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Form 8-K

sec.gov

8-K — Energy Services of America CORP

Accession: 0001104659-26-058687

Filed: 2026-05-11

Period: 2026-05-11

CIK: 0001357971

SIC: 1623 (WATER, SEWER, PIPELINE, COMM AND POWER LINE CONSTRUCTION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2614142d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2614142d1_ex99-1.htm)

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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 11, 2026

Energy Services of America Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-32998

20-4606266

(State or other Jurisdiction

of

Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

75

West 3rd Ave., Huntington,

West Virginia

25701

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code:

(304) 522-3868

Not Applicable

(Former name or former address, if changed since

last report)

Check the appropriate box below if the Form 8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General

Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities

Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange

Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under

the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications 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

Ticker symbol(s)

Name of each exchange on which registered

Common Stock, Par Value $0.0001

ESOA

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 Results of Operations

On May 11, 2026, Energy

Services of America Corporation issued a press release disclosing its results of operations and financial condition at and for the three

and six months ended March 31, 2026.

A copy of the press release

dated May 11, 2026, is included as Exhibit 99.1 to this report and is being furnished to the SEC and shall not be deemed filed

for any purpose.

Item 9.01 Financial Statements and Exhibits

(c) Exhibits

Exhibit 99.1 Press Release dated May 11, 2026

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

ENERGY SERVICES OF AMERICA CORPORATION

DATE:  May 11, 2026

By:

/s/

Charles Crimmel

Charles Crimmel

Chief Financial Officer

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2614142d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

Energy Services of

America Reports Second Quarter Fiscal 2026 Results

Records 21.5% Year-over-Year

Revenue Increase and $23.6 Million Increase in Sequential Backlog

HUNTINGTON, W.Va., May 11, 2026 /PRNewswire/ -- Energy Services of

America Corporation (the "Company" or "Energy Services") (Nasdaq: ESOA), today announced its results for its second

quarter ended March 31, 2026.

Second Quarter Highlights (1)

· Revenue

of $93.2 million versus $ 76.7 million

· Gross

profit of $10.2 million versus $78,000

· Gross

margin of 11.0% compared to 0.1%

· Net income of $216,000, or $0.01 per diluted share, compared to net loss

of $6.8 million, or ($0.41) per share.

· Adjusted

EBITDA of $4.7 million compared to ($4.9 million)

· Completed

2,001,000 share equity offering, generating net proceeds of $21.2 million

(1) All

comparisons are versus the comparable prior year period, unless otherwise stated.

"The momentum from our strong start to fiscal 2026 carried into

the second quarter, resulting in our first profitable fiscal second quarter in 17 years as an operating company," said Doug Reynolds,

President of Energy Services. “The quarter benefited from the combination of continued demand across all of our business segments

and more favorable weather versus the prior year, which allowed many projects this year to begin on time or ahead of schedule.”

“Revenue from our Gas & Petroleum Distribution more than

doubled from the prior-year quarter thanks to new projects awarded in the first quarter and increased activity levels drove double-digit

revenue growth for our Gas & Water Distribution and Electrical, Mechanical and General segments. Our backlog increased more than $23

million sequentially, keeping us well-positioned as we enter the seasonally stronger quarters,” Mr. Reynolds concluded.

Second

Quarter Fiscal 2026 Financial Results

Total revenues for the period

were $93.2 million, compared to $76.7 million in the second quarter of fiscal 2025. The increase was primarily driven by increased work

across all segments, particularly Gas & Petroleum Transmission.

Gross profit was $10.2 million,

compared to $78,000 in the prior-year quarter. Gross margin was 11.0% of revenues, compared to 0.1% of revenues in the second quarter

of fiscal 2025. The increase is related to greater fixed cost leverage from the increased revenue base and more favorable sales mix.

Selling and administrative

expenses were $9.2 million, compared to $8.2 million in the prior-year quarter. The increase is primarily related to higher labor expenses

related to the Company’s growth.

Net income was $216,000, or

$0.01 per diluted share, compared to a net loss of $6.8 million or ($0.41) per share in the second quarter of fiscal 2025.

Backlog as of March 31, 2026

was $325.1 million, compared to $301.7 million on December 31, 2025 and $280.7 million as of March 31, 2025.

Below is a comparison of the Company's operating results for the three

and six months ended March 31, 2026 and 2025 (unaudited):

Three Months Ended

Three Months Ended

Six Months Ended

Six Months Ended

March 31,

March 31,

March 31,

March 31,

2026

2025

2026

2025

Revenue

$ 93,173,442

$ 76,679,151

$ 207,285,642

$ 177,325,265

Cost of revenues

82,941,106

76,601,291

183,059,514

166,983,823

Gross profit

10,232,336

77,860

24,226,128

10,341,442

Selling and administrative expenses

9,173,925

8,170,087

18,254,952

16,787,708

Income (loss) from operations

1,058,411

(8,092,227 )

5,971,176

(6,446,266 )

Other (expense) income

Other nonoperating expense

(94,224 )

(20,616 )

(196,865 )

(68,878 )

Interest expense

(621,835 )

(875,770 )

(1,611,686 )

(1,359,488 )

Gain (loss) on sale of equipment

69,993

(16,540 )

88,749

179,242

(646,066 )

(912,926 )

(1,719,802 )

(1,249,124 )

Income (loss) before income taxes

412,345

(9,005,153 )

4,251,374

(7,695,390 )

Income tax expense (benefit)

196,797

(2,206,735 )

1,330,345

(1,750,705 )

Net income (loss)

$ 215,548

$ (6,798,418 )

$ 2,921,029

$ (5,944,685 )

Weighted average shares outstanding-basic

17,526,126

16,716,809

17,110,381

16,630,245

Weighted average shares-diluted

17,568,110

16,716,809

17,150,954

16,630,245

Earnings per share-basic

$ 0.01

$ (0.41 )

$ 0.17

$ (0.36 )

Earnings per share-diluted

$ 0.01

$ (0.41 )

$ 0.17

$ (0.36 )

Please refer to the table below that reconciles adjusted EBITDA with

net income (loss) (unaudited):

Three Months Ended

Three Months Ended

Six Months Ended

Six Months Ended

March 31,

March 31,

March 31,

March 31,

2026

2025

2026

2025

Net income (loss)

$ 215,548

$ (6,798,418 )

$ 2,921,029

$ (5,944,685 )

Add (less): Income tax expense (benefit)

196,797

(2,206,735 )

1,330,345

(1,750,705 )

Add:  Interest expense, net of interest income

621,835

875,770

1,611,686

1,359,488

Add: Non-operating expense

94,224

20,616

196,865

68,878

(Less) add:  Gain (less) on sale of equipment

(69,993 )

16,540

(88,749 )

(179,242 )

Add: Depreciation and intangible asset amortization expense

3,656,461

3,182,462

7,415,111

5,881,290

Adjusted EBITDA

$ 4,714,872

$ (4,909,765 )

$ 13,386,287

$ (564,976 )

Use of Non-GAAP Financial Measures

In addition to the financial measures prepared in accordance with U.S.

generally accepted accounting principles (GAAP), this press release contains certain non-GAAP financial measures. The reconciliations

of these non-GAAP financial measures to the most directly comparable GAAP measures and other information relating to these measures are

included herein. We include these measurements to enhance the understanding of our operating performance. We believe that Adjusted EBITDA

as presented herein, considered along with net income (loss), is a relevant indicator of trends relating to the cash generating activity

of our operations. We believe that excluding the costs herein provides a consistent comparison of the cash-generating activity of our

operations. We believe that Adjusted EBITDA is useful to investors as they facilitate a comparison of our operating performance to other

companies who also use Adjusted EBITDA as supplemental operating measures. Non-GAAP financial measures have limitations as analytical

tools and should not be considered in isolation or as a substitute for our financial results prepared in accordance with GAAP.

About Energy Services

Energy Services of America Corporation (NASDAQ: ESOA), headquartered

in Huntington, WV, is a contractor and service company that operates primarily in the mid-Atlantic and Central regions of the United States

and provides services to customers in the natural gas, petroleum, water distribution, automotive, chemical, and power industries. Energy

Services employs 1,400+ employees on a regular basis. The Company's core values are safety, quality, and production.

Certain statements contained in the release including, without limitation,

the words "believes," "anticipates," "intends," "expects" or words of similar import, constitute

"forward-looking statements" within the meaning of section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange

Act"). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual

results, performance, or achievements of the Company to be materially different from any future results, performance or achievements of

the Company expressed or implied by such forward-looking statements. Such factors include, among others, general economic and business

conditions, changes in business strategy or development plans, the integration of acquired business and other factors referenced in this

release, risks and uncertainties related to the restatement of certain of our historical consolidated financial statements. Given these

uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims

any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements

contained herein to reflect future events or developments.

Contact

Steven Hooser or John Beisler

Three Part Advisors

shooser@threepa.com; jbeisler@threepa.com

(214) 872-2710

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