[8-K] Orion Energy Systems, Inc. Reports Material Event

Rhea-AI Filing Summary

Orion Energy Systems (NASDAQ: OESX) filed a Form 8-K on June 26, 2025 under Item 2.02 – Results of Operations and Financial Condition. The company furnished a press release (Exhibit 99.1) announcing its fiscal 2025 year-end and quarterly results for the period ended March 31, 2025. No revenue, EPS or cash-flow figures appear in the filing text; investors must review the attached exhibit for specifics. Because the information is furnished, it is not automatically incorporated into future SEC filings. Forward-looking statements may be included in the press release.

The filing offers timely disclosure of performance, but market impact will hinge on the actual numbers contained in Exhibit 99.1.

Insights

Financial Analyst

TL;DR: Earnings release furnished; numbers in Exhibit 99.1, impact neutral until figures scrutinised.

The 8-K signals completion of fiscal 2025 reporting. However, the absence of headline metrics inside the submission limits immediate valuation insight. Investors must analyse the press release to gauge revenue trajectory, margin trends and cash position. Because the data is furnished, it avoids automatic incorporation into the 10-K, minimising legal exposure if forward-looking adjustments are later required. Until growth or contraction figures are confirmed, the event is information-providing rather than thesis-altering.

Risk Analyst

TL;DR: Limited disclosure heightens interpretation risk; materiality unclear.

Management opts for minimal 8-K text, outsourcing critical details to Exhibit 99.1. This structure complies with Reg FD yet forces analysts to cross-reference multiple documents, increasing the chance of misread guidance. The ‘furnished’ status reduces liability but also deprioritises rigorous auditing, so accuracy risk is marginally higher. Without numeric evidence of covenant compliance or liquidity, the filing neither elevates nor diminishes credit risk at this stage.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 26, 2025

ORION ENERGY SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Wisconsin	01-33887	39-1847269
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2210 Woodland Drive, Manitowoc, Wisconsin, 54220

(Address of principal executive offices, including zip code)

(920) 892-9340

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)

Securities registered pursuant to Section 12(b) of the act:

Title of Each Class		Trading Symbol (s)		Name of Each Exchange on Which Registered
Common stock, no par value		OESX		The Nasdaq Stock Market LLC (NASDAQ Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

Item 2.02 . Results of Operations and Financial Condition.

On June 26, 2025, Orion Energy Systems, Inc. (the “Company”) issued a press release announcing its quarterly financial results for its fiscal 2025 year ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

.

Item 9.01(d) . Financial Statements and Exhibits.

Exhibit 99.1	Exhibit 99.1 Press Release of Orion Energy Systems, Inc. dated June 26, 2025
Exhibit 104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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 hereunto duly authorized.

	ORION ENERGY SYSTEMS, INC.
Date: June 26, 2025	By: /s/ J. Per Brodin
	J. Per Brodin
	Chief Financial Officer

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FAQ

When did OESX release its fiscal 2025 results?

The company issued a press release on June 26, 2025, furnished as Exhibit 99.1 to this Form 8-K.

Which SEC item does Orion Energy Systems' 8-K address?

The filing is under Item 2.02 – Results of Operations and Financial Condition.

Where can investors find OESX's revenue and earnings figures?

Detailed financial metrics are contained in Exhibit 99.1, the press release attached to the 8-K.

Is the information in this 8-K incorporated into future filings?

No. The data is furnished, not filed, and is only incorporated by reference if the company does so in a later report.

Does the 8-K include audited financial statements?

No. It only furnishes the press release; audited statements are not provided in this filing.