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

An investment in our Class A ordinary shares is subject subject to a number of risks, including risks related to our business and industry, risks related to our corporate structure, risks related to to doing business in China and risks related to our Class A ordinary shares. You should carefully consider all of the information in this Report Report before making an investment in the Class A ordinary shares. The following list summarizes some, but not all, of these risks. Please read the information in this section for a more thorough description of these and other risks.

Risks Related to Our Class A Ordinary Shares

For more detailed discussions of the following risks, see “Risk Factors—Risks Related to Our Class A Ordinary Shares” on pages 3443 through 35.47.

As of December 31, 2024,2024 and 2025, we had approximately $29.08$8.61 million and $7.85 million of cash and cash equivalents.equivalents, respectively. Historically, we have spent a significant amount of cash on our operational activities, principally to procure raw materials for our subsidiaries’ products. Our short-term loans are from Chinese banks and are generally secured by a portion of our fixed assets, land use rights and/or guarantees by related parties. Certain of these loans are secured against a portion of the shares of our PRC subsidiaries. The term of a majority of such loans is one year. Historically, we rolled over such loans on an annual basis. However, we may not have sufficient funds available to pay all of our borrowings upon maturity in the future. Failure to roll over our short-term borrowings at maturity or to service our debt could result in a transfer of the ownership of a portion of the shares of our PRC subsidiaries to secured lenders, the imposition of penalties, including increases in interest rates, legal actions against us by our creditors, and even insolvency.

During the fiscal years ended December 31, 2024 and 2023, our subsidiaries’ five largest customers contributed 40.60% and 45.06% of our revenues, respectively. For the years ended December 31, 2024 and 2023, Greenland’s single largest customer, Hangcha Group, accounted for 14.19% and 14.98%, respectively, of Greenland’s total revenue, and Greenland’s second largest customer, Longgong Forklift Truck, accounted for 11.94% and 11.75%, respectively, of Greenland’s total revenue. As a result of our subsidiaries’ reliance on a limited number of customers, our subsidiaries may face pricing and other competitive pressures, which may have a material adverse effect on our profits and our revenues. The volume of products sold for specific customers varies from year to year, especially since our subsidiaries are not the exclusive provider for any customers. In addition, there are a number of factors that could cause the loss of a customer or a substantial reduction in the products that our subsidiaries provide to any customer that may not be predictable. For example, our subsidiaries’ customers may decide to reduce spending on our subsidiaries’ products or a customer may no longer need our subsidiaries’ products following the completion of a project. The loss of any one of our subsidiaries’ major customers, a decrease in the volume of sales to our subsidiaries’ customers or a decrease in the price at which our subsidiaries sell their products to customers could materially adversely affected our profits and revenues.

HEVI, an operating subsidiary of ours in the U.S., maintains commercial general liability insurance for its business operations. However, ourOur PRC subsidiaries have limited insurance coverage for their operations in China, and our PRC subsidiaries are therefore exposed to risks associated with product liability claims against our PRC subsidiaries or otherwise against their operations in the PRC in the event that the use of our PRC subsidiaries’ products results in property damage or personal injury. Since our subsidiaries’ transmission products are ultimately incorporated into forklifts, it is possible that users of forklifts or people installing these products could be injured or killed, whether as a result of defects, improper installation or other causes. We are unable to predict whether product liability claims will be brought against our PRC subsidiaries in the future or to predict the impact of any resulting adverse publicity on our PRC subsidiaries’ business. The successful assertion of product liability claims against our PRC subsidiaries could result in potentially significant monetary damages and require us to make significant payments. Our subsidiaries do not carry product liability insurance and may not have adequate resources to satisfy a judgment in the event of a successful claim against us. In addition, our subsidiaries do not currently, and may not in the future, maintain business interruption insurance coverage. As such, our subsidiaries may suffer losses that result from interruptions in their operations as a result of inability to operate or failures of equipment and infrastructure at our subsidiaries’ facilities. Our subsidiaries also do not currently maintain catastrophe insurance. As such, any natural disaster or man-made disaster could result in substantial losses and diversion of our subsidiaries’ resources to address the effects of such an occurrence, which could materially and adversely affect our subsidiaries’ business and our financial condition and results of operations.

To protect our parents, trademarks and other proprietary rights, we replyrely on and expect to continue to rely on a combination of physical and electronic security measures and trademark, patent and trade secret protection laws. If the measures we have taken to protect our proprietary rights are inadequate to prevent the use or misappropriation by third parties or such rights are diminished due to successful challenges, the value of our brand and other intangible assets may be diminished and our ability to attract and retain customers may be adversely affected.

U.S. and global markets are experiencing volatility and disruption as a result of the outbreak or escalation of wardswars including Russia’s launch of a full-scale military invasion of Ukraine, conflicts between Israel and Hamas. Although the length and impact of these ongoing conflicts are highly unpredictable, these conflicts have led to market disruptions, including significant volatility in commodity prices, credit, and capital markets. In addition, as a result of the ongoing conflicts around the world, we may experience other risks, difficulties and challenges in the way we conduct our business and operations generally. For example, the conflict could adversely affect supply chains and impact our ability to control raw material costs. A protracted conflict between Ukraine and Russia or between Israel and Hamas, any escalation of either conflict, and the wider global economy and market conditions could, in turn, have a material adverse impact on our business, financial condition, cash flows and results of operations and could cause the market value of our Class A ordinary shares to decline.

In addition, we and our PRC subsidiaries are subject to risks and uncertainties of the interpretations and applications of PRC laws and regulations, including, but not limited to, limitations on foreign ownership in the industry our PRC subsidiaries operate. We and our PRC subsidiaries are also subject to the risks and uncertainties about any future actions of the PRC government. If any future actions of the PRC government result in a material change in our operations, and the value of our Class A ordinary shares may depreciate significantly or become worthless.

The PRC government exerts substantial influence over the manner in which our PRC subsidiaries must conduct their business activities. If the Chinese government significantly regulates the business operations of our PRC subsidiaries in the future and our PRC subsidiaries are not able to substantially comply with such regulations, the business operations of our PRC subsidiaries may be materially and adversely affected and the value of our Class A ordinary shares shares may significantly decrease.

Our PRC subsidiaries may incur increased costs necessary to comply with existing and newly adopted laws and regulations or penalties for any failure to comply. In the event that our PRC subsidiaries are not able to substantially comply with any existing or newly adopted laws and regulations, our business operations may be materially adversely affected and the value of our Class A ordinary shares may significantly decrease.

As of the date of this Report, we believe we and our PRC subsidiaries are not required to obtain any permission from PRC authorities (including the CSRC and the CAC) to operate our PRC subsidiaries’ business as presently conducted or continue being listed on Nasdaq. Therefore, as of the date of this Report, we and our PRC subsidiaries have not applied for any permission or approval from any PRC governmental authority in connection with our offshore listing or offering and, as such, no such permission or approval has been granted or denied. However, if it fails to comply with the Trial Measures Measures during future issuance of securities or listing on other stock exchanges outside of China, we may be subjected sanctions imposed by the PRC regulatory authorities, and our reputation, financial condition, and results of operations may be materially and adversely affected.

To the extent cash in the business is in the PRCmainland China/Hong Kong or a PRCmainland China/Hong Kong entity, the funds may not be available to fund operations or for other use outside of the PRCmainland China/Hong Kong due to interventions in or the imposition of restrictions and limitations on the ability of our Company or our subsidiaries by the PRC government to transfer cash.

Relevant mainland PRC laws and regulations permit the companies in mainland China to pay dividends only out of their respective retained earnings, if any, as determined in accordance with mainland China accounting standards and regulations. Additionally, each of the companies in mainland China are required to set aside at least 10% of its after-tax profits each year, if any, to fund a statutory reserve until such reserve reaches 50% of its registered capital. These reserves are not distributable as cash dividends. Furthermore, in order for us to pay dividends to our shareholders, we may rely on payments made from our mainland PRC subsidiaries to their respective shareholders and then to our Company. If our these entities incur debt on their own behalf in the future, the instruments governing the debt may restrict their ability to pay dividends or make other payments to us.

As a result of the above, to the extent cash in the business is in the PRCmainland China/Hong Kong or a PRCmainland China/Hong Kong entity, such funds or assets may not be available to fund operations or for other use outside of the PRCmainland China/Hong Kong, due to interventions in or the imposition of restrictions and limitations on the ability of us or our subsidiaries by the competent government to the transfer of cash.

On June 10, 2021, the Standing Committee of the National People’s Congress of China, or the SCNPC,China promulgated the PRC Data Security Law, which took effect in September 2021. The PRC Data Security Law imposes data security and privacy obligations on entities and individuals carrying out data activities, and introduces a data classification and hierarchical protection system based on the importance of data in economic and social development, and the degree of harm it will cause to national security, public interests, or legitimate rights and interests of individuals or organizations when such data is tampered with, destroyed, leaked, illegally acquired or used. The PRC Data Security Law also provides for a national security review procedure for data activities that may affect national security and imposes export restrictions on certain data an information.

The global macroeconomic environment is facing challenges. There is considerable uncertainty over the long-term effects of the expansionary monetary and fiscal policies adopted by the central banks and financial authorities of some of the world’s leading economies, including the United States and China. ThereGeopolitical haveconflicts beeninvolving concernsIran, overcurrent unrestmilitary and terrorist threatsactions in the Middle East, Europeas andwell Africa and overas the conflicts involving Ukraine, Syria, Syria, Russia and North Korea.Korea may result in volatility and disruptions to the economy in the U.S., China, and globally. See also “Risks Related to our Business and Industry — Geopolitical conflicts involving Iran, military actions in the Middle East, and the war in Ukraine may adversely affect economic conditions in the U.S., China and globally, and cause significant volatility in the trading price of our Class A ordinary shares.” There have also been concerns on the relationship among China and other Asian countries, which may result in, or intensify potential conflicts in relation to, territorial disputes, and the trade disputes between China and other countries. It It is unclear whether these challenges and uncertainties will be contained or resolved, and what effects they may have on the global political and economic conditions in the long term.

A significant portion of our assets are located, and a substantial amount of our subsidiaries’ operations are conducted, in the PRC. In addition, some of our directors and officers are nationals or residents of the PRC, including our acting chief financial officer, Mr.Ms. JingChenyang Jin,Wang, and independent directors, Mr. Ming Zhao and Mr. Zheng He, and a substantial majority of their assets are located outside the United States. As a result, it may be difficult to effect service of process within the United States upon these persons. In addition, there is uncertainty as to whether the courts of the PRC would recognize or enforce judgments of U.S. courts because China does not have any treaties or other arrangements that provide for the reciprocal recognition and enforcement of foreign judgments with the United States. In addition, according to the PRC Civil Procedures Law, courts in the PRC will not enforce a foreign judgment against us or our directors and officers if they decide that the judgment violates basic principles of PRC law or national sovereignty, security, or the public interest.

If the PRC tax authorities determine that we are a “resident enterprise” for PRC enterprise income tax purposes, a number of unfavorable PRC tax consequences could follow. First, we may be subject to the enterprise income tax at a rate of 25% on our worldwide taxable income as well as PRC enterprise income tax reporting obligations. In our case, this would mean that income such as non-China source income would be subject to PRC enterprise income tax at a rate of 25%. Second, under the PRC EIT Law, dividends paid to us from our PRC subsidiaries would be deemed as “qualified investment income between resident enterprises” and therefore qualify as “tax-exempt income” pursuant to the clause 26 of the PRC EIT Law. Finally, it is possible that future guidance issued with respect to the new “resident enterprise” classification could result in a situation in which the dividends we pay with respect to our Class A ordinary shares, or the gain our non-PRC shareholders may may realize from the transfer of our Class A ordinary shares, may be treated as PRC-sourced income and may therefore be subject to a 10% PRC withholding tax. The PRC EIT Law is, however, relatively new and ambiguities exist with respect to the interpretation and identification of PRC-sourced income, and the application and assessment of withholding taxes. If we are required under the PRC EIT Law to withhold PRC income tax on dividends payable to our non-PRC shareholders, should there be a determination in the future to pay dividends, or if non-PRC shareholders shareholders are required to pay PRC income tax on gains on the transfer of their Class A ordinary shares, our business could be negatively impacted and the value of your investment may be materially reduced. Further, if we were treated as a “resident enterprise” by PRC tax authorities, we would be subject to taxation in both China and such countries in which we have taxable income, and our PRC tax may not be creditable against such other taxes.

You may be subject to PRC income tax on dividends from us or on any gain realized on the transfer of our Class A ordinary shares.

There is a risk that we will be treated by the PRC tax authorities as a PRC tax resident enterprise. In that case, any dividends we pay to our shareholders may be regarded as income derived from sources within China and we may be required to withhold a 10.0% PRC withholding tax for the dividends we pay to our investors who are non-PRC corporate shareholders, or a 20.0% withholding tax for the dividends we pay to our investors who are non-PRC individual shareholders, including the holders of our Shares. In addition, our non-PRC shareholders may be subject to PRC tax on gains realized on the sale or other disposition of our Class A ordinary shares, if such income is treated as sourced from within China. It is unclear whether our our non-PRC shareholders would be able to claim the benefits of any tax treaties between their tax residence and China in the event that we we are considered as a PRC resident enterprise. If PRC income tax is imposed on gains realized through the transfer of our Class A ordinary shares shares or on dividends paid to our non-resident investors, should there be a determination in the future to pay dividends, the value of your your investment in our Class A ordinary shares may be materially and adversely affected. Furthermore, our shareholders whose jurisdictions of residence have tax treaties or arrangements with China may not qualify for benefits under such tax treaties or arrangements.

Significant fluctuation of the Renminbi may have a material adverse effect on your investment. For example, to the extent that we need to convert U.S. dollars into Renminbi for our operations, appreciation of the Renminbi against the U.S. dollar would have an adverse effect on the Renminbi amount we would receive from the conversion. Conversely, if we decide to convert our Renminbi into U.S. dollars for the purpose of making payments for dividends on our Class A ordinary shares shares or for other business purposes, appreciation of the U.S. dollar against the Renminbi would have a negative effect on the U.S. dollar amount amount available to us.

The PRC government imposes controls on the convertibility of the Renminbi into foreign currencies and, in certain cases, the remittance of currency out of China. We receive a significant portion of our revenues in Renminbi. Under our current corporate structure, our British Virgin Islands holding company may rely on dividend payments from our PRC subsidiaries to fund any cash and financing requirements we may have. Under existing PRC foreign exchange regulations, payments of current account items, including profit distributions, interest payments and trade and service-related foreign exchange transactions, can be made in foreign currencies without prior approval of SAFE, by complying with certain procedural requirements. Specifically, under the existing exchange restrictions, without prior approval of SAFE, cash generated from the operations of our PRC subsidiaries in China may be used to pay dividends to our Company. However, approval from or registration with appropriate government authorities is required where Renminbi is to be converted into foreign currency and remitted out of China to pay capital expenses such as the repayment of loans denominated in foreign currencies. As a result, we need to obtain SAFE approval to use cash generated from the operations of our PRC subsidiaries to pay off their respective debt in a currency other than Renminbi owed to entities outside China, or to make other capital expenditure payments outside China in a currency other than Renminbi. If such approval is withheld or the PRC government imposes other restrictions on the convertibility of Renminbi into foreign currencies, we may not be able to utilize our revenues effectively, and as a result, our business and results of operations may be materially adversely affected, and the value of our Class A ordinary shares may decrease.

Our Class A ordinary shares may be delisted and and prohibited from being traded under the Holding Foreign Companies Accountable Act if the PCAOB is unable to inspect our auditors. The delisting delisting and the cessation of trading of our Class A ordinary shares, or the treatthreat of their being delisted and prohibited from being traded, may materially and adversely affect the value of your investment. Additionally, any inability of the PCAOB to conduct inspections deprives our investors with the benefits of such inspections.

Pursuant to the Holding Foreign Companies Accountable Act, as amended by the Consolidated Appropriations Act 2023, if the SEC determines that we have filed audit reports issued by a registered public accounting firm that has not been subject to inspections by the PCAOB for two consecutive years, the SEC will prohibit our OrdinaryClass SharesA ordinary shares from being traded on a national securities exchange or in the over-the-counter trading market in the United States.

Our auditor, Enrome LLP, as an auditor of companies that are traded publicly in the United States and a firm registered with the PCAOB, is subject to laws in the United States pursuant to which the PCAOB conducts regular inspections to assess its compliance with the applicable professional standards and was not identified in PCAOB’s determination report as a firm subject to the PCAOB’s determination. Our current auditor, Enrome LLP,LLP is headquartered in Singapore and subject to inspect by the PCAOB.

If the PCAOB determines in the future that it no longer has full access to inspect and investigate completely accounting firms in mainland China and Hong Kong and we use an accounting firm headquartered in one of these jurisdictions to issue an audit report on our financial statements filed with the SEC, we would be identified as a Commission-Identified Issuer following the filing of the annual report on Form 20-F for the relevant fiscal year. In accordance with the Holding Foreign Companies Accountable Act, our securities would be prohibited from being traded on a national securities exchange or in the over-the-counter trading market in the United States if we are identified as a Commission-Identified Issuer for two consecutive years in the future. A prohibition of being able to trade in the United States would substantially impair or completely hinder your ability to sell or purchase our Class A ordinary shares when you wish to do so, and the risk and uncertainty associated with delisting would have a negative impact on the price of our Class A ordinary shares or render them worthless. Also, such a prohibition would significantly affect our ability to raise capital on terms acceptable to us, or at all, which would have a material adverse impact on our business, financial condition, and prospects.

Risks Related to Our Class A Ordinary Shares

Greenland Technologies Holding Corporation (the “Company” or “Greenland”) designs, develops, manufactures and sells components and products for the global material handling industries.

Through its PRCsubsidiaries subsidiaries,in the PRC, Greenland offers offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports. Forklifts play an important role in the logistic systems of many companies across different industries in China and globally. Generally, industries with the largest demand for forklifts include the transportation, warehousing logistics, electrical machinery, and automobile industries. Greenland’s revenue decreasedincreased from approximately $90.33$83.94 million for the fiscal year ended December 31, 20232024 to $83.94$90.69 million for the fiscal year ended December 31, 2024.2025. The decreaseincrease in revenue was primarily the result of aan decreaseincrease of approximately $6.17$8.07 million in the Company’s sales volume of transmission products for the fiscal year ended December 31, 2024.2025. Nevertheless, basedBased on theits revenues for the fiscal years ended December 31, 20242025 and 2023,2024, Greenland believes believes that it is one of the major developers and manufacturers of transmission products for small and medium-sized forklift trucks in China.

In January 2020, Greenland formed HEVI to focus on the production and sale of electric industrial vehicles to meet the increasing demand for electric industrial vehicles and machinery powered by sustainable energy in order to reduce air pollution and lower carbon emissions. HEVI is a wholly owned subsidiary of Greenland incorporated incorporated under the laws of the State of Delaware. Prior to 2025, HEVI had been manufacturing and selling electric industrial vehicle products. However, substantially all of HEVI’s business operations have been suspended since 2025 due to uncertainty regarding tariff policy. HEVI intends to resume operations once the policy environment stabilizes. HEVI’s electric industrial vehicle products (which it are not currently being offered as a result of the suspension of its operations) include GEF-series electric forklifts, a series of lithium powered forklifts with three models ranging in size from 1.8 tons to 3.5 tons, GEL-1800, a 1.8 ton1.8-ton rated load lithium powered electric wheeled front loader, GEX-8000, an all-electric 8.0 ton rated load lithium powered wheeled excavator, and GEL-5000, an all-electric 5.0 ton rated load lithium wheeled front loader. In addition, in April 2023, HEVI introduced a line of mobile DC battery chargers that support DC powered EV applications in the North America market. These products are available for purchase in the United States (“U.S.”) market. In August 2022, Greenland launched a 54,000 square foot industrial electric vehicle assembly site in Baltimore, Maryland to support local services, assembly and distribution of its electric industrial heavy equipment products line. In July 2024, HEVI announced a partnership with Lonking Holdings Limited to develop and distribute heavy electric machinery and related technology specialized for the U.S. market. In August 2024, HEVI launched its H55L all-electric wheeled front-end loader, which can lift up to six tons in indoor and outdoor applications without the mess and emissions of diesel, and the H65L all-electric wheeled front-end loader, the largesta lithium battery poweredwheeled electric wheelfront-end loader commercially available in North America.loader.

Greenland serves asis the parent company of HEVI and Greenland Holding Enterprises Inc. (“Greenland Holding”), a holding company incorporatedformed in the State of Delaware andon aAugust wholly-owned subsidiary28, of Greenland,2023, which in turnsturn holdsacts 100% ofas the equityholding interestscompany infor Zhongchai Holding (Hong Kong) Limited, a holding company formed under the laws of the Hong Kong Special Administrative Region (“Hong Kong”) on April 23, 2009 (“Zhongchai Holding”). Zhongchai Holding’s subsidiaries include Zhejiang Zhongchai Machinery Co. Ltd., an operating company formed under the laws of the People’s Republic of China (the “PRC” or “China”) in 2005, Hangzhou Greenland Energy Technologies Co., Ltd. (“Hangzhou Greenland”), an operating company formed under the laws of the PRC in 2019, and Hengyu Capital Limited, a company formed in Hong Kong on August 16, 2022 (“Hengyu Capital”). Through Zhongchai Holding and its subsidiaries, Greenland develops and manufactures traditional transmission products for material handling machineriesmachinery in the PRC.

Greenland was incorporated on December 28, 2017 as a British Virgin Islands Islandsbusiness company with limited liability. Following the Business Combination (as described and defined below) in October 2019, the Company changed its name from Greenland Acquisition Corporation to Greenland Technologies Holding Corporation.

Greenland’s revenue decreasedincreased by approximately $6.39$6.75 million, or approximately 7.1%,8.0%, to approximately $90.69 million for the fiscal year ended December 31, 2025, from approximately $83.94 million for the fiscal year ended December 31, 2024, from approximately $90.33 million for the fiscal year ended December 31, 2023.2024. However, excluding the impact of exchange rate fluctuation, our revenue for the fiscal year ended December 31, 20242025 decreasedincreased by approximately 5.6%8.9% compared to the fiscal year ended December 31, 2023.2024. The decreaseincrease in revenue was primarily a result of the decreaseincrease of approximately $6.17$8.07 million in the Company’s sales volume of transmission products for the year ended December 31, 2025. For the fiscal year ended December 31, 2025, the Company sold an aggregate of 166,317 sets of transmission products, compared to 149,597 sets sold in the fiscal year ended December 31, 2024. This represents an increase of approximately 16,720 units, or approximately 11.2%. The sales volume growth was driven by sustained demand from the Company’s customer base in the material handling sector.

Greenland’s cost of goods sold consists primarily of material costs, freight charges, purchasing and receiving costs, inspection costs, warehousing costs, internal transfer costs, wages, employee compensation, amortization, depreciation and related costs, which are directly attributable to Greenland’s production activities. The write down of inventory using net realizable value impairment test is also recorded in cost of goods sold. The total cost of goods sold decreasedincreased by approximately $4.35$0.84 million, or approximately 6.6%,1.4%, to approximately $61.41$62.25 million for the fiscal year ended December 31, 2024,2025, from approximately $65.76$61.41 million for the fiscal year ended December 31, 2023.2024. Cost of goods sold decreasedincreased in fiscal year 20242025 compared to fiscal year 20232024 due to the decreaseincrease in our sales volume.

Greenland’s gross profit decreasedincreased by approximately $2.04$5.91 million, or 8.3%,26.2%, to approximately $22.53$28.45 million for the fiscal year ended December 31, 2024,2025, from approximately $24.58$22.53 million for the fiscal year ended December 31, 2023.2024. For the fiscal years ended December 31, 20242025 and 2023,2024, Greenland’s gross margin was approximately 26.8%31.4% and 27.2%,26.8%, respectively. The decreaseincrease in gross profit in fiscal year 20242025 compared to fiscal year 20232024 was primarily due to the decreaseincrease in our sales volume.

Greenland’s operating expenses consist of selling expenses, general and administrative expenses and research and development expenses. Greenland’s operating expenses were $20.92 million for the fiscal year ended December 31, 2025, representing an increase of 110.5% from $9.94 million for the fiscal year ended December 31, 2024, representing a decrease of 28.0% from $13.80 million for the fiscal year ended December 31, 2023.2024. The decrease increase in operating expenses was primarily due to aan decreaseincrease in the after-salesstock-based servicecompensation fees,expense, research and development expenses and allowance provision for credit lossesinventory in fiscal year 20242025 compared to fiscal year 2023.2024.

Greenland’s selling expenses mainly include operating expenses such as sales staff payroll, traveling expenses and transportation expenses. Selling expenses decreased by $0.17$0.41 million, or 7.4%,19.2%, to approximately $2.15$1.74 million for the fiscal year ended December 31, 2024,2025, from approximately $2.32$2.15 million for the fiscal year year ended December 31, 2023.2024. The decrease in selling expenses was mainly due to a decrease in the after-sales service fees and advertising and marketing expenses for the year ended December 31, 20242025 compared to the year ended December 31, 2023.2024.

Greenland’s general and administrative expenses include management and office staff salaries and employee benefits, depreciation for office facility and office furniture and equipment, travel and entertainment, legal and accounting, consulting fees and other office expenses. General and administrative expenses decreased increased by approximately $1.20 $10.41 million, or approximately 19.8%,214.6%, to approximately $4.85$15.27 million for the fiscal year ended December 31, 2024,2025, from approximately $6.05 $4.85 million for the fiscal year ended December 31, 2023.2024. The decreaseincrease in general and administrative expenses was mainly due to the decrease of approximately $0.98 million increase in allowancestock-based compensation expense, uncollectible accounts written off and provision for credit lossesinventory for the year ended December 31, 2024, 2025, as compared to the year ended December 31, 2023.2024. On April 17, 2025, we issued a total of 3,799,696 ordinary shares and recorded stock-based compensation of approximately $5.55 million.

R&D expenses consist of R&D personnel compensation, costs of materials used in R&D projects, and depreciation costs for research-related equipment. R&D expenses decreasedincreased by approximately $2.49$0.98 million, or 45.9%,33.5%, to approximately $3.92 million for the fiscal year ended December 31, 2025, from approximately $2.94 million for the fiscal year ended December 31, 2024, from approximately $5.42 million for the fiscal year ended December 31, 2023.2024. Such decreaseincrease was primarily attributable to a significant decreaseincrease in the Company’s R&D activities for the fiscal year ended December 31, 2024.2025.

As a result of the foregoing, income from operations for the fiscal year ended December 31, 20242025 was approximately $12.59$7.52 million, representing ana increasedecrease of approximately $1.81$5.07 million, from approximately $10.78 $12.59 million for the fiscal year ended December 31, 2023.2024.

Greenland’s interest expensesincome werewas approximately $0.08$0.68 million for the fiscal year ended December 31, 2024,2025, representing a decrease of approximately $0.17$0.19 million, or 66.4%,21.6%, as compared tofrom approximately $0.25$0.86 million for the fiscal year ended December 31, 2023.2024. The decrease in interest income was primarilybecause dueless tocash awas decreasedeposited ofin our short-term loans forbanks during the fiscal year ended December 31, 2024,2025 as compared to the fiscal year ended December 31, 2023.2024.

Greenland’s government subsidies income was approximately $0.88$0.81 million for the fiscal year ended December 31, 2024,2025, ana increasedecrease of approximately $0.19$0.07 million, as compared to approximately $0.69$0.88 million of government subsidies income for the fiscal year ended December 31, 2023.2024. The increasedecrease was primarily due to ana increasedecrease in policy incentive income for the fiscal year ended December 31, 20242025 as compared to the fiscal year ended December 31, 2023.2024.

Greenland’s other income was approximately $0.66$0.95 million for the fiscal year ended December 31, 2024,2025, aan decreaseincrease of approximately $0.55$0.29 million, or 45.6%, as compared to approximately $0.66 $1.21 million of other income for the fiscal year ended December 31, 2023.2024. The decreaseincrease was primarily due to aan decreaseincrease in gain on forfeiture of deductioncustomer in value-added taxes (“VAT”)advance for the fiscal year ended December 31, 20242025 as compared to the fiscal year ended December 31, 2023.2024.

Greenland’s other PRC subsidiaries are subject to different income tax rates. Hangzhou Greenland, the wholly owned subsidiary of Zhongchai Holding, is subject to the 25% standard income tax raterate. Greenland is a holding company registered in the British Virgin Islands and is not subject to tax on income or capital gains under the current British Virgin Islands law. In addition, upon payment of dividends to its shareholders, the Company will not be subject to any British Virgin Islands withholding tax.

Net Income (Loss)

For the fiscal year ended December 31, 2024,2025, a PRC subsidiary of ours, Zhejiang Zhongchai, paid off approximately $8.56$6.41 million in bankof loans from related parties and maintained $31.03$39.69 million cash on hand. We plan to maintain the current debt structure and rely on governmentally supported loans with lower cost, if necessary.

We believe that the Company has sufficient cash, even with uncertainty in the Company’s manufacturing and sale of electric industrial heavy equipment in the future and decline on sale of transmission products. However, our capital contribution from existing funding sources,sources will be sufficient to operatefund our operations for the next 12 months willmonths. be sufficient. We remain confident and expect to continue to generate positive cash flow from our operations.

Cash equivalents refers to all highly liquid investments purchased with original maturity of three months or less. As of December 31, 2024,2025, Greenland had approximately $6.66$7.78 million of cash and cash equivalents, aan decreaseincrease of approximately $16.32$1.12 million, or 71.02%, as compared to approximately $22.98$6.66 million as of December 31, 2023. 2024. The decrease increase of cash and cash equivalents was mainly due to an increase in shortour termsales investment,volume, as compared to that as of December 31, 2023.2024.

Restricted cash represents the amount held by a bank as security for bank acceptance notes and therefore is not available for use until the bank acceptance notes are fulfilled or expired, which typically takes less than twelve months. As of December 31, 2024,2025, Greenland had approximately $1.95$0.07 million of restricted cash, a decrease of approximately $3.26$1.88 million, or 62.51%, as compared to approximately $5.21$1.95 million as of December 31, 2023.2024. The decrease of restricted cash was due to a decrease in notes payable.payable collateralized by cash.

As of December 31, 2024,2025, Greenland had approximately $15.80$17.26 million of accounts receivables, aan decreaseincrease of approximately $1.55$1.46 million, or 8.96%,9.24%, as compared to approximately $17.35$15.80 million as of December 31, 2023.2024. The decreaseincrease in accounts receivables was due to the decreaseincrease in our sales volume.

Greenland recorded approximately nil0.02 million and and $0.87 millionnil of allowance for expected credit losses as of December 31, 20242025 and 2023,2024, respectively. Greenland conducted an aging analysis of each customer’s delinquent payments to determine whether allowance for expected credit losses is adequate. In establishing the allowance for expected credit losses, Greenland considers historical experience, economic environment, and expected collectability of past due receivables. An estimate of expected credit losses is recorded when collection of the full amount is no longer probable. When bad debts are identified, such debts are written off against the allowance for expected credit losses. Greenland will continuously assess its expected credit losses based on the credit history of and relationships with its customers on a regular basis to determine whether its allowance for expected credit losses on its accounts receivables is adequate. Greenland believes that its collection policies are generally in line with the transmissions industry’s standard in the PRC.

Due from related party was $0.24$1.11 million and $0.23$0.24 million as of December 31, 20242025 and December 31, 2023,2024, respectively. The balance of due from related parties as of December 31, 20242025 and December 31, 20232024 consisted primarily of the following: (i) other receivable from Zhuhai Hengzhong Industrial Investment Fund (Limited Partnership) of $0.24 $0.25 million and $0.23$0.24 million as of December 31, 20242025 and December 31, 2023,2024, respectively, representing a loan to the related party with an annual interest rate of 4.785%.4.785%; (ii) other receivable from Cenntro Inc. was $0.84 million and nil as of December 31, 2025 and December 31, 2024, respectively, representing a loan with an annual interest rate of 7.5% that will mature before April 14, 2026; and (iii) other receivable from Cenntro Enterprise Limited was $0.02 million and nil as of December 31, 2025 and December 31, 2024, respectively, representing expenses paid on behalf of the related party.

As of December 31, 2024,2025, Greenland had approximately $22.74$14.70 million of notes receivables, which we expect will be collected by us within twelve months.months from the date of receipt of such notes. The decrease was approximately $4.40$8.03 million, or 16.21%,35.33%, as compared to approximately $27.14$22.74 million as of December 31, 2023.2024.

Our working capital was approximately $35.11$46.97 million as of December 31, 2024,2025, as compared to $27.27$35.11 million as of December 31, 2023.2024. The increase in working capital of $7.84$11.86 million was primarily primarily contributed to aan decreaseincrease in notesaccounts payable.receivable and short-term investment.

Investing activities resulted a cash outflow of approximately $1.87$0.92 million for the fiscal year ended December 31, 2024.2025. Cash providedused byin investing activities for the fiscal year ended December December 31, 20242025 was mainly due to approximately $0.44$0.53 million used for purchases of long-term assets and approximately $0.70 million in lend to third parties, offset by approximately $0.28 million in repayment of loans lent to third parties, offset by approximately $1.96 million used for purchases of long-term assets.parties.

Investing activities resulted a cash inflowoutflow of approximately $1.07$1.87 million for the fiscal year ended December 31, 2023.2024. Cash providedused byin investing activities for the fiscal year ended December December 31, 20232024 was mainly due to approximately $0.44$1.96 million used for purchases of long-term assets and approximately $0.70 million in proceedslend to fromthird saleparties, ofoffset short-term investment andby approximately $1.84 $0.69 million in repayment of loans lent to third parties, offset by approximately $0.74 million used for purchases of long-term assets.parties.

InflationConcentration Riskrisks

Pursuant to the Share Exchange Agreement, Greenland acquired from Cenntro Holding Limited all of the issued and outstanding equity interests of Zhongchai Holding in exchange for 7,500,000 newly issued ordinary shares, no par value of Greenland, to Cenntro Holding Limited. As a result, Cenntro Holding Limited became the then controlling shareholder of Greenland, and Zhongchai Holding became a directly and wholly owned subsidiary of Greenland. The Business Combination was accounted for documented as a reverse merger effected by a share exchange, wherein Zhongchai Holding is considered the acquirer for accounting and financial reporting purposes.

Pursuant to that certain finder agreement with Hanyi Zhou dated May 29, 2019 (the “Finder Agreement”), 50,000 newly issued ordinary shares were issued to Hanyi Zhou as a finder fee for the Business Combination.

As of MarchJune 31,30, 2026, we had approximately $10.61 $8.98 million of cash and cash equivalents. Historically, we have spent a significant amount of cash on our operational activities, principally to procure raw materials for our subsidiaries’ products. Our short-term loans are from Chinese banks and are generally secured by a portion of our fixed assets, land use rights and/or guarantees by related parties. Certain of these loans are secured against a portion of the shares of our PRC subsidiaries. The term of a majority of such loans is one year. Historically, we rolled over such loans on an annual basis. However, we may not have sufficient funds available to pay all of our borrowings upon maturity in the future. Failure to roll over our short-term borrowings at maturity or to service our debt could result in a transfer of the ownership of a portion of the shares of our PRC subsidiaries to secured lenders, the imposition of penalties, including increases in interest rates, legal actions against us by our creditors, and even insolvency.

During the threesix months ended MarchJune 31,30, 2026 and 2025, our subsidiaries’ five largest customers contributed 39.79%37.95% and 41.27%39.57% of our revenues, respectively. For the threesix months ended MarchJune 31,30, 2026 and 2025, Greenland’s single largest customer, Hangcha Group, accounted for 16.69%13.97% and 17.77%,16.33%, respectively, of Greenland’s total revenue. Other than Hangcha Group, no other single customer individually contributed to more than 10% of our total revenue for the threesix months ended MarchJune 31,30, 2026 and 2025.

Our business is subject to significant risks arising from the trade policies of the United States government with respect to Chinese goods, and the broader relationship between the United States and the PRC. HEVI’s electric industrial heavy equipment products are manufactured using components sourced from and manufactured in the PRC, which are then assembled into finished products in the United States. As a result, U.S. tariff policies on Chinese goods have a direct and material impact on HEVI’s cost structure and business operations. In February 2025, President Donald J. Trump declared a national emergency under the International Emergency Economic Powers Act (“IEEPA”) and announced the imposition of a 10% tariff on all imports from China, citing concerns related to trade imbalances and national security. These tariffs were subsequently lifted following the U.S. Supreme Court’s ruling in Learning Resources in February 2026. A temporary 10% global tariff on imports was separately imposed under Section 122 of the Trade Act of 1974. Tariffs imposed under Section 301 of the Trade Act of 1974 and Section 232 of the Trade Expansion Act of 1962 remain unaffected by the Supreme Court’s ruling and continue to apply to Chinese goods. As of MayJuly 2026, average U.S. tariff rates on Chinese goods remained to be over 30%, excluding exemptions and Section 232 actions, further increasing the cost burden on U.S. importers of PRC-manufactured components and potentially affecting demand for products sourced from the PRC.

Our performance depends upon our subsidiaries’ ability to procure low cost, high qualityhigh-quality raw materials on a timely basis from their suppliers. Our subsidiaries’ suppliers are subject to certain risks, including the availability of raw materials, labor disputes, inclement weather, natural disasters, and general economic and political conditions, which might limit the ability of our subsidiaries’ suppliers to provide low-cost, high-quality merchandise on a timely basis. Furthermore, for these or other reasons, one or more of our subsidiaries’ suppliers might not adhere to our subsidiaries’ quality control standards, and our subsidiaries might not identify the deficiency. Any failure by our subsidiaries’ suppliers to supply quality materials at a reasonable cost on a timely basis could reduce our net sales or profits, damage our reputation and have an adverse effect on our financial condition.

To protect our parents,patents, trademarks and other proprietary rights, we rely on and expect to continue to rely on a combination of physical and electronic security measures and trademark, patent and trade secret protection laws. If the measures we have taken to protect our proprietary rights are inadequate to prevent the use or misappropriation by third parties or such rights are diminished due to successful challenges, the value of our brand and other intangible assets may be diminished and our ability to attract and retain customers may be adversely affected.

We are required under PRC laws to submit filings to the CSRC for our future offerings. However,In connection with our previous share issuance, we submitted the requisite filing documents to the CSRC pursuant to the Trial Measures. We believe that we and our PRC subsidiaries are not currently required to obtain the approval and/or comply with other requirements of the CSRC, the CAC, or other PRC governmental authorities under PRC rules, regulations or policies in connection with our continued listing on Nasdaq. In the event that any such approval is required or that there are other requirements we and/or our PRC subsidiaries are obligated to comply with, we cannot predict whether or how soon we and/or our PRC subsidiaries will be able to obtain such approvals and/or comply with such requirements.

As of the date of this Quarterly Report, we believe we and our PRC subsidiaries are not required to obtain any permission from PRC authorities (including the CSRC and the CAC) to operate our PRC subsidiaries’ business as presently conducted or continue being listed on Nasdaq. As noted above, we previously submitted filing documents to the CSRC in connection with our prior share issuance pursuant to the Trial Measures; however, such filing was made solely in connection with that securities offering and does not reflect any requirement from PRC authorities to operate our PRC subsidiaries’ business or to maintain our continued listing on Nasdaq. Therefore, as of the date of this Quarterly Report, we and our PRC subsidiaries have not applied forfor, and are not required to apply for, any permission or approval from any PRC governmental authority in connection with our offshore listing and, as such, no such permission or approval has been granted or denied. However, if itwe failsfail to comply with the Trial Measures during any future issuance of securities or listing on other stock exchanges outside of China, we may be subjectedsubject to sanctions imposed by the PRC regulatory authorities, and our reputation, financial condition, and results of operations may be materially and adversely affected.

The PRC Criminal Law, as amended by its Amendment 7 (effective on February 28, 2009) and Amendment 9 (effective on November 1, 2015), prohibits institutions, companies and their employees from selling or otherwise illegally disclosing a citizen’s personal information obtained in performing duties or providing services or obtaining such information through theft or other illegal ways. On November 7, 2016, the Standing Committee of the PRC National People’s Congress issued the Cyber Security Law of the PRC, or Cyber Security Law, which became effective on June 1, 2017.2017 and was subsequently amended on October 28, 2025, with such amendments taking effect on January 1, 2026. Pursuant to the Cyber Security Law, network operators must not, without users’ consent, collect their personal information, and may only collect users’ personal information necessary to provide their services. Providers are also obliged to provide security maintenance for their products and services and shall comply with provisions regarding the protection of personal information as stipulated under the relevant laws and regulations.

As an offshore holding company with PRC subsidiaries, we may transfer funds to our PRC subsidiaries or finance our PRC entities by means of loans or capital contributions. Any capital contributions or loans that we, as an offshore entity, make to our PRC subsidiaries, are subject to PRC regulations. Any loans to our PRC subsidiaries, which are foreign-invested enterprises, cannot exceed statutory limits based on the difference between the amount of our investments and registered capital in such subsidiaries, and shall be registered with State Administration of Foreign Exchange, or SAFE, or its local counterparts. Furthermore, any capital increase contributions we make to our PRC subsidiaries, which are foreign-invested enterprises, are subject to the requirement of making necessary reports in Foreign Investment Comprehensive Management Information System, and registration with other government authorities in China. We may not be able to obtain these government registrations or approvals on a timely basis, if at all. If we fail to obtain such approvals or make such registration, our ability to make equity contributions or provide loans to our PRC subsidiaries or to fund their operations may be negatively affected, which may adversely affect their liquidity and ability to fund their working capital and expansion projects and meet their obligations and commitments. As a result, our liquidity and our ability to fund and expand our business may be negatively affected.

Risks Related to Our Class A Ordinary Shares

Nasdaq has recently adopted and proposed new listing rules that could result in the accelerated delisting of our Class A ordinary shares.

Nasdaq has recently adopted andseveral proposed several new continued listing requirements that could subject our Class A ordinary shares to accelerated suspension and delisting proceedings, with limited or no opportunity to cure noncompliance.

We may in the future be the subject of unfavorable allegations made by short sellers. Any such allegations may be followed by periods of instability in the market price of our Class A ordinary shares and negative publicity. If and when we become the subject of any unfavorable allegations, whether such allegations are proven to be true or untrue, we could be required to expend a significant amount of resources to investigate such allegations and/or defend ourselves. While we would strongly defend against any such short seller attacks, we may be constrained in the manner in which we can proceed against the relevant short seller by principles of freedom of speech, applicable federal or state law or issues of commercial confidentiality. Such a situation could be costly and time- consumingtime-consuming and could distract our management from growing our business. Even if such allegations are ultimately proven to be groundless, allegations against us could severely impact our business operations and shareholder’s equity, and the value of any investment in our Class A ordinary shares could be greatly reduced or rendered worthless.

Through its subsidiaries in the PRC, Greenland offers transmission products, which are key components for forklift trucks used in manufacturing and logistic applications, such as factories, workshops, warehouses, fulfilment centers, shipyards, and seaports. Forklifts play an important role in the logistic systems of many companies across different industries in China and globally. Generally, industries with the largest demand for forklifts include transportation, warehousing logistics, electrical machinery, and automobile industries. Greenland’s revenue increased from approximately $21.68 million for the three months ended March 31, 2025 to $25.54$43.40 million for the threesix months ended MarchJune 31,30, 2025 to $55.42 million for the six months ended June 30, 2026. The increase in revenue was primarily the result of an increase of approximately $3.99$12.10 million in the Company’s sales volume of transmission products for the threesix months ended MarchJune 31,30, 2026. Based on its revenues for the threesix months ended MarchJune 31,30, 2026 and 2025, Greenland believes that it is one of the major developers and manufacturers of transmission products for small and medium-sized forklift trucks in China.

Greenland’s transmission products are used in 1-ton to 15-tons forklift trucks, some with mechanical shift and some with automatic shift. Greenland sells these transmission products directly to forklift-truck manufacturers. For the threesix months ended MarchJune 31,30, 2026 and 2025, Greenland sold an aggregate of 46,02799,270 and 38,734 81,642 sets of transmission products, respectively, to more than 100 forklift manufacturers in the PRC.

For the three months ended MarchJune 31,30, 2026 and 2025

Greenland’s revenue was approximately $25.54 $29.88 million for the three months ended MarchJune 31,30, 2026, representing an increase of approximately $3.86$8.16 million, or 17.8%,37.6%, as compared to that of approximately $21.68$21.72 million for the three months ended MarchJune 31,30, 2025. The increase in revenue was primarily aattributable resultto of thean increase of approximately $3.99$8.12 million in the Company’s sales volume of transmission products for the three months ended MarchJune 31, 2026. For the three months ended March 31,30, 2026, the Company sold an aggregate of 46,027 sets of transmission products, compared to 38,734 sets sold in the three months ended March 31, 2025. This represents an increase of approximately 7,293 units, or approximately 18.8%. The sales volume growthwhich was primarily driven by sustaineda favorable shift in product mix toward higher-value hydraulic transmission products and increased demand from the Company’s customer base in the material handling sector. . For the three months ended June 30, 2026, the Company sold an aggregate of 53,243 sets of transmission products, compared to 42,908 sets sold in the three months ended June 30, 2025, representing an increase of approximately 10,335 units, or approximately 24.1%.

Greenland’s cost of goods sold consists primarily of material costs, freight charges, purchasing and receiving costs, inspection costs, internal transfer costs, wages, employee compensation, amortization, depreciation and related costs, which are directly attributable to the Company’s manufacturing activities. The write downwrite-down of inventory using the net realizable value impairment test is also recorded in cost of goods sold. The total cost of goods sold was approximately $16.78$20.34 million for the three months ended MarchJune 31,30, 2026, representing an increase of approximately $1.76$4.37 million, or 11.7%,27.3%, as compared to that of approximately $15.02$15.97 million for the three months ended MarchJune 31,30, 2025. CostThe increase in cost of goods sold increased duewas primarily attributable to the increase in ourthe Company’s sales volume.

Greenland’s gross profit was approximately $8.76 $9.54 million for the three months ended MarchJune 31,30, 2026, representing an increase of approximately $2.10$3.79 million, or 31.5%,65.9%, as compared to that of approximately $6.66$5.75 million for the three months ended MarchJune 31,30, 2025. For the three months ended MarchJune 31,30, 2026 and 2025, Greenland’s gross margins were approximately 34.3%31.9% and 30.7%,26.5%, respectively. The increase in gross profit infor the three months ended March 31,June 30, 2026 as compared to the three months ended MarchJune 31,30, 2025 was primarily dueattributable to the increase in ourthe Company’s sales volume and a shift in Greenland’s the Company’s product mix towardstoward higher valuehigher-value and more sophisticated products, such as hydraulic transmission products.

Selling expenses mainlyconsist compriseprimarily of operating expenses such as sales staff payroll, traveling expenses, and transportation expenses. OurGreenland’s selling expenses were approximately $0.42$1.67 million for the three months ended MarchJune 31,30, 2026, representing an increase of approximately $0.09$0.67 million, or 26.3%,66.8%, as compared to approximately $0.33 $1.00 million for the three months ended MarchJune 31,30, 2025. The increase in selling expenses was mainlyprimarily dueattributable to an increase in theafter-sales shipping expensesservice fees for the three months ended MarchJune 31,30, 20262026, as compared to the three months ended MarchJune 31,30, 2025.

General and administrative expenses compriseconsist of management and staff salaries, employee benefits, depreciation for office facility and office furniture and equipment, travel and entertainment expenses, legal and accounting fees, financial consulting fees, and other office expenses. General and administrative expenses were approximately $1.84 $0.84 million for the three months ended MarchJune 31,30, 2026, representing ana increasedecrease of approximately $0.40$5.79 million, or 28.0%,87.4%, as compared to that of approximately $1.44$6.63 million for the three months ended MarchJune 31,30, 2025. The increasedecrease in general and administrative expenses was mainlyprimarily dueattributable to anthe increase of approximately $0.53 milliondecrease in consultancystock-based feescompensation expense, offset by athe decrease of approximately $0.09 millionincrease in employee salaryprovision for inventory for the three months ended MarchJune 31,30, 2026, as compared to the three months ended MarchJune 31,30, 2025. On May 1, 2025, the Company issued a total of 3,799,696 ordinary shares to employees as compensation and recorded stock-based compensation of approximately $6.95 million.

R&D expenses consist of R&D personnel compensation, costs of materials used in R&D projects, and depreciation costs for research-related equipment. R&D expenses were approximately $0.78$1.05 million for the three months ended MarchJune 31,30, 2026, representing an increase of approximately $0.70$0.60 million, or 855.4%, 135.9%, as compared to that of approximately $0.08$0.44 million for the three months ended MarchJune 31,30, 2025. SuchThe increase was primarily attributable to a significant increase in the Company’s R&D activities during the three months ended MarchJune 31,30, 2026.

Income from operations for the threesix months ended March 31,June 30, 2026 was approximately $5.72$11.70 million, representing an increase of approximately $0.91$9.22 million, as compared to that of approximately $4.81 $2.49 million for the threesix months ended MarchJune 31,30, 2025.

Greenland’s interest income was approximately $0.52 $0.40 million for the threesix months ended MarchJune 31,30, 2026, representing an increase of approximately $0.38$0.08 million, or 268.6%, 27.1%, as compared to that of approximately $0.14$0.31 million for the threesix months ended MarchJune 31,30, 2025. The increase in interest income was becauseprimarily moreattributable to a higher average cash wasbalance depositedmaintained in banksbank deposits during the threesix months ended MarchJune 31,30, 20262026, as compared to the threesix months ended March 31,June 30, 2025.

Greenland’s interest expenses were approximately $0.03 $0.04 million for the threesix months ended MarchJune 31,30, 2026, representing an increase of approximately $0.03$0.04 million, or 100.0%, as compared to nilno interest expenses for the threesix months ended MarchJune 31,30, 2025. The increase was primarily dueattributable to an increase in interest expense incurred on discounted notes during the discounted note for the threesix months ended MarchJune 31,30, 2026, compared to those for the three months ended March 31, 2025.2026.

Greenland’s other income was approximately $0.60 $0.83 million for the threesix months ended MarchJune 31,30, 2026, representing an increase of approximately $0.32$0.38 million, or 112.4%,86.9%, as compared to approximately $0.28$0.44 million for the threesix months ended MarchJune 31,30, 2025. The increase was primarily dueattributable to an increase in government grant income for recognized during the threesix months ended MarchJune 31,30, 2026, as compared to those for the threesix months ended MarchJune 31,30, 2025.

Greenland’s income tax expense was approximately $1.00 $2.24 million for the threesix months ended MarchJune 31,30, 2026, as compared to that of approximately $0.88$1.73 million for the threesix months ended March 31,June 30, 2025.

OurGreenland’s net income was approximately $5.75$10.69 million for the threesix months ended MarchJune 31,30, 2026, representing an increase of approximately $1.19$8.89 million, as compared to that of approximately $4.56 $1.80 million for the threesix months ended MarchJune 31,30, 2025.

For the threesix months ended MarchJune 31,30, 2026, our PRC subsidiary, Zhejiang Zhongchai, paid approximately $1.44$1.46 million in dividends, extended approximately $4.00$11.41 million in loans to third parties, and maintained approximately $10.61$40.01 million in cash on hand. We plan to maintain the current debt structure and rely on government-supported loans at lower cost, if necessary.

Government subsidies mainlyprimarily consist of anincentives incentive granted by the Chinese government to encourage the transformation of fixed assets in China and other miscellaneous subsidies from the Chinese government. Government subsidies are recognized when there is reasonable assurance that the subsidy will be received,received and all conditions be completed.have been met. Total government subsidies recorded under long-term liabilities were $1.04$0.88 million and $1.08 million as of MarchJune 31,30, 2026 and December 31, 2025, respectively.

The Company currently plans to fund its operations mainly primarily through cash flow from its operations, renewal of bank borrowings, additional equity financing, andand, continuationif ofnecessary, continued financial support from its shareholders and affiliates controlled by its principal shareholders, if necessary.shareholders. The Company mightmay implement a stricter policy on sales to less creditworthy customers and plans to continue to improve its collection efforts on accounts with outstanding balances. The Company is actively working with its customers and suppliers and expects to fully collect the remaining balance.balances.

WeThe believeCompany believes that the Companyit has sufficient cash, evencash withto fund its operations, notwithstanding uncertainty in the Company’s manufacturing and sale of electric industrial heavy equipment in the future and potential fluctuations in demand for ourthe Company’s transmission products. WeThe believeCompany ourbelieves its existing funding sources will be sufficient to fund ourits operations for the next 12twelve months. WeThe remainCompany remains confident and expectexpects to continue to generate positive cash flow from ourits operations.

WeThe Company may need additional cash resources in the future, future if the Companyit experiences a failure into collectingcollect accountaccounts receivables,receivable, changes in business conditions, changes in financial conditions, or other developments. WeThe Company may also need additional cash resources,resources if the Companyit wishes to pursue opportunities for investment, acquisition, strategic cooperation, or other similar actions. If the Company’s management and its board of directors determine that the cash required for specific corporate activities exceedexceeds Greenland’s cash and cash equivalents on hand, the Company may issue debt or equity securities to raise cash.additional capital.

Historically, wethe haveCompany has expended considerable resources on building a new factory and paid offrepaying a considerable amount of debt, resulting in lessreduced available cash. However, wethe anticipateCompany anticipates that our its cash flow will continue to improve for the remainder of fiscal year 2026. More specifically, Zhejiang Zhongchai can pledge the deed of its factory as a collateral to banks in order to obtain loans, refinance expiring loans, restructure short-term loans, and fund other working capital needs upon terms acceptable terms to Greenland.

Cash equivalents refer to all highly liquid investments purchased with an original maturity of three months or less. As of MarchJune 31,30, 2026, Greenland had approximately $10.39$8.98 million of cash and cash equivalents, representing an increase of approximately $2.62$1.21 million, or 33.66%,15.5%, as compared to approximately $7.78 million as of December 31, 2025. The increase ofin cash and cash equivalents was mainlyprimarily dueattributable to a decrease in short-term investment,investments, as compared to that as of December 31, 2025.

Restricted cash represents the amountamounts held by a bank as security for bank acceptance notes and therefore is not available for use until the bank acceptance notes are fulfilled or expired, which typically takes less than twelve months. As of MarchJune 31,30, 2026, Greenland had approximately $0.22 million ofno restricted cash, representing an increasea decrease of approximately $0.14$0.07 million, or 200.59%,100.0%, as compared to that of approximately $0.07 million as of December 31, 2025. The increase decrease in restricted cash was dueprimarily attributable to ana increasedecrease in notes payable collateralized by cash.

As of MarchJune 31,30, 2026, Greenland had approximately $25.89 $30.47 million of accounts receivables,receivable, an increase of approximately $8.63$13.22 million, or 50.00%,76.59%, as compared to approximately $17.26 million as of December 31, 2025. The increase in accounts receivable was dueprimarily attributable to the increase in ourthe Company’s sales volume and oura slowed-down effortsmoderation in the Company’s receivables collections.collection efforts.

Greenland recorded approximately $0.02$0.06 million and $0.02 million of allowance for expected credit losses as of MarchJune 31,30, 2026 and December 31, 2025, respectively. Greenland conducted an aging analysis of each customer’s delinquent payments to determine whether allowance for expected credit losses is adequate. In establishing the allowance for expected credit losses, Greenland considers historical experience, economic environment, and expected collectability of past due receivables. An estimate of expected credit losses is recorded when collection of the full amount is no longer probable. When bad debts are identified, such debts are written off against the allowance for expected credit losses. Greenland will continuously assess its expected credit losses based on the credit history of and relationships with its customers on a regular basis to determine whether its allowance for expected credit losses on its accounts receivable is adequate. Greenland believes that its collection policies are generally in line with the transmissions industry’s standard in the PRC.