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Orion Energy Sys Inc SEC Filings

OESX NASDAQ

Welcome to our dedicated page for Orion Energy Sys SEC filings (Ticker: OESX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The Orion Energy Systems, Inc. (NASDAQ: OESX) SEC filings page on Stock Titan brings together the company’s regulatory disclosures from the U.S. Securities and Exchange Commission, including Forms 10-K, 10-Q, 8-K, proxy statements, and related exhibits. These documents provide detailed information on Orion’s business in energy-efficient LED lighting, EV charging solutions, and maintenance services, as well as its financial condition and governance.

Current reports on Form 8-K for Orion often cover quarterly and annual financial results, capital structure changes, financing arrangements, and significant contracts. Recent 8-K filings describe quarterly earnings releases for fiscal 2026, the implementation of a 1-for-10 reverse stock split, and Nasdaq listing compliance matters. Other 8-Ks outline the term sheet and senior subordinated loan agreement related to the Voltrek earnout obligations, associated security and subordination agreements, and a management support and board observer agreement.

Orion’s proxy statement on Form DEF 14A includes background on its organizational restructuring, cost reduction efforts, and go-to-market strategy, along with shareholder proposals such as the reverse stock split and a special stock option grant. Annual and quarterly reports (Forms 10-K and 10-Q), when accessed, provide segment-level information for LED lighting, EV charging, and maintenance services, along with risk factors and management’s discussion of operations.

On this page, Stock Titan enhances Orion’s filings with AI-powered summaries that highlight key points from lengthy documents, helping readers quickly understand items like revenue trends, margin changes, financing terms, and governance decisions. Users can also review insider-related filings such as Form 4, where available, to see transactions in OESX shares by directors and officers.

By combining real-time EDGAR updates with AI explanations, this filings hub helps investors, analysts, and researchers navigate Orion’s regulatory history, understand its financial and capital structure developments, and track ongoing obligations and corporate actions disclosed through the SEC.

Rhea-AI Summary

Orion Energy Systems is issuing 500,000 shares of common stock at $14.00 per share, a public offering of $7.0 million with expected net proceeds of about $6.4 million. The company plans to primarily repay borrowings under its revolving credit facility and use the balance for working capital and general corporate purposes.

Orion expects preliminary unaudited revenue of approximately $21.1 million for the quarter ended December 31, 2025, with positive net income, earnings per share and a fifth consecutive quarter of positive adjusted EBITDA. It reports cash of about $4.7 million, revolver borrowings of roughly $5.8 million and subordinated debt of about $1.4 million as of that date.

The company highlights a new large exterior LED lighting project for an international retailer expected to generate $14–$15 million of revenue, mostly by July 2026, alongside a previously renewed three‑year maintenance contract estimated at $42–$45 million. Orion also discloses significant risks, including dependence on additional capital, potential adverse arbitration over Voltrek earnouts, customer concentration, tariff exposure, EV policy uncertainty and ongoing cost and pricing pressure in a competitive LED and EV infrastructure market.

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Rhea-AI Summary

Orion Energy Systems plans a primary offering of its common stock under an existing shelf registration, with net proceeds intended mainly to pay down borrowings under its revolving credit facility and for general corporate purposes.

Orion expects preliminary unaudited revenue of approximately $21.1 million for the quarter ended December 31, 2025, along with positive net income, earnings per share and adjusted EBITDA for a fifth consecutive quarter. As of that date, cash and cash equivalents were about $4.7 million, borrowings under the revolver were about $5.8 million, and subordinated debt was about $1.4 million.

The company highlights a new large exterior LED lighting project for an international retail chain, anticipated to generate roughly $14–$15 million of revenue beginning in its fourth fiscal quarter of 2026, following a three‑year maintenance renewal estimated at $42–$45 million. Orion also notes approximately $6.5 million of annual operating expense reductions over the past two fiscal years, but discloses liquidity, leverage, arbitration over Voltrek earnout obligations, potential shareholder dilution and EV‑policy and macroeconomic risks.

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Rhea-AI Summary

Orion Energy Systems, Inc. received an amended ownership report from institutional investor Grace & White, Inc. on a Schedule 13G/A (Amendment No. 3) dated as of December 31, 2025. Grace & White reports beneficial ownership of 223,847 Orion common shares, representing 6.34% of the outstanding class.

The firm has sole voting power over 46,762 shares and sole dispositive (selling) power over all 223,847 shares, with no shared voting or dispositive authority. Grace & White certifies the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of Orion Energy Systems.

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Rhea-AI Summary

Orion Energy Systems, Inc. filed a current report to note that it has released updated information on its recent and upcoming revenue. On January 20, 2026, the company issued a press release announcing its expected quarterly revenue results for the fiscal 2026 quarter ended December 31, 2025. The same release also provides an updated revenue outlook for the rest of fiscal 2026 and introduces revenue guidance for fiscal 2027.

The press release containing these details is furnished as an exhibit to this report rather than being fully included in the text. This means the numerical revenue figures and specific guidance ranges are presented in the accompanying press release, which is identified as an exhibit to the filing.

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Orion Energy Systems (OESX) CEO and director Sally A. Washlow reported buying common stock and updating option holdings. On 11/19/2025, she purchased 21,166 shares of common stock at $14.17 per share, bringing her directly held common stock to 46,524 shares, plus 100 shares held indirectly by her spouse.

She also reports a stock option to buy 50,000 shares at an exercise price of $6, vesting over time and based on stock price performance hurdles of $30.00, $40.00 and $50.00 if employment conditions are met. The filing explains that a 1-for-10 reverse stock split effective August 22, 2025 reduced her previously reported share and option amounts proportionately and adjusted the option terms.

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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.

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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.

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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.

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Rhea-AI Summary

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.

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Orion Energy Systems restructured the remaining earnout from its 2022 Voltrek acquisition through a mix of cash, stock and a subordinated note. It paid Final Frontier, LLC $500,000 on August 1, 2025 and $375,000 on September 2, 2025 to settle its fiscal 2024 earnout obligations.

On July 16, 2025 Orion issued 1,649,077 shares of common stock, valued at $1.0 million, to Voltrek’s former owner Kathleen Connors toward fiscal 2025 and aggregate fiscal 2023–2025 earnouts. The remaining fiscal 2025 earnout amount will be determined by binding arbitration and evidenced by a senior subordinated note capped at up to $3.0 million under a new subordinated loan agreement.

The note requires monthly principal payments of $25,000 starting January 15, 2026, rising to $50,000 from July 15, 2026 until its July 15, 2027 maturity, with interest at 7% annually from July 15, 2025. The obligations are secured by subordinated liens on substantially all company and subsidiary assets, with Bank of America’s facilities remaining senior. Separate support and board observer agreements with Final Frontier and Ms. Connors address voting commitments and limited board meeting attendance rights.

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FAQ

How many Orion Energy Sys (OESX) SEC filings are available on StockTitan?

StockTitan tracks 39 SEC filings for Orion Energy Sys (OESX), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Orion Energy Sys (OESX)?

The most recent SEC filing for Orion Energy Sys (OESX) was filed on February 2, 2026.