{"url_path":"/sec/agx/10-k/2026/item-16","section_key":"item-16","section_title":"Item 16 FORM 10-K SUMMARY.**","topic":"sec","document":{"doc_type":"10-K","doc_date":"2026-03-26","source_url":"https://www.sec.gov/Archives/edgar/data/100591/0001104659-26-035216-index.html","accession_number":"0001104659-26-035216","cik":"0000100591","ticker":"AGX","issuer_name":"ARGAN INC","edgar_url":"https://www.sec.gov/Archives/edgar/data/100591/0001104659-26-035216-index.html","primary_entity_key":"0000100591","primary_entity_name":"ARGAN INC"},"word_count":19481,"has_tables":true,"body_markdown":"**ITEM 16. FORM 10-K SUMMARY.**\n\nNone.\n\n​\n\n- 41 -\n\n[Table of Contents](#TOC)\n\n**SIGNATURES**\n\n​\n\nIn accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.\n\n**ARGAN, INC.**\n\n​\n\nMarch 26, 2026\n\nBy:\n\n*/s/ Joshua S. Baugher*\n\n​\n\nJoshua S. Baugher\n\n​\n\nSenior Vice President, Chief Financial Officer and Treasurer\n\n​\n\n(Principal Financial Officer)\n\n​\n\nPursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.\n\n**Name**\n\n**  ​ ​ ​**\n\n**Title**\n\n**  ​ ​ ​**\n\n**Date**\n\n​\n\n​\n\n*/s/ David H. Watson*\n\nPresident and Chief Executive Officer, Director\n\nMarch 26, 2026\n\nDavid H. Watson\n\n(Principal Executive Officer)\n\n​\n\n*/s/ William F. Leimkuhler*\n\n​\n\nChairman of the Board of Directors\n\n​\n\nMarch 26, 2026\n\nWilliam F. Leimkuhler\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n*/s/ Lisa L. Alexander*\n\n​\n\nDirector\n\n​\n\nMarch 26, 2026\n\nLisa L. Alexander\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n*/s/ Cynthia A. Flanders*\n\nDirector\n\nMarch 26, 2026\n\nCynthia A. Flanders\n\n​\n\n​\n\n*/s/ Peter W. Getsinger*\n\nDirector\n\nMarch 26, 2026\n\nPeter W. Getsinger\n\n​\n\n​\n\n*/s/ William F. Griffin*\n\nDirector\n\nMarch 26, 2026\n\nWilliam F. Griffin\n\n​\n\n​\n\n*/s/ John R. Jeffrey*\n\nDirector\n\nMarch 26, 2026\n\nJohn R. Jeffrey\n\n​\n\n​\n\n*/s/ Karen A. Sweeney*\n\nDirector\n\nMarch 26, 2026\n\nKaren A. Sweeney\n\n​\n\n​\n\n*/s/ James W. Quinn*\n\nDirector\n\nMarch 26, 2026\n\nJames W. Quinn\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n- 42 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**INDEX TO CONSOLIDATED FINANCIAL STATEMENTS**\n\n**JANUARY 31, 2026**\n\n​\n\n**The following financial statements (including the notes thereto and the Reports of Independent Registered Public Accounting Firm with respect thereto), are filed as part of this 2026 Annual Report.**\n\n​\n\n**Page Number**\n\n​\n\n​\n\n[Reports of Grant Thornton LLP, Independent Registered Public Accounting Firm](#REPORTOFINDEPENDENTREGISTEREDPUBLICACCOU) (PCAOB ID Number 248)\n\n- 44-\n\n​\n\n​\n\n[Consolidated Statements of Earnings for the years ended January 31, 2026, 2025 and 2024](#CONSOLIDATEDSTATEMENTSOFEARNINGS_289252)\n\n- 47-\n\n​\n\n​\n\n[Consolidated Balance Sheets as of January 31, 2026 and 2025](#CONSOLIDATEDBALANCESHEETS_70744)\n\n- 48-\n\n​\n\n​\n\n[Consolidated Statements of Stockholders’ Equity for the years ended January 31, 2026, 2025 and 2024](#CONSOLIDATEDSTATEMENTSOFSTOCKHOLDERSEQUI)\n\n- 49-\n\n​\n\n​\n\n[Consolidated Statements of Cash Flows for the years ended January 31, 2026, 2025 and 2024](#CONSOLIDATEDSTATEMENTSOFCASHFLOWS_559821)\n\n- 50-\n\n​\n\n​\n\n[Notes to Consolidated Financial Statements](#NOTESTOCONSOLIDATEDFINANCIALSTATEMENTS_7)\n\n- 51-\n\n​\n\n​\n\n- 43 -\n\n[Table of Contents](#TOC)\n\n**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**\n\nBoard of Directors and Stockholders\n\nArgan, Inc.\n\n**Opinion on the financial statements**\n\nWe have audited the accompanying consolidated balance sheets of Argan, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of January 31, 2026 and 2025, the related consolidated statements of earnings, stockholders’ equity, and cash flows for each of the three years in the period ended January 31, 2026, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of January 31, 2026 and 2025, and the results of its operations and its cash flows for each of the three years in the period ended January 31, 2026, in conformity with accounting principles generally accepted in the United States of America.\n\nWe also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the Company’s internal control over financial reporting as of January 31, 2026, based on criteria established in the 2013 *Internal Control—Integrated Framework* issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”), and our report dated March 26, 2026 expressed an unqualified opinion.\n\n**Basis for opinion**\n\nThese consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.\n\n**Critical audit matter**\n\nThe critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.\n\n*Revenue recognition for certain incomplete fixed-price contracts*\n\nAs described in Note 1 and 2 to the consolidated financial statements, the Company recognizes revenues for fixed-price contracts over time using a cost-to-cost input method in which the extent of progress is measured based on the ratio of costs incurred to date to the total estimated costs at completion. In addition, the revenue recognition process requires the Company to determine the transaction price that represents the amount of consideration to which the Company expects to be entitled, which can require estimation of variable consideration related to matters surrounding change orders, claims, bonuses and penalties. We identified revenue recognition for certain incomplete fixed-price contracts as a critical audit matter.\n\nThe principal considerations for our determination that revenue recognition for certain incomplete fixed-price contracts is a critical audit matter are that the estimation of total costs at completion and/or of the total transaction price is subject to\n\n- 44 -\n\n[Table of Contents](#TOC)\n\nconsiderable management judgment which can be challenging, subjective, and complex to audit. In addition, future results related to such estimates may vary significantly from past estimates due to changes in facts and circumstances.\n\nOur audit procedures related to the auditing of certain incomplete fixed-price contract revenues included the following, among others:\n\n●We evaluated the design and tested the operating effectiveness of internal controls over the Company’s estimates of variable consideration and costs at completion utilized in determining revenue recognition for certain incomplete fixed-price contracts.\n\n●For a sample of certain incomplete fixed-price contracts, we inspected contract agreements, related amendments, and change orders. We also tested underlying contractual and financial data for completeness and accuracy.\n\n●We tested amounts that represent variable consideration for a sample of revenue contracts by reviewing underlying contractual terms. We also performed a historical analysis to assess whether inclusion of material unapproved change orders included in the transaction price was reasonable.\n\n●We tested estimates at completion by evaluating the significant assumptions, taking into account the stage of the Company’s progress towards completion of the particular project.\n\n●We agreed a sample of incurred costs allocated to contracts to supporting documentation and recalculated revenues recognized based on the percentage of completion.\n\n●We attended a sample of monthly project review meetings to better understand the performance status of the project and observe management’s review control.\n\n●We performed retrospective audit procedures for a sample of revenue contracts to compare management’s historical estimated margins to the actual margins in order to assess management’s ability to estimate the transaction price and costs at completion.\n\n​\n\n​\n\n/s/ GRANT THORNTON LLP\n\n​\n\n​\n\n​\n\nWe have served as the Company’s auditor since 2006.\n\n​\n\n​\n\n​\n\nArlington, Virginia\n\n​\n\nMarch 26, 2026\n\n​\n\n​\n\n​\n\n- 45 -\n\n[Table of Contents](#TOC)\n\n**REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM**\n\nBoard of Directors and Stockholders\n\nArgan, Inc.\n\n**Opinion on internal control over financial reporting**\n\nWe have audited the internal control over financial reporting of Argan, Inc. (a Delaware corporation) and subsidiaries (the “Company”) as of January 31, 2026, based on criteria established in the 2013*Internal Control—Integrated Framework* issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 31, 2026, based on criteria established in the 2013 *Internal Control—Integrated Framework* issued by COSO.\n\nWe also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (“PCAOB”), the consolidated financial statements of the Company as of and for the year ended January 31, 2026, and our report dated March 26, 2026 expressed an unqualified opinion on those financial statements.\n\n**Basis for opinion**\n\nThe Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\n\nWe conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.\n\n**Definition and limitations of internal control over financial reporting**\n\nA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.\n\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.\n\n​\n\n/s/ GRANT THORNTON LLP\n\n​\n\n​\n\n​\n\nArlington, Virginia\n\n​\n\nMarch 26, 2026\n\n​\n\n​\n\n​\n\n​\n\n​\n\n- 46 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**CONSOLIDATED STATEMENTS OF EARNINGS**\n\n**FOR THE YEARS ENDED JANUARY 31,**\n\n**(In thousands, except per share data)**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\n  ​ ​ ​\n\n**2024**\n\n**REVENUES**\n\n​\n\n$\n\n944,606\n\n​\n\n$\n\n874,179\n\n​\n\n$\n\n573,333\n\nCost of revenues\n\n​\n\n \n\n750,928\n\n​\n\n \n\n733,190\n\n​\n\n \n\n492,499\n\n**GROSS PROFIT**\n\n​\n\n \n\n193,678\n\n​\n\n \n\n140,989\n\n​\n\n \n\n80,834\n\nSelling, general and administrative expenses\n\n​\n\n \n\n58,977\n\n​\n\n \n\n52,794\n\n​\n\n \n\n44,376\n\n**INCOME FROM OPERATIONS**\n\n​\n\n \n\n134,701\n\n​\n\n \n\n88,195\n\n​\n\n \n\n36,458\n\nOther income, net\n\n​\n\n \n\n25,808\n\n​\n\n \n\n23,009\n\n​\n\n \n\n12,475\n\n**INCOME BEFORE INCOME TAXES**\n\n​\n\n \n\n160,509\n\n​\n\n \n\n111,204\n\n​\n\n \n\n48,933\n\nProvision for income taxes\n\n​\n\n \n\n22,735\n\n​\n\n \n\n25,745\n\n​\n\n \n\n16,575\n\n**NET INCOME**\n\n​\n\n​\n\n137,774\n\n​\n\n​\n\n85,459\n\n​\n\n​\n\n32,358\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**OTHER COMPREHENSIVE INCOME, NET OF TAXES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nForeign currency translation adjustments\n\n​\n\n​\n\n4,739\n\n​\n\n​\n\n(2,322)\n\n​\n\n​\n\n(920)\n\nNet unrealized gains (losses) on available-for-sale securities\n\n​\n\n​\n\n2,617\n\n​\n\n​\n\n(619)\n\n​\n\n​\n\n199\n\n**COMPREHENSIVE INCOME**\n\n​\n\n$\n\n145,130\n\n​\n\n$\n\n82,518\n\n​\n\n$\n\n31,637\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**EARNINGS PER SHARE**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nBasic\n\n​\n\n$\n\n10.00\n\n​\n\n$\n\n6.35\n\n​\n\n$\n\n2.42\n\nDiluted\n\n​\n\n$\n\n9.74\n\n​\n\n$\n\n6.15\n\n​\n\n$\n\n2.39\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**WEIGHTED AVERAGE SHARES OUTSTANDING**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nBasic\n\n​\n\n \n\n13,772\n\n​\n\n \n\n13,448\n\n​\n\n \n\n13,365\n\nDiluted\n\n​\n\n \n\n14,147\n\n​\n\n \n\n13,906\n\n​\n\n \n\n13,548\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**CASH DIVIDENDS PER SHARE**\n\n​\n\n$\n\n1.75\n\n​\n\n$\n\n1.35\n\n​\n\n$\n\n1.10\n\nThe accompanying notes are an integral part of these consolidated financial statements.\n\n​\n\n- 47 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**CONSOLIDATED BALANCE SHEETS**\n\n**JANUARY 31,**\n\n**(Dollars in thousands, except per share data)**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n  ​ ​ ​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\n**ASSETS**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**CURRENT ASSETS**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCash and cash equivalents\n\n​\n\n$\n\n339,481\n\n​\n\n$\n\n145,263\n\nInvestments\n\n​\n\n​\n\n555,500\n\n​\n\n​\n\n379,874\n\nAccounts receivable, net\n\n​\n\n \n\n133,677\n\n​\n\n \n\n175,808\n\nContract assets\n\n​\n\n \n\n43,397\n\n​\n\n \n\n28,430\n\nOther current assets\n\n​\n\n \n\n60,202\n\n​\n\n \n\n51,925\n\n**TOTAL CURRENT ASSETS**\n\n​\n\n \n\n1,132,257\n\n​\n\n \n\n781,300\n\nProperty, plant and equipment, net\n\n​\n\n \n\n16,596\n\n​\n\n \n\n14,463\n\nGoodwill\n\n​\n\n \n\n28,033\n\n​\n\n \n\n28,033\n\nIntangible assets, net\n\n​\n\n​\n\n1,450\n\n​\n\n​\n\n1,826\n\nDeferred taxes, net\n\n​\n\n​\n\n—\n\n​\n\n​\n\n552\n\nRight-of-use and other assets\n\n​\n\n​\n\n8,018\n\n​\n\n​\n\n10,053\n\n**TOTAL ASSETS**\n\n​\n\n$\n\n1,186,354\n\n​\n\n$\n\n836,227\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**LIABILITIES AND STOCKHOLDERS’ EQUITY**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**CURRENT LIABILITIES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nAccounts payable\n\n​\n\n$\n\n107,540\n\n​\n\n$\n\n97,297\n\nAccrued expenses\n\n​\n\n \n\n89,748\n\n​\n\n \n\n83,319\n\nContract liabilities\n\n​\n\n \n\n513,969\n\n​\n\n \n\n299,241\n\n**TOTAL CURRENT LIABILITIES**\n\n​\n\n \n\n711,257\n\n​\n\n \n\n479,857\n\nDeferred taxes, net\n\n​\n\n \n\n6,555\n\n​\n\n \n\n—\n\nNoncurrent liabilities\n\n​\n\n​\n\n6,280\n\n​\n\n​\n\n4,513\n\n**TOTAL LIABILITIES**\n\n​\n\n \n\n724,092\n\n​\n\n \n\n484,370\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**COMMITMENTS AND CONTINGENCIES**(see Notes 9 and 10)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**STOCKHOLDERS’ EQUITY**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nPreferred stock, par value $0.10 per share – 500,000 shares authorized; no shares issued and outstanding\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\nCommon stock, par value $0.15 per share – 30,000,000 shares authorized; 15,828,289 shares issued; 13,950,712 and 13,634,214 shares outstanding at January 31, 2026 and 2025, respectively\n\n​\n\n \n\n2,374\n\n​\n\n \n\n2,374\n\nAdditional paid-in capital\n\n​\n\n \n\n167,234\n\n​\n\n \n\n168,966\n\nRetained earnings\n\n​\n\n \n\n406,197\n\n​\n\n \n\n292,698\n\nTreasury stock, at cost – 1,877,577 and 2,194,075 shares at January 31, 2026 and 2025, respectively\n\n​\n\n​\n\n(114,361)\n\n​\n\n​\n\n(105,643)\n\nAccumulated other comprehensive income (loss)\n\n​\n\n​\n\n818\n\n​\n\n​\n\n(6,538)\n\n**TOTAL STOCKHOLDERS’ EQUITY**\n\n​\n\n \n\n462,262\n\n​\n\n \n\n351,857\n\n**TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY**\n\n​\n\n$\n\n1,186,354\n\n​\n\n$\n\n836,227\n\nThe accompanying notes are an integral part of these consolidated financial statements.\n\n​\n\n​\n\n- 48 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY**\n\n**FOR THE YEARS ENDED JANUARY 31, 2026, 2025 AND 2024**\n\n**(Dollars in thousands)**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Common Stock**\n\n​\n\n**Additional**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Accumulated**\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**Outstanding**\n\n**  ​ ​ ​**\n\n**Par**\n\n**  ​ ​ ​**\n\n**Paid-in**\n\n**  ​ ​ ​**\n\n**Retained**\n\n**  ​ ​ ​**\n\n**Treasury**\n\n**  ​ ​ ​**\n\n**Other Comprehensive**\n\n**  ​ ​ ​**\n\n**Total**\n\n​\n\n​\n\n**Shares**\n\n​\n\n**Value**\n\n​\n\n**Capital**\n\n​\n\n**Earnings**\n\n​\n\n**Stock**\n\n​\n\n**Income (Loss)**\n\n​\n\n**Stockholders' Equity**\n\n**Balances, February 1, 2023**\n\n \n\n13,441,590\n\n​\n\n$\n\n2,374\n\n​\n\n$\n\n162,208\n\n​\n\n$\n\n207,832\n\n​\n\n$\n\n(88,641)\n\n​\n\n$\n\n(2,876)\n\n​\n\n$\n\n280,897\n\nNet income\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n32,358\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n32,358\n\nForeign currency translation loss\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(920)\n\n​\n\n​\n\n(920)\n\nNet unrealized gains on available-for-sale securities\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n199\n\n​\n\n​\n\n199\n\nStock compensation expense\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n4,455\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n4,455\n\nStock option exercises and restricted stock unit settlements, net\n\n​\n\n104,090\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(2,480)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n3,577\n\n​\n\n​\n\n—\n\n​\n\n​\n\n1,097\n\nCommon stock repurchases\n\n​\n\n(303,160)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(12,464)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(12,464)\n\nCash dividends\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(14,683)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(14,683)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Balances, January 31, 2024**\n\n \n\n13,242,520\n\n​\n\n​\n\n2,374\n\n​\n\n​\n\n164,183\n\n​\n\n​\n\n225,507\n\n​\n\n​\n\n(97,528)\n\n​\n\n​\n\n(3,597)\n\n​\n\n​\n\n290,939\n\nNet income\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n85,459\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n85,459\n\nForeign currency translation loss\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(2,322)\n\n​\n\n​\n\n(2,322)\n\nNet unrealized losses on available-for-sale securities\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(619)\n\n​\n\n​\n\n(619)\n\nStock compensation expense\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n4,460\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n4,460\n\nStock option exercises and restricted stock unit settlements, net\n\n​\n\n409,245\n\n​\n\n​\n\n—\n\n​\n\n​\n\n323\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(6,591)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(6,268)\n\nCommon stock repurchases\n\n​\n\n(17,551)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(1,524)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(1,524)\n\nCash dividends\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(18,268)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(18,268)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Balances, January 31, 2025**\n\n​\n\n13,634,214\n\n​\n\n​\n\n2,374\n\n​\n\n​\n\n168,966\n\n​\n\n​\n\n292,698\n\n​\n\n​\n\n(105,643)\n\n​\n\n​\n\n(6,538)\n\n​\n\n​\n\n351,857\n\nNet income\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n137,774\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n137,774\n\nForeign currency translation gain\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n4,739\n\n​\n\n​\n\n4,739\n\nNet unrealized gains on available-for-sale securities\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n2,617\n\n​\n\n​\n\n2,617\n\nStock compensation expense\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n7,867\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n7,867\n\nStock option exercises and restricted stock unit settlements, net\n\n​\n\n381,197\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(9,599)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n1,159\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(8,440)\n\nCommon stock repurchases\n\n​\n\n(64,699)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(9,877)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(9,877)\n\nCash dividends\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(24,275)\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(24,275)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Balances, January 31, 2026**\n\n​\n\n13,950,712\n\n​\n\n$\n\n2,374\n\n​\n\n$\n\n167,234\n\n​\n\n$\n\n406,197\n\n​\n\n$\n\n(114,361)\n\n​\n\n$\n\n818\n\n​\n\n$\n\n462,262\n\nThe accompanying notes are an integral part of these consolidated financial statements.\n\n​\n\n​\n\n- 49 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**CONSOLIDATED STATEMENTS OF CASH FLOWS**\n\n**FOR THE YEARS ENDED JANUARY 31,**\n\n**(Dollars in thousands)**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\n  ​ ​ ​\n\n**2024**\n\n**CASH FLOWS FROM OPERATING ACTIVITIES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nNet income\n\n​\n\n$\n\n137,774\n\n​\n\n$\n\n85,459\n\n​\n\n$\n\n32,358\n\nAdjustments to reconcile net income to net cash provided by operating activities\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nStock compensation expense\n\n​\n\n​\n\n7,867\n\n​\n\n​\n\n4,460\n\n​\n\n​\n\n4,455\n\nDepreciation\n\n​\n\n​\n\n1,912\n\n​\n\n​\n\n1,905\n\n​\n\n​\n\n2,013\n\nChanges in accrued interest on investments\n\n​\n\n​\n\n901\n\n​\n\n​\n\n1,237\n\n​\n\n​\n\n(3,899)\n\nNon-cash lease expense\n\n​\n\n \n\n4,261\n\n​\n\n \n\n3,755\n\n​\n\n \n\n1,906\n\nDeferred income tax expense\n\n​\n\n​\n\n6,280\n\n​\n\n​\n\n1,865\n\n​\n\n​\n\n1,333\n\nOther\n\n​\n\n \n\n(1,670)\n\n​\n\n \n\n1,019\n\n​\n\n \n\n720\n\nChanges in operating assets and liabilities\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nAccounts receivable\n\n​\n\n \n\n42,252\n\n​\n\n \n\n(128,608)\n\n​\n\n \n\n2,764\n\nContract assets\n\n​\n\n​\n\n(14,967)\n\n​\n\n​\n\n19,759\n\n​\n\n​\n\n(23,411)\n\nOther assets\n\n​\n\n \n\n(13,258)\n\n​\n\n \n\n(7,681)\n\n​\n\n \n\n(1,004)\n\nAccounts payable and accrued expenses\n\n​\n\n \n\n28,638\n\n​\n\n \n\n66,227\n\n​\n\n \n\n14,830\n\nContract liabilities\n\n​\n\n​\n\n214,728\n\n​\n\n​\n\n118,187\n\n​\n\n​\n\n84,793\n\nNet cash provided by operating activities\n\n​\n\n \n\n414,718\n\n​\n\n \n\n167,584\n\n​\n\n \n\n116,858\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**CASH FLOWS FROM INVESTING ACTIVITIES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nPurchases of short-term investments\n\n​\n\n​\n\n(150,000)\n\n​\n\n​\n\n(175,000)\n\n​\n\n​\n\n(115,000)\n\nMaturities of short-term investments\n\n​\n\n​\n\n150,000\n\n​\n\n​\n\n130,000\n\n​\n\n​\n\n159,750\n\nPurchases of available-for-sale securities\n\n​\n\n​\n\n(226,647)\n\n​\n\n​\n\n(139,922)\n\n​\n\n​\n\n(104,492)\n\nMaturities of available-for-sale securities\n\n​\n\n​\n\n55,000\n\n​\n\n​\n\n19,230\n\n​\n\n​\n\n—\n\nPurchases of property, plant and equipment\n\n​\n\n \n\n(3,877)\n\n​\n\n \n\n(6,583)\n\n​\n\n \n\n(2,756)\n\nRepayment of note receivable\n\n​\n\n​\n\n5,023\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\nIssuance of note receivable\n\n​\n\n​\n\n—\n\n​\n\n​\n\n(5,023)\n\n​\n\n​\n\n—\n\nInvestments in solar energy projects\n\n​\n\n \n\n(11,519)\n\n​\n\n \n\n(16,317)\n\n​\n\n \n\n(5,109)\n\nNet cash used in investing activities\n\n​\n\n \n\n(182,020)\n\n​\n\n \n\n(193,615)\n\n​\n\n \n\n(67,607)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**CASH FLOWS FROM FINANCING ACTIVITIES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCommon stock repurchases\n\n​\n\n​\n\n(9,877)\n\n​\n\n​\n\n(1,524)\n\n​\n\n​\n\n(12,464)\n\nPayments of cash dividends\n\n​\n\n \n\n(24,275)\n\n​\n\n \n\n(18,268)\n\n​\n\n \n\n(14,683)\n\nSettlements of share-based awards, net of withholding taxes paid\n\n​\n\n \n\n(8,440)\n\n​\n\n \n\n(6,268)\n\n​\n\n \n\n1,097\n\nNet cash used in financing activities\n\n​\n\n \n\n(42,592)\n\n​\n\n \n\n(26,060)\n\n​\n\n \n\n(26,050)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**EFFECTS OF EXCHANGE RATE CHANGES ON CASH**\n\n​\n\n​\n\n4,112\n\n​\n\n​\n\n322\n\n​\n\n​\n\n(116)\n\n**NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS**\n\n​\n\n \n\n194,218\n\n​\n\n \n\n(51,769)\n\n​\n\n \n\n23,085\n\n**CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD**\n\n​\n\n​\n\n145,263\n\n​\n\n​\n\n197,032\n\n​\n\n​\n\n173,947\n\n**CASH AND CASH EQUIVALENTS, END OF PERIOD**\n\n​\n\n$\n\n339,481\n\n​\n\n$\n\n145,263\n\n​\n\n$\n\n197,032\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**NON-CASH INVESTING AND FINANCING ACTIVITIES**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nInvestments in solar energy projects not yet paid\n\n​\n\n$\n\n—\n\n​\n\n$\n\n11,519\n\n​\n\n$\n\n3,312\n\nRight-of-use assets obtained in exchange for lease obligations\n\n​\n\n$\n\n5,257\n\n​\n\n$\n\n3,746\n\n​\n\n$\n\n2,444\n\n**SUPPLEMENTAL CASH FLOW INFORMATION**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCash paid for operating leases\n\n​\n\n$\n\n4,154\n\n​\n\n$\n\n3,754\n\n​\n\n$\n\n1,910\n\nThe accompanying notes are an integral part of these consolidated financial statements.\n\n​\n\n- 50 -\n\n[Table of Contents](#TOC)\n\n**ARGAN, INC. AND SUBSIDIARIES**\n\n**NOTES TO CONSOLIDATED FINANCIAL STATEMENTS**\n\n**JANUARY 31, 2026, 2025 AND 2024**\n\n**(Tabular amounts in thousands, except per share data)**\n\n​\n\n**NOTE 1 – DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION**\n\n**Description of the Business**\n\nArgan, Inc. (“Argan”) conducts its construction operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata. Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.”\n\nThrough the Power segment, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The customers include primarily independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements. Customer projects are located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). The Company’s Industrial segment provides on-site services that support new plant construction and additions for industrial facilities primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components, including piping systems and pressure vessels, and performs maintenance turnarounds, shutdowns, and emergency mobilizations. The Company’s Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services for power distribution and information, communication, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic region of the U.S.\n\n**Basis of Presentation and Significant Accounting Policies**\n\nThe Company’s fiscal year ends on January 31 of each year. The consolidated financial statements include the accounts of Argan and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.\n\n*Use of Estimates* – The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, revenues, expenses, and certain financial statement disclosures. Management believes that the estimates, judgments and assumptions upon which it relies are reasonable based upon information available to it at the time that these estimates, judgments and assumptions are made. Estimates are used for, but are not limited to, the Company’s accounting for revenues; the valuation of assets with long and indefinite lives including goodwill; the valuation of restricted stock units; the evaluation of uncertain income tax return positions; the valuation of deferred taxes; the accruals for estimated liabilities, including any losses related to legal matters; and the determination of the allowance for doubtful accounts. Actual results could differ from these estimates.\n\n*Revenue Recognition* – The Company’s accounting for revenues on contracts with customers is based on a single comprehensive five-step model that requires reporting entities to:\n\n1.Identify the contract,\n\n2.Identify the performance obligations of the contract,\n\n3.Determine the transaction price of the contract,\n\n4.Allocate the transaction price to the performance obligations, and\n\n5.Recognize revenue.\n\nThe Company focuses on the transfer of the contractor’s control of the goods and/or services to the customer. When a performance obligation is satisfied over time, the related revenues are recognized over time. The Company’s revenues are recognized primarily under various types of long-term construction contracts, including those for which revenues are based on either a fixed-price or a time-and-materials basis, and primarily over time as performance obligations are satisfied due to the continuous transfer of control to the project owner or other customer.\n\n- 51 -\n\n[Table of Contents](#TOC)\n\nRevenues from fixed-price contracts, including portions of estimated gross profit, are recognized as services are provided, based on costs incurred and estimated total contract costs using the cost-to-cost approach. If, at any time, the estimate of contract profitability indicates an anticipated loss on a contract, the Company will recognize the total loss in the reporting period in which it is identified and the loss amount becomes estimable. Revenues from time-and-materials contracts are recognized when the related services are provided to the customer. For its time-and-materials contracts, the Company is generally able to elect the right-to-invoice practical expedient. This practical expedient permits the Company to recognize revenue equal to the value of the performance completed to date, provided that the Company has a right to invoice the customer.\n\nPredominantly all the Company’s long-term contracts are considered to have a single performance obligation. Although multiple promises to transfer individual goods or services may exist, they are not typically distinct within the context of such contracts because contract promises included therein are interrelated or the contracts require the Company to perform critical integration so that the customer receives a completed project. Warranties provided under the Company’s contracts with customers are assurance-type primarily and are recorded as the corresponding contract work is performed.\n\nThe transaction price for a customer contract represents the value of the contract awarded to the Company that is used to determine the amount of revenue recognized as of the balance sheet date. It may reflect amounts of variable consideration which could be either increases or decreases to the transaction price. These adjustments can be made from time-to-time during the period of contract performance as circumstances evolve related to such variable items as changes in the scope and price of contracts, claims, incentives and liquidated damages.\n\n*Variable Consideration*\n\nVariable consideration includes unapproved change orders where the Company has project-owner directive for additional work or other scope changes but has not yet obtained approval for the associated price or the corresponding additional effort. These amounts are included in the transaction price when it is considered probable that the applicable costs, including those for additional effort, will be recovered through a modification to the contract price. The Company also includes in the corresponding transaction price an estimate of the amount that it expects to receive from claims based on management’s judgment regarding all reasonably available information. Once a final amount has been determined, the transaction price may be revised again to reflect the final resolution.\n\nVariations related to the Company’s contracts typically represent modifications to the existing contracts and performance obligations and do not represent new performance obligations. Actual costs related to any changes in the scope of the corresponding contract are expensed as they are incurred. Changes to total estimated contract costs and losses, if any, are reflected in operating results for the period in which they are determined.\n\nThe Company’s long-term contracts typically have scheduled dates and other performance objectives that if not achieved could subject the Company to liquidated damages. These contract requirements generally relate to specified activities that must be completed by an established date or by the achievement of a specified level of output or efficiency. Each applicable contract defines the conditions under which a project owner may be entitled to any liquidated damages. At the outset of each of the Company’s contracts, the potential amounts of liquidated damages typically are not subtracted from the transaction price as the Company believes that it has included activities in its contract plan, and the associated forecasted contract costs, that will be effective in preventing such damages. Of course, circumstances may change as the Company fulfills the corresponding contract. The transaction price is reduced by an applicable amount when the Company no longer considers it probable that a future reversal of revenues will not occur when the matter is resolved. The Company considers potential liquidated damages, the costs of other related items and potential mitigating factors in determining the adequacy of its regularly updated estimates of the amounts of gross profit expected to be earned on active projects.\n\nIn other cases, the Company may have the grounds to assert liquidated damages against subcontractors, suppliers, project owners or other parties related to a project. Such circumstances may arise when the Company’s activities and progress are adversely affected by delayed or damaged materials, challenges with equipment performance or other events out of the Company’s control where the Company has rights to recourse, typically in the form of liquidated damages. In general, the Company does not adjust the corresponding contract accounting until it is probable that the favorable cost relief will be realized. Such adjustments have been and could be material.\n\nThe Company records adjustments to revenues and profits on contracts, including those associated with contract variations and estimated cost changes, using a cumulative catch-up method. Under this method, the impact of an adjustment to the\n\n- 52 -\n\n[Table of Contents](#TOC)\n\namount of revenues recognized to date is recorded in the period that the adjustment is identified. Estimated variable consideration amounts are determined by the Company based primarily on the single most likely amount in the range of possible consideration amounts. Revenues and profits in future periods of contract performance are recognized using the adjusted amounts of transaction price and estimated contract costs.\n\n*Contract Assets and Liabilities*\n\nThe Company’s timing of revenue recognition may not be consistent with its rights to bill and collect cash from project owners and other customers. Most contracts require payments as the corresponding work progresses that are determined in the manner described therein. Those rights are generally dependent upon advanced billing terms, milestone billings based on the completion of certain phases of work, or when services are performed. On most of the Company’s large contracts, milestone billings that occur early in the corresponding contract terms typically are made in advance of certain significant and related costs being incurred. This results in typically larger contract liability balances early in contract lives that decline over the terms of the corresponding contracts.\n\nThe balances of the Company’s accounts receivable represent amounts billed or billable to customers that have yet to be collected and represent an unconditional right to cash from its customers. Contract assets include amounts that represent the rights to receive payment for goods or services that have been transferred to the customer, with the rights conditional upon something other than the passage of time. Contract liabilities include amounts that reflect obligations to provide goods or services for which payment has been received.\n\nContract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. Retention amounts and the length of retention periods may vary. Retainage amounts related to active contracts are considered current regardless of the term of the applicable contract; such amounts are generally collected by the completion of the applicable contract.\n\n*Remaining Unsatisfied Performance Obligations*\n\nMost of the Company’s customer contracts include the right for customers to terminate contracts for convenience. The value of future work that the Company is contractually obligated to perform pursuant to active customer contracts should not be included in remaining unsatisfied performance obligations (“RUPO”) when the corresponding contracts include termination for convenience clauses without substantial penalties accruing to the customers upon such termination. Management assesses whether the nature of the work being performed under contract is largely service-based and repetitive and should be considered a succession of one-month contracts for the duration of the identified term of the contract. These types of arrangements do not qualify as RUPO. Predominantly, the Company’s customers contract with the Company to construct assets, to fabricate materials, or to perform emergency maintenance or outage services where management believes substantial penalties or costs would be incurred upon a termination for convenience, including the costs of terminating subcontracts, canceling purchase orders and returning or otherwise disposing of delivered materials and equipment. The value of RUPO on customer contracts represents amounts based on contracts or orders received from customers that the Company believes are firm and where the parties are acting in accordance with their respective obligations. The cancellation or termination of contracts for the convenience of customers has not had a material adverse effect on the consolidated financial statements.\n\n*Warranties*\n\nThe Company generally provides assurance-type warranties for work performed under its construction contracts. The warranties cover defects in equipment, materials, design or workmanship, and most warranty periods typically run from nine to twenty-four months after the completion of construction on a particular project. Because of the requirements of the Company’s projects, including project owner inspections of the work both during construction and prior to substantial completion, the Company has not experienced material unexpected warranty costs in the past. Warranty costs are estimated based on experience with the type of work and any known risks related to each completed project. The accruals of liabilities, which are established to cover estimated future assurance-type warranty costs, are recorded as the contracted work is performed, and they are included in the amounts of accrued expenses in the consolidated balances sheets. The liability amounts may be periodically adjusted to reflect changes in the estimated size and number of expected warranty claims.\n\n- 53 -\n\n[Table of Contents](#TOC)\n\n*Allowances for Accounts Receivable* – The Company may extend credit to a customer without requiring tangible collateral based on an evaluation of the customer’s financial condition and other factors. Customer payments on other construction, fabrication, and field service contracts are generally due within 30 days of billing, depending on the negotiated terms of the corresponding contract. Exposure to losses on accounts and notes receivable is expected to differ due to the varying financial condition of each customer. The Company monitors its exposure to credit losses and may establish an allowance for credit losses based on management’s estimate of the loss that is expected to occur over the remaining life of the particular financial asset.\n\n*Cash Equivalents* – The Company considers all liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents.\n\n*Available-For-Sale Securities* – At each balance sheet date, available-for-sale (“AFS”) securities are stated at fair value with unrealized gains and losses, net of income taxes, presented as a component of accumulated other comprehensive income. Interest income, accretion of discounts, amortization of premiums, and realized gains and losses are included in other income, net, in the Company’s consolidated statements of earnings. The Company determines the cost of securities sold based on the specific identification method. The Company determines the appropriate classification of AFS securities based on whether they represent the investment of cash available for current operations, as defined in Accounting Standards Codification (“ASC”) 210-10-45-1 and ASC 210-10-45-2. The classification of the AFS securities is reevaluated at each balance sheet date.\n\nThe Company evaluates whether a decline in the fair value of AFS securities below amortized cost basis is credit-related or due to other factors. If the Company intends to sell the AFS security or it is more likely than not that the Company would be required to sell the AFS security before recovery, impairment is recognized in earnings with a corresponding adjustment to the security’s amortized cost basis. If a portion of the unrealized loss is credit-related, the impairment is recorded as an allowance on the balance sheet with a corresponding adjustment to earnings. Credit recovery is recorded as an adjustment to the allowance and earnings in the period in which credit conditions improve.\n\n*Inventory* – Inventory consists of raw materials held for use in the ordinary course of business and are valued at the lower of cost or net realizable value.\n\n*Shipping and Handling Costs* – Shipping and handling fees billed to customers are included in revenues, while the related costs are included in cost of revenues.\n\n*Property, Plant and Equipment* – Property, plant and equipment are stated at cost less accumulated depreciation. Such assets acquired in a business combination are initially included in the Company’s consolidated balance sheet at fair value. Depreciation amounts are determined using the straight-line method over the estimated useful lives of the assets, other than land. Building and leasehold improvements are amortized on a straight-line basis over the shorter of the estimated useful life of the related asset or the lease term. The costs of maintenance and repairs are expensed as incurred and major improvements are capitalized. When an asset is sold or retired, the cost and related accumulated depreciation amounts are removed from the accounts and the resulting gain or loss is included in earnings.\n\n*Goodwill* – On November 1 of each year, the Company reviews the carrying value of goodwill amounts for impairment. The Company also evaluates amounts of goodwill for impairment at any time when events or changes in circumstances indicate that goodwill value may be impaired.\n\nThe Company identifies a potential impairment loss by comparing the fair value of a reporting unit with the reporting unit’s carrying amount, including goodwill. In the quantitative approach, the fair value of the reporting unit is estimated using various market-based and income-based valuation techniques as applicable in the circumstances. If the fair value of the reporting unit exceeds the related carrying amount, goodwill of the reporting unit is not deemed to be impaired. If the carrying amount of the reporting unit exceeds its fair value, a goodwill impairment loss is recorded in an amount equal to the excess of the unit’s carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit.\n\nAn alternative method allows the Company to first assess qualitative factors to decide whether it is necessary to perform the quantitative goodwill impairment test. It is not required to calculate the fair value of a reporting unit unless management concludes, based on a qualitative assessment, that it is more likely than not that its fair value may be less than the corresponding carrying amount. In conducting the qualitative assessment, the Company considers macroeconomic,\n\n- 54 -\n\n[Table of Contents](#TOC)\n\nindustry, market and entity-specific factors, as well as other relevant factors that could affect the fair value of the reporting unit.\n\n*Long-Lived Assets* – Long-lived assets, consisting primarily of intangible assets with definite lives, right-of-use assets, and property, plant and equipment, are subject to review for impairment whenever events or changes in circumstances indicate that a carrying amount should be assessed. In such circumstances, the Company would compare the carrying value of the long-lived asset to the undiscounted future cash flows expected to result from the use of the asset. If the Company determines that the carrying value of the asset is not recoverable, a loss would be recognized based on the amount by which the carrying value exceeds the fair value of the asset. The Company’s intangible assets with definite lives are amortized over their estimated useful lives using the straight-line method.\n\n*Leases* – The Company determines whether a contract is a lease at the inception of the contract based on whether the contract provides the Company the right to control the use of a physically distinct asset or substantially all the capacity of an asset. Operating lease right-of-use assets and associated lease liabilities are recorded in the balance sheet at the lease commencement date based on the present value of future minimum lease payments to be made over the expected lease term. As the implicit rate is not determinable in most of the Company’s leases, management uses the Company’s incremental borrowing rate at the commencement date in determining the present value of future payments. The expected lease term includes any option to extend or to terminate the lease when it is reasonably certain the Company will exercise such option.\n\nThe Company classifies as short-term leases any lease with an initial noncancellable term of twelve months or less that does not include an option to purchase the underlying asset that the Company is reasonably certain to exercise. Right-of-use assets and lease liabilities related to short-term leases are excluded from the consolidated balance sheets.\n\nUnder certain leases, the Company is obligated to pay property taxes, insurance, and maintenance costs. For leases that contain both lease and non-lease components, fixed and variable payments are allocated to each component relative to observable or estimated standalone prices.\n\n*Income Taxes* – Deferred taxes are recognized using enacted tax rates for the effects of temporary differences between the book and tax bases of assets and liabilities. If management believes that it is more likely than not that some portion or all of a deferred tax asset will not be realized, the carrying value will be reduced by a valuation allowance.\n\nThe Company accounts for uncertain tax positions in accordance with current accounting guidance which prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken, or expected to be taken, on the income tax returns of the Company. Management evaluates and the Company records the effect of any uncertain tax position based on the amount that management deems is more likely than not to be sustained upon examination and ultimate settlement with the tax authorities in the applicable tax jurisdiction.\n\nInterest incurred related to overdue income taxes is included in the provision for income taxes; franchise taxes, other than those based on income, and income tax penalties are included in selling, general and administrative expenses. The amounts of interest that are accrued related to tax refund receivables are recorded in other income, net.\n\n*Tax Credit Investments* – The Company holds equity investments in Solar Tax Credit (“STC”) entities. Primarily, the STC investments are structured as limited liability companies that invest in solar energy projects that are eligible to receive energy tax credits. The Company has elected to use the proportional amortization method (“PAM”) for STC investments that qualify. Under PAM, an investment is amortized in proportion to the allocation of tax benefits received in each period, and the investment amortization and tax benefit amounts are presented net within the provision for income taxes in the Company’s consolidated statements of earnings.  \n\nFor STC investments that do not qualify for PAM, the Company accounts for the investment using the equity method of accounting and includes income and losses related to the investment in other income, net, in the Company’s consolidated statements of earnings. Tax credits, when recognized, are recorded as a reduction of the corresponding investment balance with an offsetting reduction to accrued taxes payable in accordance with the deferral method.\n\n*Share-Based Payments* – The Company measures and recognizes compensation expense for all stock-based awards granted to employees and directors based upon estimates of fair value determined at the grant date of the award. Forfeitures are\n\n- 55 -\n\n[Table of Contents](#TOC)\n\nrecognized when they occur. Share-based compensation expense is included in selling, general and administrative expenses.\n\nThe Company awards restricted stock units and stock options to senior executives, certain other key employees, and members of the Company’s board of directors. For restricted stock units, awardees earn the right to receive shares of common stock as certain performance goals are achieved and/or service periods are satisfied. The Company’s stock awards include time-based restricted stock units (“TRSUs”), total stock return performance-based restricted stock units (“PRSUs”), earnings per share performance-based restricted stock units (“EPRSUs”), and renewable energy performance-based restricted stock units (“RRSUs”). Stock options awarded have exercise prices per share at least equal to the market value per share of the Company’s common stock on the grant date. Stock options have a maximum term of ten years. Typically, stock options are awarded with one-third of each stock option award vesting on each of the first three anniversaries of the corresponding award date.\n\nFor TRSUs, the fair value of each award equals the aggregate market price for the number of shares covered by each award on the date of award. TRSUs awarded by the Company are generally subject to a service-based vesting condition, which is generally three years. For these stock-based awards subject to service-based vesting conditions, the fair value amounts are recorded in stock compensation expense over the three-year contractual lapsing periods for the corresponding restrictions.\n\nThe fair value amounts for PRSUs are determined by using the per share market price of the common stock on the dates of award and by assigning equal probabilities to the thirteen possible payout outcomes at the end of each three-year term, and by computing the weighted average of the outcome amounts. For each award, the estimated fair value amount was calculated to be 88.5% of the aggregate market value of the target number (which is 50% of the maximum number) of shares on the award date. The fair value amounts of PRSUs are recorded in stock compensation expense using the straight-line method over the requisite service period, which is generally three years.\n\nFor EPRSUs and RRSUs, the fair value of each award equals the aggregate market price for the number of shares that, as of the award date, are probable of vesting based on the performance conditions. For EPRSUs, stock compensation expense is recorded using the straight-line method over the requisite service period based on the number of shares that are probable of vesting in accordance with the performance conditions. For RRSUs, compensation expense is recognized using the graded attribution method over the requisite service period when it is probable that the performance conditions will be satisfied.\n\nThe Company estimates the weighted average fair value of stock options on the date of award using a Black-Scholes option pricing model. The Company believes that its past stock option exercise activity is sufficient to provide it with a reasonable basis upon which to estimate the expected life of newly awarded stock options. Risk-free interest rates are determined by blending the rates for three-to-five-year U.S. Treasury notes. The dividend yield is based on the Company’s current annual regular dividend amount. The calculations of the expected volatility factors are based on the monthly closing prices of the Company’s common stock for the five-year periods preceding the dates of the corresponding awards. The compensation expense for each stock option is recognized on a straight-line basis over the corresponding vesting period, which is typically three years.\n\n*Fair Value of Financial Instruments* – ASC Topic 820*, Fair Value Measurement*, establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and to minimize the use of unobservable inputs when measuring fair value. Fair value is the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value:\n\nLevel 1 – Inputs are unadjusted quoted prices in active markets for identical assets or liabilities.\n\nLevel 2 – Inputs are quoted prices for similar assets or liabilities in active markets; or quoted prices for identical or similar assets or liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.\n\nLevel 3 – Inputs are unobservable inputs based on a company’s own assumptions.\n\nThe carrying values presented in the consolidated balance sheets for the Company’s cash, certificates of deposit (“CDs”), accounts receivable and contract assets, and the Company’s current liabilities are reasonable estimates of their fair values due to the short-term nature of these instruments.\n\n- 56 -\n\n[Table of Contents](#TOC)\n\n*Foreign Currency Translation* – The accompanying consolidated financial statements are presented in the currency of the United States (“U.S. Dollars”). The effects of translating the financial statements of the Company’s foreign subsidiaries from their functional currencies into the Company’s reporting currency (U.S. Dollars) are recognized as translation adjustments in accumulated other comprehensive income. There are no applicable income taxes. The translation of assets and liabilities to U.S. Dollars is made at the exchange rate in effect at the consolidated balance sheet date, while equity accounts are translated at historical rates. The translation of the statement of earnings amounts is made monthly based generally on the average currency exchange rate for the month.\n\nForeign currency transactions are remeasured at current exchange rates, with adjustments recorded as foreign currency gains or losses. Net foreign currency gains and losses are included in other income, net, in the consolidated statements of earnings. For the years ended January 31, 2026 (“Fiscal 2026”), 2025 (“Fiscal 2025”) and 2024 (“Fiscal 2024”), such amounts were not material.\n\n*Treasury Stock* – Treasury stock is recorded using the cost method. Incremental direct costs to purchase treasury stock, including excise tax, are included in the cost of the shares acquired. The Company uses the average cost method to account for treasury stock. For shares of treasury stock provided for settlements or sold at a price higher than its cost, the gain is recorded to additional paid-in capital. For shares of treasury stock provided for settlements or sold at a price lower than its cost, the loss is recorded in additional paid-in capital to the extent there are previous net gains included in the account. Any losses greater than that amount are recorded to retained earnings.\n\n*Net Income Per Share* – Basic net income per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. Diluted net income per share is computed similarly; however, the denominator is adjusted for the number of common stock equivalents that would have a dilutive effect using the treasury stock method. If a common stock equivalent is considered anti-dilutive, it is not included. Potentially dilutive common stock equivalents include stock options and restricted stock units.\n\n**RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS**\n\nIn December 2023, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2023-09, *Income Taxes (Topic 740): Improvements to Income Tax Disclosures*, which introduces more detailed requirements for annual disclosures for income taxes. The ASU requires public business entities to present specific categories in the income tax rate reconciliation and to provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 also requires all entities to disclose the amounts of income taxes paid, net of refunds received, disaggregated by federal, state, and foreign jurisdiction. The amendments in this update are effective for fiscal years beginning after December 15, 2024. Early adoption was permitted. Accordingly, the Company adopted the provisions of ASU 2023-09 on a prospective basis beginning with the year ended January 31, 2026. The adoption of the new standard had no impact on the Company’s financial position, results of operations, or cash flows on the date of transition.\n\nIn November 2024, the FASB issued ASU 2024-03, *Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses*, which requires public business entities to disclose specific information about certain costs and expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.\n\nThere are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its consolidated financial statements.\n\n- 57 -\n\n[Table of Contents](#TOC)\n\n**NOTE 2 –****REVENUES FROM CONTRACTS WITH CUSTOMERS**\n\n**Disaggregation of Revenues**\n\nThe following table presents consolidated revenues for Fiscal 2026, Fiscal 2025 and Fiscal 2024, disaggregated by the geographic area where the corresponding projects were located:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nUnited States\n\n$\n\n852,212\n\n​\n\n$\n\n783,107\n\n​\n\n$\n\n334,244\n\nRepublic of Ireland\n\n​\n\n65,009\n\n​\n\n​\n\n81,356\n\n​\n\n​\n\n198,701\n\nUnited Kingdom\n\n \n\n27,385\n\n​\n\n \n\n9,716\n\n​\n\n \n\n40,388\n\nTotals\n\n$\n\n944,606\n\n​\n\n$\n\n874,179\n\n​\n\n$\n\n573,333\n\n​\n\nRevenues for projects located in Ireland and the U.K. are attributed to the Power segment. The major portions of the Company’s consolidated revenues are recognized pursuant to fixed-price contracts with most of the remaining portions earned pursuant to time-and-material contracts. Consolidated revenues are disaggregated by reportable segment in Note 16 to the consolidated financial statements.\n\nThe Company’s revenues primarily are related to construction activities. During Fiscal 2026, the Company recognized approximately $2.1 million in revenues related to project development activities.\n\n**Contract Assets and Liabilities**\n\nDuring Fiscal 2026 and Fiscal 2025, there were no unusual or one-time adjustments to contract asset or contract liabilities balances that were material. The Company recognized the following revenues that were included in the contract liabilities balances at the beginning of the respective fiscal year:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\nRevenues recognized from contract liabilities\n\n$\n\n299,047\n\n​\n\n$\n\n177,254\n\n​\n\nContract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. The amounts retained by project owners and other customers under construction contracts as of January 31, 2026, and 2025 were $54.5 million and $15.8 million, respectively.\n\n**Variable Consideration**\n\nVariable consideration includes unapproved change orders where the Company has project-owner directive for additional work or other scope changes but has not yet obtained approval for the associated price or the corresponding additional effort. These amounts are included in the transaction price when it is considered probable that the applicable costs, including those for additional effort, will be recovered through a modification to the contract price. As of January 31, 2026 and 2025, the aggregate amounts of contract variations, which primarily related to an overseas project and were included in the corresponding transaction prices pending customer approvals, were $11.4 million and $8.0 million, respectively.\n\n**Remaining Unsatisfied Performance Obligations**\n\nAs of January 31, 2026, the Company had RUPO of $2.9 billion. The largest portion of RUPO at any date usually relates to engineering, procurement and construction (“EPC”) services and other construction contracts with typical performance durations of one to four years. The Company estimates that it will recognize approximately 38% of RUPO as revenue during the next 12 months, with substantially all the remaining performance obligations to be recognized within 12 to 24 months thereafter. It is important to note that estimates may be changed in the future and that cancellations, deferrals or scope adjustments may occur related to work included in the amount of RUPO as of January 31, 2026. Accordingly, RUPO may be adjusted to reflect project delays and cancellations, revisions to project scope and cost and foreign currency exchange fluctuations, or to revise estimates, as effects become known. Such adjustments to RUPO may materially reduce future revenues below Company estimates.\n\n- 58 -\n\n[Table of Contents](#TOC)\n\n**Contract Termination**\n\nIn prior fiscal years, the U.K subsidiary of the Company recognized an estimated contract loss related to an overseas project in the amount of approximately $13.4 million, of which $3.4 million was recorded during Fiscal 2025 and the remainder was recorded in Fiscal 2024. The Company’s U.K subsidiary has significant billable receivables, unresolved contract variations and claims for extensions of time, among other issues, related to an overseas project (see Note 10).\n\n​\n\n**NOTE 3 – CASH, CASH EQUIVALENTS AND INVESTMENTS**\n\n**Cash Equivalents**\n\nAs of January 31, 2026 and 2025, certain amounts of cash equivalents were invested in money market funds with assets invested in high-quality money market instruments, including U.S. Treasury obligations; obligations of U.S. government agencies, authorities, instrumentalities or sponsored enterprises; and repurchase agreements secured by such obligations. The balances of accrued dividends as of January 31, 2026 and 2025 were $0.5 million and $0.3 million, respectively.\n\n**Investments**\n\nThe Company’s investments consisted of the following as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\nShort-term investments\n\n​\n\n$\n\n151,901\n\n​\n\n$\n\n153,129\n\nAvailable-for-sale securities\n\n​\n\n​\n\n403,599\n\n​\n\n​\n\n226,745\n\nTotal investments\n\n​\n\n$\n\n555,500\n\n​\n\n$\n\n379,874\n\n​\n\n*Short-Term Investments*\n\nShort-term investments as of January 31, 2026 and 2025, consisted solely of CDs with initial maturities of one year or less purchased from Bank of America, N.A. (the “Bank”). The Company has the intent and ability to hold the CDs until they mature, and they are carried at cost plus accrued interest. The balances of accrued interest on the CDs as of January 31, 2026 and 2025 were $1.9 million and $3.1 million, respectively.\n\n*Available-For-Sale Securities*\n\nThe Company’s AFS securities consisted of the following amounts of amortized cost, allowance for credit losses, gross unrealized gains and losses, and estimated fair value by contractual maturity as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2026**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Allowance for**\n\n​\n\n**Gross**\n\n​\n\n**Gross**\n\n​\n\n**Estimated**\n\n​\n\n​\n\n**Amortized**\n\n​\n\n**Credit**\n\n​\n\n**Unrealized**\n\n​\n\n**Unrealized**\n\n​\n\n**Fair**\n\n​\n\n**  ​ ​ ​**\n\n**Cost**\n\n**  ​ ​ ​**\n\n**Losses**\n\n**  ​ ​ ​**\n\n**Gains**\n\n**  ​ ​ ​**\n\n**Losses**\n\n**  ​ ​ ​**\n\n**Value**\n\nU.S. Treasury notes:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nDue within one year\n\n​\n\n$\n\n45,446\n\n​\n\n$\n\n—\n\n​\n\n$\n\n127\n\n​\n\n$\n\n8\n\n​\n\n$\n\n45,565\n\nDue in one to three years\n\n​\n\n​\n\n77,931\n\n​\n\n​\n\n—\n\n​\n\n​\n\n1,182\n\n​\n\n​\n\n13\n\n​\n\n​\n\n79,100\n\nDue in three to five years\n\n​\n\n​\n\n277,196\n\n​\n\n​\n\n—\n\n​\n\n​\n\n2,192\n\n​\n\n​\n\n454\n\n​\n\n​\n\n278,934\n\nTotals\n\n​\n\n$\n\n400,573\n\n​\n\n$\n\n—\n\n​\n\n$\n\n3,501\n\n​\n\n$\n\n475\n\n​\n\n$\n\n403,599\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2025**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Allowance for**\n\n​\n\n**Gross**\n\n​\n\n**Gross**\n\n​\n\n**Estimated**\n\n​\n\n​\n\n**Amortized**\n\n​\n\n**Credit**\n\n​\n\n**Unrealized**\n\n​\n\n**Unrealized**\n\n​\n\n**Fair**\n\n​\n\n**  ​ ​ ​**\n\n**Cost**\n\n**  ​ ​ ​**\n\n**Losses**\n\n**  ​ ​ ​**\n\n**Gains**\n\n**  ​ ​ ​**\n\n**Losses**\n\n**  ​ ​ ​**\n\n**Value**\n\nU.S. Treasury notes:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nDue within one year\n\n​\n\n$\n\n50,676\n\n​\n\n$\n\n—\n\n​\n\n$\n\n126\n\n​\n\n$\n\n7\n\n​\n\n$\n\n50,795\n\nDue in one to three years\n\n​\n\n​\n\n84,881\n\n​\n\n​\n\n—\n\n​\n\n​\n\n381\n\n​\n\n​\n\n105\n\n​\n\n​\n\n85,157\n\nDue in three to five years\n\n​\n\n​\n\n91,599\n\n​\n\n​\n\n—\n\n​\n\n​\n\n124\n\n​\n\n​\n\n930\n\n​\n\n​\n\n90,793\n\nTotals\n\n​\n\n$\n\n227,156\n\n​\n\n$\n\n—\n\n​\n\n$\n\n631\n\n​\n\n$\n\n1,042\n\n​\n\n$\n\n226,745\n\n​\n\n- 59 -\n\n[Table of Contents](#TOC)\n\nAs of January 31, 2026 and 2025, interest receivable in the amounts of $3.4 million and $2.1 million, respectively, were included in the balances of AFS securities. During Fiscal 2026 and Fiscal 2025, there were no sales of the Company’s AFS securities and, therefore, there were no amounts of gains or losses reclassified out of other comprehensive income into net income.\n\nThe Company does not believe the unrealized losses represent credit losses based on the evaluation of evidence as of January 31, 2026, which includes an assessment of whether it is more likely than not that the Company will be required to sell or intends to sell the investments before recovery of their corresponding amortized cost bases.\n\n**Earnings on Cash and Invested Funds**\n\nThe Company earns interest and dividends on its cash equivalents and invested funds. The Company also earns interest on most of its cash balances. Earnings on invested funds and cash account balances for Fiscal 2026, Fiscal 2025 and Fiscal 2024 were $24.0 million, $21.3 million and $14.1 million, respectively. Earnings on investments are included in other income, net, in the consolidated statements of earnings.\n\nAs of January 31, 2026 and 2025, the weighted average annual yields of the Company’s outstanding invested funds and interest-bearing cash account balances were 3.0% and 4.1%, respectively.\n\n**Concentration Risk**\n\nThe Company has a substantial portion of its cash on deposit in the U.S. with the Bank or invested in CDs purchased from the Bank. In addition, the Company has cash invested in money market funds at separate institutions. The Company maintains with the Bank certain Euro-based bank accounts in Ireland and certain pound sterling-based bank accounts in the U.K. in support of foreign operations. As of January 31, 2026 and 2025, approximately 10% and 1%, respectively, of the Company’s cash, cash equivalents, and investments were held by foreign subsidiaries in Ireland and the U.K. Management does not believe that the combined amounts of the CDs and the cash deposited with the Bank, cash invested in money market funds, and cash balances maintained at financial institutions in Ireland and the U.K., in excess of government-insured levels, represent material risks.\n\n**NOTE 4 – FAIR VALUE MEASUREMENTS**\n\nThe following table presents the Company’s financial instruments as of January 31, 2026 and 2025 that are measured and recorded at fair value on a recurring basis:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2026**\n\n​\n\n**January 31, 2025**\n\n​\n\n​\n\n**Level 1**\n\n​\n\n**Level 2**\n\n​\n\n**Level 3**\n\n​\n\n**Level 1**\n\n​\n\n**Level 2**\n\n​\n\n**Level 3**\n\n​\n\n**  ​ ​ ​**\n\n**Inputs**\n\n**  ​ ​ ​**\n\n**Inputs**\n\n​\n\n**Inputs**\n\n**  ​ ​ ​**\n\n**Inputs**\n\n​\n\n**Inputs**\n\n**  ​ ​ ​**\n\n**Inputs**\n\nCash equivalents:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nMoney market funds\n\n​\n\n$\n\n149,597\n\n​\n\n$\n\n—\n\n​\n\n$\n\n—\n\n​\n\n$\n\n93,067\n\n​\n\n$\n\n—\n\n​\n\n$\n\n—\n\nAvailable-for-sale securities:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nU.S. Treasury notes\n\n​\n\n​\n\n—\n\n​\n\n​\n\n403,599\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n226,745\n\n​\n\n​\n\n—\n\nTotals\n\n​\n\n$\n\n149,597\n\n​\n\n$\n\n403,599\n\n​\n\n$\n\n—\n\n​\n\n$\n\n93,067\n\n​\n\n$\n\n226,745\n\n​\n\n$\n\n—\n\n​\n\n**NOTE 5 – ACCOUNTS RECEIVABLE**\n\nAccounts receivable includes amounts that have been billed and amounts that are billable to customers. As of January 31, 2026 and 2025, there were billable amounts related to an overseas project in the total amount of $25.5 million and $23.1 million, respectively, including the expected refund of the amount of the letter of credit draw identified in Note 10.\n\nThe amount of the provision for credit losses for Fiscal 2026, Fiscal 2025 and Fiscal 2024 were insignificant. The allowance for credit losses as of January 31, 2026 was insignificant. The allowance for credit losses was $1.9 million as of January 31, 2025.\n\n- 60 -\n\n[Table of Contents](#TOC)\n\n**NOTE 6 – INTANGIBLE ASSETS**\n\n**Goodwill**\n\nThe Company used a qualitative approach to assess goodwill impairment for its reporting units that had goodwill as of November 1, 2025 and 2024. At each date, the Company concluded that it was more likely than not that the fair value of the respective reporting unit exceeded its corresponding carrying value. Accordingly, the Company determined that a quantitative impairment assessment was not necessary. The changes in the balances of the Company’s goodwill by reportable segment for Fiscal 2026 and Fiscal 2025 were as follows:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Power**\n\n**  ​ ​ ​**\n\n**Industrial**\n\n**  ​ ​ ​**\n\n**Teledata**\n\n**  ​ ​ ​**\n\n**Totals**\n\nGoodwill as of February 1, 2024\n\n​\n\n$\n\n18,476\n\n​\n\n$\n\n9,467\n\n​\n\n$\n\n90\n\n​\n\n$\n\n28,033\n\nImpairment losses\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\n​\n\n​\n\n—\n\nGoodwill as of January 31, 2025\n\n​\n\n​\n\n18,476\n\n​\n\n​\n\n9,467\n\n​\n\n​\n\n90\n\n​\n\n​\n\n28,033\n\nImpairment losses\n\n​\n\n​\n\n—\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\n​\n\n​\n\n—\n\nGoodwill as of January 31, 2026\n\n​\n\n$\n\n18,476\n\n​\n\n$\n\n9,467\n\n​\n\n$\n\n90\n\n​\n\n$\n\n28,033\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nBalances, January 31, 2026:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nGoodwill\n\n​\n\n$\n\n22,525\n\n​\n\n$\n\n14,365\n\n​\n\n$\n\n90\n\n​\n\n$\n\n36,980\n\nAccumulated impairment losses\n\n​\n\n \n\n(4,049)\n\n​\n\n \n\n(4,898)\n\n​\n\n \n\n—\n\n​\n\n \n\n(8,947)\n\nGoodwill as of January 31, 2026\n\n​\n\n$\n\n18,476\n\n​\n\n$\n\n9,467\n\n​\n\n$\n\n90\n\n​\n\n$\n\n28,033\n\n​\n\nFor income tax reporting purposes, the 15-year straight-line amortization of goodwill related to acquisitions in the approximate amount of $16.5 million was completed during Fiscal 2024. The other amounts of the Company’s goodwill are not amortizable for income tax reporting purposes.\n\n**Intangible Assets**\n\nThe Company’s intangible assets, other than goodwill, relate primarily to the Industrial segment and consisted of the following as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2026**\n\n​\n\n**January 31, 2025**\n\n​\n\n​\n\n**Estimated**\n\n​\n\n**Gross**\n\n​\n\n**Accumulated**\n\n​\n\n**Net**\n\n​\n\n**Gross**\n\n​\n\n**Accumulated**\n\n​\n\n**Net**\n\n​\n\n**  ​ ​ ​**\n\n**Useful Life**\n\n**  ​ ​ ​**\n\n**Amounts**\n\n**  ​ ​ ​**\n\n**Amortization**\n\n**  ​ ​ ​**\n\n**Amounts**\n\n**  ​ ​ ​**\n\n**Amounts**\n\n**  ​ ​ ​**\n\n**Amortization**\n\n**  ​ ​ ​**\n\n**Amounts**\n\nTrade name\n\n​\n\n15 years\n\n​\n\n$\n\n4,499\n\n​\n\n$\n\n3,049\n\n​\n\n$\n\n1,450\n\n​\n\n$\n\n4,499\n\n​\n\n$\n\n2,749\n\n​\n\n$\n\n1,750\n\nCustomer relationships\n\n​\n\n10 years\n\n​\n\n​\n\n916\n\n​\n\n​\n\n916\n\n​\n\n​\n\n—\n\n​\n\n​\n\n916\n\n​\n\n​\n\n840\n\n​\n\n​\n\n76\n\nTotals\n\n​\n\n​\n\n​\n\n$\n\n5,415\n\n​\n\n$\n\n3,965\n\n​\n\n$\n\n1,450\n\n​\n\n$\n\n5,415\n\n​\n\n$\n\n3,589\n\n​\n\n$\n\n1,826\n\n​\n\nThere were no additions to intangible assets during Fiscal 2026 or Fiscal 2025. In addition, there were no impairment losses related to the assets for Fiscal 2026, Fiscal 2025 or Fiscal 2024. Amortization expense related to intangible assets was $0.4 million for each of Fiscal 2026, Fiscal 2025 and Fiscal 2024.\n\nEstimated future amortization expense for intangible assets as of January 31, 2026 is as follows:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n  ​ ​ ​\n\n**Amortization**\n\n**Years Ending January 31,**\n\n​\n\n**Expense**\n\n2027\n\n  ​ ​ ​\n\n$\n\n300\n\n2028\n\n​\n\n \n\n300\n\n2029\n\n​\n\n \n\n300\n\n2030\n\n​\n\n \n\n300\n\n2031\n\n​\n\n​\n\n250\n\nThereafter\n\n​\n\n​\n\n—\n\nTotal\n\n​\n\n$\n\n1,450\n\n​\n\n- 61 -\n\n[Table of Contents](#TOC)\n\n**NOTE 7 – PROPERTY, PLANT AND EQUIPMENT, NET**\n\nProperty, plant and equipment consisted of the following as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**Useful Life**\n\nLand and improvements\n\n​\n\n$\n\n936\n\n​\n\n$\n\n936\n\n​\n\nImprovements 5-20 Years\n\nBuilding and improvements\n\n​\n\n \n\n12,864\n\n​\n\n \n\n11,412\n\n​\n\nBuildings 20-50 Years(1)\n\nFurniture, machinery and equipment\n\n​\n\n \n\n18,537\n\n​\n\n \n\n17,386\n\n​\n\n2 - 20 Years\n\nTrucks, trailers and other vehicles\n\n​\n\n \n\n5,601\n\n​\n\n \n\n5,856\n\n​\n\n3 - 10 Years\n\n​\n\n​\n\n \n\n37,938\n\n​\n\n \n\n35,590\n\n​\n\n​\n\nAccumulated depreciation\n\n​\n\n \n\n(21,342)\n\n​\n\n \n\n(21,127)\n\n​\n\n​\n\nProperty, plant and equipment, net\n\n​\n\n$\n\n16,596\n\n​\n\n$\n\n14,463\n\n​\n\n​\n\n​\n\n(1)Leasehold improvements are depreciated over the shorter of the useful life of the leasehold improvement or the lease term.\n\nProperty, plant and equipment, net, disaggregated by geographic area as of January 31, 2026 and 2025 are as follows:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\nUnited States\n\n​\n\n$\n\n14,550\n\n​\n\n$\n\n12,515\n\nRepublic of Ireland\n\n​\n\n \n\n1,999\n\n​\n\n \n\n1,850\n\nUnited Kingdom\n\n​\n\n \n\n47\n\n​\n\n \n\n98\n\nProperty, plant and equipment, net\n\n​\n\n$\n\n16,596\n\n​\n\n$\n\n14,463\n\n​\n\nDepreciation expense for property, plant and equipment was $1.9 million, $1.9 million and $2.0 million for Fiscal 2026, Fiscal 2025 and Fiscal 2024, respectively. The costs of maintenance and repairs were $1.8 million, $1.5 million and $1.6 million for Fiscal 2026, Fiscal 2025 and Fiscal 2024, respectively. Depreciation expense and maintenance and repair costs were recorded primarily in selling, general and administrative expenses.\n\n**NOTE 8 – FINANCING ARRANGEMENTS**\n\nOn May 24, 2024, the Company and the Bank executed the Second Amended and Restated Replacement Credit Agreement with an expiration date of May 31, 2027 (the “Credit Agreement”), which was amended on October 23, 2025. The Credit Agreement has a base lending commitment amount of $35.0 million and establishes the interest rate for revolving loans at the Secured Overnight Financing Rate (“SOFR”) plus 1.85%. In addition to the base commitment, the credit facility includes an accordion feature that allows for an additional commitment amount of $30.0 million, subject to certain conditions. The Company may use the borrowing ability to cover other credit instruments issued by the Bank for the Company’s use in the ordinary course of business as defined in the Credit Agreement. Further, on May 31, 2024, the Company entered a companion facility, in the amount of $25.0 million, pursuant to which an overseas subsidiary of the Company may cause the Bank’s European entity to issue letters of credit on its behalf that will be secured by a blanket parent company guarantee that was issued by Argan to the Bank.\n\nAs of January 31, 2026 and 2025, the Company did not have any borrowings outstanding under the Credit Agreement. However, the Bank has issued a letter of credit in the outstanding amount of $0.3 million as of January 31, 2026. As of January 31, 2025, there were no outstanding letters of credit issued under the credit facilities.\n\nThe Company has pledged most of its assets to secure its financing arrangements. The Bank’s consent is not required for acquisitions, divestitures, cash dividends or significant investments if certain conditions are met. The Credit Agreement requires that the Company comply with certain financial covenants at its fiscal year-end and at each fiscal quarter-end. The Credit Agreement includes other terms, covenants and events of default that are customary for a credit facility of its size and nature, including a requirement to achieve positive adjusted earnings before interest, taxes, depreciation and amortization, as defined, over each rolling twelve-month measurement period. As of January 31, 2026, the Company was in compliance with the covenants and other requirements of the Credit Agreement.\n\n- 62 -\n\n[Table of Contents](#TOC)\n\n**NOTE 9 – COMMITMENTS**\n\n**Leases**\n\nThe Company’s leases are primarily operating leases that cover office space, expiring on various dates through December 2031, and certain equipment used by the Company in the performance of its construction services contracts. Some of these equipment leases may be embedded in broader agreements with subcontractors or construction equipment suppliers. The Company has no material finance leases. None of the operating leases includes significant amounts for incentives, rent holidays or price escalations.\n\nAs of January 31, 2026 and 2025, right-of-use assets were $6.3 and $5.3 million, respectively. Operating lease expense amounts are recorded on a straight-line basis over the expected lease terms. Operating lease expense amounts for Fiscal 2026, Fiscal 2025 and Fiscal 2024 were $4.3 million, $3.8 million and $1.9 million, respectively.\n\nThe following is a schedule of future minimum lease payments for the operating leases that were recognized in the consolidated balance sheet as of January 31, 2026:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Operating Lease**\n\n**Years ending January 31,**\n\n​\n\n**Commitments**\n\n2027\n\n  ​ ​ ​\n\n$\n\n2,860\n\n2028\n\n​\n\n​\n\n2,027\n\n2029\n\n​\n\n​\n\n1,009\n\n2030\n\n​\n\n​\n\n703\n\n2031\n\n​\n\n​\n\n338\n\nThereafter\n\n​\n\n​\n\n173\n\nTotal lease payments\n\n​\n\n​\n\n7,110\n\nLess imputed interest\n\n​\n\n​\n\n723\n\nPresent value of lease payments\n\n​\n\n​\n\n6,387\n\nLess current portion (included in accrued expenses)\n\n​\n\n​\n\n2,516\n\nNoncurrent portion (included in noncurrent liabilities)\n\n​\n\n$\n\n3,871\n\n​\n\nThe following table presents summary information for the Company’s lease terms and discount rates for its operating leases as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\nWeighted average remaining lease term\n\n​\n\n​\n\n38 months\n\n​\n\n​\n\n40 months\n\n​\n\nWeighted average discount rate\n\n​\n\n​\n\n5.8\n\n%\n\n​\n\n5.0\n\n%\n\n​\n\nThe Company also uses equipment and occupies other facilities under short-term rental agreements. Rent expense amounts incurred under short-term rentals were $14.9 million, $17.0 million and $9.5 million for Fiscal 2026, Fiscal 2025 and Fiscal 2024, respectively. Most of these amounts relate to the rental of construction equipment and temporary facilities and, as such, are included in cost of revenues in the accompanying consolidated statements of earnings.\n\n**Performance Bonds and Guarantees**\n\nIn the normal course of business and for certain major projects, the Company may be required to obtain surety or performance bonding, to cause the issuance of letters of credit, or to provide parent company guarantees (or some combination thereof) in order to provide performance assurances to clients on behalf of its contractor subsidiaries. As these subsidiaries are wholly owned, any actual liability is ordinarily reflected in the financial statement account balances determined pursuant to the Company’s accounting for contracts with customers. When sufficient information about claims on guaranteed or bonded projects become available and monetary damages or other costs or losses would be determined to be probable, the Company would record such losses.\n\nAs of January 31, 2026, the estimated amount of the Company’s unsatisfied bonded performance obligations covering all subsidiaries was approximately $0.5 billion. As of January 31, 2026, the outstanding amount of bonds covering other risks, including warranty obligations and contract payment retentions related to completed activities, was $44.7 million.\n\n- 63 -\n\n[Table of Contents](#TOC)\n\n**Employee Benefit Plans**\n\nThe Company maintains 401(k) savings plans pursuant to which the Company makes matching and discretionary contributions for the eligible and participating employees. The Company’s expense amounts related to these defined contribution plans were approximately $3.9 million, $3.4 million and $2.9 million for Fiscal 2026, Fiscal 2025 and Fiscal 2024, respectively. The Company also maintains nonqualified plans whereunder the payments of certain amounts of incentive compensation earned by key employees are deferred for periods of four to seven years; payments are conditioned on continuous employment. The Company also maintains a nonqualified plan whereunder key employees may elect to defer portions of their compensation for periods ranging from one year to retirement.\n\n**NOTE 10 – LEGAL CONTINGENCIES**\n\nIn the normal course of business, the Company may have pending claims and legal proceedings. The Company maintains accrued expense balances for the estimated amounts of legal costs expected to be billed related to any significant matter. In the opinion of management, based on information available at this time, there are no current claims and proceedings that would have a material adverse effect on the consolidated financial statements. However, the outcomes of such legal claims and proceedings are subject to inherent uncertainties.\n\nIn March 2025, the U.K. subsidiary of the Company sued EP NI Energy Limited and EP UK Investment Limited (together referred to as “EP”) in the High Court of Justice, Business and Property Courts of England and Wales for EP’s breach of contract and failure to remedy various events which negatively impacted the schedule and costs of an overseas project, resulting in EP receiving the benefits of the construction efforts of the Company’s U.K. subsidiary and the corresponding progress on the project without making payments to which the Company’s U.K. subsidiary was contractually entitled. The Company’s U.K. subsidiary provided the project owner notice to terminate because of project owner breaches of the contract. Those breaches were not resolved, as a result of which the contract terminated on May 3, 2024. Subsequently, the project owner made a draw for the full amount of a $10.0 million irrevocable letter of credit, or on-demand performance bond, issued by the Company’s bank. The Company believes the project owner improperly initiated the draw on the bond and, therefore, the amount should be refunded. This amount is included in accounts receivable as of January 31, 2026. The Company’s U.K. subsidiary has significant billable receivables, unresolved contract variations and claims for extensions of time, among other issues, related to an overseas project. The project owner has asserted counterclaims that the Company’s U.K. subsidiary disputes. The Company’s U.K. subsidiary will vigorously assert its rights and claims to recover its lost value and collect any remaining monies owed.\n\n**NOTE 11 – STOCK-BASED COMPENSATION**\n\nOn June 23, 2020, the Company’s stockholders approved the adoption of the 2020 Stock Plan (the “2020 Plan”), and the allocation of 500,000 shares of the Company’s common stock for issuance thereunder. On June 20, 2023, the Company’s stockholders approved an allocation of an additional 500,000 shares for issuance under the 2020 Plan. The Company’s board of directors may make share-based awards under the 2020 Plan to officers, directors and key employees. The 2020 Plan replaced the 2011 Stock Plan (the “2011 Plan”); the Company’s authority to make awards pursuant to the 2011 Plan expired during July 2021. Together, the 2020 Plan and the 2011 Plan are hereinafter referred to as the “Stock Plans.”\n\nStock awards may include nonqualified stock options, incentive stock options, and restricted or unrestricted stock. The specific provisions for each award are documented in a written agreement between the Company and the awardee. As of January 31, 2026, there were 720,747 shares of common stock reserved for issuance under the Stock Plans; this number includes 411,344 shares of common stock available for future awards under the 2020 Plan.\n\nStock-based compensation expense amounts for Fiscal 2026, Fiscal 2025, and Fiscal 2024, were $7.9 million, $4.5 million and $4.5 million, respectively. As of January 31, 2026, there was $10.1 million in unrecognized compensation cost related to outstanding stock awards that the Company expects to expense over the next three years.\n\n**Restricted Stock Units**\n\nDuring Fiscal 2026, the Company awarded PRSUs covering a target of 5,500 shares of common stock, EPRSUs covering a target of 16,450 shares of common stock, RRSUs covering a target of 2,500 shares of common stock, and TRSUs covering 32,350 shares of common stock. The number of shares of common stock to be issued under certain awards may exceed the number of target shares if certain performance goals are exceeded. The changes in the maximum number of\n\n- 64 -\n\n[Table of Contents](#TOC)\n\nshares of common stock issuable pursuant to outstanding restricted stock units for Fiscal 2026 are presented below (shares in thousands):\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n  ​ ​ ​\n\n**Weighted-**\n\n​\n\n​\n\n​\n\n​\n\n**Average**\n\n​\n\n​\n\n​\n\n​\n\n**Grant-Date**\n\n​\n\n​\n\n​\n\n​\n\n**Fair Value**\n\n​\n\n​\n\n**Shares**\n\n​\n\n**Per Share**\n\nOutstanding, January 31, 2025\n\n​\n\n271\n\n​\n\n$\n\n32.69\n\nGranted\n\n​\n\n85\n\n​\n\n​\n\n85.84\n\nIssued\n\n​\n\n(124)\n\n​\n\n​\n\n31.24\n\nForfeited\n\n​\n\n(1)\n\n​\n\n​\n\n15.20\n\nOutstanding, January 31, 2026\n\n​\n\n231\n\n​\n\n​\n\n53.19\n\n​\n\nDuring Fiscal 2025 and 2024, restricted stock units covering a maximum of 85,941 and 128,792 shares were awarded with a weighted-average grant-date fair value per share of $49.46 and $30.46, respectively. The total fair values of restricted stock units that vested and were issued during Fiscal 2026, Fiscal 2025 and Fiscal 2024 were $3.9 million, $3.8 million and $1.8 million, respectively.\n\n**Stock Options**\n\nA summary of stock option activity under the Stock Plans for Fiscal 2026 is presented below (shares in thousands):\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Weighted-**\n\n​\n\n**Weighted-**\n\n​\n\n​\n\n​\n\n​\n\n**Weighted-**\n\n​\n\n**Average**\n\n​\n\n**Average**\n\n​\n\n​\n\n​\n\n​\n\n**Average Exercise**\n\n​\n\n**Remaining**\n\n​\n\n**Grant-Date**\n\n​\n\n​\n\n​\n\n​\n\n**Price**\n\n​\n\n**Contractual**\n\n​\n\n**Fair Value**\n\n​\n\n  ​ ​ ​\n\n**Shares**\n\n  ​ ​ ​\n\n**Per Share**\n\n  ​ ​ ​\n\n**Term (years)**\n\n  ​ ​ ​\n\n**Per Share**\n\nOutstanding, January 31, 2025\n\n \n\n450\n\n​\n\n$\n\n44.72\n\n \n\n4.76\n\n​\n\n$\n\n9.89\n\nGranted\n\n​\n\n4\n\n​\n\n​\n\n148.72\n\n​\n\n​\n\n​\n\n​\n\n​\n\nExercised\n\n​\n\n(376)\n\n​\n\n​\n\n45.44\n\n​\n\n​\n\n​\n\n​\n\n​\n\nOutstanding, January 31, 2026\n\n​\n\n78\n\n​\n\n​\n\n46.58\n\n \n\n5.85\n\n​\n\n​\n\n10.12\n\nExercisable, January 31, 2026\n\n​\n\n64\n\n​\n\n​\n\n39.78\n\n \n\n5.34\n\n​\n\n​\n\n7.97\n\nVested or expected to vest, January 31, 2026\n\n \n\n78\n\n​\n\n​\n\n46.58\n\n \n\n5.85\n\n​\n\n​\n\n10.12\n\n​\n\nA summary of the changes in the number of non-vested options to purchase shares of common stock for Fiscal 2026 is presented below (shares in thousands):\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n  ​ ​ ​\n\n​\n\n​\n\n**Weighted-**\n\n​\n\n​\n\n​\n\n​\n\n**Average**\n\n​\n\n​\n\n​\n\n​\n\n**Grant-Date**\n\n​\n\n​\n\n​\n\n​\n\n**Fair Value**\n\n​\n\n​\n\n**Shares**\n\n  ​ ​ ​\n\n**Per Share**\n\nNon-vested, January 31, 2025\n\n \n\n38\n\n​\n\n$\n\n8.65\n\nGranted\n\n \n\n4\n\n​\n\n​\n\n43.25\n\nVested\n\n \n\n(28)\n\n​\n\n​\n\n7.91\n\nNon-vested, January 31, 2026\n\n \n\n14\n\n​\n\n​\n\n20.13\n\n​\n\nDuring Fiscal 2025 and 2024, stock options covering 6,000 and 20,500 shares of common stock were granted with weighted-average grant-date fair values per share of $13.89 and $8.65, respectively. The total intrinsic value amounts related to the stock options exercised during Fiscal 2026, Fiscal 2025 and Fiscal 2024 were $81.4 million, $34.8 million, and $1.5 million, respectively. As of January 31, 2026, the aggregate intrinsic values of the underlying common stock\n\n- 65 -\n\n[Table of Contents](#TOC)\n\nrelated to outstanding stock options and exercisable stock options that were ‘in-the-money’ were $24.1 million and $20.3 million, respectively.\n\n**Shares Withheld and Treasury Stock**\n\nFor Fiscal 2026, 2025 and 2024, the Company accepted 118,702, 583,337 and 31,066 shares of common stock at the average price per share of $214.85, $80.63 and $47.19, respectively, for the exercise price and/or tax withholding in connection with stock option exercises and other share-based award settlements. For Fiscal 2026, 2025 and 2024, the Company used 381,197, 409,245 and 104,090 shares of treasury stock, respectively, to settle stock option exercises and other share-based awards.\n\n​\n\n**NOTE 12 – INCOME TAXES**\n\nThe following is a summary of income before income taxes for Fiscal 2026, Fiscal 2025 and Fiscal 2024:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nDomestic\n\n​\n\n$\n\n147,689\n\n​\n\n$\n\n107,748\n\n​\n\n$\n\n42,114\n\nForeign\n\n​\n\n​\n\n12,820\n\n​\n\n​\n\n3,456\n\n​\n\n​\n\n6,819\n\nTotal income before income taxes\n\n​\n\n$\n\n160,509\n\n​\n\n$\n\n111,204\n\n​\n\n$\n\n48,933\n\n​\n\nThe components of the provision for income taxes for Fiscal 2026, Fiscal 2025 and Fiscal 2024 are presented below:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nCurrent:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nFederal\n\n​\n\n$\n\n13,294\n\n​\n\n$\n\n18,033\n\n​\n\n$\n\n10,870\n\nState and local\n\n​\n\n \n\n2,014\n\n​\n\n \n\n5,056\n\n​\n\n \n\n1,835\n\nForeign\n\n​\n\n​\n\n1,147\n\n​\n\n​\n\n791\n\n​\n\n​\n\n2,537\n\n​\n\n​\n\n \n\n16,455\n\n​\n\n \n\n23,880\n\n​\n\n \n\n15,242\n\nDeferred:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nFederal\n\n​\n\n \n\n5,586\n\n​\n\n \n\n1,015\n\n​\n\n \n\n(923)\n\nState and local\n\n​\n\n \n\n859\n\n​\n\n \n\n367\n\n​\n\n \n\n301\n\nForeign\n\n​\n\n​\n\n(165)\n\n​\n\n​\n\n483\n\n​\n\n​\n\n1,955\n\n​\n\n​\n\n \n\n6,280\n\n​\n\n \n\n1,865\n\n​\n\n \n\n1,333\n\nProvision for income taxes\n\n​\n\n$\n\n22,735\n\n​\n\n$\n\n25,745\n\n​\n\n$\n\n16,575\n\n​\n\nThe amounts of interest and penalties related to income taxes that were incurred by the Company during Fiscal 2026, Fiscal 2025, and Fiscal 2024 were not material.\n\nThe Company adopted ASU 2023-09 on a prospective basis beginning with the year ended January 31, 2026. The following table reconciles the amount of income taxes computed by applying the 21% statutory U.S. federal income tax rate to the consolidated amount of income before income taxes to the Company’s provision for income taxes presented in the consolidated statements of earnings in accordance with ASU 2023-09 for Fiscal 2026:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n​\n\n**Amount**\n\n​\n\n**Percent**\n\n​\n\nU.S. statutory federal income tax expense\n\n$\n\n33,707\n\n​\n\n21.0\n\n%\n\nState and local income taxes, net of federal tax effect(1)\n\n​\n\n2,063\n\n​\n\n1.3\n\n​\n\nForeign tax effects:\n\n​\n\n​\n\n​\n\n​\n\n​\n\nUnited Kingdom\n\n \n\n​\n\n​\n\n​\n\n​\n\nStatutory rate difference\n\n​\n\n293\n\n​\n\n0.2\n\n​\n\nChange in valuation allowance for NOLs\n\n​\n\n(2,030)\n\n​\n\n(1.3)\n\n​\n\nOther\n\n​\n\n196\n\n​\n\n0.1\n\n​\n\nIreland\n\n​\n\n(315)\n\n​\n\n(0.2)\n\n​\n\nEffect of cross-border tax laws\n\n​\n\n351\n\n​\n\n0.2\n\n​\n\nTax credits:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n- 66 -\n\n[Table of Contents](#TOC)\n\nNet expense related to STC investments\n\n​\n\n251\n\n​\n\n0.2\n\n​\n\nNontaxable or nondeductible items:\n\n​\n\n​\n\n​\n\n​\n\n​\n\nExecutive compensation limitation\n\n​\n\n2,304\n\n​\n\n1.4\n\n​\n\nStock-based compensation windfall\n\n​\n\n(14,742)\n\n​\n\n(9.2)\n\n​\n\nOther\n\n​\n\n657\n\n​\n\n0.5\n\n​\n\nProvision for income taxes\n\n$\n\n22,735\n\n​\n\n14.2\n\n%\n\n(1)For Fiscal 2026, Illinois made up the majority of the state and local income taxes, net of federal tax effect.\n\nThe following table presents the required disclosures prior to the Company’s adoption of ASU 2023-09 and reconciles the amount of income tax computed by applying the 21% statutory U.S. federal income tax rate to the consolidated amounts of income before income taxes to the Company’s provision for income taxes for Fiscal 2025 and Fiscal 2024:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nU.S. statutory federal income tax expense\n\n​\n\n$\n\n23,353\n\n​\n\n$\n\n10,276\n\nDifference resulting from:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nState income taxes, net of federal tax effect\n\n​\n\n \n\n4,284\n\n​\n\n \n\n1,688\n\nExecutive compensation limitation\n\n​\n\n​\n\n1,450\n\n​\n\n​\n\n1,040\n\nAdjustment to valuation for foreign NOLs\n\n​\n\n​\n\n1,404\n\n​\n\n​\n\n5,941\n\nMeals and entertainment expense\n\n​\n\n​\n\n860\n\n​\n\n​\n\n626\n\nForeign tax rate differential\n\n​\n\n​\n\n(793)\n\n​\n\n​\n\n(2,294)\n\nNet benefit related to STC investments\n\n​\n\n​\n\n(1,763)\n\n​\n\n​\n\n(646)\n\nStock-based compensation windfall\n\n​\n\n​\n\n(3,070)\n\n​\n\n​\n\n—\n\nOther permanent differences and adjustments, net\n\n​\n\n​\n\n20\n\n​\n\n \n\n(56)\n\nProvision for income taxes\n\n​\n\n$\n\n25,745\n\n​\n\n$\n\n16,575\n\n​\n\nOn July 4, 2025, the One Big Beautiful Bill Act (the “OBBBA”) was enacted into law. The legislation includes several changes to U.S. federal income tax law that generally allow for more favorable deductibility of certain business expenses beginning in calendar year 2025, including the restoration of immediate expensing for domestic research and development expenditures and the reinstatement of 100% bonus depreciation for qualified property. The OBBBA also includes certain modifications to the U.S. taxation of foreign activity, including changes to rules governing foreign tax credits, Global Intangible Low-Taxed Income (“GILTI”), Foreign-Derived Intangible Income (“FDII”), and the Base Erosion and Anti-Abuse Tax (“BEAT”), among other changes. Most of these modifications to the U.S. taxation of foreign activity are generally effective for tax years beginning after December 31, 2025.\n\nCertain benefits from the OBBBA, such as deducting previously capitalized domestic research and development expenditures, were included in the provision for income taxes for Fiscal 2026. The impacts of these benefits were not material to the provision for income taxes for Fiscal 2026.\n\n**Net Operating Loss (“NOL”) Carryback**    \n\nThe tax changes enacted by the Coronavirus, Aid, Relief and Economic Security Act signed into law in March 2020 (the “CARES Act”) included re-establishing a carryback period for certain losses to five years. The NOLs eligible for carryback under the CARES Act included the Company’s domestic loss for the year ended January 31, 2020 (“Fiscal 2020”). In accordance with the provisions of the CARES Act, the Company filed for income tax refunds totaling approximately $12.7 million during the year ended January 31, 2021 (“Fiscal 2021”), for taxes paid in prior years. These amounts are included in income tax refunds receivable along with related accrued interest.\n\nThe refund claims were primarily attributable to a bad debt deduction recorded during Fiscal 2020. This deduction was selected for examination by the Internal Revenue Service (“IRS”). In January 2026, the IRS concluded its examination and proposed no changes to the Company’s Fiscal 2020 federal income tax return.\n\n**Research and Development Tax Credits**\n\nDuring the year ended January 31, 2023 (“Fiscal 2023”), the Company filed amended federal income tax returns for the year ended January 31, 2022 (“Fiscal 2022”) and Fiscal 2021 that included previously unclaimed research and development tax credits in the total amount of $5.8 million, the benefit of which was recorded net of a provision for uncertain tax return\n\n- 67 -\n\n[Table of Contents](#TOC)\n\npositions in the amount of $2.4 million. In May 2023, the Company received notification that these amended federal income tax returns were selected for examination. In July 2025, the IRS concluded its examination of the Company’s amended federal income tax returns for Fiscal 2022 and Fiscal 2021 and issued its final revenue agents report that disallowed in full the research and development tax credits claimed by the Company for those periods. In August 2025, the Company began the formal process of challenging the IRS’s findings. The Company intends to contest the disallowance and believes it has substantial authority supporting its position. In addition, soon after the IRS issued its final revenue agents report in July 2025, the Company filed a notice of claim under its corresponding tax liability insurance policy.\n\nThe Company has also formally protested the conclusions of a state tax authority that disallowed certain research and development credits claimed on the Company’s tax returns.\n\n**Unrecognized Income Tax Benefits**\n\nChanges in the balances of the contra-asset established for uncertain income tax positions during Fiscal 2026, Fiscal 2025 and Fiscal 2024 are presented below:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nUnrecognized income tax benefits, beginning of fiscal year\n\n​\n\n$\n\n2,553\n\n​\n\n$\n\n2,553\n\n​\n\n$\n\n2,882\n\nIncreases related to prior period income tax positions\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\n​\n\n \n\n78\n\nIncreases related to current period income tax positions\n\n​\n\n​\n\n—\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\nExpirations of statutes of limitations\n\n​\n\n \n\n(93)\n\n​\n\n \n\n—\n\n​\n\n \n\n(407)\n\nSettlements\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\n​\n\n \n\n—\n\nUnrecognized income tax benefits, end of fiscal year\n\n​\n\n$\n\n2,460\n\n​\n\n$\n\n2,553\n\n​\n\n$\n\n2,553\n\n​\n\nGross unrecognized income tax benefits totaled $2.5 million for Fiscal 2026, all of which would affect the Company’s effective income tax rate favorably if recognized.\n\n**Recognition of Foreign NOL Income Tax Benefits**\n\nAs of January 31, 2026, the Company has deferred tax assets in a total amount of approximately $13.7 million related to NOLs of its foreign subsidiaries, primarily the operations of the U.K. subsidiary. Prior to Fiscal 2024, the Company had reserved a portion of the deferred tax assets related to these NOLs. In Fiscal 2024, the unexpected difficulties with an overseas project and the related loss that was incurred by the Company’s U.K. subsidiary caused management to increase the allowance by $2.1 million in Fiscal 2024. During Fiscal 2025, the valuation allowance was increased by $1.4 million related to additional operating losses incurred by the U.K subsidiary during the fiscal year. As of January 31, 2026, the deferred tax assets associated with NOLs of the Company’s U.K. subsidiary remain fully offset by a valuation allowance.\n\n- 68 -\n\n[Table of Contents](#TOC)\n\n**Deferred Taxes**\n\nThe tax effects of temporary differences that are reflected in deferred taxes as of January 31, 2026 and 2025 included the following:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**  ​ ​ ​**\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\nAssets:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nNet operating loss carryforwards\n\n​\n\n$\n\n18,952\n\n​\n\n$\n\n19,635\n\nAccrued expenses\n\n​\n\n​\n\n1,623\n\n​\n\n​\n\n1,152\n\nLease liabilities\n\n​\n\n​\n\n1,036\n\n​\n\n​\n\n1,437\n\nStock awards\n\n​\n\n​\n\n1,020\n\n​\n\n​\n\n1,546\n\nResearch and development costs deferral\n\n​\n\n​\n\n—\n\n​\n\n​\n\n2,785\n\nOther\n\n​\n\n \n\n149\n\n​\n\n \n\n139\n\n​\n\n​\n\n \n\n22,780\n\n​\n\n \n\n26,694\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nLiabilities:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nIntangibles\n\n​\n\n​\n\n(3,514)\n\n​\n\n​\n\n(3,882)\n\nConstruction contracts\n\n​\n\n \n\n(3,887)\n\n​\n\n \n\n(914)\n\nProperty and equipment\n\n​\n\n \n\n(1,714)\n\n​\n\n \n\n(1,336)\n\nRight-of-use assets\n\n​\n\n​\n\n(1,072)\n\n​\n\n​\n\n(1,433)\n\nOther\n\n​\n\n​\n\n(1,130)\n\n​\n\n​\n\n(385)\n\n​\n\n​\n\n \n\n(11,317)\n\n​\n\n \n\n(7,950)\n\nValuation allowances\n\n​\n\n​\n\n(18,018)\n\n​\n\n​\n\n(18,192)\n\nDeferred taxes, net\n\n​\n\n$\n\n(6,555)\n\n​\n\n$\n\n552\n\n​\n\nIn a prior fiscal year, the Company acquired unused NOLs for federal income tax reporting purposes that are subject to limitations imposed by Section 382 of the Internal Revenue Code of 1986, as amended. These losses are subject to annual limits that reduce the aggregate amount of NOLs available to the Company in the future to approximately $5.5 million. These NOLs are available to offset future taxable income and, if not utilized, begin expiring during 2032. The NOL carryforwards related to the Company’s U.K subsidiary do not expire. The Company also has certain NOLs that will be available to the Company for state income tax reporting purposes that are substantially similar to the federal NOLs.\n\nThe Company’s ability to realize deferred tax assets, including those related to the NOLs discussed above, depends primarily upon the generation of sufficient future taxable income to allow for the Company’s use of temporarily deferred deductions and tax planning strategies. If such estimates and assumptions change in the future, the Company may be required to record additional valuation allowances against some or all its deferred tax assets resulting in additional income tax expense. At this time, management believes that it is more likely than not that the Company will realize the benefit of significantly all its deferred tax assets, net of valuation allowances.\n\n**Cash Income Taxes Paid**\n\nThe Company adopted ASU 2023-09 on a prospective basis beginning with the year ended January 31, 2026. The following table presents income taxes paid (net of refunds received) for Fiscal 2026 in accordance with the new standard:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\nFederal\n\n$\n\n11,600\n\nState and local:\n\n​\n\n​\n\nIllinois\n\n \n\n3,166\n\nOther\n\n​\n\n2,040\n\nForeign:\n\n​\n\n​\n\nIreland\n\n \n\n1,191\n\nOther:\n\n​\n\n​\n\nPayments made for STC investments\n\n​\n\n11,519\n\nCash paid for income taxes, net of refunds\n\n$\n\n29,516\n\n​\n\n- 69 -\n\n[Table of Contents](#TOC)\n\nThe amounts of cash paid for income taxes, net of refunds received, were $30.8 million and $14.3 million for Fiscal 2025 and Fiscal 2024, respectively.\n\n**Income Tax Refunds**\n\nAs of January 31, 2026 and 2025, the balances of other current assets in the consolidated balance sheets included income tax refunds receivable related accrued interest, and prepaid income taxes in the total amounts of approximately $36.0 million and $30.9 million, respectively. The income tax refunds receivable include the Company’s NOL carryback refund as described above.\n\n**Income Tax Returns**\n\nThe Company is subject to federal and state income taxes in the U.S., and income taxes in Ireland and the U.K. Tax treatments within each jurisdiction are subject to the interpretation of the related tax laws and regulations which require significant judgments to apply. The Company is no longer subject to income tax examinations by authorities for its fiscal years ended on or before January 31, 2022, except for several notable exceptions including Ireland, the U.K. and several states where the open periods are one year longer.\n\n**Solar Energy Projects**\n\nDuring Fiscal 2026, Fiscal 2025, and Fiscal 2024 the Company made cash investments of approximately $11.5 million, $16.3 million, and $5.1 million in STC investments, respectively, which are included in cash paid for income taxes. As of January 31, 2026, the Company had no remaining cash investment commitments related to its STC investments. As of January 31, 2026 and 2025, the investment account balances were $1.7 million and $4.6 million, respectively, which are included in other assets in the consolidated balance sheets. These investments are expected to provide positive overall returns over their expected lives.\n\nThe Company has STC investments that qualify for PAM. For these investments, the Company recognized $3.0 million, $24.2 million, and $8.1 million of income tax credits and other income tax benefits in Fiscal 2026, Fiscal 2025, and Fiscal 2024, respectively. The Company recorded amortization related to these STC investments of $2.8 million, $22.3 million, and $7.4 million during Fiscal 2026, Fiscal 2025, and Fiscal 2024, respectively. The amounts of non-income tax related activity and other returns related to the STC investments that qualify for PAM were not material for Fiscal 2026, Fiscal 2025, and Fiscal 2024.\n\nFor the Company’s STC investments that do not qualify for PAM, no income tax credits were recognized in Fiscal 2026, Fiscal 2025 and Fiscal 2024, and the Company’s share of activity from these STC investments for the respective fiscal years was not material.  \n\n**NOTE 13 – EARNINGS PER SHARE**\n\nPotentially dilutive securities include stock options and restricted stock units. Diluted earnings per share include only such securities that are actually dilutive. Basic and diluted earnings per share for Fiscal 2026, Fiscal 2025 and Fiscal 2024 are computed as follows (in thousands, except per share data):\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\nNet income\n\n$\n\n137,774\n\n​\n\n$\n\n85,459\n\n​\n\n$\n\n32,358\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nWeighted average shares outstanding – basic\n\n​\n\n13,772\n\n​\n\n​\n\n13,448\n\n​\n\n​\n\n13,365\n\nEffect of stock awards\n\n​\n\n375\n\n​\n\n​\n\n458\n\n​\n\n​\n\n183\n\nWeighted average shares outstanding – diluted\n\n​\n\n14,147\n\n​\n\n​\n\n13,906\n\n​\n\n​\n\n13,548\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nEarnings per share\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nBasic\n\n$\n\n10.00\n\n​\n\n$\n\n6.35\n\n​\n\n$\n\n2.42\n\nDiluted\n\n$\n\n9.74\n\n​\n\n$\n\n6.15\n\n​\n\n$\n\n2.39\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nAnti-dilutive securities not included\n\n​\n\n1\n\n​\n\n​\n\n105\n\n​\n\n​\n\n685\n\n​\n\n- 70 -\n\n[Table of Contents](#TOC)\n\n ​\n\n**NOTE 14 – STOCKHOLDERS’ EQUITY**\n\nOn September 10, 2025, Argan’s board of directors increased the Company’s quarterly cash dividend by 33% from $0.375 to $0.500 per share of common stock. During Fiscal 2026, Fiscal 2025, and Fiscal 2024, the Company paid quarterly dividends to stockholders as follows:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Record Date**\n\n**  ​ ​ ​**\n\n**Payment Date**\n\n**  ​ ​ ​**\n\n**Amount Per Share**\n\nJanuary 22, 2026\n\n​\n\nJanuary 31, 2026\n\n​\n\n$\n\n0.500\n\nOctober 23, 2025\n\n​\n\nOctober 31, 2025\n\n​\n\n​\n\n0.500\n\nJuly 23, 2025\n\n​\n\nJuly 31, 2025\n\n​\n\n​\n\n0.375\n\nApril 22, 2025\n\n​\n\nApril 30, 2025\n\n​\n\n​\n\n0.375\n\nJanuary 23, 2025\n\n​\n\nJanuary 31, 2025\n\n​\n\n​\n\n0.375\n\nOctober 23, 2024\n\n​\n\nOctober 31, 2024\n\n​\n\n​\n\n0.375\n\nJuly 23, 2024\n\n​\n\nJuly 31, 2024\n\n​\n\n​\n\n0.300\n\nApril 22, 2024\n\n​\n\nApril 30, 2024\n\n​\n\n​\n\n0.300\n\nJanuary 23, 2024\n\n​\n\nJanuary 31, 2024\n\n​\n\n​\n\n0.300\n\nOctober 23, 2023\n\n​\n\nOctober 31, 2023\n\n​\n\n​\n\n0.300\n\nJuly 21, 2023\n\n​\n\nJuly 31, 2023\n\n​\n\n​\n\n0.250\n\nApril 20, 2023\n\n​\n\nApril 28, 2023\n\n​\n\n​\n\n0.250\n\n​\n\nPursuant to its established program and authorizations provided by Argan’s board of directors, the Company began to repurchase shares of its common stock in November 2021. On April 10, 2025, the board of directors of Argan increased the total authorization to repurchase shares of the Company’s common stock by $25 million, bringing the aggregate authorized amount to $150 million. During Fiscal 2026, the Company repurchased 64,699 shares of common stock, all on the open market, for an aggregate price of approximately $9.9 million, or $152.66 per share. During Fiscal 2025, the Company repurchased 17,551 shares of common stock, all on the open market, for an aggregate price of approximately $1.5 million, or $86.78 per share. During Fiscal 2024, the Company repurchased 230,160 shares of common stock, all on the open market, for an aggregate price of approximately $9.2 million, or $40.01 per share, and the Company repurchased 73,000 shares of common stock in a direct purchase from a then-director of the Company for an aggregate price of approximately $3.2 million, or $43.50 per share.\n\n**NOTE 15 – CUSTOMER CONCENTRATIONS**\n\nThe following schedule presents the percentages of consolidated revenues for each reportable business segment for Fiscal 2026, Fiscal 2025, and Fiscal 2024:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n**  ​ ​ ​**\n\n**2025**\n\n**  ​ ​ ​**\n\n**2024**\n\n​\n\nPower\n\n​\n\n80.1\n\n%\n\n​\n\n79.3\n\n%\n\n​\n\n72.6\n\n%\n\nIndustrial\n\n​\n\n17.7\n\n​\n\n​\n\n19.2\n\n​\n\n​\n\n24.9\n\n​\n\nTeledata\n\n \n\n2.2\n\n​\n\n \n\n1.5\n\n​\n\n \n\n2.5\n\n​\n\n​\n\nFor Fiscal 2026, the Company’s most significant customer relationships included three Power customers, which accounted for 23%, 16% and 11% of consolidated revenues. For Fiscal 2025, the Company’s most significant customer relationships included three Power customers, which accounted for 28%, 13% and 10% of consolidated revenues. For Fiscal 2024, the Company’s most significant customer relationships included three Power customers which accounted for 19%, 16% and 15% of consolidated revenues.\n\nAccounts receivable balances from three major customers represented 29%, 19%, and 11% of the corresponding consolidated balance as of January 31, 2026, and accounts receivable balances from four major customers represented 22%, 16%, 13% and 10% of the corresponding consolidated balance as of January 31, 2025.\n\nContract asset balances attributable to three major customers represented 23%, 22%, and 19% of the corresponding consolidated balance as of January 31, 2026, and contract asset balances attributable to four major customers represented 26%, 15%, 15% and 13% of the corresponding consolidated balance as of January 31, 2025.\n\n- 71 -\n\n[Table of Contents](#TOC)\n\n**NOTE 16 – SEGMENT REPORTING**\n\nSegments represent components of an enterprise for which discrete financial information is available and is evaluated regularly by the Company’s chief executive officer, who is the Company’s chief operating decision maker (the “CODM”), in determining resource allocation and assessing performance. The CODM primarily uses income before income taxes to assess the performance of the Company’s business segments and to make resource allocation determinations. The CODM may also use gross profit and income from operations as supplemental measures when assessing segment performance.\n\nThe Company’s reportable segments recognize revenues and incur expenses and are organized as separate business units, each with distinct management teams, customers, talent pools, and service offerings. The Company’s reportable segments may include more than one operating segment.\n\nIntersegment revenues and the related cost of revenues are presented net against the corresponding amounts of the segment receiving the intersegment services. For Fiscal 2026 and Fiscal 2025, intersegment revenues were $3.2 million and $6.6 million, respectively. For Fiscal 2024, intersegment revenues were not material. Intersegment revenues for the aforementioned periods primarily reflected services provided by the Industrial segment to the Power segment and during Fiscal 2026 also included services provided by the Teledata segment to the Industrial segment. Pricing for intersegment services is established based on amounts negotiated between the respective parties.\n\nSummarized below are certain operating results and financial position data for each of the Company’s reportable business segments for Fiscal 2026, Fiscal 2025 and Fiscal 2024. Selling, general and administrative expenses include compensation and benefits, professional fees, information technology, insurance premiums, rent, business development, and amortization and depreciation expenses incurred directly by each segment. Other income, net, primarily includes earnings on invested funds. Corporate net expenses consist of corporate overhead costs, offset by earnings on cash and invested funds. Corporate current assets primarily consist of cash, cash equivalents, and income-tax related assets.\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2026**\n\n  ​ ​ ​\n\n**Power**\n\n  ​ ​ ​\n\n**Industrial**\n\n  ​ ​ ​\n\n**Teledata**\n\n  ​ ​ ​\n\n**Totals**\n\nRevenues\n\n​\n\n$\n\n756,499\n\n​\n\n$\n\n167,553\n\n​\n\n$\n\n20,554\n\n​\n\n$\n\n944,606\n\nCost of revenues\n\n​\n\n \n\n587,160\n\n​\n\n \n\n147,226\n\n​\n\n \n\n16,542\n\n​\n\n \n\n750,928\n\nGross profit\n\n​\n\n \n\n169,339\n\n​\n\n \n\n20,327\n\n​\n\n \n\n4,012\n\n​\n\n \n\n193,678\n\nSelling, general and administrative expenses\n\n​\n\n \n\n33,354\n\n​\n\n​\n\n7,215\n\n​\n\n​\n\n3,782\n\n​\n\n​\n\n44,351\n\nIncome from operations\n\n​\n\n​\n\n135,985\n\n​\n\n​\n\n13,112\n\n​\n\n​\n\n230\n\n​\n\n​\n\n149,327\n\nOther income, net\n\n​\n\n \n\n21,009\n\n​\n\n \n\n31\n\n​\n\n \n\n41\n\n​\n\n \n\n21,081\n\nSegment income before income taxes\n\n​\n\n$\n\n156,994\n\n​\n\n$\n\n13,143\n\n​\n\n$\n\n271\n\n​\n\n \n\n170,408\n\nCorporate\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n(9,899)\n\nConsolidated income before income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n160,509\n\nProvision for income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n \n\n22,735\n\nNet income\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n$\n\n137,774\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Segment**\n\n​\n\n​\n\n​\n\n​\n\n**Consolidated**\n\n**January 31, 2026**\n\n​\n\n**Power**\n\n​\n\n**Industrial**\n\n​\n\n**Teledata**\n\n​\n\n**Totals**\n\n​\n\n**Corporate**\n\n​\n\n**Totals**\n\nAmortization of intangibles\n\n​\n\n$\n\n—\n\n​\n\n$\n\n376\n\n​\n\n$\n\n—\n\n​\n\n$\n\n376\n\n​\n\n$\n\n—\n\n​\n\n$\n\n376\n\nDepreciation\n\n​\n\n​\n\n933\n\n​\n\n​\n\n610\n\n​\n\n​\n\n351\n\n​\n\n​\n\n1,894\n\n​\n\n​\n\n18\n\n​\n\n​\n\n1,912\n\nProperty, plant and equipment additions\n\n​\n\n​\n\n2,588\n\n​\n\n​\n\n939\n\n​\n\n​\n\n262\n\n​\n\n​\n\n3,789\n\n​\n\n​\n\n88\n\n​\n\n​\n\n3,877\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCurrent assets\n\n​\n\n$\n\n869,437\n\n​\n\n$\n\n80,249\n\n​\n\n$\n\n5,440\n\n​\n\n$\n\n955,126\n\n​\n\n$\n\n177,131\n\n​\n\n$\n\n1,132,257\n\nCurrent liabilities\n\n​\n\n​\n\n629,223\n\n​\n\n​\n\n74,732\n\n​\n\n​\n\n4,730\n\n​\n\n​\n\n708,685\n\n​\n\n​\n\n2,572\n\n​\n\n​\n\n711,257\n\nGoodwill\n\n​\n\n​\n\n18,476\n\n​\n\n​\n\n9,467\n\n​\n\n​\n\n90\n\n​\n\n​\n\n28,033\n\n​\n\n​\n\n—\n\n​\n\n​\n\n28,033\n\nTotal assets\n\n​\n\n​\n\n903,692\n\n​\n\n​\n\n96,256\n\n​\n\n​\n\n8,595\n\n​\n\n​\n\n1,008,543\n\n​\n\n​\n\n177,811\n\n​\n\n​\n\n1,186,354\n\n​\n\n- 72 -\n\n[Table of Contents](#TOC)\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2025**\n\n  ​ ​ ​\n\n**Power**\n\n**  ​ ​ ​**\n\n**Industrial**\n\n  ​ ​ ​\n\n**Teledata**\n\n  ​ ​ ​\n\n**Totals**\n\nRevenues\n\n​\n\n$\n\n693,036\n\n​\n\n$\n\n167,624\n\n​\n\n$\n\n13,519\n\n​\n\n$\n\n874,179\n\nCost of revenues\n\n​\n\n \n\n577,563\n\n​\n\n \n\n145,329\n\n​\n\n \n\n10,298\n\n​\n\n \n\n733,190\n\nGross profit\n\n​\n\n \n\n115,473\n\n​\n\n \n\n22,295\n\n​\n\n \n\n3,221\n\n​\n\n \n\n140,989\n\nSelling, general and administrative expenses\n\n​\n\n \n\n30,742\n\n​\n\n​\n\n7,408\n\n​\n\n​\n\n2,897\n\n​\n\n​\n\n41,047\n\nIncome from operations\n\n​\n\n​\n\n84,731\n\n​\n\n​\n\n14,887\n\n​\n\n​\n\n324\n\n​\n\n​\n\n99,942\n\nOther income (loss), net\n\n​\n\n \n\n19,362\n\n​\n\n \n\n(14)\n\n​\n\n \n\n9\n\n​\n\n \n\n19,357\n\nSegment income before income taxes\n\n​\n\n$\n\n104,093\n\n​\n\n$\n\n14,873\n\n​\n\n$\n\n333\n\n​\n\n \n\n119,299\n\nCorporate\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n(8,095)\n\nConsolidated income before income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n111,204\n\nProvision for income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n \n\n25,745\n\nNet income\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n$\n\n85,459\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Segment**\n\n​\n\n​\n\n​\n\n​\n\n**Consolidated**\n\n**January 31, 2025**\n\n​\n\n**Power**\n\n​\n\n**Industrial**\n\n​\n\n**Teledata**\n\n​\n\n**Totals**\n\n​\n\n**Corporate**\n\n​\n\n**Totals**\n\nAmortization of intangibles\n\n​\n\n$\n\n—\n\n​\n\n$\n\n391\n\n​\n\n$\n\n—\n\n​\n\n$\n\n391\n\n​\n\n$\n\n—\n\n​\n\n$\n\n391\n\nDepreciation\n\n​\n\n​\n\n686\n\n​\n\n​\n\n799\n\n​\n\n​\n\n417\n\n​\n\n​\n\n1,902\n\n​\n\n​\n\n3\n\n​\n\n​\n\n1,905\n\nProperty, plant and equipment additions\n\n​\n\n​\n\n5,788\n\n​\n\n​\n\n523\n\n​\n\n​\n\n270\n\n​\n\n​\n\n6,581\n\n​\n\n​\n\n2\n\n​\n\n​\n\n6,583\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCurrent assets\n\n​\n\n$\n\n617,027\n\n​\n\n$\n\n45,985\n\n​\n\n$\n\n3,831\n\n​\n\n$\n\n666,843\n\n​\n\n$\n\n114,457\n\n​\n\n$\n\n781,300\n\nCurrent liabilities\n\n​\n\n​\n\n459,118\n\n​\n\n​\n\n16,133\n\n​\n\n​\n\n2,127\n\n​\n\n​\n\n477,378\n\n​\n\n​\n\n2,479\n\n​\n\n​\n\n479,857\n\nGoodwill\n\n​\n\n​\n\n18,476\n\n​\n\n​\n\n9,467\n\n​\n\n​\n\n90\n\n​\n\n​\n\n28,033\n\n​\n\n​\n\n—\n\n​\n\n​\n\n28,033\n\nTotal assets\n\n​\n\n​\n\n650,793\n\n​\n\n​\n\n62,032\n\n​\n\n​\n\n6,339\n\n​\n\n​\n\n719,164\n\n​\n\n​\n\n117,063\n\n​\n\n​\n\n836,227\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**January 31, 2024**\n\n**  ​ ​ ​**\n\n**Power**\n\n**  ​ ​ ​**\n\n**Industrial**\n\n**  ​ ​ ​**\n\n**Teledata**\n\n**  ​ ​ ​**\n\n**Totals**\n\nRevenues\n\n​\n\n$\n\n416,281\n\n​\n\n$\n\n142,801\n\n​\n\n$\n\n14,251\n\n​\n\n$\n\n573,333\n\nCost of revenues\n\n​\n\n \n\n357,705\n\n​\n\n \n\n124,321\n\n​\n\n \n\n10,473\n\n​\n\n \n\n492,499\n\nGross profit\n\n​\n\n \n\n58,576\n\n​\n\n \n\n18,480\n\n​\n\n \n\n3,778\n\n​\n\n \n\n80,834\n\nSelling, general and administrative expenses\n\n​\n\n \n\n24,274\n\n​\n\n​\n\n6,440\n\n​\n\n​\n\n2,469\n\n​\n\n \n\n33,183\n\nIncome from operations\n\n​\n\n \n\n34,302\n\n​\n\n​\n\n12,040\n\n​\n\n​\n\n1,309\n\n​\n\n​\n\n47,651\n\nOther income (loss), net\n\n​\n\n \n\n13,871\n\n​\n\n \n\n—\n\n​\n\n \n\n(3)\n\n​\n\n \n\n13,868\n\nSegment income before income taxes\n\n​\n\n$\n\n48,173\n\n​\n\n$\n\n12,040\n\n​\n\n$\n\n1,306\n\n​\n\n \n\n61,519\n\nCorporate\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n(12,586)\n\nConsolidated income before income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n48,933\n\nProvision for income taxes\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n \n\n16,575\n\nNet income\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n$\n\n32,358\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Year Ended**\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**Segment**\n\n​\n\n​\n\n​\n\n​\n\n**Consolidated**\n\n**January 31, 2024**\n\n​\n\n**Power**\n\n​\n\n**Industrial**\n\n​\n\n**Teledata**\n\n​\n\n**Totals**\n\n​\n\n**Corporate**\n\n​\n\n**Totals**\n\nAmortization of intangibles\n\n​\n\n$\n\n—\n\n​\n\n$\n\n392\n\n​\n\n$\n\n—\n\n​\n\n$\n\n392\n\n​\n\n$\n\n—\n\n​\n\n$\n\n392\n\nDepreciation\n\n​\n\n​\n\n527\n\n​\n\n​\n\n1,073\n\n​\n\n​\n\n409\n\n​\n\n​\n\n2,009\n\n​\n\n​\n\n4\n\n​\n\n​\n\n2,013\n\nProperty, plant and equipment additions\n\n​\n\n​\n\n1,266\n\n​\n\n​\n\n1,014\n\n​\n\n​\n\n473\n\n​\n\n​\n\n2,753\n\n​\n\n​\n\n3\n\n​\n\n​\n\n2,756\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\nCurrent assets\n\n​\n\n$\n\n383,508\n\n​\n\n$\n\n59,123\n\n​\n\n$\n\n3,872\n\n​\n\n$\n\n446,503\n\n​\n\n$\n\n100,676\n\n​\n\n$\n\n547,179\n\nCurrent liabilities\n\n​\n\n​\n\n256,975\n\n​\n\n​\n\n41,869\n\n​\n\n​\n\n1,591\n\n​\n\n​\n\n300,435\n\n​\n\n​\n\n1,825\n\n​\n\n​\n\n302,260\n\nGoodwill\n\n​\n\n​\n\n18,476\n\n​\n\n​\n\n9,467\n\n​\n\n​\n\n90\n\n​\n\n​\n\n28,033\n\n​\n\n​\n\n—\n\n​\n\n​\n\n28,033\n\nTotal assets\n\n​\n\n​\n\n411,571\n\n​\n\n​\n\n76,012\n\n​\n\n​\n\n6,703\n\n​\n\n​\n\n494,286\n\n​\n\n​\n\n103,943\n\n​\n\n​\n\n598,229\n\n​\n\n​\n\n​\n\n- 73 -\n\n[Table of Contents](#TOC)\n\n**NOTE 17 – SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION**\n\n**Balance Sheets**\n\nOther current assets included the following as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\nIncome tax refunds receivable and prepaid income taxes\n\n​\n\n$\n\n36,019\n\n​\n\n$\n\n30,881\n\nPrepaid expenses\n\n​\n\n \n\n5,788\n\n​\n\n \n\n5,751\n\nRaw materials inventory\n\n​\n\n​\n\n10,978\n\n​\n\n​\n\n320\n\nNote receivable\n\n​\n\n​\n\n—\n\n​\n\n \n\n5,023\n\nOther\n\n​\n\n​\n\n7,417\n\n​\n\n​\n\n9,950\n\nTotal other current assets\n\n​\n\n$\n\n60,202\n\n​\n\n$\n\n51,925\n\n​\n\nDuring Fiscal 2025, the Company made a development loan to a special purpose entity to support the development phase of a natural gas-fired power plant. During Fiscal 2026, the loan was repaid in full.\n\nAccrued expenses included the following as of January 31, 2026 and 2025:\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n​\n\n**2026**\n\n  ​ ​ ​\n\n**2025**\n\nAccrued project costs\n\n​\n\n$\n\n38,623\n\n​\n\n$\n\n31,620\n\nAccrued compensation\n\n​\n\n​\n\n40,734\n\n​\n\n​\n\n29,772\n\nLease liabilities\n\n​\n\n​\n\n2,516\n\n​\n\n​\n\n2,710\n\nOther\n\n​\n\n​\n\n7,875\n\n​\n\n​\n\n19,217\n\nTotal accrued expenses\n\n​\n\n$\n\n89,748\n\n​\n\n$\n\n83,319\n\n​\n\n**Other Loss**\n\nDuring Fiscal 2024, the Company determined that it had been a victim of a complex criminal scheme, which resulted in fraudulently-induced outbound wire transfers to a third-party account. The Company retained specialized legal counsel and a cybersecurity services firm to assist in an independent forensic investigation of the incident and the efforts to recover the funds. The total amount of the fraud loss and the professional fees, net of funds recovered, of approximately $2.7 million is included in other income, net, as a loss in the consolidated statement of earnings.\n\n​\n\n- 74 -"}