Orion Energy Sys Inc SEC Filings

Orion Energy Systems (OESX) reinstated the CEO cash signing bonus tied to Sally A. Washlow’s appointment and confirmed her related direct purchase of $300,000 of common stock from the company. The shares will be issued on November 19, 2025, priced using the average closing price over the five preceding trading days.

The bonus and stock purchase were previously deferred for up to one year and reviewed quarterly by the Board’s Human Capital Management and Compensation Committee and Ms. Washlow.

Orion Energy Systems (OESX) filed a Form S-8 registering 50,000 shares of common stock issuable upon exercise of stock options granted to CEO Sally A. Washlow. The options were granted on July 18, 2025 as a material inducement to her employment and were approved by shareholders on August 7, 2025. The award amount reflects the company’s 1-for-10 reverse stock split effected on August 22, 2025. The filing notes that inclusion of these shares does not necessarily indicate any present intention by Ms. Washlow to sell shares.

Orion Energy Systems (OESX) reported Q2 FY2026 results with total revenue of $19.9 million, slightly up from $19.4 million a year ago. Gross profit rose to $6.2 million from $4.5 million as cost of services declined. The company recorded a net loss of $0.6 million versus $3.6 million last year, and basic loss per share was $0.17 after a 1‑for‑10 reverse stock split effected on August 22, 2025.

For the first six months, revenue was $39.5 million, essentially flat year over year, while the net loss narrowed to $1.8 million from $7.4 million. Operating cash flow improved to $1.3 million versus a $2.5 million use last year. Cash was $5.2 million, with $5.8 million drawn on the revolving credit facility and $8.3 million remaining availability based on a $14.1 million borrowing base as of September 30, 2025.

Orion regained Nasdaq minimum bid price compliance following the reverse split. The company addressed Voltrek earnout obligations by issuing $1.0 million of common stock (164,908 shares), paying $0.9 million in cash, and entering into $1.4 million senior subordinated debt at 7% interest. Shares outstanding were 3,530,870 as of November 4, 2025.

Orion Energy Systems, Inc. (OESX) furnished an 8‑K to announce its quarterly financial results. The company reported results for its fiscal 2026 quarter ended September 30, 2025, with details provided in a press release furnished as Exhibit 99.1 under Item 2.02.

The company’s common stock trades on the Nasdaq Capital Market under the symbol OESX. The press release is dated November 5, 2025 and is included with the filing for reference.

Orion Energy Systems, Inc. filed an 8-K reporting a material event tied to corporate governance documents and investor communications. The company filed Articles of Amendment to its Amended and Restated Articles of Incorporation that became effective on August 22, 2025, and issued a press release on August 19, 2025. The filing also references an Amendment filed as Exhibit 3.1 and includes the cover page interactive data file embedded in the Inline XBRL document. The disclosure is signed by J. Per Brodin, Chief Financial Officer.

The filing is concise and focuses on the corporate amendment and the related press release; it does not include financial results, transaction details, or explanatory narrative about the amendment's terms or business impact. Readers should note the specific dates and the incorporation by reference of Exhibit 3.1 for the full amendment text.

Kathleen M. Connors reported beneficial ownership of 2,657,620 shares of Orion Energy Systems, Inc. (Common Stock), representing approximately 7.52% of the outstanding class. The holding comprises 2,634,928 shares held directly and 22,692 shares held by the Kathleen M. Connors 2019 Revocable Trust, over which she has sole voting and dispositive power. The percentage is calculated using an aggregate share count of 35,337,240 common shares, which reflects 33,688,163 shares outstanding as of June 10, 2025, plus 1,649,077 shares issued to Ms. Connors on July 16, 2025. The filer certifies the shares were not acquired to change or influence control of the issuer.

Orion Energy Systems (OESX) – Form 4 insider filing: CEO & Director Sally A. Washlow reported the grant of 500,000 stock options on 08/07/2025 at a $0.60 exercise price. The grant was originally issued 07/18/2025 and became effective following shareholder approval on 08/07/2025.

Vesting terms:

• 250,000 options vest in three equal annual tranches beginning one year after the grant date, contingent on continued employment.
• The remaining 250,000 vest in three equal tranches only if the stock averages $3.00, $4.00 and $5.00 for five consecutive trading days within three years of grant, plus service-based conditions.

Following the award, Washlow’s beneficial ownership stands at 253,580 common shares directly and 1,000 shares indirectly through her spouse, in addition to the newly issued options. No open-market purchases or sales of common stock were reported.

The filing signals a significant, performance-linked incentive package for the new CEO, but also introduces up to 500,000 shares of potential dilution if vesting hurdles are met.