[6-K] WESTPORT FUEL SYSTEMS INC. Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Westport Fuel Systems Inc. reports a weaker first quarter of 2026 and discloses significant liquidity risk. Revenue from continuing operations fell 69% to $2.3 million, mainly because the Heavy‑Duty OEM transitional services with Cespira ended in 2025. Net loss from continuing operations widened slightly to $5.7 million, with negative adjusted EBITDA of $4.9 million.

Cash and cash equivalents were $24.5 million and long‑term debt was $1.9 million as of March 31, 2026. Management projects existing cash will not fund operations for the next twelve months and concludes there is substantial doubt about the company’s ability to continue as a going concern. A $100 million shelf prospectus is in place, but potential financings are not assured.

Cespira, the joint venture with Volvo, posted total revenue of $22.2 million, up 33%, and reduced its net loss to $2.5 million, lowering Westport’s capital contributions. Westport also reports a March 2026 cybersecurity incident that delayed year‑end filings; the investigation is complete, filings are current, and internal controls over financial reporting were deemed not deficient.

Insights

Equity and credit analyst

Q1 shows sharp revenue drop and elevated going‑concern risk for Westport.

Westport’s continuing revenue declined to $2.3 million while net loss from continuing operations reached $5.7 million. Negative adjusted EBITDA of $4.9 million and net working capital of $(9.4) million indicate limited short‑term financial flexibility.

Cash stood at $24.5 million against $1.9 million of EDC term debt and a $15 million minimum cash covenant. Management projects current cash will not fund operations for twelve months and explicitly notes substantial doubt about its ability to continue as a going concern.

Cespira’s performance is a partial offset: revenue of $22.2 million grew 33% year‑over‑year and net loss narrowed to $2.5 million, allowing Westport to cut quarterly JV funding from $4.7 million to $2.9 million. However, Westport remains dependent on external financing, including potential use of its $100 million shelf prospectus, whose availability depends on market conditions outside the company’s control.

Key Figures

Revenue from continuing operations: $2.3M Net loss from continuing operations: $5.7M Adjusted EBITDA: ($4.9M) +5 more

8 metrics

Revenue from continuing operations $2.3M Three months ended March 31, 2026; down 69% from $7.3M

Net loss from continuing operations $5.7M Three months ended March 31, 2026 vs. $5.3M prior year

Adjusted EBITDA ($4.9M) Three months ended March 31, 2026 vs. approximately breakeven prior year

Cash and cash equivalents $24.5M As of March 31, 2026; down from $27.2M at December 31, 2025

Long-term debt $1.9M EDC term loan, all current, as of March 31, 2026

Net working capital ($9.4M) As of March 31, 2026 versus ($4.2M) at December 31, 2025

Cespira total revenue $22.2M Three months ended March 31, 2026; up 33% from $16.7M

Cespira net loss ($2.5M) Three months ended March 31, 2026; improved from ($7.1M)

Key Terms

going concern, management cease trade order, HPDI fuel system, Adjusted EBITDA, +1 more

5 terms

going concern financial

"These conditions raise substantial doubt about the Company's ability to continue as a going concern within one year after the date these interim financial statements are issued."

A going concern is a business that is expected to continue its operations and meet its obligations for the foreseeable future, rather than shutting down or selling off assets. This assumption matters to investors because it indicates stability and ongoing profitability, making the business a more reliable investment. Think of it as believing a restaurant will stay open and serve customers, rather than closing down suddenly.

management cease trade order regulatory

"the British Columbia Securities Commission issued a temporary management cease trade order ("MCTO") restricting trading by our CEO and CFO only."

A management cease trade order is a temporary restriction that prevents a company’s directors and senior officers from buying or selling the company’s securities while important, undisclosed information is being handled or examined. It matters to investors because it signals potential material developments or regulatory reviews—think of it like a temporary lock on a building while inspectors investigate; the restriction reduces insider activity and can affect share liquidity and investor confidence until the issue is resolved.

HPDI fuel system technical

"Cespira is committed to advancing the development and commercialization of Cespira's HPDI™ fuel system, a fully OEM-integrated gaseous fuel system."

Adjusted EBITDA financial

"We reported negative adjusted EBITDA of $4.9 million ... compared to adjusted EBITDA of nil for the same quarter last year."

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

equity method financial

"We account for Cespira using the equity method of accounting."

An equity method investment is an accounting approach used when a company owns enough of another business to influence its decisions but not control it (commonly around 20–50% ownership). Instead of counting only dividends, the investor records its share of the other company’s profits and losses on its own income statement and adjusts the investment’s value on the balance sheet—like tracking a friend’s joint project by noting your share of their gains or setbacks. For investors, this matters because it can significantly affect reported earnings, asset values, and the apparent strength of a company’s financial results.

Form 6-K: How Foreign Companies Report to the SEC →

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549 

FORM 6-K 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of May 2026

Commission File Number: 001-34152

WESTPORT FUEL SYSTEMS INC. 

 (Translation of registrant's name into English)

 1691 West 75th Avenue, Vancouver, British Columbia, Canada, V6P 6P2 

 (Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

S   Form 20-F    £    Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o

INCORPORATION BY REFERENCE

Exhibits 99.1 and 99.2 to this report on Form 6-K are hereby incorporated by reference into the Company's Registration Statement on Form F-3 (File No. 333-289669) and the Registration Statements on Form S-8 (File Nos. 333-248912, 333-211726, and 333-168847).

EXHIBIT INDEX

Exhibit						Description
99.1						Management's Discussion and Analysis for the period ended March 31, 2026
99.2						Condensed Consolidated Financial Statements for the period ended March 31, 2026
101						INS XBRL Instance Document
101						SCH Inline XBRL Taxonomy Extension Schema Document
101						SCH Inline XBRL Taxonomy Extension Calculation Linkbase Document
101						DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101						LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101						PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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.

			WESTPORT FUEL SYSTEMS INC.
			By:			/s/ Elizabeth Owens
			Name:			Elizabeth Owens
			Title:			Chief Financial Officer

Date: May 14, 2026

Management's Discussion and Analysis

BASIS OF PRESENTATION

This Management’s Discussion and Analysis (“MD&A”) for Westport Fuel Systems Inc. (“Westport”, the “Company”, “we”, “us”, “our”) for the three months ended March 31, 2026 provides an update to our annual MD&A dated April 23, 2026 for the fiscal year ended December 31, 2025. This information is intended to assist readers in analyzing our financial results and should be read in conjunction with the audited consolidated financial statements, including the accompanying notes, for the fiscal year ended December 31, 2025 and our unaudited condensed consolidated interim financial statements for the three months ended March 31, 2026. Our interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The Company’s reporting currency is the United States dollar ("U.S. dollar"). This MD&A is dated as of May 14, 2026.

Additional information relating to Westport, including our Annual Report Form 20-F for the year ended December 31, 2025, is available on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov, respectively. All financial information is reported in U.S. dollars unless otherwise noted.

FORWARD-LOOKING STATEMENTS

This MD&A contains forward-looking statements that are based on the beliefs of management and reflects our current expectations as contemplated under applicable Canadian securities laws and the safe harbor provisions of Section 21E of the United States Securities Act of 1934, as amended. Forward-looking information generally can be identified by the use of forward-looking terminology such as "expect", "anticipate", "believe", "estimate", "plan", "project", "intend", "may", "will", "should", "could", "would", "continue", "forecast", "outlook", or similar expressions, including the negative of such items. Such forward-looking statements include, but are not limited to, future strategic initiatives and future growth, future of our development and service programs and project milestones (including those relating to Cespira's HPDI fuel system and Hydrogen), our expectations for 2026 and beyond, including anticipated effects of new accounting and reporting standards, the global demand for our products or our HPDI joint venture's products (including from Cespira's HPDI 2.0TM fuel systems), timing and progress of development, validation and commercialization activities (including expected timing of field testing and commercialization paths); expected timing of receipt of amounts (including holdback receivables); expectations regarding output, efficiency and operational performance; outlook for commodity prices; liquidity outlook and the Company's ability to fund operations over the next twelve months; plans and ability to improve liquidity through financings and other alternatives (including the potential use of the Company's shelf prospectus); anticipated funding of, and contributions to, the Company's joint venture arrangements (including expected funding levels and the Company's expected share of such funding); and other statements regarding the Company's future plans, objectives, strategies, results, performance, condition or prospect.

These forward-looking statements are neither promises nor guarantees but involve known and unknown risks and uncertainties that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed in or implied by these forward-looking statements. These risks include risks related to revenue growth, operating results, liquidity, our industry and products, the general economy, conditions of the capital and debt markets, government or accounting policies and regulations, regulatory investigations, climate change legislation or regulations, technology innovations, as well as other factors discussed below and elsewhere in this report, including the risk factors contained in the Company’s most recent annual report, Form 20-F, filed on SEDAR+ at www.sedarplus.ca. The forward-looking statements contained in this MD&A are based upon a number of material factors and assumptions which include, without limitation, market acceptance of our products, product development delays in contractual commitments, the ability to attract and retain business partners, competition from other technologies, conditions or events affecting cash flows or our ability to continue as a going concern, price differential between compressed natural gas, liquefied natural gas, and liquefied petroleum gas relative to petroleum-based fuels, unforeseen claims, exposure to factors beyond our control as well as the additional factors referenced in our

1

Management's Discussion and Analysis

annual report. Readers should not place undue reliance on any such forward-looking statements, which are pertinent only as of the date they were made.

The forward-looking statements contained in this document speak only as of the date of this MD&A. Except as required by applicable legislation, Westport does not undertake any obligation to release publicly any revisions to these forward-looking statements to reflect events or circumstances after this MD&A, including the occurrence of unanticipated events. The forward-looking statements contained in this MD&A are expressly qualified by this cautionary statement.

GENERAL DEVELOPMENTS

•For the three months ended March 31, 2026, Cespira, our joint venture with Volvo Group, increased its revenue by $5.6 million or 33% compared to the prior year quarter. Cespira reduced its net loss by $4.6 million and reliance on funding from its partners in the quarter. Westport reduced its capital contributions to Cespira in the quarter from $4.7 million to $2.9 million.

•For the three months ended March 31, 2026, our High-Pressure & Controls segment increased its revenue by $0.4 million or 21% compared to the same quarter in the prior year.

•On March 17, 2026, we experienced a cybersecurity incident resulting in unauthorized access to certain of our internal IT business applications and other business and employee information. Given the timing within our year-end reporting cycle, this incident resulted in the late filing of our annual financial statements and related continuous disclosure documents. At our request, on April 1, 2026, the British Columbia Securities Commission issued a temporary management cease trade order ("MCTO") restricting trading by our CEO and CFO only. The investigation of the incident has since concluded, all continuous disclosure filings were made and the MCTO has been rescinded. As a result of our review of internal controls over financial reporting following the incident; management concluded that our internal controls over financial reporting were not deficient in connection with the incident.

•Between May 4 to 7, 2026, Westport showcased its high-pressure compressed natural gas ("CNG") fuel system for North American heavy-duty fleets at ACT Expo in Las Vegas.

BUSINESS OVERVIEW

Westport is a technology and innovation company connecting synergistic technologies to power a cleaner tomorrow. As a supplier of affordable, alternative fuel, low-emissions transportation technologies, we design, manufacture, and supply advanced components and systems that enable the transition from traditional fuels to alternative energy solutions.

Our technologies support a wide range of alternative fuels – including natural gas, renewable natural gas ("RNG"), and hydrogen – enabling OEMs and commercial transportation industries to meet performance demands, regulatory requirements, and climate targets in a cost-effective way. With decades of expertise and a commitment to engineering excellence, Westport is helping our partners achieve sustainability goals - without compromising performance or cost-efficiency - making clean, scalable transport solutions a reality.

Westport is headquartered in Vancouver, Canada, with operations in Cambridge, Ontario; Calgary, Alberta; and China and Europe. With a focus on engineering, manufacturing, and supplying alternative fuel systems and components for transportation applications, Westport's product offerings, sold under its AFS and GFI brands and through Cespira, Westport's joint venture with the Volvo Group ("Volvo"), enable the use of several alternative fuels in the transportation sector that provide economic and/or environmental advantages as compared to diesel, gasoline, or battery powered electric vehicles.

2

Management's Discussion and Analysis

Our portfolio includes our High-Pressure Controls segment sold under the AFS and GFI brands and a 55% ownership in Cespira, a joint venture with Volvo. Our High-Pressure Controls segment designs, develops, and produces components including pressure regulators, valves, filters, electronic control units ("ECUs") and high-pressure hydrogen components for transportation and industrial applications. We partner with fuel cell, hydrogen engine and alternative fuel engine manufacturers offering versatile solutions that serve a variety of fuel types. Cespira launched in 2024 and is committed to advancing the development and commercialization of Cespira's HPDI™ fuel system, a fully OEM-integrated gaseous fuel system that enables heavy-duty diesel engines to operate with a range of alternative fuels including natural gas, RNG, hydrogen and others without any performance or efficiency compromises relative to the base diesel engine platform. As part of Westport and Cespira's portfolio of solutions, Cespira's LNG HPDI 2.0 fuel system is on the road today and is a complete system offering OEMs the flexibility to differentiate their natural gas product lines easily while also maintaining maximum commonality with their conventional diesel fueled products.

Business Segments

Westport develops and supplies advanced alternative-fuel systems, components, and technologies that enable global transportation and industrial customers to affordably reduce emissions and transition toward cleaner mobility solutions. Our technologies, products, and services are sold under our established brands and form the foundation for sustainable growth in both existing and emerging markets worldwide. We operate through the following segments:

Cespira

In June 2024, Westport and Volvo entered into a series of joint venture agreements (collectively, the "JV Agreement"), to establish Cespira, focused on promoting, developing, and commercializing the HPDI fuel system technology. Under the terms of the agreement, Westport owns a 55% equity interest in Cespira, while Volvo owns 45%. The JV prioritizes scaling the HPDI fuel system and supporting the global transition to carbon-neutral, internal combustion engine technologies, particularly in heavy-duty, long-haul trucking, where multiple propulsion technologies are required to achieve substantial decarbonization. Cespira designs, assembles, and supplies LNG HPDI 2.0 fuel systems, related components, and engineering services to engine manufacturers and commercial vehicle OEMs. The fully integrated LNG HPDI fuel systems enable diesel engines to operate predominantly on alternative gaseous fuels - such as RNG - while maintaining equivalent power, torque, and fuel efficiency relative to conventional compression ignition engines fueled with diesel fuel. This can be a cost-effective pathway to meaningful greenhouse gas reductions. The JV is also advancing the application of HPDI fuel systems for hydrogen and other alternative fuels in internal combustion engines, expanding its relevance to future decarbonization strategies.

High-Pressure Controls

The High-Pressure Controls segment designs, engineers, manufacturers and supplies components for transportation and industrial applications, using gaseous fuels such as hydrogen. This segment represents Westport's off-engine product portfolio, supplying regulators, valves, ECUs, pressure components, and related engineered solutions to OEM and Tier-1 customers worldwide. These technologies support fuel-cell vehicles, hydrogen fueled internal combustion engines, and natural gas mobility platforms.

Westport's High-Pressure Controls segment, with its GFI branded products, has decades of engineering expertise in developing high-quality and often customized components tailored for global automotive, truck, bus, rail, and industrial OEMs. The business is positioned at the forefront of the clean-energy transition, with solutions supporting both current alternative fuel deployment and hydrogen powered mobility.

Through our GFI-branded operations, with manufacturing facilities in Canada and China, we deliver components used in passenger vehicles, buses, mid-duty and heavy-duty trucks, rail applications, construction and industrial equipment.

3

Management's Discussion and Analysis

RISKS, LONG-TERM PROFITABILITY & LIQUIDITY

Government Regulation, Policies and Incentives

Government regulation is a key factor in driving accelerated global demand for and adoption of reduced emission vehicles. Supportive government policy combined with rising corporate adherence to emission reduction goals are creating growth catalysts for Westport in some of its key markets. While we have benefited historically from certain government environmental policies, mandates and regulations around the world, there can be no assurance that these policies, mandates, and regulations will be continued. If these are discontinued, if current requirements are relaxed, or if other regulations are implemented that may impact our business, we may experience a material impact on our competitive position.

Global inflation trends remain inconsistent, with inflationary pressures easing in developed countries, while continuing to impact certain emerging and developed markets. Westport sources its components from global suppliers and continues to face inflationary pressure on production input costs. Specifically, the cost of semiconductors, raw materials, and parts has increased, along with higher labor costs, all of which are contributing to margin compression.

Interest Rates

In response to inflationary pressures, central banks in major markets had raised interest rates to multi-decade highs. While some regions, including Canada, the United States, and Europe, had reduced rates, current levels remain restrictive and are having a significant impact on both the automotive and clean energy sectors. There continues to be uncertainty around inflation and many central banks have been holding interest rates steady for the past year, resulting in slowing of capital investment and infrastructure development.

Automotive manufacturers and OEMs are facing challenges as higher interest rates are compressing profit margins. This environment is leading to delays and cancellations of clean energy investments as companies prioritize cost-cutting measures. Additionally, elevated interest rates have contributed to a slowdown in global economic growth, particularly in emerging markets where economic conditions are already volatile, are facing heightened financial pressures, which could further dampen demand for clean energy solutions.

Hydrogen Eco-System Uncertainty

The hydrogen industry is currently facing economic challenges associated with limited load of available hydrogen which has resulted in high operational costs across the value chain. This has led to delays and cancellations of projects. Key cost factors, such as rising renewable electricity prices and increased electrolyzer costs, are having a significant impact on the economics of renewable (green) hydrogen projects. These higher costs, coupled with uncertainties surrounding fuel supply and infrastructure development, make it challenging to predict when hydrogen technology for transport will become a viable decarbonization solution.

Fuel Prices

European natural gas prices are still significantly below the record highs of 2022. Lower demand, influenced by reduced economic activity and previous mild weather, has contributed to price moderation. Additionally, the diversification of gas imports continues to be a key focus of European energy policy. Long-term forecasts suggest that natural gas prices will remain well below 2022 peaks. This outlook reinforces the impact of fuel’s cost-effectiveness and its role in advancing the transition to natural gas-powered vehicles

In addition to the risks referred above, readers should also refer to our discussion in our annual report Form 20-F for the year ended December 31, 2025, dated April 23, 2026, under the headings "Risk Factors" and "Business Overview" for more information.

4

Management's Discussion and Analysis

Liquidity and Going Concern

We believe that we have considered all possible impacts of known events arising from the risks discussed above related to supply chain and fuel prices in the preparation of the interim financial statements for the three months ended March 31, 2026. However, changes in circumstances due to the forementioned risks could affect our judgments and estimates associated with our liquidity and other critical accounting assessments.

For the three months ended March 31, 2026, we had operating losses from continuing operations of $4.9 million. Cash used in operating activities from continuing operations was $3.3 million for the three months ended March 31, 2026 and was primarily driven by operating losses and changes in working capital.

As at March 31, 2026, we had cash and cash equivalents of $24.5 million and long-term debt of $1.9 million from Export Development Canada ("EDC"), of which all is current.

Based on our projected capital expenditures, debt servicing obligations and operating requirements under our current business plan, we are projecting that our cash and cash equivalents will not be sufficient to fund our operations through the next twelve months from the date of the issuance of this MD&A. These conditions raise substantial doubt about Westport's ability continue as a going concern within one year after the date of this MD&A is issued.

Management is currently evaluating several different options to improve Westport's liquidity position, including raising funds from the public markets and borrowing debt or other financing alternatives. These plans are not final and are subject to market and other conditions not within our control. As such, there can be no assurances that Westport will be successful in obtaining sufficient funding. Accordingly, we concluded under the accounting standards that these plans do not alleviate the substantial doubt about Westport's ability to continue as a going concern.

Cybersecurity and data privacy risks

We rely on information technology networks and systems to operate our business, including internal IT business applications and systems that store business, employee, and other information. We have experienced, and may in the future experience, cybersecurity incidents, including unauthorized access to our systems and data. Cyber incidents could result in business disruption; theft, loss, misuse, or improper disclosure of confidential, personal, or proprietary information; remediation and response costs; increased cybersecurity protection and insurance costs; claims, litigation, regulatory inquiries or investigations, penalties, and fines; reputational harm; and other adverse impacts. Cyber incidents could also delay our financial reporting or our ability to complete audits and filings on a timely basis and could result in regulatory orders or restrictions such as management cease trade orders. Although we maintain cybersecurity measures and engage third‑party experts, and although certain of our operational systems (including systems supporting manufacturing continuity) are segregated from other IT environments, our measures cannot fully eliminate these risks, particularly as threat actors evolve. We are also exposed to cybersecurity and data privacy risks arising from third‑party service providers and partners. Any of the foregoing could have a material adverse effect on our business, results of operations, financial condition, liquidity, and reputation.

FIRST QUARTER 2026 RESULTS

Revenues for the three months ended March 31, 2026 decreased by 69% to $2.3 million compared to $7.3 million in the same quarter last year. As planned, our Heavy-Duty OEM segment ended its transitional service agreement with Cespira at the end of Q2 2025 resulting in reduction in revenue when comparing period over period.

We reported a net loss from continuing operations of $5.7 million for the three months ended March 31, 2026 compared to net loss from continuing operations of $5.3 million for the same quarter last year.

5

Management's Discussion and Analysis

Cash and cash equivalents were $24.5 million at the end of the first quarter 2026. Cash used in operating activities from continuing operations was $3.3 million, primarily driven by operating losses in the quarter and changes in working capital. Cash provided by investing activities from continuing operations primarily consisted of proceeds received from holdback receivables, partially offset by capital contributions in Cespira of $2.9 million. Cash used in financing activities from continuing operations was debt repayments of $1.0 million in the quarter.

We reported negative adjusted EBITDA of $4.9 million, (see "Non-GAAP Financial Measures" section in this MD&A) during the first quarter compared to adjusted EBITDA of nil for the same quarter last year. The increase in negative adjusted EBITDA was primarily driven by a decrease in gross profit, partially offset by lower operating expenditures and loss from investments accounted for by the equity method. Included in the prior year quarter's adjusted EBITDA was our discontinued operations' performance, which had a net profit of $2.8 million for the three months ended March 31, 2025.

6

Management's Discussion and Analysis

SELECTED FINANCIAL INFORMATION

The following table sets forth a summary of our financial results:

Selected Consolidated Statements of Operations Data

						Three months ended March 31,
						2026						2025
(in thousands of U.S. dollars, except for per share amounts and shares outstanding)
Revenue						$	2,285					$	7,323
Cost of revenue						$	1,769					$	5,788
Gross profit						$	516					$	1,535
Gross margin1						23		%				21		%
Loss from investments accounted for by the equity method						$	(1,381)					$	(3,884)
Net loss from continuing operations						$	(5,707)					$	(5,295)
Net income from discontinued operations						$	—					$	2,844
Net loss for the period						$	(5,707)					$	(2,451)
Net loss per share from continuing operations - basic & diluted						$	(0.33)					$	(0.31)
Net loss per share from discontinued operations - basic & diluted						$	—					$	0.16
Net loss per share						$	(0.33)					$	(0.14)
Weighted average basic & diluted shares outstanding in millions						17,394,594						17,322,681
EBIT1						$	(6,246)					$	(2,065)
EBITDA1						$	(6,034)					$	(135)
Adjusted EBITDA1						$	(4,859)					$	(7)

1These financial measures or ratios are non-GAAP financial measures or ratios. See the section 'Non-GAAP Measures' for explanations and discussions of these non-GAAP financial measures or ratios.

Selected Balance Sheet Data

The following table sets forth a summary of our financial position as at March 31, 2026 and December 31, 2025:

						March 31, 2026						December 31, 2025
(in thousands of U.S. dollars, except for per share amounts and shares outstanding)
Cash and cash equivalents						$	24,503					$	27,158
Net working capital1						(9,360)						(4,229)
Total assets						85,061						94,009
Long-term debt, including current portion						1,948						2,924
Non-current liabilities1						3,313						3,647
Total liabilities						22,177						25,196
Shareholders' equity						62,884						68,813

1These financial measures or ratios are non-GAAP financial measures or ratios. See the section 'Non-GAAP Measures' for explanations and discussions of these non-GAAP financial measures or ratios.

7

Management's Discussion and Analysis

RESULTS FROM OPERATIONS

Revenue for the three months ended March 31, 2026

(in thousands of U.S. dollars)															Three months ended March 31,												Change
																											2026						2025						$						%
High-Pressure Controls																											$	2,285					$	1,890					$	395					21		%
Heavy-Duty OEM																											—						5,433						(5,433)						(100)		%
Total revenue from continuing operations																											$	2,285					$	7,323					$	(5,038)					(69)		%

High-Pressure Controls

Revenue for the three months ended March 31, 2026 was $2.3 million, compared with $1.9 million for the three months ended March 31, 2025.

The increase in revenue for the three months ended March 31, 2026 was primarily driven by higher service revenue in the quarter for product testing provided to an OEM customer. Product revenue was consistent compared to prior year quarter.

Heavy-Duty OEM

The segment's transitional service agreement with Cespira ended in Q2 2025 and did not have any sales activity in the quarter.

Gross Profit for the three months ended March 31, 2026

(in thousands of U.S. dollars)						Three months ended March 31,						% of						Three months ended March 31,						% of						Change
						2026						Revenue						2025						Revenue						$						%
High-Pressure Controls						$	516					23		%				$	513					27		%				$	3					1		%
Heavy-Duty OEM						—						—		%				1,022						19		%				(1,022)						(100)		%
Total gross profit from continuing operations						$	516					23		%				$	1,535					21		%				$	(1,019)					(66)		%

High-Pressure Controls

Gross profit was $0.5 million or 23% of revenue, for the three months ended March 31, 2026 compared to $0.5 million or 27% of revenue, for the three months ended March 31, 2025.

Gross profit in the quarter was primarily driven by engineering service revenue. In the prior year quarter, the gross profit was primarily from products sold.

Heavy-Duty OEM

The segment's transitional service agreement with Cespira ended in Q2 2025 and did not have any sales activity in the quarter.

8

Management's Discussion and Analysis

Research and Development Expenses ("R&D")

(in thousands of U.S. dollars)																		Three months ended March 31,												Change
																														2026						2025						$						%
High-Pressure Controls																														$	948					$	1,182					$	(234)					(20)		%
Heavy-Duty OEM																														—						111						(111)						(100)		%
Corporate & unallocated																														275						—						275						100		%
Total R&D expenses																														$	1,223					$	1,293					$	(70)					(5)		%

High-Pressure Controls

R&D expenses for the three months ended March 31, 2026 was $0.9 million, compared to $1.2 million for the three months ended March 31, 2025.

Heavy-Duty OEM

There was no activity in the quarter.

Corporate & unallocated

We incurred research and development costs primarily for engineering labor, materials, and outside services support for validation and testing for our new high-pressure CNG fuel system.

9

Management's Discussion and Analysis

Selling, General and Administrative Expenses ("SG&A")

(in thousands of U.S. dollars)																		Three months ended March 31,												Change
																														2026						2025						$						%
High-Pressure Controls																														$	646					$	446					$	200					45		%
Heavy-Duty OEM																														—						85						(85)						(100)		%
Corporate & unallocated																														2,395						2,585						(190)						(7)		%
Total SG&A expenses																														$	3,041					$	3,116					$	(75)					(2)		%

High-Pressure Controls

SG&A expenses for the three months ended March 31, 2026 was $0.6 million, compared with $0.4 million for the three months ended March 31, 2025.

Heavy-Duty OEM

There was no activity in the quarter.

Corporate & unallocated

SG&A expenses for the three months ended March 31, 2026 was $2.4 million, compared with $2.6 million for the three months ended March 31, 2025. Included was $0.2 million estimated costs incurred in the quarter for the cybersecurity incident announced on March 20, 2026. The decrease in Corporate expenses is a result of the ongoing cost-reduction initiatives.

10

Management's Discussion and Analysis

Other significant expense and income items for the three months ended March 31, 2026

(in thousands of U.S. dollars)			Three months ended March 31,
			2026						2025
Foreign exchange loss (gain)			$	1,007					$	(1,203)
Depreciation and amortization:
Cost of sales depreciation and amortization			102						85
Operating expense depreciation and amortization			110						107
Total depreciation and amortization			$	212					$	192
Loss from investments accounted for by the equity method			$	(1,381)					$	(3,884)
Interest expense on long-term debt			$	90					$	192
Income tax expense			$	113					$	90

Foreign exchange gains and losses reflect net realized gains and losses on foreign currency transactions and net unrealized gains and losses on our net U.S. dollar denominated monetary assets and liabilities in our Canadian operations that were mainly comprised of cash and cash equivalents, accounts receivable and accounts payable. In addition, we have foreign exchange exposure on Euro denominated monetary assets and liabilities where the functional currency of the subsidiary is not the Euro. For the three months ended March 31, 2026, we recognized foreign exchange losses of $1.0 million, compared to a foreign exchange gain of $1.2 million for the three months ended March 31, 2025. The loss recognized in the current period primarily relates to unrealized foreign exchange losses resulting from the translation of U.S. dollar denominated debt in our Canadian legal entities and realized foreign exchange losses from settling long-term foreign currency denominated intercompany receivables and payables with our Light-Duty segment.

Depreciation and amortization for the three months ended March 31, 2026 was $0.2 million, compared to $0.2 million for the three months ended March 31, 2025. The amounts included in cost of revenue for the three months ended March 31, 2026 were $0.1 million, compared with $0.1 million for the three months ended March 31, 2025.

Loss from investments accounted for by the equity method for the three months ended March 31, 2026 was a loss of $1.4 million, compared to a loss of $3.9 million for the three months ended March 31, 2025. This was driven by our 55% ownership interest in Cespira. Refer to "Selected Cespira Financial Information" for more details about Cespira's performance in the quarter.

Interest on long-term debt and amortization of discount

The decreases in interest expense on long-term debt for the three months ended March 31, 2026 compared to the prior year periods was driven by the reduction in the outstanding balance of the EDC term loan.

Income tax expense from continuing operations was $0.1 million for the three months ended March 31, 2026 compared to income tax expense of $0.1 million for the three months ended March 31, 2025, respectively.

11

Management's Discussion and Analysis

Related party transactions

Westport's related parties are Cespira, directors, officers and shareholders that own more than 10% of our shares.

We engage in transactions with Cespira primarily through cross-charges, provision of services and the sale of inventory under a transitional services agreement that ended on June 30, 2025.

Related party transactions with Cespira			Three months ended March 31,
			2026						2025
Sales of goods, services, and other income			$	6					$	5,559
Inventory purchased, services and other expenses			30						610

Related party balances with Cespira			March 31, 2026						December 31, 2025
Receivables (note 6 in the interim financial statements)			$	290					$	274
Payables (note 10 in the interim financial statements)			$	41					$	78

12

Management's Discussion and Analysis

Selected Cespira Financial Information

We account for Cespira using the equity method of accounting. However, due to its significance to our long-term strategy and operating results, we disclose selected Cespira financial information in notes 8 and 15 of our interim financial statements for the three months ended March 31, 2026.

The following table sets forth a summary of the financial results of Cespira for the three months ended March 31, 2026 and 2025.

						Three months ended March 31,												Change
(in thousands of U.S. dollars)						2026						2025						$						%
Product revenue						$	19,492					$	13,200					$	6,292					48		%
Service revenue						2,757						3,476						(719)						(21)		%
Total revenue						22,249						16,676						5,573						33		%
Gross profit1						1,576						446						1,130						253		%
Gross margin %						7		%				3		%
Research & development						1,480						3,089						(1,609)						(52)		%
Selling, general, & administrative						2,523						2,989						(466)						(16)		%
Operating loss						(2,589)						(7,108)						4,519						(64)		%
Net loss						(2,521)						(7,108)						4,587						(65)		%

1Gross margin is a non-GAAP financial measure. See the section 'Non-GAAP Measures' for explanations and discussions of these non-GAAP financial measure or ratio.

Product Revenue

Product Revenue for the three months ended March 31, 2026 was $19.5 million compared to $13.2 million in the prior year quarter. The increase in revenue of 48% in the current quarter was primarily driven by higher volumes of systems sold compared to the prior year quarter.

Service Revenue

Service Revenue for the three months ended March 31, 2026 was $2.8 million compared to $3.5 million in the prior year quarter. The decrease in service revenue in the current quarter was primarily driven by the milestones achieved. Service revenue allocated to project milestones are weighted differently across the phases of an engineering service revenue project. One of Cespira's significant long-term engineering service revenue project is expected to complete in Q4 2026 in advance of the anticipated launch of their Euro 7 product.

Gross Profit

Gross profit was $1.6 million for the three months ended March 31, 2026 compared to $0.4 million in the prior year quarter. The increase in gross profit was primarily driven by the increase in higher volumes of systems sold.

Research & Development ("R&D")

R&D expense was $1.5 million for the three months ended March 31, 2026 compared to $3.1 million. More of Cespira's engineering resources were used in supporting its engineering service revenue projects.

13

Management's Discussion and Analysis

Selling, general, & administrative ("SG&A")

SG&A expense was $2.5 million for the three months ended March 31, 2026 compared to $3.0 million in the prior year quarter. Cespira recognized severance expense of $0.7 million in the current quarter as part of its cost reduction initiatives.

Operating loss

Cespira had an operating loss of $2.5 million for the three months ended March 31, 2026 compared to $7.1 million in the prior year quarter. Cespira significantly reduced its operating loss compared to the prior year quarter by meaningfully increasing its product revenue and adjusting its cost base as it continues to grow and scale the business.

CAPITAL REQUIREMENTS, RESOURCES AND LIQUIDITY

Our cash and cash equivalents decreased by $2.7 million during the first quarter of 2026 to $24.5 million from $27.2 million at December 31, 2025. The decrease in cash during the three months ended March 31, 2026 was primarily driven by our operating losses, funding of the Cespira JV, purchases of fixed assets, debt repayments, partially offset by the collection of a tranche of holdback receivables.

Cash Flow from Operating Activities

For the three months ended March 31, 2026, our net cash used in operating activities from continuing operations was $3.3 million, compared to net cash used in operating activities from continuing operations of $8.6 million in the three months ended March 31, 2025. The decrease in net cash used in operating activities was primarily driven by changes in working capital.

Cash Flow from Investing Activities

For the three months ended March 31, 2026, our net cash provided by investing activities from continuing operations was $2.6 million compared to net cash provided by investing activities from continuing operations of $5.2 million for the three months ended March 31, 2025. The decrease in net cash provided by investing activities from continuing operations was primarily driven by the decrease in proceeds from holdback receivables. Capital contributions to Cespira JV decreased from $4.7 million to $2.9 million in the current quarter, reflecting the improvement of Cespira's financial performance.

Cash Flow from Financing Activities

For the three months ended March 31, 2026, our net cash used in financing activities from continuing operations was $1.0 million compared to net cash used in financing activities from continuing operations was $1.0 million for the three months ended March 31, 2025. In the current quarter, we paid $1.0 million in debt repayments to EDC. We have two remaining debt repayments outstanding with EDC at the end of the quarter.

14

Management's Discussion and Analysis

CONTRACTUAL OBLIGATIONS AND COMMITMENTS

						Carrying amount						Contractual cash flows						< 1 year						1 - 3 years						4-5 years
Accounts payable and accrued liabilities						$	15,947					$	15,947					$	15,947					$	—					$	—
Long-term debt, principal,(1)						1,948						1,948						1,948						—						—
Long-term debt, interest(1)						—						138						138						—						—
Operating lease obligations						1,715						2,506						556						1,168						782
						$	19,610					$	20,539					$	18,589					$	1,168					$	782

Notes

(1) For details of our long-term debt, principal and interest, see note 11 in the interim financial statements.

SHARES OUTSTANDING

During the three months ended March 31, 2026 and March 31, 2025, the weighted average number of shares used in calculating the basic and diluted net loss per share was 17,394,594 and 17,322,681, respectively. The Common Shares and Share Units (comprising of performance share units, restricted share units and deferred share units) outstanding and exercisable as at the following dates are shown below:

(weighted average exercise prices are presented in Canadian dollars)
						March 31, 2026																					May 14, 2026
						Number						Weighted average exercise price															Number						Weighted average exercise price
												$																					$
Common Shares outstanding						17,395,734																					17,395,734
Share Units
Outstanding						557,834						5.20															557,834						N/A
Exercisable						491						31.07															491						N/A

15

Management's Discussion and Analysis

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our interim financial statements are prepared in accordance with U.S. GAAP, which requires us to make estimates and assumptions that affect the amounts reported in our interim financial statements. We have identified several policies as critical to our business operations and in understanding our results of operations. These policies, which require the use of judgment, estimates and assumptions in determining their reported amounts, include the assessment of liquidity and going concern, revenue recognition, inventories, and property, plant and equipment. The application of these and other accounting policies are described in note 3 of our annual consolidated financial statements and our MD&A for the year ended December 31, 2025, filed on April 23, 2026. Actual amounts may vary significantly from estimates used. There have been no significant changes in accounting policies applied to the March 31, 2026 interim financial statements, and we do not expect to adopt any significant changes at this time.

NEW ACCOUNTING PRONOUNCEMENTS AND DEVELOPMENTS

Upcoming accounting standards not yet adopted:

In November 2024, the FASB issued ASU 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." It requires entities to disclose, in the notes to the financial statements, specified information related to certain costs and expenses disaggregated by type. The standard improves transparency by providing more detailed information about the component of costs and expenses that would enable users to better understand the major components of an entity's income statement by referencing disclosures in the notes to financial statements. This guidance is effective for annual reporting periods beginning after December 15, 2027. While this guidance may have an impact on the disclosures, the Company does not expect this guidance to have a material impact on its financial position, operations, and cash flows.

DISCLOSURE CONTROLS AND PROCEDURES AND INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal controls over financial reporting for the three months ended March 31, 2026, that materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

16

Management's Discussion and Analysis

SUMMARY OF QUARTERLY RESULTS

Our revenues and operating results can vary significantly from quarter to quarter depending on the timing of product deliveries, product mix, product launch dates, R&D project cycles, timing of related government funding, impairment charges, restructuring charges, stock-based compensation awards and foreign exchange impacts. Net income and net loss has and can vary significantly from one quarter to another depending on operating results, gains and losses from investing activities, recognition of tax benefits and other similar events.

The following table provides summary unaudited consolidated financial data for the past years as comparison :

Selected Consolidated Quarterly Operations Data

Three months ended																											30-Jun-24						30-Sep-24												31-Dec-24						31-Mar-25						30-Jun-25						30-Sep-25						31-Dec-25						31-Mar-26
(in thousands of U.S. dollars except for per share amounts)
Total revenue																											$	83,386					$	66,251											$	75,088					$	70,955					$	88,870					$	21,617					$	1,880					$	2,285
Continuing operations																											$	14,109					$	4,877											$	7,284					$	7,323					$	12,498					$	1,617					$	1,880					$	2,285
Discontinued operations																											$	69,277					$	61,374											$	67,804					$	63,631					$	76,372					$	19,999					$	—					$	—
Gross profit1																											$	17,122					$	14,466											$	14,280					$	15,225					$	15,996					$	4,771					$	(169)					$	516
Continuing operations																											$	2,359					$	663											$	363					$	1,535					$	843					$	471					$	(169)					$	516
Discontinued operations																											$	14,763					$	13,803											$	13,917					$	13,690					$	15,153					$	4,299					$	—					$	—
Gross margin1																											21%						22%												19%						21%						18%						22%						(9)%						23%
Continuing operations																											17%						14%												5%						21%						7%						29%						(9)%						23%
Discontinued operations																											21%						22%												21%						22%						20%						21%						—%						—%
Loss from investments accounted for by the equity method (note 8)																											$(688)						$(2,781)												$(1,964)						$(3,799)						$(3,299)						$(3,078)						$(5,078)						$(1,381)
Continuing operations																											$(1,102)						$(3,002)												$(2,611)						$(3,884)						$(3,686)						$(3,197)						$(5,078)						$(1,381)
Discontinued operations																											$414						$221												$647						$85						$387						$119						$—						$—
Net income (loss)																											$5,817						$(3,868)												$(10,141)						$(2,451)						$(34,344)						$(13,726)						$(11,105)						$(5,707)
Continuing operations																											$4,146						$(5,968)												$(13,665)						$(5,296)						$(5,053)						$(10,411)						$(8,811)						$(5,707)
Discontinued operations																											$1,671						$2,100												$3,524						$2,845						$(29,291)						$(3,315)						$(2,294)						$—
EBITDA1																											$	9,036					$	(301)											$	(6,103)					$	(135)					$	(30,049)					$	(12,814)					$	(10,695)					$	(6,034)
Adjusted EBITDA1																											$	(2,406)					$	(778)											$	(1,883)					$	(7)					$	(1,017)					$	(6,313)					$	(9,939)					$	(4,859)
U.S. dollar to Euro average exchange rate																											0.93						0.91												0.94						0.95						0.88						0.86						0.86						0.85
U.S. dollar to Canadian dollar average exchange rate																											1.37						1.36												1.39						1.43						1.38						1.38						1.40						1.37
Earnings (Loss) income per share:
Basic & Diluted																											$	0.34					$	(0.22)											$	(0.57)					$	(0.14)					$	(1.98)					$	(0.79)					$	(0.65)					$	(0.33)
Continuing operations																											$	0.24					$	(0.35)											$	(0.77)					$	(0.31)					$	(0.29)					$	(0.60)					$	(0.51)					$	(0.33)
Discontinued operations																											$	0.10					$	0.12											$	0.20					$	0.16					$	(1.69)					$	(0.19)					$	(0.13)					$—

Notes

(1) These financial measures or ratios are non-GAAP financial measures or ratios. See the section 'Non-GAAP Measures' for explanations and discussion of these non-GAAP financial measures or ratios.

17

Management's Discussion and Analysis

REPORTABLE SEGMENTS & RECONCILIATIONS

As a result of the sale of the Light-Duty segment on July 29, 2025 the Company has classified the business as discontinued operations and held-for-sale. Westport reports its results in the following three reportable segments for its continuing operations: High-Pressure Controls & Systems, Heavy-Duty OEM, and Cespira. The prior year comparatives were recast to reflect this change in reportable segments.

Segment earnings or losses before income taxes, interest, depreciation, and amortization ("Segment EBITDA") is the measure of segment profitability used by the Company. The accounting policies of our reportable segments are the same as those applied in our consolidated financial statements. Management prepared the financial results of the Company's reportable segments on basis that is consistent with the manner in which Management internally disaggregates financial information to assist in making internal operating decisions. Certain common costs and expenses, primarily corporate functions, among segments differently than we would for stand-alone financial information prepared in accordance with GAAP. These include certain costs and expenses of shared services, such as IT, human resources, legal, finance and supply chain management. Segment EBITDA is not defined under US GAAP and may not be comparable to similarly titled measures used by other companies and should not be considered a substitute for net earnings or other results reported in accordance with GAAP. Reconciliations of reportable segment information to condensed consolidated interim statement of operations can be found in section "Non-GAAP Measures & Reconciliation" within this MD&A.

									Three months ended March 31, 2026
									High-Pressure Controls												Cespira						Total Segment
Revenue									$	2,285											$	22,249					$	24,534
Cost of revenue									1,769												20,673						22,442
Gross profit									516												1,576						2,092
Operating expenses:
Research & development									948												1,480						2,428
General & administrative									551												2,262						2,813
Sales & marketing									95												261						356
Depreciation & amortization									85												874						959
									1,679												4,877						6,556
Add back: Depreciation & amortization									187												1,822						2,009
Segment EBITDA									$	(976)											$	(1,479)					$	(2,455)

18

Management's Discussion and Analysis

									Three months ended March 31, 2025
									High-Pressure Controls						Heavy-Duty OEM						Cespira						Total Segment
Revenue									$	1,890					$	5,433					$	16,676					$	23,999
Cost of revenue									1,377						4,411						16,230						22,018
Gross profit									513						1,022						446						1,981
Operating expenses:
Research & development									1,182						111						3,089						4,382
General & administrative									319						65						2,698						3,082
Sales & marketing									127						20						291						438
Depreciation & amortization									55						—						730						785
									1,683						196						6,808						8,687
Add back: Depreciation & amortization									140						—						1,620						1,760
Segment EBITDA									$	(1,030)					$	826					$	(4,742)					$	(4,946)

			Three months ended March 31, 2026
			Total Segment						Less: Cespira						Add: Corporate & unallocated												Total Consolidated
Revenue			$	24,534					$	22,249					$	—											$	2,285
Cost of revenue			22,442						20,673						—												1,769
Gross profit			2,092						1,576						—												516
Operating expenses:
Research & development			2,428						1,480						275												1,223
General & administrative			2,813						2,262						2,283												2,834
Sales & marketing			356						261						112												207
Depreciation & amortization			959						874						25												110
			6,556						4,877						2,695												4,374
Equity loss			—						—						(1,381)												(1,381)

19

Management's Discussion and Analysis

			Three months ended March 31, 2025
			Total Segment						Less: Cespira						Add: Corporate & unallocated						Total Consolidated
Revenue			$	23,999					$	16,676					$	—					$	7,323
Cost of revenue			22,018						16,230						—						5,788
Gross profit			1,981						446						—						1,535
Operating expenses:
Research & development			4,382						3,089						—						1,293
General & administrative			3,082						2,698						2,289						2,673
Sales & marketing			438						291						296						443
Depreciation & amortization			785						730						52						107
			8,687						6,808						2,637						4,516
Equity loss			—						—						(3,884)						(3,884)

Reconciliation of Segment EBITDA to Loss before income taxes						Three months ended March 31,
						2026						2025
Total Segment EBITDA						$	(2,455)					$	(4,946)
Adjustments:
Depreciation & amortization1						212						192
Cespira's Segment EBITDA						(1,479)						(4,742)
Cespira's equity loss						1,381						3,884
Corporate and unallocated operating expenses						2,670						2,585
Foreign exchange loss (gain)						1,007						(1,203)
Interest on long-term debt						90						192
Interest and other income, net of bank charges						(742)						(649)
Loss before income taxes						$	(5,594)					$	(5,205)

1Depreciation and amortization expenses used in computation for Segment EBITDA and reconciliation to consolidated loss before income taxes are included in cost of revenue and operating expenses on our statement of operations and comprehensive income (loss).

20

Management's Discussion and Analysis

NON-GAAP FINANCIAL MEASURES & RECONCILIATIONS:

In addition to the results presented in accordance with U.S. GAAP, we used EBIT, EBITDA, Adjusted EBITDA, gross margin, net working capital, and other non-current liabilities (collectively, the “Non-GAAP Measures") throughout this MD&A. We believe these non-GAAP measures provide additional information that is useful to stakeholders in understanding our underlying performance and trends through the same financial measures employed by our management. We believe that EBIT, EBITDA, and Adjusted EBITDA are useful to both management and investors in their analysis of our ability to generate liquidity by producing operating cash flow to fund working capital needs, service debt obligations and fund capital expenditures. Management also uses these non-GAAP measures in its review and evaluation of the financial performance of the Company. EBITDA is also frequently used by stakeholders for valuation purposes whereby EBITDA is multiplied by a factor or "EBITDA multiple" that is based on an observed or inferred relationship between EBITDA and market values to determine the approximate total enterprise value of a company. We believe these non-GAAP financial measures also provide additional insight to stakeholders as supplemental information to our U.S. GAAP results and as a basis to compare our financial performance period-over-period and to compare our financial performance with that of other companies. We believe that these non-GAAP financial measures facilitate comparisons of our core operating results from period to period and to other companies by, in the case of EBITDA, removing the effects of our capital structure (net interest income on cash deposits, interest expense on outstanding debt and debt facilities), asset base (depreciation and amortization) and tax consequences. Adjusted EBITDA provides this same indicator of Westport's EBITDA from operations and removing such effects of our capital structure, asset base and tax consequences, but additionally excludes any unrealized foreign exchange gains or losses, stock-based compensation charges and other one-time impairments and costs that are not expected to be repeated in order to provide greater insight into the cash flow being produced from our operating business, without the influence of extraneous events. Readers should be aware that non-GAAP measures have no standardized meaning under U.S. GAAP and accordingly may not be comparable to the calculation of similar measures by other companies. Non-GAAP measures are intended to provide additional information and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with U.S. GAAP.

Three months ended																																																																																																																					31-Mar-26						31-Mar-25
Revenue																																																																																																																					$	2,285					$	7,323
Less: Cost of revenue																																																																																																																					1,769						5,788
Gross profit																																																																																																																					$	516					$	1,535
Gross margin %																																																																																																																					23		%				21		%

Net Working Capital

												March 31, 2026						December 31, 2025
(in millions of U.S. dollars)
Accounts receivable																		$	3,525					$	10,177
Inventories																		2,982						3,037
Prepaid expenses																		1,049						1,182
Accounts payable and accrued liabilities																		(15,947)						(17,933)
Current portion of operating lease liabilities																		(709)						(493)
Current portion of warranty liability																		(260)						(199)
Net working capital																		$	(9,360)					$	(4,229)

21

Management's Discussion and Analysis

												March 31, 2026						December 31, 2025
(in millions of U.S. dollars)
Total liabilities																		$	22,177					$	25,196
Less:
Total current liabilities																		18,864						21,549
Other non-current liabilities																		$	3,313					$	3,647

EBIT, EBITDA and ADJUSTED EBITDA

Three months ended																																																																																													30-Jun-24						30-Sep-24						31-Dec-24						31-Mar-25						30-Jun-25						30-Sep-25						31-Dec-25						31-Mar-26
Net income (loss)																																																																																													$	5,817					$	(3,868)					$	(10,141)					$	(2,451)					$	(34,344)					$	(13,726)					$	(11,105)					$	(5,707)
Tax expense (recovery)																																																																																													960						1,427						1,858						579						1,673						203						242						113
Income (loss) before income taxes																																																																																													$	6,777					$	(2,441)					$	(8,283)					$	(1,872)					$	(32,671)					$	(13,523)					$	(10,863)					$	(5,594)
Interest expense (income), net1																																																																																													543						350						272						(193)						571						(532)						9						(652)
EBIT																																																																																													7,320						(2,091)						(8,011)						(2,065)						(32,100)						(14,055)						(10,854)						(6,246)
Depreciation and amortization																																																																																													1,716						1,790						1,908						1,930						2,051						1,241						159						212
EBITDA																																																																																													$	9,036					$	(301)					$	(6,103)					$	(135)					$	(30,049)					$	(12,814)					$	(10,695)					$	(6,034)
Stock based compensation																																																																																													1,083						(140)						5						285						451						(221)						(108)						168
Unrealized foreign exchange (gain) loss																																																																																													57						(1,069)						5,440						(456)						(2,362)						839						(1,220)						1,007
Severance costs																																																																																													684						380						4						299						96						798						39						—
Loss on disposal of operations																																																																																													—						—						—						—						30,183						5,085						2,045						—
Gain on deconsolidation																																																																																													(13,266)						—						(1,932)						—						—						—						—						—
Loss on sale of assets																																																																																													—						—						703						—						—						—						—						—
Loss on sale of investment																																																																																													—						352						—						—						—						—						—						—
Impairment of long-term investments and long-term assets																																																																																													—						—						—						—						664						—						—						—
Adjusted EBITDA																																																																																													(2,406)						(778)						(1,883)						(7)						(1,017)						(6,313)						(9,939)						(4,859)

Notes

(1) Interest expense, net is calculated as interest income, net of bank charges and interest on long-term debt.

(2) The above table presents the current and comparative periods for both continuing and discontinued operations on a consolidated basis.

22

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Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars)

WESTPORT FUEL SYSTEMS INC.

For the three months ended March 31, 2026 and 2025

WESTPORT FUEL SYSTEMS INC.

Condensed Consolidated Interim Balance Sheets (unaudited)

(Expressed in thousands of United States dollars, except share amounts)

March 31, 2026 and December 31, 2025

						March 31, 2026						December 31, 2025
Assets
Current assets:
Cash and cash equivalents (including restricted cash)						$	24,503					$	27,158
Accounts receivable (note 6)						3,525						10,177
Inventories (note 7)						2,982						3,037
Prepaid expenses						1,049						1,182
Total current assets						32,059						41,554
Long-term investments (note 8)						43,135						42,714
Property, plant and equipment (note 9)						5,794						5,605
Operating lease right-of-use assets						1,647						1,756
Other long-term assets						2,426						2,380
Total assets						$	85,061					$	94,009
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable and accrued liabilities (note 10)						$	15,947					$	17,933
Current portion of operating lease liabilities						709						493
Current portion of long-term debt (note 11)						1,948						2,924
Current portion of warranty liability						260						199
Total current liabilities						18,864						21,549
Long-term operating lease liabilities						1,006						1,292
Warranty liability						918						966
Other long-term liabilities						1,389						1,389
Total liabilities						22,177						25,196
Shareholders’ equity:
Share capital (note 12):
Unlimited common and preferred shares, no par value
17,395,734 (2025 - 17,351,005) common shares issued and outstanding						1,247,059						1,246,793
Other equity instruments						8,788						8,968
Additional paid in capital						11,516						11,516
Accumulated deficit						(1,163,608)						(1,157,901)
Accumulated other comprehensive loss						(40,871)						(40,563)
Total shareholders' equity						62,884						68,813
Total liabilities and shareholders' equity						$	85,061					$	94,009
Commitments and contingencies (note 14)

See accompanying notes to condensed consolidated interim financial statements.

Approved on behalf of the Board: Brad Kotush Director Daniel Sceli Director

1

WESTPORT FUEL SYSTEMS INC.

Condensed Consolidated Interim Statements of Operations and Comprehensive Loss (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

												Three Months Ended March 31,
																		2026						2025
Revenue																		$	2,285					$	7,323
Cost of revenue																		1,769						5,788
Gross profit																		516						1,535
Operating expenses:
Research and development																		1,223						1,293
General and administrative																		2,834						2,673
Sales and marketing																		207						443
Foreign exchange loss (gain)																		1,007						(1,203)
Depreciation and amortization																		110						107
																		5,381						3,313
Loss from continuing operations																		(4,865)						(1,778)
Loss from investments accounted for by the equity method (note 8)																		(1,381)						(3,884)
Interest on long-term debt																		(90)						(192)
Interest and other income, net of bank charges																		742						649
Loss before income taxes																		(5,594)						(5,205)
Income tax expense																		113						90
Net loss from continuing operations																		(5,707)						(5,295)
Net income from discontinued operations (note 5)																		—						2,844
Net loss for the period																		(5,707)						(2,451)
Other comprehensive income (loss):
Cumulative translation adjustment																		1,874						3,641
Ownership share of equity method investments' other comprehensive loss																		(2,182)						(829)
																		(308)						2,812
Comprehensive (loss) income																		$	(6,015)					$	361
Net income (loss) per share:
From continuing operations - basic																		$	(0.33)					$	(0.31)
From discontinued operations - basic																		$	—					$	0.16
From continuing operations - diluted																		$	(0.33)					$	(0.31)
From discontinued operations - diluted																		$	—					$	0.16
Net loss per share																		$	(0.33)					$	(0.14)
Weighted average common shares outstanding:
Basic and diluted																		17,394,594						17,322,681

    

See accompanying notes to condensed consolidated interim financial statements.

2

WESTPORT FUEL SYSTEMS INC.

Condensed Consolidated Interim Statements of Shareholders' Equity (unaudited)

(Expressed in thousands of United States dollars, except share amounts)

 Three months ended March 31, 2026 and 2025

						Common Shares Outstanding						Share capital						Other equity instruments						Additional paid in capital						Accumulated deficit						Accumulated other comprehensive loss						Total shareholders' equity
						Three months ended March 31, 2025
January 1, 2025						17,282,934						$	1,245,805					$	9,472					$	11,516					$	(1,096,275)					$	(33,493)					$	137,025
Issuance of common shares on exercise of share units						43,798						603						(603)						—						—						—						—
Stock-based compensation						—						—						212						—						—						—						212
Net loss for the period						—						—						—						—						(2,451)						—						(2,451)
Other comprehensive income						—						—						—						—						—						2,812						2,812
March 31, 2025						17,326,732						$	1,246,408					$	9,081					$	11,516					$	(1,098,726)					$	(30,681)					$	137,598
						Three months ended March 31, 2026
January 1, 2026						17,375,213						$	1,246,793					$	8,968					$	11,516					$	(1,157,901)					$	(40,563)					$	68,813
Issuance of common shares on exercise of share units						20,521						266						(266)						—						—						—						—
Stock-based compensation						—						—						86						—						—						—						86
Net loss for the period						—						—						—						—						(5,707)						—						(5,707)
Other comprehensive loss						—						—						—						—						—						(308)						(308)
March 31, 2026						17,395,734						$	1,247,059					$	8,788					$	11,516					$	(1,163,608)					$	(40,871)					$	62,884

See accompanying notes to condensed consolidated interim financial statements.

3

WESTPORT FUEL SYSTEMS INC.

Condensed Consolidated Interim Statements of Cash Flows (unaudited)

(Expressed in thousands of United States dollars)

 Three months ended March 31, 2026 and 2025

												Three Months Ended March 31,
																		2026						2025
Operating activities:
Net loss for the period from continuing operations																		$	(5,707)					$	(5,295)
Adjustments to reconcile net income (loss) to net cash used in continuing operating activities:
Depreciation and amortization																		212						192
Stock-based compensation expense																		86						178
Unrealized foreign exchange loss (gain)																		1,007						(1,203)
Deferred income tax (recovery)																		—						(3)
Loss from investments accounted for by the equity method																		1,381						3,884
Interest on long-term debt																		24						22
Change in inventory write-downs																		—						(30)
Change in bad debt expense																		(12)						—
Net cash used before working capital changes																		(3,009)						(2,255)
Changes in working capital																		(329)						(6,336)
Net cash used in operating activities from continuing operations																		(3,338)						(8,591)
Net cash provided by operating activities from discontinued operations																		—						3,682
Investing activities:
Purchase of property, plant and equipment (note 15)																		(432)						(573)
Proceeds from holdback receivable (note 6)																		5,844						10,450
Capital contributions to investments accounted for by the equity method (note 8)																		(2,852)						(4,686)
Net cash provided by investing activities from continuing operations																		2,560						5,191
Net cash used in investing activities from discontinued operations																		—						(2,487)
Financing activities:
Repayments of operating lines of credit and long-term facilities																		(1,000)						(1,000)
Net cash used in financing activities from continuing operations																		(1,000)						(1,000)
Net cash used in financing activities from discontinued operations																		—						(2,918)
Effect of foreign exchange on cash and cash equivalents																		(877)						1,114
Net decrease in cash and cash equivalents																		(2,655)						(5,009)
Cash and cash equivalents, beginning of period (including restricted cash)																		27,158						37,646
Cash and cash equivalents, end of period (including restricted cash)																		$	24,503					$	32,637
Less: cash and cash equivalents from discontinued operations, end of period (including restricted cash)																		$	—					$	16,982
Cash and cash equivalents from continuing operations, end of period (including restricted cash)																		$	24,503					$	15,655

4

WESTPORT FUEL SYSTEMS INC.

Condensed Consolidated Interim Statements of Cash Flows (unaudited)

(Expressed in thousands of United States dollars)

 Three months ended March 31, 2026 and 2025

Supplementary information						Three Months Ended March 31,
						2026						2025
Interest paid						$	66					$	646
Taxes paid, net of refunds						56						356
Changes in working capital:
Accounts receivable						898						(164)
Inventories						38						(2,109)
Prepaid expenses						26						320
Accounts payable and accrued liabilities						(1,322)						(4,296)
Warranty liability						31						(87)
						(329)						(6,336)

See accompanying notes to condensed consolidated interim financial statements.

5

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

1. Company organization and operations:

Westport Fuel Systems Inc. (the “Company” or "Westport") was incorporated under the Business Corporations Act (Alberta) on March 20, 1995. Westport is a technology and innovation company connecting synergistic technologies to power a cleaner tomorrow. As a supplier of affordable, alternative fuel, low-emissions transportation technologies, Westport designs, manufactures, and supplies advanced components and systems that enable the transition from traditional fuels to alternative energy solutions. The Company's technologies support a wide range of alternative fuels - including natural gas, renewable natural gas, and hydrogen - enabling original equipment manufacturers ("OEMs") and commercial transportation industries to meet performance demands, regulatory requirements, and climate targets in a cost effective way.

2. Liquidity and going concern:

For the three months ended March 31, 2026, the Company reported operating losses of $4,865. Cash used in operating activities from continuing operations was $3,338 for the three months ended March 31, 2026 and was primarily driven by operating losses and decreases in working capital. The Company continues to use cash to support its business activities and support the growth of Cespira. As at March 31, 2026, the Company had cash and cash equivalents of $24,503 and long-term debt borrowed from Export Development Canada ("EDC") of $1,948, net of deferred financing fees, of which all is current. Under the term loan with EDC, the Company has a cash covenant with a consolidated cash requirement of $15,000. If the Company's cash and cash equivalents fall below the minimum cash requirement, the Company may be required to repay the outstanding amount of the term loan.

On September 29, 2025, the Company filed a final short form base shelf prospectus (the "Shelf Prospectus") with the relevant Canadian securities regulatory authorities allowing the Company to offer up to USD $100,000 of common shares, preferred shares, subscription receipts, warrants, debt securities, or units, or any combination thereof during the 25-month period that the Shelf Prospectus will be effective.

In connection with preparing consolidated financial statements for each annual and interim reporting period, the Company is required to evaluate whether there are conditions or events, considered in aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the consolidated financial statements are issued. Substantial doubt exists when conditions and events, considered in aggregate, indicate that it is probable a company will be unable to meet its obligations as they become due within one year after the date the consolidated financial statements are issued. This evaluation initially does not take into consideration the potential mitigating effect of management’s plans and actions that have not been fully implemented as of the date the consolidated financial statements are issued. When substantial doubt exists, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company’s ability to continue as a going concern. The mitigating effect of management’s plans, however, is only considered if both: (1) it is probable the plans will be effectively implemented within one year after the date the consolidated financial statements are issued; and (2) it is probable the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date the consolidated financial statements are issued.

6

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

2. Liquidity and going concern (continued):

Based on the Company's projected capital expenditures, debt servicing obligations and operating requirements under its current business plan, management is projecting that its existing cash and cash equivalents will not be sufficient to fund its operations through the next twelve months from the date of the issuance of these condensed consolidated interim financial statements ("interim financial statements"). These conditions raise substantial doubt about the Company's ability to continue as a going concern within one year after the date these interim financial statements are issued.

Management is currently evaluating several different options to improve Westport's liquidity position, including raising funds from the public markets, borrowing debt or other financing alternatives. These plans are not final and are subject to market and other conditions not in the Company's control. As such, there can be no assurances that Westport will be successful in obtaining sufficient funding. Accordingly, the Company concluded under the accounting standards that these plans do not alleviate the substantial doubt about Westport's ability to continue as a going concern.

These interim financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business. The interim financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that may be necessary if the Company were unable to continue as a going concern.

3. Basis of preparation:

(a)    Basis of presentation:

The interim financial statements have been prepared by the Company and do not include all of the information and disclosures required by accounting principles generally accepted in the United States ("GAAP"). In the opinion of management, all normal recurring accruals and adjustments considered necessary for a fair presentation have been included. The results for the three months ended March 31, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. The interim financial statements should be read in conjunction with the audited consolidated financial statements and notes to the consolidated financial statements for the year ended December 31, 2025.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the interim financial statements and accompanying notes. Actual results could differ from those estimates. Certain prior period figures have been adjusted to conform to current period presentation in the interim financial statements.

(b)    Foreign currency translation:

The Company’s functional currency is the Canadian dollar and its reporting currency for its interim financial statement presentation is the United States dollar ("U.S. Dollar"). The functional currencies for the Company's significant subsidiaries include the following: U.S. Dollar, Canadian dollar, Euro, and Chinese Renminbi (“RMB”). The Company translates assets and liabilities of non-U.S. dollar functional currency operations using the period end exchange rates, shareholders’ equity balances using the weighted average of historical exchange rates, and revenues and expenses using the monthly average rate for the period with the resulting exchange differences recognized in other comprehensive income (loss). 

7

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

3. Basis of preparation (continued):

Transactions that are denominated in currencies other than the functional currencies of the Company’s or its subsidiaries' operations are translated at the rates in effect on the date of the transaction. Foreign currency denominated monetary assets and liabilities are translated to the applicable functional currency at the exchange rates in effect on the balance sheet date. Non-monetary assets and liabilities are translated at the historical exchange rate. All foreign exchange gains and losses are recognized in the condensed consolidated interim statements of operations, except for the translation gains and losses arising from available-for-sale instruments, which are recorded through other comprehensive income (loss) until realized through disposal or impairment.

Except as otherwise noted, all amounts in these interim financial statements are presented in thousands of U.S. dollars. For the periods presented, the Company used the following exchange rates:

			Period ended												Average for the three months ended
			March 31, 2026						December 31, 2025						March 31, 2026						March 31, 2025
Canadian Dollar			1.39						1.37						1.37						1.43
Euro			0.86						0.85						0.85						0.95
RMB			6.90						6.99						6.92						7.27

4. New accounting pronouncements

Upcoming accounting standards not yet adopted:

In November 2024, the FASB issued ASU 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses." It requires entities to disclose, in the notes to the financial statements, specified information related to certain costs and expenses disaggregated by type. The standard improves transparency by providing more detailed information about the component of costs and expenses that would enable users to better understand the major components of an entity's income statement by referencing disclosures in the notes to financial statements. This guidance is effective for annual reporting periods beginning after December 15, 2027. While this guidance may have an impact on the disclosures, the Company does not expect this guidance to have a material impact on its financial position, operations, and cash flows.

8

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

5. Discontinued operations:

On July 29, 2025, the Company sold its Light-Duty segment to a wholly-owned investment vehicle of Heliaca Investments ("Purchaser"), a Netherlands based investment firm supported by Ramphastos Investments Management B.V. for consideration of $59,975 (€51,424). Purchase price adjustments may impact the final proceeds received from the Purchaser pending satisfaction of certain general representations and warranties provided by the Company that are customary in nature. There was no activity related to the discontinued operations in the three months ended March 31, 2026 nor were there purchase price adjustments affecting the loss on disposal recorded in the prior year.

Further, up to $3,790 (€3,250) in potential earnouts will be payable to the Company if certain conditions are achieved in accordance with the terms and conditions of the sale and purchase agreement.

Revenue and expenses of the discontinued operation were as follows:

												Three Months Ended March 31,
												2025
Revenue												$	63,631
Cost of revenue												49,941
Gross profit												13,690
Operating expenses:
Research and development												2,759
General and administrative												3,724
Sales and marketing												2,315
Foreign exchange loss												747
Depreciation and amortization												633
												10,178
Income from discontinued operations												3,512
Income from investment accounted for by the equity method												85
Interest on long-term debt												(484)
Interest and other income, net of bank charges												220
Income from discontinued operations before income tax												3,333
Income tax expense												489
Net income from discontinued operations												$	2,844

9

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

6. Accounts receivable:

						March 31, 2026						December 31, 2025
Customer trade receivables						$	2,652					$	2,675
Holdback receivable						—						5,811
Other receivables						1,043						2,032
Due from related parties (note 13)						290						274
Allowance for expected credit losses						(460)						(615)
						$	3,525					$	10,177

The Company expects to receive $9,391 (€8,000) from proceeds held in escrow, which are included in holdback receivable and other long-term assets. The proceeds held in escrow will be released to the Company in tranches by early and mid-year 2027. Purchase price adjustments may impact the final proceeds received from the Purchaser pending satisfaction of certain general representations and warranties provided by the Company that are customary in nature. During the three months ended March 31, 2026 the Company collected in full the first tranche of holdback receivables of $6,493 (€5,500) and recognized a gain in other income of $649.

7. Inventories:

						March 31, 2026						December 31, 2025
Purchased parts						$	2,203					$	2,034
Work-in-process						259						199
Finished goods						520						804
						$	2,982					$	3,037

During the three months ended March 31, 2026, the Company recorded change in write-downs to net realizable value of nil (three months ended March 31, 2025 - $30).

8. Long-term investments:

						March 31, 2026						December 31, 2025
Cespira Canada LP						$	19,871					$	19,385
Cespira Sweden AB						23,264						23,329
						$	43,135					$	42,714

During the three months ended March 31, 2026, the Company recognized its share of Cespira's losses of $1,381 as a loss from investment accounted for by the equity method (three months ended March 31, 2025 - $3,884).

During the three months ended March 31, 2026, the Company contributed additional capital of $2,852 into Cespira (three months ended March 31, 2025 - $4,686).

10

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

8. Long-term investments (continued):

Combined assets, liabilities, revenue and expenses of Cespira, are as follows:

						March 31,						December 31,
						2026						2025
Current assets:
Cash and cash equivalents						$	11,913					$	14,869
Accounts receivable						20,379						18,718
Inventories						9,478						11,566
Prepaid expenses						779						1,157
						42,549						46,310
Property, plant and equipment and right-of-use assets						44,613						46,352
Intangible assets and goodwill						7,263						7,516
Other long-term assets						$	16,852					$	17,139
Total assets						$	111,277					$	117,317
Current liabilities:
Accounts payable						$	16,398					$	20,810
Current portion of provisions						1,740						2,519
Other current liabilities						4,849						6,266
						22,987						29,595
Long-term portion of provisions						1,349						1,618
Onerous contract provisions						2,841						2,890
Total liabilities						$	27,177					$	34,103
Net assets						$	84,100					$	83,214

												Three Months Ended March 31,
																		2026						2025
Product revenue																		$	19,492					$	13,200
Service revenue																		2,757						3,476
																		$	22,249					$	16,676
Cost of revenue																		20,673						16,230
Gross profit																		1,576						446
Operating expenses:
Research and development																		1,480						3,089
General and administrative																		2,262						2,698
Sales and marketing																		261						291
Foreign exchange (gain) loss																		(712)						746
Depreciation and amortization																		874						730
																		4,165						7,554
Loss from operations																		(2,589)						(7,108)
Interest income, net of bank charges																		54						7
Loss before income taxes																		(2,535)						(7,101)
Income tax (recovery) expense																		(14)						7
Net loss																		$	(2,521)					$	(7,108)

11

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

9. Property, plant and equipment:

												Accumulated						Net Book
March 31, 2026						Cost						Depreciation						Value
Computer equipment and software						3,586						2,853						733
Furniture and fixtures						118						90						28
Machinery and equipment						13,592						9,429						4,163
Leasehold improvements						4,961						4,091						870
						$	22,257					$	16,463					$	5,794

												Accumulated						Net Book
December 31, 2025						Cost						Depreciation						Value
Computer equipment and software						3,598						2,855						743
Furniture and fixtures						119						90						29
Machinery and equipment						13,584						9,505						4,079
Leasehold improvements						4,864						4,110						754
						$	22,165					$	16,560					$	5,605

10. Accounts payable and accrued liabilities:

						March 31, 2026						December 31, 2025
Trade accounts payable						$	9,075					$	11,147
Accrued payroll						2,776						2,704
Taxes payable						3,654						3,533
Deferred revenue						401						471
Due to related parties (note 13)						41						78
						$	15,947					$	17,933

11. Long-term debt:

Term loan facility			Maturity date			Interest rate			March 31, 2026						December 31, 2025
EDC			September 15, 2026			U.S. Prime Rate plus 2.01%			$	1,948					$	2,924
Current portion									1,948						2,924
Term loan facilities, net of debt issuance costs									$	1,948					$	2,924

On December 13, 2021, the credit facility and non-revolving term facility with EDC were refinanced into one $20,000 term loan, with quarterly principal and interest payments. On May 31, 2024, the Company amended the loan agreement with EDC to permit the asset transfer of certain property, plant, and equipment previously pledged to the loan into Cespira, removal of Fuel System Solutions Inc. as a borrower, added Westport Fuel Systems Canada Inc. as a borrower and modified the securities pledged to the loan. The loan is secured by share pledges in the Company's equity interest in Cespira. Throughout the term of certain of these financing arrangements, the Company is required to meet certain financial and non-financial covenants. As at March 31, 2026, the Company is in compliance with all covenants under the financing arrangements.

12

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

12. Share capital, stock options and other stock-based plans:

During the three months ended March 31, 2026, the Company issued 20,521 common shares, net of cancellations, upon exercises of share units (three months ended March 31, 2025 – 43,798 common shares). The Company issues shares from treasury to satisfy share unit exercises.

(a)    Share Units (“Units”):

The value assigned to issued Units and the amounts accrued are recorded as other equity instruments. As Units are exercised or vest and the underlying shares are issued from treasury of the Company, the value is reclassified to share capital.

During the three months ended March 31, 2026, the Company recognized $168, (three months ended March 31, 2025 - $285) of stock-based compensation associated with the Westport Omnibus Plan. The Westport Omnibus Plan aims to advance the Company's interests by encouraging employees, consultants and non-employee directors to receive equity-based compensation and incentives. The plan outlines the stock-based options types, eligibility and vesting terms.

A continuity of the Units issued under the Westport Omnibus Plan are as follows:

						Three months ended March 31, 2026												Three months ended March 31, 2025
						Number of Units						Weighted average grant date fair value (CDN $)						Number of Units						Weighted average grant date fair value (CDN $)
Outstanding, beginning of period						713,061						$	11.75					524,322						$	11.75
Granted						—						—						—						—
Exercised						(20,521)						17.80						(43,798)						19.76
Forfeited/expired						(134,706)						8.55						(73,069)						12.77
Outstanding, end of period						557,834						$	5.20					407,455						$	10.67
Units outstanding and exercisable, end of period						491						$	31.07					1,189						$	26.82

13

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

12. Share capital, stock options and other stock-based plans (continued):

During the three months ended March 31, 2026, nil share units were granted to certain employees and directors (three months ended March 31, 2025 - nil).

Values of PSUs are determined using the Monte–Carlo Simulation Model. RSUs typically vest over a three-year period so the actual value received by the individual depends on the share price on the day such RSUs are settled for common shares, not the date of grant. Vesting of DSUs shall occur immediately prior to the resignation, retirement or termination of directorship, in accordance with the terms of Westport's Omnibus Plan.

As at March 31, 2026, $595 of compensation expense related to Units awarded has yet to be recognized in results from operations and will be recognized ratably over 1.5 years.

(b)    Aggregate intrinsic values:

The aggregate intrinsic value of the Company’s share units at March 31, 2026 as follows:

						March 31, 2026
						(CDN $)
Share units:
Outstanding						$	1,388
Exercisable						15
Exercised						51

(c)    Stock-based compensation:

Stock-based compensation associated with the Unit plans is included in operating expenses as follows:

												Three Months Ended March 31,
																		2026						2025
Research and development																		8						13
General and administrative																		160						247
Sales and marketing																		—						25
																		$	168					$	285

												Three Months Ended March 31,
																		2026						2025
Stock-based compensation - equity or cash settled																		86						212
Stock-based compensation - cash settled only																		82						73
																		$	168					$	285

Units outstanding settled in cash only are remeasured at each reporting period based on the Company's closing share price. The outstanding liability is reported within accrued payroll in note 10.

14

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

13. Related party transactions:

The Company's related parties are Cespira, directors, officers and shareholders that own more than 10% of the Company's shares.

The Company engages in transactions with Cespira primarily through cross charges, the provision of services and in the prior year, the sale of inventory under a transitional services agreement that ended on June 30, 2025.

Related party transactions with Cespira			Three Months Ended March 31,
			2026						2025
Sales of goods, services, and other income			$	6					$	5,559
Inventory purchased, services and other expenses			30						610

Related party balances with Cespira			March 31, 2026						December 31, 2025
Receivables (note 6)			$	290					$	274
Payables (note 10)			$	41					$	78

14. Commitments and contingencies:

(a)    Contractual commitments

The Company is a party to a variety of agreements in the ordinary course of business under which it is obligated to indemnify a third party with respect to certain matters. Typically, these obligations arise as a result of contracts for sale of the Company’s product to customers where the Company provides indemnification against losses arising from matters such as product liabilities. The potential impact on the Company’s financial results is not subject to reasonable estimation because considerable uncertainty exists as to whether claims will be made and the final outcome of potential claims. To date, the Company has not incurred significant costs related to these types of indemnifications.

(b)     Contingencies

The Company is engaged in certain legal actions and tax audits in the ordinary course of business and believes that, based on the information currently available, the ultimate outcome of these actions will not have a material adverse effect on our operating results, liquidity or financial position.

15

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

15. Segment information:

The Company discloses segment information under three reportable segments, consistent with the manner in which its Chief Operating Decision Maker ("CODM") evaluates its businesses. The Company's CODM is its Chief Executive Officer. These segments are the strategic pillars of the Company and are managed separately as each represents a specific grouping of related automotive components and systems. The reportable segments are further described below. In prior years, the Company presented its results under four reportable segments: Light-Duty, High-Pressure Controls, Heavy-Duty OEM, and Cespira.

On July 29, 2025, the Company sold its Light-Duty segment to the Purchaser (note 5). The Company now reports its results in the following three reportable segments: High-Pressure Controls, Heavy-Duty OEM, and Cespira. The prior year comparatives were recast to reflect this change in reportable segments.

•High-Pressure Controls: This segment's products include fuel cell and hydrogen fuel system solutions and components.

•Heavy-Duty OEM: Prior to June 3, 2024, this segment's products include HPDI related fuel system solutions and components. Subsequently, this segment's operations were related to the transitional services agreement between the Company and Cespira for inventory and contract manufacturing. The transitional service agreement for these services ended on June 30, 2025 when Cespira completed their independent set up for inventory manufacturing.

•Cespira: This segment's products include HPDI related fuel system solutions and components after June 3, 2024.

Segment earnings or losses before income taxes, interest, depreciation, and amortization ("Segment EBITDA") is the measure of segment profitability used by the Company. The accounting policies of our reportable segments are the same as those applied in our consolidated financial statements. Management prepared the financial results of the Company's reportable segments on basis that is consistent with the manner in which Management internally disaggregates financial information to assist in making internal operating decisions. Certain common costs and expenses were allocated among segments and presented differently than the Company would for stand-alone financial information prepared in accordance with GAAP. These include certain costs and expenses of shared services, such as IT, human resources, legal, finance and supply chain management. Segment EBITDA is not defined under US GAAP and may not be comparable to similarly titled measures used by other companies and should not be considered a substitute for net earnings or other results reported in accordance with GAAP.

The Company's CODM uses segment EBITDA disclosed below to evaluate the performance of its reportable segments. The Company believes Segment EBITDA is most reflective of the operational profitability or loss of its reportable segments. The CODM uses this information to drive decisions and resource allocations. Segment EBITDA is used as the key profitability measure when we set our annual budget.

16

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

15. Segment information (continued):

Financial information by reportable segment as follows:

									Three months ended March 31, 2026
									High-Pressure Controls																		Cespira						Total Segment
Revenue									$	2,285																	$	22,249					$	24,534
Cost of revenue									1,769																		20,673						22,442
Gross profit									516																		1,576						2,092
Operating expenses:
Research and development									948																		1,480						2,428
General and administrative									551																		2,262						2,813
Sales and marketing									95																		261						356
Depreciation and amortization									85																		874						959
									1,679																		4,877						6,556
Add back: Depreciation and amortization1									187																		1,822						2,009
Segment EBITDA									$	(976)																	$	(1,479)					$	(2,455)

									Three months ended March 31, 2025
									High-Pressure Controls						Heavy-Duty OEM												Cespira						Total Segment
Revenue									$	1,890					$	5,433											$	16,676					$	23,999
Cost of revenue									1,377						4,411												16,230						22,018
Gross profit									513						1,022												446						1,981
Operating expenses:
Research and development									1,182						111												3,089						4,382
General and administrative									319						65												2,698						3,082
Sales and marketing									127						20												291						438
Depreciation and amortization									55						—												730						785
									1,683						196												6,808						8,687
Add back: Depreciation and amortization1									140						—												1,620						1,760
Segment EBITDA									$	(1,030)					$	826											$	(4,742)					$	(4,946)

17

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

15. Segment information (continued):

Reconciliations of reportable segment financial information to consolidated statement of operations:

			Three months ended March 31, 2026
			Total Segment						Less: Cespira						Add: Corporate & unallocated												Total Consolidated
Revenue			$	24,534					$	22,249					$	—											$	2,285
Cost of revenue			22,442						20,673						—												1,769
Gross profit			2,092						1,576						—												516
Operating expenses:
Research and development			2,428						1,480						275												1,223
General and administrative			2,813						2,262						2,283												2,834
Sales and marketing			356						261						112												207
Depreciation and amortization			959						874						25												110
			6,556						4,877						2,695												4,374
Equity loss			—						—						(1,381)												(1,381)

			Three months ended March 31, 2025
			Total Segment						Less: Cespira						Add: Corporate & unallocated												Total Consolidated
Revenue			$	23,999					$	16,676					$	—											$	7,323
Cost of revenue			22,018						16,230						—												5,788
Gross profit			1,981						446						—												1,535
Operating expenses:
Research and development			4,382						3,089						—												1,293
General and administrative			3,082						2,698						2,289												2,673
Sales and marketing			438						291						296												443
Depreciation and amortization			785						730						52												107
			8,687						6,808						2,637												4,516
Equity loss			—						—						(3,884)												(3,884)

18

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

15. Segment information (continued):

Reconciliation of Segment EBITDA to Loss before income taxes						Three Months Ended March 31,
						2026						2025
Total Segment EBITDA						$	(2,455)					$	(4,946)
Adjustments:
Depreciation and amortization1						212						192
Cespira's Segment EBITDA						(1,479)						(4,742)
Loss on investments accounted for under the equity method (note 8)						1,381						3,884
Corporate and unallocated operating expenses						2,670						2,585
Foreign exchange gain (loss)						1,007						(1,203)
Interest on long-term debt						90						192
Interest and other income, net of bank charges						(742)						(649)
Loss before income taxes in continuing operations						$	(5,594)					$	(5,205)

1Depreciation and amortization expenses used in computation for Segment EBITDA and reconciliation to consolidated loss before income taxes are included in cost of revenue and operating expenses on our statement of operations and comprehensive income (loss).

19

WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

15. Segment information (continued):

						Three Months Ended March 31,
Total additions to long-lived assets, excluding business combinations						2026						2025
High-Pressure Controls						432						558
Corporate and unallocated						—						15
Total consolidated						$	432					$	573

Cespira's total additions to long-lived assets, excluding business combinations for the three months ended March 31, 2026 was $1,028 (three months ended March 31, 2025 $1,249 ).

Revenues are attributable to geographical regions based on the location of the Company’s customers and are presented as a percentage of the Company's continuing revenues, as follows:

						% of revenue
						Three Months Ended March 31,
						2026						2025
Asia						56		%				10		%
Americas						31		%				10		%
Europe						13		%				80		%

The measure of segment assets evaluated by the CODM are total assets as reported on the consolidated balance sheet. Total assets are allocated as follows:

						Total assets by segment
						March 31, 2026						December 31, 2025
High-Pressure Controls						18,594						17,392
Corporate & unallocated						66,467						76,617
Total consolidated assets						$	85,061					$	94,009

16. Financial instruments:

Financial management risk

The Company has exposure to liquidity risk, credit risk, foreign currency risk and interest rate risk.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they are due. The Company has a history of operating losses and negative cash flows from operations. At March 31, 2026, the Company had $24,503 of cash and cash equivalents, including $359 in restricted cash.

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WESTPORT FUEL SYSTEMS INC.

Notes to Condensed Consolidated Interim Financial Statements (unaudited)

(Expressed in thousands of United States dollars, except share and per share amounts)

 Three months ended March 31, 2026 and 2025

16. Financial Instruments (continued):

The following are the contractual maturities of financial obligations as at March 31, 2026:

						Carrying amount						Contractual cash flows						< 1 year						1-3 years						4-5 years
Accounts payable and accrued liabilities						$	15,947					$	15,947					$	15,947					$	—					$	—
Term loan facility (note 11)						1,948						2,086						2,086						—						—
Operating lease obligations						1,715						2,506						556						1,168						782
						$	19,610					$	20,539					$	18,589					$	1,168					$	782

Fair value of financial instruments

As at March 31, 2026, cash and cash equivalents are measured at fair value on a recurring basis and are included in Level 1.

The carrying amounts reported in the unaudited condensed consolidated interim balance sheets for accounts receivable, and accounts payable and accrued liabilities approximate their fair values due to the short-term period to maturity of these instruments.

The long-term investments represent the Company's interests in Cespira and is accounted for using the equity method.

The carrying values reported in the condensed consolidated interim balance sheets for obligations under operating leases, which are based upon discounted cash flows, approximate their fair values.

The carrying value of the term loan facility included in long-term debt (note 11) is carried at amortized cost, which approximate its fair value as at March 31, 2026.

The Company categorizes its fair value measurements for items measured at fair value on a recurring basis into three categories as follows:

			Level 1 –			Unadjusted quoted prices in active markets for identical assets or liabilities.
			Level 2 –			Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
			Level 3 –			Inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When available, the Company uses quoted market prices to determine fair value and classify such items in Level 1.  When necessary, Level 2 valuations are performed based on quoted market prices for similar instruments in active markets and/or model–derived valuations with inputs that are observable in active markets.  Level 3 valuations are undertaken in the absence of reliable Level 1 or Level 2 information.

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