Orion Energy Systems, Inc. filings document the company's public-company disclosures for an operating business in LED lighting, EV charging infrastructure, maintenance services and energy project work. Recent Form 8-K reports furnish operating and financial results, revenue outlook updates, material-event disclosures and exhibits tied to press releases.
The filing record also covers capital-structure activity, including common stock sold under an underwriting agreement and shelf registration statement, as well as material agreements, governance matters, shareholder voting matters and executive compensation arrangements. These disclosures describe Orion's no-par-value common stock, Nasdaq Capital Market listing, corporate governance actions and financing arrangements.
Orion Energy Systems, Inc. entered into an underwriting agreement with Craig-Hallum Capital Group LLC and sold 500,000 shares of its common stock in an underwritten offering. The transaction closed on February 2, 2026, and generated approximately $6.4 million in net proceeds for the company after fees and expenses.
Orion plans to use most of the cash to reduce amounts outstanding under its existing credit agreement, with the remaining funds allocated to working capital and general corporate purposes. The offering was conducted as a takedown from Orion’s previously effective shelf registration statement on Form S-3.
Under the agreement and related lock-up arrangements, Orion and all of its directors and executive officers agreed not to sell or transfer company securities for 90 days after February 2, 2026, unless the underwriter consents. The filing also references customary indemnification, closing conditions, and legal opinions related to the share issuance.
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.
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.
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.
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.
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.
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.