Blink Charging Co 10-Q for FY2026 Q3
Blink Charging Co. (BLNK)
About this 10-Q
Blink Charging Co filed this 10-Q on November 5, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).
Headline figures
Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $18.4M
- down 32.0% from $27.06M a year earlier
- Net loss
- $6.7M
- compared with a net loss of $332K a year earlier
- Diluted EPS
- -$0.05
- compared with $0.00 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
For the quarterly period ended
or
For the transition period from _____________ to _____________
Commission File No.
BLINK CHARGING CO.
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
| (Zip Code) |
Registrant’s telephone number, including area code: (
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
| Trading Symbol(s) |
| Name of Each Exchange on Which Registered |
|
| The |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ☐ | ☒ | |
Non-accelerated filer | ☐ | Smaller reporting company | |
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| Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes
As of November 3, 2026, the registrant had
BLINK CHARGING CO.
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED September 30, 2026
PART I – FINANCIAL INFORMATION
Unaudited Condensed Consolidated Balance Sheets
(in thousands, except for share and per share amounts)
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| September 30, |
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| December 31, |
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| 2026 |
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| 2025 |
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Assets |
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Current Assets: |
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Cash and cash equivalents |
| $ |
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Accounts receivable, net |
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Inventory, net |
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Prepaid expenses and other current assets |
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Total Current Assets |
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Restricted cash |
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Property and equipment, net |
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Operating lease right-of-use assets |
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Intangible assets, net |
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Goodwill |
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Other assets |
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Total Assets |
| $ |
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| $ |
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Liabilities and Stockholders' Equity |
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Current Liabilities: |
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Accounts payable, accrued expenses and other current liabilities |
| $ |
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| $ |
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Current portion of earn-out liabilities |
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Current portion of operating lease liabilities |
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Current portion of deferred revenue |
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Total Current Liabilities |
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Earn-out liabilities, non-current portion |
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Operating lease liabilities, non-current portion |
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Deferred revenue, non-current portion |
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Other liabilities |
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Total Liabilities |
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Commitments and contingencies (Note 7) |
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Stockholders' Equity: |
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Preferred stock, $ par value, shares authorized, shares issued and outstanding as of September 30, 2026 and December 31, 2025 |
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Common stock, $ par value, shares authorized, and shares issued and outstanding as of September 30, 2026 and December 31, 2025, respectively |
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Additional paid-in capital |
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Accumulated other comprehensive loss |
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| ( | ) |
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Accumulated deficit |
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Total Stockholders' Equity |
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Total Liabilities and Stockholders' Equity |
| $ |
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| $ |
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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
1
Unaudited Condensed Consolidated Statements of Operations
(in thousands, except for share and per share amounts)
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For the Three Months Ended |
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For the Nine Months Ended |
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September 30, |
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September 30, |
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2026 |
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2025 |
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2026 |
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2025 |
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Revenues: |
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Product revenue |
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$ |
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$ |
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$ |
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$ |
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Service revenue |
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Other revenue |
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Car-sharing revenue |
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Total Revenues |
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Cost of Revenues: |
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Cost of product revenue |
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Cost of service revenue |
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Cost of other revenue |
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Cost of car-sharing revenue |
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Depreciation and amortization |
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Total Cost of Revenues |
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Gross Profit |
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Operating Expenses: |
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Compensation |
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General and administrative expenses |
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Other operating expenses |
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Depreciation and amortization |
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Change in fair value of consideration payable and earn-out liabilities |
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( |
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( |
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( |
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Total Operating Expenses |
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Loss From Operations |
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( |
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( |
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( |
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( |
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Other Income (Expense): |
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Other income, net |
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Total Other Income, Net |
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Loss Before Income Taxes |
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$ | ( |
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$ | ( |
) |
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$ | ( |
) |
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$ | ( |
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Provision for income taxes |
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( |
) |
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( |
) |
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( |
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( |
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Net Loss |
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$ | ( |
) |
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$ | ( |
) |
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$ | ( |
) |
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$ | ( |
) |
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Net Loss Per Share: |
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Basic |
|
$ | ( |
) |
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$ | ( |
) |
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$ | ( |
) |
|
$ | ( |
) |
Diluted |
|
$ | ( |
) |
|
$ | ( |
) |
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$ | ( |
) |
|
$ | ( |
) |
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Weighted Average Number of Common Shares Outstanding: |
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Basic |
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Diluted |
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The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
2
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss)
(in thousands)
|
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For the Three Months Ended |
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For the Nine Months Ended |
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September 30, |
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September 30, |
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||||||||||
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2026 |
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2025 |
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2026 |
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2025 |
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Net Loss |
|
$ | ( |
) |
|
$ | ( |
) |
|
$ | ( |
) |
|
$ | ( |
) |
Other Comprehensive Income (Loss): |
|
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Foreign currency translation adjustments |
|
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( |
) |
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|||
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Total Comprehensive Income (Loss) |
|
$ | ( |
) |
|
$ |
|
|
$ | ( |
) |
|
$ | ( |
) |
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
3
Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity
For the Three and Nine Months Ended September 30, 2026
(in thousands, except for share amounts)
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Accumulated |
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Additional |
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Other |
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Total |
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Preferred Stock |
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Common Stock |
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Paid-In |
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Comprehensive |
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Accumulated |
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Stockholders' |
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Shares |
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Amount |
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Shares |
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Amount |
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Capital |
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Income (Loss) |
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Deficit |
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Equity |
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Balance - January 1, 2026 |
|
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$ |
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$ |
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$ |
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$ | ( |
) |
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$ | ( |
) |
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$ |
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Stock-based compensation |
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Common stock issued upon warrant exercise |
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Other comprehensive loss |
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- |
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- |
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( |
) |
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( |
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Net loss |
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- |
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- |
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( |
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( |
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Balance - March 31, 2026 |
|
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$ |
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$ |
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$ |
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$ | ( |
) |
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$ | ( |
) |
|
$ |
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Stock-based compensation |
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Common stock issued upon warrant exercise |
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Other comprehensive loss |
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|
- |
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- |
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( |
) |
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( |
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Net loss |
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- |
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- |
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( |
) |
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( |
) |
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Balance - June 30, 2026 |
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$ |
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$ |
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$ |
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$ | ( |
) |
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$ | ( |
) |
|
$ |
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Stock-based compensation |
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Common stock issued upon warrant exercise |
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Common stock issued in settlement of earn-out liabilities |
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Other comprehensive income |
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- |
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- |
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||||||
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance - September 30, 2026 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ | ( |
) |
|
$ | ( |
) |
|
$ |
|
||||||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
4
Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Equity
For the Three and Nine Months Ended September 30, 2025
(in thousands, except for share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional |
|
|
Other |
|
|
|
|
|
|
Total |
|
|||
|
|
Preferred Stock |
|
|
Common Stock |
|
|
Paid-In |
|
|
Comprehensive |
|
|
Accumulated |
|
|
Stockholders' |
|
||||||||||||||
|
|
Shares |
|
|
Amount |
|
|
Shares |
|
|
Amount |
|
|
Capital |
|
|
Income (Loss) |
|
|
Deficit |
|
|
Equity |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance - January 1, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ | ( |
) |
|
$ | ( |
) |
|
$ |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued in public offering, net of issuance costs [1] |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance - March 31, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ | ( |
) |
|
$ | ( |
) |
|
$ |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive loss |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance - June 30, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ | ( |
) |
|
$ | ( |
) |
|
$ |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock and warrants issued in satisfaction of consideration payable |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock issued as purchase consideration of Zemetric |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
|
- |
|
|
|
|
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance - September 30, 2025 |
|
|
|
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ | ( |
) |
|
$ |
|
|||||||
[1] |
|
Includes gross proceeds of $909, less issuance costs of $18. |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
5
Unaudited Condensed Consolidated Statements of Cash Flows
(in thousands)
|
| For the Nine Months Ended |
| |||||
|
| September 30, |
| |||||
|
| 2026 |
|
| 2025 |
| ||
Cash Flows From Operating Activities: |
|
|
| |
|
|
| |
Net loss |
| $ | ( | ) |
| $ | ( | ) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
| |
|
|
| |
Depreciation and amortization |
|
|
|
|
|
| ||
Non-cash lease expense |
|
|
|
|
|
| ||
Change in fair value of derivative and other accrued liabilities |
|
|
|
|
|
| ||
Provision for credit losses |
|
|
|
|
|
| ||
Loss on disposal of property and equipment |
|
|
|
|
|
| ||
Gain on sale of Envoy Technologies Inc. |
|
| ( | ) |
|
|
| |
Non-cash gain on lease termination |
|
| ( | ) |
|
| ( | ) |
Provision for slow moving and obsolete inventory |
|
|
|
|
|
| ||
Change in fair value of consideration payable and earn-out liabilities |
|
| ( | ) |
|
| ( | ) |
Stock-based compensation |
|
|
|
|
|
| ||
Changes in operating assets and liabilities: |
|
|
| |
|
|
| |
Accounts receivable |
|
|
|
|
|
| ||
Inventory |
|
|
|
|
|
| ||
Prepaid expenses and other current assets |
|
| ( | ) |
|
| ( | ) |
Other assets |
|
| ( | ) |
|
| ( | ) |
Accounts payable, accrued expenses, and other current liabilities |
|
| ( | ) |
|
|
| |
Other liabilities |
|
| ( | ) |
|
| ( | ) |
Operating lease liabilities |
|
| ( | ) |
|
| ( | ) |
Deferred revenue |
|
| ( | ) |
|
|
| |
|
|
|
| |
|
|
| |
Total Adjustments |
|
|
|
|
|
| ||
|
|
|
| |
|
|
| |
Net Cash Used In Operating Activities |
|
| ( | ) |
|
| ( | ) |
|
|
|
| |
|
|
| |
Cash Flows From Investing Activities: |
|
|
| |
|
|
| |
Proceeds from sale of marketable securities |
|
|
|
|
|
| ||
Proceeds from sale of equity method investment |
|
|
|
|
|
| ||
Purchase consideration of Zemetric, net of cash acquired |
|
|
|
|
| ( | ) | |
Cash disposed of in sale of Envoy Technologies Inc., net of proceeds received |
|
| ( | ) |
|
|
| |
Proceeds from government grants |
|
|
|
|
|
| ||
Capitalization of engineering costs |
|
| ( | ) |
|
| ( | ) |
Purchases of property and equipment |
|
| ( | ) |
|
| ( | ) |
|
|
|
| |
|
|
| |
Net Cash (Used In) Provided By Investing Activities |
|
| ( | ) |
|
|
| |
|
|
|
| |
|
|
| |
Cash Flows From Financing Activities: |
|
|
| |
|
|
| |
Proceeds from sale of common stock in public offering [1] |
|
|
|
|
|
| ||
Repayment of financing liability |
|
| ( | ) |
|
| ( | ) |
|
|
|
| |
|
|
| |
Net Cash (Used In) Provided By Financing Activities |
|
| ( | ) |
|
|
| |
|
|
|
| |
|
|
| |
Effect of Exchange Rate Changes on Cash and Cash Equivalents and Restricted Cash |
|
| ( | ) |
|
|
| |
|
|
|
| |
|
|
| |
Net (Decrease) Increase In Cash and Cash Equivalents and Restricted Cash |
|
| ( | ) |
|
| ( | ) |
|
|
|
| |
|
|
| |
Cash and Cash Equivalents and Restricted Cash - Beginning of Period |
|
|
|
|
|
| ||
|
|
|
| |
|
|
| |
Cash and Cash Equivalents and Restricted Cash - End of Period |
| $ |
|
| $ |
| ||
|
|
|
| |
|
|
| |
Cash and cash equivalents and restricted cash consisted of the following: |
|
|
| |
|
|
| |
Cash and cash equivalents |
| $ |
|
| $ |
| ||
Restricted cash |
|
|
|
|
|
| ||
|
| $ |
|
| $ |
| ||
[1] |
|
For the nine months ended September 30, 2025, includes gross proceeds of $909, less issuance costs of $18. |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
6
BLINK CHARGING CO.
Unaudited Condensed Consolidated Statements of Cash Flows — Continued
(in thousands)
|
|
For the Nine Months Ended |
|
|||||
|
|
September 30, |
|
|||||
|
|
2026 |
|
|
2025 |
|
||
Supplemental Disclosures of Cash Flow Information: |
|
|
|
|
|
|
|
|
Cash paid during the period for: |
|
|
|
|
|
|
|
|
Interest |
|
$ |
|
|
$ |
|
||
Income taxes |
|
$ |
|
|
$ |
|
||
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
Right-of-use assets obtained in exchange for lease obligations |
|
$ |
|
|
$ |
|
||
Right-of-use assets derecognized in connection with lease termination |
|
$ | ( |
) |
|
$ | ( |
) |
Common stock and warrants issued in satisfaction of consideration payable |
|
$ |
|
|
$ |
|
||
Common stock issued as purchase consideration of Zemetric |
|
$ |
|
|
$ |
|
||
Common stock issued in settlement of earn-out liabilities |
|
$ |
|
|
$ |
|
||
Common stock obligation incurred as purchase consideration of Zemetric |
|
$ |
|
|
$ |
|
||
Earn-out liabilities incurred as purchase consideration of Zemetric |
|
$ |
|
|
$ |
|
||
Transfer of inventory to property and equipment, net of adjustment |
|
$ |
|
|
$ |
|
||
Proceeds to be received from government grants |
|
$ |
|
|
$ |
|
||
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
7
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
1. BUSINESS ORGANIZATION, NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Organization and Operations
Blink Charging Co., through its consolidated subsidiaries (collectively, the “Company” or “Blink”), is a leading owner, operator, and provider of electric vehicle (“EV”) charging equipment, networked EV charging services, and energy management solutions in the U.S. and international EV markets. Blink offers a comprehensive portfolio of EV charging equipment, charging services, and energy management solutions designed to support EV adoption, optimize charging infrastructure, and improve energy efficiency.
Blink’s principal products and services include its proprietary Blink EV charging network (the “Blink Network”), EV charging equipment, charging services, and its EnergyConnect energy management solution.
The Blink Network is a proprietary, cloud-based platform that operates, maintains, and manages Blink charging stations and supports associated charging data, back-end operations, and payment processing. The Blink Network provides fleets, property owners, managers, parking companies, and state and municipal entities (“Property Partners”), among other commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations. The Blink Network also provides EV drivers with essential station information, including station locations, availability, and applicable charging fees.
EnergyConnect, Blink’s energy management solution, is designed to help commercial customers and charging site operators monitor, manage, and optimize energy consumption associated with EV charging infrastructure. The solution supports intelligent management of charging loads, including the ability to adjust charging activity based on site-level electrical capacity, energy demand, and operational requirements. Through enhanced visibility and control over energy usage, EnergyConnect is intended to help customers improve energy efficiency, manage peak electricity demand, reduce energy-related operating costs, and support the integration and scalability of EV charging infrastructure.
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the condensed consolidated financial statements of the Company as of September 30, 2026 and for the three and nine months then ended. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the operating results for the full year ending December 31, 2026 or any other period. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related disclosures of the Company as of December 31, 2025 and for the year then ended, which were filed with the Securities and Exchange Commission (“SEC”) on March 31, 2026 as part of the Company’s Annual Report on Form 10-K.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Since the Annual Report for the year ended December 31, 2025, there have been no material changes to the Company’s significant accounting policies, except as disclosed in this note.
LIQUIDITY
As of September 30, 2026, the Company had cash and cash equivalents of $
The Company has not yet achieved profitability and expects to continue to incur operating losses. While the BlinkForward Initiative (as defined elsewhere) has substantially decreased operating expenses and cash burn, in the near future the Company needs to generate significant additional revenues to achieve profitability. Historically, the Company has been able to raise funds to support business operations, although there can be no assurance that the Company will be successful in raising significant additional funds in the future. The Company expects that cash and cash equivalents as of September 30, 2026, and future cash flows from operations, will fund operations for at least 12 months after the issuance date of the financial statements included in this Quarterly Report.
8
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
LIQUIDITY – CONTINUED
The Company’s operations have primarily been funded through proceeds from equity and debt financings, and the Company continues to evaluate additional financing opportunities. The Company’s at-the-market (“ATM”) equity offering program, under which the Company may publicly issue and sell shares of its common stock, was reactivated upon the timely filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. There can be no assurance that the Company will be able to obtain additional funds on commercially acceptable terms, if at all, or that any funds raised will be sufficient to complete the Company’s EV development initiatives or attain profitable operations.
NASDAQ Listing Compliance
On January 26, 2026, the Company received written notice (the “Notice”) from the Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the closing bid price of its common stock had been below the $1.00 per share minimum required for continued listing on The Nasdaq Capital Market under Nasdaq Marketplace Rule 5550(a)(2) (the “Bid Price Rule”).
The Notice has no immediate effect on the listing or trading of the Company’s common stock on The Nasdaq Capital Market. In accordance with Nasdaq Marketplace Rule 5810(c)(3)(A), the Company was provided an initial compliance period of 180 calendar days from the date of the Notice, or until July 27, 2026, to regain compliance with the Bid Price Rule. Compliance may be regained if the closing bid price of the Company’s common stock meets or exceeds $1.00 per share for a minimum of 10 consecutive business days during the compliance period. Nasdaq may, in its discretion, require the Company to maintain a closing bid price of at least $1.00 per share for a period in excess of 10 consecutive business days, but generally no more than 20 consecutive business days, before determining that the Company has demonstrated an ability to maintain long-term compliance.
The initial compliance period expired on July 27, 2026 without the Company having regained compliance with the Bid Price Rule. On July 28, 2026, the Company received a second notice (the “Second Notice”) from Nasdaq indicating that, while the Company has not yet regained compliance with the Bid Price Rule, the Company is eligible for an additional 180-calendar-day compliance period, or until January 25, 2027 (the “Second Compliance Period”), to regain compliance. According to the Second Notice, this determination was based on (i) the Company meeting the continued listing requirement for market value of publicly held shares and all other applicable requirements for initial listing on The Nasdaq Capital Market, with the exception of the Bid Price Rule, and (ii) the Company’s written notice of its intention to cure the deficiency during the Second Compliance Period by effecting a reverse stock split, if necessary. If the Company chooses to implement a reverse stock split, it must complete the split no later than 10 business days prior to the expiration of the Second Compliance Period. If the Company does not demonstrate compliance by January 25, 2027, Nasdaq will provide written notification that the Company’s securities will be delisted, and the Company may then appeal the delisting determination to a Nasdaq Hearings Panel. There can be no assurance that the Company will regain compliance during the Second Compliance Period or otherwise maintain compliance with the other listing requirements of The Nasdaq Capital Market.
BlinkForward Initiative
In May 2025, the Company announced the BlinkForward Initiative (the “Initiative”) as part of a broader strategic restructuring plan aimed at accelerating the Company’s path to profitability and enhancing operational efficiency. Key pillars of the Initiative were designed to transform the Company into a more agile and lean organization. This included a significant reduction in our global workforce, reductions in other operating, general and administrative expenses, and a shift to contract manufacturing for EV hardware to reduce overhead expenses and focus on intellectual property and customer support efforts. The transition to contract manufacturing was completed in January 2026, and Blink no longer maintains manufacturing facilities in-house.
9
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
INVENTORY
As of September 30, 2026, the Company’s inventory was comprised of $
FOREIGN CURRENCY TRANSACTIONS AND TRANSLATION
Transaction gains (losses) attributable to foreign exchange were $(
Foreign currency translation gains (losses) related to the translation of the financial statements of the Company’s foreign subsidiaries from their functional currency to the U.S. dollar were $
REVENUE RECOGNITION
The Company recognizes revenue primarily from the following different types of contracts:
| ● | Product revenues – Revenue is recognized at the point where the customer obtains control of the goods and the Company satisfies its performance obligation, which generally is at the time it ships the product to the customer or installation of the product. |
| ● | Service revenues are comprised of the following: |
| ○ | Charging services revenues – The Company generates charging service revenue from fees charged to users for the use of charging stations, including per-session connection fees and usage-based charges. Revenue is recognized at the point in time when a particular charging session is completed. |
| ○ | Network fees – Represents a stand-ready obligation whereby the Company is obligated to perform over a period of time and, as a result, revenue is recognized on a straight-line basis over the contract term. Network fees are billed annually. |
| ● | Other revenues are comprised of the following: |
| ○ | Other – Primarily related to transaction fees recognized at a point in time. Other revenues are also comprised of sales related to alternative fuel credits. |
10
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
REVENUE RECOGNITION – CONTINUED
| ○ | Warranty – Extended warranties represent a stand-ready obligation whereby the Company is obligated to perform over a period of time and, as a result, revenue is recognized on a gross basis on a straight-line basis over the contract term. The Company also facilitates the sale of third-party warranties for which it acts as an agent; accordingly, revenue from third-party warranties is recognized on a net basis at the point in time of sale. Further, standard warranties are generally not accounted for as separate performance obligations as warranties do not provide a service in addition to the assurance that the charging stations will function as expected. |
|
|
|
| ○ | Grant and fees rebate – Grants and rebates related to EV charging stations and associated installation costs are accounted for by analogy to IAS 20. Grant proceeds are initially deferred and recognized in revenue in a manner consistent with the terms of the grant. |
| ● | Car-sharing revenue – Relates to revenues and expenses from electric vehicle-sharing and electric vehicle charging services provided to apartments, offices and hotels for use by their residents and guests and is recognized in accordance with ASC 842. Revenue is recognized over the duration of the rental agreements which are short term in nature. These services were provided through Envoy Technologies, Inc., which the Company sold on June 5, 2026. Accordingly, car-sharing revenue for the three and nine months ended September 30, 2026 reflects activity only through the disposal date, and the comparative periods presented for 2025 reflect a full period of activity. See Note 9 – Sale of Envoy Technologies. |
The following table summarizes revenue recognized in the condensed consolidated statements of operations:
|
| For the Three Months Ended |
|
| For the Nine Months Ended |
| ||||||||||
|
| September 30, |
|
| September 30, |
| ||||||||||
|
| 2026 |
|
| 2025 |
|
| 2026 |
|
| 2025 |
| ||||
Revenues - Recognized at a Point in Time |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Product revenue |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Service revenue - charging services |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Other revenues - warranty and other |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Revenues - Recognized at a Point in Time |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Revenues - Recognized Over a Period of Time |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Service revenue - network fees |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Other revenues - warranty |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Revenues - Recognized Over a Period of Time |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
ASC 842 - Revenues |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Car-sharing revenue |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Revenues - Other |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Other revenues - grant and fees rebate |
|
|
|
|
|
|
|
|
|
|
|
| ||||
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Total Revenue |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
11
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. Payment terms are generally thirty days. A receivable is recorded when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied.
The Company recognizes revenue from numerous contracts with multiple performance obligations. For these contracts, the Company allocates the transaction price to each performance obligation based on the relative standalone selling price of the product or service underlying each performance obligation. The standalone selling price represents the observable price for which the Company would sell the product or service to a customer on a standalone basis (i.e., not sold as a bundled sale with any other products or services). The allocation of transaction price among separate performance obligations may impact the timing of revenue recognition but will not change the total revenue recognized on the contract.
As of September 30, 2026, the Company had $
The Company has elected to apply the practical expedient to expense costs to obtain contracts at the time the liability is incurred when the expected amortization period is one year or less. During the three months ended September 30, 2026 and 2025 there was no revenue recognized from performance obligations satisfied (or partially satisfied) in previous periods as specified by ASC 606-10-50-12A.
During the three and nine months ended September 30, 2026, the Company recognized $
Car-sharing services related to revenues and expenses from electric vehicle-sharing and electric vehicle charging services provided to apartments, offices and hotels for use by their residents and guests and were recognized in accordance with ASC 842. The Company provided electric vehicles to be available for use and the contracting locations were invoiced on a monthly or quarterly basis under the terms of the agreement signed with each respective customer. Revenues were also derived from parties who schedule use of electric vehicles that were not provided specifically for exclusive use to a particular customer under an ongoing existing contractual arrangement. The Company accounts for such rentals as operating leases. The lease terms are included in the Company’s contracts, and the determination of whether the Company’s contracts contain leases generally did not require significant assumptions or judgments. The Company’s lease revenues did not include material amounts of variable payments. The Company did not provide an option for the lessee to purchase the rented vehicle at the end of the lease. The Company’s vehicles were generally rented for short periods of time (generally a few hours). Lessees did not provide residual value guarantees on rented vehicles. The Company’s vehicles were typically rented for the majority of the time that the Company owned or leased the underlying vehicle.
These services were provided through Envoy Technologies, Inc., which the Company sold on June 5, 2026. Accordingly, car-sharing revenue for the three and nine months ended September 30, 2026 reflects activity only through the disposal date, and the comparative periods presented for 2025 reflect a full period of activity. See Note 9 – Sale of Envoy Technologies.
12
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
GOVERNMENT GRANTS
The Company receives grants from federal, state, and foreign government agencies related to capital investments in electric vehicle charging equipment. The Company’s accounting policy is to analogize to IAS 20, Accounting for Government Grants and Disclosure of Government Assistance, under IFRS Accounting Standards. Under IAS 20, once it is reasonably assured that the entity will comply with the conditions of the grant, the grant money should be recognized on a systematic basis over the periods in which the entity recognizes the related expenses or losses for which the grant money is intended to compensate. The Company recognizes grants once it is probable that both of the following conditions will be met: (1) the Company is eligible to receive the grant and (2) the Company is able to comply with the relevant conditions of the grant. Government grants whose primary condition is the purchase, construction, or acquisition of a long-lived asset are considered asset-based grants and are recognized as a liability. Other government grants not related to long-lived assets are considered income-based grants, which are initially recognized as “Government grants receivable” and are also recognized as a reduction to the related cost of activities that generated the benefit. Proceeds received from asset-based grants are presented as cash inflows from investing activities on the condensed consolidated statements of cash flows, whereas proceeds received from income-based grants are presented as cash inflows from operating activities. Private and government grants and rebates related to EV charging stations and their installation are deferred and amortized in a manner consistent with the recognition of the related depreciation expense of the related asset over their useful lives.
Grant receivables are included within prepaid expenses and other current assets on the Company’s condensed consolidated balance sheets. Current liabilities related to government grants are included within accounts payable, accrued expenses and other current liabilities, and non-current liabilities related to government grants are included within other liabilities.
As of September 30, 2026, the Company had government grant receivables of $
NET LOSS PER COMMON SHARE
Basic net loss per common share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding during the period. Diluted net loss per common share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding, plus the number of additional common shares that would have been outstanding if the common share equivalents had been issued (computed using the treasury stock or if converted method), if dilutive.
13
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES – CONTINUED
The following potential common stock are excluded from the calculation of weighted average common shares outstanding because their inclusion would have been anti-dilutive:
|
| For the Three and Nine Months Ended |
| |||||
|
| September 30, |
| |||||
|
| 2026 |
|
| 2025 |
| ||
Warrants |
|
|
|
|
|
| ||
Restricted stock units |
|
|
|
|
|
| ||
Total potentially dilutive shares |
|
|
|
|
|
| ||
In addition, warrants to purchase
RECENTLY ADOPTED ACCOUNTING STANDARDS
In July 2025, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2025-05, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets. The amendments provide a practical expedient that permits entities to assume that current economic conditions as of the balance sheet date will remain unchanged over the remaining life of current accounts receivable and current contract assets when developing reasonable and supportable forecasts for estimating expected credit losses under ASC 326. The ASU is effective for fiscal years beginning after December 15, 2025, including interim periods within those fiscal years, with early adoption permitted. The amendments are to be applied prospectively. The Company adopted this guidance on January 1, 2026, and its adoption did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In May 2026, the FASB issued ASU No. 2026-02, Environmental Credits and Environmental Credit Obligations (Topic 818). The ASU establishes authoritative guidance on the recognition, measurement, presentation, and disclosure of environmental credits and environmental credit obligations. The ASU is effective for the Company for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual periods, with early adoption permitted. The amendments are to be applied using a modified retrospective transition method. The Company is currently evaluating the impact of this ASU on its condensed consolidated financial statements and related disclosures.
RECLASSIFICATIONS
Certain prior year balances have been reclassified in order to conform to current period presentation, primarily related to revenue and cost of revenues line items, which were reorganized to better align with how management views and operates the business and to conform the cost of revenue captions to the Company’s revenue categories. In addition, depreciation and amortization expense previously included within general and administrative expenses is presented as a separate operating expense caption. Amounts reclassified were $
14
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
3. ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Accounts payable, accrued expenses and other current liabilities consisted of the following:
|
| September 30, 2026 |
|
| December 31, 2025 |
| ||
|
|
|
| |
|
|
| |
Accounts payable |
| $ |
|
| $ |
| ||
Accrued professional, board and other fees |
|
|
|
|
|
| ||
Accrued wages |
|
|
|
|
|
| ||
Warranty payable |
|
|
|
|
|
| ||
Accrued income, property and sales taxes payable |
|
|
|
|
|
| ||
Accrued purchases |
|
|
|
|
|
| ||
Other accrued expenses |
|
|
|
|
|
| ||
Grant liabilities |
|
|
|
|
|
| ||
Current portion of financing lease liabilities |
|
|
|
|
|
| ||
Total accounts payable, accrued expenses and other current liabilities |
| $ |
|
| $ |
| ||
4. STOCKHOLDERS’ EQUITY
STOCK-BASED COMPENSATION
The Company recognized stock-based compensation expense related to common stock, stock options and warrants for the three and nine months ended September 30, 2026 of $
RESTRICTED STOCK UNITS
The Company grants Restricted Stock Units (“RSUs”) to employees, executives, and members of the Board of Directors under the Company’s equity incentive plan. RSUs represent a right to receive shares of the Company’s common stock upon vesting and have no exercise price. Upon vesting, the RSUs automatically settle and convert into unrestricted shares of the Company’s common stock. Service-based RSUs vest ratably over service periods of to years from the date of grant, subject to the recipient’s continued service with the Company. The fair value of service-based RSUs is determined based on the closing price of the Company’s common stock on the date of grant.
As approved by the stockholders of the Registrant at its 2026 Annual Meeting of Stockholders held on June 30, 2026, the Company has
During the third quarter of 2026, the Company also granted performance-based restricted stock units (“PSUs”) under the same plan to certain employees. Each PSU represents a right to receive shares of common stock upon achievement of a specified performance or market condition and the recipient’s continued service through the vesting date. Expense related to PSUs is recognized on a straight-line basis over the requisite service period when achievement is probable, with that probability reassessed each reporting period. PSUs with a market condition vest based on the estimated date the Company’s share price would reach the target. Other PSUs vest based on the estimated date the stated targets are estimated to be achieved. Their grant-date fair value is estimated using a Monte Carlo simulation, and expense is recognized on a straight-line basis over the requisite service period whether or not the market condition is achieved, provided the recipient remains in service.
15
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
4. STOCKHOLDERS’ EQUITY – CONTINUED
A summary of the RSU activity during the nine months ended September 30, 2026 is presented below:
|
|
|
| |
| Weighted |
| |
|
|
|
| |
| Average |
| |
|
| Number of |
|
| Grant Date |
| ||
|
| Shares |
|
| Fair Value |
| ||
Outstanding, January 1, 2026 |
|
|
|
| $ |
| ||
Granted |
|
|
|
|
|
| ||
Vested |
|
| ( | ) |
|
|
| |
Cancelled/forfeited/expired |
|
| ( | ) |
|
|
| |
Outstanding, September 30, 2026 |
|
|
|
| $ |
| ||
As of September 30, 2026,
5. LEASES
OPERATING AND FINANCE LEASES
Total operating lease expenses for the three and nine months ended September 30, 2026 were $
In June 2026, the Company terminated its lease for its facility located at 17301 Melford Boulevard, Bowie, Maryland and accrued a lease termination fee. The Company derecognized the operating lease right-of-use asset and corresponding lease liabilities and recognized a gain on lease termination of $
Supplemental cash flows information related to leases was as follows:
|
| For the Nine Months Ended September 30, |
| |||||
|
| 2026 |
|
| 2025 |
| ||
Cash paid for amounts included in the measurement of lease liabilities: |
|
|
| |
|
|
| |
|
|
|
| |
|
|
| |
Operating cash flows from operating leases |
| $ |
|
| $ |
| ||
Financing cash flows from finance leases |
| $ |
|
| $ |
| ||
|
|
|
| |
|
|
| |
Weighted Average Remaining Lease Term |
|
|
| |
|
|
| |
Operating leases |
|
|
|
|
|
| ||
Finance leases |
|
| - |
|
|
|
| |
|
|
|
| |
|
|
| |
Weighted Average Discount Rate |
|
|
| |
|
|
| |
Operating leases |
|
| % |
|
| % | ||
Finance leases |
|
| - | % |
|
| % | |
16
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
5. LEASES – CONTINUED
Future minimum payments under non-cancellable leases as of September 30, 2026 were as follows:
For the Years Ending December 31, |
| Operating Lease |
| |
2026 |
| $ |
| |
2027 |
|
|
| |
2028 |
|
|
| |
2029 |
|
|
| |
2030 |
|
|
| |
2031 |
|
|
| |
Total future minimum lease payments |
|
|
| |
Less: imputed interest |
|
| ( | ) |
Total |
| $ |
| |
SUBLEASE
In January 2026, the Company commenced a sublease of a portion of its facility located at 5081 Howerton Way, Bowie, Maryland. The sublease has a term through March 31, 2031, and rent commenced February 1, 2026 following an initial abatement period. Under the sublease, aggregate base rental income is approximately $
The following table presents future undiscounted sublease payments to be received as of September 30, 2026:
For the Years Ending December 31, |
| Total |
| |
2026 |
| $ |
| |
2027 |
|
|
| |
2028 |
|
|
| |
2029 |
|
|
| |
2030 |
|
|
| |
2031 |
|
|
| |
Total |
| $ |
| |
6. FAIR VALUE MEASUREMENT
Assets and liabilities measured at fair value on a recurring basis are as follows:
|
| September 30, 2026 |
| |||||||||||||
|
| Level 1 |
|
| Level 2 |
|
| Level 3 |
|
| Total |
| ||||
Assets: |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Money market funds |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Total assets |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
|
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Liabilities: |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Warrant liability |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Earn-out liabilities |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total liabilities |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
17
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
6. FAIR VALUE MEASUREMENT – CONTINUED
In addition to assets and liabilities that are measured at fair value on a recurring basis, the Company also measures certain assets and liabilities at fair value on a nonrecurring basis. Non-financial assets, including goodwill, intangible assets, operating lease right of use assets, and property, plant and equipment, are measured at fair value when there is an indication of impairment and the carrying amount exceeds the asset’s projected undiscounted cash flows. These assets are recorded at fair value only when an impairment charge is recognized.
The Company’s earn-out liabilities represent contingent consideration recognized in connection with the Company’s business acquisitions and are classified within Level 3 of the fair value hierarchy. The Company remeasures these liabilities at fair value on a recurring basis at each reporting date using a probability-based approach that reflects management’s estimate of the likelihood that the performance thresholds underlying the arrangements will be achieved. During the three and nine months ended September 30, 2026, changes in these estimates were recognized in the condensed consolidated statements of operations.
The following table sets forth a summary of the changes in the fair value of Level 3 liabilities that are measured at fair value on a recurring basis during the nine months ended September 30, 2026:
|
| 2026 |
| |
Earn-Out Liabilities |
|
|
| |
Beginning balance as of January 1, |
| $ |
| |
Change in fair value of earn-out liabilities |
|
| ( | ) |
Common stock issued in settlement of earn-out liabilities |
|
| ( | ) |
Ending balance as of September 30, |
| $ |
| |
7. COMMITMENTS AND CONTINGENCIES
LITIGATION, DISPUTES AND SETTLEMENTS
The Company may be subject to lawsuits, investigations, intellectual property matters, claims and proceedings, including, but not limited to, contractual disputes with vendors and customers and liabilities related to employment, health and safety matters that may arise in the ordinary course of business. The Company accrues for losses that are both probable and reasonably estimable. Loss contingencies are subject to significant uncertainties and, therefore, determining the likelihood of a loss and/or the measurement of any loss can be complex and subject to change.
The Company believes it has recorded adequate provisions for any such lawsuits, investigations, claims, and proceedings as of September 30, 2026, and the Company believes it was not reasonably possible that a material loss had been incurred in excess of the amounts recognized in the condensed consolidated financial statements. Given the inherent uncertainties of litigation, the ultimate outcome of the ongoing matters described herein cannot be predicted with certainty. While litigation is inherently unpredictable, the Company believes it has valid defenses with respect to the legal matters pending against it. However, future events or circumstances, currently unknown to management, may potentially have a material effect on the Company’s financial position, liquidity or results of operations in any future reporting period.
8. SEGMENT REPORTING
The Chief Executive Officer is the Chief Operating Decision Maker (“CODM”). The CODM organizes the Company, manages resource allocations and measures performance as operating and reportable segment. The Company sells, owns, and operates residential and commercial EV charging solutions, including its Blink Network and EVSE, to support EV drivers at various locations. Until June 5, 2026, the Company also owned and operated an EV car-sharing and ride-sharing program.
18
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
8. SEGMENT REPORTING – CONTINUED
The measure of segment assets reviewed by the CODM is total consolidated assets, as reported in the condensed consolidated balance sheets. The CODM reviews the following information on a consolidated basis: assets, revenues, cost of revenues, gross profit, compensation expense and operating loss in order to allocate operating and capital resources within the segment and to assess performance of the Company by comparing actual results to historical results and previously forecasted financial information. Other than certain disaggregated expense information provided in relation to other operating expenses, significant expenses regularly provided to the CODM are presented as shown on the statement of operations. The CODM is also regularly provided disaggregated expense information for other operating expenses, which is disaggregated between software costs and other expenses as shown in the table below:
|
| For the Three Months Ended |
|
| For the Nine Months Ended |
| ||||||||||
|
| September 30, |
|
| September 30, |
| ||||||||||
|
| 2026 |
|
| 2025 |
|
| 2026 |
|
| 2025 |
| ||||
Other operating expenses |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
Software |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
Other (1) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total other operating expenses |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
(1) | Includes operating lease expense, gain on sale of Envoy Technologies, Inc., insurance expense, office expenses and travel expenses. |
The following table sets forth our long-lived assets by geographic area, which consists of property and equipment, net and operating lease right-of-use assets:
|
| September 30, 2026 |
|
| December 31, 2025 |
| ||
|
|
|
| |
|
|
| |
United States |
| $ |
|
| $ |
| ||
United Kingdom |
|
|
|
|
|
| ||
International - Other (1) |
|
|
|
|
|
| ||
|
|
|
| |
|
|
| |
Total |
| $ |
|
| $ |
| ||
(1) | Primarily consists of long-lived assets of Belgium and The Netherlands. |
The following table summarizes our revenue recognized in the condensed consolidated statements of operations by geographical area:
|
| For the Three Months Ended |
|
| For the Nine Months Ended |
| ||||||||||
|
| September 30, |
|
| September 30, |
| ||||||||||
|
| 2026 |
|
| 2025 |
|
| 2026 |
|
| 2025 |
| ||||
Revenues by Geographical Area |
|
|
| |
|
|
| |
|
|
| |
|
|
| |
United States |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
International (1) |
|
|
|
|
|
|
|
|
|
|
|
| ||||
Total Revenue |
| $ |
|
| $ |
|
| $ |
|
| $ |
| ||||
(1) | International revenue primarily consists of Belgium, United Kingdom and The Netherlands. |
19
BLINK CHARGING CO.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for share and per share amounts)
9. SALE OF ENVOY TECHNOLOGIES
On June 5, 2026, the Company sold all of the outstanding common stock of (“Envoy Technologies”), its electric vehicle car-sharing business, to BladeRanger Ltd., an unrelated third party, and deconsolidated Envoy Technologies as of that date. The disposal was undertaken as part of the Company’s strategy to focus its resources on its core electric vehicle charging operations and did not represent a strategic shift that has, or will have, a major effect on the Company’s operations and financial results.
Consideration for the sale consisted of $
Following the sale, the Company provided transitional human resources, finance, accounting, legal and technology services to Envoy Technologies on a cost-reimbursement basis under a transition services agreement through October 9, 2026, the closing date of the sale by BladeRanger of Envoy to CID Holdco, Inc. as described below in Note 10. Subsequent Events.
10. SUBSEQUENT EVENTS
SALE OF ENVOY TO CID
On October 9, 2026, BladeRanger closed on its sale of Envoy to CID HoldCo, Inc. (“CID”). As part of the transaction, the Convertible Note was amended so that instead of converting prior to or in connection with the closing of a qualified liquidity event, the Convertible Note remains outstanding and upon satisfaction of the conversion conditions described within the First Amendment to Convertible Promissory Note, entered into as of October 9, 2026, by and among, the Company and CID, the Convertible Note will convert into an aggregate of
NAME CHANGE
On October 27, 2026, the Company filed a Certificate of Amendment to the Articles of Incorporation of the Company, as amended (the “Charter Amendment”) with the Secretary of State of the State of Nevada to change its name from "Blink Charging Co." to "Blink Energy Co." (the “Name Change”) reflecting the Company's expansion across three complementary offerings: EV charging, energy management and battery energy storage. As of the date of this Quarterly Report, the Company is awaiting confirmation from the State of Nevada regarding the effective date of the Charter Amendment. Effective as of the effective date of the Name Change, the Company amended its bylaws, its 2018 Incentive Compensation Plan, as amended, and its other corporate governance documents to reflect the Name Change.
FORM S-3 REGISTRATION STATEMENT
On October 30, 2026, the Company filed a Form S-3 Registration Statement (the “Registration Statement”) under which the Company may, from time to time in one or more offerings, offer and sell up to $
20
AT THE MARKET OFFERING AGREEMENT
On October 30, 2026, the Company entered into an At The Market Offering Agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (the “Selling Agent”), Roth Capital Partners, LLC and StoneX Financial Inc. (collectively, the “Sales Agents”), to sell shares of the Company’s common stock, par value $
BOARD LEADERSHIP CHANGES
On November 3, 2026, the Board of Directors appointed existing Board members, Michael C. Battaglia and Ritsaart J.M. van Montfrans, Chairman of the Board and Lead Independent Director, respectively. Mr. van Montfrans, who had served as Chairman of the Board since May 2023, ceased to serve as Chairman. Mr. Battaglia will continue to serve as Chief Executive Officer in addition to his role as Chairman and, in connection with his appointment as Chairman, will no longer hold the title of President. The Board of Directors believes that combining the roles of Chairman and Chief Executive Officer under Mr. Battaglia provides unified leadership and clear accountability for the execution of the Company’s strategy, while the Lead Independent Director role maintains strong independent oversight of management. Mr. Battaglia will not receive separate compensation for his service as Chairman as only non-employee directors receive director compensation under the Company's Board compensation plan, as modified most recently in May 2024. Mr. van Montfrans will continue to receive the same director compensation as the Board compensation plan provides for the same supplemental annual cash retainer to be paid to the non-employee director serving as Chairman or lead independent director.
21
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Special Note Regarding Forward-Looking Information
The following discussion and analysis of the results of operations and financial condition of Blink Charging Co. (together with its subsidiaries, “Blink” or the “Company”) as of September 30, 2026 and for the three and nine months ended September 30, 2026 and 2025 should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q. References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to “us,” “we,” “our” and similar terms refer to Blink. This Quarterly Report contains forward-looking statements as that term is defined in the federal securities laws. The events described in forward-looking statements contained in this Quarterly Report may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections involving anticipated revenues, earnings or other aspects of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions, are intended to identify forward-looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements. Factors that may affect our results include, but are not limited to, the risks and uncertainties set forth under Part I, Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and under a similar item in subsequent periodic reports, as discussed elsewhere in this Quarterly Report, particularly in Part II, Item 1A - Risk Factors.
Any one or more of these uncertainties, risks and other influences, could materially affect our results of operations and whether forward-looking statements made by us ultimately prove to be accurate. Our actual results, performance and achievements could differ materially from those expressed or implied in these forward-looking statements. Except as required by federal securities laws, we undertake no obligation to publicly update or revise any forward-looking statements, whether from new information, future events or otherwise.
U.S. dollars are reported in thousands, except for share and per share amounts.
Overview
We are a leading owner, operator, and provider of electric vehicle (“EV”) charging equipment, networked EV charging services, and energy management solutions in the U.S. and international EV markets.
Blink offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various locations. Blink’s principal line of products and services is its Blink Networks and Blink EV charging equipment, also known as EVSE, and other EV-related services. The Blink Networks are a proprietary, cloud-based system that operates, maintains, and manages Blink charging stations and handles the associated charging data, back-end operations, and payment processing. The Blink Networks provide Property Partners, among other types of commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations. The Blink Networks also provide EV drivers with vital station information, including station location, availability, and fees (as applicable).
Blink’s energy management solution, EnergyConnect, is designed to help commercial customers and charging site operators monitor, manage, and optimize energy consumption associated with EV charging infrastructure.
To capture more revenues derived from providing EV charging solutions to commercial customers and to help differentiate Blink in the EV infrastructure market, Blink offers Property Partners a comprehensive range of solutions for EV charging equipment and services that generally fall into one of the business models below, differentiated by who owns the equipment and who bears the costs of installation, equipment, maintenance, and the percentage of revenue shared.
|
● |
In our Blink-owned turnkey business model, we incur the charging equipment and installation costs. We own and operate the EV charging station and provide connectivity of the charging station to the Blink Networks. In this model, which favors recurring revenues, we incur most costs associated with the EV charging stations; thus, we retain substantially all EV charging revenues after deducting network connectivity and processing fees. Our agreement with the Property Partner typically lasts nine years, with extensions that can bring it to 27 years. |
22
|
● |
In our Blink-owned hybrid business model, we typically incur the charging equipment costs while the Property Partner incurs the installation costs. We own and operate the EV charging station and provide connectivity to the Blink Networks. In this model, since the Property Partner typically incurs the installation costs; we share a more generous portion of the EV charging revenues with the Property Partner after deducting Blink network connectivity and processing fees. Our agreement with the Property Partner typically lasts seven years, with extensions that can bring it to 21 years. |
|
|
|
|
● |
In our host-owned business model, the Property Partner purchases, owns, and operates the Blink EV charging station and incurs the installation costs. We work with the Property Partner by providing site recommendations, connectivity to the Blink Networks, payment processing, and optional maintenance services. In this model, the Property Partner retains and keeps all the EV charging revenues after deducting Blink network connectivity and processing fees. |
As of September 30, 2026, there were approximately 45,833 chargers connected to the Blink Network. Of those, approximately 42,571 were Level 2 commercial chargers and approximately 2,069 were DCFC commercial chargers. Included on Blink Network are approximately 6,582 chargers owned by us. Another estimated 23,573 units were non-networked, on other networks, international sales, or deployments.
Product and Service Offerings
We offer a variety of EV charging products and services to Property Partners and EV drivers.
EV Charging Solutions
|
● |
Level 2 Charging Equipment. We offer a wide range of Level 2 (AC) EV charging equipment, for commercial, residential, and public locations. Our Level 2 chargers support the J1772 connector, the North American Charging Standard (NACS) connector, and the Type 2 connector used in Europe. |
|
|
|
|
|
Our commercial Level 2 chargers consist of the EQ product family in Europe and the United Kingdom and the Series 7, Series 8, and Series 10 product families in North America. We also offer the Shasta charger, a next-generation Level 2 platform designed to support ISO 15118 and “Plug & Charge” functionality. Certain Level 2 chargers offer optional cable management systems and connectivity to the Blink Network. Level 2 charging stations typically provide a full vehicle charge in approximately five to ten hours and are commonly deployed at workplaces, multifamily residential properties, retail and hospitality locations, parking facilities, such as those operated by municipalities, educational campuses, healthcare facilities, and airports. |
|
|
|
|
● |
International Products. We offer Level 2 AC and DC charging products for international markets, including multifamily residential, workplace, retail, parking, hospitality, and fleet applications. These products are available with the Type 2, GBT, and CCS2 connectors and include Blink branded chargers and other hardware sourced or configured to meet regional and customer specific requirements. |
|
|
|
|
● |
DC Fast Charging (DCFC). We offer a complete line of DC Fast Charging equipment that ranges from 30kW to 600kW. Our DCFC products support NACS, CCS1, CHAdeMO connectors and are capable of producing up to an 80% battery charge in less than 30 minutes, depending on vehicle and conditions. DC fast charging stations typically require greater electrical infrastructure than Level 2 chargers and are deployed in high-traffic urban locations and along long-distance travel corridors. Our DCFC portfolio includes both all-in-one chargers and distributed cabinet and dispenser systems. |
|
|
|
|
● |
Blink Networks. The Blink Networks are a cloud-based software platform that supports the operation and management of EV charging stations. The platform enables remote monitoring, management, payment processing, customer support, load management, roaming, reporting, and other network services. |
|
● |
Blink Charging Mobile App. We offer Blink Charging Mobile Apps for iOS and Android devices that allow EV drivers to locate charging stations, view charger availability and charging speeds, initiate and pay for charging sessions, and manage their charging activity. |
|
|
|
|
● |
Energy Management and Fleet Management. We offer energy management and fleet focused software solutions designed to help commercial, municipal, and other fleet operators manage charging operations and optimize energy usage and costs. These solutions may be deployed as standalone offerings or integrated with existing fleet and charging management systems. |
23
Energy Management Solution
|
● |
EnergyConnect. The solution enables intelligent optimization of EV charging loads by managing charging activity in response to site-specific electrical capacity, energy demand, and operational requirements. Through enhanced visibility and control over energy usage, EnergyConnect is designed to help customers improve energy efficiency, manage peak electricity demand, reduce energy-related operating costs, and support the integration and scalability of EV charging infrastructure. |
Key Factors Affecting Operating Results
We believe our performance and future success depend on several factors, including those discussed below:
Competition - The EV charging equipment and service market is highly competitive, and we expect the market to become increasingly competitive as new entrants enter this growing market. Our products and services compete on product performance and features, the total cost of ownership, origin of manufacturing, sales capabilities, financial stability, brand recognition, product reliability, customer experience, and the installed base’s size. Existing competitors may expand their product offerings and sales strategies, and new competitors may enter the market. If our market share decreases due to increased competition, the Company’s revenue and ability to generate profits in the future may be impacted.
Growth - Our growth is highly dependent upon the adoption by consumers of EVs, and we are subject to a risk of any reduced demand for EVs. The market for electric vehicles is still relatively new, rapidly evolving, characterized by rapidly changing technologies, price competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long development cycles for EV original equipment manufacturers, and changing consumer demands and behaviors. Factors that may influence the purchase and use of electric vehicles, include perceptions about EV quality, safety (in particular with respect to battery chemistries), design, performance, and cost; the limited range over which EVs may be driven on a single battery charge and concerns about running out of power while in use; improvements in the fuel economy of the internal combustion engine; consumers’ desire and ability to purchase a luxury automobile or one that is perceived as exclusive; the environmental consciousness of consumers; volatility in the cost of oil and gasoline; consumers’ perceptions of the dependency of the United States on oil from unstable or hostile countries and the impact of international conflicts; government regulations and economic incentives promoting fuel efficiency and alternate forms of energy; access to charging stations, standardization of EV charging systems and consumers’ perceptions about convenience and cost to charge an EV; and the availability of tax and other governmental incentives to purchase and operate EVs and future regulation requiring increased use of zero emissions vehicles. If the market for EVs does not gain broad market acceptance or develops slower than we expect, our business, prospects, financial condition and operating results may be adversely affected.
Regulations - Our business is subject to a variety of federal, state and international laws and regulations, including those with respect to government incentives promoting fuel efficiency and alternate forms of energy, electric vehicles and others. These laws and regulations, and the interpretation or application of these laws and regulations, could change. Any reduction, elimination or discriminatory application of government subsidies and economic incentives because of policy changes, fiscal tightening or other reasons may result in diminished revenues from government sources and diminished demand for our products. In addition, new laws or regulations affecting our business could be enacted. These laws and regulations are frequently costly to comply with and may divert a significant portion of management’s attention. Changes to these applicable laws or regulations could affect business and/or harm our customers, thereby adversely affecting our business, financial condition and results of operations.
Expansion through Acquisitions - We may pursue strategic domestic and international acquisitions to expand our operations. Risks in acquisition transactions include difficulties in the integration of acquired businesses into our operations and control environment, difficulties in assimilating and retaining employees and intermediaries, difficulties in retaining the existing clients of the acquired entities, assumed or unforeseen liabilities that arise in connection with the acquired businesses, the failure of counterparties to satisfy any obligations to indemnify us against liabilities arising from the acquired businesses, and unfavorable market conditions that could negatively impact our growth expectations for the acquired businesses. Fully integrating an acquired company or business into our operations may take a significant amount of time. If we are unable to integrate or pursue strategic acquisitions, our financial condition and results of operations would be negatively impacted.
24
Liquidity, Capital Resources, and Going Concern
As of September 30, 2026, the Company had cash and cash equivalents of $30,499 compared to $39,568 in cash and cash equivalents as of December 31, 2025, representing a decrease of $9,069 in available liquidity due to ongoing operating losses and working capital requirements.
In May 2025, we announced the BlinkForward Initiative, a strategic restructuring plan aimed at accelerating the Company’s path to profitability and enhancing operational efficiency. Key pillars of the BlinkForward Initiative were designed to transform the Company into a more agile and lean organization, with the shift to contract manufacturing for our EV hardware to reduce overhead expenses and focus on our intellectual property and customer support efforts. The transition to contract manufacturing was completed in January 2026, and Blink no longer maintains manufacturing facilities in-house. As of the filing of this Quarterly Report, the BlinkForward Initiative is substantially complete.
As reflected in our condensed consolidated financial statements as of September 30, 2026, we had cash and cash equivalents of $30,499, working capital of $8,500 and an accumulated deficit of $846,729. During the nine months ended September 30, 2026, we incurred a net loss of $24,303. We have not yet achieved profitability. In December 2025, we completed an underwritten registered public offering of 26,666,666 shares of our common stock at a public offering price of $0.75 per share. We received gross proceeds of $20,000 from the public offering, less underwriting discounts and offering expenses of $1,474, for net proceeds of $18,526. The public offering was made pursuant to our registration statement on Form S-1 filed with the SEC on December 4, 2025, and final prospectus dated December 10, 2025. H.C. Wainwright & Co. and Roth Capital Partners acted as co-placement agents in connection with the offering.
We have not yet achieved profitability and expect cash flows from operations to be volatile. While the BlinkForward Initiative substantially decreased our operating expenses and cash burn, we still need to generate substantial revenues in the near future to achieve profitability, even as our repeatable and recurring revenue from network and charging fees continued to grow. Historically, we have been able to raise funds to support our business operations, although there can be no assurance that we will be successful in raising significant additional funds in the future. We expect that our cash on hand and future cash flows from operations will fund our operations for at least 12 months after the issuance date of the financial statements included in this Quarterly Report.
Since inception, our operations have primarily been funded through proceeds received in equity and debt financings. We believe we have access to capital resources and continue to evaluate additional financing opportunities. There is no assurance that we will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds we might raise will enable us to complete our EV charging development initiatives or attain profitable operations.
25
Results of Operations
Three and Nine Months Ended September 30, 2026 Compared With Three and Nine Months Ended September 30, 2025
|
|
For the Three Months Ended |
|
|
For the Nine Months Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
September 30, |
|
|
September 30, |
|
|
3 Months |
|
|
9 Months |
|
||||||||||||||||||||
|
|
2026 |
|
|
2025 |
|
|
2026 |
|
|
2025 |
|
|
Difference $ |
|
|
Difference % |
|
|
Difference $ |
|
|
Difference % |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Product revenue |
|
$ | 6,413 |
|
|
$ | 13,035 |
|
|
$ | 20,046 |
|
|
$ | 35,924 |
|
|
$ | (6,622 |
) |
|
|
-51 |
% |
|
$ | (15,878 |
) |
|
|
-44 |
% |
Service revenue |
|
|
10,035 |
|
|
|
10,782 |
|
|
|
33,749 |
|
|
|
31,097 |
|
|
|
(747 |
) |
|
|
-7 |
% |
|
|
2,652 |
|
|
|
9 |
% |
Other revenue |
|
|
1,949 |
|
|
|
2,007 |
|
|
|
5,113 |
|
|
|
5,940 |
|
|
|
(58 |
) |
|
|
-3 |
% |
|
|
(827 |
) |
|
|
-14 |
% |
Car-sharing revenue |
|
|
- |
|
|
|
1,231 |
|
|
|
1,942 |
|
|
|
3,517 |
|
|
|
(1,231 |
) |
|
|
-100 |
% |
|
|
(1,575 |
) |
|
|
-45 |
% |
Total Revenues |
|
|
18,397 |
|
|
|
27,055 |
|
|
|
60,850 |
|
|
|
76,478 |
|
|
|
(8,658 |
) |
|
|
-32 |
% |
|
|
(15,628 |
) |
|
|
-20 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of product revenue |
|
|
6,551 |
|
|
|
8,095 |
|
|
|
15,222 |
|
|
|
27,717 |
|
|
|
(1,544 |
) |
|
|
-19 |
% |
|
|
(12,495 |
) |
|
|
-45 |
% |
Cost of service revenue |
|
|
4,758 |
|
|
|
6,091 |
|
|
|
17,960 |
|
|
|
17,594 |
|
|
|
(1,333 |
) |
|
|
-22 |
% |
|
|
366 |
|
|
|
2 |
% |
Cost of other revenue |
|
|
559 |
|
|
|
785 |
|
|
|
2,134 |
|
|
|
2,927 |
|
|
|
(226 |
) |
|
|
-29 |
% |
|
|
(793 |
) |
|
|
-27 |
% |
Cost of car-sharing revenue |
|
|
- |
|
|
|
1,438 |
|
|
|
1,632 |
|
|
|
3,190 |
|
|
|
(1,438 |
) |
|
|
-100 |
% |
|
|
(1,558 |
) |
|
|
-49 |
% |
Depreciation and amortization |
|
|
1,684 |
|
|
|
1,318 |
|
|
|
3,977 |
|
|
|
3,821 |
|
|
|
366 |
|
|
|
28 |
% |
|
|
156 |
|
|
|
4 |
% |
Total Cost of Revenues |
|
|
13,552 |
|
|
|
17,727 |
|
|
|
40,925 |
|
|
|
55,249 |
|
|
|
(4,175 |
) |
|
|
-24 |
% |
|
|
(14,324 |
) |
|
|
-26 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
|
4,845 |
|
|
|
9,328 |
|
|
|
19,925 |
|
|
|
21,229 |
|
|
|
(4,483 |
) |
|
|
-48 |
% |
|
|
(1,304 |
) |
|
|
-6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation |
|
|
6,787 |
|
|
|
11,691 |
|
|
|
25,302 |
|
|
|
38,849 |
|
|
|
(4,904 |
) |
|
|
-42 |
% |
|
|
(13,547 |
) |
|
|
-35 |
% |
General and administrative expenses |
|
|
1,206 |
|
|
|
3,742 |
|
|
|
6,508 |
|
|
|
21,804 |
|
|
|
(2,536 |
) |
|
|
-68 |
% |
|
|
(15,296 |
) |
|
|
-70 |
% |
Other operating expenses |
|
|
2,762 |
|
|
|
4,803 |
|
|
|
10,517 |
|
|
|
16,877 |
|
|
|
(2,041 |
) |
|
|
-42 |
% |
|
|
(6,360 |
) |
|
|
-38 |
% |
Depreciation and amortization |
|
|
1,031 |
|
|
|
1,244 |
|
|
|
3,813 |
|
|
|
4,331 |
|
|
|
(213 |
) |
|
|
-17 |
% |
|
|
(518 |
) |
|
|
-12 |
% |
Change in fair value of consideration payable and earn-out liabilities |
|
|
- |
|
|
|
(11,701 |
) |
|
|
(1,273 |
) |
|
|
(9,238 |
) |
|
|
11,701 |
|
|
|
-100 |
% |
|
|
7,965 |
|
|
|
-86 |
% |
Total Operating Expenses |
|
|
11,786 |
|
|
|
9,779 |
|
|
|
44,867 |
|
|
|
72,623 |
|
|
|
2,007 |
|
|
|
21 |
% |
|
|
(27,756 |
) |
|
|
-38 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss From Operations |
|
|
(6,941 |
) |
|
|
(451 |
) |
|
|
(24,942 |
) |
|
|
(51,394 |
) |
|
|
(6,490 |
) |
|
|
1439 |
% |
|
|
26,452 |
|
|
|
-51 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income (Expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income, net |
|
|
259 |
|
|
|
159 |
|
|
|
751 |
|
|
|
905 |
|
|
|
100 |
|
|
|
63 |
% |
|
|
(154 |
) |
|
|
-17 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Income, Net |
|
|
259 |
|
|
|
159 |
|
|
|
751 |
|
|
|
905 |
|
|
|
100 |
|
|
|
63 |
% |
|
|
(154 |
) |
|
|
-17 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss Before Income Taxes |
|
$ | (6,682 |
) |
|
$ | (292 |
) |
|
$ | (24,191 |
) |
|
$ | (50,489 |
) |
|
$ | (6,390 |
) |
|
|
2188 |
% |
|
$ | 26,298 |
|
|
|
-52 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for income taxes |
|
|
(19 |
) |
|
|
(40 |
) |
|
|
(112 |
) |
|
|
(163 |
) |
|
|
21 |
|
|
|
-53 |
% |
|
|
51 |
|
|
|
-31 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ | (6,701 |
) |
|
$ | (332 |
) |
|
$ | (24,303 |
) |
|
$ | (50,652 |
) |
|
$ | (6,369 |
) |
|
|
1918 |
% |
|
$ | 26,349 |
|
|
|
-52 |
% |
26
Three Months Ended September 30, 2026 Compared With Three Months Ended September 30, 2025
Revenues
Total revenue for the three months ended September 30, 2026 decreased by $8,658 or 32%, to $18,397 compared to $27,055 during the three months ended September 30, 2025.
Revenue from product sales was $6,413 for the three months ended September 30, 2026 as compared to $13,035 during the three months ended September 30, 2025, a decrease of $6,622, or 51%. The decrease was primarily attributable to the Company’s strategic repositioning toward higher-margin market segments and more disciplined customer selection, including a reduction in lower-margin sales. Product revenue was also adversely affected by continued softness in the electric vehicle charging market, particularly lower demand for commercial Level 2 chargers and DC fast chargers, compared to the prior-year period.
Service revenue including charging service revenue from Blink-owned charging stations and network fees was $10,035 for the three months ended September 30, 2026 as compared to $10,782 for the three months ended September 30, 2025, a decrease of $747 or 7%. The decrease is due to the Company exiting lower-margin charging service contracts in Europe.
Cost of Revenues
Cost of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the three months ended September 30, 2026 were $13,552 as compared to $17,727 for the three months ended September 30, 2025, a decrease of $4,175 or 24%, and in line with the decline in the product revenues as discussed above.
There is a degree of variability in our costs in relationship to our revenues from period to period, primarily due to:
|
● |
electricity reimbursements that are unique to those Property Partner host agreements which provide for such reimbursements; |
|
● |
revenue share payments are predicated on the contractual obligation under the property partner agreement and the revenue generated by the applicable chargers; |
|
● |
cost of charging stations sold is predicated on the mix of types of charging stations and parts sold during the period; |
|
● |
network costs are fixed in nature based on the number of chargers connected to the telco network regardless of whether the charger generates revenue; |
|
● |
provisions for excess and obsolete inventory; and |
|
● |
warranty and repairs and maintenance expenses are based on both the number of service cases completed during the period. |
Cost of product sales decreased by $1,544, or 19%, from $8,095 for the three months ended September 30, 2025 as compared to $6,551 for the three months ended September 30, 2026. Approximately $4,576 of this decrease is due to the reduction in product sales volume, partially offset by increase in the provision of slow moving and obsolete inventory of $2,069 during the three months ended September 30, 2026 compared to the same period in 2025, and increase in other inventory related costs.
Cost of service revenue including cost of charging services (electricity reimbursements) decreased by $1,333, or 22%, to $4,758 for the three months ended September 30, 2026 as compared to $6,091 for the three months ended September 30, 2025. Similar to the reason for decrease in service revenue, this decrease is also due to the Company exiting lower-margin charging service contracts in Europe and optimization of the charging infrastructure.
Depreciation and amortization expense increased by $366 or 28%, to $1,684 for the three months ended September 30, 2026 as compared to $1,318 for the three months ended September 30, 2025. The increase in depreciation expense was attributable to the increase in Company-owned DC Fast chargers that are operational.
Operating Expenses
Compensation expense decreased by $4,904 or 42%, to $6,787 (consisting of $6,282 of cash compensation and benefits and $505 of non-cash compensation) for the three months ended September 30, 2026. Compensation expense was $11,691 (consisting of $11,258 of cash compensation and benefits and $433 of non-cash compensation) for the three months ended September 30, 2025. The decrease in compensation expense for the three months ended September 30, 2026 compared to the same period in 2025 was primarily related to decreases in personnel across the Company as a result of cost savings and synergies realized in transformation program.
27
General and administrative expenses decreased by $2,536 or 68%, to $1,206 for the three months ended September 30, 2026 as compared to $3,742 for the three months ended September 30, 2025. The decrease was attributable to the general decrease in most expense categories, with legal and professional services contributing to $1,405 of the decrease, due to the transformation initiatives launched during 2025 and realized this year.
Other operating expenses decreased by $2,041, or 42%, to $2,762 for the three months ended September 30, 2026 from $4,803 for the three months ended September 30, 2025. The decrease was attributable to the general decrease in most expense categories, with software related expenses contributing to $1,239 of the decrease as a result of the transformation initiative.
Depreciation and amortization expense included in operating expenses decreased by $213, or 17%, to $1,031 for the three months ended September 30, 2026 as compared to $1,244 for the three months ended September 30, 2025.
The Company recorded a gain on settlement related to the Envoy acquisition of $11,701 for the three months ended September 30, 2025.
Other Income (Expense)
We recorded other income of $259 during the three months ended September 30, 2026 as compared to other income of $159 for the three months ended September 30, 2025. The increase in other income was primarily related to an increase in dividend and interest income of $107 during the three months ended September 30, 2026 as compared to the three months ended September 30, 2025, due to higher cash balances compared to prior periods.
Net Loss
Our net loss for the three months ended September 30, 2026 increased by $6,369, or 1918%, to $6,701 as compared to $332 for the three months ended September 30, 2025. The increase was primarily attributable to a gain on settlement related to the Envoy consideration payable recorded during the three months ended September 30, 2025.
Total Comprehensive Loss
Our total comprehensive loss for the three months ended September 30, 2026 was $6,260 whereas our total comprehensive income for the three months ended September 30, 2025 was $6,461.
Nine Months Ended September 30, 2026 Compared With Nine Months Ended September 30, 2025
Revenues
Total revenue for the nine months ended September 30, 2026 decreased by $15,628, or 20%, to $60,850 compared to $76,478 during the nine months ended September 30, 2025.
Revenue from product sales was $20,046 for the nine months ended September 30, 2026 as compared to $35,924 during the nine months ended September 30, 2025, a decrease of $15,878, or 44%. The decrease was primarily attributable to the Company’s strategic repositioning toward higher-margin market segments and more disciplined customer selection, including a reduction in lower-margin sales. Product revenue was also adversely affected by continued softness in the electric vehicle charging market, particularly lower demand for commercial Level 2 chargers and DC fast chargers, compared to the prior-year period.
Service revenue including charging service revenue from Blink-owned charging stations and network fees was $33,749 for the nine months ended September 30, 2026 as compared to $31,097 for the nine months ended September 30, 2025, an increase of $2,652, or 9%. The increase is due to the higher utilization of the chargers and deployment of new chargers on the Blink Networks, partially offset by the decrease due to the Company exiting out of lower-margin charging service contracts in Europe.
28
Cost of Revenues
Cost of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the nine months ended September 30, 2026 were $40,925 as compared to $55,249 for the nine months ended September 30, 2025, a decrease of $14,324 or 26%, and in line with the decline in the product revenues as discussed above.
There is a degree of variability in our costs in relationship to our revenues from period to period, primarily due to:
|
● |
electricity reimbursements that are unique to those Property Partner host agreements which provide for such reimbursements; |
|
● |
revenue share payments are predicated on the contractual obligation under the property partner agreement and the revenue generated by the applicable chargers; |
|
● |
cost of charging stations sold is predicated on the mix of types of charging stations and parts sold during the period; |
|
● |
network costs are fixed in nature based on the number of chargers connected to the telco network regardless of whether the charger generates revenue; |
|
● |
provisions for excess and obsolete inventory; and |
|
● |
warranty and repairs and maintenance expenses are based on both the number of service cases completed during the period. |
Cost of product sales decreased by $12,495, or 45%, from $27,717 for the nine months ended September 30, 2025 as compared to $15,222 for the nine months ended September 30, 2026. This decrease is primarily due to the reduction in product sales volume. In addition, the adjustment for excess and obsolete inventory was $2,197 during the nine months ended September 30, 2026 compared to $4,571 during the same period in 2025. Furthermore, the Company recorded a loss on disposal of non-performing chargers of $3,856 during the nine months ended September 30, 2025.
Cost of service revenue including cost of charging services increased by $366, or 2%, to $17,960 for the nine months ended September 30, 2026 as compared to $17,594 for the nine months ended September 30, 2025. The increase in 2026 was attributable to the increased number and mix of charging stations generating charging service revenues subject to electricity reimbursement, partially offset by the decrease due to the Company exiting out of lower-margin charging service contracts in Europe and optimization of the charging infrastructure.
Depreciation and amortization expense increased by $156, or 4%, to $3,977 for the nine months ended September 30, 2026 as compared to $3,821 for the nine months ended September 30, 2025. The marginal increase in depreciation expense was attributable to the increase in Company-owned DC Fast chargers that are operational, offset by the increase in the grant revenue that is presented as an offset to the depreciation expense, and the decrease in the number of vehicles associated with the ride-share services as a part of the sale of Envoy in June 2026.
Operating Expenses
Compensation expense decreased by $13,547, or 35%, to $25,302 (consisting of $22,193 of cash compensation and benefits and $3,109 of non-cash compensation) for the nine months ended September 30, 2026. Compensation expense was $38,849 (consisting of $36,663 of cash compensation and benefits and $2,186 of non-cash compensation) for the nine months ended September 30, 2025. The decrease in compensation expense for the nine months ended September 30, 2026 compared to the same period in 2025 was primarily related to decreases in personnel across the Company as a result of cost savings and synergies realized in transformation program.
General and administrative expenses decreased by $15,296, or 70%, to $6,508 for the nine months ended September 30, 2026 as compared to $21,804 for the nine months ended September 30, 2025. The decrease was attributable to the general decrease in most expense categories, with the difference in credit loss reserve contributing $4,670, and legal and professional services contributing $3,033 of the decrease, due to the transformation initiatives launched during 2025 and realized this year.
Other operating expenses decreased by $6,360, or 38%, to $10,517 for the nine months ended September 30, 2026 from $16,877 for the nine months ended September 30, 2025. The decrease was primarily attributable to the asset impairment in the amount of $1,732 recorded during the nine months ended September 30, 2025, as well as a general decrease in most expense categories, with software related expenses contributing to $4,477 of the decrease and rent contributing to $956 of the decrease as a result of the transformation program.
29
Depreciation and amortization expense included in operating expenses decreased by $518, or 12%, to $3,813 for the nine months ended September 30, 2026 as compared to $4,331 for the nine months ended September 30, 2025 as the Company has less leasehold improvements and intangible assets.
The change in fair value of consideration payable and earn-out liabilities decreased by $7,965 or 86%, primarily due to the gain on settlement related to the Envoy consideration payable of $11,701 for the nine months ended September 30, 2025, offset by the change in the earn-out liabilities related to the Zemetric acquisition of $1,273 for the nine months ended September 30, 2026 as compared to a loss of $2,463 for the nine months ended September 30, 2025, due to the change in the inputs to the probability-weighted discounted cash flow model.
Other Income (Expense)
We recorded other income of $751 during the nine months ended September 30, 2026 as compared to $905 for the nine months ended September 30, 2025. The decrease in other income was primarily related to a decrease of $154 in dividend and interest income.
Net Loss
Our net loss for the nine months ended September 30, 2026 decreased by $26,349 or 52%, to $24,303 as compared to $50,652 for the nine months ended September 30, 2025. The decrease was primarily due to lower operating expenses, partially offset by the decline in revenues, and was accompanied by an improvement in gross profit.
Total Comprehensive Loss
Our total comprehensive loss for the nine months ended September 30, 2026 was $24,979 whereas our total comprehensive loss for the nine months ended September 30, 2025 was $41,787.
Liquidity and Capital Resources
We measure our liquidity in a number of ways, including the following:
|
|
September 30, 2026 |
|
|
December 31, 2025 |
|
||
|
|
(Unaudited) |
|
|
|
|
|
|
Cash and Cash Equivalents |
|
$ | 30,499 |
|
|
$ | 39,568 |
|
|
|
|
|
|
|
|
|
|
Working Capital |
|
$ | 8,500 |
|
|
$ | 26,111 |
|
During the nine months ended September 30, 2026, we financed our activities from proceeds derived from equity financings occurring in prior periods. A significant portion of the funds raised from the sale of capital stock has been used to cover working capital needs and personnel, office expenses and various consulting and professional fees. Furthermore, we significantly reduced operating expenses and improved margin on sales of products and services.
For the nine months ended September 30, 2026 and 2025, we used cash of $6,646 and $31,754, respectively, in operations. Our cash use for the nine months ended September 30, 2026 was primarily attributable to our net loss of $24,303 adjusted for net non-cash expenses in the aggregate amount of $14,644, partially offset by $3,013 of net cash provided by changes in the levels of operating assets and liabilities. Our cash use for the nine months ended September 30, 2025, was primarily attributable to our net loss of $50,652, adjusted for net non-cash expenses in the aggregate amount of $19,676, and $778 of net cash used in changes in the levels of operating assets and liabilities.
During the nine months ended September 30, 2026, net cash used in investing activities was $1,244, of which $1,303 was provided by government grants, $2,122 was used to purchase property and equipment, $250 of cash, net of proceeds received and cash balances transferred to Envoy's buyer, was disposed of in connection with the sale of Envoy, and $175 was used for capitalized engineering costs. During the nine months ended September 30, 2025, net cash provided by investing activities was $11,168, of which $13,630 was provided by the sale of marketable securities, $1,952 was provided by government grants and $223 was provided by the sale of an equity method investment, offset by $207 for the acquisition of Zemetric, net of cash acquired, $205 of capitalized engineering costs and $4,225 of which was used to purchase charging stations and other fixed assets.
30
During the nine months ended September 30, 2026, cash used in financing activities was $63 which was used to pay down our liability in connection with a finance lease. During the nine months ended September 30, 2025, cash provided by financing activities was $865, of which $26 was used to pay down our liability in connection with a finance lease, offset by $891 provided by offering proceeds related to the sale of common stock.
As of September 30, 2026, we had cash and cash equivalents, working capital and an accumulated deficit of $30,499, $8,500 and $846,729, respectively. During the three and nine months ended September 30, 2026, we had a net loss of $6,701 and $24,303, respectively, and used cash of $6,646 in operating activities during the nine months ended September 30, 2026. The Company has not yet achieved profitability and expects cash flows from operations to be volatile. The Company’s future operating needs include the planned costs to operate its business, including amounts required to fund working capital and future liquidity needs.
Other than the ATM Agreement discussed above, the Company has no agreements, commitments, or understandings with respect to any financing alternatives. Any equity issuance would be dilutive to stockholders. In December 2025, we completed an underwritten registered public offering of 26,666,666 shares of our common stock at a public offering price of $0.75 per share. We received gross proceeds of $20,000 from the public offering, less underwriting discounts and offering expenses of $1,474, for net proceeds of $18,526. The public offering was made pursuant to our registration statement on Form S-1 filed with the SEC on December 4, 2025, and final prospectus dated December 10, 2025. H.C. Wainwright & Co. and Roth Capital Partners acted as co-placement agents in connection with the offering.
Contractual Obligations and Commitments
We have operating lease obligations over the next five years of approximately $3,825. These operating lease obligations are primarily related to corporate office space.
Critical Accounting Estimates
The preparation of financial statements and related disclosures in conformity with U.S. GAAP requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expense, and the related disclosures. We base our estimates on historical experience and on assumptions that we believe are reasonable under the circumstances; actual results may differ from these estimates.
Our critical accounting estimates are described in Part II, Item 7, Critical Accounting Estimates in our Annual Report on Form 10-K for the year ended December 31, 2025, and our significant accounting policies are described in Note 2 – Summary of Significant Accounting Policies in our financial statements included elsewhere in this quarterly report. There have been no material changes to our critical accounting estimates or significant accounting policies since the filing of our Annual Report on Form 10-K for the year ended December 31, 2025, except for the following.
Provision for slow moving and obsolete inventory
Changes in customer demand, product technology, and our operating model have resulted in the past and may result in additional inventory obsolescence charges, which could adversely affect our financial results. Our business operates in a rapidly evolving industry characterized by technological advancements, changing customer requirements, and shifts in demand for electric vehicle charging equipment. These factors, together with changes in our product portfolio, manufacturing arrangements, and operating strategy, may affect the recoverability and carrying value of our inventory. As part of our ongoing operational transformation, including the transition to a contract manufacturing model and the rationalization of certain legacy products and inventory, we have evaluated the carrying value of our inventory and recorded additional inventory reserves during the third quarter of 2026. These charges and reserves primarily reflect inventory associated with legacy products, changing demand expectations, and our evolving manufacturing and product strategy.
Inventory valuation requires significant management judgment regarding future demand, expected product utilization, technological relevance, and estimated recoverable values. Actual outcomes may differ from these estimates. If demand for certain products is lower than anticipated, product specifications change, or additional inventory becomes obsolete or excessive based on our requirements, we may be required to recognize further inventory write-downs or record additional inventory reserves in future periods. Any such charges could adversely affect our reported gross profit, operating results, and financial condition, even if they do not result in an immediate cash outflow.
31
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Foreign Currency Risk
We have foreign currency risks related to our revenue and operating expenses denominated in currencies other than the U.S. dollar, primarily the euro, causing both our revenue and our operating results to be impacted by fluctuations in the exchange rates. Gains or losses from the revaluation of certain cash balances, accounts receivable balances and intercompany balances that are denominated in these currencies impact our net loss. A hypothetical decrease in all foreign currencies against the U.S. dollar of 1% would not result in a material foreign currency loss on foreign-denominated balances as of September 30, 2026. As our foreign operations expand, our results may be more materially impacted by fluctuations in the exchange rates of the currencies in which we do business. At this time, we do not enter into financial instruments to hedge our foreign currency exchange risk.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of September 30, 2026, being the end of the period covered by this Quarterly Report, our management conducted an evaluation, under the supervision and with the participation of our chief executive officer and chief financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).
Based on that evaluation, our chief executive officer and chief financial officer concluded that, as of September 30, 2026, our disclosure controls and procedures were not effective due to the material weakness in our internal control over financial reporting as discussed in Item 9A. Controls and Procedures – in the Company’s Form 10-K for the fiscal year ended December 31, 2025, under the heading “Management’s Annual Report on Internal Control Over Financial Reporting”.
Limitations on Effectiveness of Controls and Procedures
In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures and internal control over financial reporting must reflect the fact that there are resource constraints, and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.
Changes in Internal Control over Financial Reporting
During the quarter ended September 30, 2026, management continued to commit effort and resources to the remediation of the material weakness reported in the Company’s Form 10-K for the fiscal year ended December 31, 2025.
Except for the above, there were no other changes in our internal control over financial reporting that occurred during the quarter ended September 30, 2026, that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
32
For a description of our legal proceedings, see Note 7 – Commitments and Contingencies – Litigation, Disputes, and Settlements in Part I, Item 1 of this Quarterly Report on Form 10-Q.
In addition to the information set forth under Item 1A of Part I in our Annual Report on Form 10-K for the year ended December 31, 2025, and under a similar item in subsequent periodic reports, the information set forth at the beginning of Management’s Discussion and Analysis entitled “Special Note Regarding Forward-Looking Information,” and updates noted below, you should consider that there are numerous and varied risks, known and unknown, that may prevent us from achieving our goals. If any of these risks actually occur, our business, financial condition or results of operation may be materially and adversely affected. In such case, the trading price of our common stock could decline and investors could lose all or part of their investment. These risk factors may not identify all risks that we face and our operations could also be affected by factors that are not presently known to us or that we currently consider to be immaterial to our operations.
We have a history of substantial net losses and expect losses to continue in the future; if we do not achieve and sustain profitability, our financial condition could suffer.
We have experienced annual and quarterly net losses which may continue and which may negatively impact our ability to achieve our business objectives. We incurred a net loss of approximately $24,303 and used cash of $6,646 for operations during the nine months ended September 30, 2026. As of September 30, 2026, we had net working capital of approximately $8,500 and an accumulated deficit of approximately $846,729. We have not yet achieved profitability.
If our revenues grow slower than we anticipate, or if our operating expenses are higher than we expect, we may not be able to achieve profitability on an annual or quarterly basis in the future and our financial condition could suffer. We can give no assurance that we will ever achieve profitable operations. Even if we achieve profitability in the future, we may not be able to sustain it in subsequent periods. Whether we can achieve cash flow levels sufficient to support our operations cannot be accurately predicted. We may need to borrow additional funds or sell our debt or equity securities, or some combination of both, to provide funding for our operations in the future. Such additional funding may not be available on commercially reasonable terms, or at all.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
ATM Agreement
On October 30, 2026, we entered into an at the market offering agreement (the “ATM Agreement”) with H.C. Wainwright & Co., LLC (the “Selling Agent”), Roth Capital Partners, LLC and StoneX Financial Inc. (each, a “Sales Agent” and collectively, the “Sales Agents”), pursuant to which we may sell from time to time, in a continuous equity offering program under our Registration Statement on Form S-3 (File No. 333-299745) (the “Form S-3”) once it is declared effective by the SEC, shares of our common stock, par value $0.001 per share, having an aggregate offering price of up to $100,000,000 (the “Shares”) through the Selling Agent, acting as our selling agent, or directly to the Selling Agent, acting as principal. Sales of the Shares under the ATM Agreement may be made by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”), including sales made directly on or through The Nasdaq Capital Market, the existing trading market for our common stock, or any other existing trading market in the United States for our common stock, sales made to or through a market maker other than on an exchange or otherwise, directly to the Selling Agent as principal, in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices, and/or in any other method permitted by law. The Sales Agents will be entitled to compensation under the terms of the ATM Agreement at a commission rate of 3.0% of the gross proceeds from each sale of the Shares.
We made certain customary representations, warranties and covenants in the ATM Agreement and also agreed to indemnify the Sales Agents against certain liabilities, including liabilities under the Securities Act.
We are not obligated to sell any Shares under the ATM Agreement. No assurance can be given that we will sell any Shares under the ATM Agreement, or, if we do, as to the price or amount of Shares that we will sell, or the dates when such sales will take place.
Each Sales Agent and/or its affiliates may have in the past and may in the future provide various investment banking, commercial banking, financial advisory and other financial services for us and our affiliates, for which services they have received and may in the future receive customary fees. In the course of their business, each Sales Agent may actively trade our securities for its own account or for the accounts of customers, and, accordingly, the Sales Agents may at any time hold long or short positions in such securities. Each Sales Agent and its respective affiliates may also communicate independent investment recommendations, market color or trading ideas and/or publish or express independent research views in respect of such securities or instruments and may at any time hold, or recommend to clients that they should acquire, long and/or short positions in such securities and instruments.
This disclosure shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. The foregoing description of the ATM Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the ATM Agreement, filed as Exhibit 1.2 to the Form S-3.
Securities Trading Plans of Directors and Executive Officers
Our directors and executive officers may from time to time enter into plans or other arrangements for the purchase or sale of our shares that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or may represent a non-Rule 10b5-1 trading arrangement under the Exchange Act. During the quarter ended September 30, 2026, of the Company’s directors or officers (as defined in Rule 16a-1(f)) adopted or terminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement”.
33
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Incorporated by Reference |
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Filed or Furnished |
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Exhibit Number |
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Exhibit Description |
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Form |
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Exhibit |
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Number |
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Exhibit Description |
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3.1 |
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Articles of Incorporation, as amended most recently on August 17, 2017 |
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10-K |
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3.1 |
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04/17/2018 |
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3.2 |
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10-K |
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3.2 |
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04/17/2018 |
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3.4 |
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Certificate of Withdrawal for Series A Convertible Preferred Stock |
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8-K |
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3.1 |
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04/07/2022 |
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3.5 |
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8-K |
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3.2 |
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04/07/2022 |
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3.6 |
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Certificate of Withdrawal for Series C Convertible Preferred Stock |
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8-K |
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3.3 |
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04/07/2022 |
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3.7 |
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Certificate of Withdrawal for Series D Convertible Preferred Stock |
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8-K |
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3.4 |
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04/07/2022 |
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10.1 |
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Amendment to the Blink Charging Co. 2018 Incentive Compensation Plan |
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DEF 14A |
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Appendix A |
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05/20/2026 |
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31.1 |
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Rule 13a-14(a) or 15d-14(a) Certification of Principal Executive Officer |
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X |
31.2 |
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Rule 13a-14(a) or 15d-14(a) Certification of Principal Financial Officer |
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X |
32.1* |
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X |
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32.2* |
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X |
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101 |
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The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets as of September 30, 2026 (unaudited) and December 31, 2025; (ii) Unaudited Condensed Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2026 and 2025; (iii) Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2026 and 2025; (iv) Unaudited Condensed Consolidated Statement of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2026; (v) Unaudited Condensed Consolidated Statement of Changes in Stockholders’ Equity for the Three and Nine Months Ended September 30, 2025; (vi) Unaudited Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2026 and 2025; and (vii) Notes to Unaudited Condensed Consolidated Financial Statements. |
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X |
104 |
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The cover page from the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2026, formatted in Inline XBRL (included as Exhibit 101). |
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X |
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* |
In accordance with SEC Release 33-8238, Exhibits 32.1 and 32.2 are being furnished and not deemed filed for purposes of Section 18 of the Exchange Act. |
34
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.
Date: November 5, 2026 |
BLINK CHARGING CO. |
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By: |
/s/ Michael Battaglia |
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Michael Battaglia |
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Chairman and Chief Executive Officer (Principal Executive Officer) |
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Date: November 5, 2026 |
By: |
/s/ Michael Bercovich |
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Michael Bercovich |
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Chief Financial Officer (Principal Financial and Accounting Officer) |
35
Exhibit 31.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Michael Battaglia, certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Blink Charging Co.; |
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2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
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3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
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4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
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| a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
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| c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
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5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
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| a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
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| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
By: | /s/ Michael Battaglia |
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| Michael Battaglia |
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| Chairman and Chief Executive Officer |
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| (Principal Executive Officer) |
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Exhibit 31.2
CERTIFICATION OF PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER
PURSUANT TO RULE 13a-14(a) OR 15d-14(a) OF THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, Michael Bercovich, certify that:
1. | I have reviewed this quarterly report on Form 10-Q of Blink Charging Co.; |
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2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
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3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
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4. | The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
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| a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
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| b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
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| c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
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| d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
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5. | The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
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| a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
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| b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
By: | /s/ Michael Bercovich |
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| Michael Bercovich |
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| Chief Financial Officer |
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| (Principal Financial and Accounting Officer) |
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Exhibit 32.1
CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with this Quarterly Report of Blink Charging Co. (the “Company”) on Form 10-Q for the quarter ended September 30, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Battaglia, President and Chief Executive Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:
1. | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
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2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
By: | /s/ Michael Battaglia |
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| Michael Battaglia |
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| Chairman and Chief Executive Officer |
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| (Principal Executive Officer) |
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Exhibit 32.2
CERTIFICATION OF PRINCIPAL FINANCIAL AND ACCOUNTING OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with this Quarterly Report of Blink Charging Co. (the “Company”) on Form 10-Q for the quarter ended September 30, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Michael Bercovich, Chief Financial Officer of the Company, certify to the best of my knowledge, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:
1. | The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
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2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
By: | /s/ Michael Bercovich |
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| Michael Bercovich |
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| Chief Financial Officer |
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| (Principal Financial and Accounting Officer) |
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