BLNK 10-K & 10-Q changes, risk factors and insider trading

We will need additional capital to fund our growing operations in the future. The proceeds from our existing at-the-market (“ATM”) program and funds from other potential sources, along with our cash and cash equivalents, may not be sufficient to fund our operations for the near future and we may not be able to obtain additional financing. If adequate additional financing is not available on reasonable terms or available at all, we may not be able to undertake expansion or continue our marketing efforts and we would have to modify our business plans accordingly. The extent of our capital needs will depend on numerous factors, including: (i) our profitability; (ii) the release of competitive products and/or services by our competition; (iii) the level of our investment in research and product development; (iv) the amount of our capital expenditures, including acquisitions; and (v) our growth. We cannot be certain that additional funding and incremental working capital will be available to us on acceptable terms, if at all, or that it will exist in a timely and/or adequate manner to allow for the proper execution of our near and long-term business strategy. If sufficient funds are not available on terms and conditions acceptable to management and stockholders, we may be required to delay, reduce the scope of, or eliminate further development of our business operations.

Our revenue growth ultimately depends on consumers’ willingness to adopt electric vehiclesEVs in a market that is still in its early stages.

Our growth is highly dependent upon the adoption by consumers of EVs, and we are subject to the risk of reduced demand for EVs. If the market for EVs does not gain broader market acceptance or develops slower than we expect, our business, prospects, financial condition and operating results will be harmed. The market for alternative fuelelectric vehicles is relatively new, rapidly evolving, characterized by rapidly changing technologies, price competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long development cycles for EV original equipment manufacturers, and changing consumer demands and behaviors. Factors that may influence the purchase and use of alternative fuel vehicles, specifically EVs, include:

AsTo regulatory initiatives have required an increase in the consumption of renewable transportation fuels, such as ethanol and biodiesel, consumer acceptance of electric and other alternative vehicles is increasing. To meet higher fuel efficiency and greenhouse gas emission standards for passenger vehicles, automobile manufacturers are increasingly using technologies, such as turbocharging, direct injection and higher compression ratios, which require high octane gasoline. If fuel efficiency of vehicles continues to rise, and the affordability of internal combustion vehicles using renewable transportation fuels increases, the demand for electric and high energy vehicles could diminish. If consumers no longer purchase EVs, or purchase fewer EVs, it would materially and adversely affect our business, operating results, financial condition and prospects.

We rely on a limited number of vendors for design, testingtransfer review, manufacturing, and manufacturingtesting of EV charging equipment which is generally sole sourced with respect to components as well as aftermarket maintenance and warranty services. The reliance on a limited number of vendors increases our risks, since we do not currently have proven reliable alternative or replacement vendors beyond these key parties. In the event of production interruptions or supply chain disruptions including but not limited to availability of certain key components such as semiconductors, we may not be able to take advantage of increased production from other sources or develop alternate or secondary vendors without incurring material additional costs and substantial delays. Therefore, our business would be adversely affected if one or more of our vendors were impacted by any interruption at a particular location.

As the demand for public charging increases, the EV charging equipment vendors may not be able to dedicate sufficient supply chain, production or sales channel capacity to keep up with the required pace of charging infrastructure expansion. In addition, as the EV market grows, the industry may be exposed to deteriorating design requirements, undetected faults or the erosion of testing standards by charging equipment and component suppliers, which may adversely impact the performance, reliability and lifecycle cost of the chargers. If we or our suppliers experience a significant increase in demand, or if we need to replace an existing supplier, we may not be able to supplement service or replace them on acceptable terms, which may impact our ability to install chargers in a timely manner. Thus, the loss of any significant vendor would have an adverse effect on our business, financial condition and operating results.

We may be adversely affected by inflationary or market fluctuations, including the impact of tariffs, in the cost of products consumed in providing providing our services or our cost of labor.

The prices we pay for the principal items we consume in performing our services are dependent primarily on current market prices. We have consolidated certain supply purchases with national vendors through agreements containing negotiated prospective pricing. In the event such vendors are not able to comply with their obligations under the agreements and we are required to seek alternative suppliers, we may incur increased costs of supplies.supplies and/or supply disruptions.

While we seek to partner with organizations that mitigate their business risks associated with climate change, we recognize that there are inherent risks wherever business is conducted. Access to clean water and reliable energy in the communities where we conduct our business, whether for our offices or for our vendors, is a priority. Our major sites in Bowie, Maryland, Los Angeles, California, and Tempe, Arizona are vulnerable to climate change effects. Climate-related events, including the increasing frequency of extreme weather events and their impact on critical infrastructure throughout the United States and in other countries where we have operations, have the potential to disrupt our business, our third-party suppliers and/or the business of our customers, and may cause us to experience higher attrition, losses and additional costs to maintain or resume our EV charging operations.

Computer malware, viruses, physical or electronic break-ins and similar disruptions could lead to interruption and delays in our services and operations and loss, misusemisuse, encryption or theft of data. Computer malware, viruses, computer hacking, cyberattacks and phishing attacks against online networking platforms have become more prevalent and may occur on our systems in the future. Any attempts by hackers to disrupt our website service or our internal systems, if successful, could harm our business, be expensive to remedy and damage our reputation or brand. Our network security business disruption insurance may not be sufficient to cover significant expenses and losses related to direct attacks on our website or internal systems. Efforts to prevent hackers from entering our computer systems are expensive to implement and may limit the functionality of our services. Though it is difficult to determine what, if any, harm may directly result from any specific interruption or attack, any failure to maintain performance, reliability, security and availability of our products and services and technical infrastructure may harm our reputation, brand and our ability to attract customers. Any significant disruption to our website or internal computer systems could result in a loss of customers and could adversely affect our business and results of operations.

We have a disaster recovery program to transition our operating platform and data to an alternative location in the event of a catastrophe. catastrophe. However, there are several factors ranging from human error to data corruption that could materially lengthen the time our platform is partially or fully unavailable to our user base as a result of the transition. If our platform is unavailable for a significant period of time as a result of such a transition, especially during peak periods, we could suffer damage to our reputation or brand, orand loss of revenuesrevenues, anyall of which could adversely affect our business and financial results.

If we are unable to keep up with advances in EV technology, we may suffer a decline in our competitive position. The EV industry is characterized by rapid technological change. If we are unable to keep up with changes in EV technology, our competitive position may deteriorate, which would materially and adversely affect our business, prospects, operating results and financial condition. As technologies change, we plan to upgrade or adapt our EV charging stations and Blink Networks’Network software in order to continue to provide EV charging services with the latest technology. However, due to our limited cash resources, our efforts to do so may be limited. Any failure of our charging stations to compete effectively with other manufacturers’ charging stations will harm our business, operating results and prospects.

InTo order to achieve the above-mentioned targets, the general strategies of our company are to maintain and search for hard-workingappropriate employees talent who have innovative innovativemindset and initiatives, as well as to keep a close eye on expansion opportunities through merger and/or acquisition.

We may be unable to successfully integrate recent acquisitions in a cost-effective and non-disruptive manner.

Our success depends on our ability to grow our business and enhance and broaden our product offerings in response to changing customer demands, competitive pressurespressures, and advances in technologies. We continue to search for viable acquisition candidates or strategic alliances that would expand our market opportunitypresence and/or globalenhance presence.our operating margins. Accordingly, we have previously and may in the future pursue the acquisition of, investments in or joint ventures relating to, new businesses, products or technologies as a part of our growth strategy instead of developing them internally. Our future success will depend, in part, upon our ability to manage the expanded business following these transactions, including challenges related to the management and monitoring of new operations and associated increased costs and complexity associated with our past acquisitions of SemaConnect, Electric Blue and Envoy Technologies, as well as future acquisitions. Other risks involving potential future and completed acquisitions and strategic investments include:

We hold employer liability insurance generally covering death or work-related injury of employees. We hold product and general liability insurance covering certain incidents involving third parties that occur on or in the premises of our company. We maintain business interruption insurance for key locations. OurAdditionally, we hold cybersecurity insurance coveragefor certain claims associated with data breaches, cyberattacks, and other information security incidents. We also maintain directors’ and officers’ liability insurance for certain claims that may bearise insufficient to cover any claim for product liability, damage toagainst our fixed assets, inventory or employee injuries. Any liability or damage to, or caused by, our facilities or our personnel beyond our insurance coverage may result in our incurring substantial costs and a diversion of resources.leadership.

Our future success depends on our ability to attract and retain highly qualified personnel, including our new President and Chief Executive Officer.

Effective February 1, 2025, Michael Battaglia was named as our new President and Chief Executive Officer. Mr. Battaglia joined our company in 2020 and assumed increasingly senior positions with us, most recentlyincluding Chief Operating Officer and Chief Revenue Officer.

We are in a highly competitive EV charging services industry and there can be no assurance that we will be able to compete with manyour competitors, some of our competitors, which are larger and have greater financial resources.

We face strong competition from competitors in the EV charging services industry, including competitors who could duplicate our model. Many of these competitors may have substantially greater financial, marketing and development resources and other capabilities than us. In addition, there are very few barriers to entry to the market for our services. There can be no assurance, therefore, that any of our current and future competitors, many of whom may have far greater resources, will not independently develop services that are substantially equivalent or superior to our services. Therefore, investment in our company is very risky and speculative due to the competitive environment in which we may operate.

Our competitors may be able to provide customers with different or greater capabilities or benefits than we can provide in areas such as technical qualifications, past contract performance, geographic presence and driver price. Further, many of our competitors may be able to utilize substantially greater resources and economies of scale to develop competing products and technologies, divert sales away from us by winning broader contracts or hire away our employees by offering more lucrative compensation packages. In the event thatIf the market for EV charging stations expands, we expect that competition will intensify as additional competitors enter the market and current competitors expand expand their product lines. In order toTo secure contracts successfully when competing with larger, well-financed companies, we may be forced to agree to contractual terms that provide for lower aggregate payments to us over the life of the contract, which could adversely affect our margins. Our failure to compete effectively with respect to any of these or other factors could have a material adverse effect on our business, prospects, financial condition or operating results.

The EV and EV charging industries are characterized by the existence of many patents, copyrights, trademarks and trade secrets. As we face increasing competition, the possibility of intellectual property rights claims against us grows. Our technologies may not be able to withstand any third-party claims or rights against their use. Additionally, although we have acquired from other companies’ proprietary technology covered by patents, we cannot be certain that any such patents will not be challenged, invalidated or circumvented. Intellectual property infringement claims against us could harm our relationships with our customers, may deter future customers from subscribing to our services or could expose us to litigation with respect to these claims. Even if we are not a party to any litigation involving a customer and third party, an adverse outcome in any such litigation could make it more difficult for us to defend our intellectual property in any subsequent litigation in which we are a named party. Any of these results could harm our brand and operating results.

Our business is subject to a variety of federal, state and international laws and regulations, including those with respect to government incentives promoting fuel efficiency and alternate forms of energy, electric vehicles and others. These laws and regulations, and the interpretation or application of these laws and regulations, could change. Any reduction, elimination or discriminatory application of government subsidies and economic incentives because of policy changes, fiscal tightening or other reasons may result in diminished revenues from government sources and diminished demand for our products. In addition, new laws or regulations affecting our business could be enacted. These laws and regulations are frequently costly to comply with and may divert a significant portion of management’s attention. If we fail to comply with these applicable laws or regulations, we could be subject to significant liabilities which could adversely affect our business.

We conduct business globally and file income tax returns in multiple jurisdictions. Our consolidated effective income tax rate could be materially adversely affected by several factors, including: changing tax laws, regulations and treaties, or the interpretation thereof (such as the United States Inflation Reduction Act of 2022 which, among other changes, introduced a 15% corporate minimum tax on certain United States corporations and a 1% excise tax on certain stock redemptions by United States corporations); the implementation of the U.S. Corporate Alternative Minimum Tax (CAMT) effective in 2024, which imposes 15% minimum tax on large corporations based on adjusted financial statement income; tax policy initiatives and reforms under consideration (such as those related to the Organization for Economic Co-operation and Development’s Base Erosion and Profit Shifting, or BEPS, project, the European Commission’s state aid investigations and other initiatives); the ongoing global implementation of the OECD’s Pillar Two framework, establishing a 15% global minimum tax, which may impact multinational tax planning strategies; the practices of tax authorities in jurisdictions in which we operate; the resolution of issues arising from tax audits or examinations and any related interest or penalties. Such changes may include (but are not limited to) the taxation of operating income, investment income, dividends received or (in the specific context of withholding tax) dividends, royalties and interest paid. Additionally, recentsome U.S. state-level tax reforms, such as Louisiana’s reduction of its corporate tax rate from 7.5% to 5.5% and the elimination of its corporate franchise tax,reforms may influence our overall tax obligations depending on our operational footprint.

Our failure to maintain effective internal controlscontrol over financial reporting could have a material adverse effect on our ability to report our financial results on a timely and accurate basis.

As disclosed disclosed withinunder Item 9A., Controls and Procedures, management concluded that the material weaknesses in our internal controlscontrol over financial reporting existed as of December 31, 2024.2025. We identified information technology deficiencies relatingrelated to changethe managementinformation and usercommunication component as specified accesswithin the Internal Control Framework, that assessed the source of controls overnecessary certainto systemsensure thatthe supportreliability ourof information used in financial reporting processes.reporting.

Our failure to maintain appropriate and effective internal controls over our financial reporting could result in misstatements in our financial financial statements and potentially subject us to sanctions or investigations by the SEC or other regulatory authorities and could cause us to delay the filing of required reports with the SEC and our reporting of financial results. Any of these events could result in a decline in the market price of our common stock. Although we have taken steps to maintain our internal control structure as required, we cannot guarantee that a control deficiency will not result in a misstatement in the future. See “Item 9A – Controls and Procedures – Management’s Annual Report on Internal Control Over Financial Reporting” for further information on the material weaknesses.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, as discussed under “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” included elsewhere in this Annual Report and in our consolidated financial statements included herein. The results of these estimates form the basis for making judgments about the carrying values of assets, liabilities and equity, and the amount of revenue and expenses that are not readily apparent from other sources. Significant assumptions and estimates used in preparing our consolidated financial statements include those related to revenue recognition, allowance for doubtfulcredit accounts,losses, inventory reserves, impairment of goodwill, indefinite-lived and long-lived assets, pension and other post-retirement benefits, product warranty,warranty accrual, valuation allowances for deferred tax assets, valuation of common stock warrants, valuation of intangible assets acquired from acquisitions, valuation of earn-out liabilities and share-based compensation. Our financial condition and results of operations may be adversely affected if our assumptions change or if actual circumstances differ from those in our assumptions, which could cause our results of operations to fall below the expectations of securities analysts and investors, resulting in a decline in the price of our common stock.

The market price of shares of our common stock fluctuated significantly in 20242025 and is likely to continue to fluctuate from its current level in 2025.2026. During 2024,2025, for example, the closing price of our shares ranged from a low of $1.39$0.64 per share to a high of $3.70$3.62 per share and, through AprilMarch 4,27, 2025,2026, our stock price this year has ranged from a low of $0.83$0.54 per share to a high of $1.68$0.92 per share. Future announcements announcements concerning the introduction of new products, services or technologies or changes in product pricing policies by us or our competitors competitors or changes in earnings estimates by analysts, among other factors, could cause the market price of our common stock to fluctuate substantially. substantially. Also, stock markets have experienced extreme price and volume volatility in the last twelve months. This volatility has had a substantial effect on the market prices of securities of many public companies for reasons frequently unrelated to the operating performance of specific companies. EV and related companies like us, as a group, have experienced these broad market fluctuations, which have caused declines in the market prices of their common stock. Investors seeking short-term liquidity should be aware that we cannot provide assurance that our stock price will increase to previously higher levels.

Additionally, to maintain the listing of our common stock on The Nasdaq Capital Market, we are required to maintain, among other requirements, a minimum minimum closing bid price of $1.00 per share. If we cannot maintain at least this price for 30 consecutive trading days to satisfy The Nasdaq Capital Market continued listing standards, our common stock could be delisted, (following limited additional time to regain compliance) which would harm our business, the trading price of our common stock, our ability to raise additional capital and the liquidity of the market for our common stock. The CompanyWe may explore alternative means to maintain compliance such as a reverse stock split.

We have a number of shares of common stock issuable upon exercise of outstanding warrants and stock options, an ATM common stock program in place and possible issuance of stock from the acquisitionwarrants granted in August 2025 to the former shareholders of Envoy Technologies by our subsidiary; the issuance of such shares could have a significant dilutive impact on our stockholders.

As of AprilMarch 4,27, 2025,2026, we had outstanding warrants to purchase 1,145,9145,804,799 shares of common stock and stock options to purchase 986,165433,545 shares of common stock. Our Articles of Incorporation authorize us to issue up to 500 million500,000,000 shares of common stock, which would permit us to issue up to an additional approximately 400 million357,000,000 authorized, unissued shares of common stock, after giving effect to the approximate number number of shares of common stock currently outstanding and the number of shares reserved for issuance under warrants and stock options.

The following discussion and analysis of the results of operations and financial condition for the years ended December 31, 20242025 and 20232024 should be read in conjunction with our consolidated financial statements and the notes to those consolidated financial statements that are included elsewhere in this Annual Report. This section generally discusses the results of our operations for the year ended December 31, 20242025 compared to the year ended December 31, 2023.2024. For a discussion of the year ended December 31, 20232024 compared to the year ended December 31, 2022,2023, please refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2023,2024, which was filed with the SEC on MarchApril 18,9, 2024.2025. Our discussion includes forward-looking statements based upon current expectations that involve risks and uncertainties, such as our plans, objectives, expectations and intentions. Actual results and the timing of events could differ materially from those anticipated in these forward-looking statements as a result of a number of factors. See “Forward-Looking Statements.”

We are a leading owner, operator, provider, and manufacturerprovider of EV charging equipment and networked EV charging services in the rapidly growing U.S. and international markets for EVs. Blink offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various locations. Blink’s principal line of products and services is its Blink NetworksNetwork and Blink EV charging equipment, also known as electric vehicle supply equipment (“EVSE”), and other EV-related services. The Blink Networks areNetwork is a proprietary, cloud-based system that operates, maintains, and manages Blink charging stations and handles the associated charging data, back-end operations, and payment processing. The Blink NetworksNetwork provideprovides Property Partners, among other types of commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations. The Blink NetworksNetwork also provideprovides EV drivers with vital station information, including station location, availability, and fees (as applicable).

To capture more revenues derived from providing EV charging equipment to commercial customers and to help differentiate Blink in the EV infrastructure market, Blink offers Property Partners a comprehensive range of solutions for EV charging equipment and services that generally fall into one of the three business models below, differentiated by who owns the equipment and who bears the costs of installation, installation, equipment, maintenance, and the percentage of revenue shared.

We offerprovide aelectrical varietyvehicle of (EV) charging productsequipment, software, and related services to Property Partners and EV drivers.

Competition - - The EV charging equipment and service market is highly competitive, and we expect the market to become increasingly competitive as as new entrants enter this growing market. Our products and services compete on product performance and features, the total cost of ownership, ownership, origin of manufacturing, sales capabilities, financial stability, brand recognition, product reliability, the customer experience, and the installed base’s size. Existing competitors may expand their product offerings and sales strategies, and new competitors may enter the market. If our market share decreases due to increased competition, its revenue and ability to generate profits in the future may be impacted.

Growth - Our growth is highly dependent upon the adoption by consumers of EVs, and we are subject to a risk of any reduced demand for EVs. The market for alternative fuelelectric vehicles is still relatively new, rapidly evolving, characterized by rapidly changing technologies, price competition, additional competitors, evolving government regulation and industry standards, frequent new vehicle announcements, long development cycles for EV original equipment manufacturers, and changing consumer demands and behaviors. Factors that may influence the the purchase and use of alternative fuelelectric vehicles, and specifically EVs, include perceptions about EV quality, safety (in particular with respect to battery chemistries), design, performanceperformance, and cost; the limited range over which EVs may be driven on a single battery charge and concerns about running out of power while in use; improvements in the fuel economy of the internal combustion engine; consumers’ desire desire and ability to purchase a luxury automobile or one that is perceived as exclusive; the environmental consciousness of consumers; volatility in the cost of oil and gasoline; consumers’ perceptions of the dependency of the United States on oil from unstable or hostile countries and the impact of international conflicts; government regulations and economic incentives promoting fuel efficiency efficiency and alternate forms of energy; access to charging stations, standardization of EV charging systems and consumers’ perceptions about convenience and cost to charge an EV; and the availability of tax and other governmental incentives to purchase and operate EVs orand future regulation requiring increased use of nonpollutingzero emissions vehicles. If the market for EVs does not gain broad market acceptance or develops slower than we expect, our business, prospects, financial condition and operating results may be adversely affected.

Expansion through Acquisitions - We may pursue strategic domestic and international acquisitions to expand our operations. Risks in acquisition transactions include difficulties in the integration of acquired businesses into our operations and control environment, difficulties in assimilating and retaining employees and intermediaries, difficulties in retaining the existing clients of the acquired entities, assumed or unforeseen liabilities that arise in connection with the acquired businesses, the failure of counterparties to satisfy any obligations to indemnify us against liabilities arising from the acquired businesses, and unfavorable market conditions that could negatively impact our growth expectations for the acquired businesses. Fully integrating an acquired company or business into our operations may take a significant amount of time. If we are unable to integrate or pursue strategic acquisitions, our financial condition and results of the operations would be negatively impacted.

Revenue from product sales was $46,961 for the year ended December 31, 2025 compared to $81,703 for the year ended December 31, 2024 compared to $109,416 for the year ended December 31, 2023,2024, a decrease of $27,713$34,742 or 25%.43%. This decrease was attributable to decreased unit sales due to the market demands and the product mix of commercial chargers, DC fast chargers and residential chargers when compared to the same period in 2023.2024.

Charging service revenue was $32,285 for the year ended December 31, 2025 compared to $21,445 for the year ended December 31, 2024 compared to $15,646 for the year ended December 31, 2023,2024, an increase of $5,799,$10,840, or 37%.51%. The increase is due to the increase in utilization of chargers and an increased number of chargers on the Blink Networks.Network.

Cost of revenues primarily consists of the cost to manufacture or procure DC fast or L-2 chargers, charger installations, electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the year ended December 31, 2025 were $78,017 as compared to $86,392 for the year ended December 31, 2024 were $85,416 as compared to $100,392 for the year ended December 31, 2023,2024, a decrease of $14,976$8,375 or 15%.10%.

Cost of product sales decreased by $18,368,$14,081, or 25%, to $54,164$41,715 for the year ended December 31, 2024,2025, compared to $72,532$55,796 for the year ended ended December 31, 2023.2024. The decrease was primarily due to the decrease in product sales of commercial chargers, DC fast chargers and home residential chargers during the year ended December 31, 20242025 compared to the same period in 2023.2024. This cost of products decrease was moderated by inventory impairment non-cash charges in the amount of $2,378 recognized during 2025 in connection with a strategic reevaluation of our chargers portfolio. This non-cash write-off tempered the impact of a more significant underlying reduction in our direct cost of goods sold, which was driven by our reduced product sales.

Cost of charging services (electricity reimbursements) decreasedincreased by $927,$1,911, or 26%,73%, to $2,613 for the year ended December 31, 2024, compared to $3,540$4,524 for the year ended December 31, 2023.2025, compared to $2,613 for the year ended December 31, 2024. The decreaseincrease in 20242025 was attributable to the mix of charging stations generating charging service revenues subject to electricity reimbursement.

Host provider fees increased by $3,730,$4,795, or 41%,37%, to $12,870$17,665 during the year ended December 31, 2024,2025, compared to $9,140$12,870 during the year ended December 31, 2023.2024. This increase was a result of the increased number and mix of chargers generating revenue and their corresponding revenue share percentage payments to Property Partner hosts pursuant to their agreements.

Network costs increaseddecreased by $430, $145, or 22%,6%, to $2,254 for the year ended December 31, 2025, compared to $2,399 for the year ended December 31, 2024, compared to $1,969 for the year ended December 31, 2023. 2024. The increasedecrease was a result of the increase in charging stations on our network and connectivity costs incurred comparedchange to the samemore periodcost-effective inprovider 2023.of the network facility.

Warranty and repairs and maintenance costs decreasedincreased by $2,003,$936, or 43%,36%, to $2,602$3,538 for the year ended December 31, 2024,2025, compared to $4,605$2,602 for the year ended December 31, 2023. 2024. The decreaseincrease in 20242025 was attributable to asignificant reductionefforts expended to reduce the backlog in warranty and repairs and maintenance cases.cases in the field, and also in a strategic move to outsource the warranty and repairs services. As of December 31, 2024,2025, we recorded a liability of $521$263 which represents the estimated cost of existing backlog of known warranty cases.

Depreciation and amortization expense increaseddecreased by $2,049,$1,588, or 48%,28%, to $6,299$4,055 for the year ended December 31, 2024,2025, compared to $4,250$5,643 for the year ended December 31, 2023.2024. The increasedecrease in depreciation expense was attributable to an increase in grant funding that is presented as an offset to the depreciation expense, and the decrease in the number of EV charging stations and vehicles associated with the car-shareride-share services.

General and administrative expenses decreased by $3,251,$2,538, or 9%,8%, from $35,030$31,887 for the year ended December 31, 20232024 to $31,779$29,349 for the year ended December 31, 2024.2025. The decrease was primarily attributable to decreasesthe reduction in consulting/otherexternal professional services,services marketing,as software licensing, recruiting, investor/public relations and credit lossespart of $4,447the BlinkForward Initiative noted above, partially offset by increasesan additional provision for doubtful accounts and the expense in accounting/auditing,bad information technology and legal expenditures of $475. Further, general and administrative expenses decreased due to a decrease in amortization expense of $1,866.debt.

Change in fair value of consideration payable increaseddecreased by $2,910$12,148 due to the changegain on settlement of the liability in the assumptions estimating the probability of the IPO2025 of Mobility.period.

During the year ended December 31, 2024, we observed certain triggering events, including a decline2025, in connection with performing our stock price and, as a result, we conducted a quantitativeannual impairment analysis of our goodwill and intangible assets and determined that the fair value of our reporting units were less than the carrying amount and, as a result, recorded an impairment charge of $126,984$17,897 related to goodwill duringand the$762 year ended December 31, 2024 comparedrelated to a goodwill impairment charge of $89,087 and an intangible asset impairment charge of $5,143assets during the year ended December 31, 2023.2025 compared to a goodwill impairment charge of $126,984 during the year ended December 31, 2024.

Other income (expense) increased decreased by $5,181$1,498 from ($2,651) for the year ended December 31, 2023, to $2,530 for the year ended December 31, 2024. 2024 to $1,032 for the year ended December 31, 2025. The increasedecrease in other income (expense) was primarily attributable to ana increasedecrease in dividend and interest income of $1,026$1,914 and a decreasefavorable change of $450 in interest income (expense of $3,115.).

Provision for income taxes was $714$317 during the year ended December 31, 2024,2025, as compared to $1,494$656 during the year ended December 31, 2023.2024. The Company’s statutory federal income tax rate for 20242025 and 20232024 was 21%. The Company’s effective tax rate for 2025 and 2024 and 2023 was 0.4%approximately and 0.7%, respectively.0.4%. The decrease in the provision for income taxes and the effective tax rate was related to subsidiaries in certain subsidiaries whichjurisdictions that generated less net income during the year ended December 31, 20242025 as compared to the 2023 2024 period.

Our net loss for the year ended December 31, 2024,2025 decreased by $5,561,$117,933, or 3%,59%, to $198,132$83,385 as compared to $203,693$201,318 for the year ended December December 31, 2023.2024. The decrease was primarily attributable to a decrease in goodwill impairment and additional decreases in compensation expense and general and administrative expensesexpenses, infollowing conjunction withthe current and anticipated growthexecution of ourthe companyBlinkForward partially offset byprogram the decreaseyear inended revenuesDecember 31, and further offset by an increase in goodwill impairment.2025

During the years ended December 31, 20242025 and 2023,2024, we financed our activities from proceeds derived from debt and equity financings which were raised raised in prior periods. A significant portion of the funds raised from the sale of capital stock has been used to cover working capital needs needs and personnel, office expenses and various consulting and professional fees.

For the years ended December 31, 20242025 and 2023,2024, we used cash of $47,162$30,857 and $97,570,$48,291, respectively, in our operations. Our cash used for the the year ended December 31, 20242025 was primarily attributable to our net loss of $198,132,$83,385, which was reduced by net non-cash expenses in the aggregate amount of $155,217,$39,694, and by $4,247$12,834 of net cash used in changes in the levels of operating assets and liabilities. Our cash used used for the year ended December 31, 20232024 was primarily attributable to our net loss of $203,693,$201,318, which was reduced by net non-cash expenses in the aggregate amount of $133,566,$157,523, and by $27,443$4,496 of net cash used in changes in the levels of operating assets and liabilities During liabilities.the year ended December 31, 2025, net cash provided by investing activities was $8,544, of which $13,630 was provided by the sale of marketable securities and $223 was provided by the sale of an equity method investment, $4,811 was provided by proceeds from government grants, offset by $207 was used as cash consideration for Zemetric (net of cash acquired), $205 of capitalized engineering costs and $9,708 of which was used to purchase charging stations and other fixed assets. During the year ended December 31, 2024, net cash provided by investing activities was $5,277, of which, $8,617 was used to purchase charging stations and other fixed assets, offset by $3,425 related to sale of the office building, $1,129 was provided by proceeds from government grants, $1,160 was used in the purchase of marketable securities and $10,500 was provided by the sale of marketable securities.

During the year ended December 31, 2025, cash provided by financing activities was $19,267, of which, $36 was used to pay down our liability in connection with a finance lease, repayment of notes payable of $114 and offset by $19,417 provided by offering proceeds related to the sale of common stock. During the year ended December 31, 2024, net cash used in financing activities was $12,419, of which $26,396 was attributable to the net proceeds from the sale of common stock from the public offering, $37,881 was used to pay down notes payable, $596 was used to pay down our finance lease liability and $338 was used to pay down our liability in connection with internal use software. During the year ended December 31, 2023, net cash provided by financing activities was $197,315, of which, $208,865 was attributable to the net proceeds from the sale of common stock from the public offering, $835 was provided by the exercise of warrants and options, offset by $9,292 was used to pay down notes payable, $2,837 was used to pay down our finance lease liability and $256 used to pay down our liability in connection with internal use software.

We have experienced annual and quarterly net losses which may continue and which may negatively impact our ability to achieve our business objectives. We incurred a net loss of approximately $11.6$6.0 million for the three months ended MarchJune 31,30, 2026. As of MarchJune 31,30, 2026, we had had net working capital of approximately $14$10.3 million and an accumulated deficit of approximately $834$840 million. We have not yet achieved profitability.

The following discussion and analysis of the results of operations and financial condition of Blink Charging Co. (together with its subsidiaries, subsidiaries, “Blink” or the “Company”) as of MarchJune 31,30, 2026 and for the threesix months ended MarchJune 31,30, 2026 and 2025 should be read in conjunction with our financial statements and the notes to those financial statements that are included elsewhere in this Quarterly Report on Form 10-Q and with our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the Securities and Exchange Commission on March 31, 2026.10-Q. References in this Management’s Discussion and Analysis of Financial Condition and Results of Operations to “us,” “we,” “our” and similar terms refer to Blink. This Quarterly Report contains forward-looking statements as that term is defined in the federal securities laws. The events described in forward-looking statements contained in this Quarterly Report may not occur. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of our plans or strategies, projected or anticipated benefits from acquisitions to be made by us, or projections involving anticipated revenues, earnings or other aspects of our operating results. The words “may,” “will,” “expect,” “believe,” “anticipate,” “project,” “plan,” “intend,” “estimate,” and “continue,” and their opposites and similar expressions, are intended to identify forward-looking statements. We caution you that these statements are not guarantees of future performance or events and are subject to a number of uncertainties, risks and other influences, many of which are beyond our control, which may influence the accuracy of the statements. Factors that may affect our results include, but are not limited to, the risks and uncertainties set forth under Part I, Item 1A, “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, and under a similar item in subsequent periodic reports, as discussed elsewhere in this Quarterly Report, particularly in Part II, Item 1A - Risk Factors.

We are a leading owner, operator, and provider of EV charging equipment and networked EV charging services in the rapidly growing U.S. and international markets for EVs. Blink offers residential and commercial EV charging equipment and services, enabling EV drivers to recharge at various locations. Blink’s principal line of products and services is its Blink NetworkNetworks and Blink EV charging equipment, also known as EVSE, and other EV-related services. The Blink NetworkNetworks isare a proprietary, cloud-based system that operates, maintains, and manages Blink charging stations and handles the associated charging data, back-end operations, and payment processing. The Blink NetworkNetworks providesprovide Property Partners, among other types of commercial customers, with cloud-based services that enable the remote monitoring and management of EV charging stations. The Blink NetworkNetworks also providesprovide EV drivers with vital station information, including station location, availability, and fees (as applicable).

As of MarchJune 31,30, 2026, there were approximately 47,55948,015 chargers connected to the Blink Network. Of those, approximately 44,49144,832 were Level 2 commercial chargers and approximately 1,9642,039 DCFC were commercial chargers. Included on Blink Network are approximately 6,7456,804 chargers owned by us. Another estimated 23,70023,820 units were non-networked, on other networks, international sales, or deployments.

As of MarchJune 31,30, 2026, the Company had cash and cash equivalents of $37,991$34,004 compared to $39,568 in cash and cash equivalents as of December 31, 2025, representing a decrease of $1,577$5,564 in available liquidity due to ongoing operating losses and working capital requirements.

In May 2025, we announced the BlinkForward InitiativeInitiative, a strategic restructuring plan aimed at accelerating the Company’s path to profitability profitability and enhancing operational efficiency. Key pillars of the BlinkForward Initiative were designed to transform the Company into a more agile and lean organization. This included a significant reduction in our global workforce from 513 to approximately 296290 as of the filing of this Quarterly Report, reductions in other operating, general and administrative expenses, and a shift to contract manufacturing for our EV hardware to reduce overhead expenses and focus on our intellectual property and customer support efforts. The transition to contract manufacturing was completed in January 2026, and Blink no longer maintains manufacturing facilities in-house.

As reflected in our condensed consolidated financial statements as of June 30, 2026, we had cash and cash equivalents of $34,004, working capital of $10,264 and an accumulated deficit of $840,028. During the six months ended June 30, 2026, we incurred a net loss of $17,602. We have not yet achieved profitability. In December 2025, we completed an underwritten registered public offering of 26,666,666 shares of our common stock at a public offering price of $0.75 per share. We received gross proceeds of $20,000 from the public offering, less underwriting discounts and offering expenses of $1,474, for net proceeds of $18,526. The public offering was made pursuant to our registration statement on Form S-1 filed with the SEC on December 4, 2025, and final prospectus dated December 10, 2025. H.C. Wainwright & Co. and Roth Capital Partners acted as co-placement agents in connection with the offering.

Three and Six Months Ended MarchJune 31,30, 2026 Compared With Three and Six Months Ended MarchJune 31,30, 2025

Three Months Ended MarchJune 31,30, 2026 Compared With Three Months Ended MarchJune 31,30, 2025

Total revenue for the three months ended MarchJune 31,30, 2026 increaseddecreased by $61,$7,031 or less than 1%,24%, to $20,779$21,674 compared to $20,718$28,705 during the three months ended June March30, 31, 2025, primarily due to the decrease in product revenue, offset by the increase in charging revenue.2025.

Revenue from product sales was $6,194$7,439 for the three months ended MarchJune 31,30, 2026 as compared to $8,380$14,509 during the three months ended MarchJune 31,30, 2025, a decrease of $2,186,$7,070, or 26%.49%. ThisThe decrease was primarily attributable to the decreaseCompany’s strategic repositioning toward higher-margin market segments and more disciplined customer selection, including a reduction in lower-margin product sales. Product revenue was also adversely affected by continued softness in the numberelectric ofvehicle charging market, particularly lower demand for commercial Level 2 chargers soldand whenDC fast chargers, compared to the same periodprior-year in 2025.period.

Car-sharingCharging servicesservice revenuesrevenue werefrom $1,119Blink-owned duringcharging stations was $11,484 for the three months ended MarchJune 31,30, 2026 as compared to $1,175$10,809 during for the three months ended March 31,June 30, 2025, aan decreaseincrease of $56,$675 or 5%.6%. The increase is due to the higher utilization of the chargers and deployment of new chargers on the Blink Networks.

Cost of revenues primarily consists of electricity reimbursements, revenue share payments to our Property Partner hosts, the cost of charging stations sold, connectivity charges provided by telco and other networks, warranty, repairs and maintenance services, and depreciation of our installed charging stations. Cost of revenues for the three months ended MarchJune 31,30, 2026 were $14,140$13,233 as compared to $13,649$23,873 for the three months ended MarchJune 31,30, 2025, ana increasedecrease of $491,$10,640 or 4%,45%, dueand toin line with the decreasedecline in cost ofthe product revenue,revenues whichas isdiscussed offset by the increase in cost of service revenue and cost of car-sharing revenue.above.

Cost of productcharging wasservices $3,723(electricity reimbursements) decreased by $399, or 6%, to $5,823 for the three months ended MarchJune 31,30, 2026 as compared to $5,548$6,222 for the three months ended MarchJune 31,30, 2025,2025. aThe decrease of $1,825,in or2026 33%, which is primarilywas attributable to athe decreased number and mix of chargerscharging stations beinggenerating soldcharging duringservice therevenues currentsubject quarter.to electricity reimbursement.

Depreciation and amortization expense decreased by $100,$110 or 8%,9%, to $1,195$1,098 for the three months ended MarchJune 31,30, 2026,2026 as compared to $1,295$1,208 for the three months ended June 30, 2025. The decrease in depreciation expense was attributable to an increase in the grant revenue that is Marchpresented 31,as 2025,an dueoffset to the timingdepreciation expense, and the decrease in the number of grantsvehicles earned,associated whichwith offsetthe depreciationride-share services expenseas ina costpart of revenues.the sale of Envoy.

Compensation expense decreased by $3,391,$5,415 or 25%,39%, to $10,163$8,352 (consisting of approximately $8.9 million$7,658 of cash compensation and benefits and approximately$694 of non-cash compensation) $1.3for millionthe three months ended June 30, 2026. Compensation expense was $13,767 (consisting of $12,980 of cash compensation and benefits and $787 of non-cash compensation) for the three months ended MarchJune 31,30, 2026.2025. CompensationThe expensedecrease was $13,554 (consisting of approximately $12.6 million of cashin compensation and benefits and approximately $1.0 million of non-cash compensation)expense for the three months ended June March 31,30, 2025.2026 Thiscompared decreaseto the same period in 2025 was primarily related to decreases in personnel and compensation acrossin allexecutive, ofmarketing, sales theand operations departments as a result of the BlinkForward initiative and the cost savings and synergies realized.

General and administrative expenses decreased by $4,249,$8,936 or 48%,84%, to $4,619$1,750 for the three months ended MarchJune 31,30, 2026 as compared to $8,868$10,686 for the three months ended MarchJune 31,30, 2025. ThisThe decrease iswas primarily attributable to the terminationdifference in the credit loss reserve of certain$5,511, decrease researchin professional services of $1,657 and consulting activities after the quarter ended March 31, 2025, as well as the decrease in amortizationaccounting expenserelated andfees provisionof for expected credit losses.$956.

TotalOther otheroperating income, net,expenses decreased by $159,$2,603, or 40%,39%, to $242$4,122 for the three months ended MarchJune 31,30, 2026 asfrom compared to $401$6,725 for the three months ended MarchJune 31,30, 2025. The decrease was primarily attributable to the assets impairment in the amount of $1,732 recorded during the three months ended June 30, 2025, a decrease inof dividend$301 related to research and interestdevelopment incomeactivities and a decrease of $193$281 (related to $262 from $455), partially offset by a $36 decrease in interest expense (to $20 from $56).rent.

Our net loss for the three months ended MarchJune 31,30, 2026 decreased by $9,445,$23,273, or 45%,79%, to $11,563$6,039 as compared to $21,008$29,312 for the three months ended MarchJune 31,30, 2025. The decrease in net loss was primarily attributable to a decrease in operating expenses.expenses, partially offset by a decline in revenues, and was accompanied by an improvement in gross profit.

Our total comprehensive loss for the three months ended MarchJune 31,30, 2026 was $11,796,$6,923 whereas our total comprehensive loss for the three months ended MarchJune 31,30, 2025 was $18,210, a decrease of $6,414, or 35%. The change reflects the decrease in net loss for the period, and foreign currency translation adjustments of ($233) and $2,798 for the three months ended March 31, 2026 and 2025, respectively.$24,649.