Clean Energy Fuels Corp.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2026 · Filed Aug 6, 2026
CLNE$1.93+1.0%Stored close · as of Nov 9, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001104659-26-057194
Item 2. —Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001104659-26-092061
Item 2. —Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 90 previous paragraphs and 103 current paragraphs.
53 unchanged; 31 reworded; 12 added; 5 removed; 1 previous and 7 current paragraphs rearranged.
Tables are not compared: 19 previous and 22 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (12)
Current report
Management *Transition.*Effective April 2026, the Company appointed Clay Corbus as President and Chief Executive Officer, and in June, 2026 the Company appointed Bart Frabotta as Chief Operating Officer.
Current report
*East Valley ADG RNG Project.*In the first quarter of 2026, we announced that the East Valley Cattle RNG facility in Jerome, Idaho had begun producing and injecting negative carbon-intensity RNG into the interstate pipeline for use as transportation fuel. The facility includes six anaerobic digesters. In addition, the RNG produced by the project has received full approval from the U.S. Environmental Protection Agency to begin generating Renewable Identification Numbers under the Renewable Fuel Standard program and from the California Air Resources Board to generate California Low Carbon Fuel Standard credits. The project is financed through the bpJV.
Current report
*Production Tax Credit (“PTC”) (Section 45Z).*During the second quarter of 2026, the U.S. Department of the Treasury and the Internal Revenue Service continued the rulemaking process for the Section 45Z clean fuel production credit, including through a notice of public hearing relating to REG-121244-23. The proposed regulations address, among other matters, credit eligibility, emissions rates, certification and registration requirements, and certain changes enacted by the OBBBA (as defined below). The Company continues to evaluate the potential financial statement impact of Section 45Z, including interpretive and implementation considerations under the proposed guidance, and the ultimate benefit will depend on factors including production levels, credit eligibility, prevailing market conditions and further implementation guidance.
Current report
*Product revenue.*Product revenue for the three months ended June 30, 2026 increased by $4.0 million to $91.1 million, representing 85.7% of total revenue, compared to $87.1 million, representing 84.9% of total revenue, for the three months ended June 30, 2025. The increase was primarily due to (1) a decrease of $6.7 million in fuel sales, when compared to the current period, due to lower pricing and lower underlying natural gas commodity costs, partially offset by a decrease of $10.9 million in non-cash stock-based sales incentive contra-revenue charges related to the Amazon Warrant (as defined in Note 14 – Stock-Based Compensation) and increased volumes of vehicle fueling, (2) an increase in RIN revenue of $1.0 million primarily due to incremental RIN revenue generated by the Company’s consolidated RNG project (upstream) business, higher price, and higher volume partially offset by a lower share of RIN values, (3) an increase in LCFS revenue of $1.3 million primarily due to a higher share of LCFS values, higher low-CI volume, higher price, and incremental LCFS revenue generated by the Company’s consolidated RNG project (upstream business), (4) an increase in station construction
Current report
*Service revenue.*Service revenue for the three months ended June 30, 2026 decreased by $0.3 million to $15.2 million, representing 14.3% of total revenue, compared to $15.5 million, representing 15.1% of total revenue, for the three months ended June 30, 2025. The decrease was primarily due to $3.1 million increase in non-cash stock-based sales incentive contra-revenue charges related to the Amazon Warrant, partially offset by higher volumes serviced.
Current report
*Depreciation and amortization.*Depreciation and amortization increased by $0.7 million to $10.7 million in the three months ended June 30, 2026, from $10.0 million in the three months ended June 30, 2025. The increase was primarily due to higher asset base through purchases in the current period.
Current report
Six Months Ended June 30, 2026 Compared to Six Months Ended June 30, 2025
Current report
Product cost of sales. Product cost of sales for the six months ended June 30, 2026 increased by $5.0 million to $138.1 million, representing 61.7% of total revenue, from $133.0 million, representing 64.5% of total revenue, in the six months ended June 30, 2025. The increase was primarily due to increased volumes of vehicle fueling at our stations and increase in station construction costs partially offset by lower underlying natural gas commodity costs.
Current report
Service cost of sales. Service cost of sales for the six months ended June 30, 2026 increased by $5.6 million to $23.0 million, representing 10.3% of total revenue, compared with $17.4 million or 8.4% of total revenue in the six months ended June 30, 2025. The increase was primarily due to the higher volumes serviced.
Current report
Loss from equity method investments. Loss from equity method investments decreased by $1.7 million to $11.8 million in the six months ended June 30, 2026, from $13.6 million in the six months ended June 30, 2025, due to the operating results of SAFE S.p.A., Rimere, and our joint venture with bp. Additionally, the loss from equity method investments for the three months ended June 30, 2025 included a $1.1 million loss from our Rimere equity method investment which was disposed of in December 2025.
Current report
Investing Activities. Cash used in investing activities was $116.0 million in the six months ended June 30, 2026, compared to cash used in investing activities of $6.6 million in the comparable 2025 period. The increase in cash used in investing activities was primarily attributable to a $79.4 million in net purchases of investments in the six months ended June 30, 2025, compared to $21.5 million in net maturities of short-term investments in the six months ended June 30, 2025. Further, there were $24.0 million of contributions made for Mass RNG Projects pursuant to capital calls in the six months ended June 30, 2026, where there were none in the comparable prior period. This was offset by a $21.7 million decrease in payments for equipment and manure rights for ADG RNG production projects, when compared to the comparable period.
Current report
Financing Activities. Cash used in financing activities was $2.7 million in the six months ended June 30, 2026, compared to cash used in financing activities of $10.2 million in the comparable 2025 period. The decrease in cash used in financing activities was primarily attributable to $7.9 million in repurchases of our common stock in the prior period.
Removed paragraphs (5)
Previous report
*Production Tax Credit (“PTC”) (Section 45Z).*In February 2026, the U.S. Department of the Treasury and the Internal Revenue Service issued proposed regulations (REG-121244-23) intended to provide further guidance on credit eligibility, emissions rates, and certification and registration requirements under Section 45Z. Consistent with the Company’s accounting policy, the Company recognizes PTCs in the period that qualifying renewable natural gas fuel is produced and sold, provided the conditions for earning the credit are met and collection is sufficiently assured. The Company is monitoring ongoing rulemaking and will refine its application of Section 45Z and related disclosures as additional implementation guidance is finalized.
Previous report
*East Valley ADG RNG Project.*The East Valley ADG RNG production project located in Idaho was successfully placed into service in the first quarter of 2026. The project is expected to produce approximately 3.5 million gallons of RNG annually. In connection with the project being placed into service, the Joint Venture recorded an ITC asset of $44.3 million.
Previous report
*Service revenue.*Service revenue for the three months ended March 31, 2026 increased $1.2 million to $14.7 million, representing 12.5% of total revenue, compared to $13.5 million, representing 13.0% of total revenue, for the three
Previous report
Investing Activities. Cash used in investing activities was $89.6 million in the three months ended March 31, 2026, compared to cash provided by investing activities of $7.4 million in the comparable 2025 period. The increase in cash used by investing activities was primarily attributable to a $69.8 million increase in short-term investments in the three months ended March 31, 2026 when compared to the same period in 2025, as well as $13.6 million increase in investments in other entities.
Previous report
Financing Activities. Cash used in financing activities was $1.9 million and $1.9 million in each of the three months ended March 31, 2026 and 2025, with no material increases compared to the same period in the prior year.
Reworded paragraphs (31)
Previous wording
We continue to monitor changes in the U.S. Government’s trade policy, including the tariffs announced by the U.S. Government in the current year. Trade restrictions and increases in tariffs did not have a significant effect on our business, financial condition, and results of operations during the first quarter of 2026. The Company does not directly import products from regions subject to significant tariff increases, however we do not know whether, or the extent to which tariffs may impact our customers, which include fleet owners and operators across all heavy-duty trucking sectors. In addition, tariffs may increase the risk of elevated inflation, which may increase our input costs. The nature of such trade restrictions and tariffs remains unclear.
Current wording
We continue to monitor changes in the U.S. Government’s trade policy, including the tariffs announced by the U.S. Government in the current year. Trade restrictions and increases in tariffs did not have a significant effect on our business, financial condition, results of operations, or liquidity during the second quarter of 2026. The Company does not directly import products from regions subject to significant tariff increases, however we do not know whether, or the extent to which tariffs may impact our customers, which include fleet owners and operators across all heavy-duty trucking sectors. In addition, tariffs may increase the risk of elevated inflation, which may increase our input costs. The nature of such trade restrictions and tariffs remains unclear.
Previous wording
As of March 31, 2026, the majority of our debt outstanding represents a long-term loan bearing a fixed rate of interest. Changes in market interest rates do not affect the interest expense incurred from this outstanding long-term debt instrument. However, changes in market interest rates may affect the interest rate and corresponding interest expense on any new issuance of short-term and long-term debt securities. See “Quantitative and Qualitative Disclosures about Market Risk” in Part I, Item 3 of this report for more information.
Current wording
As of June 30, 2026, the majority of our debt outstanding represents a long-term loan bearing a fixed rate of interest. Changes in market interest rates do not affect the interest expense incurred from this outstanding long-term debt instrument. However, changes in market interest rates may affect the interest rate and corresponding interest expense on any new issuance of short-term and long-term debt securities.
Previous wording
In evaluating our operating performance, we focus primarily on: (1) the amount of total fuel volume we sell to our customers with particular focus on RNG volume as a subset of total fuel volume, (2) O&M services volume dispensed at facilities we do not own but where we provide O&M services on a per-gallon or fixed fee basis, (3) our station construction cost of sales, and (3) net income (loss) attributable to us. The following tables present our key operating data for the years ended December 31, 2023, 2024 and 2025 and for the three months ended March 31,2025, and 2026.
Current wording
In evaluating our operating performance, we focus primarily on: (1) the amount of total fuel volume we sell to our customers with particular focus on RNG volume as a subset of total fuel volume, (2) O&M services volume dispensed at facilities we do not own but where we provide O&M services on a per-gallon or fixed fee basis, (3) our station construction cost of sales, and (3) net income (loss) attributable to us. The following tables present our key operating data for the years ended December 31, 2023, 2024 and 2025 and for the three and six months ended June 30, 2025, and 2026.
Previous wording
The following table summarizes the production volumes from our RNG project portfolio for the three-months ended March 31, 2025, and 2026
Current wording
The following table summarizes the production volumes from our RNG project portfolio for the three and six months ended June 30, 2025, and 2026
Previous wording
The Company’s joint development agreement RNG Projects (the “Maas JDA”) with Maas Energy Works, LLC (“Maas”) are currently under construction.
Current wording
The RNG Projects under the Company’s joint development agreement (the “Maas JDA”) with Maas Energy Works, LLC (“Maas”) are currently under construction.
Previous wording
Ash Grove Dairy Farm Bankruptcy. On June 11, 2025, Ash Grove Dairy LLP (“AGD”) filed for voluntary Chapter 11 bankruptcy protection in the United States Bankruptcy Court for the District of Minnesota (“the bankruptcy court”). The bpJV owns and operates a fully constructed and operational anaerobic digester facility producing RNG at the Ash Grove Dairy farm in Lake Benton, MN. The project is owned and operated through a subsidiary, Ash Grove Renewable Energy, LLC (“ProjectCo”) of the bpJV. The Debtor and ProjectCo have successfully reached an agreement on
Current wording
Ash Grove Dairy Farm Bankruptcy. On June 11, 2025, Ash Grove Dairy LLP (“AGD”) filed for voluntary Chapter 11 bankruptcy protection in the United States Bankruptcy Court for the District of Minnesota (“the bankruptcy court”). The bpJV owns and operates a fully constructed and operational anaerobic digester facility producing RNG at the Ash Grove Dairy farm in Lake Benton, MN. The project is owned and operated through a subsidiary, Ash Grove
Previous wording
amended terms of the parties’ manure supply contract and related contracts. As such, on January 7, 2026, the Debtor filed a motion to assume and perform under the ProjectCo contracts, and on February 12, 2026, the Court granted the assumption motion. As of the date of this memorandum, a plan has not yet been confirmed.
Current wording
Renewable Energy, LLC (“ProjectCo”) of the bpJV. AGD and ProjectCo have successfully reached an agreement on amended terms of the parties’ manure supply contract and related contracts. As such, on January 7, 2026, AGD filed a motion to assume and perform under the ProjectCo contracts, and on February 12, 2026, the Court granted the assumption motion. At the time of writing, a plan has not yet been confirmed. AGD, ProjectCo, and AGD’s secured lender have reached an agreement on the principal terms of a proposed Chapter 11 plan and are finalizing plan documentation and supporting analyses. The proposed plan includes mechanisms intended to protect ProjectCo’s facility, property interests, and operational rights in the event of a future default and sale process.
Previous wording
*RNG fueling infrastructure, supply and station services agreements.*During the first quarter of 2026, we announced a series of agreements with trucking, refuse and transit fleets nationwide. The agreements span renewable natural gas (“RNG”) fueling infrastructure and RNG supply, and include operations and maintenance arrangements for station sites, reflecting continued fleet adoption of RNG across multiple sectors.
Current wording
*RNG fueling infrastructure, supply and station services agreements.*In the first quarter of 2026, we announced a series of agreements with trucking, refuse and transit fleets nationwide. The agreements span RNG fueling infrastructure and RNG supply, and include operations and maintenance arrangements for station sites, reflecting continued fleet adoption of RNG across multiple sectors.
Previous wording
Market prices for RINs and LCFS Credits can be volatile and unpredictable, and the prices for such credits can be subject to significant fluctuations. The value of RINs and LCFS Credits (derived from market prices) can materially affect our revenue. Prices have historically fluctuated significantly and will likely continue to be volatile. During the first quarter of 2026, RIN prices have been about 2.0% lower than the prices seen in the first quarter of 2025.
Current wording
Market prices for RINs and LCFS Credits can be volatile and unpredictable, and the prices for such credits can be subject to significant fluctuations. The value of RINs and LCFS Credits (derived from market prices) can materially affect our revenue. Prices have historically fluctuated significantly and will likely continue to be volatile. During the first and second quarter of 2026, RIN prices have been about 3.2% higher than the prices seen in the first and second quarter of 2025.
Previous wording
Our risk management activities are discussed in the MD&A contained in our 2025 Form 10-K. During the three months ended March 31, 2026, there were no material changes to these activities.
Current wording
Our risk management activities are discussed in the MD&A contained in our 2025 Form 10-K. During the six months ended June 30, 2026, there were no material changes to these activities.
Previous wording
Our critical accounting policies and the related judgments and estimates are discussed in the MD&A contained in our 2025 Form 10-K. There have been no material changes during the three months ended March 31, 2026 to our critical accounting policies as described in the MD&A contained in our 2025 Form 10-K.
Current wording
Our critical accounting policies and the related judgments and estimates are discussed in the MD&A contained in our 2025 Form 10-K. There have been no material changes during the six months ended June 30, 2026 to our critical accounting policies as described in the MD&A contained in our 2025 Form 10-K.
Previous wording
*Product cost of sales.*Product cost of sales for the three months ended March 31, 2026 increased by $6.0 million to $73.8 million, representing 62.8% of total revenue, from $67.8 million, representing 65.4% of total revenue, in the three months ended March 31, 2025. The increase was primarily due to increased volumes of vehicles fueling and a $2.2 million increase in station construction costs.
Current wording
*Product cost of sales.*Product cost of sales for the three months ended June 30, 2026 decreased by $0.9 million to $64.3 million, representing 60.5% of total revenue, from $65.2 million, representing 63.5% of total revenue, in the three months ended June 30, 2025. The decrease was primarily due to lower underlying natural gas commodity index costs partially offset by increased volumes of vehicles fueling and increase in station construction costs.
Previous wording
*Service cost of sales.*Service cost of sales for the three months ended March 31, 2026 increased by $2.9 million to $11.1 million, representing 9.4% of total revenue, compared with $8.2 million or 7.9% of total revenue in the three months ended March 31, 2025. The increase was primarily due to the higher volumes serviced.
Current wording
*Service cost of sales.*Service cost of sales for the three months ended June 30, 2026 increased by $2.7 million to $11.9 million, representing 11.2% of total revenue, compared with $9.2 million or 9.0% of total revenue in the three months ended June 30, 2025. The increase was primarily due to the higher volumes serviced.
Previous wording
*Selling, general and administrative.*Selling, general and administrative expenses decreased by $2.9 million to $24.5 million in the three months ended March 31, 2026, from $27.5 million in the three months ended March 31, 2025. The decrease was primarily driven by a $3.2 million decrease in general business, selling and administrative expenses, partially offset by a $0.3 million increase in stock-based compensation expense due to vesting of equity awards granted in prior period.
Current wording
*Selling, general and administrative.*Selling, general and administrative expenses decreased by $2.9 million to $24.6 million in the three months ended June 30, 2026, from $27.5 million in the three months ended June 30, 2025. The decrease was primarily driven by a decrease in general business expenses.
Previous wording
*Interest expense.*Interest expense decreased by $1.8 million to $5.7 million in the three months ended March 31, 2026, from $7.5 million in the three months ended March 31, 2025, primarily due to lower principal balance on debt after the voluntary early repayment of $65 million in 2025, and corresponding lower amortization of debt discount and issuance costs.
Current wording
*Interest expense.*Interest expense decreased by $2.2 million to $5.5 million in the three months ended June 30, 2026, from $7.7 million in the three months ended June 30, 2025, primarily due to lower principal balance on debt after the voluntary early repayment of $65 million in 2025, and corresponding lower amortization of debt discount and issuance costs.
Previous wording
*Interest income.*Interest income decreased by $1.5 million to $1.4 million in the three months ended March 31, 2026, from $2.9 million in the three months ended March 31, 2025, primarily due to lower average interest rates of the Company’s short-term investments and loan receivables, and lower balance of the Company’s short-term investments.
Current wording
*Interest income.*Interest income decreased by $1.5 million to $1.6 million in the three months ended June 30, 2026, from $3.1 million in the three months ended June 30, 2025, primarily due to lower average interest rates of the Company’s short-term investments and loan receivables, and lower balances of the Company’s short-term investments.
Previous wording
*Loss from equity method investments.*Loss from equity method investments decreased by $1.4 million to $5.6 million in the three months ended March 31, 2026, from $7.0 million in the three months ended March 31, 2025, due to the operating results of SAFE S.p.A. and our joint ventures with TotalEnergies and bp.
Current wording
*Loss from equity method investments.*Loss from equity method investments decreased by $0.3 million to $6.2 million in the three months ended June 30, 2026, from $6.5 million in the three months ended June 30, 2025, due to the operating results of SAFE S.p.A. and our joint ventures with TotalEnergies and bp. Additionally, the loss from equity method investments for the three months ended June 30, 2025 included a $1.1 million loss from our Rimere equity method investment which was disposed of in December 2025.
Previous wording
Income tax (expense) benefit. Income tax benefit was $2.9 million for the three months ended March 31, 2025, and income tax expense was $(0.0) million for the three months ended March 31, 2026. Income tax expense and/or benefit is primarily related to deferred taxes associated with goodwill and the Company’s expected state tax expense.
Current wording
Income tax (expense) benefit. Income tax expense was $0.1 million for the three months ended June 30, 2026 and $0.1 million for the three months ended June 30, 2025. Income tax expense and/or benefit is primarily related to deferred taxes associated with goodwill in the prior year, and the Company’s expected state tax expense.
Previous wording
Product revenue.Product revenue for the three months ended March 31, 2026 increased by $12.6 million to $102.9 million, representing 87.5% of total revenue, compared to $90.3 million, representing 87.0% of total revenue, for the three months ended March 31, 2025. The increase was primarily due to (1) increased volumes of vehicles fueling and a decrease of $9.8 million in non-cash stock-based sales incentive contra-revenue charges related to the Amazon Warrant (as defined in Note 14 – Stock-Based Compensation in Part I, Item 1 of this report), partially offset by lower pricing, resulting in a $3.7 million net increase in fuel sales from the prior year period, (2) an increase in RIN revenue of $4.9 million primarily due to a higher share of RIN values, higher volume, and incremental RIN revenue generated by the Company’s consolidated dairy RNG production project (upstream) business, (3) an increase in LCFS revenue of $0.5 million primarily due to incremental LCFS revenue generated by the Company’s consolidated dairy RNG production project (upstream business), (4) an increase in station construction sales of $2.7 million due to increased construction activities, and (5) a change in fair value of our commodity swap and customer contracts entered into in connection with our truck financing program, as we recognized an unrealized gain of $0.6 million in the first quarter of 2026 compared to an unrealized loss of $0.6 million in the same period in 2025.
Current wording
Product revenue. Product revenue for the six months ended June 30, 2026 increased by $16.6 million to $194.0 million, representing 86.6% of total revenue, compared to $177.4 million, representing 86.0% of total revenue, for the six months ended June 30, 2025. The increase was primarily due to (1) a decrease of $3.5 million in fuel sales from the prior year period, when compared to the current period, due to lower pricing and lower underlying natural gas commodity costs partially offset by a decrease of $20.7 million in non-cash stock-based sales incentive contra-revenue charges related to the Amazon Warrant (as defined in Note 14) and increased volumes of vehicle fueling, (2) an increase in RIN revenue of $6.0 million primarily due to higher volume, pricing, and incremental RIN revenue generated by the Company’s consolidated RNG project (upstream) business, (3) an increase in LCFS revenue of $1.8 million primarily due to a higher share of LCFS values, higher low-CI volume, higher price, and incremental LCFS revenue generated by the Company’s consolidated RNG Project, (4) an increase in station construction sales of $10.8 million due to increased construction activities, and (6) a change in fair value of our commodity swap and customer contracts entered into in connection with our truck financing program, as we recognized an unrealized gain of $0.4 million in the six months ended June 30, 2026 compared to an unrealized loss of $1.1 million in same period of 2025.
Previous wording
months ended March 31, 2025. The increase was primarily due to higher volumes serviced, partially offset by an increase of $2.6 million in non-cash stock-based sales incentive contra-revenue charges related to the Amazon Warrant.
Current wording
Service revenue. Service revenue for the six months ended June 30, 2026 increased $0.9 million to $29.9 million, representing 13.4% of total revenue, compared to $29.0 million, representing 14.0% of total revenue, for the six months ended June 30, 2025. The increase was primarily due to higher volumes serviced partially offset by an increase of $5.7 million in non-cash stock-based incentive contra-revenue charges related to the Amazon Warrant.
Previous wording
*Depreciation and amortization.*Depreciation and amortization decreased by $51.3 million to $11.0 million in the three months ended March 31, 2026, from $62.3 million in the three months ended March 31, 2025. The decrease was primarily due to the accelerated depreciation expense relating to the change in depreciable life of the Pilot Travel Centers, LLC station assets that were removed in 2025.
Current wording
Depreciation and amortization. Depreciation and amortization decreased by $50.5 million to $21.7 million in the six months ended June 30, 2026, from $72.2 million in the six months ended June 30, 2025. The decrease was primarily due to the accelerated depreciation expense relating to the change in depreciable life of the Pilot station assets in the prior period.
Previous wording
Impairment of goodwill. In the three months ended March 31, 2025, a goodwill impairment loss for our single reporting unit was recognized in the amount of $64.3 million, which comprised the total amount of our goodwill before giving effect to the impairment.
Current wording
Impairment of goodwill. Impairment of goodwill decreased by $64.3 million in the six months ended June 30, 2026, from $64.3 million in the six months ended June 30, 2025. This represents the goodwill impairment loss for the Company’s single reporting unit, which was recognized in the first quarter of 2025 in the amount of $64.3 million and comprises the total amount of goodwill of the Company.
Previous wording
*Loss attributable to noncontrolling interest.*During the three months ended March 31, 2025 and 2026, we recorded a gain of $0.1 million and $0.1 million, respectively, for the noncontrolling interest in the net loss of NG Advantage, LLC (“NG Advantage”). The noncontrolling interest in NG Advantage represents a 6.7% minority interest that was held by third parties during both the 2025 and 2026 periods.
Current wording
Loss attributable to noncontrolling interest. During the six months ended June 30, 2025 and 2026, we recorded a gain of $0.2 million and $0.3 million, respectively, for the noncontrolling interest in the net loss of NG Advantage, LLC (“NG Advantage”). The noncontrolling interest in NG Advantage represents a 6.7% minority interest that was held by third parties during both the 2025 and 2026 periods.
Previous wording
Liquidity is the ability to meet present and future financial obligations through operating cash flows, the sale or maturity of investments or the acquisition of additional funds through capital management. Our financial position and liquidity are, and will continue to be, influenced by a variety of factors, including the level of our outstanding indebtedness and the principal and interest we are obligated to pay on our indebtedness; the amount and timing of any capital calls related to our existing joint ventures, or any other joint venture we may enter into in the future; the amount and timing of any additional debt or equity financing we may pursue; our capital expenditure requirements; any merger, divestiture or acquisition activity; and our ability to generate cash flows from our operations. We expect cash provided by our operating activities to fluctuate as a result of a number of factors, including our operating results and the factors that affect these results, including the amount and timing of our vehicle fuel sales, station construction sales, sales of RINs and LCFS Credits and recognition of government credits, grants and incentives, if any; fluctuations in commodity, station construction and labor costs; supply chain issues and unfavorable macroeconomic events, including inflationary pressures; environmental credit prices; variations in the fair value of certain of our derivative instruments that are recorded in revenue; and the amount and timing of our billing, collections and liability payments.
Current wording
Liquidity is the ability to meet present and future financial obligations through operating cash flows, the sale or maturity of investments or the acquisition of additional funds through capital management. Our financial position and liquidity are, and will continue to be, influenced by a variety of factors, including the level of our outstanding indebtedness and the principal and interest we are obligated to pay on our indebtedness; the amount and timing of any capital calls related to our existing joint ventures, or any other joint venture we may enter into in the future; the amount and timing of any additional debt or equity financing we may pursue; our capital expenditure requirements; any merger, divestiture or acquisition activity; and our ability to generate cash flows from our operations. We expect cash provided by our operating
Previous wording
Operating Activities. Cash used in operating activities was $8.4 million in the three months ended March 31, 2026, compared to cash provided by operating activities of $23.4 million in the comparable 2025 period. The decrease in cash provided by operating activities was primarily attributable to changes in working capital resulting from the timing of cash receipts, accruals, billings and payments of cash when compared to the same period in 2025.
Current wording
*Operating Activities.*Cash provided by operating activities was $20.4 million in the six months ended June 30, 2026, compared to cash provided by operating activities of $59.3 million in the comparable 2025 period. The decrease in cash provided by operating activities was primarily attributable to changes in working capital resulting from the timing of cash receipts, accruals, billings and payments of cash.
Previous wording
In 2026 we anticipate contributing equity capital up to $42.0 million, of which we have already contributed $24 million, in cash, into our equity method investment as part of the Maas JDA. We do not anticipate making equity contributions under our TotalEnergies JV Agreement in 2026 as the one operating project’s cash requirements are being satisfied by its current operations as well as the benefits from the use of ITC proceeds. We do not anticipate making equity contributions into the bpJV in 2026 as that joint venture has sufficient contributed capital and ITC proceeds to support the six projects that are ramping up operations. We continue to evaluate the ADG RNG development market but cannot say with certainty when we may approve additional investments in ADG RNG production facilities through the TotalEnergies JV Agreement and the bpJV. As of March 31, 2026, we have invested $377.8 million into our equity method investment entities that develop ADG RNG production facilities.
Current wording
In 2026 we anticipate contributing equity capital up to $42.0 million, of which we have already contributed $24 million, in cash, into our equity method investment as part of the Maas JDA. We do not anticipate making equity contributions under our TotalEnergies JV Agreement in 2026. We do not anticipate making equity contributions into the bpJV in 2026 as that joint venture has sufficient contributed capital and ITC proceeds to support the six projects that are ramping up operations. We continue to evaluate the ADG RNG development market but cannot say with certainty when we may approve additional investments in ADG RNG production facilities through the TotalEnergies JV Agreement and the bpJV. As of June 30, 2026, we have invested $389.8 million into our equity method investment entities that develop ADG RNG production facilities.
Previous wording
We had total indebtedness, consisting of our debt and finance leases, of approximately $254.0 million in principal amount as of March 31, 2026, of which approximately $1.4 million, $1.5 million, $0.7 million, $250.3 million, $0.1 million and $0.0 million are expected to become due in 2026, 2027, 2028, 2029, 2030 and thereafter, respectively.
Current wording
We had total indebtedness, consisting of our debt and finance leases, of approximately $253.2 million in principal amount as of June 30, 2026, of which approximately $0.6 million, $1.4 million, $0.7 million, $250.3 million, $0.1 million and $0.0 million are expected to become due in 2026, 2027, 2028, 2029, 2030 and thereafter, respectively.
Previous wording
We also have indebtedness, including the amount representing interest, from our operating leases of approximately $139.0 million as of March 31, 2026, of which approximately $13.2 million, $17.9 million, $17.1 million, $16.4 million, $15.8 million and $58.6 million are expected to become due in 2026, 2027, 2028, 2029, 2030 and thereafter, respectively.
Current wording
We also have indebtedness, including the amount representing interest, from our operating leases of approximately $131.7 million as of June 30, 2026, of which approximately $5.8 million, $17.9 million, $17.2 million, $16.4 million, $15.8 million and $58.6 million are expected to become due in 2026, 2027, 2028, 2029, 2030 and thereafter, respectively.
Previous wording
Historically, our principal sources of liquidity have consisted of cash on hand; cash provided by our operations, including, if available, AFTC and other government credits, grants and incentives; cash provided by financing activities; and sales of assets. As of March 31, 2026, excluding the current portion of restricted cash, we had total cash and cash equivalents and short-term investments of $126.2 million, compared to $156.1 million as of December 31, 2025.
Current wording
Historically, our principal sources of liquidity have consisted of cash on hand; cash provided by our operations, including, if available, AFTC and other government credits, grants and incentives; cash provided by financing activities; and sales of assets. As of June 30, 2026, excluding the current portion of restricted cash, we had total cash and cash equivalents and short-term investments of $138.0 million, compared to $156.1 million as of December 31, 2025.
Previous wording
on terms that are favorable to us or our stockholders or at all. Any inability to raise necessary capital may impair our ability to develop and maintain fueling infrastructure, invest in strategic transactions or acquisitions or repay our outstanding indebtedness and may reduce our ability to support and build our business and generate sustained or increased revenue.
Current wording
We may raise additional capital through one or more sources, including, among others, obtaining equity capital, including through offerings of our common stock or other securities, obtaining new or restructuring existing debt, selling assets, or any combination of these or other potential sources of capital. We may not be able to raise capital when needed, on terms that are favorable to us or our stockholders or at all. Any inability to raise necessary capital may impair our ability to develop and maintain fueling infrastructure, invest in strategic transactions or acquisitions or repay our outstanding indebtedness and may reduce our ability to support and build our business and generate sustained or increased revenue.
Previous wording
The Company enters into quarterly fixed price natural gas purchase contracts with take-or-pay commitments. There were no fixed commitments under these contracts as of March 31, 2026.
Current wording
The Company enters into quarterly fixed price natural gas purchase contracts with take-or-pay commitments. As of December 31, 2025, the fixed commitments under these contracts totaled approximately $8.7 million for the year ending December 31, 2026. The Company entered into additional fixed commitment contracts during the three and six months ended June 30, 2026. The fixed commitments under these additional contracts totaled $2.8 million, through December 2027.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
sales of $8.2 million due to increased construction activities, and (5) a change in fair value of our commodity swap and customer contracts entered into in connection with our truck financing program, as we recognized an unrealized loss of $0.2 million in the second quarter of 2026 compared to an unrealized loss of $0.5 million in the same period in 2025.
Current report — wording carried from elsewhere
*Loss attributable to noncontrolling interest.*During the three months ended June 30, 2025 and 2026, we recorded a gain of $0.2 million for the noncontrolling interest in the net loss of NG Advantage, LLC (“NG Advantage”). The noncontrolling interest in NG Advantage represents a 6.7% minority interest that was held by third parties during both the 2025 and 2026 periods.
Current report — wording carried from elsewhere
Selling, general and administrative. Selling, general and administrative expenses decreased by $5.8 million to $49.1 million in the six months ended June 30, 2026, from $54.9 million in the six ended June 30, 2025. The decrease was primarily driven by a decrease in general business expenses.
Current report — wording carried from elsewhere
Interest expense. Interest expense decreased by $4.0 million to $11.2 million in the six months ended June 30, 2026, from $15.3 million in the six months ended June 30, 2025, primarily due to lower principal balance on debt after the voluntary early repayment of $65 million in 2025, and corresponding lower amortization of debt discount and issuance costs.
Current report — wording carried from elsewhere
Interest income. Interest income decreased by $3.0 million to $3.0 million in the six months ended June 30, 2026, from $6.0 million in the six months ended June 30, 2025, primarily due to lower average interest rates of the Company’s short-term investments and loan receivables, and lower balances of the Company’s short-term investments.
Current report — wording carried from elsewhere
Income tax (expense) benefit. Income tax benefit of $2.9 million was recognized for the six months ended June 30, 2025. Income tax expense was $0.1 million for the six months ended June 30, 2026. Income tax expense and/or benefit is primarily related to deferred taxes associated with goodwill in the prior year, and the Company’s expected state tax expense.
Current report — wording carried from elsewhere
activities to fluctuate as a result of a number of factors, including our operating results and the factors that affect these results, including the amount and timing of our vehicle fuel sales, station construction sales, sales of RINs and LCFS Credits and recognition of government credits, grants and incentives, if any; fluctuations in commodity, station construction and labor costs; supply chain issues and unfavorable macroeconomic events, including inflationary pressures; environmental credit prices; variations in the fair value of certain of our derivative instruments that are recorded in revenue; and the amount and timing of our billing, collections and liability payments.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
We may raise additional capital through one or more sources, including, among others, obtaining equity capital, including through offerings of our common stock or other securities, obtaining new or restructuring existing debt, selling assets, or any combination of these or other potential sources of capital. We may not be able to raise capital when needed,