What the changes say
- The company added specific operational and financial reporting risks following a restatement and identification of material weaknesses in internal controls.
What changed since the prior 10-K
New
- NewRisks Related to GREW
Operation and maintenance of renewable energy projects involve significant risks that could result in unplanned outages, reduced output, interconnection or termination issues, or other adverse consequences
Solar and renewable projects face risks of equipment degradation, technical underperformance, design defects, contractor insolvency, and grid outages.
- NewRisks Related to GREW
Energy production and total revenues and income from our solar energy projects depend heavily on suitable meteorological and environmental conditions and our ability to accurately predict meteorological conditions
Solar energy generation and revenues depend heavily on unpredictable meteorological conditions and are vulnerable to severe weather damage.
- NewRisks Related to GREW
CityCom product offerings are dependent on outside factors that determine viability
CityCom product offerings face viability risks from evolving government regulations requiring potential costly modifications and compliance investments.
- NewRisks Related to GREW
Roded is dependent on proprietary technology and faces manufacturing process risk
Roded faces operational and competitive risks as a startup scaling a proprietary process to convert recycled plastic waste into pallets.
- NewRisk Related to Our Financial Condition and Reporting
We may face litigation and other risks as a result of the Restatement described in this “ Comprehensive ” Form 10-K and the Amended Reports and material weaknesses in our internal control over financial reporting
The company faces potential SEC regulatory action and securities litigation due to a financial restatement and material weaknesses in internal controls.
- NewRisk Related to Our Financial Condition and Reporting
The Company has incurred significant costs in connection with the Restatement of previously issued consolidated financial statements and will continue to incur significant costs to remediate its material weaknesses in internal control
The company incurred and will incur significant professional fees to restate financials and remediate material weaknesses, risking delayed SEC filings and financing limits.
Dropped
- DroppedRisks Related to GREW
Competition in solar markets globally and across the solar value chain is intense, and could remain that way for an extended period of time
- DroppedRisks Related to GREW
Implementation of global trade tariffs could impact the availability and pricing of key project components
- DroppedRisks Related to GREW
In developing projects, we face risks related to project siting, utility interconnection, third party financing, construction, permitting, governmental approvals and the negotiation of project development agreements
- DroppedRisks Related to GREW
While we intend to seek acquisitions of solar generation assets and portfolios in various stages of development to add to our portfolio, we may not be successful in identifying or marking any acquisitions in the future
- DroppedGeneral Corporate Risks
Our business, results of operation and financial conditions could be adversely affected by the resurgence of the coronavirus COVID-19 pandemic and any restrictions put in place in connection therewith
Reworded
- 82% rewrittenRisk Related to Our Financial Condition and Reporting
We had material weaknesses in our internal control over financial reporting as of December 31, 2025 and in previous years and cannot be certain that additional material weaknesses will not be identified in the future
Updated to disclose specific 2025 material weaknesses related to IT general controls and captive transactions requiring financial statement adjustments.
Was: We had a material weakness in our internal control over financial reporting in previous years and cannot assure you that additional material weaknesses will not be identified in the future
- 56% rewrittenRisks Related to Genie Retail Energy
Our strategy is based on current regulatory conditions and assumptions, which could change or prove to be incorrect
Minor grammatical edits were made regarding state legislation and regulatory conditions affecting marketing practices and customer acquisition.
- 47% rewrittenRisks Related to GREW
Changes in government regulations and policies can impact the financial viability of solar projects
Retained substantially the same description regarding the dependency of solar projects on government regulations, tax incentives, and net metering policies.
- 27% rewrittenRisks Related to Genie Retail Energy
Fixed Rate Products or Guaranteed Pricing Programs could result in losses or decreased profits if GRE fails to estimate future commodity prices and commodity consumption accurately
Updated fixed-rate meter revenue figures for 2025 to 57.7% for electric and 24.6% for natural gas revenues.
All 34 risk factors
Headings as the filing states them, in filing order.
Risks Related to Genie Retail Energy
- 01The REP business is highly competitive, and we may be forced to reduce prices or incur additional costs
- 02Our strategy is based on current regulatory conditions and assumptions, which could change or prove to be incorrect56% rewritten
- 03Unusual weather conditions, which may become more commonplace, may have significant direct and indirect impacts on GRE's results of operations
- 04Our REP business may be subject to increased costs or liabilities related to the impact of GHG emissions or climate change. which may lead to substantially increased costs, including those beyond our ability to satisfy
- 05GRE's business is subject to physical, market and economic risks relating to potential effects of climate change, and policies at the national, regional and state levels to regulate GHG emissions and mitigate climate change could adversely impact our results of operations, financial condition and cash flows
- 06Fixed Rate Products or Guaranteed Pricing Programs could result in losses or decreased profits if GRE fails to estimate future commodity prices and commodity consumption accurately27% rewritten
- 07Commodity price volatility could have an adverse effect on our cost of revenues and our results of operations
- 08GRE ’ s growth depends in part on its ability to enter new markets
- 09GRE may be subject to future litigation that could limit its operations
- 10Industry transition risks associated with climate change, including those related to regulatory mandates could negatively impact our financial results
- 11A number of regulatory and legislative bodies have introduced requirements and/or incentives to reduce peak demand and energy consumption. Such conservation programs could result in customer consumption reduction and adversely impact our financial results in different ways
- 12We face risks that are beyond our control due to our reliance on third parties and our general reliance on the electrical power and transmission infrastructure within the United States
- 13The REP business, including our relationship with our suppliers, is dependent on access to capital and liquidity
- 14A revision to certain utility best practices and programs in which we participate and with which we comply could disrupt our operations and adversely affect our results and operations
- 15The REP business depends on maintaining the licenses in the states in which we operate and any loss of those licenses would adversely affect our business, prospects and financial conditions
- 16Our growth strategy depends, in part, on our acquiring complementary businesses and assets and expanding our existing operations, which we may be unable to do
- 17avoid or overcome any concerns expressed by regulators, including antitrust concerns
Risks Related to GREW
- 18Changes in government regulations and policies can impact the financial viability of solar projects47% rewritten
- 19The operation and maintenance of our solar facilities are subject to operational risks, the consequences of which could have a material adverse effect on our business operations, financial condition, and the results of operations
- 20Operation and maintenance of renewable energy projects involve significant risks that could result in unplanned outages, reduced output, interconnection or termination issues, or other adverse consequencesNew
- 21Energy production and total revenues and income from our solar energy projects depend heavily on suitable meteorological and environmental conditions and our ability to accurately predict meteorological conditionsNew
- 22The energy procurement business faces various market and operational risks
- 23CityCom product offerings are dependent on outside factors that determine viabilityNew
- 24Roded is dependent on proprietary technology and faces manufacturing process riskNew
General Corporate Risks
- 25We could be harmed by network disruptions, security breaches, or other significant disruptions or failures of our IT infrastructure and related systems or of those we operate for certain of our customers
- 26Our businesses depend on the continuing efforts of our management team and our personnel with strong industry or operational knowledge and our efforts may be severely disrupted if we lose their services
- 27A determination that independent contractors are employees could expose us to various liabilities and additional costs
- 28We face uncertainty related to our exit from the Finnish market
Risk Related to Our Financial Condition and Reporting
- 29We had material weaknesses in our internal control over financial reporting as of December 31, 2025 and in previous years and cannot be certain that additional material weaknesses will not be identified in the future82% rewritten
- 30Completion of remediation does not provide assurance that our remediation or other controls will continue to operate properly
- 31We may face litigation and other risks as a result of the Restatement described in this “ Comprehensive ” Form 10-K and the Amended Reports and material weaknesses in our internal control over financial reportingNew
- 32The Company has incurred significant costs in connection with the Restatement of previously issued consolidated financial statements and will continue to incur significant costs to remediate its material weaknesses in internal controlNew
Risks Related to Our Capital Structure
- 33Holders of our Class B common stock have significantly less voting power than holders of our Class A common stock
- 34Howard S. Jonas, our Chairman of our Board of Directors controls a majority of the voting power of our capital stock
Other Genie Energy 10-Ks
- FY2024 10-K risk factors33 risks
Genie Energy faces intense retail energy competition, strict state and federal regulatory oversight, and commodity price volatility. Operations are exposed to solar market dynamics, climate regulations, weather extremes, and ongoing litigation risks. Chairman Howard S. Jonas exercises 69.3% voting control.
Filed Mar 14, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.