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  4. [10-Q] NACCO INDUSTRIES INC Quarterly Earnings Report

NACCO Industries Q3 2026 net income falls to $10.9M

Utility Coal Mining operating profit is expected to exceed 2025, although fourth-quarter results are expected below the prior-year quarter.

Available on EDGAR Accepted by SEC EDGAR
Filing Impact
(Moderate)
Filing Sentiment

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment worksHow the balance works

Form Type
10-Q

Rhea-AI Filing Summary

NACCO Industries, Inc. (NC) reported third-quarter 2026 revenue of $80.494 million, versus $76.614 million a year earlier, while net income was $10.908 million, down from $13.254 million. Operating profit was $9.257 million, compared with $6.777 million. For the first nine months, revenue was $215.579 million and net income was $18.781 million, versus $210.420 million and $21.414 million, respectively, in 2025. Cash provided by operating activities fell to $29.173 million from $39.502 million.

Results included $12.0 million in solar project impairment charges over nine months and $3.4 million in solar curtailment costs. NC continues to evaluate alternatives to monetize or transfer the solar projects and expects additional costs in fourth-quarter 2026; amounts depend on discussions and transfer efforts. At September 30, 2026, MLMC had $25.5 million in customer receivables, including $8.8 million past due, following payment delays. Revolver borrowings were $105.5 million and availability was $58.7 million.

2 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 4 points

How the balance works

Positive

  • Moderate pointThird-quarter revenue reached $80.494 million, versus $76.614 million in 2025.
  • Moderate pointThird-quarter operating profit was $9.257 million, versus $6.777 million in 2025.

Negative

  • Moderate pointThird-quarter net income was $10.908 million, versus $13.254 million in 2025.
  • Moderate pointNine-month operating cash flow was $29.173 million, versus $39.502 million in 2025.
  • Moderate pointSolar projects incurred $12.0 million in impairment charges during the first nine months. 4.7% of market cap
  • Moderate pointMLMC had $8.8 million in past-due customer receivables as of September 30, 2026. 3.4% of market cap

Filing Explained

October's letter-of-credit draw discharged the solar obligation of three point four million dollars but increased revolver borrowings.

The filing says SWEPCO acquired all of Sabine’s capital stock effective October 1, 2026 and assumed reclamation activities. That shifts reclamation responsibility to SWEPCO, while NACCO remains responsible for administering and paying approximately $5.5 million in Sabine employee-related obligations; NACCO received cash from SWEPCO, and any difference between estimated and actual payments will be settled between the parties.

In October 2026, the counterparty to the solar-project power-purchase agreement drew on the related letter of credit, satisfying the $3.4 million obligation and increasing borrowings under the revolving credit facility.

Revenue $80.494 million Three months ended September 30, 2026; $76.614 million in 2025
Operating profit $9.257 million Three months ended September 30, 2026; $6.777 million in 2025
Net income $10.908 million Three months ended September 30, 2026; $13.254 million in 2025
Cash provided by operating activities $29.173 million Nine months ended September 30, 2026; $39.502 million in 2025
Solar asset impairment charges $12.0 million Nine months ended September 30, 2026
Past-due MLMC customer receivables $8.8 million As of September 30, 2026
Excess availability under revolving credit facility $58.7 million As of September 30, 2026
units-of-production method technical
"changed its depreciation method ... to the units-of-production method"
variable interest entity financial
"meet the definition of a variable interest entity"
A variable interest entity (VIE) is a company structure where one party controls another company’s operations and economic outcomes through contracts or special arrangements instead of owning a majority of its voting shares. For investors, VIEs matter because the controlling party’s financial results, debts and risks can appear in the controller’s reports even though ownership looks separate, so understanding VIEs helps assess true exposure, governance limits and transparency—like spotting a puppet controlled by strings rather than direct ownership.
Level 3 measurement financial
"classified as a Level 3 measurement within the fair value hierarchy"
make-whole amount financial
"pay a make-whole amount to Coyote Creek’s third-party lenders"
A make-whole amount is the cash payment a borrower must give investors when it pays off a bond or loan early, designed to compensate them for lost future interest. Think of it like an early-termination fee that equals the current value of the remaining scheduled payments (often calculated using a set interest rate) so investors are put “made whole”; it matters because it changes how costly early refinancing is and affects bond values and investor returns.
non-participating royalty interest financial
"Non-Participating Royalty Interest (NPRI)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much availability did NC have under its revolving credit facility?
NC had $58.7 million of excess availability as of September 30, 2026. The facility is a $200.0 million secured revolving line of credit, and the availability figure reflects a reduction for $35.8 million of outstanding letters of credit.

Does NC have a stock repurchase program?
NC's 2025 Stock Repurchase Program permits purchases of up to $20.0 million of outstanding Class A common stock through December 31, 2027. NC reported no repurchases in the three or nine months ended September 30, 2026.

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

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 _______________________________________________________________________________________________________________________________________________________________________________________________________
FORM 10-Q
(Mark One)
☑QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period endedSeptember 30, 2026
OR
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission file number 1-9172
NACCO INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
Delaware34-1505819
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
22901 Millcreek Blvd.
Suite 600
Cleveland, Ohio44122
(Address of principal executive offices)(Zip code)
(440)229-5151
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
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, $1 par value per shareNCNew York Stock Exchange
Class A Common Stock, $1 par value per shareNCNYSE Texas
Class B Common Stock is not publicly listed for trade on any exchange or market system; however, Class B Common Stock is convertible into Class A Common Stock on a share-for-share basis.
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes þ No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act
Large accelerated filer ☐Accelerated Filer☑Non-accelerated filer ☐Smaller reporting company ☑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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No þ
Number of shares of Class A Common Stock outstanding at October 30, 2026: 5,984,941
Number of shares of Class B Common Stock outstanding at October 30, 2026: 1,561,754


NACCO INDUSTRIES, INC.
TABLE OF CONTENTS
Page Number
Part I.
FINANCIAL INFORMATION
Item 1
Financial Statements
Unaudited Condensed Consolidated Balance Sheets
2
Unaudited Condensed Consolidated Statements of Operations
3
Unaudited Condensed Consolidated Statements of Comprehensive Income
4
Unaudited Condensed Consolidated Statements of Cash Flows
5
Unaudited Condensed Consolidated Statements of Changes in Equity
6
Notes to Unaudited Condensed Consolidated Financial Statements
7
Item 2
Management's Discussion and Analysis of Financial Condition and Results of Operations
19
Item 3
Quantitative and Qualitative Disclosures About Market Risk
31
Item 4
Controls and Procedures
31
Part II.
OTHER INFORMATION
Item 1
Legal Proceedings
32
Item 1A
Risk Factors
32
Item 2
Unregistered Sales of Equity Securities and Use of Proceeds
33
Item 3
Defaults Upon Senior Securities
33
Item 4
Mine Safety Disclosures
34
Item 5
Other Information
34
Item 6
Exhibits
34
Exhibit Index
34
Signatures
35

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Part I
FINANCIAL INFORMATION
Item 1. Financial Statements

NACCO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
SEPTEMBER 30
2026		DECEMBER 31
2025
(In thousands, except share data)
ASSETS
Cash and cash equivalents$56,522 $49,708 
Trade accounts receivable57,355 42,921 
Oil and natural gas receivables8,719 7,978 
Accounts receivable from affiliates10,885 6,906 
Prepaid profit sharing12,534 11,529 
Inventories62,621 63,648 
Assets held for sale20,274 12,774 
Prepaid insurance8,318 5,546 
Other current assets21,711 13,882 
Total current assets258,939 214,892 
Property, plant and equipment, net294,025 287,546 
Intangibles, net4,215 4,725 
Mining supplies inventory37,816 34,795 
Deferred income taxes12,547 14,001 
Investments in unconsolidated subsidiaries810 14,750 
Operating lease right-of-use assets8,245 9,595 
Equity securities18,970 17,696 
Equity method investment in Eiger Resources31,414 33,723 
Other non-current assets41,106 29,505 
Total assets$708,087 $661,228 
LIABILITIES AND EQUITY
Accounts payable$35,843 $16,060 
Accounts payable to affiliates783 678 
Current maturities of long-term debt8,229 9,080 
Asset retirement obligations8,017 8,185 
Accrued payroll17,224 19,863 
Excess funding liability— 5,450 
Other current liabilities11,972 10,299 
Total current liabilities82,068 69,615 
Long-term debt11,114 16,815 
Long-term revolving credit agreements105,500 75,000 
Operating lease liabilities6,867 7,950 
Asset retirement obligations30,609 39,516 
Retirement benefit plans4,669 4,558 
Deferred revenue13,888 10,593 
Other long-term liabilities7,991 7,938 
Total liabilities262,706 231,985 
Stockholders' equity
Common stock:
Class A, par value $1 per share, 5,992,277 shares outstanding (December 31, 2025 - 5,864,134 shares outstanding)
5,992 5,864 
Class B, par value $1 per share, convertible into Class A on a one-for-one basis, 1,561,820 shares outstanding (December 31, 2025 - 1,562,963 shares outstanding)
1,562 1,563 
Capital in excess of par value45,375 42,427 
Retained earnings394,048 381,130 
Accumulated other comprehensive loss(1,596)(1,741)
Total stockholders' equity445,381 429,243 
Total liabilities and equity$708,087 $661,228 

See notes to Unaudited Condensed Consolidated Financial Statements.
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NACCO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

THREE MONTHS ENDEDNINE MONTHS ENDED
SEPTEMBER 30SEPTEMBER 30
2026202520262025
(In thousands, except per share data)
Revenues$80,494 $76,614 $215,579 $210,420 
Cost of sales68,711 66,643 174,303 183,975 
Gross profit11,783 9,971 41,276 26,445 
Earnings of unconsolidated operations20,007 16,494 50,742 45,618 
Operating expenses
Selling, general and administrative expenses19,006 19,549 57,955 57,190 
Amortization of intangible assets164 167 511 574 
(Gain) loss on sale of assets
(12)(28)187 (109)
    Solar asset impairment charges— — 11,984 — 
    Solar curtailment costs3,375 — 3,375 — 
22,533 19,688 74,012 57,655 
Operating profit9,257 6,777 18,006 14,408 
Other (income) expense
Interest expense2,197 1,087 5,475 4,805 
Interest income(687)(708)(1,915)(2,343)
Closed mine obligations497 478 1,431 1,454 
(Gain) loss on equity securities(497)(284)(1,810)237 
  Gain on settlements of excess funding liabilities(4,475)— (4,475)(3,590)
Other, net(314)247 110 767 
(3,279)820 (1,184)1,330 
Income before income tax provision (benefit)12,536 5,957 19,190 13,078 
Income tax provision (benefit)1,628 (7,297)409 (8,336)
Net income$10,908 $13,254 $18,781 $21,414 
Earnings per share:
Basic earnings per share$1.44 $1.78 $2.50 $2.89 
Diluted earnings per share$1.44 $1.78 $2.49 $2.87 
Basic weighted average shares outstanding7,549 7,454 7,520 7,415 
Diluted weighted average shares outstanding7,549 7,454 7,548 7,449 

See notes to Unaudited Condensed Consolidated Financial Statements.
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NACCO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

THREE MONTHS ENDEDNINE MONTHS ENDED
SEPTEMBER 30SEPTEMBER 30
2026202520262025
(In thousands)
Net income$10,908 $13,254 $18,781 $21,414 
Reclassification of pension and postretirement adjustments into earnings, net of $15 and $44 tax benefit in the three and nine months ended September 30, 2026, respectively, and net of $32 and $97 tax benefit in the three and nine months ended September 30, 2025, respectively.
50 109 145 326 
Total other comprehensive income 50 109 145 326 
Comprehensive income$10,958 $13,363 $18,926 $21,740 

See notes to Unaudited Condensed Consolidated Financial Statements.


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NACCO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED
SEPTEMBER 30
20262025
(In thousands)
Operating activities
Net cash provided by operating activities $29,173 $39,502 
Investing activities
Expenditures for property, plant and equipment and acquisition of mineral interests (44,273)(34,342)
Proceeds from the sale of assets42 392 
Contributions to equity method investment(2,733)— 
Return of equity method investments6,548 — 
Other(28)1,140 
Net cash used for investing activities (40,444)(32,810)
Financing activities
Net additions (reductions) to revolving credit agreement30,500 (20,000)
Reductions to long-term debt(3,543)(3,489)
(Reductions) additions to note payable to affiliate(3,009)2,768 
Cash dividends paid(5,863)(5,452)
Purchase of treasury shares— (695)
Net cash provided by (used for) financing activities 18,085 (26,868)
Cash and cash equivalents
Total increase (decrease) for the period6,814 (20,176)
Balance at the beginning of the period49,708 72,833 
Balance at the end of the period$56,522 $52,657 
See notes to Unaudited Condensed Consolidated Financial Statements.
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NACCO INDUSTRIES, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Class A Common StockClass B Common StockCapital in Excess of Par ValueRetained EarningsAccumulated Other Comprehensive Income (Loss)Total Stockholders' Equity
(In thousands, except per share data)
Balance, January 1, 2025$5,730 $1,566 $34,340 $373,363 $(10,052)$404,947 
Stock-based compensation169 — 1,378 — — 1,547 
 Purchase of treasury shares(22)— — (673)— (695)
Net income— — — 4,900 — 4,900 
Cash dividends on Class A and Class B common stock: $0.2275 per share
— — — (1,691)— (1,691)
Reclassification adjustment to net income, net of tax— — — — 109 109 
Balance, March 31, 2025$5,877 $1,566 $35,718 $375,899 $(9,943)$409,117 
Stock-based compensation
9 — 2,505 — — 2,514 
Conversion of Class B to Class A shares2 (2)— — — — 
Net income
— — — 3,260 — 3,260 
Cash dividends on Class A and Class B common stock: $0.2525 per share
— — — (1,879)— (1,879)
Reclassification adjustment to net income, net of tax
— — — — 108 108 
Balance, June 30, 2025$5,888 $1,564 $38,223 $377,280 $(9,835)$413,120 
Stock-based compensation8 — 1,793 — — 1,801 
Net income
— — — 13,254 — 13,254 
Cash dividends on Class A and Class B common stock: $0.2525 per share
— — — (1,882)— (1,882)
Reclassification adjustment to net income, net of tax— — — — 109 109 
Balance, September 30, 2025$5,896 $1,564 $40,016 $388,652 $(9,726)$426,402 
Balance, January 1, 2026$5,864 $1,563 $42,427 $381,130 $(1,741)$429,243 
Stock-based compensation114 — 773 — — 887 
Net income— — — 8,836 — 8,836 
Cash dividends on Class A and Class B common stock: $0.2525 per share
— — — (1,903)— (1,903)
Reclassification adjustment to net income, net of tax— — — — 48 48 
Balance, March 31, 2026$5,978 $1,563 $43,200 $388,063 $(1,693)$437,111 
Stock-based compensation
6 — 1,916 — — 1,922 
  Conversion of Class B to Class A shares1 (1)— 
Net loss— — — (963)— (963)
Cash dividends on Class A and Class B common stock: $0.2625 per share
— — — (1,979)— (1,979)
Reclassification adjustment to net income, net of tax
— — — — 47 47 
Balance, June 30, 2026$5,985 $1,562 $45,116 $385,121 $(1,646)$436,138 
Stock-based compensation7 — 259 — — 266 
Net income— — — 10,908 — 10,908 
Cash dividends on Class A and Class B common stock: $0.2625 per share
— — — (1,981)— (1,981)
Reclassification adjustment to net income, net of tax— — — — 50 50 
Balance, September 30, 2026$5,992 $1,562 $45,375 $394,048 $(1,596)$445,381 

See notes to Unaudited Condensed Consolidated Financial Statements.

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NACCO INDUSTRIES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2026
(In thousands, except as noted and per share amounts)

NOTE 1—Nature of Operations and Basis of Presentation

The accompanying Unaudited Condensed Consolidated Financial Statements include the accounts of NACCO Industries, Inc.® (NACCO) and its wholly owned subsidiary, NACCO Natural Resources Corporation® (NACCO Natural Resources and with NACCO collectively, the Company, we, our or us). NACCO Natural Resources brings natural resources to life by delivering aggregates, minerals, reliable fuels and environmental solutions through our robust portfolio of businesses. We operate under three reportable business segments: Utility Coal Mining, Contract Mining and Minerals and Royalties. The Utility Coal Mining segment, operated by North American Coal®, manages surface coal mines that are exclusive, long-term fuel providers for power generation companies. The Contract Mining segment, operated by North American Mining®, is a leading provider of a broad range of specialized, long-term contract mining services. The Minerals and Royalties segment, which includes the Catapult Mineral Partners® (Catapult) business, acquires and promotes the development of mineral and royalty interests and other related investments.

In addition to the reportable segments discussed above, we also operate other businesses that are not currently reported as separate segments. These businesses complement our existing operations and support our long-term growth objectives. This primarily includes Mitigation Resources of North America® (Mitigation Resources), which provides natural resource restoration and reclamation services that include stream and wetland mitigation solutions.

We also have items not directly attributable to an operating segment. These items primarily include administrative costs related to public company reporting requirements, including management and board compensation, the financial results of developing businesses and Bellaire Corporation (Bellaire). Bellaire manages long-term liabilities related to former Eastern U.S. underground mining activities.

See Note 8 for further discussion of segment reporting. Our reportable segments are further described below:

Utility Coal Mining Segment
The Utility Coal Mining segment operates surface coal mines under exclusive, long-term contracts to supply 100% of the fuel requirements for adjacent power plants and a synfuels plant. Each mine is fully integrated with the operation of these facilities.

During the three and nine months ended September 30, 2026, the Utility Coal Mining segment's operating coal mines were: The Coteau Properties Company (Coteau), Coyote Creek Mining Company, LLC (Coyote Creek), The Falkirk Mining Company (Falkirk) and Mississippi Lignite Mining Company (MLMC). Coteau, Falkirk and Coyote Creek are in North Dakota and MLMC is in Mississippi. Each of these mines produce lignite coal. MLMC’s coal supply contract contains a take or pay provision; however, the customer's financial condition has adversely affected the collectability of such claims, and there can be no assurance that such amounts will be collected in the future. All other coal supply contracts are requirements contracts. Certain coal supply contracts can be terminated early, which would result in a reduction to future earnings.

The MLMC contract is the only coal supply contract in which we are responsible for all operating costs, capital requirements and final mine reclamation; therefore, MLMC is consolidated within our financial statements. MLMC sells coal to its customer at a contractually agreed-upon price which adjusts monthly, primarily based on changes in the level of established indices which reflect general U.S. inflation rates and includes adjustments for coal quality and certain reimbursable costs. Profitability at MLMC is affected by customer demand for coal, changes in the contractually determined sales price and actual costs incurred. MLMC's customer operates the Red Hills Power Plant, which supplies electricity to the Tennessee Valley Authority (TVA) under a long-term power purchase agreement. MLMC’s contract with its customer runs through April 1, 2032. Current mine area reserves are sufficient to meet contractual requirements through the 2032 contract term. TVA’s power portfolio includes coal, nuclear, hydroelectric, natural gas and renewables. The decision regarding which power plants to dispatch is determined by TVA. As a significant portion of MLMC’s costs are fixed, reduction in dispatch, reduced mechanical availability or other operational issues at the Red Hills Power Plant could adversely affect coal demand, customer liquidity and the collectability of amounts due under the contract and materially reduce operating results at MLMC.

The Sabine Mining Company (Sabine) operated the Sabine Mine in Texas. All production from Sabine was delivered to Southwestern Electric Power Company's (SWEPCO) Henry W. Pirkey Plant until its retirement in 2023. At that time, SWEPCO exercised an option agreement to purchase Sabine. In connection with this option agreement, the Company assumed responsibility for the administration and payment of approximately $5.5 million of Sabine employee-related obligations, which
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are recorded within Accounts payable on the Unaudited Condensed Consolidated Balance Sheets as of September 30, 2026. Cash was received from SWEPCO related to these obligations and any differences between estimated and actual payments will be settled between the parties. SWEPCO acquired all of Sabine's capital stock and assumed reclamation activities effective October 1, 2026.

At Coteau, Coyote Creek and Falkirk, we are paid a management fee per ton of coal or heating unit (MMBtu) delivered. Each contract specifies the indices and mechanics by which fees change over time, generally in line with broad measures of U.S. inflation. Our customers are responsible for funding all mine operating costs, including final mine reclamation, and directly or indirectly providing all of the capital required to build and operate the mine. This contract structure eliminates exposure to spot coal market price fluctuations while providing predictable income and cash flow with minimal capital investment. Other than at Coyote Creek, debt financing provided by or supported by the customers is without recourse to us. See Note 6 for further discussion of Coyote Creek's guarantees.

Coteau, Coyote Creek, and Falkirk each meet the definition of a variable interest entity (VIE). In each case, NACCO is not the primary beneficiary of the VIE as we do not exercise financial control; therefore, we do not consolidate the results of these operations within our financial statements. Instead, these contracts are accounted for as equity method investments. We regularly evaluate if there are reconsideration events which could change our conclusion as to whether these entities meet the definition of a VIE and the determination of the primary beneficiary. The income before income taxes associated with these VIEs is reported as Earnings of unconsolidated operations on the Unaudited Condensed Consolidated Statements of Operations and our investment is reported on the line Investments in unconsolidated subsidiaries in the Unaudited Condensed Consolidated Balance Sheets. The mines that meet the definition of a VIE are referred to collectively as the Unconsolidated Subsidiaries. For tax purposes, the Unconsolidated Subsidiaries are included within our consolidated U.S. tax return; therefore, the Income tax provision line on the Unaudited Condensed Consolidated Statements of Operations includes income taxes related to these entities. See Note 6 for further information on the Unconsolidated Subsidiaries.

We perform contemporaneous reclamation activities at each mine in the normal course of operations. Under all of the Unconsolidated Subsidiaries’ contracts, the customer has the obligation to fund final mine reclamation activities. Under certain contracts, the Unconsolidated Subsidiary holds the mine permit and is therefore responsible for final mine reclamation activities. To the extent the Unconsolidated Subsidiary performs such final reclamation, it is compensated for providing those services in addition to receiving reimbursement from customers for costs incurred.

Contract Mining Segment
The Contract Mining segment provides value-added contract mining and other services for producers of industrial minerals and products and other customers. The segment is a platform for our growth and diversification of mining activities outside of the thermal coal industry. Contract Mining provides contract mining services for independently owned mines, quarries and construction projects, creating value for our customers by performing the mining aspects of our customers’ operations. This allows customers to focus on their areas of expertise: materials handling and processing, product sales and distribution. As of September 30, 2026, the segment operates at quarries in Florida, Arkansas and Nebraska and began operations at a quarry in Arizona during the fourth quarter of 2026. During the nine months ended September 30, 2026, the segment began providing dragline services as part of a U.S. Army Corps of Engineers construction project in Palm Beach County, Florida.

Also, Contract Mining's subsidiary, Sawtooth, is the exclusive provider of comprehensive mining services for the Thacker Pass lithium project in Humboldt County, Nevada. Thacker Pass is owned by a joint venture between Lithium Americas Corp. and General Motors Holdings LLC. The U.S. Department of Energy holds warrants to purchase five percent non-voting, non-transferable equity in this joint venture. Lithium Americas Corp. is targeting mechanical completion of Thacker Pass Phase 1 in late 2027, with ramp-up to commercial production through 2028. The contract requires reimbursement for costs of mining, capital expenditures and mine closure. Sawtooth will recognize a contractually agreed upon production fee once the mine is operating. In addition to providing comprehensive mining services, Sawtooth is currently assisting with certain construction services and will transport clay tailings once lithium production commences.

Minerals and Royalties Segment
The Minerals and Royalties segment derives income primarily by leasing our royalty and mineral interests to third-party exploration and production companies, and, to a lesser extent, other mining companies, granting them the rights to explore, develop, mine, produce, market and sell gas, oil, and coal in exchange for royalty payments based on the lessees' sales of those minerals.

The Minerals and Royalties segment owns royalty interests, mineral interests, non-participating royalty interests and overriding royalty interests (collectively mineral and royalty interests).

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•Royalty Interest. Royalty interests generally result when the owner of a mineral interest leases the underlying minerals to an exploration and production company pursuant to an oil and gas lease. Typically, the resulting royalty interest is a cost-free percentage of production revenues for minerals extracted from the acreage. A holder of royalty interests is generally not responsible for capital expenditures or lease operating expenses, but royalty interests may be calculated net of post-production expenses. Royalty interests leased to producers expire upon the expiration of the oil and gas lease and revert to the mineral owner.

•Mineral Interest. Mineral interests are perpetual rights of the owner to explore, develop, exploit, mine and/or produce any or all of the minerals lying below the surface of the property. The holder of a mineral interest has the right to lease the minerals to an exploration and production company. Upon the execution of an oil and gas lease, the lessee (the exploration and production company) becomes the working interest owner and the lessor (the mineral interest owner) has a royalty interest.

•Non-Participating Royalty Interest (NPRI). NPRI is an interest in oil and gas production which is created from the mineral estate. The NPRI is expense-free, bearing no operational costs of production. The term non-participating indicates that the interest owner does not share in the bonus, rentals from a lease, nor the right to participate in the execution of oil and gas leases. The NPRI owner does, however, typically receive royalty payments.

•Overriding Royalty Interest (ORRI). ORRIs are created by carving out the right to receive royalties from a working interest. Like royalty interests, ORRIs do not confer an obligation to make capital expenditures or pay for lease operating expenses and have limited environmental liability; however, ORRIs may be calculated net of post-production expenses, depending on how the ORRI is structured. ORRIs that are carved out of working interests are linked to the same underlying oil and gas lease that created the working interest, and therefore, such ORRIs are typically subject to expiration upon the expiration or termination of the oil and gas lease.

We may own more than one type of mineral and royalty interest in the same tract of land. For example, where we own an ORRI in a lease on the same tract of land in which we own a mineral interest, the ORRI in that tract will relate to the same gross acres as the mineral interest in that tract.

We also maintain an Equity investment in Eiger Resources, a private company that holds operated and non-operated working interests in oil and natural gas assets in the Kansas and the Oklahoma portion of the Hugoton basin. See Note 7 for further information on Eiger Resources.

Other Items: During the three and nine months ended September 30, 2026, the Company recognized $3.4 million expense in Unallocated Items related to the termination of a power purchase agreement associated with a solar development project. The expense is included on the line Solar curtailment costs on the Unaudited Condensed Consolidated Statements of Operations. As of September 30, 2026, the obligation is included within Accounts payable on the Unaudited Condensed Consolidated Balance Sheets. In October 2026, the counterparty drew on the related letter of credit, which satisfied the obligation and increased outstanding borrowings under the Company's revolving credit facility. The $3.4 million power purchase agreement termination cost was contemplated within the approximately $7 million of potential curtailment costs disclosed in the Company’s Second Quarter 2026 Form 10-Q.

The Company continues to evaluate strategic alternatives for its solar development projects, including project sales, contract amendments and other transactions intended to monetize project value.The Company’s current strategy is to seek to transfer ownership of, or otherwise monetize, the projects rather than advance them into construction. The Company may incur additional costs associated with maintaining project rights, interconnection agreements and other contractual obligations while pursuing these alternatives. The amount and timing of any such costs will depend on the outcome and timing of ongoing discussions with counterparties and the Company's efforts to transfer ownership of, or otherwise monetize, the projects. Accordingly, the amount or range of additional costs cannot currently be reasonably estimated.

During the three and nine months ended September 30, 2026, the Company and SWEPCO agreed to settle the excess funds from the Sabine Defined Benefit Plan. Under the settlement agreement, the Company assumed $2.5 million in Sabine-related medical, COBRA and post-retirement healthcare obligations for the $7.0 million of excess funds from the terminated Sabine Defined Benefit Plan, resulting in a gain of $4.5 million. During the nine months ended September 30, 2025, NACCO and Falkirk’s former customer agreed to settle the excess funds from the Falkirk Defined Benefit Plan. Under the settlement agreement, the Company paid $10.9 million for the $14.5 million of excess funds from the terminated Falkirk Defined Benefit Plan, resulting in a $3.6 million gain. These gains are recorded on the line Gain on settlements of excess funding liabilities on the Unaudited Condensed Consolidated Statements of Operations. All excess funds were transferred to the NACCO 401(k)
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plan, a qualified replacement plan, and are being utilized to offset profit sharing contributions to 401(k) plan participants. See Note 5 for further discussion of these funds.

Effective January 1, 2026, the Company’s Contract Mining segment changed its depreciation method for certain assets (primarily draglines and other large mining equipment) from the straight-line method to the units-of-production method. The units-of-production method is based on the total tons expected to be mined by these assets over their estimated useful lives. Management believes the new method is preferable as it more closely matches the pattern in which the assets’ future economic benefits are expected to be consumed. The Company determined that the change in depreciation method is considered a change in accounting estimate affected by a change in accounting principle. Accordingly, this change was applied prospectively.

The effect of the change to the units of production method resulted in a reduction of $0.9 million and $2.4 million in depreciation expense during the three and nine months ended September 30, 2026, respectively. The Contract Mining segment’s total cost basis of machinery subject to the units of production method was $113.0 million as of September 30, 2026. Straight-line depreciation continues to be applied to other classes of assets where usage is time-based rather than activity-based.

As of September 30, 2026 and December 31, 2025, we had $20.3 million and $12.8 million, respectively, classified as Assets held for sale on the Unaudited Condensed Consolidated Balance Sheets. As of September 30, 2026, Assets held for sale consists of two draglines not in use in the Contract Mining segment as well as an office building in North Dakota and land in Texas and Tennessee within Unallocated Items.

Accounting Standards Not Yet Adopted: In November 2024, the FASB issued ASU No. 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40) (ASU 2024-03), which requires entities to disclose disaggregated information about certain income statement expense line items in the notes to their financial statements on an annual and interim basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, with early adoption permitted. We are currently in the process of evaluating the impact of this ASU on our Financial Statements and related disclosures.

In May 2026, the FASB issued Accounting Standards Update ASU No. 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818) (ASU 2026-02), which establishes recognition, measurement, presentation and disclosure requirements for environmental credits and related environmental credit obligations. The guidance is effective for public business entities for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods, with early adoption permitted. We are currently in the process of evaluating the impact of this ASU on our Financial Statements and related disclosures.

Basis of Presentation: These financial statements have been prepared in accordance with U.S. generally accepted accounting principles (U.S. GAAP) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of our financial position at September 30, 2026, the results of our operations, comprehensive income, cash flows and changes in equity for the nine months ended September 30, 2026 and 2025 have been included. These Unaudited Condensed Consolidated Financial Statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2025.

The balance sheet at December 31, 2025 has been derived from the audited financial statements at that date but does not include all of the information or notes required by U.S. GAAP for complete financial statements.

Certain reclassifications have been made to the prior periods’ Unaudited Condensed Consolidated Financial Statements to conform to the current period's presentation.

NOTE 2—Revenue Recognition

Nature of Performance Obligations: At contract inception, we assess the goods and services promised in our contracts with customers and identify a performance obligation for each promised good or service that is distinct. To identify the performance obligations, we consider all of the goods or services promised in the contract regardless of whether they are explicitly stated or are implied by customary business practices.

Each mine or mine area has a contract with our respective customer that represents a contract under ASC 606. For our consolidated entities, our performance obligations vary by contract and consist of the following:

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At MLMC, each MMBtu delivered during the production period is considered a separate performance obligation. Revenue is recognized at the point in time that control of each MMBtu of lignite transfers to the customer. Fluctuations in revenue from period to period generally result from changes in customer demand.

In the Contract Mining segment, the management service to oversee the operation of the equipment, and delivery of aggregates or other minerals is the performance obligation accounted for as a series. Performance momentarily creates an asset that the customer simultaneously receives and consumes; therefore, control is transferred to the customer over time. Consistent with the conclusion that the customer simultaneously receives and consumes the benefits provided, an input-based measure of progress is appropriate. As each month of service is completed, revenue is recognized for the amount of actual costs incurred, plus the management fee or fixed fee and the general and administrative fee (as applicable). Fluctuations in revenue from period to period result from changes in customer demand primarily due to increases and decreases in activity levels on individual contracts and variances in reimbursable costs. Revenue from equipment sales and part sales is recognized upon transfer of control to the customer.

The Minerals and Royalties segment enters into contracts which grant the right to explore, develop, produce and sell minerals controlled by us. These arrangements result in the transfer of mineral rights for a period of time; however, no rights to the actual land are granted other than access for purposes of exploration, development, production and sales. The mineral rights revert back to us at the expiration of the contract.

Under these contracts, granting exclusive right, title, and interest in and to minerals, if any, is the performance obligation. The performance obligation under these contracts represents a series of distinct goods or services whereby each day of access that is provided is distinct. The transaction price consists of a variable sales-based royalty and, in certain arrangements, a fixed component in the form of an up-front lease bonus payment. As the amount of consideration we will ultimately be entitled to is entirely susceptible to factors outside of our control, the entire amount of variable consideration is constrained at contract inception. We believe that the pricing provisions of royalty contracts are customary in the industry.

Mitigation Resources provides natural resource restoration and reclamation services that include stream and wetland mitigation solutions. For restoration and reclamation services, the service contracts are generally structured as an agreement under which Mitigation Resources is reimbursed for all costs incurred plus a fixed fee. The services provided represent the performance obligation and are accounted for as a series. Performance momentarily creates an asset that the customer simultaneously receives and consumes; therefore, control is transferred to the customer as work is completed. Consistent with the conclusion that the customer simultaneously receives and consumes the benefits provided, an input-based measure of progress is appropriate. As each month of service is completed, revenue is recognized for the amount of actual costs incurred, plus the fixed fee. Fluctuations in revenue from period to period result from increases and decreases in activity levels of individual contracts and variances in reimbursable costs.

Mitigation Resources also generates and sells stream and wetland mitigation credits (known as mitigation banking). In mitigation banking, each mitigation credit sale is considered a separate performance obligation. Mitigation banks are regulated and approved by the U.S. Army Corps of Engineers and other federal, state and local agencies. Mitigation credits are released in phases over the life of the mitigation bank. Revenue is recognized at the point in time that control of each mitigation credit transfers to the customer. Fluctuations in revenue from period to period generally result from changes in timing of mitigation credit releases and/or customer demand.

Significant Judgments: The contracts with our customers in the Utility Coal Mining and Contract Mining segments contain different types of variable consideration including, but not limited to, management fees that adjust based on volumes or MMBtu delivered. However, the terms of these variable payments relate specifically to our efforts to satisfy one or more, but not all, of the performance obligations (or to a specific outcome from satisfying the performance obligations) in the contract. Therefore, we allocate each variable payment (and subsequent changes to that payment) entirely to the specific performance obligation to which it relates. Management fees, as well as general and administrative fees, are also adjusted based on changes in specified indices (e.g., CPI) to compensate for general inflation changes. Index adjustments, if applicable, are effective prospectively.

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In the Minerals and Royalties segment, we have the right to receive revenues from the sale of oil and natural gas through sales of the third-party lessees in which we own a mineral or royalty interest. Revenue is recognized at the point control of the product is transferred from the operator to the purchaser. Those purchasers remit payment to the operator and the operator, in turn, remits payment to us. Receivables from third-party lessees for which we did not receive actual production information, either due to timing delays or due to the unavailability of data at the time when revenues are recognized, are estimated using expected sales volumes and estimated prices. The difference between our estimates and the actual amounts received is recorded in the month that payment is received from the third-party lessee. We typically receive payment for oil and natural gas sales within 90 days of the month of delivery. For the three months ended September 30, 2026, the difference between our prior period pricing estimates and the actual amounts received from operators resulted in an unfavorable adjustment of $1.1 million. For the nine months ended September 30, 2026 and the three and nine months ended September 30, 2025, differences between our estimates and the actual amounts received from operators were immaterial.

Cost Reimbursement: Certain contracts include reimbursement from customers of actual costs incurred for the purchase of supplies, equipment and services in accordance with contractual terms. Such reimbursable revenue is variable and subject to uncertainty, as the amounts received and timing thereof are highly dependent on factors outside of our control. Accordingly, reimbursable revenue is fully constrained and not recognized until the uncertainty is resolved, which typically occurs when the related costs are incurred on behalf of a customer. We are considered a principal in such transactions and record the associated revenue at the gross amount billed to the customer with the related costs recorded as an expense within cost of sales.

At the Thacker Pass lithium project, in addition to management fee income, the customer will reimburse Sawtooth for certain capital expenditures. Sawtooth will recognize revenue over the estimated useful life of the asset on a straight-line basis as the performance obligation is satisfied over time. In prior years, the customer received a $3.5 million advance from Sawtooth, which is included in the long-term contract asset. The customer will pay a $4.7 million success fee to Sawtooth if commercial mining milestones are met, at which time Sawtooth will recognize the revenue for the difference between the success fee and the amount advanced. If commercial mining milestones are not met, the customer will only repay the $3.5 million advance.

Prior Period Performance Obligations: As discussed above, we record royalty income in the month production is delivered to the purchaser. The expected sales volumes and estimated prices for these properties are estimated and recorded in Oil and natural gas receivable in the Unaudited Condensed Consolidated Balance Sheets. During the three and nine months ended September 30, 2026 and the three months ended September 30, 2025, royalty income recognized in the reporting period relating to production satisfied in prior periods was immaterial. During the nine months ended September 30, 2025, royalty income recognized in the reporting period relating to production volumes for prior periods was $1.5 million.

Disaggregation of Revenue: In accordance with ASC 606-10-50, we disaggregate revenue from contracts with customers into major goods and service lines and timing of transfer of goods and services. We determined that disaggregating revenue into these categories achieves the disclosure objective of depicting how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Our business consists of the Utility Coal Mining, Contract Mining and Minerals and Royalties segments as well as Unallocated Items. Revenue included in Unallocated Items is primarily related to Mitigation Resources. See Note 8 for further discussion of segment reporting.

The following table disaggregates revenue by major sources as of September 30:
THREE MONTHS ENDEDNINE MONTHS ENDED
SEPTEMBER 30SEPTEMBER 30
2026202520262025
Timing of Revenue Recognition
Transferred at a point in time
$26,630 $20,125 $68,292 $70,451 
Transferred over time
53,864 56,489 147,287 139,969 
Total revenues$80,494 $76,614 $215,579 $210,420 

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Contract Balances: The opening and closing balances of our current and long-term contract assets and liabilities and receivables are as follows:
Contract balances
Trade accounts receivableContract asset (current)Contract asset
(long-term)		Contract liability (current)Contract liability (long-term)
Balance at January 1, 2026
$42,921 $382 $3,500 $1,358 $10,593 
Balance at September 30, 2026
57,355 473 3,500 2,520 13,888 
Increase (decrease)$14,434 $91 $— $1,162 $3,295 

We expect to recognize $0.9 million in the remainder of 2026, $1.9 million in 2027, $1.3 million in 2028, $0.2 million in 2029 and 2030, and $11.9 million thereafter related to the contract liability remaining at September 30, 2026. The difference between the opening and closing amounts of our contract balances results from the timing difference between our performance and the customer’s payment.

We have no contract assets recognized from the costs to obtain or fulfill a contract with a customer.

NOTE 3—Inventories

Inventories are summarized as follows:
SEPTEMBER 30
2026		DECEMBER 31
2025
Coal
$25,317 $24,585 
Mining supplies75,120 73,858 
 Total inventories$100,437 $98,443 

We recorded inventory impairment charges of $0.9 million during the three and nine months ended September 30, 2026 and $2.7 million and $7.0 million during the three and nine months ended September 30, 2025, respectively. The inventory impairment charges are in the Cost of sales line in the accompanying Unaudited Condensed Consolidated Statements of Operations as mining costs exceeded the net realizable value of coal inventory at MLMC.

Mining supplies inventory consists primarily of critical spare parts to support Contract Mining’s dragline operations and other general supplies used in day-to-day operations. Mining supplies inventory not expected to be utilized within the next 12 months is classified as long-term on the Unaudited Condensed Consolidated Balance Sheets.

NOTE 4—Stockholders' Equity

Stock Repurchase Program: On November 18, 2025, our Board of Directors approved a stock purchase program (2025 Stock Repurchase Program) providing for the purchase of up to $20.0 million of our outstanding Class A common stock through December 31, 2027. NACCO's previous repurchase program would have expired on December 31, 2025 but was terminated and replaced by the 2025 Stock Repurchase Program. During the three months ended September 30, 2026 and 2025, and the nine months ended September 30, 2026, there were no stock repurchases. During the nine months ended September 30, 2025, we repurchased 22,198 shares of Class A common stock for an aggregate purchase price of $0.7 million.

The timing and amount of any repurchases under the 2025 Stock Repurchase Program are determined at the discretion of our management based on a number of factors, including the availability of capital, other capital allocation alternatives, market conditions for our Class A common stock and other legal and contractual restrictions. The 2025 Stock Repurchase Program does not require us to acquire any specific number of shares and may be modified, suspended, extended or terminated by us without prior notice and may be executed through open market purchases, privately negotiated transactions or otherwise. All or part of the repurchases under the 2025 Stock Repurchase Program may be implemented under a Rule 10b5-1 trading plan, which would allow repurchases under pre-set terms at times when we might otherwise be restricted from doing so under applicable securities laws.

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NOTE 5—Fair Value Disclosure

Recurring Fair Value Measurements: The following table presents our assets accounted for at fair value on a recurring basis:
Fair Value Measurements at Reporting Date Using
Quoted Prices inSignificant
Active Markets forSignificant OtherUnobservable
Identical AssetsObservable InputsInputs
DescriptionDate(Level 1)(Level 2)(Level 3)
September 30, 2026
Assets:
Equity securities$18,970 $18,970 $— $— 
Money market funds
15,584 15,584 — — 
$34,554 $34,554 $— $— 
December 31, 2025
Assets:
Equity securities$17,696 $17,696 $— $— 
Money market funds
14,579 14,579 — — 
$32,275 $32,275 $— $— 

In a previous period, Bellaire established a $5.0 million Mine Water Treatment Trust, which is legally restricted for purposes of settling the Bellaire asset retirement obligation, to assure the long-term treatment of post-mining discharges. Bellaire's Mine Water Treatment Trust invests in equity securities that are reported at fair value based upon quoted market prices in active markets for identical assets; therefore, they are classified as Level 1 within the fair value hierarchy. The fair value of the Mine Water Treatment Trust was $13.7 million and $13.5 million at September 30, 2026 and December 31, 2025, respectively, and is recognized as a component of Equity securities in the Unaudited Condensed Consolidated Balance Sheets. We recognized a loss of less than $0.1 million and a gain of $0.8 million during the three and nine months ended September 30, 2026, respectively, and gains of $0.7 million and $1.2 million during the three and nine months ended September 30, 2025, respectively, related to the Mine Water Treatment Trust.

In a previous period, we invested $2.0 million in equity securities of a public company with a diversified portfolio of royalty producing mineral interests. The investment is reported at fair value based upon quoted market prices in active markets for identical assets; therefore, it is classified as Level 1 within the fair value hierarchy. The fair value of this investment was $5.3 million and $4.2 million at September 30, 2026 and December 31, 2025, respectively, and is recognized as a component of Equity securities in the Unaudited Condensed Consolidated Balance Sheets. We recognized gains of $0.5 million and $1.1 million during the three and nine months ended September 30, 2026, respectively, and losses of $0.4 million and $1.4 million during the three and nine months ended September 30, 2025, respectively, related to the investment in these equity securities.

The change in fair value of equity securities is reported on the line (Gain) loss on equity securities in the Other (income) expense section of the Unaudited Condensed Consolidated Statements of Operations.

During 2025 and 2026, excess funds from terminated defined benefit plans were invested in a money market fund and are being utilized to fund profit sharing contributions to eligible 401(k) plan participants. The current portion of $12.5 million is recorded on the line Prepaid profit sharing and the long-term portion of $3.1 million is recorded on the line Other non-current assets on the Unaudited Condensed Consolidated Balance Sheets as of September 30, 2026. The money market investment is reported at fair value based upon quoted market prices in active markets for identical assets; therefore, it is classified as Level 1 within the fair value hierarchy.

There were no transfers into or out of Levels 1, 2 or 3 during the nine months ended September 30, 2026 and 2025.

Nonrecurring Fair Value Measurements: During the nine months ended September 30, 2026, the Company recognized impairment charges related to certain solar development projects. The carrying value of these projects primarily consisted of an equity method investment, transformer deposits, site development costs and other project-related capitalized expenditures.

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Management identified events and circumstances indicating that the carrying amounts of certain solar development projects may not be recoverable, including changing market conditions, lower-than-expected projected monetization values, contractual pricing considerations and increased development and execution risks. Management concluded that the fair values of certain project assets and investments were below their carrying amounts. As a result, the Company recorded total asset impairment charges of $12.0 million in Unallocated Items. The impairment charges are reported on the line Solar asset impairment charges in the Unaudited Condensed Consolidated Statements of Operations. As of September 30, 2026, we have capitalized assets with a fair value of approximately $4.0 million associated with solar development projects.

The fair value measurements were classified as a Level 3 measurement within the fair value hierarchy because significant unobservable inputs were utilized in determining fair value. Observable market prices were not available due to the absence of an active market for the underlying projects and a lack of comparable market transactions. Significant assumptions considered by management included expected project timing, the probability and timing of anticipated tax credit monetization, potential recoverability of development expenditures and potential value associated with equipment and assignable contractual rights.

NOTE 6—Unconsolidated Subsidiaries

Each of our wholly owned Unconsolidated Subsidiaries, within the Utility Coal Mining and Contract Mining segments, meet the definition of a VIE. The Unconsolidated Subsidiaries are capitalized primarily with debt financing provided by or supported by their respective customers, and generally without recourse to us. Although we own 100% of the equity and manage the daily operations of the Unconsolidated Subsidiaries, we have determined that the equity capital provided by us is not sufficient to adequately finance the ongoing activities or absorb any expected losses without additional support from the customers. The customers have a controlling financial interest and have the power to direct the activities that most significantly affect the economic performance of the entities. As a result, we are not the primary beneficiary and therefore do not consolidate these entities' financial positions or results of operations. See Note 1 for a discussion of these entities.

The Investment in the unconsolidated subsidiaries and related tax positions totaled $0.8 million and $14.8 million at September 30, 2026 and December 31, 2025, respectively. The decrease during the first nine months of 2026 is due to intercompany tax settlements and distributions received from unconsolidated subsidiaries, partially offset by equity earnings recognized during the period. Our risk of loss relating to these entities is limited to our invested capital, which was $5.2 million and $6.7 million at September 30, 2026 and December 31, 2025, respectively. Earnings of Unconsolidated Subsidiaries were $15.8 million and $46.6 million during the three and nine months ended September 30, 2026, respectively, and $15.4 million and $43.7 million during the three and nine months ended September 30, 2025, respectively.

NACCO Natural Resources is a party to certain guarantees related to Coyote Creek. Under certain circumstances of default or termination of Coyote Creek’s Lignite Sales Agreement (LSA), NACCO Natural Resources would be obligated to pay a make-whole amount to Coyote Creek’s third-party lenders. The make-whole amount is based on the excess, if any, of the discounted value of the remaining scheduled debt payments over the principal amount. In addition, in the event Coyote Creek’s LSA is terminated by Coyote Creek’s customers, NACCO Natural Resources is obligated to purchase Coyote Creek’s dragline and rolling stock for the then net book value of those assets. To date, no payments have been required from NACCO Natural Resources since the inception of these guarantees. We believe that the likelihood NACCO Natural Resources would be required to perform under the guarantees is remote, and no amounts related to these guarantees have been recorded.

NOTE 7—Eiger Resources

As of September 30, 2026 and December 31, 2025, the Minerals and Royalties segment held an equity investment of $31.4 million and $33.7 million, respectively, in Eiger Resources, which holds operated and non-operated working interests in oil and natural gas assets in the Kansas and the Oklahoma portion of the Hugoton basin. Eiger Resources meets the definition of a VIE. As we own less than 20%, NACCO does not exercise financial control and is not the primary beneficiary of the VIE; therefore, we do not consolidate the results of these operations within our financial statements. Instead, this investment is accounted for using the equity method. Our investment is reported on the line Equity method investment in Eiger Resources in the Unaudited Condensed Consolidated Balance Sheets. The Minerals and Royalties segment records its share of earnings as Earnings of unconsolidated operations on the Unaudited Condensed Consolidated Statements of Operations. We recorded our share of earnings of $4.3 million and $4.2 million during the three and nine months ended September 30, 2026, respectively, and $1.1 million and $1.9 million during the three and nine months ended September 30, 2025, respectively. Due to the timing and availability of financial information, earnings or losses from this investment are recorded on a one quarter lag.

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Changes in the Eiger Resources equity method investment balance are summarized as follows:

Balance at January 1, 2026
$33,723 
Share of earnings4,156 
Distributions received
(6,465)
Balance at September 30, 2026
$31,414 

NOTE 8—Business Segments

Our operating segments are: (i) Utility Coal Mining, (ii) Contract Mining and (iii) Minerals and Royalties. We determine our reportable segments by first identifying our operating segments, and then by assessing whether any components of these segments constitute a business for which discrete financial information is available and where segment management regularly reviews the operating results of that component. Our President and Chief Executive Officer, who is the Chief Operating Decision Maker (CODM), utilizes Operating profit (loss) to evaluate segment performance and allocate resources. Our CODM considers actual, budgeted and forecasted Operating profit (loss) from operations on a monthly basis for evaluating the performance of each segment and making decisions about allocating capital and other resources to each segment.

All financial statement line items below operating profit (other income, including interest expense and interest income, the provision (benefit) for income taxes and net income) are presented and discussed within this Form 10-Q on a consolidated basis.

See Note 1 for a discussion of our reportable segments. All current operations reside in the U.S.



























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The following table provides segment financial information and a reconciliation of segment results to consolidated results:
THREE MONTHS ENDEDNINE MONTHS ENDED
SEPTEMBER 30SEPTEMBER 30
2026202520262025
Revenues
Utility Coal Mining$20,766 $19,654 $58,934 $67,519 
Contract Mining48,254 45,611 117,812 107,860 
Minerals and Royalties6,133 9,313 26,296 27,483 
Total Reportable Segments$75,153 $74,578 $203,042 $202,862 
Unallocated Items5,975 2,958 15,239 9,581 
Eliminations(634)(922)(2,702)(2,023)
Total$80,494 $76,614 $215,579 $210,420 
Cost of sales
Utility Coal Mining$20,821 $21,511 $57,875 $74,408 
Contract Mining42,529 42,395 102,31899,432
Minerals and Royalties1,288 1,121 3,6874,351
Total Reportable Segments$64,638 $65,027 $163,880 $178,191 
Unallocated Items4,766 2,502 13,1937,790
Eliminations(693)(886)(2,770)(2,006)
Total$68,711 $66,643 $174,303 $183,975 
Earnings (losses) of unconsolidated operations
Utility Coal Mining$14,333 $14,311 $42,087 $40,430 
Contract Mining1,424 1,074 4,505 3,275 
Minerals and Royalties4,256 1,111 4,156 1,916 
Total Reportable Segments$20,013 $16,496 $50,748 $45,621 
Unallocated Items(6)(2)(6)(3)
Total$20,007 $16,494 $50,742 $45,618 
Operating expenses*
Utility Coal Mining$7,671 $7,467 $22,835 $23,541 
Contract Mining2,237 2,361 7,334 6,794 
Minerals and Royalties1,426 1,335 4,606 3,968 
Total Reportable Segments$11,334 $11,163 $34,775 $34,303 
Unallocated Items11,199 8,525 39,237 23,352 
Total$22,533 $19,688 $74,012 $57,655 
Operating profit (loss)
Utility Coal Mining$6,607 $4,987 $20,311 $10,000 
Contract Mining4,912 1,929 12,6654,909
Minerals and Royalties7,675 7,968 22,15921,080
Total Reportable Segments$19,194 $14,884 $55,135 $35,989 
Unallocated Items(9,996)(8,071)(37,197)(21,564)
Eliminations59 (36)68(17)
Total$9,257 $6,777 $18,006 $14,408 

*Operating expenses consist of Selling, general and administrative expenses, Amortization of intangible assets, (Gain) loss on sale of assets, Solar asset impairment charges and Solar curtailment costs.
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THREE MONTHS ENDEDNINE MONTHS ENDED
SEPTEMBER 30SEPTEMBER 30
2026202520262025
Expenditures for property, plant and equipment and acquisition of mineral interests
Utility Coal Mining$1,326 $4,550 $2,356 $6,600 
Contract Mining1,147 10,697 19,759 18,483 
Minerals and Royalties52 4,252 122 5,059 
Total Reportable Segments$2,525 $19,499 $22,237 $30,142 
Unallocated Items25 2,893 22,036 4,200 
Total$2,550 $22,392 $44,273 $34,342 
Depreciation, depletion and amortization
Utility Coal Mining$2,312 $2,135 $7,028 $6,285 
Contract Mining2,713 2,777 7,204 8,396 
Minerals and Royalties1,042 935 2,873 3,688 
Total Reportable Segments$6,067 $5,847 $17,105 $18,369 
Unallocated Items261 347 840 709 
Total$6,328 $6,194 $17,945 $19,078 
SEPTEMBER 30
2026		DECEMBER 31
2025
 Total assets
Utility Coal Mining$129,745 $125,715 
Contract Mining241,541 213,571 
Minerals and Royalties112,938 115,545 
Total Reportable Segments$484,224 $454,831 
Unallocated Items**
223,863 206,397 
Total$708,087 $661,228 

**Unallocated Items consist primarily of Cash and cash equivalents, assets of growth businesses, Deferred income taxes and Investments in unconsolidated subsidiaries.

NOTE 9—Contingencies

Various legal and regulatory proceedings and claims have been or may be asserted against NACCO and certain subsidiaries relating to the conduct of their businesses. These proceedings and claims are incidental to the ordinary course of our business. Management believes that it has meritorious defenses and will vigorously defend us in these actions. Any costs that management estimates will be paid as a result of these claims are accrued when the liability is considered probable and the amount can be reasonably estimated. If a range of amounts can be reasonably estimated and no amount within the range is a better estimate than any other amount, then the minimum of the range is accrued. We do not accrue liabilities when the likelihood that the liability has been incurred is probable but the amount cannot be reasonably estimated or when the liability is believed to be only reasonably possible or remote. For contingencies where an unfavorable outcome is probable or reasonably possible and which are material, we disclose the nature of the contingency and, in some circumstances, an estimate of the possible loss.

These matters are subject to inherent uncertainties, and unfavorable rulings could occur. If an unfavorable ruling were to occur, there exists the possibility of an adverse impact on our financial position, results of operations and cash flows of the period in which the ruling occurs, or in future periods.

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Item 2. - Management's Discussion and Analysis of Financial Condition and Results of Operations
(Amounts in thousands, except as noted and per share data)

Management's Discussion and Analysis of Financial Condition and Results of Operations contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based upon management's current expectations and are subject to various uncertainties and changes in circumstances. Important factors that could cause actual results to differ materially from those described in these forward-looking statements are set forth below under the heading Forward-Looking Statements.
Management's Discussion and Analysis of Financial Condition and Results of Operations include NACCO Industries, Inc.® (NACCO) and its wholly owned subsidiary, NACCO Natural Resources Corporation® (NACCO Natural Resources and with NACCO collectively, the Company, we, our or us). NACCO Natural Resources brings natural resources to life by delivering aggregates, minerals, reliable fuels and environmental solutions through our robust portfolio of businesses. We operate under three reportable business segments: Utility Coal Mining, Contract Mining and Minerals and Royalties. The Utility Coal Mining segment, operated by North American Coal®, manages surface coal mines that are exclusive, long-term fuel providers for power generation companies. The Contract Mining segment, operated by North American Mining®, is a leading provider of a broad range of specialized, long-term contract mining services. The Minerals and Royalties segment, which includes the Catapult Mineral Partners® (Catapult) business, acquires and promotes the development of mineral and royalty interests and other related investments.

In addition to the reportable segments discussed above, we also operate other businesses that are not currently reported as separate segments. These businesses complement our existing operations and support our long-term growth objectives. This primarily includes Mitigation Resources of North America® (Mitigation Resources), which provides natural resource restoration and reclamation services that include stream and wetland mitigation solutions. See Note 1 to the Unaudited Condensed Consolidated Financial Statements within this Form 10-Q for further discussion of our reportable segments.

We also have items not directly attributable to an operating segment. These items primarily include administrative costs related to public company reporting requirements, including management and board compensation, the financial results of developing businesses and Bellaire Corporation (Bellaire). Bellaire manages long-term liabilities related to former Eastern U.S. underground mining activities.

All financial statement line items below operating profit (other expense, including interest expense and interest income, the provision for income taxes and net income) are presented and discussed within this Form 10-Q on a consolidated basis.

Government Regulation and Environmental Matters: Refer to the discussion of Government Regulation and Environmental Matters as disclosed on pages 9 through 14 in our Annual Report on Form 10-K for the year ended December 31, 2025. The Government Regulation and Environmental Matters have not materially changed since December 31, 2025.

Critical Accounting Policies and Estimates: Refer to the discussion of our Critical Accounting Policies and Estimates as disclosed on pages 46 through 47 in our Annual Report on Form 10-K for the year ended December 31, 2025. Our Critical Accounting Policies and Estimates have not materially changed since December 31, 2025.

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CONSOLIDATED FINANCIAL SUMMARY

Our results of operations were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Revenues:
   Utility Coal Mining$20,766 $19,654 $58,934 $67,519 
   Contract Mining48,254 45,611 117,812 107,860 
   Minerals and Royalties6,133 9,313 26,296 27,483 
   Unallocated Items5,975 2,958 15,239 9,581 
   Eliminations(634)(922)(2,702)(2,023)
Total revenue$80,494 $76,614 $215,579 $210,420 
Operating profit (loss):
   Utility Coal Mining$6,607 $4,987 $20,311 $10,000 
   Contract Mining4,912 1,929 12,665 4,909 
   Minerals and Royalties7,675 7,968 22,159 21,080 
   Unallocated Items(9,996)(8,071)(37,197)(21,564)
   Eliminations59 (36)68 (17)
Total operating profit9,257 6,777 18,006 14,408 
   Interest expense2,197 1,087 5,475 4,805 
   Interest income(687)(708)(1,915)(2,343)
   Closed mine obligations497 478 1,431 1,454 
   (Gain) loss on equity securities
(497)(284)(1,810)237 
 Gain on settlements of excess funding liabilities(4,475)— (4,475)(3,590)
   Other, net (314)247 110 767 
Other (income) expense, net(3,279)820 (1,184)1,330 
Income before income tax provision (benefit)12,536 5,957 19,190 13,078 
Income tax provision (benefit)1,628 (7,297)409 (8,336)
Net income$10,908 $13,254 $18,781 $21,414 
Effective income tax rate13.0 %(122.5)%2.1%(63.7)%

The components of the change in revenues and operating profit are discussed below in Segment Results.

Third Quarter of 2026 Compared with Third Quarter of 2025, and First Nine Months Ended September 30, 2026 Compared with First Nine Months Ended September 30, 2025

Other (income) expense, net
Interest expense increased in the third quarter of 2026 and the first nine months of 2026 compared with the respective 2025 periods primarily due to higher average borrowings and increased average interest rates.

Interest income decreased in the third quarter of 2026 and the first nine months of 2026 compared with the respective 2025 periods due to lower earnings on reduced invested cash balances.

(Gain) loss on equity securities represents changes in the market price of invested assets reported at fair value. The favorable change in the third quarter of 2026 and the first nine months of 2026 compared with the respective 2025 periods is due to fluctuations in the market prices of the exchange-traded equity securities. See Note 5 to the Unaudited Condensed Consolidated Financial Statements for further discussion of equity securities.

During the three and nine months ended September 30, 2026, the Company and SWEPCO agreed to settle the excess funds from the Sabine Defined Benefit Plan. Under the settlement agreement, the Company assumed $2.5 million in Sabine-related medical, COBRA and post-retirement healthcare obligations for the $7.0 million of excess funds from the terminated Sabine Defined Benefit Plan, resulting in a gain of $4.5 million. During the nine months ended September 30, 2025, NACCO and
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Falkirk’s former customer agreed to settle the excess funds from the Falkirk Defined Benefit Plan. Under the settlement agreement, the Company paid $10.9 million for the $14.5 million of excess funds from the terminated Falkirk Defined Benefit Plan, resulting in a $3.6 million gain. These gains are recorded on the line Gain on settlements of excess funding liabilities on the Unaudited Condensed Consolidated Statements of Operations. All excess funds were transferred to the NACCO 401(k) plan, a qualified replacement plan, and are being utilized to offset profit sharing contributions to 401(k) plan participants. See Note 5 to the Unaudited Condensed Consolidated Financial Statements for further discussion of these funds.

Income Taxes
We evaluate and update our estimated annual effective income tax rate based on current and forecasted operating results and tax laws. Historically, our actual effective tax rates have differed from the statutory effective tax rate primarily due to the benefit received from percentage depletion. The effective tax rate benefit from percentage depletion varies based upon the mix and timing of actual earnings compared to projections of earnings between entities that benefit from percentage depletion and those that do not, and as such the effective tax rate may vary quarterly and may make quarterly comparisons not meaningful. The benefit of percentage depletion is not directly related to the amount of consolidated pre-tax income recorded in a period. When income tax expense is recorded, the benefit from percentage depletion decreases the effective income tax rate, while the effect is to increase the effective income tax rate when a benefit for income taxes is recorded. Each quarter, we update our estimate of the annual effective tax rate, and the cumulative impact of the change in the estimated annual effective tax rate is recorded, which can make quarterly comparisons not meaningful.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows
The following tables detail the changes in cash flow for the nine months ended September 30:
20262025Change
Operating activities:
Net cash provided by operating activities$29,173 $39,502 $(10,329)
Investing activities:
Expenditures for property, plant and equipment and acquisition of mineral interests(44,273)(34,342)(9,931)
Other3,829 1,532 2,297 
Net cash used for investing activities(40,444)(32,810)(7,634)
Cash flow before financing activities$(11,271)$6,692 $(17,963)

The $10.3 million reduction in net cash provided by operating activities was primarily due to changes in operating assets and liabilities during the first nine months of 2026 compared with the prior-year period. The decrease was mainly attributable to a significant increase in Trade accounts receivable during the first nine months of 2026 compared with a reduction in the prior-year period. Contract Mining's Trade accounts receivable increased due to higher revenues primarily from the commencement and ramp up of a new dragline mining services contract. Utility Coal Mining's Trade accounts receivable increased due to payment delays from MLMC's customer.

In July 2026, MLMC's customer notified MLMC that payment of coal invoices would be delayed due to operational issues at the Red Hills Power Plant that reduced the customer's cash receipts and liquidity. The customer has made payments on outstanding invoices; however, certain payments continue to be delayed. As of September 30, 2026, MLMC had $25.5 million in Trade accounts receivable outstanding, of which $8.8 million was past due. Management is actively monitoring collectability and the potential impact on MLMC's liquidity and working capital requirements. See Item 1A Risk Factors on page 32 within this Form 10-Q for further discussion of MLMC.

The unfavorable change in Trade accounts receivable was partially offset by a significant increase in Accounts payable during the first nine months of 2026 whereas Accounts payable remained relatively consistent during the first nine months of 2025. Accounts payable increased during the 2026 period primarily due to Contract Mining's dragline rebuild and commissioning activities as well as equipment purchases. In addition, the Company assumed approximately $5.5 million of Sabine employee-related obligations, which are recorded within Accounts payable. Cash was received from SWEPCO related to these obligations. See Note 1 to the Unaudited Condensed Consolidated Financial Statements for further discussion of Sabine.


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20262025Change
Financing activities:
Net additions (reductions) to long-term debt and revolving credit agreements
$23,948 $(20,721)$44,669 
Cash dividends paid (5,863)(5,452)(411)
Purchase of treasury shares— (695)695 
Net cash provided by (used for) financing activities
$18,085 $(26,868)$44,953 
The change in net cash provided by (used for) financing activities was primarily due to additions in debt borrowings during the first nine months of 2026 compared with reductions during the first nine months of 2025.

Financing Activities
NACCO Natural Resources has a $200.0 million secured revolving line of credit (Facility) that matures in September 2028. Borrowings outstanding under the Facility were $105.5 million at September 30, 2026. At September 30, 2026, the excess availability under the Facility was $58.7 million, which reflects a reduction for outstanding letters of credit of $35.8 million.

During the three and nine months ended September 30, 2026, the Company recognized $3.4 million of expense related to obligations under a power purchase agreement associated with a solar development project. In October 2026, the counterparty drew on the related letter of credit, which satisfied the obligation and increased outstanding borrowings under the Company's revolving credit facility.

NACCO has not guaranteed any borrowings of NACCO Natural Resources. The Facility allows for the payment to NACCO of dividends and advances under certain circumstances. Dividends (to the extent permitted by the Facility) and management fees are the primary sources of cash for NACCO and enable us to pay dividends to stockholders and repurchase shares.

The Facility has performance-based pricing, which sets interest rates based upon NACCO Natural Resources achieving various levels of debt to EBITDA ratios, as defined in the Facility. Borrowings bear interest at a floating rate plus a margin based on the level of debt to EBITDA ratio achieved. The applicable margins, effective September 30, 2026, for base rate and Term Secured Overnight Financing Rate loans were 1.75% and 2.75%, respectively. The Facility has a commitment fee which is based upon achieving various levels of debt to EBITDA ratios. The commitment fee was 0.45% on the unused commitment at September 30, 2026. During the three and nine months ended September 30, 2026, the average borrowing under the Facility was $105.3 million and $97.6 million, respectively, and the weighted-average annual interest rate was 6.77% and 6.54%, respectively.

The Facility contains restrictive covenants, which require, among other things, NACCO Natural Resources to maintain a maximum net debt to EBITDA ratio of 2.75 to 1.00 and an interest coverage ratio of not less than 4.00 to 1.00. The Facility provides the ability to make loans, dividends and advances to NACCO, with some restrictions based on maintaining a maximum debt to EBITDA ratio of 1.50 to 1.00, or if greater than 1.50 to 1.00, a Fixed Charge Coverage Ratio of 1.10 to 1.00. At September 30, 2026, NACCO Natural Resources was in compliance with all financial covenants in the Facility.

The obligations under the Facility are guaranteed by certain of NACCO Natural Resources' direct and indirect, existing and future domestic subsidiaries, and is secured by certain assets of NACCO Natural Resources and the guarantors, subject to customary exceptions and limitations.

While the timing of collections from MLMC's customer remains uncertain, we believe funds available from cash on hand, the Facility and operating cash flows will provide sufficient liquidity to meet our operating needs and commitments arising during the next twelve months and until the expiration of the Facility in September 2028.

Expenditures for property, plant and equipment and mineral interests
Actual expenditures were $44.3 million during the first nine months of 2026, primarily for land in Tennessee at Mitigation Resources and draglines in the Contract Mining segment.

Planned expenditures for the remainder of 2026 are expected to be approximately $32 million. This amount includes $2 million in the Utility Coal Mining segment, $7 million in the Contract Mining segment, $20 million in the Minerals and Royalties segment and $3 million in growth businesses included in Unallocated Items. Planned expenditures in 2027 are expected to be approximately $56 million. The majority of these expenditures relate to business development opportunities and will only be made if the projects meet our growth investment criteria. Expenditures are expected to be funded from internally generated funds and/or bank borrowings.

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Capital Structure
NACCO's consolidated capital structure is presented below:
SEPTEMBER 30
2026		DECEMBER 31
2025		Change
Cash and cash equivalents$56,522 $49,708 $6,814 
Other net tangible assets533,804 500,411 33,393 
Intangible assets, net4,215 4,725 (510)
Net assets594,541 554,844 39,697 
Total debt(124,843)(100,895)(23,948)
Bellaire closed mine obligations(24,317)(24,706)389 
Total equity$445,381 $429,243 $16,138 
Debt to total capitalization22%19%3%

The increase in other net tangible assets at September 30, 2026 compared with December 31, 2025 was mainly the result of the following changes during the first nine months of 2026:
•An increase in Property, plant and equipment, primarily due to investments in Contract Mining and Mitigation Resources supporting the Company’s growth initiatives.
•An increase in Trade accounts receivable, due to higher revenues primarily from the commencement and ramp up of a new dragline mining services contract and payment delays from MLMC's customer.

These increases were partially offset by the following changes during the first nine months of 2026:
•An increase in Accounts payable, primarily due to certain dragline rebuild and commissioning activities as well as equipment purchases. In addition, $5.5 million of Sabine employee-related obligations contributed to higher Accounts Payable. See Note 1 to the Unaudited Condensed Consolidated Financial Statements for further discussion of Sabine.
•A decrease in Investments in unconsolidated subsidiaries, primarily due to intercompany tax settlements and distributions received from unconsolidated subsidiaries, partially offset by equity earnings recognized during the period.

Contractual Obligations, Contingent Liabilities and Commitments
Since December 31, 2025, other than the changes discussed above, there have been no significant changes in the total amount of NACCO's contractual obligations, contingent liabilities or commercial commitments, or the timing of cash flows in accordance with those obligations as reported on page 52 in our Annual Report on Form 10-K for the year ended December 31, 2025. See Note 6 to the Unaudited Condensed Consolidated Financial Statements for a discussion of certain guarantees related to Coyote Creek.

SEGMENT RESULTS

UTILITY COAL MINING SEGMENT

FINANCIAL REVIEW
Tons of coal delivered by the Utility Coal Mining segment were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Unconsolidated operations5,644 5,469 16,078 14,821 
Consolidated operations572 609 1,696 2,090 
Total tons delivered6,216 6,078 17,774 16,911 

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The results of operations for the Utility Coal Mining segment were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Revenues $20,766 $19,654 $58,934 $67,519 
Cost of sales 20,821 21,511 57,875 74,408 
Gross (loss) profit(55)(1,857)1,059 (6,889)
Earnings of unconsolidated operations(a)
14,333 14,311 42,087 40,430 
Selling, general and administrative expenses7,507 7,317 22,202 23,070 
Amortization of intangible assets164 167 511 574 
Loss (gain) on sale of assets— (17)122 (103)
Operating profit$6,607 $4,987 $20,311 $10,000 
(a) See Note 6 to the Unaudited Condensed Consolidated Financial Statements for a discussion of our unconsolidated subsidiaries.

Revenues increased 5.7% and decreased 12.7% in the third quarter of 2026 and the first nine months of 2026, respectively, compared with the 2025 periods. The third quarter revenue increase was primarily due to a higher contractually determined per ton sales price, partially offset by a decrease in customer requirements at MLMC. Revenues decreased in the first nine months of 2026, primarily due to lower customer requirements, partially offset by a higher per ton sales price. During 2026, MLMC's customer's power plant experienced unplanned outages and maintenance issues which resulted in lower customer requirements, primarily during the first half of the year.

The following table identifies the components of change in Operating profit for the third quarter of 2026 compared with the third quarter of 2025:
Operating Profit
2025$4,987 
Increase (decrease) from:
Gross (loss) profit1,802 
Earnings of unconsolidated operations22 
Amortization of intangibles3 
Selling, general and administrative expenses(190)
Net change on sale of assets(17)
2026$6,607 

The following table identifies the components of change in Operating profit for the first nine months of 2026 compared with the first nine months of 2025:
Operating Profit
2025$10,000 
Increase (decrease) from:
Gross (loss) profit7,948 
Earnings of unconsolidated operations1,657 
Selling, general and administrative expenses868 
Amortization of intangibles63 
Net change on sale of assets(225)
2026$20,311 

Operating profit increased by $1.6 million and $10.3 million in the third quarter of 2026 and the first nine months of 2026, respectively, compared with the 2025 periods. These improvements were primarily due to favorable changes in gross (loss) profit mainly attributable to increases in the contractually determined sales price at MLMC and significantly lower inventory impairment charges. The 2026 periods included a $0.9 million inventory impairment charge whereas the third quarter of 2025 and the first nine months of 2025 included charges of $2.7 million and $7.0 million, respectively.

During the first nine months of 2026, lower customer demand resulting from outages and maintenance issues at the Red Hills Power Plant favorably affected results as reduced mining activity allowed for increased reclamation work. As a result, certain
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costs were recognized as reductions of MLMC's asset retirement obligation rather than through inventory and cost of sales, primarily in the first half of the year.

During the first nine months of 2026, an increase in earnings of unconsolidated operations and a decrease in selling, general and administrative expenses also contributed to the improvement in operating profit. The increase in earnings of unconsolidated operations was primarily due to higher customer demand at Coteau, partially offset by a lower management fee at Sabine. The decrease in selling, general and administrative expenses was mainly attributable to lower employee-related costs.

CONTRACT MINING SEGMENT

FINANCIAL REVIEW
Tons delivered by the Contract Mining segment were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Total tons delivered14,288 14,385 45,261 41,185 

The results of operations for the Contract Mining segment were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Total revenues $48,254 $45,611 $117,812 $107,860 
Reimbursable costs26,103 32,959 63,448 71,009 
Revenues excluding reimbursable costs$22,151 $12,652 $54,364 $36,851 
Total revenues $48,254 $45,611 $117,812 $107,860 
Cost of sales 42,529 42,395 102,318 99,432 
Gross profit 5,725 3,216 15,494 8,428 
Earnings of unconsolidated operations(a)
1,424 1,074 4,505 3,275 
Selling, general and administrative expenses2,237 2,363 7,234 6,796 
Loss (gain) on sale of assets— (2)100 (2)
Operating profit
$4,912 $1,929 $12,665 $4,909 
(a) See Note 6 to the Unaudited Condensed Consolidated Financial Statements for a discussion of our unconsolidated subsidiaries.

Revenues excluding reimbursable costs increased 75.1% and 47.5% in the third quarter and the first nine months of 2026, respectively, compared with the 2025 periods. These improvements were primarily due to the commencement and ramp up of a new dragline mining services contract and an increase in equipment sales during 2026. Reimbursable costs have an offsetting amount in cost of sales and therefore have no impact on gross profit.

The following table identifies the components of change in Operating profit for the third quarter of 2026 compared with the third quarter of 2025:
Operating Profit
2025$1,929 
Increase (decrease) from:
Gross profit2,509 
Earnings of unconsolidated operations350 
Selling, general and administrative expenses, including net change on sale of assets124 
2026$4,912 

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The following table identifies the components of change in Operating profit for the first nine months of 2026 compared with the first nine months of 2025:
Operating Profit
2025$4,909 
Increase (decrease) from:
Gross profit7,066 
Earnings of unconsolidated operations1,230 
Selling, general and administrative expenses(438)
Net change on sale of assets
(102)
2026$12,665 

Operating profit increased $3.0 million and $7.8 million in the third quarter and the first nine months of 2026, respectively, compared with the 2025 periods. These improvements were primarily due to increases in gross profit and earnings of unconsolidated operations.

The favorable changes in gross profit were mainly the result of contributions from a new dragline mining services contract.
The improvements were also due to lower depreciation expense in the 2026 periods. Effective January 1, 2026, the Company’s Contract Mining segment changed its depreciation method for certain assets (primarily draglines and other large mining equipment) from the straight-line method to the units-of-production method. See Note 1 to the Unaudited Condensed Consolidated Financial Statements for further discussion of this change.

The increases in earnings of unconsolidated operations were primarily due to higher customer requirements as a result of an additional dragline operating at a new quarry since September 2025.

During the first nine months of 2026, the improvement in operating profit was partially offset by an increase in selling, general and administrative expenses mainly due to higher employee-related costs.

MINERALS AND ROYALTIES SEGMENT
FINANCIAL REVIEW
The following table sets forth our estimate of the number of gross and net productive wells:

September 30, 2026September 30, 2025
GrossNetGrossNet
Oil and Natural Gas Wells
2,51521.72,40623.5

Gross wells are the total wells in which an interest is owned. Net wells are calculated based on our net royalty interest, factoring in both ownership percentage of gross wells and royalty rate.

Oil and natural gas prices have been historically volatile and may continue to be volatile in the future. The table below shows the average prices as reported by the United States Energy Information Administration for the three and nine months ended September 30:

THREE MONTHSNINE MONTHS
2026202520262025
West Texas Intermediate Average Crude Oil Price$87.22 $65.74 $84.98 $67.40 
Henry Hub Average Natural Gas Price$2.87 $3.03 $3.54 $3.45 
These indicated prices do not necessarily reflect the contract terms for our mineral and royalty interests.
As an owner of royalty and mineral interests, our access to information concerning activity and operations of our royalty and mineral interests is limited. We do not have information that would be available to a company with working interests in oil and natural gas operations because detailed information is not generally available to owners of royalty and mineral interests.

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The results of operations for the Minerals and Royalties segment were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Oil and natural gas revenues$5,062 $7,516 $21,373 $22,614 
Other revenues
1,071 1,797 4,923 4,869 
Total Revenues$6,133 $9,313 $26,296 $27,483 
Total Revenues $6,133 $9,313 $26,296 $27,483 
Cost of sales1,288 1,121 3,687 4,351 
Gross profit 4,845 8,192 22,609 23,132 
Earnings from unconsolidated operations4,256 1,111 4,156 1,916 
Selling, general and administrative expenses1,426 1,335 4,607 3,968 
Gain on sale of assets
— — (1)— 
Operating profit $7,675 $7,968 $22,159 $21,080 

Revenues decreased 34.1% and 4.3% in the third quarter and the first nine months of 2026, respectively, compared with the 2025 periods, primarily due to lower natural gas revenues partially offset by higher oil revenues. These changes were mainly attributable to fluctuations in commodity prices. Decreased natural gas production also contributed to the reduction in revenues but was partially offset by increased oil production.

Receivables from third-party lessees for which we did not receive actual production information, either due to timing delays or due to the unavailability of data at the time when revenues are recognized, are estimated using expected sales volumes and estimated prices. The difference between our estimates and the actual amounts received is recorded in the period that payment is received from the third-party lessee. Revenue in the three months ended September 30, 2026, included a $1.1 million unfavorable adjustment primarily related to second quarter 2026 pricing estimates. Revenue in the nine months ended September 30, 2025, included a $1.5 million favorable adjustment related to production volumes for prior periods.

The following table identifies the components of change in Operating profit for the third quarter of 2026 compared with the third quarter of 2025:
Operating Profit
2025$7,968 
Increase (decrease) from:
Gross profit(3,347)
Selling, general and administrative expenses(91)
Earnings from unconsolidated operations3,145 
2026$7,675 
The following table identifies the components of change in Operating profit for the first nine months of 2026 compared with the first nine months of 2025:
Operating Profit
2025$21,080 
Increase (decrease) from:
Earnings from unconsolidated operations2,240 
Selling, general and administrative expenses, including net change on sale of assets(638)
Gross profit(523)
2026$22,159 

Operating profit decreased by $0.3 million and increased by $1.1 million in the third quarter and the first nine months of 2026, respectively, compared with the 2025 periods. These changes were primarily due to lower gross profit offset by increased earnings from unconsolidated operations.

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The reductions in gross profit during the 2026 periods were mainly attributable to fluctuations in commodity prices. Decreased natural gas production also contributed to the reduction in gross profit but was partially offset by increased oil production.

The higher earnings from unconsolidated operations during the 2026 periods relate to an investment in Eiger Resources. The favorable changes in Eiger Resources' results were primarily due to fluctuations in commodity hedge positions and improvements in underlying production. Due to the timing and availability of financial information, earnings or losses from this investment are recorded on a one quarter lag.

During the first nine months of 2026, the improvement in operating profit was also partially offset by an increase in selling, general and administrative expenses mainly due to higher employee-related costs.

UNALLOCATED ITEMS AND ELIMINATIONS

FINANCIAL REVIEW
Unallocated Items and Eliminations were as follows for the three and nine months ended September 30:
THREE MONTHSNINE MONTHS
2026202520262025
Revenues$5,341 $2,036 $12,537 $7,558 
Operating loss$(9,937)$(8,107)$(37,129)$(21,581)

Revenues increased in the third quarter and the first nine months of 2026 compared to the 2025 periods, primarily due to higher restoration and reclamation service revenue and increased credit sales at Mitigation Resources.

The operating loss increased in the third quarter and the first nine months of 2026 compared to the 2025 periods. These unfavorable changes were primarily due to $3.4 million of solar curtailment costs associated with obligations under a power purchase agreement during the 2026 periods. In addition, the Company recorded $12.0 million of solar impairment charges related to certain development projects during the nine months ended September 30, 2026. See Note 1 and Note 5 to the Unaudited Condensed Consolidated Financial Statements for further discussion of these charges. See Item 1A Risk Factors on page 32 within this Form 10-Q for further discussion of solar development projects.

NACCO Industries, Inc. Outlook
NACCO Industries is a diversified natural resources company with a unique business model strategically positioned to deliver stable and growing financial returns over the long term. Our business model is purposefully built for durability and resilience with an expanding portfolio of long-term contracts, relationships and investments that leverage our proven operational expertise, disciplined capital allocation and entrepreneurial, yet patient approach. We have methodically built distinctive capabilities and clear competitive advantages that allow us to pursue a wide range of growth opportunities, often completely integrated into customers’ operations in partnership-based relationships. We have multiple vectors for value creation, and we are steadfastly committed to delivering compounding returns and expanding investor value over the long term, as evidenced by our reportable segments each contributing over $7 million of Segment Adjusted EBITDA in third-quarter 2026.

Our foundation rests on a stable base of long-term coal mining contracts and legacy mineral and royalty assets, which generate dependable recurring cash flows. As new long-term contracts and investments are added across the Company, these new multi-year agreements create a “layering effect” as their contributions compound over time.

While these long-term agreements and investments are intended to strengthen our earnings base over time, we continually evaluate whether individual projects or initiatives remain aligned with our strategic and financial objectives. During the second quarter of 2026, changing market conditions, regulatory developments and project-specific challenges led us to reassess certain solar investments. We continue to evaluate strategic alternatives for our solar development projects, including project sales, contract amendments and other transactions intended to monetize project value. We recognized $3.4 million of curtailment costs in third-quarter 2026. We expect to incur certain additional costs in fourth-quarter 2026 and may incur further costs associated with these projects in future years; however, the amount and timing of such costs will depend on ongoing discussions with counterparties and our efforts to transfer ownership of, or otherwise monetize, the projects.

At our Utility Coal Mining segment, operated by North American Coal, full-year 2026 operating profit is expected to increase over 2025. At MLMC, full-year operating results are expected to improve primarily due to the shift in focus to reclamation activities in the first half of 2026 and lower year-over-year inventory impairment charges, while earnings at the unconsolidated mining operations are anticipated to be comparable to 2025.
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Full-year Utility Coal Mining operating profit is anticipated to improve, while fourth-quarter operating results are expected to be lower than the prior-year quarter due to reduced customer demand and higher diesel fuel costs at MLMC. Earnings at the unconsolidated mining operations are also expected to contribute to the decline primarily due to Sabine's owner assuming reclamation activities effective October 1, 2026.

Looking ahead to 2027, overall customer demand for coal is expected to remain consistent with 2026, while profitability is expected to improve. This increase is driven by anticipated improvements at MLMC if the customer's power plant is able to operate more consistently, as well as continued stable earnings at our unconsolidated operations. Improved results at Coteau and Falkirk are expected to largely offset the absence of reclamation income at Sabine.

The Contract Mining segment, operated by North American Mining, serves as our mining growth platform. We are building a portfolio of long-term contracts through geographic and mineral expansion that are expected to strengthen the foundation for sustained profitability in this segment. In early 2026, we commenced activities under a new multi-year dragline services contract as part of a U.S. Army Corps of Engineers construction project in Palm Beach County, Florida. In early October, we also commenced operations at a new limestone quarry in Arizona under a contract mining agreement that spans over a decade.

Sawtooth, a North American Mining subsidiary, provides exclusive comprehensive mining services at Thacker Pass, which is owned by a joint venture led by Lithium Americas Corp. Sawtooth will supply all the lithium-bearing ore requirements for our customer's Thacker Pass lithium processing facility, which is currently under construction. This project provides stable income during construction and is expected to contribute increased income and long-term cash flows as lithium production commences and ramps up to full production under a 20-year contract mining agreement. Lithium Americas is targeting mechanical completion of Thacker Pass Phase 1 in late 2027, with ramp-up to commercial production through 2028.

As a result of earnings contributions from new long-term contracts, we anticipate substantial year-over-year growth in Contract Mining operating profit and Segment Adjusted EBITDA in both the fourth-quarter and full-year 2026. We expect continued Contract Mining operating profit growth in 2027, which will include a full year of contributions from the Palm Beach County, Florida and Arizona quarry contracts.

The Minerals and Royalties segment, managed by Catapult, has constructed a high-quality, diversified portfolio of oil and gas mineral and royalty interests in the United States. The Catapult team is expanding its portfolio by leveraging a data-driven approach to capital deployment that incorporates a longer-term view of production and development. This segment also holds a meaningful equity investment in Eiger Resources, which holds working interests in oil and natural gas assets.

We expect fourth-quarter and full-year 2026 operating profit and Segment Adjusted EBITDA at Minerals and Royalties to decline from the respective prior-year periods, primarily as a result of lower anticipated royalty income, partially offset by higher expected income from Eiger Resources. In 2027, the Minerals and Royalties segment is expected to continue generating meaningful earnings and cash flow, although operating profit is expected to moderate from 2026 levels.

Mitigation Resources provides natural resource restoration and reclamation services that include stream and wetland mitigation solutions. Mitigation Resources is leveraging its strong reputation and clear competitive strengths to expand into additional mitigation, restoration and reclamation markets. Mitigation Resources is expected to deliver increasing profitability over time from the sale of mitigation credits and as reclamation and restoration services expand. This business, while currently variable in performance due to permit and project timing, is expected to generate a profit in the 2026 fourth quarter and in 2027. We expect the business to move toward more consistent and improving results over time as its portfolio of mitigation projects matures.

Overall, full-year consolidated operating profit is expected to be comparable to the prior year, including approximately $15 million of solar-related impairment and curtailment costs recognized through third-quarter 2026. Strong underlying business performance through the first nine months of 2026 positions NACCO to deliver a substantial year-over-year increase in full-year consolidated Adjusted EBITDA, which excludes solar impairment charges recognized in second-quarter 2026 and a $7.8 million pension settlement charge, $6.0 million after tax, recorded in fourth-quarter 2025. Income before income taxes and net income are also expected to increase year over year.

In the fourth quarter, net income is expected to increase year over year, primarily due to the absence of the pension settlement charge. Fourth-quarter 2026 consolidated operating profit and Adjusted EBITDA could be lower than the prior-year quarter depending on the timing of solar project curtailment costs.

We remain confident in our ability to deliver improving results and increasing cash flow over time. We expect meaningful year-over-year improvements in operating profit, net income and Consolidated EBITDA in 2027. Earnings are expected to benefit
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from continued expansion in Contract Mining and Mitigation Resources, along with improved operating performance across our other businesses. Looking ahead, our recent investments are expected to support sustained earnings growth and stronger cash flow as they mature.

NACCO continues to invest in its businesses to support future growth. We anticipate investing up to $32 million during the remainder of 2026 and up to $56 million in 2027. Both periods include Minerals and Royalties' annual budget of $20 million for growth investments. In addition, the 2027 estimate includes approximately $16 million related to Sawtooth that will be recovered from the customer over a five-year period. The remaining 2027 balance primarily relates to ongoing operations and other business development opportunities. Growth investments will be made only if new project proposals meet our disciplined investment criteria. While cash generated from operations is expected to increase moderately year over year, cash flow before financing is projected to remain a use of cash in 2026, reflecting our planned investment activity. We expect the full-year 2026 use of cash before financing to improve modestly over 2025. In 2027, cash flow before financing is expected to improve as recent investments contribute to earnings.

Our businesses provide essential inputs for electricity generation, construction and development, and industrial production. As demand for reliable uninterrupted energy continues to grow, natural resources fundamentals remain strong, reinforcing the importance of dependable baseload generation. Recent policy developments, including the re-establishment of the National Coal Council, highlight coal’s ongoing strategic role in supporting grid reliability, economic competitiveness and national security. This development, along with a favorable regulatory environment, reinforces our confidence in our near-term outlook and long-term growth trajectory.

Our conservative approach to maintaining a strong capital structure and operating discipline minimizes risk, while the compounding effect of a growing portfolio of long-term contracts and strategic growth investments creates a robust foundation for cash flow growth. With a perspective that spans decades, we are methodically building a strong, stable business that is expected to deliver annuity-like returns. This long-term view allows us to leverage our core skills for strategic, measured expansion and pursue opportunities with longer-term horizons and higher returns. We pursue opportunities that other companies with shorter time horizons might overlook. Our commitment is to generate increasing cash flows and return value to shareholders, whether through reinvestment for growth or direct returns such as share repurchases and payment of dividends. We remain confident in our ability to drive growth, expand our capabilities and reward shareholders over the long run.

FORWARD-LOOKING STATEMENTS

The statements contained in this Form 10-Q that are not historical facts are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are made subject to certain risks and uncertainties, which could cause actual results to differ materially from those presented. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly revise these forward-looking statements to reflect events or circumstances that arise after the date hereof. Among the factors that could cause plans, actions and results to differ materially from current expectations are, without limitation: (1) a significant reduction in demand by the Company's customers from extended power plant outages, weather conditions or other events that would change the level of customers' coal or aggregates requirements, (2) customer liquidity constraints that could increase exposure to customer credit risk, (3) changes in the prices of hydrocarbons, particularly diesel fuel, natural gas, natural gas liquids and oil as a result of factors such as OPEC and/or government actions, geopolitical developments, economic conditions and regulatory changes, as well as supply and demand dynamics, (4) changes to or termination of customer or other third-party contracts, or a customer or other third party default under a contract, (5) costs to pursue and develop new mining, mitigation, oil and gas and power generation development opportunities and other value-added service opportunities, (6) the ability to successfully evaluate investments and achieve intended financial results in new business and growth initiatives, (7) changes in development plans by third-party lessees of the Company's mineral interests, (8) failure or delays by the Company's lessees in achieving expected production of natural gas and other hydrocarbons; the availability and cost of transportation and processing services in the areas where the Company's oil and gas reserves are located; and the ability of lessees to obtain capital or financing needed for well-development operations and leasing and development of oil and gas reserves on federal lands, (9) any customer's early retirement or premature facility closure or extended project development delay, (10) federal and state legislative and regulatory actions affecting fossil fuels, (11) supply chain disruptions, including price increases and shortages of parts and materials, inclusive of tariff effects, (12) changes in tax laws or regulatory requirements, including the elimination of, or reduction in, the percentage depletion tax deduction, changes in mining or power plant emission regulations and health, safety or environmental legislation, (13) impairment charges, (14) changes in costs related to geological and geotechnical conditions, repairs and maintenance, new equipment and replacement parts, fuel or other similar items, (15) equipment problems that could affect deliveries to customers, (16) changes in the costs to reclaim mining areas, (17) disruptions from natural or human causes, including severe weather, accidents, fires, earthquakes and terrorist acts,
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any of which could result in suspension of operations or harm to people or the environment, and (18) the ability to attract, retain, and replace workforce.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934, we are not required to provide this information.

Item 4. Controls and Procedures

Evaluation of disclosure controls and procedures: An evaluation was carried out under the supervision and with the participation of our management, including the principal executive officer and the principal financial officer, of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on that evaluation, these officers have concluded that our disclosure controls and procedures are effective.
Changes in internal control over financial reporting: During the third quarter of 2026, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II
OTHER INFORMATION

Item 1    Legal Proceedings
    None.

Item 1A    Risk Factors
During the quarter ended September 30, 2026, there have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025, except as follows:

MLMC is subject to risks associated with our capital investment, operating and equipment costs, changes in customer demand and inflationary adjustments.
Profitability at MLMC is affected by customer demand for coal, changes in the contractually determined sales price and actual costs incurred. The MLMC contract is the only coal supply contract in which we are responsible for all operating costs, capital requirements and final mine reclamation. As such, increased costs or decreased revenues could materially reduce our profitability. As a significant portion of MLMC’s costs are fixed, reduction in dispatch, reduced mechanical availability or other operational issues at the Red Hills Power Plant could adversely affect coal demand, customer liquidity and the collectability of amounts due under the contract and materially reduce operating results at MLMC.

During 2026, unplanned outages and maintenance issues at the Red Hills Power Plant reduced plant availability and generation. Continued operational disruptions may result in sustained reductions in coal deliveries, reduced revenues, impairment charges, operating losses and lower operating cash flows during the remainder of 2026 and future periods. In response to reduced customer demand, MLMC has curtailed certain mining activities and increased its focus on reclamation activities. While reclamation work may reduce MLMC's asset retirement obligation, such activities require the expenditure of cash and may not offset the adverse effects of reduced customer demand, lower revenues and decreased operating cash flows.

In July 2026, MLMC's customer notified MLMC that payment of coal invoices would be delayed due to operational issues at the Red Hills Power Plant that reduced the customer's cash receipts and liquidity. The customer has made payments on outstanding invoices; however, certain payments continue to be delayed. As of September 30, 2026, MLMC had $25.5 million in Trade accounts receivable outstanding, of which $8.8 million was past due. There can be no assurance regarding the timing of payment or the customer's future ability to satisfy its obligations when due. If plant outages, reduced generation levels or related liquidity constraints continue, additional customer receivables could accumulate and payment delays could extend beyond the current outstanding amounts, which could increase MLMC's working capital requirements, adversely affect liquidity and cash flows and increase exposure to customer credit risk.

Termination of or default under long-term mining contracts could adversely affect our business, financial condition, results of operations and cash flows.
Substantially all of the Utility Coal Mining segment's profits are derived from long-term mining contracts. Although we have long-term contracts, any customer's premature facility closure or contract default could have a material adverse effect on our business, financial condition and results of operations.

Coteau operates the Freedom Mine in North Dakota. All coal production from the Freedom Mine is delivered to Basin Electric Power Cooperative (Basin Electric) under a lignite sales agreement through 2032, with a Coteau option to extend through 2037. Basin Electric utilizes the coal at the Great Plains Synfuels Plant (the Synfuels Plant), Antelope Valley Station and Leland Olds Station. The Synfuels Plant is a coal gasification plant, owned by Dakota Gasification Company, a subsidiary of Basin Electric, that manufactures synthetic natural gas and produces fertilizers, solvents, phenol, carbon dioxide, and other chemical products for sale.

In September 2026, Basin Electric announced that a financial forecast for Dakota Gasification Company indicated that the facility may not continue operating through 2047, the end of its previously estimated useful life, and that Basin Electric expects to record a material impairment charge related to the facility. Basin Electric has not announced a closure date for the Synfuels Plant. However, any future reduction in coal requirements, early retirement of the facility or other material adverse changes affecting operations at the Synfuels Plant could reduce coal deliveries from the Freedom Mine and adversely affect the Company's future earnings and cash flows.

Our investments in mitigation solutions, comprehensive reclamation and restoration construction services and solar-related development projects are subject to substantial risks and uncertainties.
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There are risks associated with NACCO's ability to execute on our long-term growth strategy, including our investments in mitigation solutions, comprehensive reclamation and restoration construction services at Mitigation Resources and solar-related development projects, as well as our ability to develop and manage such projects profitably.

Changes to U.S. energy policy including modifications to tax incentives and other regulatory programs, may adversely affect the economics of solar development projects. As of September 30, 2026, we have approximately $4.0 million of capitalized assets associated with solar development projects. Although the Company recognized solar curtailment costs associated with obligations under a power purchase agreement and solar impairment charges related to these development projects during the first nine months of 2026, future changes in project economics, development timelines, financing availability, tax-credit qualification, buyer demand or transaction terms could adversely affect the recoverability or returns associated with remaining project assets and investments. We may incur additional development costs in connection with current projects. If project assumptions are not realized or expected returns are lower than anticipated, we could incur additional expenses or impairment charges, which could adversely affect our operating results, financial condition and cash flows.

Mitigation solutions, comprehensive reclamation and restoration construction services and solar-related development projects require significant upfront investments before project viability is fully established. If project economics deteriorate, development project schedules are delayed, financing is unavailable, anticipated tax incentives are reduced or unavailable, interconnection arrangements become less favorable or buyers cannot be identified on acceptable terms, the Company may be unable to recover all or a portion of these investments. The assumptions used in evaluating project economics and asset recoverability involve significant judgment, including assumptions related to project timing, tax-credit qualification, financing availability, customer and buyer demand, equipment commitments and expected project returns.

Future changes in project economics, transaction terms, buyer interest, financing availability, tax-credit qualification, project cost estimates or development timelines could result in reduced expected returns, additional expense or impairment charges in future periods. We have incurred, and expect to continue to incur, costs in connection with these projects and the results of operations and/or return on investment could be lower than anticipated. In addition, state regulatory programs and tax laws may expire or be adversely modified in a manner that affects project economics, which could have a material adverse effect on our operating results, financial condition and cash flows.

Item 2    Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities (1)
Period(a)
Total Number of Shares Purchased		(b)
Average Price Paid per Share		(c)
Total Number of Shares Purchased as Part of the Publicly Announced Program
(d)
Maximum Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
Month #1 (July 1 to 31, 2026)— $— — $18,162,075 
Month #2 (August 1 to 31, 2026)— $— — $18,162,075 
Month #3 (September 1 to 30, 2026)— $— — $18,162,075 
     Total— $— — $18,162,075 

(1)    During 2025, our Board of Directors approved a stock purchase program providing for the purchase of up to $20.0 million of our outstanding Class A common stock through December 31, 2027. See Note 4 to the Unaudited Condensed Consolidated Financial Statements for further discussion of our stock repurchase programs.
    
Item 3    Defaults Upon Senior Securities
    None.

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Item 4    Mine Safety Disclosures
Information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 filed with this Quarterly Report on Form 10-Q for the period ended September 30, 2026.

Item 5    Other Information
During the third quarter of 2026, none of our directors or executive officers adopted or terminated a Rule 10b5-1
Trading Plan, or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K).

Item 6    Exhibits
Exhibit
Number*Description of Exhibits
31(i)(1)
Certification of J.C. Butler, Jr. pursuant to Rule 13a-14(a)/15d-14(a) of the Exchange Act
31(i)(2)
Certification of Elizabeth I. Loveman pursuant to Rule 13a-14(a)/15d-14(a) of the Exchange Act
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Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed and dated by J.C. Butler, Jr. and Elizabeth I. Loveman
95
Mine Safety Disclosure Exhibit
101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*    Numbered in accordance with Item 601 of Regulation S-K.






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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.

NACCO Industries, Inc.
(Registrant)
 
Date:November 4, 2026/s/ Elizabeth I. Loveman
Elizabeth I. Loveman
Senior Vice President and Controller
(principal financial and accounting officer)
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Source: View Original Filing on SEC EDGAR

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