 2026 and transitioned to a non-executive employee role. Mr. Johnson will remain an employee of the Company through the end of 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
99.1		Press Release, dated May 12, 2026, issued by SOLV Energy, Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned hereunto duly authorized.

Date: May 12, 2026				SOLV ENERGY, INC.
				By:		/s/ Adam Forman
				Name:		Adam Forman
				Title:		Chief Legal Officer

Exhibit 99.1

SOLV Energy Reports First Quarter 2026 Results

SAN DIEGO, California – May 12, 2026 – (GLOBE NEWSWIRE)—SOLV Energy, Inc. (“SOLV” or the “Company”) (Nasdaq: MWH), a leading provider of infrastructure services to the power industry, today announced financial results for the first quarter ended March 31, 2026.

Financial Summary

(in $ millions except percentages)		Three Months Ended March 31,
		2026				2025
Revenue			677				408
Gross Profit			119				59
Gross Margin			17.6	%			14.5	%
Net Loss1			(27	)			(1	)
Adjusted Gross Profit2			124				59
Adjusted Gross Margin2			18.4	%			14.5	%
Adjusted EBITDA			93				34

1) Represents Net Loss before Non-Controlling Interest

2) Adjusted Gross Profit and Adjusted Gross Margin exclude the impact of the allocation of non-cash compensation expense to cost of revenue

First Quarter 2026 Financial and Recent Business Highlights

• Revenue of $677 million, up 66% year over year

• Gross Profit of $119 million, up 102% year over year

• Adjusted Gross Profit of $124 million, up 110% year over year

• Net loss of $(27) million

• Primarily a result of a one-time, non-cash expense of $52¹ million related to the modification of legacy equity awards from the reorganization in the IPO

• Adjusted EBITDA of $93 million, up 174% year over year

• Total backlog as of March 31, 2026 at $8.2 billion

• Nearly 22 GW under contract for O&M services

• Announced the acquisition of Roberson Waite Electric (“RWE”) providing the Company additional capabilities and growth opportunities in the utility services market

1) Included in total non-cash compensation expense in cost of revenue and SG&A of approx. $65 MM in 1Q26.

“With our IPO complete, our focus remains on execution and delivering exceptional services to our customers; a commitment reflected in continued strength of our backlog which is now approximately $8.2 billion, ” said George Hershman, Chief Executive Officer of SOLV Energy. “We delivered strong financial results in the first quarter, and the momentum we are seeing gives us confidence to raise our Adjusted EBITDA guidance for the full year. We are also pleased to have announced the acquisition of Roberson Waite Electric, which expands our capabilities and broadens our service offerings to the regulated utility market.”

Acquisition of Roberson Waite Electric

On April 30, 2026, the Company entered into an agreement to acquire Roberson Waite Electric (“RWE”), a California-based provider of utility substation construction, testing, commissioning, and related infrastructure services, for total consideration of $45 million, subject to customary closing adjustments. The consideration includes $36 million to be paid at Closing, with the remainder to be paid in the subsequent years subject to various performance criteria. The Company expects to close the transaction by the third quarter of 2026.

Announcing New Vice President of Investor Relations

Mike Adams joined the Company in May as Vice President of Investor Relations. He brings over 20 years of experience primarily in the energy sector, with a broad background spanning investor relations, capital markets, and corporate finance. Throughout his career, Mike has held senior finance and advisory roles encompassing investor engagement, project and structured finance, treasury, and corporate strategy.

Financial Guidance

Today, the Company is updating its full year 2026 financial guidance for the year ending December 31, 2026, with expected ranges of:

• Revenue of $3.720 billion to $3.820 billion

• Adjusted Gross Profit of $610 million to $650 million

• Adjusted Gross Margin of 16.4% to 17.0%

• Adjusted EBITDA of $435 million to $455 million

Conference Call and Webcast Information

Management will present results during a conference call today May 12, 2026 at 8:30 a.m. Eastern time.

A live webcast of the conference call, including presentation materials, can be accessed through the Company’s website at https://investors.solvenergy.com and clicking on “News & Events” under the Investor Relations section. The webcast will be archived on the site for those unable to listen in real time.

About SOLV

SOLV Energy (Nasdaq: MWH) is a leading provider of infrastructure services to the power industry, including engineering, procurement, construction, testing, commissioning, operations, maintenance and repowering. Since 2008, we have built more than 500 power plants, representing 21 GW of generating capacity. SOLV Energy also provides operations and maintenance (O&M) services to 155 power plants, representing nearly 22 GW of generating capacity. In addition to EPC and O&M for utility-scale power plants and related T&D infrastructure, we offer large-scale repair, emergency response and repowering services and install end-to-end SCADA and network infrastructure solutions to maximize project performance and energy availability.

Forward-Looking Statements

This press release contains forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, which are subject to known and unknown risks, uncertainties and other important factors that may cause actual results to be materially different from the statements made herein. All statements other than statements of historical fact contained in this press release are forward-looking statements. Forward-looking statements discuss our current expectations and projections relating to our financial position, results of operations, plans, objectives, future performance and business. You can identify forward-looking statements by the fact that they do not relate strictly to any historical or current facts. These statements may include words such as “aim,” “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “future,” “intend,” “outlook,” “potential,” “project,” “projection,” “plan,” “seek,” “may,” “could,” “would,” “will,” “should,” “can,” “can have,” “likely,” the negatives thereof and other similar expressions. You should evaluate all forward-looking statements made in this press release in the context of the risks and uncertainties disclosed herein, in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, including “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and our other filings with the SEC, accessible on the SEC’s website at www.sec.gov and the Investors Relations section of the Company’s website at https://investors.solvenergy.com/financial-information/sec-filings. Important factors that could cause actual results to differ materially from those in the forward-looking statements include regional, national or global political, economic, business, competitive, market and regulatory conditions and the following: a wide range of factors, many that are beyond our control, can impact the timing, performance or profitability of our projects, any of which can result in additional costs to us, reductions or delays in revenues, the payment of liquidated damages by us or project termination; our results of operations, financial condition and other financial and operational disclosures are based upon estimates and assumptions that may differ from actual results or future outcomes; changes in estimates related to revenues and costs associated with our contracts with customers could result in a reduction or elimination of revenues, a reduction of profits or the recognition of losses; backlog may not be realized or may not result in profits and may not accurately represent future revenue; the imposition of additional duties and tariffs and other trade barriers and retaliatory countermeasures implemented by the U.S. and other governments; our results of operations may vary significantly from quarter to quarter; the reduction, elimination or expiration of government incentives for, or regulations mandating the use of, renewable energy and battery storage specifically; limitations on the availability or an increase in the price of materials, equipment and subcontractors that we and our customers depend on to complete and maintain projects; our business is labor-intensive, and we may be unable to attract and retain qualified employees or we may incur significant costs in the event we are unable to efficiently manage our workforce or the cost of labor increases; the loss, or reduction in business from, certain significant customers; many of our contracts may be canceled or suspended on short notice or may not be renewed upon completion or expiration, and we may be unsuccessful in replacing our contracts; we may fail to adequately recover on contract modifications against project owners for payment or performance; the nature of our business exposes us to potential liability for warranty, engineering and other related claims;

during the ordinary course of our business, we are subject to lawsuits, claims and other legal proceedings, as well as bonding claims and related reimbursement requirements; we can incur liabilities or suffer negative financial or reputational impacts relating to health and safety matters; disruptions to our information technology systems or our failure to adequately protect critical data, sensitive information and technology systems; we have identified material weaknesses in our internal control over financial reporting and if our remediation of the material weaknesses is not effective, or if we otherwise fail to maintain effective internal control over financial reporting in the future, we may not be able to accurately or timely report our financial condition or results of operations; any deterioration in the quality or reputation of our brands, which can be exacerbated by the effect of social media or significant media coverage; the loss of, or our inability to attract or keep, key personnel could disrupt our business; our inability to successfully execute our acquisition strategy; we may be unable to compete for projects if we are not able to obtain surety bonds, letters of credit or bank guarantees; we are generally paid in arrears for our services and may enter into other arrangements with certain of our customers, which could subject us to potential credit or investment risk and the risk of client defaults; insurance and claims expenses, as well as the unavailability or cancellation of third-party insurance coverage; our business and results of operations are subject to physical risks including those associated with climate change; our business is subject to operational hazards, including, among others, damage from severe weather conditions and electrical hazards, that can result in significant liabilities, and we may not be insured against all potential liabilities; increasing scrutiny and changing expectations from various stakeholders with respect to corporate sustainability practices may impose additional costs on us or expose us to reputational or other risks; our unionized workforce and related obligations; our inability to maintain, protect or enforce our rights in intellectual property; we may be subject to intellectual property rights claims by third parties, which are extremely costly to defend, could require us to pay significant damages and could limit our ability to use certain technologies; we use artificial intelligence technologies in our business, and the deployment, use, and maintenance of these technologies involve significant technological and legal risks; negative macroeconomic conditions and industry-specific market conditions; fluctuations in economic, political, financial, industry and market conditions on a regional, national or global basis, including as a result of, among other things, inflationary pressure that impacts our costs associated with labor, equipment and materials, increased interest rates, default or threat of default by the U.S. federal government with respect to its debt obligations, U.S. government shutdowns, natural disasters and other emergencies (e.g., wildfires, weather-related events or pandemics), deterioration of global or specific trade relationships, or acts of war, including but not limited to conflicts in the Middle East, geopolitical conflicts and political unrest; projects in our industry can have long sales cycles requiring significant upfront investment of resources; our revenues and profitability can be negatively impacted if our customers encounter financial difficulties or file for bankruptcy or disputes arise with our customers; the highly competitive nature of our business; technological advancements in other forms of power generation could negatively affect our business; regulatory requirements applicable to our industry and changes in current and potential legislative and regulatory initiatives may adversely affect demand for our services; the unavailability, reduction or elimination of government and economic incentives; we are subject to complex federal, state and other environmental, health and safety laws and regulations that could adversely affect the cost, manner or feasibility of conducting our operations or expose us to significant liabilities; we are subject to various specific regulatory regimes and requirements that could result in significant compliance costs and liabilities; any actual or perceived failure to comply with new or existing laws, regulations or other

requirements relating to the privacy, security and processing of personal information; changes in tax laws or our tax estimates or positions; failure to comply with anti-corruption, anti-bribery and/or international trade laws; violations of export control and/or economic sanctions laws and regulations to which we are subject and changes to U.S. foreign trade policy; immigration laws, including our inability to verify employment eligibility; our variable rate indebtedness subjects us to interest rate risk, which could cause our debt service obligations to increase significantly; our failure to comply with the covenants contained in the credit agreement could result in an event of default that could cause repayment of our debt to be accelerated; we may incur substantial additional indebtedness in the future and may not be able to generate sufficient cash to service such indebtedness, and may be forced to take other actions to satisfy our obligations under such indebtedness, which may not be successful; and the expenses that are required in order to operate as a public company could be material. For additional discussion of factors that could impact our operational and financial results, please refer to our filings with the SEC, accessible on the SEC’s website at www.sec.gov and the Investors Relations section of the Company’s website at https://investors.solvenergy.com/financial-information/sec-filings. The Company assumes no responsibility to update forward-looking statements made herein or otherwise. Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, our actual financial condition, results of operations, future performance and business may vary in material respects from the performance projected in these forward-looking statements.

Non-GAAP Information

Included in this press release are certain financial measures, including EBITDA, Adjusted EBITDA, Adjusted Gross Profit, and Adjusted Gross Margin that are not required by or prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), and are designed to supplement, and not substitute, the Company’s financial information presented in accordance with GAAP. Our board of directors, management and investors use EBITDA, Adjusted EBITDA, Adjusted Gross Profit, and Adjusted Gross Margin to assess our financial performance because such measures allow them to compare our operating performance on a consistent basis across periods by removing the effects of our capital structure (such as carrying levels of interest expense), asset base (such as depreciation and amortization) and items outside the control of our management team (such as income taxes). The non-GAAP measures as defined by the Company may not be comparable to similar non-GAAP measures presented by other companies. The presentation of such measures, which may include adjustments to exclude unusual or non-recurring items, should not be construed as an inference that the Company’s future results, cash flows or leverage will be unaffected by other unusual or nonrecurring items. Please see the financial tables included with this press release for reconciliations thereof to the most directly comparable GAAP measures.

The Company does not reconcile its forward-looking non-GAAP financial measures to the corresponding GAAP measures, due to variability and difficulty in making accurate forecasts and projections and/or certain information not being ascertainable or accessible; and because not all of the information, such as provisions for income taxes necessary for a quantitative reconciliation of these forward-looking non-GAAP financial measures to the most directly comparable GAAP financial measure, is available to the Company without unreasonable efforts. For the same reasons, the Company is unable to address the probable significance of the

unavailable information. The Company provides non-GAAP financial measures that it believes will be achieved, however it cannot predict all of the components of the adjusted calculations and the GAAP measures may be materially different than the non-GAAP measures.

Investor Contact:

Solebury Strategic Communications / Anthony Rozmus

InvestorRelations@solvenergy.com

Media Contact:

Ashley McCarthy

media@solvenergy.com

(Financial Tables to Follow)

Condensed Consolidated Statements of Operations

(In thousands, unaudited)

		Three Months Ended March 31,
		2026				2025
Revenue		$	676,805			$	407,847
Cost of revenue			557,732				348,748
Gross profit			119,073				59,099
Selling, general and administrative expenses (including non-cash compensation expense of $59,560 and $712 for the three months ended March 31, 2026 and 2025, respectively)			111,375				36,070
Amortization expense			14,879				13,768
Total operating expenses			126,254				49,838
Operating income (loss)			(7,181	)			9,261
Loss on debt extinguishment			10,688				—
Interest expense			6,897				12,691
Interest income			(1,450	)			(3,272	)
Other (income) loss, net			(68	)			82
Loss before income taxes			(23,248	)			(240	)
Income tax expense			4,166				262
Net loss		$	(27,414	)		$	(502	)
Less: net income (loss) attributable to non-controlling interests and LLC members prior to IPO			(4,056	)			212
Net loss attributable to SOLV Energy, Inc.		$	(23,358	)		$	(714	)
		Period from February 12, 2026 to March 31, 2026
Net loss per share:
Basic		$	(0.20	)
Diluted		$	(0.20	)
Weighted average shares outstanding:
Basic			115,348,571
Diluted			115,348,571

Condensed Consolidated Balance Sheets

(In thousands, unaudited)

		March 31,				December 31,
		2026				2025
ASSETS
Cash and cash equivalents		$	384,911			$	394,876
Accounts receivable, net			285,039				269,044
Contract assets			157,875				156,744
Capitalized project development costs			13,297				17,734
Prepaid and other current assets			105,528				60,887
Total current assets			946,650				899,285
Property and equipment, net			116,137				106,383
Operating lease right-of-use assets			7,598				8,010
Goodwill			429,035				429,279
Intangible assets, net			347,511				362,390
Deferred tax assets			101,302				—
Other long-term assets			8,373				10,925
Total assets		$	1,956,606			$	1,816,272
LIABILITIES AND STOCKHOLDERS’/MEMBERS’ EQUITY
Accounts payable and accrued expenses		$	524,898			$	562,218
Contract liabilities			346,295				308,619
Due to related party			—				—
Current portion of equipment financing			6,617				6,526
Current portion of lease liabilities			14,461				12,978
Current portion of long-term debt			—				2,498
Total current liabilities			892,271				892,839
Term debt, long term			—				391,988
Equipment financing, long-term			19,703				21,317
Lease liabilities, long-term			39,742				36,559
Tax receivable agreement			172,344				—
Other long-term liabilities			21,322				18,344
Total liabilities			1,145,382				1,361,047
Commitments and Contingencies—See Note 12
Member’s equity:
Total member’s equity			—				550,334
Stockholders’ equity
Class A common stock, $0.0001 par value; 1,250,000,000 shares authorized, 115,348,571 shares issued and outstanding			12				—
Class B common stock, $0.0001 par value; 100,000,000 shares authorized, 87,128,137 shares issued and outstanding			9				—
Additional paid-in capital			455,857				—
Accumulated deficit			(23,358	)			(98,139	)
Total stockholders’ equity to SOLV Energy, Inc.			432,520				(98,139	)
Non-controlling interest			378,704				3,030
Total members’/stockholders’ equity			811,224				455,225
Total liabilities and stockholders’/member’s equity		$	1,956,606			$	1,816,272

Condensed Consolidated Statements of Cash Flows

(In thousands, unaudited)

		Three Months Ended March 31,
		2026				2025
Cash flows from operating activities:
Net loss		$	(27,414	)		$	(502	)
Adjustments to reconcile net loss to net cash provided by operating activities
Depreciation and amortization			23,730				19,572
Non-cash compensation expense			64,874				712
Loss on extinguishment of debt (non-cash portion)			6,676				—
Write off of project development costs			3,939				—
Other			152				7
Change in operating assets and liabilities			(57,716	)			386
Net cash provided by operating activities			14,241				20,175
Cash flows from investing activities:
Purchases of property and equipment			(10,440	)			(2,778	)
Cash paid for acquisitions, net of cash acquired			—				(10,756	)
Net cash used in investing activities			(10,440	)			(13,534	)
Cash flows from financing activities:
Issuance of Class A common stock in IPO, net of underwriting discount			552,542				—
Repayment of term debt			(405,203	)			(1,015	)
Payment of deferred acquisition consideration			(5,500	)			—
Payment of offering costs			(3,536	)			—
Proceeds on debt			—				32,500
Payment of debt issuance costs			(2,800	)			—
Payments for finance leases			(2,901	)			(1,979	)
Proceeds on equipment financing			—				14,500
Payments on equipment financing			(1,523	)			(1,764	)
Distributions to members of SOLV Energy Holdings LLC			(144,845	)			(47,844	)
Net cash used in financing activities			(13,766	)			(5,602	)
Net increase (decrease) in cash and cash equivalents			(9,965	)			1,039
Cash and cash equivalents, beginning of period			394,876				207,987
Cash and cash equivalents, end of period		$	384,911			$	209,026

Reconciliation of Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA

(in thousands)

		Three Months Ended March 31,
		2026				2025
Net loss		$	(27,414	)		$	(502	)
Interest expense			6,897				12,691
Interest income			(1,450	)			(3,272	)
Provision for income taxes			4,166				262
Depreciation and amortization			23,730				19,572
EBITDA			5,929				28,751
Non-cash compensation expense			64,874				712
Gain on the disposal of property and equipment			(10	)			—
Loss on the extinguishment of debt			10,688				—
Change in the fair value of derivative			—				82
Non-recurring private equity management fees, transaction, integration and transition costs, and other non-cash costs(1)			11,034				4,486
Adjusted EBITDA		$	92,515			$	34,031

Reconciliation of Non-GAAP Financial Measures

Adjusted Gross Profit

(in thousands)

		Three Months Ended March 31,
		2026				2025
Gross profit		$	119,073			$	59,099
Non-cash compensation expense			5,314				—
Adjusted gross profit		$	124,387			$	59,099

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 125.3 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.5 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.5 KB