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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) August 6, 2026

 

ACORN ENERGY, INC.

(Exact name of Registrant as Specified in its Charter)

 

Delaware   001-33886   22-2786081
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   file Number)   Identification No.)

 

4295 Hamilton Mill Road, Suite 100, Buford, Georgia   30518
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code (770) 209-0012

 

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-2 under the Exchange Act (17 CFR 240.14a-2)
   
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
Common Stock, $0.01 par value per share    ACFN    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 and Financial Condition.

 

On August 6, 2026, the Registrant issued a press release announcing its 2026 second quarter results. The press release is attached as Exhibit 99.1 hereto.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

99.1 Press release of Acorn Energy, Inc., dated August 6, 2026
104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 
 

 

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 on this 6th day of August, 2026.

 

  ACORN ENERGY, INC.
     
  By: /s/ Tracy S. Clifford
  Name: Tracy S. Clifford
  Title: Chief Financial Officer

 

 

EX-99.1 2 ex99-1.htm EX-99.1

 

Exhibit 99.1

 

 

 

Press Release & Investor Call

 

Acorn’s Q2 EPS of $0.12 Reflects Increasing High-Margin, Recurring Monitoring Revenue; Growth Initiatives Include New Generator Partnership and OMNI360 Launch

 

Wilmington, DE – August 6, 2026Acorn Energy, Inc. (Nasdaq: ACFN), a provider of remote monitoring and control solutions for generators, gas pipelines, cell tower campuses and other critical infrastructure, announced results for its 2026 second quarter (Q2’26) and six months (6M’26) ended June 30, 2026. Acorn will hold an investor call today at 11am ET (details below).

 

Summary Financial Results (1)
($000s except per share data)   Q2’26     Q2’25     Change     6M’26     6M’25     Change  
Monitoring revenue   $ 1,425     $ 1,320       +8.0%     $ 2,842     $ 2,589       +9.8%  
Hardware revenue   $ 1,064     $ 2,205       -51.7 %   $ 1,874     $ 4,034       -53.5 %
Total revenue   $ 2,489     $ 3,525       -29.4 %   $ 4,716     $ 6,623       -28.8 %
Gross margin     82.4 %     74.9 %     +750 bps       81.3 %     75.0 %     +630 bps  
Net income to stockholders   $ 294     $ 720       -59.2 %   $ 217     $ 1,184       -81.7 %
Net income per diluted share   $ 0.12     $ 0.28       -57.1 %   $ 0.09     $ 0.47       -80.9 %

 

(1) All of Acorn’s revenue is derived from its 99%-owned operating subsidiary, OmniMetrix™, LLC.

 

CEO Commentary

 

Jan Loeb, Acorn’s CEO, said, “Q2 results showed continued strength in high-margin, recurring monitoring revenue from a growing base of monitored endpoints, offset by lower hardware revenue, primarily due to the timing of deployments for a national cell phone provider initiated in late 2024. Hardware revenue from the customer was $263,000 in Q2’26, compared to $1,338,000 in Q2’25.

 

“Supporting our long-term growth prospects in the residential market is a new partnership agreement with Champion Power Equipment which makes OmniMetrix remote monitoring and control the standard monitoring option on Champion’s aXis and fleX home standby generators. Champion is one of the fastest-growing generator brands in the industry, with a strong position in the residential market. It’s a significant opportunity for us that should begin to positively impact our results in the current quarter.

 

“Earlier this year, we secured North American rights to a comprehensive suite of remote monitoring solutions with AI-driven insights for telecommunication towers, energy sites, and data centers and formed an Infrastructure Solutions reporting segment for this business. Following several months of development, customization and product enhancements, we formally launched the segment’s first product – OMNI360, which delivers remote monitoring and control solutions for a wide range of critical functions at cell tower campuses.

 

“OMNI360 is an all-in-one site level management system offered in three different tiers of varying scope with 24/7 network operations center (NOC) support. Capabilities include monitoring/management of environmental changes (temperature, humidity, HVAC control, smoke detection, flood sensors); campus security (AI cameras, site access and intrusion sensing, two-way audio and live incident response); power monitoring and management solutions (fuel sensing and usage prediction, commercial power automatic transfer switch, battery health, transformer temperature, voltage/current imbalance detection); plus smart energy and cooling optimization.

 

“We are very excited about OMNI360’s potential and are actively working to introduce the product suite across the telecom industry. Given the breadth of the solution, its expanded capabilities and the large size of prospective customers, we anticipate a longer sales cycle but hope to be surprised. Accordingly, it’s too early to provide visibility on the timing of potential revenue opportunities for the OMNI360 suite.

 

 
 

 

“We also remain active in pursuing complementary strategic M&A opportunities that are accretive to revenue and earnings, where the challenge has been finding the right opportunity on terms that can create value for shareholders. With the significant hardware revenue contributions from our large national cell phone provider now cycled through our year-ago comparison periods, we expect more favorable revenue comparisons moving forward. These factors combined with our growth initiatives should enable us to bring our top-line growth more in line with our three- to five-year target of 20% average annual growth in coming quarters.”

 

Financial Review

 

Q2’26 revenue decreased 29.4% to $2,489,000 versus $3,525,000 in Q2’25, primarily due to a $1,141,000 decrease in hardware revenue –– as the prior-year period included significantly more hardware revenue under our material cell phone provider contract noted above. We received $263,000 of hardware revenue and $147,000 of monitoring revenue from the provider in Q2’26, as compared to $1,338,000 of hardware revenue and $102,000 of monitoring revenue in Q2’25. Total monitoring revenue, which is amortized over a service period of typically one year, grew 8.0% to $1,425,000 in Q2’26, reflecting continued growth in monitored endpoints. For the first six months of 2026, total revenue was $4,716,000 vs. $6,623,000 in 6M’25, also reflecting steady growth in monitoring revenue offset by variability in hardware revenue, principally related to large shipments under the material contract in the year-ago period.

 

Q2’26 gross profit was $2,050,000, reflecting 82.4% gross margin, compared to gross profit of $2,639,000 and gross margin of 74.9% in Q2’25. The margin improvement was principally driven by a greater portion of monitoring revenue, with a 95.6% gross margin in Q2’26 and a 94.6% gross margin in Q2’25, as a percentage of total revenue.

 

Operating expenses decreased 1.0% to $1,675,000 in Q2’26 versus $1,692,000 in Q2’25, due a $26,000 decrease in research and development (R&D) expense, offset by a $9,000 increase in selling, general and administrative (SG&A) expense. The slight increase in SG&A reflected higher stock-based compensation and personnel expenses, offset by lower commissions related to lower hardware sales. Lower R&D expense primarily reflected the tailing-off of investment related to the completion of Omni and OmniPro product development in 2025, prior to the commencement of our next product initiative.

 

Lower revenue, partially offset by slightly lower operating expenses, resulted in Q2’26 net income attributable to Acorn stockholders of $294,000, or $0.12 per diluted share, compared to net income of $720,000, or $0.28 per diluted share, in Q2’25. Q2’26 included $99,000 of non-cash, stock-based compensation expense vs. $32,000 in Q2’25. Net income to attributable to Acorn stockholders in the 6M’26 period was $217,000, or $0.09 per diluted share, as compared to $1,184,000, or $0.47 per diluted share, in 6M’25. Net income in 6M’26 included $296,000 of non-cash, stock-based compensation expense vs. $93,000 in 6M’25.

 

Liquidity and Cash Flow

 

Excluding deferred revenue of $2,722,000, which has no impact on future cash flow, net working capital was $6,410,000 at June 30, 2026 versus $6,254,000 at December 31, 2025. This included cash of $4,478,000 at June 30, 2026 versus $4,454,000 at year-end 2025.

 

Through the first half of 2026, Acorn generated $277,000 of cash from operating activities, used $263,000 for investing activities (including $250,000 in Q1 related to the new OMNI360 solutions suite), and received $10,000 from financing activities related to the exercise of stock options––for a net increase in cash of $24,000.

 

Investor Call Details

 

Date / Time:   Thursday, August 6th at 11:00 AM ET
Dial-in Number:   1-844-834-0644 or 1-412-317-5190 (Int’l)
Replay & Transcript:   Posted to Investor Relations page of Acorn’s website when available.

 

 
 

 

About Acorn (www.acornenergy.com) and OmniMetrixTM (www.omnimetrix.net)

 

Acorn’s 99%-owned OmniMetrix subsidiary is a pioneer and leader in wireless remote monitoring and control solutions, for critical infrastructure assets including standby generators, cell towers, gas pipelines, data centers, and utility networks. OmniMetrix has also recently launched a product line that provides cutting-edge infrastructure security solutions for cell towers, data centers and utility networks. OmniMetrix serves tens of thousands of commercial and residential endpoints, including over 25 Fortune/Global 500 companies in sectors including telecom, manufacturing, healthcare, data centers, retail, public transportation, energy distribution and government facilities, as well as residential customers through generator dealers.

 

OmniMetrix’s industry-leading, cost-effective solutions make critical systems more reliable, provide security, and also enable automated “demand response” electric grid support via enrolled backup generators.

 

Safe Harbor Statement

 

This press release includes forward-looking statements, which are subject to risks and uncertainties. There are no assurances that Acorn will be successful in growing its business, increasing its revenue, increasing profitability, or maximizing the value of its operating company and other assets. A complete discussion of the risks and uncertainties that may affect Acorn Energy’s business, including the business of its subsidiary, is included in “Risk Factors” in the Company’s most recent Annual Report on Form 10-K as filed by the Company with the Securities and Exchange Commission.

 

Follow us

 

X (formerly Twitter):   @Acorn_IR and @OmniMetrix
StockTwits:   @Acorn_Energy

 

Investor Relations Contacts

 

Catalyst IR

William Jones, 267-987-2082

David Collins, 212-924-9800

acfn@catalyst-ir.com

 

 
 

 

ACORN ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED) (IN THOUSANDS, EXCEPT PER SHARE DATA)

 

   

Six months ended

June 30,

   

Three months ended

June 30,

 
    2026     2025     2026     2025  
                         
Revenue   $ 4,716     $ 6,623     $ 2,489     $ 3,525  
COGS     881       1,658       439       886  
Gross profit     3,835       4,965       2,050       2,639  
Operating expenses:                                
Research and development (R&D) expenses     494       556       239       265  
Selling, general and administrative (SG&A) expenses     3,095       2,858       1,436       1,427  
Total operating expenses     3,589       3,414       1,675       1,692  
Operating income     246       1,551       375       947  
Interest income, net     63       51       32       27  
Income before income taxes     309       1,602       407       974  
Provision for income taxes     80       396       105       242  
Net income     229       1,206       302       732  
Non-controlling interest share of income     (12 )     (22 )     (8 )     (12 )
Net income attributable to Acorn Energy, Inc. stockholders   $ 217     $ 1,184     $ 294     $ 720  
                                 
Net income per share attributable to Acorn Energy, Inc stockholders – basic and diluted                                
Basic   $ 0.09     $ 0.48     $ 0.12     $ 0.29  
Diluted   $ 0.09     $ 0.47     $ 0.12     $ 0.28  
Weighted average number of shares outstanding attributable to Acorn Energy, Inc. stockholders – basic and diluted                                
Basic     2,506       2,492       2,508       2,493  
Diluted     2,540       2,534       2,540       2,534  

 

 
 

 

ACORN ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

 

   

As of

June 30, 2026

   

As of

December 31, 2025

 
    (Unaudited)        
ASSETS                
Current assets:                
Cash   $ 4,478     $ 4,454  
Accounts receivable, net     1,068       887  
Inventory     1,127       1,254  
Other current assets     303       267  
State income tax receivable           21  
Deferred cost of goods sold (COGS)     2       70  
Total current assets     6,978       6,953  
Property and equipment, net     338       383  
Intangibles, net     253       17  
Right-of-use assets, net     879       963  
Other assets     107       119  
Deferred tax assets     4,833       4,899  
Total assets   $ 13,388     $ 13,334  
LIABILITIES AND EQUITY                
Current liabilities:                
Accounts payable   $ 198     $ 306  
Accrued expenses     154       171  
Deferred revenue     2,722       3,097  
Current operating lease liabilities     168       158  
Other current liabilities     45       46  
State income tax payable     3       18  
Total current liabilities     3,290       3,796  
Long-term liabilities:                
Deferred revenue     430       312  
Noncurrent operating lease liabilities     791       884  
Other long-term liabilities     28       26  
Total liabilities     4,539       5,018  
Commitments and contingencies                
Equity:                
Acorn Energy, Inc. stockholders                
Common stock - $0.01 par value per share: Authorized - 42,000,000 shares; issued - 2,560,709 at June 30, 2026 and 2,555,717 at December 31, 2025; outstanding - 2,509,618 at June 30, 2026 and 2,504,626 at December 31, 2025     25       25  
Additional paid-in capital     103,927       103,621  
Accumulated stockholders’ deficit     (92,127 )     (92,344 )
Treasury stock, at cost – 51,091 shares at June 30, 2026 and December 31, 2025     (3,052 )     (3,052 )
Total Acorn Energy, Inc. stockholders’ equity     8,773       8,250  
Non-controlling interests     76       66  
Total equity     8,849       8,316  
Total liabilities and equity   $ 13,388     $ 13,334  

 

 
 

 

ACORN ENERGY, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED) (IN THOUSANDS)

 

    Six months ended June 30,  
    2026     2025  
Cash flows provided by operating activities:                
Net income   $ 229     $ 1,206  
Depreciation and amortization     72       56  
Deferred income tax expense     66       320  
Decrease in the provision for credit losses     (1 )      
Impairment of inventory     2       4  
Non-cash lease expense     115       66  
Stock-based compensation     296       93  
Change in operating assets and liabilities:                
Increase in accounts receivable     (180 )     (207 )
Decrease (increase) in inventory     125       (521 )
Decrease in deferred COGS     68       251  
(Increase) decrease in other current assets and other assets     (24 )     35  
Decrease in state income tax receivable     21       10  
Decrease in deferred revenue     (257 )     (564 )
Decrease in operating lease liability     (114 )     (65 )
(Decrease) increase in state income tax payable     (15 )     27  
(Decrease) increase in accounts payable, accrued expenses, other current liabilities and non-current liabilities     (126 )     189  
Net cash provided by operating activities     277       900  
                 
Cash flows used in investing activities:                
Equipment, furniture and trade show booth purchases     (5 )     (7 )
Payment for exclusive distribution and commercialization rights     (250 )      
Patents           (1 )
Investments in technology     (8 )     (9 )
Leasehold improvements           (4 )
Net cash used in investing activities     (263 )     (21 )
                 
Cash flows provided by financing activities:                
Stock option exercise proceeds     10       48  
Net cash provided by financing activities     10       48  
                 
Net increase in cash     24       927  
Cash at the beginning of the period     4,454       2,326  
Cash at the end of the period   $ 4,478     $ 3,253  
                 
Supplemental cash flow information:                
Cash paid during the year for:                
Income taxes   $ 13     $ 34  
Non-cash investing and financing activities:                
Right-of-use assets   $     $ 1,025  
Operating lease liability           1,025  
Accrued preferred dividends to former CEO of OmniMetrix   $ 2     $ 2