8-K
Tigo Energy, Inc. (TYGO)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 5, 2026
TigoEnergy, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-40710 | 83-3583873 |
|---|---|---|
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (I.R.S. Employer<br><br>Identification No.) |
| 983 University Avenue, Suite B, Los Gatos, California | 95032 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(408) 402-0802
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communication pursuant<br>to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant<br>to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications<br>pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencements communications<br>pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $0.0001 per share | TYGO | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐
Item 2.02 Resultsof Operations and Financial Condition.
On May 5, 2026, Tigo Energy, Inc. (the “Company”) reported its earnings for its first fiscal quarter ended March 31, 2026. A copy of the Company’s press release containing this information is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The Company is making reference to non-GAAP financial measures in the press release. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached press release.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| ExhibitNumber | Description |
|---|---|
| 99.1 | Press Release dated May 5, 2026. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 5, 2026
| TIGO ENERGY, INC. | |
|---|---|
| By: | /s/ Bill Roeschlein |
| Name: | Bill Roeschlein |
| Title: | Chief Financial Officer |
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Exhibit 99.1
Tigo Energy Reports First Quarter 2026Financial Results
**LOS GATOS, Calif. – May 5, 2026 –**Tigo Energy, Inc. (NASDAQ: TYGO)(“Tigo”, or the “Company”), a leading provider of intelligent solar and energy solutions, today reported unaudited financial results for the first quarter ended March 31, 2026, financial guidance for the second quarter ending June 30, 2026, and full year 2026 outlook.
RecentFinancial and Operational Highlights
| ● | Revenue<br> for the first quarter of 2026 of $25.2 million, up 33.7% compared to the first quarter of<br> 2025. |
|---|---|
| ● | GAAP<br> Net loss for the first quarter of 2026 of $1.8 million, compared to a net loss of $7.0 million<br> in the first quarter of 2025. |
| --- | --- |
| ● | Adjusted<br> EBITDA loss for the first quarter of 2026 of $0.5 million compared to an adjusted EBITDA<br> loss of $2.0 million in the first quarter of 2025. |
| --- | --- |
| ● | During<br> the first quarter of 2026, we shipped 615 thousand units, or 468 MW, of Module Level Power<br> Electronics (“MLPE”). |
| --- | --- |
| ● | Introduced<br> the GO battery for the European market featuring scalability up to 47.9 KwH and integrated<br> heating for cold weather operation. |
| --- | --- |
ManagementCommentary
“Despite the typical weather-related seasonality in our end markets, we delivered a strong start to the year, with first quarter revenue increasing 33.7% year-over-year,” said Zvi Alon, Chairman and CEO of Tigo. “Importantly, the continued predictability of our business reinforces our confidence in sustained growth through the remainder of the year, and we expect to maintain our competitive outperformance.”
“In the first quarter, we saw seasonally stronger performance on a year over year basis from several countries in the EMEA region, comprising 69.5% of our revenue. Within the Americas region, which comprised 20.9% of our revenue, we saw higher performance on a year over year basis, but lower results sequentially as buyers accelerated purchases late last year ahead of the expiration of residential clean energy tax credits.”
“By closing a registered direct offering with gross proceeds of approximately $15.0 million during the quarter, we have further strengthened our balance sheet with zero debt after retiring the $50.0 million convertible note in December of last year,” stated Bill Roeschlein, Chief Financial Officer of Tigo. “Consistent with our growth trajectory, we continue to expect accelerated, profitable growth on an adjusted EBITDA and non-GAAP net income basis in Q2 of 2026 and into the second of half of the year.”
First Quarter 2026 FinancialResults
Resultscompare the 2026 fiscal first quarter ended March 31, 2026 to the 2025 fiscal first quarter ended March 31, 2025, unless otherwise indicated.
| ● | Revenues<br>totaled $25.2 million, compared to $18.8 million. |
|---|---|
| ● | Gross<br>profit totaled $10.8 million, or 42.8% of net revenue, compared to gross profit of $7.2 million, or 38.1% of net revenue. |
| --- | --- |
| ● | Operating<br>expenses totaled $13.2 million, compared to $11.2 million. |
| --- | --- |
| ● | GAAP<br>Net loss totaled $1.8 million, compared to a net loss of $7.0 million. |
| --- | --- |
| ● | Non-GAAP<br>Net loss totaled $0.1 million, compared to a non-GAAP Net loss of $5.4 million. |
|---|---|
| ● | Adjusted<br>EBITDA loss totaled<br>$0.5 million, compared to an adjusted EBITDA loss of $2.0 million. |
| --- | --- |
Second Quarter 2026 FinancialGuidance and Confirms Full Year 2026 Outlook
The Company provides guidance for the second quarter ending June 30, 2026 as follows:
| ● | Revenues<br>are expected to be within the range of $30.0 million to $32.0 million. |
|---|---|
| ● | Adjusted<br>EBITDA is expected to be within the range of $1.0 million to $3.0 million. |
| --- | --- |
For the full year 2026, the Company continues to anticipate revenues to be between $130.0 million and $135.0 million.
Actual results may differ materially from the Company’s guidance as a result of, among other things, the factors described below under “Forward-Looking Statements”.
Conference Call
Tigo management will hold a conference call today, May 5, 2026, at 4:30 p.m. Eastern Time (1:30 p.m. Pacific Time) to discuss these results. Company CEO Zvi Alon and CFO Bill Roeschlein will host the call, followed by a question-and-answer period.
Registration Link Conference Call: Click here to register
Webcast Link: Click here to join
Please register online at least 10 minutes prior to the start time. If you have any difficulty with registration or connecting to the conference call, please contact Gateway Group at (949) 574-3860.
The conference call will also be available for replay here and via the Investor Relations section of Tigo’s website.
Upcoming Investor ConferenceAttendance
LD Micro Invitational XVI
Date: May 18-19, 2026
Location: Luxe Sunset Blvd Hotel Los Angeles, CA
BofA Securities 2026 Power,Utilities and Cleantech Conference
Date: May 27-28, 2026
Location: Bank of America at Two Bryant Park New York, NY
23rd Annual Craig-HallumInstitutional Investor Conference
Date: May 28, 2026
Location: Depot Renaissance Hotel Minneapolis, MN
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About Tigo Energy, Inc.
Founded in 2007, Tigo is a worldwide leader in the development and manufacture of smart hardware and software solutions that enhance safety, increase energy yield, and lower operating costs of residential, commercial, and utility-scale solar systems. Tigo combines its Flex MLPE (Module Level Power Electronics) and solar optimizer technology with intelligent, cloud-based software capabilities for advanced energy monitoring and control. Tigo MLPE products maximize performance, enable real-time energy monitoring, and provide code-required rapid shutdown at the module level. The Company also develops and manufactures products such as inverters and battery storage systems for the residential solar-plus-storage market. For more information, please visit www.tigoenergy.com.
Forward-Looking Statements
This press release contains “forward-lookingstatements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limitedto, statements about our ability to increase our revenues and achieve and maintain profitability, our ability to achieve accelerated,profitable growth in the second fiscal quarter of 2026 and in the full fiscal year 2026, our overall long-term growth prospects, expectationsregarding a continued recovery in our industry, statements about our revenue and adjusted EBITDA for the second fiscal quarter of 2026and our revenue for the full fiscal year 2026, statements about demand for our products, our competitive position, the impact of tariffs,and our ability to penetrate new markets and expand our market share, including expansion in international markets, our continued expansionof and investments in our product portfolio, and future financial and operating results, our plans, objectives, expectations and intentionswith respect to future operations, products and services; and other statements identified by words such as “will likely result,”“are expected to,” “will continue,” “will allow us to” “is anticipated,” “estimated,”“expected”, “believe,” “intend,” “plan,” “projection,” “outlook”or words of similar meaning. These forward-looking statements are based upon the current beliefs and expectations of Tigo’s managementand are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are difficultto predict and generally beyond our control. Actual results and the timing of events may differ materially from the results anticipatedin these forward-looking statements.
In addition to factorspreviously disclosed, or that will be disclosed in, our reports filed with the SEC, factors which may cause actual results to differ materiallyfrom current expectations include, but are not limited to, our ability to effectively develop and sell our product offerings and services, ourability to compete in the highly-competitive and evolving solar industry; our ability to meet the continued listing requirementsof Nasdaq, and the liquidity and trading of our securities; our ability to manage risks associated with U.S. and global geopolitical andmacroeconomic conditions including the potential softening of the economy, seasonal trends and the cyclical nature of the solar industry,including any periods of prolonged downturn; whether we continue to grow our customer base and expand our market share; whether we continueto develop new products and innovations to meet constantly evolving customer demands; the timing and level of demand for our solar energysolutions; changes in and the availability of government subsidies and economic incentives, including tax incentives, for solar energysolutions; trade tariffs and other trade barriers that could directly affect us, our customers and the solar industry; our ability toforecast our customer demand and manufacturing requirements, and manage our inventory; our ability to acquire or make investments in otherbusinesses, patents, technologies, products or services to grow the business and realize the anticipated benefits therefrom; our abilityto respond to fluctuations in foreign currency exchange rates and political unrest and regulatory changes in the U.S. and internationalmarkets into which we expand or otherwise operate in; macroeconomic conditions in the markets in which we operate, as well as inflation,instability of financial institutions, rising interest rates and recessionary concerns; our failure to attract, hire retain and trainhighly qualified personnel in the future; and our ability to maintain key strategic relationships with our partners and distributors.
Actual results, performanceor achievements may differ materially, and potentially adversely, from any projections and forward-looking statements and the assumptionson which those forward-looking statements are based. There can be no assurance that the forward-looking statements contained herein arereflective of future performance to any degree. You are cautioned not to place undue reliance on forward-looking statements as a predictorof future performance as projected financial information and other information are based on estimates and assumptions that are inherentlysubject to various significant risks, uncertainties and other factors, many of which are beyond our control. All information set forthherein speaks only as of the date hereof, and we disclaim any intention or obligation to update any forward-looking statements as a resultof new information, future developments or otherwise occurring after the date of this communication.
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Non-GAAP Financial Measures
Tosupplement our condensed consolidated financial statements, which are prepared and presented in accordance with GAAP, we use the followingnon-GAAP financial measures: Non-GAAP Net Loss and adjusted EBITDA. The presentation of these financial measures is not intended to beconsidered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP.
Weuse adjusted EBITDA and non-GAAP net loss for financial and operational decision-making and as a means to evaluate period-to-period comparisons.We define adjusted EBITDA, a non-GAAP financial measure, as earnings (loss) before interest and other expenses, net, income tax expense(benefit), depreciation and amortization, as adjusted to exclude stock-based compensation and merger transaction related expenses. Wedefine non-GAAP net loss as GAAP net income (loss) excluding stock-based compensation. We believe that adjusted EBITDA and non-GAAP netloss provide helpful supplemental information regarding our performance by excluding certain items that may not be indicative of our corebusiness operating results. We believe that both management and investors benefit from referring to adjusted EBITDA and non-GAAP net lossin assessing our performance and when planning, forecasting, and analyzing future periods. Adjusted EBITDA and non-GAAP net loss alsofacilitate management’s internal comparisons to our historical performance and comparisons to our competitors’ operating results.We believe adjusted EBITDA and non-GAAP net loss are useful to investors both because they (i) allow for greater transparency with respectto key metrics used by management in its financial and operational decision-making and (ii) are used by our institutional investors andthe analyst community to help them analyze the health of our business.
Theitems excluded from adjusted EBITDA and non-GAAP net loss may have a material impact on our financial results. Certain of those itemsare non-recurring, while others are non-cash in nature. Accordingly, adjusted EBITDA and non-GAAP net loss are presented as supplementaldisclosure and should not be considered in isolation of, as a substitute for, or superior to, the financial information prepared in accordancewith GAAP.
Thereare a number of limitations related to the use of non-GAAP financial measures. We compensate for these limitations by providing specificinformation regarding the GAAP amounts excluded from these non-GAAP financial measures and evaluating these non-GAAP financial measurestogether with their relevant financial measures in accordance with GAAP.
Werefer investors to the reconciliation adjusted EBITDA to net loss and non-GAAP net loss to net loss included below. A reconciliation foradjusted EBITDA provided as guidance is not provided because, as a forward-looking statement, such reconciliation is not available withoutunreasonable effort due to the high variability, complexity, and difficulty of estimating certain items such as charges to stock-basedcompensation expense and currency fluctuations which could have an impact on our consolidated results.
Investor Relations Contacts
Ralf Esper
Gateway Group, Inc.
(949) 574-3860
TYGO@gateway-grp.com
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Tigo Energy, Inc.
Condensed Consolidated Balance Sheets
(in thousands)
(unaudited)
| March 31,<br> 2026 | December 31,<br> 2025 | |||||
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Current assets | ||||||
| Cash and cash equivalents | $ | 11,574 | $ | 7,670 | ||
| Accounts receivable, net | 14,172 | 13,895 | ||||
| Inventory | 24,811 | 31,286 | ||||
| Prepaid expenses and other current assets | 4,562 | 5,148 | ||||
| Total current assets | 55,119 | 57,999 | ||||
| Property and equipment, net | 2,533 | 2,652 | ||||
| Operating lease right-of-use assets | 2,160 | 2,338 | ||||
| Intangible assets, net | 1,584 | 1,652 | ||||
| Other assets | 1,247 | 1,187 | ||||
| Goodwill | 12,209 | 12,209 | ||||
| Total assets | $ | 74,852 | $ | 78,037 | ||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Current liabilities | ||||||
| Accounts payable | $ | 14,092 | $ | 29,196 | ||
| Accrued expenses and other current liabilities | 6,282 | 7,129 | ||||
| Deferred revenue, current portion | 504 | 961 | ||||
| Warranty liability, current portion | 642 | 626 | ||||
| Operating lease liabilities, current portion | 865 | 856 | ||||
| Total current liabilities | 22,385 | 38,768 | ||||
| Warranty liability, net of current portion | 8,937 | 8,718 | ||||
| Deferred revenue, net of current portion | 840 | 860 | ||||
| Operating lease liabilities, net of current portion | 1,613 | 1,817 | ||||
| Other long-term liabilities | 231 | 251 | ||||
| Total liabilities | 34,006 | 50,414 | ||||
| Stockholders’ equity | ||||||
| Common stock | 7 | 7 | ||||
| Additional paid-in capital | 182,995 | 168,022 | ||||
| Accumulated deficit | (142,156 | ) | (140,406 | ) | ||
| Total stockholders’ equity | 40,846 | 27,623 | ||||
| Total liabilities and stockholders’ equity | $ | 74,852 | $ | 78,037 |
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Tigo Energy, Inc.
Condensed Consolidated Statement of Income
(in thousands, except share and per share data)
(unaudited)
| Three Months Ended<br><br> March 31, | ||||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | |||||
| Net revenue | $ | 25,197 | $ | 18,839 | ||
| Cost of revenue | 14,403 | 11,666 | ||||
| Gross profit | 10,794 | 7,173 | ||||
| Operating expenses: | ||||||
| Research and development | 2,644 | 2,164 | ||||
| Sales and marketing | 4,480 | 3,916 | ||||
| General and administrative | 6,080 | 5,070 | ||||
| Total operating expenses | 13,204 | 11,150 | ||||
| Loss from operations | (2,410 | ) | (3,977 | ) | ||
| Other expenses (income), net: | ||||||
| Interest expense | 1 | 2,871 | ||||
| Other income, net | (497 | ) | (143 | ) | ||
| Total other (income) expenses, net | (496 | ) | 2,728 | |||
| Loss before income tax | (1,914 | ) | (6,705 | ) | ||
| Income tax (benefit) expense | (164 | ) | 296 | |||
| Net loss | (1,750 | ) | (7,001 | ) | ||
| Loss per common share | ||||||
| Basic | $ | (0.02 | ) | $ | (0.11 | ) |
| Diluted | $ | (0.02 | ) | $ | (0.11 | ) |
| Weighted-average common shares outstanding | ||||||
| Basic | 72,578,839 | 61,657,718 | ||||
| Diluted | 72,578,839 | 61,657,718 |
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Tigo Energy, Inc.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(unaudited)
| Three Months Ended<br><br> March 31, | ||||||
|---|---|---|---|---|---|---|
| 2026 | 2025 | |||||
| Cash Flows from Operating activities: | ||||||
| Net loss | $ | (1,750 | ) | $ | (7,001 | ) |
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||
| Depreciation and amortization | 327 | 357 | ||||
| Provision to write down inventories to net realizable value | 107 | 28 | ||||
| Non-cash interest expense | — | 2,235 | ||||
| Stock-based compensation | 1,608 | 1,576 | ||||
| Change in allowance for credit losses | 956 | (94 | ) | |||
| Non-cash lease expense | 202 | 301 | ||||
| Accretion of interest on marketable securities | — | (91 | ) | |||
| Changes in operating assets and liabilities: | ||||||
| Accounts receivable | (1,233 | ) | (2,303 | ) | ||
| Inventory | 6,368 | 3,063 | ||||
| Prepaid expenses and other assets | 526 | 1,303 | ||||
| Accounts payable | (15,035 | ) | (116 | ) | ||
| Accrued expenses and other liabilities | (847 | ) | (1,486 | ) | ||
| Deferred revenue | (477 | ) | 209 | |||
| Warranty liability | 235 | 1,526 | ||||
| Operating lease liabilities | (219 | ) | (329 | ) | ||
| Other long-term liabilities | (20 | ) | 292 | |||
| Net cash used in operating activities | $ | (9,252 | ) | $ | (530 | ) |
| Cash flows from investing activities: | ||||||
| Purchase of marketable securities | — | (7,957 | ) | |||
| Purchase of property and equipment | (209 | ) | — | |||
| Sales and maturities of marketable securities | — | 4,425 | ||||
| Net cash used in investing activities | $ | (209 | ) | $ | (3,532 | ) |
| Cash flows from financing activities: | ||||||
| Proceeds from exercise of stock options | 103 | 2 | ||||
| Proceeds from at-the-market offering | — | 815 | ||||
| Proceeds from registered direct offering | 14,250 | — | ||||
| Payment of offering costs related to registered direct offering | (208 | ) | — | |||
| Payment of tax withholdings on restricted and performance stock awards | (750 | ) | — | |||
| Payment of tax withholdings on options exercised | (30 | ) | — | |||
| Net cash provided by financing activities | $ | 13,365 | $ | 817 | ||
| Net increase (decrease) in cash | 3,904 | (3,245 | ) | |||
| Cash and cash equivalents at beginning of period | 7,670 | 11,746 | ||||
| Cash and cash equivalents at end of period | $ | 11,574 | $ | 8,501 |
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Tigo Energy, Inc.
Reconciliation of GAAP to Non-GAAP Results
(in thousands)
(unaudited)
| Three Months Ended<br><br> March 31, | ||||||
|---|---|---|---|---|---|---|
| Reconciliation of GAAP Net Loss to Adjusted EBITDA (Non-GAAP) | 2026 | 2025 | ||||
| GAAP net loss | $ | (1,750 | ) | $ | (7,001 | ) |
| Adjustments: | ||||||
| Plus: Total other (income) expenses, net | (496 | ) | 2,728 | |||
| Plus: Income tax (benefit) expense | (164 | ) | 296 | |||
| Plus: Depreciation and amortization | 327 | 357 | ||||
| Plus: Stock-based compensation | 1,608 | 1,576 | ||||
| Adjusted EBITDA (loss) - (Non-GAAP) | $ | (475 | ) | $ | (2,044 | ) |
| Three Months Ended<br><br> March 31, | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| Reconciliation of GAAP Net Loss to Non-GAAP Net Loss | 2026 | 2025 | ||||
| GAAP net loss | $ | (1,750 | ) | $ | (7,001 | ) |
| Plus: Stock-based compensation | 1,608 | 1,576 | ||||
| Non-GAAP net loss | $ | (142 | ) | $ | (5,425 | ) |
We encourage investors and others to review our financial information in its entirety and not to rely on any single financial measure.
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