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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices) (ZIP Code)
Telephone:
(Registrant’s telephone number, including area code)
N/A
(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:
| 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 |
Trading Symbol(s) |
Name of each exchange on which registered |
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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 and Financial Condition. |
On August 6, 2026, Montauk Renewables, Inc. filed a headline earnings per share (“HEPS”) report with the Johannesburg Stock Exchange (“JSE”), a self-regulatory organization in South Africa, that includes certain historical financial information for the six months ended June 30, 2026. The HEPS report was prepared for the purpose of complying with the reporting requirements of the JSE. A copy of the HEPS report is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The information contained in this Item 2.02, including the exhibit attached hereto, is being furnished and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, unless such subsequent filing specifically references this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description |
|
| 99.1 | HEPS report, as filed with the JSE, for the six months ended June 30, 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.
| MONTAUK RENEWABLES, INC. | ||||||
| Dated: August 6, 2026 | By: | /s/ Kevin A. Van Asdalan |
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| Name: | Kevin A. Van Asdalan | |||||
| Title: | Chief Financial Officer | |||||
Exhibit 99.1
MONTAUK RENEWABLES, INC.
Incorporated in the United States of America
Company number: 85-3189583
NASDAQ share code: MNTK
JSE share code: MKR
ISIN: US61218C1036
(“Montauk Renewables” or the “Company”)
UNAUDITED CONSOLIDATED RESULTS
For the six months ended 30 June 2026
Dollar amounts presented herein are in United States Dollars
SALIENT FEATURES
| 2026 Six months |
2025 Six months Ended 30 June |
Percentage change |
||||||||||||||
| Revenue |
($ | ‘000 | ) | 100 447 | 87 730 | 14 | % | |||||||||
| EBITDA |
($ | ‘000 | ) | 21 066 | 11 360 | 85 | % | |||||||||
| Headline earnings/(loss) |
($ | ‘000 | ) | 1 084 | (4 008 | ) | 127 | % | ||||||||
| Earnings/(loss) per share |
($ | ) | 0.00 | (0.04 | ) | 100 | % | |||||||||
| Headline earnings/(loss) per common share |
($ | ) | 0.01 | (0.03 | ) | 133 | % | |||||||||
| Net asset value per common share |
($ | ) | 1.85 | 1.78 | 4 | % | ||||||||||
DECLARATION OF CASH DIVIDEND
The directors have resolved not to declare a final dividend to focus financial resources on the continued development of the Company’s operations portfolio.
USE OF NON-GAAP MEASURES
This report was prepared for the purpose of complying with the reporting requirements of the Johannesburg Stock Exchange and includes certain non-GAAP measures, such as headline earnings and headline earnings per common share, and related reconciliations.
Reconciliation of headline earnings
| 2026 Six months Ended 30 June |
2025 Six months Ended 30 June |
|||||||||||||||
| Gross $‘000 | Net $‘000 | Gross $‘000 | Net $‘000 | |||||||||||||
| Net income/(loss) attributable to common shareholders |
231 | (5 951 | ) | |||||||||||||
| Adjustments |
||||||||||||||||
| (Gain) /loss on disposal of plant and Equipment |
(13 | ) | (10 | ) | 36 | 28 | ||||||||||
| Impairment of plant and equipment |
1 093 | 863 | 2 424 | 1 915 | ||||||||||||
| Headline earnings/(loss) |
1 084 | (4 008 | ) | |||||||||||||
| Basic and headline earnings/(loss) per common share (US Dollars) |
||||||||||||||||
| Earnings/(loss) |
0.00 | (0.04 | ) | |||||||||||||
| Headline earnings/(loss) |
0.01 | (0.03 | ) | |||||||||||||
| Weighted-average common shares outstanding (‘000)(1) |
143 245 | 142 875 | ||||||||||||||
| Diluted earnings/(loss) per common share (US Dollars) |
||||||||||||||||
| Earnings/(loss) |
0.00 | (0.04 | ) | |||||||||||||
| Headline earnings/(loss) |
0.01 | (0.03 | ) | |||||||||||||
| Weighted-average common shares outstanding for diluted (‘000) |
143 917 | 142 875 | ||||||||||||||
| (1) | The common share outstanding as of June 30, 2026 is as reported in the quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2026, filed with the Securities and Exchange Commission on August 5, 2026. |
FORM 10-Q QUARTERLY REPORT and FORM 8-K CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934, Montauk Renewables stockholders are advised that a Form 10-Q and Form 8-K has been filed with the SEC. The Form 10-Q disclose the quarterly results and related disclosures for the quarterly period ended 30 June 2026. The Form 8-K discloses the press release announcing the quarterly results for the second quarter ended 30 June 2026.
A copy of the Form 10-Q can be found at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001826600/000119312526335335/mntk-20260630.htm
A copy of the Form 8-K can be found at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001826600/000119312526335293/mntk-20260805.htm
DIRECTORS’ STATEMENT
This short-form announcement is the responsibility of the Company’s Board of Directors.
The financial information is only a summary and does not contain full details of the financial results. Any investment decisions by investors and/or shareholders should be based on information contained in the full announcement, accessible from August 6, 2026, via the JSE link https://senspdf.jse.co.za/documents/2026/jse/isse/MKRE/HY26.pdf. The full announcement is also available on the Company’s website https://ir.montaukrenewables.com/ to comply with paragraph 6.35(c)(i) of the JSE Listings Requirements.
August 6, 2026
Directors: JA Copelyn (Chairman)*###, SF McClain (Chief Executive Officer)#,
MH Ahmed*###, TG Govender*###, J Cunningham*#, Y Shaik* ###
| * | Non-executive; #United States of America; ### Republic of South Africa |
Company secretary: J Ciroli
Registered office: 5313 Campbells Run Road, Suite 200, Pittsburgh, PA 15205
Website: https://ir.montaukrenewables.com/
Montauk Renewables is primary listed on the Nasdaq and secondary listed on the JSE.
Sponsor:
Investec Bank Limited