UNITED STATES ~~SECURITIES AND EXCHANGE COMMISSION~~

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2025

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to _______

Commission File Number: 000-21467

ALTO INGREDIENTS, INC.

(Exact name of registrant as specified in its charter)

Delaware		41-2170618
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1300 South Second Street, Pekin, Illinois		61554
(Address of principal executive offices)		(zip code)

(833) 710-2586

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class

Trading Symbol

Name of Exchange on Which Registered

Common Stock, $0.001 par value

ALTO

The Nasdaq Stock Market LLC

(Nasdaq Capital Market)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☒
Non-accelerated filer ☐	Smaller reporting company ☒
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of ~~May~~August 87, 2025, there were 77,~~210~~396,~~171~~807 shares of Alto Ingredients, Inc. common stock, $0.001 par value per share, and 896 shares of Alto Ingredients, Inc. non-voting common stock, $0.001 par value per share, outstanding.

		Page
	PART I FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS.
	Consolidated Balance Sheets as of March 31, 2025 (unaudited) and December 31, 2024	1
	Consolidated Statements of Operations for the Three Months Ended March 31, 2025 and 2024 (unaudited)	3
	Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2025 and 2024 (unaudited)	4
	Consolidated Statements of Stockholders’ Equity for the Three Months Ended March 31, 2025 and 2024 (unaudited)	5
	Notes to Consolidated Financial Statements (unaudited)	6
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.	17
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	29
ITEM 4.	CONTROLS AND PROCEDURES.	30
	PART II OTHER INFORMATION
ITEM 1.	LEGAL PROCEEDINGS.	32
ITEM 1A.	RISK FACTORS.	32
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.	46
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES.	46
ITEM 4.	MINE SAFETY DISCLOSURES.	46
ITEM 5.	OTHER INFORMATION.	46
ITEM 6.	EXHIBITS.	47
SIGNATURES		48

PART I
FINANCIAL INFORMATION

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		Page
ITEM 1.	FINANCIAL STATEMENTS.	1
	Consolidated Balance Sheets as of June 30, 2025 (unaudited) and December 31, 2024	1
	Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024 (unaudited)	3
	Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024 (unaudited)	4
	Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2025 and 2024 (unaudited)	5
	Notes to Consolidated Financial Statements (unaudited)	6
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.	16
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.	30
ITEM 4.	CONTROLS AND PROCEDURES.	31

PART II
OTHER INFORMATION

ITEM 1.	LEGAL PROCEEDINGS.	32
ITEM 1A.	RISK FACTORS.	32
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.	45
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES.	46
ITEM 4.	MINE SAFETY DISCLOSURES.	46
ITEM 5.	OTHER INFORMATION.	46
ITEM 6.	EXHIBITS.	47
SIGNATURES		48

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

ALTO INGREDIENTS, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands)

	March 31,		December 31,
	June 30,		December 31,
	2025		2024
	(unaudited)		*
ASSETS
Current Assets:
Cash and cash equivalents	$	2629,~~778~~768	$	35,469
Restricted cash		~~393~~723		742
Accounts receivable (net of allowance for credit losses of $38 and $23, respectively)		65,461		58,217
Accounts receivable (net of allowance for credit losses of $22 and $23, respectively)		57,454		58,217
Inventories		5053,~~609~~867		49,914
Derivative instruments		42,~~071~~563		3,313
Other current assets		65,~~149~~350		5,463
Total current assets		~~153~~149,~~461~~725		153,118
Property and equipment, net		~~212~~207,~~624~~997		214,742
Other Assets:
Right of use operating lease assets, net		19,~~416~~255		20,553
Intangible assets, net		87,~~142~~885		4,509
Other assets		8,~~566~~203		8,516
Total other assets		3635,~~124~~343		33,578
Total Assets	$	~~402~~393,~~209~~065	$	401,438

* Amounts derived from the audited consolidated financial statements for the year ended December 31, 2024.

See accompanying notes to consolidated financial statements.

-1-

ALTO INGREDIENTS, INC.
CONSOLIDATED BALANCE SHEETS (CONTINUED)
(in thousands, except par value)

	March 31,			December 31,
	June 30,			December 31,
	2025			2024
	(unaudited)			*
LIABILITIES AND STOCKHOLDERS’ EQUITY	(unaudited)			*
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	1715,~~029~~705		$	20,369
Accrued liabilities		2316,~~819~~021			24,214
Current portion – operating leases		4,~~968~~984			4,851
Derivative instruments		~~301~~910			1,177
Other current liabilities		64,~~999~~893			7,193
Total current liabilities		5342,~~116~~513			57,804
Long-term debt		110,664			92,904
Long-term debt, net		118,323			92,904
Operating leases, net of current portion		15,~~641~~414			16,913
Other liabilities		8,~~868~~970			8,754
Total Liabilities		~~188~~185,~~289~~220			176,375
Commitments and Contingencies (Note 7)
Commitments and Contingencies (Note 6)
Stockholders’ Equity:
Preferred stock, $0.001 par value; 10,000 shares authorized; Series A: 1,684 shares authorized; no shares issued and outstanding as of March 31, 2025 and December 31, 2024; Series B: 1,581 shares authorized; 927 shares issued and outstanding as of March 31, 2025 and December 31, 2024; liquidation preference of $18,075 as of March 31, 2025		1			1
Preferred stock, $0.001 par value; 10,000 shares authorized; Series A: 1,684 shares authorized; no shares issued and outstanding as of June 30, 2025 and December 31, 2024; Series B: 1,581 shares authorized; 927 shares issued and outstanding as of June 30, 2025 and December 31, 2024; liquidation preference of $18,075 as of June 30, 2025		1			1
Common stock, $0.001 par value; 300,000 shares authorized; 76,497 and 76,565 shares issued and outstanding as of March 31, 2025 and December 31, 2024, respectively		77			77
Common stock, $0.001 par value; 300,000 shares authorized; 77,201 and 76,565 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		77			77
Non-voting common stock, $0.001 par value; 3,553 shares authorized; 1 share issued and outstanding as of March 31, 2025 and December 31, 2024		—			—
Non-voting common stock, $0.001 par value; 3,553 shares authorized; 1 share issued and outstanding as of June 30, 2025 and December 31, 2024, respectively		—			—
Additional paid-in capital		1,~~045~~050,~~024~~261			1,044,176
Accumulated other comprehensive income		4,975			4,975
Accumulated deficit		(~~836~~847,~~157~~469	)		(824,166	)
Total Stockholders’ Equity		~~213~~207,~~920~~845			225,063
Total Liabilities and Stockholders’ Equity	$	~~402~~393,~~209~~065		$	401,438

* Amounts derived from the audited consolidated financial statements for the year ended December 31, 2024.

See accompanying notes to consolidated financial statements.

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ALTO INGREDIENTS, INC. ~~CONSOLIDATED STATEMENTS OF OPERATIONS~~

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except per share data)

	Three Months Ended March 31,
	Three Months Ended June 30,						Six Months Ended June 30,
	2025			2024			2025			2024
Net sales	$	~~226~~218,~~540~~436		$	~~240~~236,~~629~~468		$	444,976		$	477,097
Cost of goods sold		~~228~~220,~~347~~373			~~243~~228,~~029~~915			448,720			471,944
Gross loss		(1,807	)		(2,400	)
Gross profit (loss)		(1,937	)		7,553			(3,744	)		5,153
Selling, general and administrative expenses		(76,~~190~~171	)		(78,~~932~~961	)		13,361			16,893
Loss from operations		(8,~~997~~108	)		(101,~~332~~408	)		(17,105	)		(11,740	)
Interest expense, net		(2,~~729~~811	)		(1,~~634~~669	)		(5,540	)		(3,303	)
Other income, net		47			241
Other income (expense), net		(78	)		(29	)		(31	)		212
Loss before provision for income taxes		(1110,~~679~~997	)		(113,~~725~~106	)		(22,676	)		(14,831	)
Provision for income taxes		—			—			—			—
Net loss	$	(1110,~~679~~997	)	$	(113,~~725~~106	)	$	(22,676	)	$	(14,831	)
Preferred stock dividends	$	(~~312~~315	)	$	(~~315~~316	)	$	(627	)	$	(631	)
Net loss attributable to common stockholders	$	(11,~~991~~312	)	$	(123,~~040~~422	)	$	(23,303	)	$	(15,462	)
Net loss per share, basic and diluted	$	(0.1615	)	$	(0.1705	)	$	(0.31	)	$	(0.21	)
Weighted-average shares outstanding, basic and diluted		7374,~~836~~611			7273,~~766~~486			74,232			73,126

See accompanying notes to consolidated financial statements.

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ALTO INGREDIENTS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited, in thousands)

	Three Months Ended March 31,
	Six Months Ended June 30,
	2025			2024
Operating Activities:
Net loss	$	(1122,~~679~~676	)	$	(1114,~~725~~831	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Adjustments to reconcile net loss to Net cash used in operating activities:
Depreciation and amortization of intangibles		6,266			5,728
Depreciation and amortization		12,631			11,802
Gains on derivative instruments		(1,773	)		(3,338	)
Inventory valuation		1,649			—
Non-cash compensation		848			1,142
Gains on derivative instruments		(4,371	)		(11,570	)
Inventory valuation		1,170			597
Stock-based compensation		1,474			2,788
Amortization of deferred financing fees		~~250~~502			~~252~~505
Amortization of debt discount		~~197~~397			~~200~~400
Credit loss (recovery)		15			(27	)
Credit loss recovery		(1	)		(47	)
Changes in operating assets and liabilities, net of business acquisition:
Accounts receivable		~~(7,040~~480	)		~~675~~(5,305	)
Inventories		(15,~~711~~448	)		97,~~405~~014
Other assets		~~417~~2,242			23,~~106~~701
Operating leases		(13,~~575~~180	)		(12,~~415~~901	)
Accounts payable and accrued liabilities		(32,~~616~~778	)		(23,~~171~~855	)
Net cash (used in) provided by operating activities		(18,231	)		1,429
Net cash used in operating activities		(19,079	)		(12,299	)
Investing Activities:
Additions to property and equipment		(~~532~~1,016	)		(49,~~643~~297	)
Purchase of Kodiak Carbonic, net of cash acquired		(7,278	)		—
Deferred purchase price payments for Eagle Alcohol		—(2,240	)		(12,~~400~~800	)
Net cash used in investing activities		(710,~~810~~534	)		(612,~~043~~097	)
Financing Activities:
Net proceeds from Kinergy’s line of credit		1724,~~313~~520			17,~~521~~958
Preferred stock dividends paid		(~~312~~627	)		(~~315~~631	)
Net cash provided by financing activities		1723,~~001~~893			17,~~206~~327
Net decrease in cash, cash equivalents and restricted cash		(9,040	)		(3,408	)
Net change in cash, cash equivalents and restricted cash		(5,720	)		(17,069	)
Cash, cash equivalents and restricted cash at beginning of period		36,211			45,480
Cash, cash equivalents and restricted cash at end of period	$	2730,~~171~~491		$	4228,~~072~~411
Reconciliation of total cash, cash equivalents and restricted cash:
Cash and cash equivalents	$	2629,~~778~~768		$	2927,~~310~~124
Restricted cash		~~393~~723			121,~~762~~287
Total cash, cash equivalents and restricted cash	$	2730,~~171~~491		$	4228,~~072~~411
Supplemental Information:
Interest paid	$	24,~~230~~596		$	24,~~042~~080
Interest expense capitalized	$	—		$	886
Capitalized interest	$	—		$	1,725
Shares vested for Eagle Alcohol	$	5,000		$	—

See accompanying notes to consolidated financial statements.

-4-

ALTO INGREDIENTS, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(unaudited, in thousands)

	Preferred Stock				Common Stock					Additional Paid-In			Accumulated			Accum. Other Comprehensive
	Shares		Amount		Shares			Amount		Capital			Deficit			Income		Total
Balances, January 1,2025		927	$	1		76,565		$	77	$	1,044,176		$	(824,166	)	$	4,975	$	225,063
Balances, January 1, 2025		927	$	1		76,565		$	77	$	1,044,176		$	(824,166	)	$	4,975	$	225,063
Stock-based compensation		—		—		—			—		848			—			—		848
Restricted stock issued to employees and directors, net of cancellations and tax		—		—		(68	)		—		—			—			—		—
Preferred stock dividends		—		—		—			—		—			(312	)		—		(312	)
Net loss		—		—		—			—		—			(11,679	)		—		(11,679	)
Balances, March 31, 2025		927	$	1		76,497		$	77	$	1,045,024		$	(836,157	)	$	4,975	$	213,920
Stock-based compensation		—		—		—			—		626			—			—		626
Restricted stock issued to employees and directors, net of cancellations and tax		—		—		704			—		(389	)		—			—		(389	)
Shares vested for Eagle Alcohol		—		—		—			—		5,000			—			—		5,000
Preferred stock dividends		—		—		—			—		—			(315	)		—		(315	)
Net loss		—		—		—			—		—			(10,997	)		—		(10,997	)
Balances, June 30, 2025		927	$	1		77,201		$	77	$	1,050,261		$	(847,469	)	$	4,975	$	207,845
Balances, January 1, 2024		927	$	1		75,703		$	76	$	1,040,912		$	(763,913	)	$	2,481	$	279,557
Stock-based compensation		—		—		—			—		1,142			—			—		1,142
Restricted stock issued to employees and directors, net of cancellations and tax		—		—		1,315			1		(1	)		—			—		—
Preferred stock dividends		—		—		—			—		—			(315	)		—		(315	)
Net loss		—		—		—			—		—			(11,725	)		—		(11,725	)
Balances, March 31, 2024		927	$	1		77,018		$	77	$	1,042,053		$	(775,953	)	$	2,481	$	268,659
Stock-based compensation		—		—		—			—		1,646			—			—		1,646
Restricted stock issued to employees and directors, net of cancellations and tax		—		—		(373	)		—		(1,060	)		—			—		(1,060	)
Preferred stock dividends		—		—		—			—		—			(316	)		—		(316	)
Net income		—		—		—			—		—			(3,106	)		—		(3,106	)
Balances, June 30, 2024		927	$	1		76,645		$	77	$	1,042,639		$	(779,375	)	$	2,481	$	265,823

See accompanying notes to consolidated financial statements.

-5-

ALTO INGREDIENTS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(UNAUDITED)

ORGANIZATION AND BASIS OF PRESENTATION.

Organization and Business – The consolidated financial statements include, for all periods presented, the accounts of Alto Ingredients, Inc., a Delaware corporation (“Alto Ingredients”), and its direct and indirect wholly-owned subsidiaries (collectively, the “Company”), including Kinergy Marketing LLC, an Oregon limited liability company (“Kinergy”), Alto Nutrients, LLC, a California limited liability company (“Alto Nutrients”), Alto Op Co., a Delaware corporation, Alto Pekin, LLC, a Delaware limited liability company (“Alto Pekin”) and Alto ICP, LLC, a Delaware limited liability company (“ICP”), and the Company’s production facilities in Oregon and Idaho.

As discussed in Note 2, on January 1, 2025, the Company’s wholly-owned subsidiary, Alto Carbonic, LLC (“Alto Carbonic”), acquired Kodiak Carbonic, LLC, a beverage-grade liquid CO₂ processor, for $7.6 million. Alto Carbonic’s facility is co-located at the Company’s Columbia ethanol plant. The Company began reporting the results of Alto Carbonic in the Company’s Western Production segment on January 1, 2025.

The Company produces and distributes renewable fuels, essential ingredients and specialty alcohols. The Company also markets fuel-grade ethanol produced by third parties. The Company’s production facilities in Pekin, Illinois are located in the heart of the Corn Belt. The Company’s two production facilities in Oregon and Idaho are located in close proximity to both feed and fuel-grade ethanol customers.

The Company has a combined alcohol production capacity of 350 million gallons per year and produces, on an annualized basis, over 1.4 million tons of essential ingredients, such as dried yeast, corn protein meal, corn protein feed, corn germ, and distillers grains and liquid feed used in commercial animal feed and pet foods. In addition, the Company markets and distributes fuel-grade ethanol produced by third parties.

The Company focuses on Health, Home & Beauty; Food & Beverage; Industry & Agriculture; Essential Ingredients; and Renewable Fuels markets. Products for the Health, Home & Beauty market include specialty alcohols used in mouthwash, cosmetics, pharmaceuticals, hand sanitizers, disinfectants and cleaners. Products for the Food & Beverage markets include grain neutral spirits used in alcoholic beverages and vinegar as well as corn germ used for corn oils. Products for Industry & Agriculture markets include alcohols and other products for paint applications and fertilizers. Products for Essential Ingredients markets include dried yeast, corn protein meal, corn protein feed, corn germ, and distillers grains and liquid feed used in commercial animal feed and pet foods. Products for Renewable Fuels markets include fuel-grade ethanol and distillers corn oil used as a feedstock for renewable diesel and biodiesel fuels.

The Company’s production facilities, other than its Magic Valley plant, were operating for all periods presented subject to scheduled and unscheduled downtimes to address facility repair and maintenance. In January 2024, the Company temporarily hot-idled its Magic Valley facility to minimize losses from negative regional crush margins and to expedite the installation of additional equipment to achieve the intended production rate, quality and consistency from the Company’s corn oil and high protein system at the facility. The Company restarted its Magic Valley facility in July 2024 and by October 2024, the facility consistently achieved average ethanol production rates at full capacity, the protein content yield from the plant reached 50% or greater, and the Company was able to expand its corn oil yields. Increases in regional corn basis and declining market prices for protein and corn oil resulted in overall margin compression, outweighing the economic benefits of these plant improvements. As a consequence, the Company cold-idled its Magic Valley facility on December 31, 2024 to minimize financial losses. The Company continues to provide terminal services at the plant and intends to resume operations at the facility when the economic environment in the region sustainably improves.

-6-

Basis of Presentation–Interim Financial Statements – The accompanying unaudited consolidated financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Results for interim periods should not be considered indicative of results for a full year. These interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. The accounting policies used in preparing these consolidated financial statements are the same as those described in Note 1 to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the results for interim periods have been included. All significant intercompany accounts and transactions have been eliminated in consolidation.

Accounts Receivable and Allowance for Credit Losses – Trade accounts receivable is presented at original invoice amount, net of the allowance for credit losses. The Company sells specialty alcohols to large consumer product companies, sells fuel-grade ethanol to gasoline refining and distribution companies, sells essential ingredients such as dried yeast for human and pet food and to animal feed customers, including distillers grains to export markets, sells those same and other feed co-products to dairy operators and animal feedlots and sells corn oil to poultry, renewable diesel and biodiesel customers, in each case generally without requiring collateral.

The carrying amount of accounts receivable is reduced by a valuation allowance that reflects the Company’s best estimate of the amounts that will not be collected. The Company regularly reviews accounts receivable and based on assessments of current customer creditworthiness, estimates the portion, if any, of the customer balance that will not be collected.

Of the accounts receivable balance, approximately $5249,~~108~~181,000 and $44,750,000 at ~~March~~June 3130, 2025 and December 31, 2024, respectively, were used as collateral under Kinergy’s operating line of credit. The allowance for credit losses was $3822,000 and $23,000 as of ~~March~~June 3130, 2025 and December 31, 2024, respectively. The ~~Company~~ Company recorded ~~bad~~a ~~debt~~credit ~~expense~~loss ofrecovery $1516,000 and ~~bad~~of ~~debt recoveries~~ $2720,000 for the three months ended ~~March~~June 3130, 2025 and 2024, respectively. The Company recorded a credit loss recovery of $1,000 and $47,000 for the six months ended June 30, 2025 and 2024, respectively. The Company does not have any off-balance sheet credit exposure related to its customers.

Financial Instruments – The carrying values of cash and cash equivalents, restricted cash, accounts receivable, derivative assets, accounts payable, accrued liabilities and derivative liabilities are reasonable estimates of their fair values because of the short maturity of these items. The Company believes the carrying value of its long-term debt instruments are not considered materially different than fair value.

Estimates and Assumptions – The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates are required as part of determining the allowance for credit losses, net realizable value of inventory, long-lived asset impairments, valuation allowances on deferred income taxes, the potential outcome of future tax consequences of events recognized in the Company’s financial statements or tax returns, and the valuation of assets acquired and liabilities assumed as a result of business combinations. Actual results and outcomes may materially differ from management’s estimates and assumptions.

-7-

ACQUISITION OF KODIAK CARBONIC.

On January 1, 2025, Alto Carbonic purchased 100% of the equity interests in Kodiak Carbonic, LLC, a beverage-grade liquid CO₂ processor, for $7.6 million in cash. Alto Carbonic’s facility is co-located at the Company’s Columbia ethanol plant. The acquisition will provide the Company further vertical integration and access to new markets in the liquid CO₂ market out of its Columbia plant.

Kodiak Carbonic’s unaudited net sales for the three months ended ~~March~~June 3130, 2025 and 2024 were $2.14 million and $1.34 million and its unaudited net income was $1.5 million and $0.5 million, respectively. Kodiak Carbonic’s unaudited net sales for the six months ended June 30, 2025 and 2024 were $4.5 million and $2.7 million and its unaudited net income was $3.0 million and $0.9 million, respectively. The following table presents the Company’s unaudited pro forma combined financial information assuming the acquisition occurred on January 1, 2024 (dollars in thousands except per share amounts):

	Three Months Ended March 31,
	Three Months Ended June 30,
	2025			2024
Revenues – pro forma	$	~~226~~218,~~540~~436		$	~~241~~237,~~954~~889
Net loss attributable to common stockholders – pro forma	$	(11,~~991~~312	)	$	(112,~~560~~852	)
Basic and diluted net loss per share – pro forma	$	(0.1615	)	$	(0.1604	)

The following preliminary allocation of the estimated purchase price assumes, with the exception of property and equipment and intangibles, that carrying values approximate fair value. Estimates of uncollectible accounts receivable are not considered material due to the short-term nature and customer collection history. The preliminary estimate of working capital, property and equipment and intangibles are under review by management and are subject to change. Based upon these assumptions, the preliminary purchase price allocation is as follows (in thousands):7

Cash and equivalents	$	290
	Six Months Ended June 30,
Accounts receivable		219
	2025			2024
Inventories		154
Revenues – pro forma	$	444,976		$	479,843
Other assets		16
Net loss attributable to common stockholders – pro forma	$	(23,303	)	$	(14,414	)
Total current assets		679
Basic and diluted net loss per share – pro forma	$	(0.31	)	$	(0.20	)
Property and equipment		3,564
Total tangible assets	$	4,243
Current liabilities	$	360
Total liabilities	$	360
Net tangible assets acquired	$	3,883
Customer relationships		3,685
Total Purchase Price	$	7,568

For the identifiable intangible assets, the Company has estimated 9 years for useful lives for customer relationships. For the three months ended March 31, 2025, the Company recorded amortization of these intangibles of $102,000. Any changes to the initial estimates of the fair value of the acquired assets and assumed liabilities will be recorded as adjustments to those assets and liabilities and residual amounts will be allocated to goodwill if net assets acquired are less than the purchase price. The Company did not incur any material acquisition costs.

Cash and equivalents	$	290
Accounts receivable		219
Inventories		154
Other assets		16
Total current assets		679

Property and equipment		3,564
Total tangible assets	$	4,243

Current liabilities	$	360
Total liabiltiies	$	360

Net tangible assets acquired	$	3,883
Customer relationships		3,685
Total Purchase Price	$	7,568

For the identifiable intangible assets, the Company has estimated 9 years for useful lives for customer relationships. For the three and six months ended June 30, 2025, the Company recorded amortization of these intangibles of $102,000 and $204,000, respectively. Any changes to the initial estimates of the fair value of the acquired assets and assumed liabilities will be recorded as adjustments to those assets and liabilities and residual amounts will be allocated to goodwill if net assets acquired are less than the purchase price. The Company did not incur any material acquisition costs.

SEGMENTS.

A segment is a component of an enterprise whose operating results are regularly reviewed by the enterprise’s chief operating decision maker (“CODM”) to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial information is available. The Company’s CODM is the Company’s executive committee, which is led by the Company’s Chief Executive Officer (“CEO”) and includes its Chief Financial Officer, Chief Operating Officer, Chief Commercial Officer and Chief Legal Officer (“Executive Committee”). The Company manages and assesses the performance of its reportable segments by its gross profit (loss). As part of the Executive Committee’s review of segment-level performance, each member of the Executive Committee reviews the gross profit of the Company’s reportable segments and provides expertise and analysis from their respective areas which drive the evaluation of the performance of the Company’s reportable segments and allocation of resources to those segments. Even though the CEO has the authority to override the other members for strategic or other reasons, key decisions are made jointly by the Executive Committee.

The Company reports financial and operating performance in three reportable segments (1) Pekin production, which includes the entire campus in Pekin, Illinois (“Pekin Campus”), (2) marketing and distribution, which includes marketing and merchant trading for Company-produced specialty alcohols, fuel-grade ethanol and essential ingredients, and sales of fuel-grade ethanol sourced from third parties, and (3) Western production, which includes the Company’s two western production facilities and, beginning for the three and six months ended ~~March~~June 3130, 2025, its liquid CO2 plant on an aggregated basis (“Western production”).

-For the three and six months ended June 30, 2025, capital expenditures incurred by the Pekin Campus segment were approximately $0.5 million and $1.0 million, respectively, and none for the Western production segment. For the three and six months ended June 30, 2024, capital expenditures incurred by the Pekin Campus segment were approximately $3.1 million and $6.9- million, respectively, and $1.6 million and $2.4 million for the Western production segment, respectively.

The following tables set forth certain financial data for the Company’s operating segments (in thousands):

	Three Months Ended March 31,
	Three Months Ended June 30,						Six Months Ended June 30,
Net Sales	2025			2024
	2025			2024			2025			2024
Pekin Campus production, recorded as gross:
Net Sales
Alcohol sales	$	107,234		$	108,350
Pekin Campus production, recorded as gross:
Essential ingredient sales		44,618			46,709
Alcohol sales	$	94,155		$	100,687		$	201,390		$	209,035
Intersegment sales		297			321
Essential ingredient sales		39,565			39,371			84,183			86,080
Total Pekin Campus sales		152,149			155,380
Intersegment sales		183			286			481			606
Marketing and distribution:
Total Pekin Campus sales		133,903			140,344			286,054			295,721
Alcohol sales, gross	$	48,997		$	54,431
Marketing and distribution:
Alcohol sales, net		61			34
Alcohol sales, gross	$	58,106		$	70,157		$	107,101		$	124,587
Intersegment sales		2,506			2,752
Alcohol sales, net		80			64			142			98
Total marketing and distribution sales		51,564			57,217
Intersegment sales		2,334			2,388			4,840			5,140
Western production, recorded as gross:
Total marketing and distribution sales		60,520			72,609			112,083			129,825
Alcohol sales	$	16,194		$	20,231
Western production, recorded as gross:
Essential ingredient sales		7,808			7,826
Alcohol sales	$	16,604		$	17,456		$	32,798		$	37,690
Intersegment sales		264			—
Essential ingredient sales		8,250			5,950			16,058			13,776
Total Western production sales		24,266			28,057
Intersegment sales		505			—			769			(130	)
Corporate and other		1,628			3,048
Total Western production sales		25,359			23,406			49,625			51,336
Intersegment eliminations		(3,067	)		(3,073	)
Corporate and other		1,676			2,783			3,304			5,831
Net sales as reported	$	226,540		$	240,629
Intersegment eliminations		(3,022	)		(2,674	)		(6,090	)		(5,616	)
Cost of goods sold:
Net sales as reported	$	218,436		$	236,468		$	444,976		$	477,097
Pekin Campus production	$	155,222		$	151,112
Cost of goods sold:
Marketing and distribution		47,650			53,685
Pekin Campus production	$	139,748		$	130,200		$	294,974		$	281,311
Western production		25,524			36,517
Marketing and distribution		56,518			69,437			104,167			123,123
Corporate and other		1,681			2,794
Western production		23,501			27,167			49,024			63,683
Intersegment eliminations		(1,730	)		(1,079	)
Corporate and other		1,705			2,943			3,386			5,738
Cost of goods sold as reported	$	228,347		$	243,029
Intersegment eliminations		(1,099	)		(832	)		(2,831	)		(1,911	)
Gross profit (loss):
Cost of goods sold as reported	$	220,373		$	228,915		$	448,720		$	471,944
Pekin Campus production	$	(3,073	)	$	4,268
Gross profit (loss):
Marketing and distribution		3,914			3,532
Pekin Campus production	$	(5,845	)	$	10,144		$	(8,920	)	$	14,410
Western production		(1,258	)		(8,460	)
Marketing and distribution		4,002			3,172			7,916			6,702
Corporate and other		(53	)		254
Western production		1,858			(3,761	)		601			(12,347	)
Intersegment eliminations		(1,337	)		(1,994	)
Corporate and other		(29	)		(160	)		(82	)		93
Gross loss as reported	$	(1,807	)	$	(2,400	)
Intersegment eliminations		(1,923	)		(1,842	)		(3,259	)		(3,705	)
Gain (loss) before provision for income taxes:
Gross profit (loss) as reported	$	(1,937	)	$	7,553		$	(3,744	)	$	5,153
Pekin Campus production	$	(7,364	)	$	108
Income (loss) before provision for income taxes:
Marketing and distribution		1,563			1,305
Pekin Campus production	$	(9,923	)	$	5,971		$	(17,291	)	$	6,087
Western production		(3,905	)		(10,976	)
Marketing and distribution		1,795			806			3,359			2,108
Corporate and other		(1,973	)		(2,162	)
Western production		(1,453	)		(5,977	)		(5,356	)		(16,954	)
	$	(11,679	)	$	(11,725	)
Corporate and other		(1,416	)		(3,906	)		(3,388	)		(6,072	)
Depreciation and amortization expense:
	$	(10,997	)	$	(3,106	)	$	(22,676	)	$	(14,831	)
Pekin Campus production	$	5,456		$	5,035
Depreciation and amortization expense:
Western production		640			465
Pekin Campus production	$	5,348		$	5,369		$	10,804		$	10,404
Corporate and other		170			228
Western production		843			478			1,483			943
	$	6,266		$	5,728
Corporate and other		172			228			344			455
Interest expense, net of capitalized interest:
	$	6,363		$	6,075		$	12,631		$	11,802
Pekin Campus production	$	610		$	261
Interest expense, net of capitalized interest:
Marketing and distribution		83			96
Pekin Campus production	$	615		$	326		$	1,226		$	587
Western production		1,359			630
Marketing and distribution		81			98			163			193
Corporate and other		677			647
Western production		1,430			598			2,789			1,229
	$	2,729		$	1,634
Corporate and other		685			647			1,362			1,294
	$	2,811		$	1,669		$	5,540		$	3,303

~~-10-~~9

The following table sets forth the Company’s total assets by operating segment (in thousands):

	March 31, 2025		December 31, 2024
	June 30, 2025		December 31, 2024
Total assets:
Pekin Campus production	$	~~216~~212,~~152~~735	$	223,934
Marketing and distribution		118,~~130~~773		102,895
Western production		4643,~~470~~603		44,992
Corporate and other		2117,~~457~~954		29,617
	$	~~402~~393,~~209~~065	$	401,438

INVENTORIES.

Inventories consisted primarily of bulk ethanol, specialty alcohols, corn, essential ingredients and unleaded fuel, and are valued at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. Inventory is net of a valuation allowance of $1,~~170~~649,000 and $2,050,000 as of ~~March~~June 3130, 2025 and December 31, 2024, respectively. Inventory balances consisted of the following (in thousands):

	March 31, 2025		December 31, 2024
	June 30, 2025		December 31, 2024
Finished goods	$	2833,~~526~~214	$	31,120
Work in progress		34,~~788~~112		4,203
Raw materials		1210,~~451~~643		8,989
Other		5,~~844~~898		5,602
Total	$	5053,~~609~~867	$	49,914

DERIVATIVES.

The business and activities of the Company expose it to a variety of market risks, including risks related to changes in commodity prices. The Company monitors and manages these financial exposures as an integral part of its risk management program. This program recognizes the unpredictability of financial markets and seeks to reduce the potentially adverse effects that market volatility could have on operating results.

Commodity Risk – Cash Flow Hedges – The Company uses derivative instruments to protect cash flows from fluctuations caused by volatility in commodity prices for periods of up to twelve months in order to protect gross profit margins from potentially adverse effects of market and price volatility on alcohol sales and purchase commitments where the prices are set at a future date and/or if the contracts specify a floating or index-based price. In addition, the Company hedges anticipated sales of alcohol to minimize its exposure to the potentially adverse effects of price volatility. These derivatives may be designated and documented as cash flow hedges and effectiveness is evaluated by assessing the probability of the anticipated transactions and regressing commodity futures prices against the Company’s purchase and sales prices. Ineffectiveness, which is defined as the degree to which the derivative does not offset the underlying exposure, is recognized immediately in cost of goods sold. For the three and six months ended ~~March~~June 3130, 2025 and 2024, the Company did not designate any of its derivatives as cash flow hedges.

Commodity Risk – Non-Designated Hedges – The Company uses derivative instruments to lock in prices for certain amounts of corn and alcohols by entering into exchange-traded futures contracts or options for those commodities. These derivatives are not designated for hedge accounting treatment. The changes in fair value of these contracts are recorded on the balance sheet and recognized immediately in cost of goods sold. The Company recognized net gains of $12,~~773~~598,000 and $38,~~338~~231,000 as the change in the fair value of these contracts for the three months ended ~~March~~June 3130, 2025 and 2024, respectively. The Company recognized net gains of $4,371,000 and $11,570,000 as the change in the fair value of these contracts for the six months ended June 30, 2025 and 2024, respectively.

~~-11-~~10

Non – -Designated Derivative ~~Instruments~~ Instruments – The classification and amounts of the Company’s derivatives not designated as hedging instruments, and related cash collateral balances, are as follows (in thousands):

As of March 31, 2025

As of June 30, 2025

Assets

Liabilities

Type of Instrument

Balance Sheet Location

Fair Value

Balance Sheet Location

Fair Value

Cash collateral balance

Restricted cash

~~393~~723

Commodity contracts

Derivative instruments

42,~~071~~563

Derivative instruments

~~301~~910

As of December 31, 2024

Assets

Liabilities

Type of Instrument

Balance Sheet Location

Fair
Value

Balance Sheet Location

Fair
Value

Cash collateral balance

Restricted cash

742

Commodity contracts

Derivative instruments

3,313

Derivative instruments

1,177

The above amounts represent the gross balances of the contracts; however, the Company does have a right of offset with each of its derivative brokers, but the Company’s intent is to close out positions individually, therefore, the positions are reported at gross.

The classification and amounts of the Company’s realized and unrealized gains and losses for its derivatives not designated as hedging instruments are as follows (in thousands):

		Realized Gains
		Realized Gains (Losses)
		For the Three Months Ended March 31,
		For the Three Months Ended June 30,
Type of Instrument	Statements of Operations Location	2025		2024
Commodity contracts	Cost of goods sold	$	~~139~~4,715	$	~~148~~(2,858	)
		$	~~139~~4,715	$	~~148~~(2,858	)

		Unrealized Gains
		Realized Gains (Losses)
		For the Three Months Ended March 31,
		For the Six Months Ended June 30,
Type of Instrument	Statements of Operations Location	2025		2024
Commodity contracts	Cost of goods sold	$	14,~~634~~854	$	3(2,~~190~~709	)
		$	14,~~634~~854	$	3(2,~~190~~709	)

-12-

		Unrealized Gains (Losses)
		For the Three Months Ended June 30,
Type of Instrument	Statements of Operations Location	2025			2024

Commodity contracts	Cost of goods sold	$	(2,117	)	$	11,089
		$	(2,117	)	$	11,089

		Unrealized Gains (Losses)
		For the Six Months Ended June 30,
Type of Instrument	Statements of Operations Location	2025			2024

Commodity contracts	Cost of goods sold	$	(483	)	$	14,279
		$	(483	)	$	14,279

DEBT.

Long-term borrowings are summarized as follows (in thousands):

	March 31, 2025			December 31, 2024
	June 30, 2025			December 31, 2024
Kinergy line of credit	$	5664,~~990~~197		$	39,677
Orion term loan		60,000			60,000
		116,990			99,677
		124,197			99,677
Less unamortized debt discount		(2,~~892~~692	)		(3,089	)
Less unamortized debt financing costs		(3,~~434~~182	)		(3,684	)
Less current portion		—			—
Long-term debt	$	~~110~~118,~~664~~323		$	92,904

Excess Availability – As of ~~March~~June 3130, 2025, Kinergy had $114.78 million in unused borrowing availability under its line of credit and the Company had $65.0 million ~~that~~ that may be available for capital improvement projects under its Orion term loan, subject to certain conditions.

COMMITMENTS AND CONTINGENCIES.

Sales Commitments – At ~~March~~June 3130, 2025, the Company had entered into sales contracts with its major customers to sell certain quantities of alcohol and essential ingredients. The Company had open indexed-price alcohol sales contracts for 9273,~~716~~711,000 gallons as of ~~March~~June 3130, 2025 and open fixed-price alcohol sales contracts totaling $~~170~~173,~~436~~160,000 as of ~~March~~June 3130, 2025. The Company had open fixed-price sales contracts for essential ingredients totaling $910,~~085~~025,000 and open indexed-price sales contracts of essential ingredients for 1975,000 tons as of ~~March~~June 3130, 2025. These sales contracts are scheduled to be completed throughout 2025.

Purchase Commitments – At ~~March~~June 3130, 2025, the Company had indexed-price purchase contracts to purchase 1117,~~766~~955,000 gallons of alcohol and fixed-price purchase contracts to purchase $~~278~~563,000 of alcohol from its suppliers. The Company had fixed-price purchase contracts to purchase $4632,~~233~~816,000 of corn from its suppliers as of ~~March~~June 3130, 2025. The Company had indexed-price contracts to purchase 64,~~743~~116,000 MMBTU of natural gas as of ~~March~~June 3130, 2025. The Company also had future commitments for certain capital projects totaling $1011,~~790~~498,000. These purchase commitments are scheduled to to be satisfied throughout 2025.

Litigation – General – The Company is subject to various claims and contingencies in the ordinary course of its business, including those related to litigation, business transactions, employee-related matters, environmental regulations, and others. When the Company is aware of a claim or potential claim, it assesses the likelihood of any loss or exposure. If it is probable that a loss will result and the amount of the loss can be reasonably estimated, the Company will record a liability for the loss. If the loss is not probable or the amount of the loss cannot be reasonably estimated, the Company discloses the claim if the likelihood of a potential loss is reasonably possible and the amount involved could be material. While the Company can provide no assurances, the Company does not expect that any of its pending legal proceedings will have a material impact on the Company’s financial condition or results of operations.

~~-13-~~8. PENSION AND RETIREMENT BENEFIT PLANS.

8. PENSION PLANS.

The Company sponsors a defined benefit pension plan (the “Retirement Plan”) and a healthcare and life insurance plan (the “Postretirement Plan”).

The Retirement Plan is noncontributory and covers only “grandfathered” unionized employees at the Company’s Pekin, Illinois facility who fulfill minimum age and service requirements. Benefits are based on a prescribed formula based upon the employee’s years of service. The Retirement Plan, which is part of a collective bargaining agreement, covers only union employees hired prior to November 1, 2010.

The Company uses a December 31 measurement date for its Retirement Plan. The Company’s funding policy is to make the minimum annual contribution required by applicable regulations. As of December 31, 2024, the Retirement Plan’s accumulated projected benefit obligation was $17.5 million, with a fair value of plan assets of $20.1 million. The overfunded amount of $2.6 million is recorded on the Company’s consolidated balance sheet in other assets. For the three months ended March 31, 2025, the Retirement Plan’s net periodic benefit was $22,000, comprised of $313,000 in expected return on plan assets, partially offset by $234,000 in interest cost and $57,000 in service cost. For the three months ended March 31, 2024, the Retirement Plan’s net periodic expense was $13,000, comprised of $222,000 in interest cost and $67,000 in service cost, partially offset by $276,000 of expected return on plan assets.

The Postretirement Plan provides postretirement medical benefits and life insurance to certain “grandfathered” unionized employees at the Company’s Pekin, Illinois facility. Employees hired after December 31, 2000 are not eligible to participate in the Postretirement Plan. The Postretirement Plan is contributory, with contributions required at the same rate as active employees. Benefit eligibility under the plan reduces at age 65 from a defined benefit to a defined dollar cap based upon years of service. As of December 31, 2024, the Postretirement Plan’s accumulated projected benefit obligation was $3.8 million and is recorded on the Company’s consolidated balance sheet in other liabilities. The Company’s funding policy is to make the minimum annual contribution required by applicable regulations. For the three months ended March 31, 2025, the Postretirement Plan’s net periodic expense was $25,000, comprised of $48,000 of interest cost and $4,000 of service cost, partially offset by $27,000 in amortization of net gains. For the three months ended March 31, 2024, the Postretirement Plan’s net periodic expense was $54,000, comprised of $49,000 of interest cost and $5,000 of service cost.12

For the three months ended June 30, 2025, the Retirement Plan’s net periodic benefit was $22,000, comprised of $313,000 in expected return on plan assets, partially offset by $234,000 in interest cost and $57,000 in service cost. For the six months ended June 30, 2025, the Retirement Plan’s net periodic benefit was $43,000, comprised of $625,000 in expected return on plan assets, partially offset by $468,000 in interest cost and $114,000 in service cost. For the three months ended June 30, 2024, the Retirement Plan’s net periodic expense was $13,000, comprised of $222,000 in interest cost and $67,000 in service cost, partially offset by $276,000 of expected return on plan assets. For the six months ended June 30, 2024, the Retirement Plan’s net periodic expense was $26,000, comprised of $444,000 in interest cost and $134,000 in service cost, partially offset by $552,000 of expected return on plan assets.

For the three months ended June 30, 2025, the Postretirement Plan’s net periodic expense was $25,000, comprised of $48,000 of interest cost and $4,000 of service cost, partially offset by $27,000 in amortization of net gains. For the six months ended June 30, 2025, the Postretirement Plan’s net periodic expense was $50,000, comprised of $97,000 of interest cost and $7,000 of service cost, partially offset by $54,000 in amortization of net gains. For the three months ended June 30, 2024, the Postretirement Plan’s net periodic expense was $54,000, comprised of $49,000 in interest cost and $5,000 in service cost. For the six months ended June 30, 2024, the Postretirement Plan’s net periodic expense was $108,000, comprised of $98,000 in interest cost and $10,000 in service cost.

FAIR VALUE MEASUREMENTS.

The fair value hierarchy prioritizes the inputs used in valuation techniques into three levels, as follows:

●

Level 1 – Observable inputs – unadjusted quoted prices in active markets for identical assets and liabilities;

●

Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability through corroboration with market data; and

●

Level 3 – Unobservable inputs – includes amounts derived from valuation models where one or more significant inputs are unobservable. For fair value measurements using significant unobservable inputs, a description of the inputs and the information used to develop the inputs is required along with a reconciliation of Level 3 values from the prior reporting period.

Pooled separate accounts – Pooled separate accounts invest primarily in domestic and international stocks, commercial paper or single mutual funds at December 31, 2024. The net asset value is used as a practical expedient to determine fair value for these accounts. Each pooled separate account provides for redemptions by the Retirement Plan at reported net asset values per share, with little to no advance notice requirement, therefore these funds are classified within Level 2 of the valuation hierarchy.

-14-

Other Derivative Instruments – The Company’s other derivative instruments consist of commodity positions. The fair values of the commodity positions are based on quoted prices on the commodity exchanges and are designated as Level 1 inputs.

Long-Lived Assets – Long-lived assets consist of the Company’s estimated fair value associated with its Magic Valley facility. ~~See~~at ~~Note~~December 131, ~~for additional information~~2024. The fair value of the long-lived assets are based on present value of estimated future cash flows and are designated as Level 3 inputs.

~~The following table summarizes recurring and nonrecurring fair value measurements by level at March 31, 2025 (in thousands):~~13

	Fair
	Value		Level 1		Level 2		Level 3
Assets:
Derivative financial instruments	$	4,071	$	4,071	$	—	$	—
Liabilities:
Derivative financial instruments	$	301	$	301	$	—	$	—

The following table summarizes recurring and nonrecurring fair value measurements by level at June 30, 2025 (in thousands):

	Fair Value			Level 1			Level 2		Level 3
Assets:
Derivative instruments	$	2,563		$	2,563		$	—	$	—
Liabilities:
Derivative instruments	$	(910	)	$	(910	)	$	—	$	—

The following table summarizes recurring and nonrecurring fair value measurements by level at December 31, 2024 (in thousands):

											Benefit Plan
	Fair										Percentage
	Value			Level 1			Level 2		Level 3		Allocation
Assets:
Derivative financial instruments	$	3,313		$	3,313		$	—	$	—
Long-lived assets – Magic Valley		19,397			—			—		19,397
Defined benefit plan assets(1) (pooled separate accounts):
Defined benefit plan assets(1)
(pooled separate accounts):
Large U.S. Equity(2)		6,962			—			6,962		—		34	%
Small/Mid U.S. Equity(3)		3,636			—			3,636		—		18	%
International Equity(4)		2,762			—			2,762		—		14	%
Fixed Income(5)		6,807			—			6,807		—		34	%
	$	42,877		$	3,313		$	20,167	$	19,397
Liabilities:
Derivative financial instruments	$	(1,177	)	$	(1,177	)	$	—	$	—

(1)

Included in other assets in the consolidated balance sheets.

(2)

This category includes investments in funds comprised of equity securities of large U.S. companies. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(3)

This category includes investments in funds comprised of equity securities of small- and medium-sized U.S. companies. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(4)

This category includes investments in funds comprised of equity securities of foreign companies including emerging markets. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

(5)

This category includes investments in funds comprised of U.S. and foreign investment-grade fixed income securities, high-yield fixed income securities that are rated below investment-grade, U.S. treasury securities, mortgage-backed securities, and other asset-backed securities. The funds are valued using the net asset value method in which an average of the market prices for the underlying investments is used to value the fund.

~~-15-~~14

10.

EARNINGS PER SHARE.

The following tables compute basic and diluted earnings per share (in thousands, except per share data):

	Three Months Ended March 31, 2025
	Three Months Ended June 30, 2025
	Loss Numerator			Shares Denominator		Per-Share Amount
Net loss	$	(1110,~~679~~997	)
Less: Preferred stock dividends		(~~312~~315	)
Basic and diluted loss per share:
Net loss attributable to common stockholders	$	(11,991	)		73,836	$	(0.16	)
Loss attributable to common stockholders	$	(11,312	)		74,611	$	(0.15	)

	Three Months Ended March 31, 2024
	Six Months Ended June 30, 2025
	Loss Numerator			Shares Denominator		Per-Share Amount
Net loss	$	(1122,~~725~~676	)
Less: Preferred stock dividends		(~~315~~627	)
Basic and diluted loss per share:
Net loss attributable to common stockholders	$	(12,040	)		72,766	$	(0.17	)
Loss attributable to common stockholders	$	(23,303	)		74,232	$	(0.31	)

There were additional aggregate potentially dilutive weighted-average shares of 981,000 from convertible securities outstanding for the three months ended March 31, 2025 and 2024. These securities were not considered in calculating diluted net loss per share for the three months ended March 31, 2025 and 2024, as their effect would have been anti-dilutive.

	Three Months Ended June 30, 2024
	Loss Numerator			Shares Denominator		Per-Share Amount
Net loss	$	(3,106	)
Less: Preferred stock dividends		(316	)
Basic and diluted loss per share:
Loss attributable to common stockholders	$	(3,422	)		73,486	$	(0.05	)

-16-

	Six Months Ended June 30, 2024
	Loss Numerator			Shares Denominator		Per-Share Amount
Net loss	$	(14,831	)
Less: Preferred stock dividends		(631	)
Basic and diluted loss per share:
Loss attributable to common stockholders	$	(15,462	)		73,126	$	(0.21	)

~~ITEM~~There 2were an additional aggregate potentially dilutive weighted-average shares of 981,000 from convertible securities outstanding for the three and six months ended June 30, 2025 and June 30, 2024. ~~MANAGEMENT’S~~These ~~DISCUSSION~~securities ~~AND~~were ~~ANALYSIS~~not OFconsidered ~~FINANCIAL~~in ~~CONDITION~~calculating ~~AND~~diluted ~~RESULTS~~net OFincome ~~OPERATIONS~~(loss) per share for the three and six months ended June 30, 2025 and 2024, as their effect would have been anti-dilutive.

The following discussion and analysis should be read in conjunction with our consolidated financial statements and notes to consolidated financial statements included elsewhere in this report. This report and our consolidated financial statements and notes to consolidated financial statements contain forward-looking statements, which generally include the plans and objectives of management for future operations, including plans and objectives relating to our future economic performance and our current beliefs regarding revenues we might generate and profits we might earn if we are successful in implementing our business and growth strategies. The forward-looking statements and associated risks may include, relate to or be qualified by other important factors, including:15

●ITEM ~~fluctuations~~2. inMANAGEMENT’S ~~the~~DISCUSSION ~~market~~AND ~~prices~~ANALYSIS ofOF ~~alcohols~~FINANCIAL ~~and~~CONDITION ~~essential~~AND ~~ingredients;~~RESULTS OF OPERATIONS.

●The ~~fluctuations~~following discussion and analysis should be read in conjunction with our consolidated financial statements and notes to consolidated financial statements included elsewhere in this report. This report and our consolidated financial statements and notes to consolidated financial statements contain forward-looking statements, which generally include the ~~costs~~plans and objectives of ~~key~~management ~~production~~for ~~input~~future ~~commodities~~operations, ~~such~~including asplans ~~corn~~and objectives relating to our future economic performance and ~~natural~~our ~~gas;~~current beliefs regarding revenues we might generate and profits we might earn if we are successful in implementing our business and growth strategies. The forward-looking statements and associated risks may include, relate to or be qualified by other important factors, including:

● ~~our~~fluctuations ~~ability~~in ~~to fund, and~~ the ~~costs,~~market ~~timing~~prices ~~and effects~~ of, ~~our~~alcohols ~~plant improvement initiatives~~ and ~~other~~essential ~~capital projects, including our carbon capture and storage, or CCS, initiative~~ingredients;

● ~~regulatory~~fluctuations ~~developments~~in ~~relating~~the tocosts ~~our~~of ~~initiatives~~key ~~and~~production ~~projects~~input orcommodities tosuch ~~our~~as ~~business,~~corn ~~including~~and ~~our~~natural ~~CCS initiative~~gas;

● our ability to fund, and the ~~projected~~costs, ~~growth~~timing orand ~~contraction~~effects inof, ~~the~~our ~~alcohol~~plant improvement initiatives and ~~essential~~other ~~ingredients~~capital ~~markets~~projects, inincluding ~~which~~our wecarbon ~~operate~~capture and storage, or CCS, initiative;

● regulatory developments relating to our ~~strategies~~initiatives ~~for~~and ~~expanding~~projects or to our business, ~~maintaining~~including orour ~~contracting~~CCS initiative, and the availability of, and our ~~presence~~ability into ~~these~~qualify ~~markets~~for and receive, Section 45Z tax credits;

● ~~anticipated~~the ~~trends~~projected ingrowth ~~our~~or ~~financial~~contraction ~~condition~~in the alcohol and ~~results~~essential ofingredients ~~operations;~~markets ~~and~~in which we operate;

● our ~~ability~~strategies tofor ~~distinguish~~expanding, ~~ourselves~~maintaining ~~from~~or contracting our ~~current~~presence ~~and~~in ~~future~~these ~~competitors.~~markets;

~~You~~● ~~are~~anticipated ~~cautioned~~trends ~~not to place undue reliance on any forward-looking statements, which speak only as of the date of this report, or~~ in ~~the~~our ~~case~~financial ofcondition aand ~~document~~results ~~incorporated by reference, as~~ of ~~the~~operations; ~~date of that document. We do not undertake to update, revise or correct any forward-looking statements, except as required by law.~~and

~~Any~~● ofour ~~the~~ability ~~factors~~to ~~described immediately~~distinguish ~~above~~ourselves ~~or referenced~~ from ~~time to time in~~ our ~~filings~~current ~~with the Securities~~ and ~~Exchange~~future Commission or in the “Risk Factors” section below could cause our financial results, including our net income or loss or growth in net income or loss to differ materially from prior results, which in turn could, among other things, cause the price of our common stock to fluctuate substantiallycompetitors.

~~Overview~~You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this report, or in the case of a document incorporated by reference, as of the date of that document. We do not undertake to update, revise or correct any forward-looking statements, except as required by law.

WeAny ~~are~~of athe ~~leading~~factors ~~producer~~described immediately above or referenced from time to time in our filings with the Securities and ~~distributor~~Exchange ofCommission ~~specialty~~or in the “Risk Factors” ~~alcohols~~section below could cause our financial results, ~~renewable~~including ~~fuels~~our ~~and~~net ~~essential~~income ~~ingredients~~or loss or growth in net income or loss to differ materially from prior results, which in turn could, among other things, cause the ~~United~~price ~~States~~of our common stock to fluctuate substantially.

We operate five alcohol production facilities. Three of our production facilities are located in Illinois, one is located in Oregon and another is located in Idaho. We have an annual alcohol production capacity of 350 million gallons, including both renewable fuels and specialty alcohols ranging from industrial-, pharmaceutical-, and high-quality food- and beverage-grade alcohols. Of this amount, we can produce up to 110 million gallons annually of specialty alcohols, depending on our product mix among high-quality beverage-grade alcohol and other quality specification alcohols. We market and distribute all of the alcohols produced at our facilities as well as alcohols produced by third parties. In 2024, we marketed and distributed approximately 386 million gallons combined of our own produced alcohols as well as fuel-grade ethanol produced by third parties, and over 1.4 million tons of essential ingredients on a dry matter basis.Overview

~~-17-~~We are a leading producer and distributor of specialty alcohols, renewable fuels and essential ingredients in the United States.

We ~~also~~operate ~~own~~five ~~and~~alcohol ~~operate~~production afacilities. Three ~~liquid~~of ~~CO2~~ our production ~~facility~~facilities ~~adjacent~~are tolocated ~~our~~in ~~plant~~Illinois, one is located in Oregon ~~for~~and ~~the~~another ~~offtake~~is located in Idaho. We have an annual alcohol production capacity of ~~CO2~~350 ~~gas~~million ~~from~~gallons, ~~the~~including ~~plant~~both ~~for~~renewable ~~conversion~~fuels toand ~~liquid~~specialty ~~CO2~~alcohols ranging from industrial-, pharmaceutical-, and ~~subsequent~~high-quality ~~sale~~food- and beverage-grade alcohols. InOf ~~addition~~this amount, we ~~break~~can ~~bulk~~produce ~~distribute~~up to 110 million gallons annually of specialty alcohols, depending on our product mix among high-quality beverage-grade alcohol and other quality specification alcohols. We market and distribute all of the alcohols produced at our facilities as well as alcohols produced by usthird parties. In 2024, we marketed and distributed approximately 386 million gallons combined of our own produced alcohols as well as fuel-grade ethanol produced by third parties, ~~through~~and ~~our~~over ~~Eagle~~1.4 million ~~Alcohol~~tons ~~business~~of essential ingredients on a dry matter basis.

~~We report our financial and operating performance in three distinct segments:~~16

●We ~~Pekin~~also ~~production,~~own ~~which~~and ~~includes~~operate ~~the~~a liquid CO2 production ~~and~~facility ~~sale~~adjacent to our plant in Oregon for the offtake of ~~alcohols~~CO2 ~~and~~gas ~~essential~~from ~~ingredients~~the ~~produced~~plant atfor ~~our~~conversion ~~three~~to ~~production~~liquid ~~facilities~~CO2 and ~~located~~subsequent insale. ~~Pekin~~In addition, ~~Illinois~~we break bulk distribute specialty alcohols, ~~which~~produced weby ~~refer~~us toand asthird parties, through our ~~Pekin~~Eagle Alcohol ~~Campus;~~business.

●We ~~Marketing~~report ~~and~~our ~~distribution,~~financial ~~which includes marketing~~ and ~~merchant~~operating ~~trading~~performance in ~~for~~three ~~company-produced~~distinct ~~alcohols and essential ingredients on an aggregated basis, and sales of fuel-grade ethanol sourced from third parties; and~~segments:

● ~~Western~~Pekin production, which includes the production and sale of ~~renewable~~alcohols ~~fuels~~ and essential ingredients ~~and, beginning in 2025, liquid CO2~~ produced at our ~~western~~three production facilities, ~~including~~located ~~our~~in ~~liquid CO2 plant~~Pekin, ~~on an aggregated basis~~Illinois, ~~none of~~ which ~~are~~we ~~individually~~refer soto ~~significant~~ as toour bePekin ~~considered a separately reportable segment.~~Campus;

~~Our~~● ~~mission~~Marketing isand ~~to produce the highest quality~~distribution, ~~sustainable~~ ~~ingredients~~which ~~that~~includes ~~make~~marketing ~~everyday products better. We intend to accomplish this goal in part by investing in our specialized~~ and ~~higher~~merchant ~~value~~trading ~~specialty~~for ~~alcohol~~company-produced ~~production~~alcohols and ~~distribution infrastructure, expanding production in high-demand~~ essential ingredients~~, expanding~~ ~~and~~on ~~extending~~an ~~the~~aggregated ~~sale of our products into new regional and international markets~~basis, ~~building efficiencies~~ and ~~economies~~sales of ~~scale and~~fuel-grade byethanol ~~capturing~~sourced afrom ~~greater~~third ~~portion~~parties; ~~of the value stream.~~and

~~Production~~● ~~Segments~~Western production, which includes the production and sale of renewable fuels and essential ingredients and, beginning in 2025, liquid CO2 produced at our Western production facilities, including our liquid CO2 plant, on an aggregated basis, none of which are individually so significant as to be considered a separately reportable segment.

WeOur ~~produce~~mission ~~specialty~~is ~~alcohols,~~to ~~renewable~~produce ~~fuels and~~the ~~essential~~highest ~~ingredients~~quality, ~~focusing on five key markets: Health, Home & Beauty; Food & Beverage; Industry &~~ ~~Agriculture;~~sustainable ~~Essential~~ingredients ~~Ingredients;~~that ~~and~~make ~~Renewable~~everyday ~~Fuels~~products better. ~~Products~~We ~~for~~intend ~~Health,~~to ~~Home~~accomplish &this ~~Beauty~~goal ~~markets~~in ~~include specialty~~part ~~alcohols~~by ~~used~~investing in ~~mouthwash,~~our ~~cosmetics, pharmaceuticals, hand sanitizers, disinfectants~~ specialized and ~~cleaners.~~higher ~~Products~~value ~~for~~specialty ~~Food~~alcohol ~~& Beverage~~production ~~markets~~and ~~include~~distribution ~~grain~~infrastructure, ~~neutral~~expanding ~~spirits~~production ~~used~~ in ~~alcoholic~~high-demand ~~beverages~~essential ~~and~~ingredients, expanding ~~vinegar~~ and ~~corn~~extending ~~germ~~the ~~used~~sale ~~for~~of ~~corn~~our ~~oils. Products for Industry & Agriculture markets include alcohols and other~~ products ~~for~~into ~~paint~~new ~~applications~~regional and ~~fertilizers.~~international ~~Products for Essential Ingredients~~ markets ~~include dried yeast~~, ~~corn~~building ~~protein~~efficiencies ~~meal, corn protein feed, corn germ, distillers grains, liquid CO2~~ and ~~liquid~~economies ~~feed~~of ~~used in commercial animal feed and pet foods. We also sell yeast and liquid CO2 for human consumption. Our~~scale ~~products for the Renewable Fuels markets include fuel-grade ethanol~~ and ~~distillers~~by ~~corn~~capturing ~~oil used as~~ a ~~feedstock~~greater ~~for~~portion ~~renewable~~of ~~diesel and~~the ~~biodiesel~~value ~~fuels~~stream.

WeProduction produce our alcohols and essential ingredients at our facilities described below. Our production facilities located in Illinois are in the heart of the Corn Belt, benefit from relatively low-cost and abundant feedstock and enjoy logistical advantages that enable us to provide our products to both domestic and international markets via truck, rail or barge. Our production facilities located in Oregon and Idaho are near their respective fuel and feed customers, offering significant timing, product transportation cost and logistical advantages.Segments

We produce specialty alcohols, renewable fuels and essential ingredients, focusing on five key markets: Health, Home & Beauty; Food & Beverage; Industry & Agriculture; Essential Ingredients; and Renewable Fuels. Products for Health, Home & Beauty markets include specialty alcohols used in mouthwash, cosmetics, pharmaceuticals, hand sanitizers, disinfectants and cleaners. Products for Food & Beverage markets include grain neutral spirits used in alcoholic beverages and vinegar and corn germ used for corn oils. Products for Industry & Agriculture markets include alcohols and other products for paint applications and fertilizers. Products for Essential Ingredients markets include dried yeast, corn protein meal, corn protein feed, corn germ, distillers grains, liquid CO2 and liquid feed used in commercial animal feed and pet foods. We also sell yeast and liquid CO2 for human consumption. Our products for the Renewable Fuels markets include fuel-~~18-~~grade ethanol and distillers corn oil used as a feedstock for renewable diesel and biodiesel fuels.

~~All~~We ofproduce our alcohols and essential ingredients at our facilities described below. Our production facilities located in Illinois are in the heart of the Corn Belt, ~~other~~benefit ~~than~~from relatively low-cost and abundant feedstock and enjoy logistical advantages that enable us to provide our products to both domestic and international ~~Magic~~markets ~~Valley~~via ~~plant~~truck, ~~were~~rail ~~operating~~or ~~for~~barge. ~~all~~Our ofproduction ~~2024,~~facilities ~~subject~~located toin ~~scheduled~~Oregon and ~~unscheduled~~Idaho ~~downtimes~~are tonear ~~address~~their ~~facility~~respective ~~repair~~fuel and ~~maintenance~~feed customers, offering significant timing, product transportation cost and logistical advantages.

InAll ~~January~~of ~~2024, we temporarily hot-idled~~ our ~~Magic Valley facility to minimize losses from negative regional crush margins and to expedite the installation of additional equipment to achieve the intended~~ production ~~rate~~ facilities, ~~quality~~other ~~and~~than ~~consistency from~~ our ~~corn oil and high protein system at the facility. We restarted our~~ Magic Valley ~~facility~~plant in ~~July 2024 and by October 2024~~Idaho, ~~the facility consistently achieved average ethanol production rates at full capacity, the protein content yield from the plant reached 50% or greater, and we~~ were ~~able~~operating ~~to expand our corn oil yields. Increases in regional corn basis and declining market prices~~ for ~~protein~~all ~~and corn oil resulted in overall margin compression, outweighing the economic benefits~~ of ~~our~~2024 ~~plant~~and ~~improvements. As a consequence~~2025, wesubject ~~cold-idled our Magic Valley facility on December 31, 2024~~ to ~~minimize~~scheduled ~~financial losses.~~and Weunscheduled ~~continue~~downtimes to ~~provide~~address ~~terminal~~facility ~~services~~repair ~~at the plant~~ and ~~intend to resume operations at the facility when the economic environment in the region sustainably improves~~maintenance. ~~We believe that the cold-idling of our Magic Valley facility will have a positive impact on our overall financial results in 2025 compared to 2024.~~

~~As market conditions change, we may increase, decrease or idle production at one or more operating facilities or resume operations at any idled facility.~~17

~~Marketing~~In January 2024, we temporarily hot-idled our Magic Valley facility to minimize losses from negative regional crush margins – that is, revenue from ethanol minus the cost of corn, also referred to as market crush – and ~~Distribution~~to ~~Segment~~expedite the installation of additional equipment to achieve the intended production rate, quality and consistency from our corn oil and high protein system at the facility. We restarted our Magic Valley facility in July 2024 and by October 2024, the facility consistently achieved average ethanol production rates at full capacity, the protein content yield from the plant reached 50% or greater, and we were able to expand our corn oil yields. Increases in regional corn basis and declining market prices for protein and corn oil resulted in overall margin compression, outweighing the economic benefits of our plant improvements. As a consequence, we cold-idled our Magic Valley facility on December 31, 2024 to minimize financial losses. We continue to provide terminal services at the plant and intend to resume operations at the facility when the economic environment in the region sustainably improves. The cold-idling of our Magic Valley facility has had a positive impact on our overall financial results in 2025 compared to 2024.

WeAs market ~~and~~conditions ~~distribute~~change, ~~all~~we ~~the~~may ~~alcohols~~increase, ~~and essential~~decrease ~~ingredients~~or weidle ~~produce~~production at ~~our~~one ~~facilities.~~or Wemore ~~also~~operating ~~market~~facilities ~~and~~or ~~distribute~~resume ~~alcohols~~operations ~~produced~~at byany ~~third~~idled ~~parties~~facility.

WeMarketing ~~have extensive~~ and ~~long-standing~~Distribution customer relationships, both domestic and international, for our specialty alcohols, renewable fuels and essential ingredients. These customers include producers and distributors of ingredients for cosmetics, sanitizers and related products, distilled spirits producers, food products manufacturers, producers of personal health/consumer health and personal care hygiene products, and global trading firms.Segment

~~Our~~We ~~renewable~~market ~~fuels customers are located throughout the Western~~ and ~~Midwestern~~distribute ~~United~~all States and consist of integrated oil companies and gasoline marketers who blend fuel-grade ethanol into gasoline. Our customers depend on us to provide a reliable supply of fuel-grade ethanol and manage the ~~logistics~~alcohols and ~~timing of delivery.~~essential ~~Our~~ingredients ~~customers collectively require fuel-grade ethanol volumes in excess of the supplies~~ we produce at our facilities. We ~~secure~~also ~~additional fuel-grade~~market ~~ethanol supplies from third-party ethanol producers. We arrange for transportation, storage~~ and ~~delivery~~distribute ofalcohols ~~fuel-grade~~produced ~~ethanol purchased~~ by ~~our customers through our agreements with~~ third~~-party~~ ~~service providers in the Western United States as well as in the Midwest from a variety of sources~~parties.

We ~~market~~have ~~food-grade~~extensive ~~essential~~and ~~ingredients~~long-standing tocustomer ~~human~~relationships, ~~and~~both ~~pet~~domestic ~~food~~and ~~markets~~international, ~~our~~for ~~feed products (such as distillers grains) primarily to export markets from~~ our ~~Pekin~~specialty ~~Campus~~alcohols, ~~and~~renewable ~~other~~fuels ~~feed products to dairies~~ and ~~feedlots,~~essential ~~in many cases located near our production facilities~~ingredients. These customers ~~use~~include ~~our~~producers and ~~feed~~distributors ~~products~~of ingredients for ~~livestock as~~cosmetics, asanitizers ~~substitute~~and ~~for~~related ~~corn~~products, ~~and~~distilled ~~other~~spirits ~~sources~~producers, offood ~~starch~~products ~~and~~manufacturers, producers ~~protein.~~of Wepersonal ~~sell~~health/consumer ~~our~~health ~~corn~~and ~~oil~~personal tocare ~~poultry~~hygiene products, ~~renewable diesel~~ and ~~biodiesel~~global ~~customers~~trading firms.

~~See~~Our ~~“Note~~renewable 3fuels –customers ~~Segments”~~are tolocated ~~our~~throughout ~~Notes~~the Western and Midwestern United States and consist of integrated oil companies and gasoline marketers who blend fuel-grade ethanol into gasoline. Our customers depend on us to ~~Consolidated~~provide ~~Financial~~a ~~Statements~~reliable ~~included~~supply ~~elsewhere~~of fuel-grade ethanol and manage the logistics and timing of delivery. Our customers collectively require fuel-grade ethanol volumes in ~~this~~excess ~~report~~of the supplies we produce at our facilities. We secure additional fuel-grade ethanol supplies from third-party ethanol producers. We arrange for ~~financial~~transportation, ~~information~~storage ~~about~~and delivery of fuel-grade ethanol purchased by our ~~business~~customers ~~segments~~through our agreements with third-party service providers in the Western United States as well as in the Midwest from a variety of sources.

~~Current~~We ~~Initiatives~~market food-grade essential ingredients to human and ~~Outlook~~pet food markets, our feed products (such as distillers grains) primarily to export markets from our Pekin Campus, and other feed products to dairies and feedlots, in many cases located near our production facilities. These customers use our feed products for livestock as a substitute for corn and other sources of starch and protein. We sell our corn oil to poultry, renewable diesel and biodiesel customers.

~~Our~~See ~~first~~“Note ~~quarter results~~3 ~~for~~– ~~2025~~Segments” ~~improved compared~~ to ~~the same period in 2024, as reflected in part by better gross margin and Adjusted EBITDA.~~our ~~Adjusted~~Notes ~~EBITDA improved~~ to ~~negative~~Consolidated ~~$4.4~~Financial ~~million~~Statements ~~for~~included ~~the~~elsewhere ~~first quarter from negative $7.1 million for the same period~~ in ~~2024. Adjusted~~this ~~EBITDA~~report is defined and reconciled against consolidated net loss below. These results include a savings of $4.8 million due to the cold-idling of our Magic Valley plant at the end of the fourth quarter. These results also reflect our operational uptime and our carbon optimization initiative, which was driven by our acquisition on January 1, 2025 of a beverage-grade liquid CO2 processing plant adjacent to our Columbia facility. The combined ownership of our Columbia assets contributed $2.9 million of improvement to our Adjusted EBITDA for ~~the~~financial ~~first~~information ~~quarter~~about and has enabled synergies, allowing for reduced management and staffing costs while enhancing operational coordination and overall productivity across the combined site. We continue to optimize these assets, which should facilitate additional benefits, such as longer-term feed sales commitments and expanded premium liquid CO2 sales. As anticipated, this acquisition improved our ~~Columbia~~business ~~facility’s economics and increased its asset valuation~~segments.

During the first quarter, we continued our efforts to rationalize our business and right size our staffing to better align with our current operational footprint. During the fourth quarter and into the first quarter, we reduced headcount by a total of 16%. As a result, we expect to save approximately $8 million annually, with the financial benefit starting in the second quarter. We have completed our planned reorganization but will continue to evaluate opportunities to reduce expenses. We are prioritizing quick-return projects, including water and energy optimization, that would reduce utility costs and lower our carbon footprint.18

~~Our~~Financial ~~Pekin Campus’s results for the first quarter illustrate our ability to quickly shift production to capitalize on favorable market trends. For example~~Review, toCurrent ~~diversify~~Initiatives ~~our revenue streams, we earned International Sustainability~~ and Carbon Certification, or ISCC, in the third quarter and in the fourth quarter began exporting qualified renewable fuel to European markets. This certification has enabled us to access higher margin sales compared to domestic markets. During the first quarter, we experienced solid demand for ISCC certified renewable fuel priced at a premium to domestic fuel-grade ethanol. In the first quarter, we also grew ISCC sales as a percentage of our total renewable fuel volume sold from our Pekin Campus. As a result, ISCC sales partially offset some domestic market challenges.Outlook

Although our net loss worsened to $11.0 million in the second quarter, primarily due to the non-19cash effects of hedging activities, our Adjusted EBITDA improved by nearly $6.0 million compared to the same period in 2024, reflecting the successful execution of our initiatives to increase efficiency and productivity. The quarter-over-quarter improvement in our Adjusted EBITDA reflects the benefit of multiple initiatives. We improved our operating model company-wide by rightsizing our corporate overhead to a level that aligns with our current business footprint and we are on track to exceed our goal of saving approximately $8.0 million on an annualized basis from this initiative. We will continue to evaluate our options to improve operational efficiency and throughput, focus on growth in profitable market segments, and identify additional cost-saving opportunities that, while smaller in amount than from our recent corporate reorganization, should in the aggregate meaningfully affect our long-term profitability.

~~Premiums~~In onthe ~~domestic~~second ~~high~~quarter, ~~quality~~the ~~alcohol~~annual ~~for~~uptick ~~the~~in demand ~~first~~from ~~quarter~~the ~~were~~summer ~~generally~~driving ~~lower~~season ~~than~~helped inlift ~~the~~ethanol ~~same~~prices ~~period~~and inimprove ~~2024~~crush ~~due~~spreads. While it is difficult to ~~increased~~predict ~~competition~~market fluctuations, we have seen additional spread improvement in the ~~marketplace.~~third ~~In addition~~quarter, ~~prices for~~with ~~essential~~market ~~ingredients~~crush ~~declined~~averaging as30 acents ~~result~~per ofgallon ~~higher~~for ~~industry~~July, ~~supply~~and ~~from~~we ~~increased~~remain optimistic ~~soy~~for ~~crush~~positive tomargins ~~support~~through ~~renewable~~the ~~diesel~~remainder ~~fuel~~of ~~demand~~the summer.

InOur ~~late~~Western ~~March~~assets ~~and~~turned ~~early April~~profitable, ~~we completed our~~improving ~~scheduled~~gross ~~seasonal~~profit ~~outages~~by at$5.6 ~~our~~million ~~Pekin~~compared ~~Campus~~to ~~facilities.~~the ~~The~~prior ~~repairs~~year’s ~~and~~quarter, ~~maintenance~~driven ~~successfully~~by ~~achieved~~ our ~~goal~~CO2 offacility ~~sustaining~~acquisition at the beginning ~~improved~~of ~~plant~~2025 ~~utilization~~and ~~rates~~other ~~set~~improvements ~~last~~at ~~year following~~ our ~~biennial~~Columbia ~~outage~~ethanol inplant, ~~the~~collectively ~~second~~improving ~~quarter~~gross ofprofit ~~2024~~by $3.0 ~~Unfortunately~~million, inas ~~early~~well ~~April, during~~as aour ~~period~~decision to ofcold-idle ~~rapidly rising river levels,~~ our ~~Pekin~~Magic ~~Campus~~Valley ~~loadout~~facility ~~dock~~due ~~was~~to ~~damaged,~~adverse ~~negatively~~market ~~impacting~~conditions ~~production,~~in ~~logistics and~~the ~~overall Pekin Campus economics. In response~~region, wewhich ~~implemented~~improved ~~temporary~~gross ~~solutions~~profit ~~and~~by we$2.6 ~~are now back to full operation~~million. We ~~are assessing~~ ~~our~~continue ~~long-term~~to ~~remediation~~use ~~options and we are also working with~~ our ~~insurance~~Magic ~~carrier~~Valley tofacility ~~mitigate~~primarily ~~the~~as ~~financial~~a ~~impact of the damage and the interruption to our business~~terminal.

~~Thus~~Our ~~far~~marketing ~~in 2025, we have experienced typical seasonal market patterns with spreads between corn~~ and ~~ethanol~~distribution ~~prices~~business ~~comparable~~also ~~year over year. These crush margins~~ improved ~~sequentially each~~, ~~month~~reflecting ~~during~~ the ~~first~~integration ~~quarter and have further improved in April as a result~~ of ~~lower~~our ~~production~~bulk ~~rates~~volume ~~associated~~customers ~~with~~from ~~industry-wide scheduled~~our ~~springtime~~Eagle ~~plant~~Alcohol ~~outages. Despite these improvements~~business, ~~margin expansion remains largely restrained due to high industry inventory levels with production outpacing demand. Absent~~ a ~~meaningful~~fostering ~~reduction~~of inthird-party ethanol ~~supply or a relative increase in demand, substantial~~marketing ~~crush~~relationships ~~spread improvements may be constrained. Although we remain optimistic~~ that ~~margins~~met ~~will~~profitability ~~continue to improve with higher demand during the summer driving season~~criteria, ~~we have concerns over tariffs~~ and ~~restrictions on Chinese vessels, introducing greater uncertainty around the export market. While these factors are largely beyond~~ our ~~control,~~transition weaway ~~will~~from ~~continue our efforts to minimize their impact on our~~ business. ~~Nevertheless,~~that asoffered ~~noted~~limited ~~above, we have experienced solid exports in the first quarter from our ISCC sales into European markets~~returns.

~~The~~Our ~~Environmental Protection~~Pekin ~~Agency,~~Campus orwas ~~EPA,~~negatively ~~issued~~impacted aby recent E15 fuel waiver allowing higher blending rates for an extended period through May 20th. Although this is a temporary waiver, we expect the EPA to issue new waivers to permit E15 blending through summer. We are also optimistic that pending national legislation will pass later this year resulting in longquarter-~~sought after permanent year~~over-~~round~~quarter changes ~~E15 adoption nationwide. In addition, there is growing support for E15 adoption~~ in ~~California.~~derivatives The California Assembly recently passed a bill aimed at accelerating the approval process for E15 fuel blends. Moreover, California’s Governor Newsom has directed the California Air Resources Board to expedite its review, citing potential benefits such as lower gas prices and ~~reduced~~ ~~emissions. According to~~ the ~~latest~~continued ~~Energy~~impact ~~Information Administration reports, California’s 13.4 billion gallons~~ of ~~annual~~ ~~fuel~~damage ~~consumption~~sustained ~~represents 11.6% of national volume. A five-percentage point increase in ethanol blending from 10%~~ to ~~15%~~our ~~in California~~loadout ~~alone~~dock ~~could result~~ in ~~an additional 670 million gallons sold annually~~April. ~~Further~~However, ~~national~~we ~~adoption~~partially ofoffset ~~year-round~~these ~~E15~~effects ~~blending~~by ~~could~~leveraging ~~boost~~our ~~ethanol~~operational ~~demand~~flexibility by anincreasing ~~estimated~~sales ~~5 to 7 billion gallons. Since the U.S. has approximately 18 billion gallons~~ of ~~ethanol~~ ~~production capacity and domestic demand is approximately 14.4 billion gallons, the national adoption of year~~higher-~~round E15 blending combined with strong exports would utilize, over time, much of the excess production capacity and produce greater~~ margin ~~stability.~~ ~~Beyond~~International ~~supply~~Sustainability and ~~demand~~Carbon ~~considerations~~Certification, ~~we also believe that year-round E15 adoption would have positive economic and~~ ~~environmental~~or ~~impacts~~ISCC, ~~such~~products asexported ~~reducing~~to ~~greenhouse gas emissions, supporting farmers and lowering fuel costs for consumers~~Europe.

~~Senate~~Given ~~Bill~~our ~~1723~~success inwith ~~Illinois~~these isefforts, ~~under~~we ~~consideration~~continue to ~~prevent~~focus ~~CO2~~on ~~sequestration activity that overlies, underlies or passes through a sole~~shorter-~~source~~term ~~aquifer.~~projects ~~This~~with ~~would~~more ~~include the~~immediate ~~Mahomet~~returns ~~Aquifer,~~to ~~which~~support ~~underlies~~our ~~multiple~~path ~~counties~~to ~~across~~profitability. ~~Illinois~~We ~~including~~intend anto ~~area~~prioritize ~~currently~~projects ~~contemplated for storage in our Class~~by VIanticipated ~~permit~~cost, ~~application~~timing ~~for~~and ~~our~~return ~~CCS~~on ~~initiative~~investment. ~~Together~~Projects ~~with~~under ~~our~~consideration ~~CCS~~include ~~partner,~~improvements ~~Vault~~to ~~44.01,~~lower ~~and~~our ~~other~~carbon ~~potentially~~intensity ~~affected parties, we are~~and ~~working~~capture ~~with~~more ~~elected~~of ~~officials~~the toSection ~~address~~45Z ~~concerns~~benefits toavailable ~~minimize~~under ~~or eliminate~~ the ~~potential~~Inflation ~~legal~~Reduction ~~impact~~Act of ~~this~~2022, ~~legislation~~expansion onof our ~~CCS~~CO2 utilization ~~initiative.~~at Weour ~~are~~Pekin ~~also~~Campus ~~developing~~and ~~alternatives~~at toour ~~ensure~~Colombia ~~that~~facility, webuilding ~~optimize~~on ~~the~~our ~~value~~success offrom our ~~CO2~~Alto ~~production~~Carbonic ~~despite~~acquisition, ~~the~~and ~~outcome of~~projects ~~this~~to ~~legislation,~~improve our ~~including~~prospects ~~the~~to ~~potential~~monetize ~~relocation of~~ our ~~proposed~~Western ~~CO2 storage location~~assets. In addition, as we ~~are~~did ~~working with leaders~~ in ~~Illinois on Senate Bill 41, named~~ the ~~Clean~~first ~~Transportation~~and ~~Standard~~second ~~Act~~quarters, towe ~~develop~~will ~~clean~~continue ~~ground~~projects ~~transportation standards~~ to improve ~~reduce~~efficiency ~~the~~and ~~lifecycle carbon intensity of fuels that are similar to the standards adopted on the West Coast~~productivity.

WeYear ~~continue~~ to ~~execute~~date, ~~our~~we ~~long-term plan to diversify revenue and mitigate the volatility of commodities. We~~ have ~~leveraged~~recorded ~~our~~$16 ~~plant~~million ~~flexibility and our efforts are working. New initiatives~~ in ~~beverage-grade CO2~~repairs and ~~ISCC~~maintenance ~~qualified renewable fuel have been economically beneficial. Additionally~~expense, ~~our~~in ~~efficiency~~line ~~measures~~with ~~have reduced~~ our ~~expense~~2025 ~~run~~estimate ~~rate going forward. Although the regulatory environment remains dynamic, there are encouraging developments, including the increasing state and potential national adoption~~ of ~~year-round~~$32 ~~E15 blending~~million. Also, as noted above, the Illinois Clean Transportation Standard Act presents exciting possibilities that could further support industry growth and innovation. Our team will continue to proactively evaluate alternatives for new revenue streams and value, leverage our flexible and unique plant assets, and work to drive long-term shareholder value on a sustainable, consistent basis.

~~Use~~Working ofwith ~~Non-GAAP~~our ~~Financial~~bankers, ~~Measures~~we continue to make progress on our plan to optimize and monetize our Western assets. We are also evaluating strategic alternatives and interest for our Pekin Campus and for the company as a whole.

~~Management~~Illinois ~~believes~~Senate ~~that~~Bill 1723, which prohibits CO2 ~~certain~~sequestration ~~financial~~directly ~~measures~~through ~~not~~the inMahomet ~~accordance~~aquifer, ~~with~~as ~~generally~~contemplated ~~accepted~~in ~~accounting~~our ~~principles,~~Class orVI ~~GAAP,~~permit ~~are~~application ~~useful~~with ~~measures~~the ofEPA ~~operations. Management~~for ~~provides~~our ~~EBITDA~~carbon capture and ~~Adjusted~~storage, ~~EBITDA~~or asCCS, ~~non-GAAP~~project, ~~financial~~was ~~measures~~signed sointo ~~that~~law ~~investors~~on ~~will~~August ~~have~~1, ~~the~~2025. ~~same~~We ~~financial~~are ~~information that~~developing ~~management~~alternatives ~~uses~~with Vault 44.01, ~~which~~our ~~may~~CCS ~~assist~~partner, and ~~investors~~evaluating inother ~~properly~~promising, ~~assessing~~non-sequestration ~~our~~options ~~performance~~to onoptimize athe ~~period-over-period~~value ~~basis~~of our CO2 production.

~~-20-~~19

WeThe ~~define~~damage ~~EBITDA~~sustained asby ~~unaudited~~our Pekin Campus loadout ~~consolidated~~dock ~~net~~in ~~income~~April ~~(loss)~~due ~~before~~to ~~interest~~rapidly ~~expense,~~rising ~~interest~~river ~~income~~levels impacted production, ~~provision~~logistics ~~for~~and ~~income~~overall ~~taxes~~economics ~~and~~for ~~depreciation~~most ~~and~~of ~~amortization~~the second quarter. ~~expense~~Since our last update in May, we have made progress recovering from this setback. We ~~define~~were ~~Adjusted~~able ~~EBITDA~~to asrespond ~~unaudited~~quickly ~~consolidated~~to ~~net~~take ~~income~~interim ~~(loss)~~steps with ~~before~~third-party ~~interest~~river ~~expense~~transload vendors which, ~~interest~~while ~~income~~more costly, ~~unrealized~~helped ~~derivative~~minimize business interruption. In addition, we worked with ~~gains~~our insurance carrier to confirm coverage for both property damage and ~~losses,~~business ~~acquisition-related~~interruption. ~~expense~~Finally, ~~asset~~we ~~impairments~~are reviewing remediation plans with our carrier to ensure the best path forward. While we expect work to extend into next year, ~~provision~~we ~~for~~intend ~~income~~to ~~taxes~~commence ~~and~~the ~~depreciation~~remediation project ~~and~~ahead ~~amortization~~of ~~expense~~the Midwest winter.

AThe ~~table~~One isBig ~~provided~~Beautiful ~~below~~Bill Act made positive updates to ~~reconcile~~the ~~Adjusted~~Section ~~EBITDA~~45Z toregulations, ~~its~~including ~~most~~extending ~~directly~~tax ~~comparable~~credits ~~GAAP~~through ~~measure~~the end of 2029 as well as additional spending on farm programs, that ~~consolidated~~benefit ~~net~~the ~~income~~renewable ~~(loss)~~fuels industry and improve our earnings profile and the intrinsic value of our production facilities. ~~EBITDA~~The act also increased focus on domestic renewable fuel production and ~~Adjusted~~introduced ~~EBITDA~~new eligibility restrictions, particularly around foreign involvement. ~~are~~For ~~not~~example, ~~measures~~only fuel derived from feedstocks grown or produced in North America is eligible for the Section 45Z tax credit. Initially, two of ~~financial~~our ~~performance~~plants, ~~under~~our ~~GAAP~~Columbia plant and ~~should~~our ~~not~~Pekin bedry ~~considered~~mill, aswill ~~alternatives~~participate toin ~~consolidated~~applying ~~net~~for ~~income~~Section ~~(loss)~~45Z ortax credits. An additional ~~any~~benefit ~~other~~of ~~measure~~the act is its disincentivizing exports from most dry mills, creating an opportunity for our Pekin Campus wet mill and ICP distillery to place more of ~~performance~~our ~~under~~products ~~GAAP~~into European markets at a premium to domestic market prices. We intend to pursue additional options to capitalize on the Section 45Z tax credits, orincluding through improvements to ~~cash~~our ~~flows~~Colombia plant to increase our anticipated credit from ~~operating~~10 cents per gallon for 2025, ~~investing~~based oron ~~financing~~our ~~activities~~current ascarbon anintensity ~~indicator~~scores, ofto ~~cash~~up to 20 cents per gallon in 2026. We expect ~~flows~~our orPekin asCampus adry ~~measure~~mill ofto ~~liquidity~~qualify for 10 cents per gallon starting in 2026. ~~EBITDA~~These credit amounts, based on nameplate production capacities and ~~Adjusted~~carbon ~~EBITDA~~intensity ~~have~~scores, ~~limitations~~equal asup ~~analytical~~to ~~tools~~approximately $4.0 million in 2025 and ~~you~~$8.0 ~~should~~million ~~not~~in ~~consider~~2026 ~~these~~for which our Colombia plant may ~~measures~~be ineligible ~~isolation~~and orup asto a$6.0 ~~substitute~~million in 2026 for ~~analysis~~which ofour Pekin Campus dry mill may be eligible. We plan to make improvements to our ~~results~~plants to asincrease ~~reported~~credit ~~under~~amounts ~~GAAP~~across all eligible facilities. One potential improvement is through low-carbon corn, which, while more expensive, may be economically beneficial to source that particular feedstock to reduce our carbon footprint.

~~Information~~Through ~~reconciling forward-looking~~the ~~EBITDA~~two orother ~~Adjusted~~plants ~~EBITDA~~at toour ~~forward-looking~~Pekin ~~consolidated net income (loss) would require a forward-looking statement of consolidated net income (loss) prepared in accordance with GAAP~~Campus, ~~which is unavailable to us without unreasonable effort. We are not~~ ~~able~~we towill ~~provide~~continue ~~a quantitative reconciliation of forward-looking EBITDA or Adjusted EBITDA~~ to ~~forward-looking~~produce ~~consolidated~~higher ~~net~~quality ~~income (loss)~~alcohol ~~because certain items required for reconciliation are uncertain, outside of our control~~ and~~/or~~ ~~cannot~~also ~~reasonably~~take beadvantage ~~predicted, such as net sales, cost~~ of ~~goods~~ISCC ~~sold,~~export ~~unrealized~~market ~~derivative~~premiums ~~gains and losses, asset impairments and provision (benefit)~~ for ~~income~~renewable ~~taxes, which~~fuel ~~we view~~ as the ~~most~~new rules ~~material~~incentivize ~~components~~domestic ofethanol ~~consolidated~~sales ~~net~~from ~~income~~Section ~~(loss)~~45Z ~~that~~eligible ~~are~~dry ~~not presently estimable~~mills.

~~Reconciliation~~The ofOne ~~Adjusted~~Big Beautiful Bill Act also seeks to positively ~~EBITDA~~impact farm programs by boosting sector profitability, reducing financial volatility, enhancing asset values and strengthening the overall industry safety net with the intent to ~~Consolidated~~improve ~~Net~~operational ~~Loss~~stability and long-term farm enterprise value. Also contained in the act is an increase in USDA commodity reference prices and base acres. Corn will increase from $3.70 per bushel to $4.10 per bushel and soybeans will increase from $8.40 per bushel to $10.00 per bushel. Lastly, an additional 30 million base acres may now enroll in farm programs. As a result, farmers will need new and expanded markets to absorb the additional production. We believe these developments bode well for the future of higher ethanol blends and new uses of American-grown feedstocks, making the U.S. an even more attractive origin for international sourcing of ethanol and other renewable fuel products.

	Three Months Ended March 31,
(in thousands) (unaudited)	2025			2024
Consolidated net loss	$	(11,679	)	$	(11,725	)
Adjustments:
Interest expense, net		2,729			1,634
Interest income		(84	)		(175	)
Unrealized derivative gains		(1,634	)		(3,190	)
Acquisition-related expense		—			675
Depreciation and amortization expense		6,266			5,728
Total adjustments		7,277			4,672
Adjusted EBITDA	$	(4,402	)	$	(7,053	)

The EPA extended E15 blending waivers nationally for the duration of the summer, offering continued support for near-term domestic ethanol blending. In California, regulatory momentum continues to build for E15 blending but full-scale implementation is still pending further administrative review and regulatory updates.

~~Critical~~In ~~Accounting~~the ~~Policies~~second quarter, we finalized our Scope 1 and ~~Estimates~~2 greenhouse gas verifications and submitted our 2025 EcoVadis scorecard.

Our discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses for each period. We believe that of our significant accounting policies, the following critical accounting policies and estimates are those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain: accounting for business combinations; revenue recognition; impairment of long-lived assets; valuation allowance for deferred taxes and derivative instruments. Except as noted below, these significant accounting principles are more fully described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2024.20

~~Results~~Use of ~~Operations~~Non-GAAP Financial Measures

~~Selected~~Management ~~Financial~~believes ~~Information~~that certain financial measures not in accordance with generally accepted accounting principles, or GAAP, are useful measures of operations. Management provides EBITDA and Adjusted EBITDA as non-GAAP financial measures so that investors will have the same financial information that management uses, which may assist investors in properly assessing our performance on a period-over-period basis.

~~The~~We define ~~following~~EBITDA ~~selected~~as ~~financial information~~unaudited ~~should~~consolidated benet ~~read~~income in(loss) ~~conjunction~~before ~~with~~interest ~~our~~expense, ~~consolidated~~interest ~~financial~~income, ~~statements~~provision for income taxes and depreciation ~~notes~~and toamortization ~~our~~expense. We define Adjusted EBITDA as unaudited consolidated ~~financial~~net ~~statements included~~income ~~elsewhere~~(loss) inbefore ~~this~~interest expense, ~~report~~interest income, ~~and~~unrealized ~~the~~derivative ~~other~~gains ~~sections~~and oflosses, ~~“Management’s~~acquisition-related ~~Discussion~~income and ~~Analysis~~expense, ofasset ~~Financial Condition~~impairments, ~~and~~provision ~~Results~~for ofincome ~~Operations”~~taxes ~~contained~~and indepreciation ~~this~~and ~~report~~amortization expense.

~~-21-~~A table is provided below to reconcile Adjusted EBITDA to its most directly comparable GAAP measure, consolidated net income (loss). EBITDA and Adjusted EBITDA are not measures of financial performance under GAAP and should not be considered as alternatives to consolidated net income (loss) or any other measure of performance under GAAP, or to cash flows from operating, investing or financing activities as an indicator of cash flows or as a measure of liquidity. EBITDA and Adjusted EBITDA have limitations as analytical tools and you should not consider these measures in isolation or as a substitute for analysis of our results as reported under GAAP.

~~Certain~~Information ~~performance~~reconciling forward-looking ~~metrics~~EBITDA or Adjusted EBITDA to forward-looking consolidated net income (loss) would require a forward-looking statement ~~that~~of weconsolidated ~~believe~~net income (loss) prepared in accordance with GAAP, which is unavailable to us without unreasonable effort. We are ~~important~~not able ~~indicators~~to provide a quantitative reconciliation of forward-looking EBITDA or Adjusted EBITDA to forward-looking consolidated net income (loss) because certain items required for reconciliation are uncertain, outside of our ~~results~~control and/or cannot reasonably be predicted, such as net sales, cost of ~~operations:~~goods sold, unrealized derivative gains and losses, asset impairments and provision (benefit) for income taxes, which we view as the most material components of consolidated net income (loss) that are not presently estimable.

	Three Months Ended March 31,
(unaudited)	2025			2024
Alcohol Sales (gallons in millions)
Pekin Campus renewable fuel gallons sold		32.6			31.8
Western production renewable fuel gallons sold		8.3			11.2
Third party renewable fuel gallons sold		24.4			29.7
Total renewable fuel gallons sold		65.3			72.7
Specialty alcohol gallons sold		24.3			26.3
Total gallons sold		89.6			99.0
Sales Price per Gallon
Pekin Campus	$	1.90		$	1.90
Western production	$	1.95		$	1.80
Marketing and distribution	$	2.01		$	1.83
Average sales price per gallon	$	1.93		$	1.86
Alcohol Production (gallons in millions)
Pekin Campus		54.3			53.6
Western production		8.3			9.7
Total		62.6			63.3
Corn Cost per Bushel
Pekin Campus	$	4.65		$	4.73
Western production	$	5.95		$	5.89
Average corn cost per bushel	$	4.81		$	4.92
Average Market Metrics
PLATTS Ethanol price per gallon	$	1.71		$	1.56
CME Corn cost per bushel	$	4.72		$	4.35
Board corn crush per gallons (1)	$	0.02		$	0.01
Essential Ingredients Sold (thousand tons)
Pekin Campus:
Distillers grains		90.7			87.7
CO2		45.3			39.1
Corn wet feed		34.5			25.6
Corn dry feed		23.8			18.9
Corn oil and germ		19.6			17.8
Syrup and other		8.2			9.5
Corn meal		9.4			8.3
Yeast		6.4			5.7
Total Pekin Campus essential ingredients sold		237.9			212.6
Western production:
Distillers grains		58.1			71.8
CO2		12.6			13.3
Syrup and other		0.8			14.2
Corn oil		1.4			1.5
Total Western production essential ingredients sold		72.9			100.8
Total Essential Ingredients Sold		310.8			313.4
Essential ingredients return % (2)
Pekin Campus return		48.0	%		52.1	%
Western production return		49.0	%		39.3	%
Consolidated total return		48.2	%		49.8	%

Reconciliation of Adjusted EBITDA to Consolidated Net Loss

(1) Assumes corn conversion of 2.80 gallons of alcohol per bushel of corn.

	Three Months Ended June 30,						Six Months Ended June 30,
(in thousands) (unaudited)	2025			2024			2025			2024
Net loss	$	(10,997	)	$	(3,106	)	$	(22,676	)	$	(14,831	)
Adjustments:
Interest expense		2,811			1,669			5,540			3,303
Interest income		(67	)		(150	)		(150	)		(325	)
Unrealized derivative losses (gains)		2,117			(11,089	)		483			(14,279	)
Acquisition-related (income) expense		(460	)		675			(460	)		1,350
Depreciation and amortization expense		6,365			6,074			12,631			11,802
Total adjustments		10,766			(2,821	)		18,044			1,851
Adjusted EBITDA	$	(231	)	$	(5,927	)	$	(4,632	)	$	(12,980	)

~~(2)~~Critical ~~Essential~~Accounting ~~ingredients~~Policies ~~revenues~~and ~~as a percentage of total corn costs consumed.~~Estimates

Our discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of net sales and expenses for each period. We believe that of our significant accounting policies, the following critical accounting policies and estimates are those policies that we believe are the most important to the portrayal of our financial condition and results of operations and that require management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain: accounting for business combinations; revenue recognition; impairment of long-22lived assets; valuation allowance for deferred taxes and derivative instruments. Except as noted below, these significant accounting principles are more fully described in “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies and Estimates” in our Annual Report on Form 10-K for the year ended December 31, 2024.

~~Net~~Results ~~Sales, Cost~~ of ~~Goods Sold and Gross Loss~~Operations

~~The~~Selected ~~following~~Financial ~~table presents our net sales, cost of goods sold and gross profit (loss) in dollars and gross profit (loss) as a percentage of net sales (in thousands, except percentages):~~Information

	Three Months Ended March 31,						Change in
	2025			2024			Dollars			Percent
Net sales	$	226,540		$	240,629		$	(14,089	)		(5.9	)%
Cost of goods sold		228,347			243,029			(14,682	)		(6.0	)%
Gross loss	$	(1,807	)	$	(2,400	)	$	(593	)		(24.7	)%
Percentage of net sales		(0.8	)%		(1.0	)%

The following selected financial information should be read in conjunction with our consolidated financial statements and notes to our consolidated financial statements included elsewhere in this report, and the other sections of “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report.

~~Net Sales~~21

~~The~~Certain ~~decrease~~performance ~~in our consolidated~~metrics ~~net~~that ~~sales~~we ~~for~~believe ~~the~~are ~~three~~important ~~months~~indicators ~~ended March 31, 2025 as compared to the same period in 2024 is attributable to fewer total gallons sold as well as lower volumes and lower average sales prices~~ of ~~essential ingredients due to a lower commodity price environment, partially offset by an increase in~~ our ~~average~~results ~~sales~~of ~~prices~~operations ~~per~~include ~~gallon~~the ~~for both specialty alcohols and renewable fuel.~~following:

Pekin Campus Production Segment

	Three Months Ended June 30,						Percentage			Six Months Ended June 30,						Percentage
	2025			2024			Variance			2025			2024			Variance
Alcohol Sales (gallons in millions)
Pekin Campus renewable fuel gallons sold		28.8			30.7			(6.2	)%		61.4			62.5			(1.8	)%
Western production renewable fuel gallons sold		8.3			9.0			(7.8	)%		16.6			20.2			(17.8	)%
Third-party renewable fuel gallons sold		29.7			34.4			(13.7	)%		54.1			64.1			(15.6	)%
Total renewable fuel gallons sold		66.8			74.1			(9.9	)%		132.1			146.8			(10.0	)%
Specialty alcohol gallons sold		19.9			21.0			(5.2	)%		44.2			47.3			(6.6	)%
Total gallons sold		86.7			95.1			(8.8	)%		176.3			194.1			(9.2	)%

Sales Price per Gallon
Pekin Campus	$	1.95		$	1.98			(1.5	)%	$	1.92		$	1.94			(1.0	)%
Western production	$	2.00		$	1.94			3.1	%	$	1.98		$	1.86			6.5	%
Marketing and distribution	$	1.96		$	2.04			(3.9	)%	$	1.98		$	1.94			2.1	%
Consolidated sales price per gallon	$	1.95		$	2.00			(2.5	)%	$	1.94		$	1.93			0.5	%

Alcohol Production (gallons in millions)
Pekin Campus		50.9			50.0			1.8	%		105.2			103.6			1.5	%
Western production		8.3			8.6			(3.5	)%		16.6			18.3			(9.3	)%
Total production gallons		59.2			58.6			1.0	%		121.8			121.9			(0.1	)%

Corn Cost per Bushel
Pekin Campus	$	4.86		$	4.50			8.0	%	$	4.75		$	4.62			2.8	%
Western production	$	5.71		$	5.78			(1.2	)%	$	5.83		$	5.84			(0.2	)%
Consolidated cost per bushel	$	4.98		$	4.68			6.4	%	$	4.89		$	4.81			1.7	%

Average Market Metrics
PLATTS Ethanol price per gallon	$	1.72		$	1.79			(3.9	)%	$	1.72		$	1.67			3.0	%
CME Corn cost per bushel	$	4.51		$	4.43			1.8	%	$	4.62		$	4.39			5.2	%
Board corn crush per gallon (1)	$	0.11		$	0.21			(47.6	)%	$	0.07		$	0.10			(30.0	)%

Essential Ingredients Sold (in thousands of tons)
Pekin Campus
Distillers grains		70.2			79.7			(11.9	)%		160.9			167.4			(3.9	)%
CO₂		45.1			43.3			4.2	%		90.4			82.4			9.7	%
Corn wet feed		28.7			24.8			15.7	%		63.2			50.4			25.4	%
Corn dry feed		21.4			19.8			8.1	%		45.2			38.7			16.8	%
Corn oil and germ		18.9			17.5			8.0	%		38.5			35.3			9.1	%
Syrup and other		11.7			11.1			5.4	%		19.9			20.6			(3.4	)%
Corn meal		8.3			8.0			3.8	%		17.7			16.3			8.6	%
Yeast		5.7			5.8			(1.7	)%		12.1			11.5			5.2	%
Total Pekin Campus		210.0			210.0			—	%		447.9			422.6			6.0	%

Western production
Distillers grains		61.8			61.8			—	%		119.9			133.6			(10.3	)%
CO₂		14.4			15.1			(4.6	)%		27.0			28.4			(4.9	)%
Syrup and other		1.2			2.0			(40.0	)%		2.0			16.2			(87.7	)%
Corn oil		1.0			0.9			11.1	%		2.4			2.4			—	%
Total Western Production		78.4			79.8			(1.8	)%		151.3			180.6			(16.2	)%

Total Essential Ingredients Sold		288.4			289.8			(0.5	)%		599.2			603.2			(0.7	)%

Essential Ingredients return % (2)
Pekin Campus Return		44.2	%		48.8	%		(9.4	)%		46.1	%		50.0	%		(7.8	)%
Western Production Return		50.8	%		35.1	%		44.7	%		49.9	%		37.4	%		33.4	%
Consolidated Total Return		45.2	%		45.6	%		(0.9	)%		46.7	%		47.8	%		(2.3	)%

~~Net sales of alcohol from our Pekin Campus production segment declined by $~~(1.2) ~~million,~~Assumes orcorn ~~1%,~~conversion ~~to $107.2 million for the three months ended March 31, 2025 as compared to $108.4 million for the same period in 2024. Our total volume~~ of ~~production gallons sold decreased by 0.7 million gallons, or 1%, to 56.5 million gallons for the three months ended March 31, 2025 as compared to 57.~~2 ~~million gallons for the same period in 2024~~.80 The segment’s average sales price per gallon remained flat for the three months ended March 31, 2025 as compared to the same period in 2024. With the segment’s average sales price per gallon of $1.90 for the three months ended March 31, 2025, we generated $1.2 million less in net sales from the 0.7 million fewer gallons of alcohol ~~sold~~per inbushel ~~the~~of ~~three months ended March 31, 2025 as compared to the same period in 2024~~corn.

~~Net sales of essential ingredients from our Pekin Campus production segment declined by $~~(2.1) ~~million,~~Essential ~~or 4%, to $44.6 million for the three months ended March 31, 2025 as compared to $46.7 million for the same period in 2024. Our total volume of essential~~ ingredients ~~sold~~revenues increased by 25,300 tons, or 12%, to 237,900 tons for the three months ended March 31, 2025 from 212,600 tons for the same period in 2024. The decrease of $32.15, or 15%, in the segment’s average sales price per ton for the three months ended March 31, 2025 as ~~compared~~a topercentage ~~the same period in 2024 reduced our net sales from the segment by $6.8 million. With the segment’s average sales price per ton~~ of ~~$187.55~~total ~~for~~corn ~~the~~costs ~~three months ended March 31, 2025, we generated $4~~consumed.~~7 million more in net sales from the 25,300 additional tons of essential ingredients sold in the three months ended March 31, 2025 as compared to the same period in 2024.~~

~~Marketing and Distribution Segment~~22

Net ~~sales of alcohol from our marketing and distribution segment~~Sales, ~~excluding~~Cost ~~intersegment sales, declined by $5.4 million, or 10%, to $49.1 million for the three months ended March 31, 2025 as~~of ~~compared~~Goods toSold ~~$54.5~~and ~~million~~Gross ~~for~~Profit ~~the same period in 2024.~~(Loss)

~~Our~~The ~~volume~~following oftable ~~third-party alcohol sold reported~~presents ~~gross~~our bynet ~~the segment declined by 5.3 million gallons~~sales, orcost ~~18%,~~of togoods ~~24.4~~sold ~~million~~and ~~gallons~~gross ~~for~~profit ~~the~~(loss) ~~three~~in ~~months~~dollars ~~ended~~and ~~March~~gross ~~31,~~profit ~~2025~~(loss) as ~~compared to~~a ~~29.7~~percentage ~~million gallons for the same period in 2024. With the segment’s average sales price per gallon~~ of ~~$2.01 for the three months ended March 31, 2025, we generated $10.6 million less in~~ net sales ~~from the 5.3 million fewer gallons of third-party alcohol sold gross~~ (in ~~the three months ended March 31~~thousands, except ~~2025 as compared to the same period in 2024.~~percentages):

-23-

	Three Months Ended June 30,						Variance in						Six Months Ended June 30,						Variance in
	2025			2024			Dollars			Percent			2025			2024			Dollars			Percent

Net sales	$	218,436		$	236,468		$	(18,032	)		(7.6	)%	$	444,976		$	477,097		$	(32,121	)		(6.7	)%
Cost of goods sold		220,373			228,915			(8,542	)		(3.7	)%		448,720			471,944			(23,224	)		(4.9	)%
Gross profit (loss)	$	(1,937	)	$	7,553		$	(9,490	)		NM	*	$	(3,744	)	$	5,153		$	(8,897	)		NM	*
Percentage of net sales		(0.9	)%		3.2	%								(0.8	)%		1.1	%

~~The~~* ~~$0.18~~Not per gallon, or 10%, increase in the segment’s average sales price per gallon for the three months ended March 31, 2025 as compared to the same period in 2024 resulted in a $5.2 million increase in our net sales from third-party fuel-grade ethanol sold by the segment.meaningful

~~Western~~Three ~~Production~~Months ~~Segment~~ended June 30, 2025 as compared to the Three Months ended June 30, 2024

Net sales of alcohol from our Western production segment declined by $4.0 million, or 20%, to $16.2 million for the three months ended March 31, 2025 as compared to $20.2 million for the same period in 2024. Our total volume of alcohol sold decreased by 2.9 million gallons, or 26%, to 8.3 million gallons for the three months ended March 31, 2025 as compared to 11.2 million gallons for the same period in 2024. With the segment’s average sales price per gallon of $1.95 for the three months ended March 31, 2025, we generated $5.6 million less in net sales from the 2.9 million fewer gallons of alcohol sold in the three months ended March 31, 2025 as compared to the same period in 2024. However, the increase of $0.15, or 8%, in the segment’s average sales price per gallon for the three months ended March 31, 2025 as compared to the same period in 2024 increased our net sales from the segment by $1.6 million.Sales

~~Net~~The ~~sales~~decrease ofin ~~essential ingredients~~our ~~from~~consolidated ~~our~~net ~~Western~~sales ~~production segment remained flat at $7.8 million~~ for the three months ended ~~March~~June 3130, 2025 ~~and~~as ~~2024.~~compared ~~Our total volume of essential ingredients sold decreased by 27,900 tons, or 28%,~~ to ~~72,900 tons for~~ the ~~three months ended March 31, 2025 from 100,800 tons for the~~ same period in 2024. ~~With~~is ~~the~~primarily ~~segment’s~~attributable to lower average sales ~~price~~prices per ~~ton~~gallon ~~of $107.11~~ for ~~the~~both ~~three~~specialty ~~months~~alcohol ~~ended~~and ~~March~~renewable ~~31, 2025,~~fuel weas ~~generated~~well ~~$2.9~~as ~~million~~lower ~~less~~average ~~in net~~ sales ~~from~~prices ~~the 27,900 fewer tons~~ of essential ingredients ~~sold~~due into ~~the~~a ~~three~~lower ~~months~~commodity ~~ended~~price ~~March 31,~~environment. ~~2025~~In asaddition, ~~compared~~we tohad ~~the~~lower ~~same~~sales ~~period~~of inrenewable ~~2024. However~~fuel, ~~the~~specialty alcohol ~~increase~~and ofessential ~~$29.47,~~ingredients ordue ~~38%,~~to inthe ~~our~~cold-idling ~~average~~of ~~sales~~our ~~price~~Magic ~~per~~Valley ~~ton~~plant ~~for~~at the ~~three months~~end ~~ended~~of ~~March~~2024 ~~31,~~and ~~2025~~logistical asconstraints ~~compared~~at our toPekin ~~the~~Campus ~~same~~due ~~period~~to ina ~~2024~~damaged ~~improved~~loading ~~our~~dock ~~net~~starting ~~sales~~in ofApril ~~essential ingredients from the segment by $2~~2025.~~9 million.~~

~~Corporate~~Pekin ~~and~~Campus ~~other~~Production Segment

Net sales of alcohol from ~~corporate~~our ~~and~~Pekin ~~other~~Campus production segment declined by $16.45 million, or 476%, to $194.62 million for the three months ended ~~March~~June 3130, 2025 as compared to $3100.07 million for the same period in 2024. Our total volume of production gallons sold decreased by 2.7 million gallons, or 5%, to 48.1 million gallons for the three months ended June 30, 2025 as compared to 50.8 million gallons for the same period in 2024. ~~These~~The decrease of $0.03, or 2%, in the segment’s average sales ~~are~~price per gallon for the three months ended June 30, 2025 as compared to the same period in 2024 reduced our net sales from ~~Eagle~~the ~~Alcohol~~segment by $1.4 million. With the segment’s ~~business~~average sales price per gallon of $1.95 for the three months ended June 30, 2025, we generated $5.1 million less in net sales from the 2.7 million fewer gallons of alcohol sold in the three months ended June 30, 2025 as compared to the same period in 2024.

~~Cost~~Net sales of ~~Goods~~essential ~~Sold~~ingredients from our Pekin Campus production segment improved by $0.2 million, or less than 1%, to $39.6 million for the three months ended June 30, 2025 as compared to $39.4 million for the same period in 2024. Our total volume of essential ingredients sold remained stable at 210,000 tons for the three months ended June 30, 2025 and ~~Gross~~2024. ~~Loss~~The increase of $0.92, or less than 1%, in the segment’s average sales price per ton for the three months ended June 30, 2025 as compared to the same period in 2024 increased our net sales from the segment by $0.2 million.

~~Our~~Marketing consolidated gross loss improved to a gross loss of $1.8 million for the three months ended March 31, 2025 from a gross loss of $2.4 million for the same period in 2024, representing a gross margin of negative 0.8% and ~~1.0% for the three months ended March 31, 2025 and 2024,~~Distribution respectively. Our gross loss and gross margin improved due to multiple factors, including the cold-idling of our Magic Valley facility, which reduced cost of goods sold by $10.0 million including cost savings of $4.8 million, over $1.0 million in lower repairs and maintenance expenses, premium liquid CO2 sales from our newly acquired Alto Carbonic processing facility and other synergistic benefits totaling $2.9 million at our Columbia facility, and a $1.4 million benefit from ISCC certified renewable fuel exports priced at a premium to domestic fuel-grade ethanol, all of which were partially offset by $4.6 million in lower premiums for high quality alcohol, $3.8 million associated with lower returns on our essential ingredients, predominately from our Pekin Campus, and $1.6 million less in unrealized gains on derivatives compared to the prior year’s quarter. For the first quarter, we recorded $7.0 million in repairs and maintenance expense, in line with our full-year 2025 estimate of $32 million.Segment

~~Pekin~~Net ~~Campus~~sales ~~Production~~of ~~Segment~~alcohol from our marketing and distribution segment, excluding intersegment sales, declined by $12.0 million, or 17%, to $58.2 million for the three months ended June 30, 2025 as compared to $70.2 million for the same period in 2024.

Our ~~Pekin~~volume ~~Campus~~of third-party ~~production~~alcohol ~~segment’s~~sold reported gross ~~profit,~~ ~~net~~by ofthe ~~intercompany~~segment ~~activity,~~decreased ~~declined~~ by $74.37 million togallons, aor ~~gross~~14%, ~~loss~~to ~~of $2~~29.27 million gallons for the three months ended ~~March~~June 3130, 2025 as compared to a34.4 ~~gross~~million ~~profit~~gallons for the same period in 2024. With the segment’s average sales price per gallon of $5.1.96 ~~million~~ for the ~~same~~three ~~period~~months ended June 30, 2025, we realized $2.8 million less in ~~2024~~net sales from the 4.7 million ~~All~~fewer gallons of ~~this~~third-party ~~decline~~alcohol issold ~~attributable~~gross in the three months ended June 30, 2025 as compared to ~~lower~~the ~~ethanol~~same ~~margins~~period in 2024.

The $0.08 per gallon, or 4%, decrease in the segment’s average sales price per gallon for the three months ended June 30, 2025 as compared to the same period in 2024 resulted in a $9.2 million decline in our net sales from third-~~24-~~party renewable fuel sold by the segment.

~~Marketing and Distribution Segment~~23

~~Our~~Western ~~marketing~~Production and distribution segment’s gross profit, net of intercompany activity, improved by $1.1 million to a gross profit of $1.7 million for the three months ended March 31, 2025 as compared to a gross profit of $0.6 million for the same period in 2024. Of this improvement, $1.5 million is attributable to higher margins from sales of third-party fuel-grade ethanol, partially offset by $0.4 million attributable to lower sales volumes for the three months ended March 31, 2025 as compared to the same period in 2024.Segment

Net sales of alcohol from our Western ~~Production~~production ~~Segment~~segment declined by $0.9 million, or 5%, to $16.6 million for the three months ended June 30, 2025 as compared to $17.5 million for the same period in 2024. Our total volume of alcohol sold decreased by 0.7 million gallons, or 8%, to 8.3 million gallons for the three months ended June 30, 2025 as compared to 9.0 million gallons for the same period in 2024. With the segment’s average sales price per gallon of $2.00 for the three months ended June 30, 2025, we realized $1.4 million less in net sales from the 0.7 million fewer gallons of alcohol sold in the three months ended June 30, 2025 as compared to the same period in 2024. The increase of $0.06, or 3%, in the segment’s average sales price per gallon for the three months ended June 30, 2025 as compared to the same period in 2024 increased our net sales from the segment by $0.5 million.

~~Our~~Net ~~Western~~sales ~~production segment’s~~of ~~gross~~essential ~~profit,~~ingredients from ~~net~~our ofWestern ~~intercompany~~production ~~activity,~~segment ~~improved~~increased by $72.13 million, toor a39%, ~~gross~~to ~~loss of~~ $18.32 million for the three months ended ~~March~~June 3130, 2025 as compared to a$5.9 ~~gross~~million ~~loss~~for ofthe $8same period in 2024.4 ~~million~~Our total volume of essential ingredients sold decreased 1,400 tons, or 2%, to 78,400 tons for the three months ended June 30, 2025 from 79,800 tons for the same period in 2024. OfThe ~~this~~increase ~~improvement,~~of $630.767, or 41%, in our average ~~million~~sales isprice ~~attributable~~per ton for the three months ended June 30, 2025 as compared to ~~improved~~the ~~renewable~~same ~~fuel~~period ~~margins~~in ~~and~~2024 increased our net sales of essential ingredients from the segment by $02.45 million. isWith ~~attributable~~the tosegment’s ~~lower~~average sales ~~volumes~~price atper ~~negative margins~~ton of ~~both~~$105.23 ~~renewable~~for ~~fuel~~the ~~and~~three ~~essential~~months ~~ingredients~~ended June 30, ~~both~~2025, ofwe ~~which~~generated ~~are~~$0.2 ~~primarily~~million ~~due~~less toin net sales from the ~~cold-idling~~1,400 fewer tons of ~~our~~essential ~~Magic~~ingredients ~~Valley~~sold in the three months ~~facility~~ended June 30, 2025 as compared to the same period in 2024.

Corporate and other

~~Gross~~Net ~~profit~~sales of alcohol from corporate and other declined by $01.41 million, toor a40%, ~~gross~~to ~~loss of less than~~ $0.1.7 million for the three months ended ~~March~~June 3130, 2025 as compared to a ~~gross profit of~~ $02.38 million for the same period in 2024,. ~~all~~These ofsales ~~which~~are ~~were~~ from Eagle Alcohol’s business.

~~Selling,~~Cost ~~General~~of Goods Sold and ~~Administrative~~ ~~Expenses~~Gross Profit (Loss)

~~The~~Our ~~following~~consolidated ~~table~~gross ~~presents~~profit ~~our~~(loss) ~~selling,~~declined ~~general~~to ~~and~~a ~~administrative,~~gross orloss ~~SG&A~~of $1.9 million for the three months ended June 30, ~~expenses~~2025 infrom ~~dollars~~gross ~~and~~profit asof $7.6 million for the same period in 2024, representing a ~~percentage~~gross margin of ~~net~~negative ~~sales~~0.9% ~~(in~~and ~~thousands~~positive 3.2% for the three months ended June 30, ~~except~~2025 ~~percentages):~~and 2024, respectively.

	Three Months Ended March 31,						Change in
	2025			2024			Dollars			Percent
Selling, general and administrative expenses	$	7,190		$	7,932		$	(742	)		(9.4	)%
Percentage of net sales		3.2	%		3.3	%

Our consolidated gross profit declined due to lower sales and lower gross margins driven by a few key factors. Our period-over-period change in unrealized non-cash derivatives was negative $13.2 million and our realized derivative gain was $7.6 million, resulting in a net unfavorable change of $5.6 million compared to the same period in 2024.

~~Our~~Although ~~SG&A~~crush ~~expenses~~margins ~~decreased~~continued ~~$0.7~~to ~~million~~improve ~~for~~during the ~~three~~second ~~months~~quarter, ~~ended~~market ~~March~~crush ~~31,~~was ~~2025~~on asaverage ~~compared~~10 tocents per gallon lower than for the same period in 2024., ~~The~~totaling ~~reduction~~$5.5 inmillion ~~SG&A expenses primarily reflects the conclusion~~ of ~~our acquisition-related~~lower ~~expenses~~crush margin for ~~our~~the ~~acquisition~~second quarter of ~~Eagle Alcohol~~2025.

~~Interest~~In ~~Expense~~addition, ~~net~~high quality alcohol premiums were 15 cents per gallon less in the second quarter than for the same period in 2024 due to increased competition during the annual contracting process. This premium differential translated to $3.0 million in margin, which we were able to offset by shifting higher volumes into more profitable ISCC export markets, demonstrating the benefits of our strategy to diversify production to take advantage of market opportunities. Our essential ingredients return at our Pekin Campus declined to 44.2% but without affecting profitability as we offset the impact with our effective hedging strategy.

The ~~following~~total ~~table~~adverse ~~presents~~ impact to gross profit of our loading ~~interest~~dock ~~expense,~~outage ~~net,~~was in$2.7 ~~dollars~~million ~~and~~for asthe asecond ~~percentage~~quarter. ofWe ~~net~~are ~~sales~~working (with our insurance carrier to recover losses in ~~thousands,~~excess ~~except~~of our ~~percentages):~~deductibles.

	Three Months Ended March 31,						Change in
	2025			2024			Dollars		Percent
Interest expense, net	$	2,729		$	1,634		$	1,095		67.0	%
Percentage of net sales		1.2	%		0.7	%

Pekin Campus Production Segment

~~-25-~~Our Pekin Campus production segment’s gross profit, net of intercompany activity, declined by $16.0 million to a gross loss of $5.1 million for the three months ended June 30, 2025 as compared to gross profit of $10.9 million for the same period in 2024. Of this decline, $16.3 million is attributable to lower alcohol sales margins, partially offset by $0.3 million attributable to lower sales volumes at negative margins.

~~Our~~Marketing ~~interest expense, net, increased for the three months ended March 31, 2025 as compared to the same period in 2024, primarily due to higher average debt balances~~ and ~~higher~~Distribution ~~average interest rates compared to the prior year period.~~Segment

~~Net~~Our ~~Loss~~marketing ~~Attributable~~and distribution segment’s gross profit, net of intercompany activity, increased by $1.0 million to ~~Common~~a ~~Stockholders~~gross profit of $1.5 million for the three months ended June 30, 2025 as compared to a gross profit of $0.5 million for the same period in 2024. Of this improvement, $1.3 million is attributable to higher margins from sales of third-party renewable fuel, partially offset by $0.3 million attributable to lower sales volumes.

~~The~~Western ~~following~~Production ~~table presents our net loss attributable to common stockholders in dollars and as a percentage of net sales (in thousands, except percentages):~~Segment

	Three Months Ended March 31,						Change in
	2025			2024			Dollars		Percent
Net loss attributable to Common Stockholders	$	(11,991	)	$	(12,040	)	$	49		0.4	%
Percentage of net sales		(5.3	)%		(5.0	)%

Our Western production segment’s gross profit, net of intercompany activity, increased by $5.3 million to a gross profit of $1.6 million for the three months ended June 30, 2025 as compared to a gross loss of $3.7 million for the same period in 2024. Of this improvement, $5.4 million is attributable to higher renewable fuel margins, partially offset by $0.1 million attributable to lower sales volumes.

The slight decrease in net loss attributable to common stockholders is primarily due to lower SG&A expenses and lower net sales at negative margins as well as the other factors affecting gross profit discussed above, partially offset by lower premiums for high quality alcohol, lower unrealized gains on derivatives and higher interest expense, as also discussed above.24

~~Liquidity~~Corporate and ~~Capital~~other ~~Resources~~

~~During~~Gross ~~the~~profit ~~three months ended March 31, 2025, we funded our operations primarily~~ from ~~cash on hand~~ corporate and ~~proceeds~~other ~~from~~increased ~~Kinergy’s~~by ~~operating line of credit~~$0.2 Inmillion ~~addition~~ to ~~funding~~a ~~our~~breakeven ~~operations,~~gross ~~our~~profit ~~capital resources were used to purchase Kodiak Carbonic and~~ for ~~capital expenditures.~~the Asthree ofmonths ~~March~~ended 31June 30, 2025, weas ~~had~~compared ~~$27.2~~to ~~million~~a ingross ~~cash, cash equivalents and restricted cash, $11.7 million available for~~loss ~~borrowing under Kinergy’s operating line~~ of ~~credit and~~ $~~65.~~0.2 million ~~that may be available~~ for ~~capital~~the ~~improvement~~same ~~projects under~~period ~~our~~in ~~Orion term loan~~2024, ~~subject~~all toof ~~certain~~which ~~conditions.~~were ~~We believe we have sufficient liquidity to meet our anticipated working capital, debt service and other liquidity needs for at least the next twelve months~~ from ~~the~~Eagle ~~date~~Alcohol’s ~~of this report~~business.

~~Quantitative~~Six ~~Year-End~~Months ~~Liquidity~~ended June 30, 2025 as compared to the Six Months ended ~~Status~~June 30, 2024

WeNet believe that the following amounts provide insight into our liquidity and capital resources. The following selected financial information should be read in conjunction with our consolidated financial statements and notes to consolidated financial statements included elsewhere in this report, and the other sections of “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report (dollars in thousands).Sales

	March 31, 2025		December 31, 2024		Change
Cash, cash equivalents and restricted cash	$	27,171	$	36,211		(25.0	)%
Current assets	$	153,461	$	153,118		0.2	%
Property and equipment, net	$	212,624	$	214,742		(1.0	)%
Current liabilities	$	53,116	$	57,804		(8.1	)%
Long-term debt, noncurrent portion	$	110,664	$	92,904		19.1	%
Working capital	$	100,345	$	95,314		5.3	%
Working capital ratio		2.89		2.65		9.1	%

The decrease in our consolidated net sales for the six months ended June 30, 2025 as compared to the same period in 2024 is primarily attributable to lower sales of renewable fuel and essential ingredients, partially offset by higher average sales prices per gallon from both our western production and marketing and distribution segments.

~~-26-~~Pekin Campus Production Segment

~~Restricted~~ Net ~~Assets~~sales of alcohol from our Pekin Campus production segment declined by $7.6 million, or 4%, to $201.4 million for the six months ended June 30, 2025 as compared to $209.0 million for the same period in 2024. Our total volume of production gallons sold decreased by 3.2 million gallons, or 3%, to 104.7 million gallons for the six months ended June 30, 2025 as compared to 107.9 million gallons for the same period in 2024. The decrease of $0.02, or 1%, in the segment’s average sales price per gallon for the six months ended June 30, 2025 as compared to the same period in 2024 reduced our net sales from the segment by $1.8 million. With the segment’s average sales price per gallon of $1.92 for the six months ended June 30, 2025, we generated $5.8 million less in net sales from the 3.2 million fewer gallons of alcohol sold in the six months ended June 30, 2025 as compared to the same period in 2024.

AtNet ~~March~~sales ~~31,~~of ~~2025~~essential ingredients from our Pekin Campus production segment declined by $1.9 million, weor ~~had~~2%, ~~approximately~~to $5584.62 million of ~~net~~for ~~assets~~the atsix ~~our~~months ~~subsidiaries~~ended ~~that~~June ~~were~~30, ~~not~~2025 ~~available~~as compared to be$86.1 ~~transferred~~million for the same period in 2024. Our total volume of essential ingredients sold increased by 25,300 tons, or 6%, to ~~Alto~~447,900 ~~Ingredients~~tons for the six months ended June 30, ~~Inc.~~2025 infrom 422,600 tons for the ~~form~~same period in 2024. The decrease of ~~dividends~~$15.74, ~~distributions~~or 8%, ~~loans~~in orthe ~~advances~~segment’s ~~due~~average sales price per ton for the six months ended June 30, 2025 as compared to ~~restrictions~~the ~~contained~~same period in 2024 reduced our ~~subsidiaries~~net sales from the segment by $6.6 million. With the segment’s ~~credit~~average ~~facilities~~sales price per ton of $187.95 for the six months ended June 30, 2025, we generated $4.7 million in additional net sales from the 25,300 additional tons of essential ingredients sold in the six months ended June 30, 2025 as compared to the same period in 2024.

~~Changes~~Marketing ~~in Working Capital~~ and ~~Cash Flows~~Distribution Segment

~~Working~~Net ~~capital~~sales ~~improved~~of toalcohol ~~$100.3~~from ~~million~~our atmarketing ~~March~~and distribution 31segment, ~~2025~~excluding ~~from~~intersegment sales, declined by $9517.35 million, ator ~~December 31~~14%, ~~2024~~to as$107.2 amillion ~~result~~for ofthe asix ~~decrease~~months ofended ~~$4.7~~June ~~million~~30, in2025 ~~current~~as compared ~~liabilities~~to ~~and~~$124.7 anmillion ~~increase~~for ofthe ~~$0.3 million~~same period in ~~current assets~~2024.

~~Current~~Our ~~assets~~volume ~~increased~~of ~~primarily~~third-party ~~due~~renewable fuel sold reported gross by the segment decreased by 10.0 million gallons, or 16%, to an54.1 ~~increase~~million gallons for the six months ended June 30, 2025 as compared to 64.1 million gallons for the same period in ~~accounts~~2024. ~~receivable~~With the segment’s average sales price per gallon of $1.98 for the six months ended June 30, ~~inventories~~2025, ~~other~~we ~~current~~realized ~~assets~~$19.8 ~~and~~million ~~derivative~~less ~~instruments~~in net sales from the 10.0 million fewer gallons of third-party renewable fuel sold gross in the six months ended June 30, ~~partially~~2025 ~~offset~~as bycompared ato ~~decrease~~the same period in ~~cash~~2024. ~~and~~The ~~cash~~$0.04 per gallon, or 2%, ~~equivalents~~increase ~~and~~in ~~restricted~~the ~~cash~~segment’s average sales price per gallon for the six months ended June 30, 2025 as compared to the same period in 2024 resulted in a $2.3 million increase in our net sales from third-party renewable fuel sold by the segment.

~~Our~~Western ~~current~~Production liabilities decreased primarily due to lower accounts payable and accrued liabilities as a result of timing of payments, and a decrease in derivative liabilities from changes in commodity prices for open contracts.Segment

~~Our~~Net ~~cash,~~sales ~~cash~~of ~~equivalents~~alcohol ~~and~~from ~~restricted cash~~our Western production segment declined by $4.9 million, or 13%, to $32.08 million ~~due~~for the six months ended June 30, 2025 as compared to $37.7 million for the same period in 2024. Our total volume of alcohol sold decreased by 3.6 million gallons, or 18%, to 16.6 million gallons for the six months ended June 30, 2025 as compared to 20.2 million ingallons ~~cash~~for ~~used~~the same period in ~~our~~2024. ~~operating~~With ~~activities~~the ~~and~~segment’s average sales price per gallon of $1.98 for the six months ended June 30, 2025, we generated $7.81 million ~~used~~less in ~~our~~net ~~investing~~sales ~~activities,~~from the 3.6 million ~~partially~~fewer ~~offset~~gallons byof ~~$17~~alcohol sold in the six months ended June 30, 2025 as compared to the same period in 2024. The increase of $0.12, ~~million~~or 7%, in ~~cash~~the ~~provided~~segment’s byaverage sales price per gallon for the six months ended June 30, 2025 as compared to the same period in 2024 increased our ~~financing~~net ~~activities~~sales from the segment by $2.2 million.

~~Cash~~Net ~~used~~sales of essential ingredients from our Western production segment increased by $2.3 million, or 17%, to $16.1 million for the six months ended June 30, 2025 as compared to $13.8 million for the same period in 2024. Our total volume of essential ingredients sold decreased 29,300 tons, or 16%, to 151,300 tons for the six months ended June 30, 2025 from 180,600 tons for the same period in 2024. The increase of $29.85, or 39%, in our ~~Operating~~average sales ~~Activities~~price per ton for the six months ended June 30, 2025 as compared to the same period in 2024 increased our net sales of essential ingredients from the segment by $5.4 million. With the segment’s average sales price per ton of $106.13 for the six months ended June 30, 2025, we generated $3.1 million less in net sales from the 29,300 fewer tons of essential ingredients sold in the six months ended June 30, 2025 as compared to the same period in 2024.

We used $18.2 million of cash in our operations for the three months ended March 31, 2025 as compared to $1.4 million of cash provided by our operations for the same period in 2024. Significant factors that contributed to the change in cash provided by our operating activities include:25

●Corporate ~~a decrease of $11.1 million related to lower inventories due to reduced production volumes~~ and ~~the timing of sales;~~other

●Net asales ~~decrease~~ of alcohol from corporate and other declined by $72.75 million, ~~related~~or 43%, to ~~accounts~~$3.3 ~~receivable~~million ~~balances~~for ~~due~~the six months ended June 30, 2025 as compared to $5.8 million for the same ~~timing~~period ofin ~~collections;~~2024. These sales are from Eagle Alcohol’s business.

●Cost ~~a decrease~~ of ~~$1.7~~Goods ~~million~~Sold ~~related~~and toGross ~~other~~Profit ~~assets, primarily due to the timing of payments on prepaid assets; and~~(Loss)

●Our anconsolidated ~~increase~~gross profit declined to a gross loss of $13.47 million ~~related~~for tothe ~~accounts~~six ~~payable~~months ~~and~~ended ~~accrued~~June ~~expenses~~30, ~~due~~2025 tofrom gross profit of $5.2 million for the ~~timing~~same period in 2024, representing a gross margin of ~~payments~~negative 0.8% and positive 1.1% for the six months ended June 30, 2025 and 2024, respectively.

~~These~~Pekin ~~amounts~~Campus ~~were~~Production ~~partially offset by:~~Segment

●Our anPekin ~~increase~~Campus production segment’s gross profit, net of intercompany activity, declined by $123.65 million ~~related~~to a gross loss of $7.8 million for the six months ended June 30, 2025 as compared to gross profit of $15.7 million for the same period~~-end~~ ~~commodity~~in ~~prices~~2024. ~~applicable~~Of this decline, $23.8 million is attributable to ~~our~~lower ~~derivative~~alcohol sales ~~instruments~~margins, partially offset by $0.3 million attributable to lower sales volumes.

~~Cash~~Marketing ~~used~~and inDistribution ~~our Investing Activities~~Segment

WeOur ~~used~~marketing and distribution segment’s gross profit, net of intercompany activity, improved by $72.84 million into ~~cash~~a ~~during~~gross profit of $3.8 million for the ~~quarter~~six months ended June 30, 2025 as compared to a gross profit of $1.4 million for the ~~acquisition~~same period in 2024. Of this improvement $3.1 million is attributable primarily to higher margins from sales of ~~Kodiak~~third-party ~~Carbonic~~renewable ~~and~~fuel, ~~other~~partially ~~capital~~offset ~~expenditures~~by $0.7 million from lower sales volumes for the six months ended June 30, 2025 as compared to the same period in 2024.

~~-27-~~Western Production Segment

~~Cash~~Our ~~provided~~Western production segment’s gross profit, net of intercompany activity, improved by ~~our~~$12.4 ~~Financing~~million ~~Activities~~to a gross profit of $0.4 million for the six months ended June 30, 2025 as compared to a gross loss of $12.0 million for the same period in 2024. Of this improvement, $12.5 million is attributable to higher renewable fuel margins and increased CO2 sales, partially offset by $0.1 million attributable to lower sales volumes.

~~Cash~~Corporate ~~provided~~and byother our financing activities was $17.0 million for the three months ended March 31, 2025, which reflects net proceeds of $17.3 million from Kinergy’s operating line of credit, partially offset by $0.3 million in preferred stock dividends paid.

~~Kinergy’s~~Gross ~~Operating~~profit ~~Line~~from corporate and other declined by $0.2 million to a gross loss of ~~Credit~~$0.1 million for the six months ended June 30, 2025 as compared to gross profit of $0.1 million for the same period in 2024, all of which were from Eagle Alcohol’s business.

~~Kinergy maintains an operating line of credit for an aggregate amount of up to $100.0 million. The credit facility matures on November 7~~Selling, ~~2027.~~General Interest accrues under the credit facility at a rate equal to (i) the daily Secured Overnight Financing Rate, plus (ii) a specified applicable margin ranging from 1.25% to 1.75%. The credit facility’s monthly unused line fee is 0.25% to 0.375% of the amount by which the maximum credit under the facility exceeds the average daily principal balance during the immediately preceding month. Payments that may be made by Kinergy to Alto Ingredients, Inc. as reimbursement for management and ~~other services provided by Alto Ingredients, Inc. to Kinergy are limited under the terms of the~~ ~~credit~~Administrative facility to $1.5 million per fiscal quarter. The credit facility also includes the accounts receivable of our indirect wholly-owned subsidiary, Alto Nutrients, LLC, or Alto Nutrients, as additional collateral. Payments that may be made by Alto Nutrients to Alto Ingredients, Inc. as reimbursement for management and other services provided by Alto Ingredients, Inc. to Alto Nutrients are limited under the terms of the credit facility to $0.5 million per fiscal quarter. Alto Nutrients markets our essential ingredients and also provides raw material procurement services to our subsidiaries. In addition, the amount of cash distributions that Kinergy or Alto Nutrients may make to us is also limited to up to 75% of excess cash flow.Expenses

~~For~~The ~~all~~following ~~monthly~~table ~~periods in which excess borrowing~~presents ~~availability~~our ~~falls below a specified level~~selling, ~~Kinergy~~general and ~~Alto Nutrients must collectively maintain a fixed-charge coverage ratio (calculated as a twelve-month rolling earnings before interest~~administrative, ~~taxes,~~or ~~depreciation and amortization divided by the sum of interest expense~~SG&A, ~~capital expenditures,~~expenses ~~principal~~in ~~payments~~dollars ~~of indebtedness, indebtedness from capital leases~~ and ~~taxes~~as ~~paid~~a ~~during~~percentage ~~such twelve-month rolling period)~~ of atnet ~~least~~sales ~~1.1 and are prohibited from incurring certain additional indebtedness~~ (~~other~~in ~~than~~thousands, ~~specific~~except ~~intercompany indebtedness~~percentages)~~. The obligations of Kinergy and Alto Nutrients under the credit facility are secured by all of our tangible and intangible assets.~~:

We believe Kinergy and Alto Nutrients are in compliance with the fixed-charge coverage ratio financial covenant as of the filing of this report. The following table sets forth the fixed-charge coverage ratio financial covenant and the actual results for the periods presented:

	Three Months Ended June 30,						Variance in						Six Months Ended June 30,						Variance in
	2025			2024			Dollars			Percent			2025			2024			Dollars			Percent
Selling, general and administrative expenses	$	6,171		$	8,961		$	(2,790	)		(31.1	)%	$	13,361		$	16,893		$	(3,532	)		(20.9	)%
Percentage of net sales		2.8	%		3.8	%								3.0	%		3.5	%

	Three Months Ended March 31,				Years Ended December 31,
	2025		2024		2024		2023
Fixed-Charge Coverage Ratio Requirement		1.10		1.10		1.10		1.10
Actual		3.49		4.66		3.53		5.22
Excess		2.39		3.56		2.43		4.12

~~Alto~~Our ~~Ingredients~~SG&A expenses declined for the three and six months ended June 30, ~~Inc~~2025 as compared to the same periods in 2024. ~~has~~The period over period decreases ~~guaranteed~~in ~~all~~SG&A ofexpenses ~~Kinergy’s~~are ~~obligations~~primarily ~~under~~due ~~the~~to ~~credit~~a ~~facility~~$1.1 Asmillion ofreduction ~~March~~in ~~31,~~acquisition-related ~~2025,~~expenses ~~Kinergy~~for ~~had~~our anacquisition ~~outstanding~~of ~~balance~~Eagle Alcohol, ofa $~~57.~~0 .9 million decrease in compensation expenses from our efforts to rationalize our business and right size our staffing to better align with our current operational footprint and a $110.79 million reduction in non-cash stock compensation. We are now exceeding our target annualized overhead savings of ~~unused~~$8.0 ~~borrowing~~million. ~~availability~~We ~~under~~also ~~the~~took ~~credit~~additional ~~facility~~steps to further lower our future costs, including, for example, negotiating lower property taxes, improving terms with suppliers, reducing reliance on outside services and other changes which we expect, in aggregate, will make a meaningful difference to our future profitability.

~~-28-~~Net Loss Attributable to Common Stockholders

~~Orion~~The ~~Term~~following ~~Loan~~table presents our net loss attributable to common stockholders in dollars and as a percentage of net sales (in thousands, except percentages):

On November 7, 2022, we entered into a credit agreement with certain funds managed by Orion Infrastructure Capital, or Lenders, under which the Lenders extended a senior secured credit facility in the amount of up to $125.0 million, or Term Loan. The Term Loan is secured by a first priority lien on certain of our assets and a second priority lien on certain assets of Kinergy and Alto Nutrients. Interest accrues on the unpaid principal amount of the Term Loan at a fixed rate of 10% per annum. The Term Loan matures on November 7, 2028, or earlier upon acceleration.

	Three Months Ended June 30,						Variance in					Six Months Ended June 30,						Variance in
	2025			2024			Dollars		Percent			2025			2024			Dollars		Percent
Net loss attributable to common stockholders	$	(11,312	)	$	(3,422	)	$	7,890		230.6	%	$	(23,303	)	$	(15,462	)	$	7,841		50.7	%
Percentage of net sales		(5.2	)%		(1.4	)%							(5.2	)%		(3.2	)%

WeThe ~~must~~increase ~~prepay~~in ~~amounts~~our ~~outstanding~~net ~~under~~loss ~~the~~attributable ~~Term~~to ~~Loan~~common onstockholders afor ~~semi-annual~~the ~~basis~~three ~~on each June 30th~~ and ~~December~~six ~~31st~~months inended anJune ~~amount equal to a percentage of our excess cash flow based on a specified leverage ratio~~30, 2025 as ~~follows:~~compared ~~(i) if our leverage ratio is greater than or equal~~ to ~~3.0x, then~~ the ~~mandatory~~same ~~prepayment~~periods ~~amount~~in ~~will~~2024 ~~equal 100% of our excess cash flow, (ii) if our leverage ratio~~ is ~~less than 3.0x and greater than~~ orprimarily ~~equal~~due to ~~1.5x,~~higher ~~then~~unrealized ~~the~~non-cash ~~mandatory~~derivative ~~prepayment~~losses, ~~amount~~lower ~~will~~crush ~~equal~~margins, ~~50%~~lower ofhigh ~~our~~quality ~~excess~~alcohol ~~cash~~premiums ~~flow,~~ and ~~(iii) if our leverage ratio is less than 1.5x, then~~ the ~~mandatory~~impact ~~prepayment amount will equal 25%~~ of our ~~excess~~loading ~~cash~~dock ~~flow. No prepayment was made or required to be made for the three months ended March 31~~outage, ~~2025~~as ~~and~~discussed ~~2024~~above.

AsLiquidity ~~of March 31, 2025~~ and ~~December~~ ~~31,~~Capital ~~2024, the principal amount outstanding under the Term Loan was $60.0 million.~~Resources

~~Other~~During ~~Cash~~the ~~Obligations~~six months ended June 30, 2025, we funded our operations primarily from cash on hand and proceeds from Kinergy’s operating line of credit. In addition to funding our operations, our capital resources were used to purchase Kodiak Carbonic, make our final payments relating to our acquisition of Eagle Alcohol and for capital expenditures. As of June 30, 2025, we had $30.5 million in cash, cash equivalents and restricted cash, $4.8 million available for borrowing under Kinergy’s operating line of credit and $65.0 million that may be available for capital improvement projects under our Orion term loan, subject to certain conditions. As of June 30, 2025, our derivative net asset position was $1.7 million. We believe we have sufficient liquidity to meet our anticipated working capital, debt service and other liquidity needs for at least the next twelve months from the date of this report.

~~As of March 31, 2025, we had future commitments for certain capital projects totaling $10.8 million. These commitments are scheduled to be satisfied in 2025.~~27

InQuantitative ~~connection with our acquisition~~Period-End ofLiquidity ~~Eagle Alcohol, contingent payments of up to $2.7 million in cash and 948,932 shares of common stock are contractually scheduled for the first half of 2025, all of which were accrued for in 2024.~~Status

~~ITEM~~We 3believe that the following amounts provide insight into our liquidity and capital resources. ~~QUANTITATIVE~~The ~~AND~~following ~~QUALITATIVE~~selected ~~DISCLOSURES~~financial ~~ABOUT~~information ~~MARKET~~should ~~RISK~~be read in conjunction with our consolidated financial statements and notes to consolidated financial statements included elsewhere in this report, and the other sections of “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained in this report (dollars in thousands).

We are exposed to various market risks, including changes in commodity prices, as discussed below. Market risk is the potential loss arising from adverse changes in market rates and prices. In the ordinary course of business, we may enter into various types of transactions involving financial instruments to manage and reduce the impact of changes in commodity prices. We do not have material exposure to interest rate risk. We do not expect to have any exposure to foreign currency risk as we conduct all of our transactions in U.S. dollars.

	June 30, 2025		December 31, 2024		Change
Cash, cash equivalents and restricted cash	$	30,491	$	36,211		(15.8	)%
Current assets	$	149,725	$	153,118		(2.2	)%
Property and equipment, net	$	207,997	$	214,742		(3.1	)%
Current liabilities	$	42,513	$	57,804		(26.5	)%
Long-term debt, noncurrent portion	$	118,323	$	92,904		27.4	%
Working capital	$	107,212	$	95,314		12.5	%
Working capital ratio		3.52		2.65		32.8	%

WeRestricted ~~produce~~Net and distribute specialty alcohol, fuel-grade ethanol and essential ingredients. Our business is sensitive to changes in the prices of ethanol and corn. In the ordinary course of business, we may enter into various types of transactions involving financial instruments to manage and reduce the impact of changes in ethanol and corn prices. We do not enter into derivatives or other financial instruments for trading or speculative purposes.Assets

WeAt ~~are~~June ~~subject~~30, to2025, ~~market~~we ~~risk with~~had ~~respect~~approximately ~~to ethanol and corn pricing~~$49.5 ~~Ethanol prices are sensitive to global and domestic ethanol supply; crude-oil supply and demand;~~million ~~crude-oil~~of ~~refining~~net ~~capacity;~~assets ~~carbon~~at ~~intensity;~~our ~~government~~subsidiaries ~~regulation; and consumer demand for alternative fuels. Our ethanol sales are priced using contracts~~ that ~~are~~were ~~either~~not ~~based~~available onto abe ~~fixed~~transferred ~~price or an indexed price tied~~ to aAlto ~~specific market~~Ingredients, ~~such~~Inc. asin ~~Chicago Ethanol (Platts) or~~ the ~~Oil~~form ~~Price~~of ~~Information~~dividends, ~~Service. Under these fixed-priced arrangements~~distributions, loans weor ~~are~~advances ~~exposed~~due to ~~risk~~restrictions ofcontained ~~a decrease~~ in ~~the~~our ~~market~~subsidiaries’ ~~price of~~credit ~~ethanol between the time the price is fixed and the time the alcohol is sold~~facilities.

~~-29-~~Changes in Working Capital and Cash Flows

WeWorking ~~satisfy~~capital ~~our~~improved ~~physical corn needs, the principal raw material used~~ to ~~produce~~$107.2 ~~alcohol~~million ~~and~~at June ~~essential ingredients~~30, ~~based~~2025 ~~on purchases~~ from ~~our corn vendors~~$95.3 ~~Generally, we~~million ~~determine the purchase price of our corn~~ at orDecember ~~near the time we begin to grind. Additionally~~31, we2024 ~~also~~as ~~enter~~a ~~into~~result ~~volume contracts with our vendors to fix the purchase price. As such, we are also subject to market risk with respect to the price~~ of ~~corn.~~a ~~The~~decrease ~~price~~ of corn is subject to wide fluctuations due to unpredictable factors such as weather conditions, farmer planting decisions, governmental policies with respect to agriculture and international trade and global supply and demand$15.3 ~~Under~~million ~~the~~in ~~fixed~~current ~~price arrangements~~liabilities, wepartially ~~assume the risk~~offset ofby a decrease ~~in the market price~~ of ~~corn~~$3.4 ~~between~~million ~~the~~in ~~time~~current ~~the price is fixed and the time the corn is utilized~~assets.

~~Essential~~Current ~~ingredients~~assets ~~are~~decreased ~~sensitive to~~primarily ~~various~~due ~~demand~~to ~~factors~~a ~~such~~decrease in ascash ~~numbers~~and ofcash ~~livestock~~equivalents ~~on feed, prices for feed alternatives~~ and ~~supply~~restricted ~~factors~~cash, ~~primarily~~partially ~~production of~~offset ~~ethanol~~by ~~co-products~~an byincrease ~~ethanol~~in ~~plants~~inventories ~~and~~from ~~other~~December ~~sources~~31, 2024.

AsOur ~~noted~~current ~~above,~~liabilities decreased weprimarily ~~may~~due ~~attempt~~ to ~~reduce~~lower ~~the~~accounts ~~market~~payable ~~risk~~and ~~associated~~accrued ~~with~~liabilities ~~fluctuations~~as ~~in the price of ethanol or corn by employing~~ a ~~variety~~result of ~~risk management and hedging strategies. Strategies include~~ the ~~use~~timing of ~~derivative~~payments, ~~financial instruments such as futures~~ and ~~options~~a ~~executed~~decrease ~~on the Chicago Mercantile~~in ~~Exchange~~other orcurrent ~~the~~liabilities ~~New~~as ~~York~~we ~~Mercantile~~paid ~~Exchange,~~the asremaining ~~well~~purchase asprice ~~the~~for ~~daily~~our ~~management~~acquisition of ~~physical~~Eagle ~~corn~~Alcohol.

~~These~~Our ~~derivatives~~cash, ~~are not designated for special~~cash ~~hedge~~equivalents ~~accounting treatment,~~ and asrestricted ~~such,~~cash ~~the~~declined ~~changes~~by in$5.7 ~~the~~million ~~fair~~due ~~values~~to of$19.1 ~~these~~million ~~contracts~~in ~~are~~cash ~~recorded~~used onin ~~the~~our ~~balance~~operating ~~sheet~~activities and ~~recognized~~$10.5 ~~immediately~~million in ~~cost~~cash ofused ~~goods~~in ~~sold.~~our Weinvesting ~~recognized~~activities, ~~net~~partially ~~gains~~offset ofby $323.39 million ~~and net losses of $1.8 million related to the changes~~ in ~~the fair~~cash ~~values~~provided ofby ~~these~~our ~~contracts for the three months ended March 31, 2025 and 2024, respectively~~financing activities.

WeCash ~~prepared~~used ~~a sensitivity analysis as of March 31, 2025 to estimate our exposure to ethanol and corn. Market risk related to these factors was estimated as the potential change~~ in ~~pre-tax income resulting from a hypothetical 10% adverse change in the prices of~~ our ~~expected~~Operating ~~ethanol~~Activities and corn volumes. The analysis uses average Chicago Mercantile Exchange prices for the year and does not factor in future contracted volumes. The results of this analysis for the three months ended March 31, 2025, which may differ materially from actual results, are as follows (in millions):

Commodity	Volume	Unit of Measure	Approximate Adverse Change to Pre-Tax Income
Ethanol	65.3	Gallons	$	(7.0	)
Corn	14.6	Bushels	$	(6.9	)

We used $19.1 million of cash in our operations for the six months ended June 30, 2025 as compared to $12.3 million for the same period in 2024. Significant factors that contributed to the change in cash provided by our operating activities include:

~~ITEM~~● 4.a ~~CONTROLS~~decrease ~~AND~~of ~~PROCEDURES~~$12.5 million related to lower inventories due to reduced production volumes and the timing of sales;

~~Evaluation~~ ● an increase of ~~Disclosure~~$7.8 ~~Controls~~million ~~and~~in ~~Procedures~~net loss due to lower margins; and

We● ~~conducted~~a andecrease ~~evaluation under the supervision and with the participation~~ of ~~our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures~~$1.5 ~~The~~million ~~term~~related ~~“disclosure~~to ~~controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or Exchange Act, means controls and~~ other ~~procedures of a company that are designed to ensure that information required to be disclosed by the company in the reports it files or submits under the Exchange Act is recorded~~assets, ~~processed,~~primarily ~~summarized~~due and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures also include, without limitation, controls and procedures designed to ~~ensure that information required to be disclosed by a company in~~ the ~~reports~~timing ~~that~~of itpayments files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on ~~this~~prepaid ~~evaluation, our Chief Executive Officer and Chief Financial Officer concluded as of March 31, 2025 that our disclosure controls and procedures were effective at a reasonable assurance level~~assets.

~~-30-~~28

~~Changes in~~These ~~Internal~~amounts ~~Control~~were ~~over~~partially ~~Financial~~offset ~~Reporting~~by:

~~There~~● ~~has~~an ~~been~~increase noof ~~change~~$7.2 inmillion ~~our~~related ~~internal~~to ~~control over financial reporting (as defined in Rules 13a~~period-~~15(f)~~end ~~and~~commodity ~~15d-15(f)~~prices ~~under~~applicable ~~the Exchange Act) during the most recently completed fiscal quarter that has materially affected, or is reasonably likely~~ to ~~materially affect,~~ our ~~internal~~derivative ~~control~~instruments; ~~over financial reporting.~~and

~~Inherent~~● ~~Limitations~~an onincrease of $5.8 million related to changes in accounts receivable balances due to the ~~Effectiveness~~timing of ~~Controls~~ our collections.

~~Management~~Cash ~~does~~used ~~not~~in ~~expect that~~ our ~~disclosure~~Investing controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control systems are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in a cost-effective control system, no evaluation of internal control over financial reporting can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, have been or will be detected.Activities

~~These~~We ~~inherent~~used ~~limitations~~a ~~include the~~total ~~realities that judgments in decision-making can be faulty and that breakdowns can occur because~~ of ~~a simple error or mistake~~$10. ~~Controls~~5 ~~can~~million ~~also~~in becash ~~circumvented~~during by the ~~individual~~period ~~acts~~for ofour ~~some~~acquisition ~~persons, by collusion~~ of ~~two~~Kodiak ~~or more people~~Carbonic, ~~or by management override of~~ the ~~controls.~~ ~~The~~final ~~design~~payment offor ~~any~~our ~~system~~acquisition of ~~controls~~Eagle isAlcohol ~~based~~and various incapital ~~part~~expenditures. onDuring ~~certain assumptions about~~ the ~~likelihood~~second ~~of future events~~quarter, ~~and~~we ~~there can~~used ~~be no assurance that any design will succeed in achieving its stated goals under all potential future conditions~~$0.5 ~~Projections~~million offor ~~any evaluation~~capital ~~of controls effectiveness to future periods are subject to risks. Over time~~expenditures, an ~~controls~~amount ~~may~~much ~~become~~lower ~~inadequate because of changes~~than inhistorical ~~conditions~~averages to ormanage ~~deterioration~~liquidity inand ~~the~~focus ~~degree~~on ofour ~~compliance with policies or procedures~~priorities.

~~-31-~~Cash provided by our Financing Activities

~~PART~~Cash IIprovided -by ~~OTHER~~our ~~INFORMATION~~financing activities was $23.9 million for the six months ended June 30, 2025, which reflects net proceeds of $24.5 million from Kinergy’s operating line of credit, partially offset by $0.6 million in preferred stock dividends paid.

~~ITEM~~Kinergy’s 1.Operating ~~LEGAL~~Line ~~PROCEEDINGS.~~of Credit

WeKinergy ~~are~~maintains ~~subject~~an operating line of credit for an aggregate amount of up to ~~legal~~$100.0 ~~proceedings~~million. The credit facility matures on November 7, ~~claims~~2027. ~~and litigation~~Interest ~~arising~~accrues inunder the ~~ordinary~~credit ~~course~~facility at ofa ~~business.~~rate ~~While~~equal to (i) the ~~amounts~~daily ~~claimed~~Secured ~~may~~Overnight beFinancing ~~substantial~~Rate, ~~the~~plus ~~ultimate~~(ii) ~~liability~~a ~~cannot~~specified ~~presently~~applicable margin ranging from 1.25% to be1.75%. ~~determined~~The ~~because~~credit offacility’s ~~considerable~~monthly ~~uncertainties~~unused ~~that~~line ~~exist~~fee is 0.25% ~~Therefore,~~to it0.375% isof ~~possible~~the ~~that~~amount by which the ~~outcome~~maximum ofcredit ~~those~~under ~~legal~~the ~~proceedings~~facility exceeds the average daily principal balance during the immediately preceding month. Payments that may be made by Kinergy to Alto Ingredients, ~~claims~~Inc. as reimbursement for management and ~~litigation~~other ~~could~~services ~~adversely~~provided ~~affect~~by ~~our~~Alto ~~quarterly~~Ingredients, orInc. ~~annual~~to ~~operating~~Kinergy ~~results~~are orlimited ~~cash~~under ~~flows~~the ~~when~~terms ~~resolved~~of the incredit afacility ~~future~~to ~~period~~$1.5 million per fiscal quarter. The credit facility also includes the accounts receivable of our indirect wholly-owned ~~However~~subsidiary, ~~based~~Alto onNutrients, ~~facts~~LLC, ~~currently~~or ~~available~~Alto Nutrients, as additional collateral. Payments that may be made by Alto Nutrients to Alto Ingredients, Inc. as reimbursement for management ~~believes~~and ~~such~~other ~~matters~~services ~~will~~provided ~~not~~by ~~adversely~~Alto ~~affect~~Ingredients, inInc. ~~any~~to ~~material~~Alto ~~respect~~Nutrients are limited under the terms of the credit facility to $0.5 million per fiscal quarter. Alto Nutrients markets our ~~financial~~essential ingredients and also provides raw material ~~condition~~procurement services to our subsidiaries. In addition, ~~results~~the amount of ~~operations~~cash distributions that Kinergy or Alto Nutrients may make to us is also limited to up to 75% of excess cash ~~flows~~flow.

~~ITEM~~For 1Aall monthly periods in which excess borrowing availability falls below a specified level, Kinergy and Alto Nutrients must collectively maintain a fixed-charge coverage ratio (calculated as a twelve-month rolling earnings before interest, taxes, depreciation and amortization divided by the sum of interest expense, capital expenditures, principal payments of indebtedness, indebtedness from capital leases and taxes paid during such twelve-month rolling period) of at least 1.1 ~~RISK~~and ~~FACTORS~~are prohibited from incurring certain additional indebtedness (other than specific intercompany indebtedness). The obligations of Kinergy and Alto Nutrients under the credit facility are secured by all of our tangible and intangible assets.

~~Before~~We ~~deciding to~~believe ~~purchase,~~Kinergy ~~hold~~and orAlto ~~sell~~Nutrients ~~our~~are ~~common stock, you should carefully consider the risks described below~~ in ~~addition to the other information~~compliance ~~contained in this Report and in our other filings~~ with the ~~Securities and Exchange Commission, including subsequent reports on Forms 10~~fixed-~~Q and~~charge ~~8-K.~~coverage ~~The~~ratio ~~risks~~financial ~~and~~covenant ~~uncertainties~~as ~~described~~of ~~below are not~~ the ~~only~~filing ~~ones~~of wethis ~~face~~report. ~~Additional~~The ~~risks~~following ~~and~~table ~~uncertainties~~sets ~~not~~forth ~~presently~~the ~~known~~fixed-charge tocoverage usratio or that we currently deem immaterial may also affect our business. If any of these known or unknown risks or uncertainties actually occurs with material adverse effects on Alto Ingredients, our business, financial ~~condition,~~covenant ~~results of operations~~ and~~/or~~ ~~liquidity could be seriously harmed. In that event,~~ the ~~market~~actual ~~price~~results for ~~our~~the ~~common~~periods ~~stock will likely decline, and you may lose all or part of your investment.~~presented:

Risks Related to our Business

	Three Months Ended June 30,				Years Ended December 31,
	2025		2024		2024		2023

Fixed-Charge Coverage Ratio Requirement		1.10		1.10		1.10		1.10
Actual		3.64		4.29		3.53		5.22
Excess		2.54		3.19		2.43		4.12

~~Our~~Alto ~~results~~Ingredients, ofInc. ~~operations and our ability to operate~~has atguaranteed aall ~~profit~~of ~~are~~Kinergy’s ~~largely~~obligations ~~dependent~~under onthe ~~our~~credit ~~ability~~facility. toAs ~~manage~~of ~~the~~June ~~costs~~30, ~~of corn~~2025, ~~natural~~Kinergy ~~gas~~had ~~and~~an ~~other~~outstanding ~~production~~balance ~~inputs,~~of ~~with the prices~~$64.2 ofmillion ~~our alcohols~~ and ~~essential~~$4.8 ~~ingredients,~~million ~~all~~ of ~~which~~unused ~~are~~borrowing ~~subject~~availability tounder ~~volatility~~the ~~and~~credit ~~uncertainty~~facility.

~~Our~~Orion ~~results~~Term ofLoan operations are highly impacted by commodity prices, including the cost of corn, natural gas and other production inputs that we must purchase, and the prices of alcohols and essential ingredients that we sell. Prices and supplies are subject to and determined by numerous market and other forces over which we have no control, such as inclement or favorable weather, domestic and global demand, supply excesses or shortages, import and export conditions (including tariffs), inflationary conditions, global geopolitical tensions and various governmental policies in the United States and throughout the world.

~~Price~~On ~~volatility~~November of7, ~~corn~~2022, ~~natural~~we entered ~~gas~~into ~~and~~a ~~other production~~credit ~~inputs,~~agreement ~~and~~with ~~alcohols~~certain ~~and~~funds ~~essential~~managed ~~ingredients,~~by ~~may~~Orion ~~cause~~Infrastructure ~~our~~Capital, ~~results~~or ofLenders, ~~operations~~under towhich ~~fluctuate~~the ~~significantly.~~Lenders Weextended a ~~may~~senior ~~fail to~~secured ~~generate~~credit ~~expected~~facility ~~levels~~in the amount of ~~net~~up ~~sales~~to ~~and~~$125.0 ~~profits~~million, ~~even~~or ~~under~~Term ~~fixed-price~~Loan. ~~and~~The ~~other~~Term ~~contracts~~Loan ~~for~~matures ~~the~~on ~~sale~~November of7, ~~specialty~~2028, ~~alcohols~~or ~~used~~earlier inupon ~~consumer products~~acceleration. ~~Our~~The ~~customers~~Term ~~may~~Loan ~~not~~is ~~pay~~secured usby ~~timely~~a orfirst atpriority ~~all,~~lien ~~even~~on ~~under~~certain ~~longer-term,~~of ~~fixed-price~~our ~~contracts~~assets ~~for~~and ~~our~~a ~~specialty~~second ~~alcohols,~~priority lien on certain assets ~~and~~of ~~may~~Kinergy ~~seek~~and toAlto ~~renegotiate~~Nutrients. ~~prices~~Interest ~~under~~accrues ~~those~~on ~~contracts~~the ~~during~~unpaid ~~periods~~principal amount of ~~falling~~the ~~prices~~Term orLoan ~~high~~at ~~price~~a ~~volatility~~fixed rate of 10% per annum.

Historically, the spread between corn and fuel-grade ethanol prices has fluctuated significantly. Fluctuations are likely to continue to occur. A sustained negative or narrow spread, whether as a result of sustained high or increased corn prices or sustained low or decreased alcohol or essential ingredient prices, would adversely affect our results of operations and financial condition. Revenues from sales of alcohols, particularly fuel-grade ethanol, and essential ingredients have in the past and could in the future decline below the marginal cost of production, which have in the past and may again in the future force us to suspend production, particularly fuel-grade ethanol production, at some or all of our facilities. For example, we hot-idled our Magic Valley facility in early 2023 due to unfavorable market conditions and again hot-idled our Magic Valley facility in early 2024 in part due to unfavorable market conditions and to expedite the installation of additional equipment needed to achieve the intended production rate, quality and consistency from the corn oil and high protein system at the facility. We restarted the Magic Valley facility in July 2024, but due to challenging market economics, we cold-idled the plant at the end of 2024.29

We must prepay amounts outstanding under the Term Loan on a semi-~~32-~~annual basis on each June 30th and December 31st in an amount equal to a percentage of our excess cash flow based on a specified leverage ratio, as follows: (i) if our leverage ratio is greater than or equal to 3.0x, then the mandatory prepayment amount will equal 100% of our excess cash flow, (ii) if our leverage ratio is less than 3.0x and greater than or equal to 1.5x, then the mandatory prepayment amount will equal 50% of our excess cash flow, and (iii) if our leverage ratio is less than 1.5x, then the mandatory prepayment amount will equal 25% of our excess cash flow. No prepayment was made or required to be made for the three and six months ended June 30, 2025 and 2024.

InAs ~~addition, some~~ of ~~our~~June ~~fuel-grade~~30, ~~ethanol~~2025 ~~marketing~~ and ~~distribution activities for third-party gallons will likely be unprofitable in a market of generally declining prices due to the nature~~ ofDecember ~~our business. For example~~31, ~~to satisfy customer demand~~2024, we maintain certain quantities of fuel-grade ethanol inventory for subsequent resale. When quantities in excess of our own production are needed to meet customer demand, we procure fuel-grade ethanol from third parties and therefore must buy fuel-grade ethanol at a price established at the ~~time~~principal ofamount ~~purchase~~outstanding ~~and~~under ~~sell fuel-grade ethanol at an index price established later at~~ the ~~time~~Term ofLoan ~~sale~~was ~~that is generally reflective of movements in the market price of fuel-grade ethanol~~$60.0 ~~As a result, our margins for fuel-grade ethanol sold in these transactions generally decline and may turn negative as the market price of fuel-grade ethanol declines~~million.

WeOther ~~can~~Cash provide no assurances that corn, natural gas or other production inputs can be purchased at or near current or any specific prices, or that our alcohols or essential ingredients will sell at or near current or any particular prices. Consequently, our results of operations and financial condition may be adversely affected by increases in the prices of corn, natural gas and other production inputs or decreases in the prices of our alcohols and essential ingredients.Obligations

~~The~~As ~~prices~~ of ~~our~~June ~~products~~30, ~~are~~2025, ~~volatile~~we ~~and subject~~had tofuture ~~large~~commitments ~~fluctuations,~~for ~~which~~certain ~~may~~capital ~~cause~~projects ~~our~~totaling ~~results~~$11.5 ofmillion. ~~operations~~These commitments are scheduled to ~~fluctuate~~be ~~significantly~~satisfied through 2025.

~~The~~ ~~prices~~ITEM ~~of our products are volatile and subject to large fluctuations~~3. ~~For~~QUANTITATIVE ~~example,~~AND ~~the~~QUALITATIVE ~~market~~DISCLOSURES ~~price~~ABOUT ofMARKET fuel-grade ethanol is dependent upon many factors, including the supply of ethanol and the price of gasoline, which is in turn dependent upon the price of petroleum which itself is highly volatile, difficult to forecast and influenced by a wide variety of global economic and geopolitical conditions, including decisions concerning petroleum output by the Organization of Petroleum Exporting Countries (OPEC) and their allies, an intergovernmental organization that seeks to manage the price and supply of oil on the global energy marketRISK. Other important factors that impact the price of petroleum include war and threats of war, attacks on or threats to shipping vessels as has recently occurred in the Red Sea, the consequent rerouting of supply lines to less direct or more expensive paths, and other supply chain disruptions.

~~Our~~We ~~fuel-grade ethanol sales~~ are ~~tied~~exposed to ~~prevailing spot~~various market ~~prices rather than long-term~~ risks, ~~fixed-price~~including ~~contracts.~~changes ~~Fuel-grade~~in ~~ethanol~~commodity prices, as ~~reported~~discussed bybelow. ~~the~~Market ~~Chicago~~risk ~~Mercantile~~is ~~Exchange, ranged~~the ~~from~~potential ~~$1.38~~loss toarising ~~$2.12~~from ~~per~~adverse ~~gallon~~changes in ~~2024,~~market rates ~~from~~and $1prices.58 toIn ~~$2.67~~the ~~per~~ordinary ~~gallon~~course inof ~~2023~~business, ~~and~~we ~~from~~may ~~$2.00~~enter tointo ~~$2.88~~various ~~per~~types ~~gallon~~of intransactions ~~2022.~~involving Infinancial ~~addition,~~instruments ~~even~~to ~~under~~manage ~~longer-term,~~and ~~fixed-price~~reduce ~~contracts~~the ~~for~~impact ~~our~~of ~~specialty~~changes ~~alcohols,~~in ~~our~~commodity ~~customers~~prices. ~~may~~We ~~seek~~do tonot ~~renegotiate~~have ~~prices~~material ~~under~~exposure ~~those~~to ~~contracts during~~interest ~~periods~~rate ofrisk. ~~falling~~We ~~prices~~do ornot ~~high~~expect to ~~price~~have ~~volatility.~~any ~~Fluctuations~~exposure into ~~the~~foreign ~~prices~~currency ofrisk ~~our~~as ~~products~~we ~~may~~conduct ~~cause~~all of our ~~results~~transactions ofin ~~operations to~~U.S. ~~fluctuate significantly~~dollars.

We ~~may~~produce ~~engage~~and distribute specialty alcohol, fuel-grade ethanol and essential ingredients. Our business is sensitive to changes in ~~hedging~~the ~~transactions~~prices of ethanol and ~~other~~corn. ~~risk~~In the ~~mitigation~~ordinary ~~strategies~~course ~~that~~of ~~could~~business, ~~harm~~we ~~our~~may ~~results~~enter into various types of ~~operations~~transactions involving financial instruments to manage and reduce the impact of changes in ethanol and corn prices. We do not enter into derivatives or other financial ~~condition~~instruments for trading or speculative purposes.

ToWe ~~partially~~are ~~offset~~subject ~~the~~to ~~effects~~market ~~of production input~~risk ~~and~~with ~~product~~respect ~~price~~to ~~volatility,~~ethanol inand ~~particular,~~ corn ~~and~~pricing. ~~natural~~Ethanol ~~gas costs and fuel-grade ethanol~~ prices, weare ~~may~~sensitive ~~enter into contracts~~ to ~~purchase~~ aglobal ~~portion~~and ofdomestic ~~our~~ethanol ~~corn~~supply; orcrude-oil ~~natural~~supply ~~gas~~and ~~requirements~~demand; crude-oil onrefining acapacity; ~~forward~~carbon ~~basis~~intensity; orgovernment toregulation; ~~lock~~and inconsumer ~~the~~demand ~~premium~~for toalternative ~~fuel-grade~~fuels. Our ethanol ~~market~~sales ~~prices~~are onpriced ~~portions~~using ofcontracts ~~our~~that ~~alcohol~~are ~~production.~~either Inbased ~~addition,~~on wea ~~may~~fixed ~~engage~~price inor ~~other~~an ~~hedging~~indexed ~~transactions~~price ~~involving~~tied ~~exchange-traded~~to ~~futures~~a ~~contracts for~~specific ~~corn~~market, ~~natural~~such ~~gas~~as ~~and~~Chicago ~~unleaded~~Ethanol (Platts) ~~gasoline~~or ~~from~~the ~~time~~Oil toPrice ~~time~~Information Service. ~~The~~Under ~~financial statement impact of~~ these ~~activities~~fixed-priced ~~is dependent upon~~arrangements, ~~among other~~we ~~things,~~are ~~the~~exposed ~~prices involved and our ability~~ to ~~sell~~risk ~~sufficient products to use all~~ of ~~the~~a ~~corn~~decrease ~~and natural gas for which forward commitments have been made. We have recognized losses~~ in the ~~past,~~market price ~~and~~of ~~may~~ethanol ~~suffer~~between ~~losses in~~ the ~~future,~~time ~~from our hedging arrangements. For example, for~~ the ~~year~~price ~~ended~~is ~~December~~fixed ~~31,~~and ~~2023, we recognized net losses of $8.0 million related to~~ the ~~change~~time in the ~~fair~~alcohol ~~values~~is ~~of hedging contracts~~sold.

~~-33-~~We satisfy our physical corn needs, the principal raw material used to produce alcohol and essential ingredients, based on purchases from our corn vendors. Generally, we determine the purchase price of our corn at or near the time we begin to grind. Additionally, we also enter into volume contracts with our vendors to fix the purchase price. As such, we are also subject to market risk with respect to the price of corn. The price of corn is subject to wide fluctuations due to unpredictable factors such as weather conditions, farmer planting decisions, governmental policies with respect to agriculture and international trade and global supply and demand. Under the fixed price arrangements, we assume the risk of a decrease in the market price of corn between the time the price is fixed and the time the corn is utilized.

~~Hedging~~Essential ~~arrangements~~ingredients ~~also~~are ~~expose us~~ sensitive to ~~the~~various ~~risk of~~demand ~~financial~~factors ~~loss~~such inas ~~situations~~numbers ~~where~~of ~~our~~livestock ~~counterparty to the hedging contract defaults~~ on ~~its contract or~~feed, inprices ~~the~~for ~~case~~feed ofalternatives ~~exchange-traded contracts, where there is a change in the expected differential between the underlying price in the hedging agreement~~ and ~~the~~supply ~~actual prices paid or received by us. In addition~~factors, ~~our~~primarily ~~open contract positions may require cash deposits to cover margin calls, negatively impacting~~production ~~our liquidity. As a result, our hedging activities and fluctuations in the price~~ of ~~corn,~~ethanol ~~natural gas, fuel~~co-~~grade~~products by ethanol ~~and~~plants ~~unleaded gasoline may adversely affect our results of operations, financial condition~~ and ~~liquidity~~other sources.

~~Disruptions~~As noted above, we may attempt to reduce the market risk associated with fluctuations in ~~our~~the ~~production~~price of ethanol or ~~distribution,~~corn ~~including~~by employing a variety of risk management and ~~from~~hedging ~~climate~~strategies. ~~change~~Strategies include the use of derivative financial instruments such as futures and ~~other~~options ~~weather~~executed ~~effects,~~on ~~may~~the ~~adversely~~Chicago Mercantile ~~affect~~Exchange ~~our~~or ~~business~~the New York Mercantile Exchange, ~~results~~as ofwell ~~operations~~as ~~and~~the ~~financial~~daily ~~condition~~management of physical corn.

Our business depends on the continuing availability of rail, road, port, storage and distribution infrastructure. In particular, due to limited storage capacity at some of our production facilities and other considerations related to production efficiencies, certain facilities depend on timely delivery of corn. Alcohol production also requires a significant and uninterrupted supply of other raw materials and energy, primarily water, electricity and natural gas. Local water, electricity and gas utilities may fail to reliably supply the water, electricity and natural gas that our production facilities need or may fail to supply those resources on acceptable terms. In the past, poor weather has caused disruptions in rail transportation, which slowed the delivery of fuel-grade ethanol and/or corn by rail to and from our facilities.30

~~For~~These ~~example,~~derivatives inare ~~late~~not ~~April~~designated ~~2025,~~for ~~during a period~~special ofhedge ~~rapidly~~accounting ~~rising river levels~~treatment, ~~our~~and ~~loadout~~as ~~dock at our Pekin Campus was damaged~~such, ~~negatively~~the ~~impacting~~changes ~~production and logistics. In addition,~~ in the ~~first~~fair ~~quarter~~values of ~~2024,~~these ~~extreme~~contracts ~~cold~~are ~~weather~~recorded ~~conditions~~on inthe ~~January~~balance atsheet ~~our Pekin Campus restricted barge deliveries~~ and ~~increased~~recognized ~~standby~~immediately ~~fees.~~in Tocost ~~manage~~of ~~inventory~~goods ~~levels,~~sold. weWe ~~transported~~recognized ~~more~~net ~~product~~gains ~~by rail, a higher cost mode~~ of ~~transportation~~$4.4 ~~Cold~~million ~~weather conditions also required us to shift to lower margin feed products~~ and ~~reduced~~$11.6 ~~our~~million ~~production~~related ~~rates across our Pekin Campus, hindering our ability~~ to ~~produce~~the ~~specialty~~changes ~~alcohol~~in ~~at full capacity. In~~ the ~~third~~fair ~~quarter~~ values of ~~2023~~these wecontracts ~~experienced unusually high unscheduled production downtime~~ for ~~repairs~~the ~~and~~six ~~maintenance~~months ~~which~~ended ~~reduced~~June ~~sales~~30, ~~volumes~~2025 and ~~profits~~2024, respectively.

~~Disruptions~~We inprepared ~~production~~a orsensitivity ~~distribution, whether~~analysis ~~caused~~as byof ~~labor~~June ~~difficulties~~30, ~~unscheduled~~2025 ~~downtimes~~to ~~and~~estimate ~~other~~our ~~operational~~exposure ~~hazards~~to ~~inherent~~ethanol inand ~~the~~corn. ~~alcohol~~Market ~~production~~risk ~~industry,~~related ~~including equipment~~to ~~failures,~~these ~~fires,~~factors ~~explosions,~~was ~~abnormal~~estimated ~~pressures,~~as ~~blowouts,~~the ~~pipeline ruptures, transportation accidents, climate~~ potential change ~~and~~in ~~natural disasters~~pre-tax ~~such~~income asresulting ~~earthquakes,~~from ~~floods~~a ~~and~~hypothetical ~~storms,~~10% oradverse ~~other~~change ~~weather~~in ~~effects,~~the orprices ~~human~~of ~~error~~our orexpected ~~malfeasance~~ethanol orand ~~other~~corn ~~reasons,~~volumes. ~~could prevent~~The ~~timely~~analysis ~~deliveries~~uses ofaverage ~~corn~~Chicago orMercantile ~~other~~Exchange ~~raw~~prices ~~materials~~for ~~and~~the ~~energy,~~year and ~~could~~does ~~delay~~not ~~transport~~factor ofin ~~our~~future ~~products~~contracted tovolumes. ~~market,~~The ~~and~~results ~~may~~of this ~~require~~analysis usfor ~~to halt~~the ~~production~~six atmonths ~~one~~ended orJune ~~more~~30, ~~production facilities~~2025, ~~any of~~ which ~~could~~may ~~have~~differ amaterially ~~material~~from ~~adverse~~actual ~~effect on our business~~results, ~~results~~are ofas ~~operations and~~follows ~~financial~~(in ~~condition.~~millions):

Some of these operational hazards may also cause personal injury or loss of life, severe damage to or destruction of property and equipment or environmental damage, and may result in suspension of operations and the imposition of civil or criminal penalties. Our insurance may not fully cover the potential hazards described above or we may be unable to renew our insurance on commercially reasonable terms or at all.

Commodity	Volume		Unit of Measure	Approximate Adverse Change to Pre-Tax Income
Ethanol		132.1	Gallons	$	(13.5	)
Corn		27.9	Bushels	$	(12.9	)

~~-34-~~ ITEM 4. CONTROLS AND PROCEDURES.

~~Increased alcohol or essential ingredient production~~Evaluation ~~or higher inventory levels may cause a decline in prices for those products, and may have other negative effects, materially and adversely impacting our results~~ of ~~operations,~~Disclosure ~~cash~~Controls ~~flows~~ and ~~financial condition.~~Procedures

~~The~~We ~~prices~~conducted an evaluation under the supervision and with the participation of our ~~alcohols~~management, including our Chief Executive Officer and ~~essential~~Chief ~~ingredients~~Financial Officer, ~~are~~of ~~highly~~the ~~impacted~~effectiveness byof ~~competing~~the ~~third-party~~design ~~supplies~~and operation of ~~those~~our ~~products~~disclosure controls and procedures. InThe ~~addition~~term “disclosure controls and procedures,” as ifdefined ~~fuel~~in Rules 13a-~~grade~~15(e) ~~ethanol~~and ~~production~~15d-15(e) ~~margins~~under ~~improve~~the Securities Exchange Act of 1934, as amended, or Exchange Act, means controls and weother ~~anticipate~~procedures of a company that ~~owners~~are ofdesigned ~~production~~to ~~facilities~~ensure ~~operating~~that atinformation ~~below~~required ~~capacity,~~to be disclosed by the company in the reports it files or ~~owners~~submits ofunder ~~idled~~the ~~production~~Exchange ~~facilities~~Act is recorded, ~~will~~processed, ~~increase production~~summarized ~~levels~~and reported, ~~thereby~~within ~~resulting~~the time periods specified in ~~more~~the ~~abundant~~Securities and ~~fuel-grade~~Exchange ~~ethanol~~Commission’s ~~supplies~~rules and ~~inventories~~forms. ~~Increases~~Disclosure incontrols ~~the~~and ~~supply~~procedures ofalso ~~alcohols~~ include, without limitation, controls and ~~essential~~procedures designed ~~ingredients~~to ~~may~~ensure ~~not~~that information required to be ~~commensurate~~disclosed ~~with~~by ~~increases~~a company in ~~demand~~the ~~for~~reports ~~alcohols~~that it files or submits under the Exchange Act is accumulated and ~~essential~~communicated ~~ingredients~~to the company’s management, ~~thus~~including ~~leading~~its toprincipal ~~lower~~executive and principal financial officers, ~~prices.~~or ~~Any~~persons ofperforming ~~these~~similar ~~outcomes~~functions, ~~could~~as ~~have~~appropriate, ato ~~material~~allow ~~adverse~~timely ~~effect~~decisions regarding required disclosure. Based on this evaluation, our ~~results~~Chief Executive Officer and Chief Financial Officer concluded as of ~~operations~~June 30, ~~cash~~2025 ~~flows~~that our disclosure controls and ~~financial~~procedures ~~condition~~were effective at a reasonable assurance level.

~~We may suffer impairments~~ Changes in ~~the~~Internal ~~value~~Control ofover ~~our~~Financial ~~long-lived assets which may materially and adversely affect our results of operations.~~Reporting

WeThere ~~evaluate~~has ~~our~~been ~~long-lived~~no ~~assets~~change ~~annually~~in ~~for impairment~~our orinternal ~~when~~control over ~~circumstances~~financial ~~indicate~~reporting ~~that~~(as ~~the~~defined ~~full~~in ~~carrying~~Rules ~~value~~13a-15(f) ~~of an asset may be unrecoverable. These evaluations rely on financial~~ and ~~other~~15d-15(f) ~~assumptions~~under ~~concerning~~ the ~~assets,~~Exchange ~~any~~Act) ofduring ~~which may not materialize in~~ the ~~future.~~most ~~For~~recently ~~example,~~completed ~~we recognized asset impairments~~fiscal ofquarter ~~$24.8~~that ~~million~~has ~~and~~materially ~~$6.5~~affected, ~~million~~or ~~for~~is ~~the~~reasonably ~~years~~likely ~~ended~~to ~~December~~materially 31affect, ~~2024 and 2023, respectively. We may recognize additional impairments of the values of~~ our ~~long-lived~~internal ~~assets~~control inover ~~the future based on then-prevailing~~ financial ~~and other circumstances~~reporting. ~~Impairments of our long-lived assets may materially and adversely affect our results of operations.~~

~~Our~~Inherent ~~alcohol~~Limitations ~~production relies~~ on ~~traditional~~the ~~corn-based feedstock~~Effectiveness ~~and process technologies. New technologies could make corn-based alcohol production and traditional process technologies less~~of ~~competitive or even obsolete, materially and adversely harming our business.~~Controls

WeManagement ~~produce~~does ~~our~~not ~~alcohols~~expect that ~~from corn. Moreover,~~ our ~~plants~~ ~~are~~disclosure ~~constructed~~controls and ~~operate~~procedures ~~primarily~~or asour ~~corn-based~~internal ~~alcohol~~control ~~production~~over ~~facilities.~~financial ~~Competitors~~reporting ~~and~~will ~~other~~prevent ~~third~~or ~~parties~~detect ~~have~~all ~~undertaken research~~errors toand ~~develop~~all fraud. ~~competing~~A ~~products~~control ~~to corn-based alcohols~~system, ~~and~~no ~~ethanol~~matter inhow ~~particular, as~~ well asconceived ~~new process technologies. These research efforts seek alternatives to corn-based ethanol~~ and ~~traditional~~operated, ~~process~~can ~~technologies~~provide ~~aimed~~only atreasonable, ~~improving~~not ~~real or perceived problems with the fuel~~absolute, ~~such~~assurance asthat the ~~carbon and energy intensity~~ objectives of ~~its~~the ~~production,~~control ~~its~~systems ~~lower~~are ~~energy content compared to gasoline and its hydrophobic nature resulting in water separation in transit or at other times~~met. ~~Competitors~~Further, ~~and~~the ~~other~~design ~~third parties may develop new alcohols and processes that improve on any~~ of ~~these~~a orcontrol ~~other~~system ~~real~~must orreflect ~~perceived~~the ~~problems~~fact ~~with~~that ~~corn-based~~there ~~alcohols, including ethanol. If viable competing products or new process technologies~~ are ~~developed~~resource ~~and attract widespread or even modest adoption~~constraints, ~~we may be forced to modify our production facilities,~~and ~~including~~the ~~our~~benefits ~~process~~of ~~technologies,~~controls ifmust ~~possible,~~be toconsidered ~~transition~~relative ~~in full or in part~~ to ~~these~~their ~~other products or process technologies to remain competitive~~costs. ~~Modifying~~Because ~~our~~of ~~production~~the ~~facilities~~inherent ~~may~~limitations ~~require~~in ~~expertise~~a ~~that~~cost-effective ~~our personnel may not possess and would likely require significant~~control ~~capital~~system, ~~expenditures~~no ~~the~~evaluation ~~funding~~of ~~for~~internal ~~which~~control weover ~~may~~financial ~~not~~reporting ~~have.~~can Anprovide ~~inability~~absolute toassurance ~~remain~~that ~~competitive~~misstatements due to ~~the~~error ~~introduction and adoption of~~or ~~competing~~fraud ~~products~~will ornot ~~new~~occur ~~process technologies,~~ or ~~significant~~that ~~costs~~all ~~associated~~control ~~with~~issues ~~the~~and ~~adoption~~instances of ~~new products and process technologies~~fraud, ~~would~~ ~~materially~~if ~~and adversely affect our business~~any, ~~financial~~have ~~condition~~been ~~and~~or ~~results~~will ofbe ~~operations~~detected.

These inherent limitations include the realities that judgments in decision-~~35-~~making can be faulty and that breakdowns can occur because of a simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

~~Inflation and sustained higher prices may adversely impact our results of operations and financial condition.~~31

WePART ~~have~~II experienced adverse inflationary impacts on key production inputs, wages and other costs of labor, equipment, services, and other business expenses. In addition, we have experienced adverse inflationary impacts on our budgets and expenses for many of our in-~~process~~ ~~and~~OTHER planned capital projects. Inflation, including through tariffs, and its negative impacts could escalate in future periods. Even if inflation stabilizes or abates, the prices of key production inputs, wages and other costs of labor, equipment, services, and other business expenses, and for our capital projects, will likely remain at elevated levels. We may not be able to include these additional costs in the prices of the products we sell. As a result, inflation and sustained higher prices may have a material adverse effect on our results of operations and financial condition.INFORMATION

~~Climate~~ ~~change,~~ITEM ~~and~~1. ~~governmental~~LEGAL regulations aimed at addressing climate-related issues, may affect conditions to which our business is highly sensitive, many of which could materially and adversely harm our business, results of operations and financial conditionPROCEEDINGS.

~~Our~~We ~~business~~are issubject ~~highly sensitive~~ to ~~commodity~~legal ~~prices~~proceedings, claims and inlitigation ~~particular,~~arising in the ~~prices~~ordinary course of ~~corn~~business. ~~and~~While ~~natural~~the ~~gas.~~amounts ~~Inclement~~claimed ~~weather~~may ~~from~~be ~~climate change~~substantial, ~~including~~the ~~extreme~~ultimate ~~temperatures~~liability orcannot ~~drought, may~~presently ~~adversely~~be ~~affect~~determined ~~growing~~because ~~conditions,~~of ~~which~~considerable ~~may~~uncertainties ~~reduce~~that ~~available~~exist. ~~corn supplies~~Therefore, ~~our~~it ~~primary~~is ~~production~~possible ~~input,~~that ~~and~~the ~~other~~outcome ~~grain~~of ~~substitutes~~those legal proceedings, ~~driving~~claims upand ~~prices~~litigation ~~and~~could ~~thereby~~adversely ~~increasing~~affect our ~~production~~quarterly ~~input~~or ~~costs.~~annual Inoperating ~~addition,~~results ~~governmental~~or ~~regulators~~cash ~~may~~flows ~~disfavor~~when ~~carbon-based~~resolved ~~energy~~in a future period. ~~sources~~However, ~~such~~based ason ~~natural~~facts ~~gas~~currently available, ~~leading~~management tobelieves ~~regulations~~such ~~that~~matters ~~disincentivize~~will ~~their~~not ~~use~~adversely oraffect ~~otherwise~~in ~~make~~any ~~their~~material ~~production~~respect ~~more~~our ~~difficult and~~financial ~~costly~~condition, ~~driving~~results upof ~~their~~operations ~~prices.~~or ~~Higher~~cash ~~natural gas prices would likewise increase our production input costs~~flows.

~~Other~~ ~~factors~~ITEM ~~that~~1A. ~~may~~RISK ~~result~~FACTORS. ~~from climate change, or that may result from governmental regulations aimed at addressing climate-related issues, may also adversely affect our business, including the following:~~

●Before ~~water~~deciding to ispurchase, ~~one~~hold ofor sell our ~~key~~common ~~production~~stock, ~~inputs;~~you ~~water~~should ~~resource~~carefully ~~limitations~~consider ~~may~~the ~~result~~risks ~~from~~described ~~drought~~below in addition to the other information contained in this Report and in our other ~~inclement~~filings ~~weather;~~with ~~water~~the ~~resource~~Securities ~~limitations~~and Exchange Commission, including subsequent reports on Forms 10-Q and 8-K. The risks and uncertainties described below are not the only ones we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial may also ~~result~~affect ~~from~~our ~~rationing~~business. If any of these known or unknown risks or uncertainties actually occurs with material adverse effects on Alto Ingredients, our business, financial condition, results of operations and/or ~~other~~liquidity could ~~governmental~~be ~~regulations~~seriously ~~limiting~~harmed. ~~water~~In ~~use;~~that event, the market price for our common stock will likely decline, and you may lose all or part of your investment.

●Risks ~~higher~~Related ~~water temperatures due~~ to ~~increased global or regional temperatures may negatively affect production efficiencies due to water temperature production requirements given the limited cooling capacities of~~ our ~~older facilities;~~Business

●Our ~~flooding~~results of operations and ~~other~~our ~~inclement~~ability ~~weather~~to ~~may~~operate at ~~negatively~~a ~~affect~~profit are largely dependent on our ~~river~~ability ~~access~~to manage the costs of corn, natural gas and other ~~transportation~~production ~~logistics~~inputs, with the prices of our alcohols and ~~costs~~essential ingredients, ~~and~~all ~~storage~~of ~~requirements;~~which are subject to volatility and uncertainty.

●Our anresults ~~overall~~of ~~increase~~operations inare ~~energy~~highly ~~costs~~impacted by ~~will~~commodity ~~negatively~~prices, ~~impact~~including ~~our~~the cost of corn, natural gas and other production ~~costs~~inputs ~~generally~~that we must purchase, and ~~may~~the ~~critically~~prices ~~impact~~of ~~certain~~alcohols and ~~high~~essential ~~energy-intensive~~ingredients ~~production~~that ~~technologies~~we sell. Prices and supplies are subject to and determined by numerous market and other forces over which we have no control, such as ~~our~~inclement ~~wet~~or ~~milling~~favorable weather, domestic and ~~multiple~~global ~~distillation~~demand, ~~processes~~supply ~~for~~excesses or shortages, import and export conditions (including tariffs), inflationary conditions, global geopolitical tensions and various governmental policies in the ~~highest~~United States ~~quality~~and ~~specialty~~throughout ~~alcohols;~~the world.

●Price ~~regulatory~~volatility of corn, natural gas and ~~market~~other production ~~transition~~inputs, ~~away~~and ~~from~~alcohols ~~combustion~~and ~~fuels~~essential ingredients, may cause our results of operations to fluctuate significantly. We may fail to generate expected levels of net sales and ~~fuel~~profits even under fixed-~~grade~~price ~~ethanol~~and ~~blending~~other ~~may~~contracts ~~threaten~~for the ~~viability~~sale of ~~our~~specialty ~~renewable~~alcohols ~~fuels~~used in ~~business;~~consumer products. Our customers may not pay us timely or at all, even under longer-term, fixed-price contracts for our specialty alcohols, and may seek to renegotiate prices under those contracts during periods of falling prices or high price volatility.

● costs and regulatory burdens associated with governmental regulations that limit or tax greenhouse gas emissions, such as CO2, from alcohol production and distribution, or from truck transport and packaging associated with Eagle Alcohol’s business and use of drums and totes, will negatively impact us.32

~~New~~Historically, ~~legislation~~the inspread ~~the~~between ~~United~~corn ~~States~~and fuel-grade ethanol prices has fluctuated significantly. Fluctuations are likely to ~~address~~continue to occur. A sustained negative or narrow spread, whether ~~climate~~as ~~change~~a ~~issues~~result of sustained high or increased corn prices or sustained low or decreased alcohol or essential ingredient prices, ~~especially~~would atadversely affect our results of operations and financial condition. Revenues from sales of alcohols, particularly fuel-grade ethanol, and essential ingredients have in the ~~state~~past and ~~local~~could ~~levels~~in the future decline below the marginal cost of production, ~~may~~which behave ~~passed~~in the past and ~~implemented~~may again in the future force us to suspend production, ~~materially~~particularly fuel-grade ethanol production, at some or all of our facilities. For example, we hot-idled our Magic Valley facility in early 2023 due to unfavorable market conditions and ~~adversely~~again ~~impacting~~hot-idled our Magic Valley facility ~~business~~in early 2024 in part due to unfavorable market conditions and to expedite the installation of additional equipment needed to achieve the intended production rate, quality and consistency from the corn oil and high protein system at the facility. We restarted the Magic Valley facility in July 2024, but due to challenging market economics, we cold-idled the plant at the end of 2024.

~~Any~~In ofaddition, ~~these~~some ~~factors~~of ~~could~~our ~~materially~~fuel-grade ethanol marketing and ~~adversely~~distribution activities for third-party gallons will likely be unprofitable in a market of generally declining prices due to the ~~harm~~nature of our business. For example, ~~results~~to satisfy customer demand, we maintain certain quantities of ~~operations~~fuel-grade ethanol inventory for subsequent resale. When quantities in excess of our own production are needed to meet customer demand, we procure fuel-grade ethanol from third parties and ~~financial~~therefore ~~condition~~must buy fuel-grade ethanol at a price established at the time of purchase and sell fuel-grade ethanol at an index price established later at the time of sale that is generally reflective of movements in the market price of fuel-grade ethanol. As a result, our margins for fuel-grade ethanol sold in these transactions generally decline and may turn negative as the market price of fuel-grade ethanol declines.

~~-36-~~We can provide no assurances that corn, natural gas or other production inputs can be purchased at or near current or any specific prices, or that our alcohols or essential ingredients will sell at or near current or any particular prices. Consequently, our results of operations and financial condition may be adversely affected by increases in the prices of corn, natural gas and other production inputs or decreases in the prices of our alcohols and essential ingredients.

~~Risks~~The ~~Related~~prices of our products are volatile and subject to large fluctuations, which may cause our ~~Finances~~results of operations to fluctuate significantly.

WeThe ~~have~~prices ~~incurred~~of ~~significant~~our ~~losses~~products are volatile and ~~negative~~subject to ~~operating~~large fluctuations. For example, the market price of fuel-grade ethanol is dependent upon many factors, including the supply of ethanol ~~cash~~and ~~flow~~the price of gasoline, which is in turn dependent upon the ~~past~~price of petroleum which itself is highly volatile, difficult to forecast and weinfluenced ~~may~~by ~~incur~~a ~~losses~~wide variety of global economic and ~~negative~~geopolitical ~~operating~~conditions, ~~cash~~including ~~flow~~decisions inconcerning petroleum output by the Organization ~~future~~of Petroleum Exporting Countries (OPEC) and their allies, ~~which~~an ~~may~~intergovernmental ~~hamper~~organization ~~our~~that ~~operations~~seeks ~~and~~to ~~impede~~manage the price usand ~~from~~supply ~~expanding~~of ~~our~~oil ~~business~~on the global energy market. Other important factors that impact the price of petroleum include war and threats of war, attacks on or threats to shipping vessels as has recently occurred in the Red Sea, the consequent rerouting of supply lines to less direct or more expensive paths, and other supply chain disruptions.

WeOur ~~have~~fuel-grade ~~incurred~~ethanol ~~significant~~sales ~~losses~~are ~~and~~tied ~~negative~~to prevailing ~~operating~~spot ~~cash~~market ~~flow~~prices inrather ~~the~~than ~~past. For example~~long-term, ~~for~~fixed-price ~~the~~contracts. ~~years~~Fuel-grade ~~ended~~ethanol ~~December 31~~prices, ~~2024,~~as ~~2023~~reported ~~and~~by ~~2022,~~the weChicago ~~incurred~~Mercantile ~~consolidated net losses~~Exchange, ofranged ~~approximately~~from $591.038 ~~million,~~to $282.012 ~~million~~per ~~and~~gallon ~~$41.6~~in ~~million, respectively. For the year ended December 31,~~ 2024, wefrom ~~incurred~~$1.58 ~~negative operating~~to ~~cash flow of~~ $32.567 ~~million.~~per Wegallon ~~may~~in ~~incur~~2023 ~~losses~~ and ~~negative~~from ~~operating~~$2.00 ~~cash~~to ~~flow in the future~~$2.88 Weper ~~expect~~gallon toin ~~rely~~2022. ~~on cash on~~In ~~hand~~addition, ~~cash,~~even ifunder ~~any~~longer-term, ~~generated~~fixed-price ~~from~~contracts for our ~~operations~~specialty alcohols, ~~borrowing availability under~~ our ~~lines~~customers ofmay ~~credit~~seek ~~and~~to ~~proceeds~~renegotiate ~~from~~prices ~~our future financing~~under ~~activities,~~those ifcontracts ~~any,~~during toperiods ~~fund all~~ of ~~the~~falling ~~cash~~prices ~~requirements~~or ofhigh ~~our~~price ~~business~~volatility. ~~Additional~~Fluctuations ~~losses~~in ~~and~~the ~~negative~~prices ~~operating~~of ~~cash~~our ~~flow~~products may ~~hamper~~ cause our results of operations ~~and~~to ~~impede~~fluctuate ~~us from expanding our business~~significantly.

We are engaged in multiple capital improvement projects. These projects, and their financing, costs, timing and effects, are based on our plans, expectations and various assumptions that may not eventuate. We may therefore be unable to timely achieve, or achieve at all, the results we expect, including as to projected additional EBITDA and Adjusted EBITDA.33

We ~~are~~may ~~engaged~~ engage in ~~multiple~~hedging ~~capital~~transactions ~~improvement projects to diversify~~ and ~~enhance~~other ~~our revenue streams and to expand margins and profitability by reducing costs. These projects have different timelines, returns on investment and~~ risk ~~profiles, including regulatory risks. In addition, we must~~ ~~raise~~mitigation ~~significant~~strategies additional capital to complete some of our projects, including our CCS project. Our expected financial and other results from these projects are based on assumptions around many factors, including their costs, timing, operation and market prices prevailing at project completion and thereafter, as well as tax and other favorable environmental attributes associated with low carbon alcohol that ~~may~~ ~~accrue~~could toharm our ~~benefit. For example, our assumptions around the anticipated~~ results of ~~our~~operations ~~CCS project rely heavily on the tax benefits that may accrue to us under the Inflation Reduction Act of 2022 as well as other favorable environmental attributes associated with carbon capture~~ and ~~storage~~financial ~~and low carbon alcohol production~~condition. These tax and other benefits may change, including as a result of new or repealed laws, new administrations and the implementation or interpretation of existing laws, or the exhaustion of funds or benefits available under a particular program. For example, in January 2025, the new administration suspended all Inflation Reduction Act spending for 90 days. In addition, certain provisions of the Inflation Reduction Act lack proposed or final regulations and guidance. Regulators could issue new regulations or guidance that significantly narrows the application of clean energy tax incentives, and could even defer or withdraw regulations, which could materially and adversely affect the economic outcome of our CCS project. We can provide no assurances that any particular benefit will be available to us upon completion of our CCS project, or thereafter, or any other capital improvement project.

~~Capital~~To ~~improvement projects~~partially ~~require~~offset ~~significant~~the ~~outlays~~effects of ~~capital~~production input and ~~are~~product ~~often~~price ~~subject~~volatility, toin ~~material~~particular, ~~execution~~corn ~~risks~~ and ~~delays.~~natural ~~Our~~gas ~~CCS~~costs ~~project~~and infuel-grade ~~particular requires EPA~~ethanol ~~approval~~prices, ~~but~~we ~~the~~may ~~EPA’s~~enter ~~own~~into ~~projected~~contracts ~~timeline~~to ~~for~~purchase ~~approval~~a ~~has~~portion ~~lengthened~~of ~~and~~our ~~may~~corn ~~lengthen~~or ~~further.~~natural Wegas ~~may~~requirements ~~have~~on ~~insufficient~~a ~~financial~~forward ~~resources,~~basis ~~and~~or weto ~~may~~lock bein ~~unable~~the premium to ~~raise~~fuel-grade ethanol market ~~sufficient~~prices ~~capital,~~on toportions ~~complete~~of our ~~projects~~alcohol ~~timely or at all~~production. ~~Although~~In addition, we ~~intend~~may toengage ~~use~~in ~~reputable~~other ~~third-party~~hedging ~~contractors~~transactions ~~with~~involving ~~expertise~~exchange-traded futures incontracts ~~their~~for ~~fields~~corn, tonatural ~~implement~~gas ~~our~~and ~~projects,~~unleaded ~~adverse~~gasoline ~~conditions~~from ~~and~~time ~~events~~to astime. ~~well~~The asfinancial ~~delays~~statement inimpact ~~capital~~of ~~projects~~these ~~are~~activities ~~not~~is ~~uncommon. Moreover,~~dependent ~~the~~upon, ~~projects’~~among ~~interaction~~other ~~with~~things, ~~existing~~the ~~processes~~prices ~~may~~involved ~~result~~and inour ~~the~~ability ~~degradation~~to ofsell ~~other~~sufficient ~~plant~~products ~~operations.~~to ~~For~~use ~~example,~~all ~~operation~~ of ~~our~~the corn ~~oil~~ and ~~high~~natural ~~protein~~gas ~~system~~for which atforward ~~our~~commitments ~~Magic~~have ~~Valley~~been ~~facility~~made. ~~previously~~We ~~resulted~~have inrecognized ~~inconsistent~~losses ~~product~~in ~~quality~~the past, and ~~degraded other~~may ~~operations~~suffer atlosses in the ~~plant~~future, ~~including~~from ~~production~~our ~~rates~~hedging arrangements. InFor ~~the past~~example, wefor ~~have~~the ~~extended~~year ~~our~~ended ~~expected~~December ~~completion~~31, ~~dates~~2023, ~~for~~we ~~various~~recognized ~~projects and,~~net aslosses ~~circumstances~~of ~~require,~~$8.0 ~~may~~million ~~have~~related to dothe sochange ~~again~~in the fair values of hedging contracts.

Hedging arrangements also expose us to the risk of financial loss in situations where our counterparty to the hedging contract defaults on its contract or, in the case of exchange-37traded contracts, where there is a change in the expected differential between the underlying price in the hedging agreement and the actual prices paid or received by us. In addition, our open contract positions may require cash deposits to cover margin calls, negatively impacting our liquidity. As a result, our hedging activities and fluctuations in the price of corn, natural gas, fuel-grade ethanol and unleaded gasoline may adversely affect our results of operations, financial condition and liquidity.

InDisruptions ~~addition, our CCS project may be adversely affected by the SAFE CCS Act, proposed legislation~~ in ~~Illinois~~our orproduction ~~the United States Supreme Court’s decision in the case of Chevron U.S.A., Inc. v. Natural Resources Defense Council, Inc.,~~ or ~~any of them~~distribution, asincluding from ~~discussed~~climate ~~below.~~change ~~The timing~~ and ~~economics~~other ofweather ~~our~~effects, ~~CCS project~~ may ~~also be~~ adversely ~~affected~~affect byour ~~new~~business, ~~rules~~results ~~proposed by the U.S. Department~~ of ~~Transportation’s Pipeline~~operations and ~~Hazardous~~financial Materials Safety Administration that impose stronger standards for CO2 pipelines and establish new standards for transporting CO2 in a gaseous state via pipeline, adding additional requirements and costs to the projectcondition.

WeOur ~~can~~business ~~provide~~depends on the continuing availability noof ~~assurances~~rail, ~~that~~road, ~~our~~port, ~~projects~~storage ~~will~~and bedistribution ~~completed~~infrastructure. In particular, ordue ifto ~~completed~~limited storage capacity at some of our production facilities and other considerations related to production efficiencies, ~~will~~certain befacilities ~~completed~~depend on timely ordelivery ~~within~~of ~~budget~~corn. WeAlcohol production also ~~can~~requires ~~provide~~a ~~no assurances~~significant ~~that~~and ~~our~~uninterrupted ~~project~~supply ~~assumptions~~of ~~will~~other ~~reflect~~raw ~~prevailing~~materials ~~future~~and ~~conditions~~energy, orprimarily ~~that~~water, ~~our~~electricity ~~projects~~and ~~will~~natural gas. ~~achieve~~Local ~~the~~water, ~~results~~electricity weand ~~expect, including~~gas asutilities may fail to ~~projected~~reliably ~~additional~~supply ~~EBITDA~~the ~~and~~water, ~~Adjusted~~electricity ~~EBITDA.~~and ~~Failure~~natural togas ~~achieve~~that our ~~expected~~production facilities ~~results~~need or may ~~have~~fail ato ~~material~~supply ~~adverse~~those ~~effect~~ resources on ~~our~~acceptable ~~business~~terms. In the past, ~~financial~~poor ~~condition~~weather ~~and~~has ~~results~~caused disruptions in rail transportation, which slowed the delivery of ~~operations~~fuel-grade ethanol and/or corn by rail to and from our facilities.

WeFor ~~regularly~~example, ~~incur~~in ~~significant~~late ~~expenses~~April 2025, during a period of rapidly rising river levels, our loadout dock at our Pekin Campus was damaged, negatively impacting production and logistics, and requiring our use of more costly third-party river transload vendors to ~~repair~~minimize business interruption. In addition, ~~maintain~~in ~~and~~the ~~upgrade~~first quarter of 2024, extreme cold weather conditions in January at our ~~production~~Pekin ~~facilities~~Campus restricted barge deliveries and ~~operating~~increased standby ~~equipment~~fees. To manage inventory levels, we transported more product by rail, a higher cost mode of transportation. Cold weather conditions also required us to shift to lower margin feed products and ~~any~~reduced ~~interruption~~our inproduction rates across our ~~operations~~Pekin ~~would~~Campus, ~~harm~~hindering our ~~operating~~ability ~~performance~~to produce specialty alcohol at full capacity. In the third quarter of 2023 we experienced unusually high unscheduled production downtime for repairs and maintenance which reduced sales volumes and profits.

WeDisruptions ~~regularly~~in ~~incur~~production ~~significant~~or ~~expenses to repair~~distribution, whether ~~maintain~~caused ~~and~~by ~~upgrade~~labor ~~our~~difficulties, ~~production~~unscheduled ~~facilities~~downtimes and ~~operating~~other ~~equipment,~~operational ~~estimated~~hazards atinherent anin ~~average~~the ofalcohol ~~$30.0~~production ~~million~~industry, ~~per year. We incurred~~including ~~$35.0 million of these expenses for 2024. The machines and~~ equipment wefailures, ~~use~~fires, toexplosions, ~~produce~~abnormal ~~our~~pressures, ~~alcohols~~blowouts, ~~and~~pipeline ~~essential ingredients are complex~~ruptures, ~~have~~ ~~many~~transportation ~~parts~~accidents, ~~and~~climate ~~some~~change ~~operate on a continuous basis. We must perform routine equipment maintenance~~ and ~~must periodically replace a~~ ~~variety~~natural ofdisasters ~~parts~~ such as ~~motors~~earthquakes, ~~pumps,~~floods ~~pipes~~ and ~~electrical parts~~storms, ~~and~~or ~~engage in~~ other ~~repairs.~~weather ~~In addition~~effects, ~~our~~or ~~production~~human ~~facilities require~~error ~~periodic~~or ~~shutdowns~~malfeasance toor ~~perform~~other ~~major~~reasons, ~~maintenance and upgrades. Our production facilities also occasionally require unscheduled~~could ~~shutdowns~~prevent totimely ~~perform~~deliveries ~~repairs.~~of ~~For~~corn ~~example,~~or weother ~~completed~~raw ~~our~~materials ~~biennial~~and ~~wet mill outage at our Pekin Campus in Spring 2024. The wet mill was offline for ten days~~energy, ~~which negatively impacted sales~~ and ~~margins~~could ~~for~~delay ~~the~~transport ~~second quarter. In the first quarter~~ of ~~2024, production at~~ our ~~Colombia~~products ~~facility~~to ~~was~~market, ~~hampered~~and bymay ~~equipment issues that extended the facility’s regularly scheduled outage. In the third~~require ~~quarter~~us ofto ~~2023~~halt ~~we experienced unusually high unscheduled~~ production ~~downtime for repairs and maintenance~~ at ~~our~~one ~~Pekin~~or ~~Campus~~more ~~which~~production ~~reduced sales~~facilities, ~~volumes~~any ~~and~~of ~~increased losses. These scheduled and unscheduled shutdowns result in lower sales and increased costs in the periods during~~ which ~~a shutdown occurs and~~ could ~~result~~have ina ~~unexpected~~material ~~operational~~adverse ~~issues~~effect inon ~~future~~our ~~periods~~business, ~~resulting from changes to equipment~~results ~~and~~of ~~operational~~operations and ~~mechanical~~financial ~~processes made during shutdown~~condition.

~~Our~~Some ~~indebtedness~~of these operational hazards may ~~expose~~also uscause personal injury or loss of life, severe damage to ~~risks~~or ~~that~~destruction ~~could negatively~~of ~~impact~~property ~~our~~and ~~business,~~equipment ~~prospects,~~or ~~liquidity~~environmental damage, ~~cash~~and ~~flows~~may ~~and~~result ~~results~~in suspension of operations and the imposition of civil or criminal penalties. Our insurance may not fully cover the potential hazards described above or we may be unable to renew our insurance on commercially reasonable terms or at all.

We have incurred, and anticipate incurring additional, substantial indebtedness for our capital improvement projects. We expect that these projects, when completed, will generate financial returns sufficient to service and ultimately repay or refinance our indebtedness. However, the costs, timing, and effects of our capital improvement projects may not meet our projections. In addition, our indebtedness could:34

●Increased ~~make~~alcohol itor ~~more~~essential ~~difficult~~ingredient toproduction or ~~repay~~higher orinventory ~~refinance~~levels ~~our~~may ~~indebtedness~~cause ifa itdecline ~~becomes~~in ~~due~~prices ~~during~~for ~~adverse~~those ~~economic~~products, and ~~industry~~may ~~conditions;~~have other negative effects, materially and adversely impacting our results of operations, cash flows and financial condition.

The prices of our alcohols and essential ingredients are highly impacted by competing third-38party supplies of those products. In addition, if fuel-grade ethanol production margins improve, we anticipate that owners of production facilities operating at below capacity, or owners of idled production facilities, will increase production levels, thereby resulting in more abundant fuel-grade ethanol supplies and inventories. Increases in the supply of alcohols and essential ingredients may not be commensurate with increases in demand for alcohols and essential ingredients, thus leading to lower prices. Any of these outcomes could have a material adverse effect on our results of operations, cash flows and financial condition.

●We ~~result~~may insuffer ~~adverse~~impairments ~~consequences~~in ~~due~~the tovalue ~~a breach~~ of our ~~financial~~long-lived assets orwhich ~~other~~may ~~covenants~~materially and ~~obligations~~adversely inaffect ~~favor~~our results of ~~our lenders;~~operations.

●We ~~limit~~evaluate our ~~flexibility~~long-lived toassets ~~pursue~~annually ~~strategic~~for impairment ~~opportunities~~ or ~~react~~when tocircumstances ~~changes~~indicate inthat ~~our~~the ~~business~~full carrying value of an asset may be unrecoverable. These evaluations rely on financial and other assumptions concerning the ~~industries~~assets, inany of which may not materialize in the future. For example, we ~~operate~~recognized asset impairments of $24.8 million and $6.5 million for the years ended December 31, ~~consequently~~2024 and 2023, ~~place~~respectively. usWe atmay arecognize ~~competitive~~additional ~~disadvantage~~impairments of tothe values of our ~~competitors~~long-lived ~~who~~assets ~~have~~in ~~less~~the ~~debt;~~future based on then-prevailing financial and other circumstances. Impairments of our long-lived assets may materially and adversely affect our results of operations.

●Our ~~require~~alcohol aproduction ~~substantial~~relies ~~portion~~on oftraditional ~~our~~corn-based feedstock ~~cash~~and ~~flows~~process ~~from~~technologies. ~~operations~~New ~~for~~technologies ~~debt~~could ~~service~~make ~~payments,~~corn-based ~~thereby~~alcohol ~~reducing~~production ~~the~~and ~~availability~~traditional ofprocess ~~our~~technologies ~~cash~~less competitive ~~flows~~or toeven ~~fund working capital~~obsolete, ~~additional~~materially ~~capital expenditures, acquisitions, dividend payments~~ and ~~for~~adversely ~~other~~harming ~~general~~our ~~corporate purposes; or~~business.

●We ~~limit~~produce our ~~ability~~alcohols from corn. Moreover, our plants are constructed and operate primarily as corn-based alcohol production facilities. Competitors and other third parties have undertaken research to ~~procure~~develop ~~additional~~competing ~~financing~~products ~~for~~to ~~working~~corn-based ~~capital~~alcohols, and ethanol in particular, as well as new process technologies. These research efforts seek alternatives to corn-based ethanol and traditional process technologies aimed at improving real or perceived problems with the fuel, such as the carbon and energy intensity of its production, its lower energy content compared to gasoline and its hydrophobic nature resulting in water separation in transit or at other ~~purposes~~times. Competitors and other third parties may develop new alcohols and processes that improve on any of these or other real or perceived problems with corn-based alcohols, including ethanol. If viable competing products or new process technologies are developed and attract widespread or even modest adoption, we may be forced to modify our production facilities, including our process technologies, if possible, to transition in full or in part to these other products or process technologies to remain competitive. Modifying our production facilities may require expertise that our personnel may not possess and would likely require significant capital expenditures the funding for which we may not have. An inability to remain competitive due to the introduction and adoption of competing products or new process technologies, or significant costs associated with the adoption of new products and process technologies, would materially and adversely affect our business, financial condition and results of operations.

~~Our~~Inflation ~~ability to generate operating results~~ and ~~sufficient cash~~sustained tohigher ~~make~~prices ~~all~~may ~~required principal and interest payments when due, and to satisfy our financial covenants and other obligations, depends~~adversely onimpact our ~~performance,~~results ~~which is subject to a variety~~ of ~~factors~~operations ~~beyond our control, including the cost of key production inputs, the supply of~~ and demand for alcohols and essential ingredients, and many other factors related to the industries in which we operate. We cannot provide any assurance that we will be able to timely service or satisfy our debt obligations, including our financial covenants. Our failure to timely service or satisfy our debt obligations, including to meet our financial covenants, could result in our indebtedness being immediately due and payable, and would have a material adverse effect on our business, business prospects, liquidity, financial condition~~, cash flows and results of operations~~.

~~Our~~We ~~ability~~have toexperienced ~~utilize~~adverse ~~net~~inflationary ~~operating~~impacts on ~~loss~~key ~~carryforwards~~production inputs, wages and other costs of labor, equipment, services, and other business expenses. In addition, we have experienced adverse inflationary impacts on our budgets and ~~certain~~expenses for many of our in-process and planned capital projects. Inflation, including through tariffs, and its negative impacts could escalate in future periods. Even if inflation stabilizes or abates, the prices of key production inputs, wages and other ~~tax~~costs ~~attributes~~of labor, equipment, services, and other business expenses, and for our capital projects, will likely remain at elevated levels. We may not be ~~limited~~able to include these additional costs in the prices of the products we sell. As a result, inflation and sustained higher prices may have a material adverse effect on our results of operations and financial condition.

Federal and state income tax laws impose restrictions on our use of net operating loss, or NOL, and tax credit carryforwards in the event that an “ownership change” occurs for tax purposes, as defined by section 382 of the Internal Revenue Code, or Code. In general, an ownership change occurs when stockholders owning 5% or more of a corporation entitled to use NOL or other loss carryforwards have increased their ownership by more than 50 percentage points during any three-year period. The annual base limitation under section 382 of the Code is calculated by multiplying the corporation’s value at the time of the ownership change by the greater of the long-term tax-exempt rate determined by the Internal Revenue Service in the month of the ownership change or the two preceding months. Our ability to utilize our NOL and other loss carryforwards may be substantially limited. These limitations could result in increased future tax obligations, which could have a material adverse effect on our financial condition and results of operations.35

~~Risks~~Climate ~~Related~~change, and governmental regulations aimed at addressing climate-related issues, may affect conditions to ~~Legal~~which our business is highly sensitive, many of which could materially and ~~Regulatory~~adversely ~~Matters~~harm our business, results of operations and financial condition.

WeOur ~~may~~business beis ~~adversely~~highly ~~affected~~sensitive byto ~~environmental~~commodity prices, ~~health~~in particular, the prices of corn and natural gas. Inclement weather from climate change, including extreme temperatures or drought, may adversely affect growing conditions, which may reduce available corn supplies, our primary production input, and ~~safety~~other ~~laws~~grain substitutes, driving up prices and ~~regulations~~thereby increasing our production input costs. In addition, asgovernmental ~~well~~regulators may disfavor carbon-based energy sources, such as ~~related~~natural ~~liabilities~~gas, leading to regulations that ~~may~~disincentivize ~~not~~their beuse ~~adequately~~or ~~covered~~otherwise bymake ~~insurance~~their production more difficult and costly, driving up their prices. Higher natural gas prices would likewise increase our production input costs.

WeOther ~~are~~factors subject to various federal, state and local environmental laws and regulations, including those relating to the discharge of materials into the air, water and ground; the generation, storage, handling, use, transportation and disposal of hazardous materials and wastes; and the health and safety of our employees. In addition, some of these laws and regulations require us to operate under permits that ~~are~~may ~~subject~~result tofrom ~~renewal~~climate ~~or modification. These laws~~change, ~~regulations and permits often require expensive pollution control equipment~~ or ~~operational~~that ~~changes to limit actual or potential impacts to the environment. Any violation of these laws and regulations or permit conditions~~ may result infrom ~~substantial~~governmental ~~fines,~~regulations ~~natural~~aimed ~~resource damages,~~at ~~criminal~~addressing ~~sanctions,~~climate-related ~~permit revocations and/or production facility shutdowns. In addition~~issues, wemay ~~have~~also ~~made,~~adversely ~~and~~affect ~~expect~~our ~~to make~~business, ~~significant~~ ~~capital~~including ~~expenditures~~the ~~on an ongoing basis to comply with increasingly stringent environmental laws, regulations and permits.~~following:

~~-39-~~● water is one of our key production inputs; water resource limitations may result from drought and other inclement weather; water resource limitations may also result from rationing and other governmental regulations limiting water use;

We● ~~may~~higher bewater ~~liable~~temperatures ~~for~~due ~~the~~to ~~investigation~~increased ~~and~~global ~~cleanup of environmental contamination at each of our production facilities and at off-site locations where we arrange for the disposal of hazardous substances~~ or ~~wastes.~~regional Iftemperatures ~~these substances or wastes have been or are disposed of or released at sites that undergo investigation and/or remediation by regulatory agencies, we~~ may benegatively ~~responsible~~affect ~~under~~production ~~the~~efficiencies Comprehensive Environmental Response, Compensation and Liability Act of 1980, or other environmental laws for all or part of the costs of investigation and/or remediation, and for damages to natural resources. We may also be subject to related claims by private parties alleging property damage and personal injury due to ~~exposure~~water totemperature ~~hazardous or~~production ~~other~~requirements ~~materials~~given atthe orlimited ~~from~~cooling ~~those~~capacities ~~properties. Some~~ of ~~these~~our ~~matters~~older ~~may require us to expend significant amounts for investigation, cleanup or other costs not covered by insurance.~~facilities;

In● ~~addition,~~flooding ~~new~~and ~~laws, new interpretations of existing laws, increased governmental enforcement of environmental laws or~~ other ~~developments~~inclement ~~could~~weather ~~require~~may usnegatively toaffect ~~make significant additional expenditures. Continued government and public emphasis on environmental issues will likely result in increased future investments for environmental controls at~~ our ~~production~~river ~~facilities. Present and future environmental laws and regulations~~access, ~~and~~other ~~interpretations~~transportation oflogistics ~~those laws~~ and ~~regulations~~costs, ~~applicable~~ ~~to our operations, more vigorous enforcement policies~~ and ~~discovery~~storage ~~of currently unknown conditions may require substantial expenditures that could have a material adverse effect on our results of operations and financial condition.~~requirements;

~~The~~● ~~hazards~~an ~~and~~overall ~~risks~~increase ~~associated~~in ~~with~~energy ~~producing and~~costs ~~transporting~~will ~~our~~negatively ~~products~~impact ~~(including~~our ~~fires,~~production ~~natural~~costs ~~disasters,~~generally ~~explosions~~ and ~~abnormal pressures and blowouts)~~ may ~~also~~critically ~~result~~impact ~~in personal~~certain ~~injury~~high ~~claims~~energy-intensive orproduction ~~damage to property and third parties. As protection against operating hazards~~technologies, wesuch ~~maintain~~as ~~insurance~~our ~~coverage against~~wet ~~some,~~milling ~~but~~and ~~not~~multiple ~~all,~~distillation ~~potential~~processes ~~losses. However, we could sustain losses~~ for ~~uninsurable~~the orhighest ~~uninsured~~quality ~~risks,~~specialty or in amounts in excess of existing insurance coverages. Events that result in significant personal injury or damage to our property or third parties or other losses that are not fully covered by insurance could have a material adverse effect on our results of operations and financial condition.alcohols;

~~Our~~● ~~CCS~~regulatory ~~project~~and ~~may~~market betransition ~~adversely~~away ~~affected~~from bycombustion ~~the~~fuels ~~SAFE CCS~~and ~~Act,~~fuel-grade ~~Illinois~~ethanol ~~Senate~~blending ~~Bill~~may ~~1723~~threaten ~~and~~the ~~other~~viability ~~Regulations.~~of our renewable fuels business; and

~~The~~● ~~SAFE~~costs ~~CCS~~and ~~Act~~regulatory ~~was~~burdens ~~signed~~associated ~~into~~with ~~law~~governmental inregulations ~~Illinois in~~that ~~July~~limit ~~2024.~~or Wetax ~~are~~greenhouse ~~pursuing~~gas ~~at our Pekin Campus~~emissions, ~~located~~such inas ~~Illinois~~CO2, afrom ~~CCS~~alcohol ~~project~~production ~~that will require significant financial~~ and ~~personnel resources. Our CCS project is our most important ongoing capital improvement initiative. The SAFE CCS Act establishes stringent safety~~distribution, ~~financial~~ ~~and~~or ~~insurance~~from ~~requirements~~truck ontransport ~~CO2 pipelines~~ and ~~imposes~~packaging aassociated ~~moratorium~~with onEagle ~~the construction of new CO2 pipelines until the U.S. Department of Transportation~~Alcohol’s ~~Pipeline~~business and ~~Hazardous~~use Materials Safety Administration finalizes its new safety rules or July 1, 2026, whichever occur sooner. The SAFE CCS Act will result in increased compliance and other requirements likely adding costs and potentially adding time to complete our CCS project. In January 2025, the U.S. Department of ~~Transportation’s~~drums ~~Pipeline~~ and ~~Hazardous Materials Safety Administration proposed new rules that impose stronger standards for CO2 pipelines and establish new standards for transporting CO2 in a gaseous state via pipeline~~totes, ~~adding~~will ~~additional~~negatively ~~requirements and~~impact ~~costs to the project~~us.

InNew ~~February 2025, new~~ legislation in ~~Illinois (Senate Bill 1723), was proposed that amends~~ the ~~Illinois~~United ~~Environmental~~States ~~Protection Act~~ to ~~provide that carbon storage activity shall not be conducted~~address ~~within~~climate achange ~~storage facility that overlies~~issues, ~~underlies~~especially orat ~~passes~~the ~~through~~state aand ~~sole-source~~local ~~aquifer. This legislation~~levels, ~~if passed,~~ may ~~have~~be apassed ~~material~~ and ~~adverse impact on our current CCS project plans and may necessitate a more costly~~implemented, ormaterially ~~less profitable, carbon capture~~ and ~~storage solution,~~adversely ~~such~~impacting ~~as carbon transportation via barge instead of through pipelines~~our business.

~~-40-~~Any of these factors could materially and adversely harm our business, results of operations and financial condition.

We can provide no assurance that our CCS project will not be adversely affected by the SAFE CCS Act, Senate Bill 1723 or other regulations or that it will be financially viable in light of any new requirements and potential delays.36

WeRisks ~~may~~Related beto ~~adversely~~our ~~affected by food and drug laws and regulations, as well as related liabilities that may not be adequately covered by insurance.~~ Finances

~~Some~~We ofhave ~~our~~incurred ~~products~~significant ~~are~~losses ~~subject to regulation by the U.S. Food~~ and ~~Drug Administration, or FDA, as well as similar state agencies. The FDA regulates, under the Federal Food, Drug,~~negative ~~and~~operating ~~Cosmetic~~cash ~~Act,~~flow orin ~~FDCA,~~ the ~~processing,~~past ~~formulation, safety, manufacture, packaging, labeling~~ and ~~distribution~~we ofmay ~~food~~incur ~~ingredients, vitamins,~~losses ~~cosmetics~~ and ~~pharmaceuticals~~negative ~~for~~operating ~~active~~cash ~~and~~flow ~~inactive ingredients. Many of the FDA’s and FDCA’s rules and regulations apply directly to us as well as indirectly through their application~~ in ~~our customers’ products. To be properly marketed and sold in~~ the ~~United States~~future, awhich ~~relevant~~may ~~product~~hamper ~~must~~our ~~be generally recognized as safe, approved and not adulterated or misbranded under the FDCA~~operations and ~~relevant~~impede ~~regulations~~us ~~issued~~from ~~under~~expanding ~~the~~our ~~FDCA~~business.

IfWe wehave ~~fail~~incurred tosignificant ~~comply~~losses ~~with~~and ~~laws~~negative operating cash flow in the past. For example, for the three and ~~FDA~~six ~~regulations or~~months ~~those~~ended June 30, 2025, we incurred consolidated net losses of approximately ~~similar~~$11.3 ~~state~~million ~~agencies~~and $23.3 million, werespectively, ~~may~~and befor ~~prevented~~the ~~from~~six ~~selling~~months ~~certain~~ended June 30, 2025, we incurred negative operating cash flow of ~~our~~approximately ~~products~~$19.1 million. For the years ended December 31, 2024, 2023 and ~~may~~2022, ~~also~~we beincurred ~~subject~~consolidated tonet ~~government~~losses ~~agency~~of ~~enforcement~~approximately ~~liability~~$59.0 Inmillion, ~~addition~~$28.0 million and $41.6 million, respectively. For the year ended December 31, 2024, we incurred negative operating cash flow of $3.5 million. We may beincur ~~subject~~losses and negative operating cash flow in the future. We expect to ~~product~~rely ~~liability~~on ~~and~~cash ~~other~~on hand, ~~claims~~cash, byif any, generated from our ~~customers~~operations, orborrowing byavailability ~~individuals~~under ~~alleging personal~~our ~~injury~~lines of credit and proceeds from our ~~products~~future asfinancing activities, ~~food~~if any, to fund all of the cash requirements of our business. Additional losses and ~~drug~~negative ~~additives~~operating cash flow may hamper our operations and impede us from expanding our business.

We ~~maintain~~are ~~insurance~~engaged ~~coverage~~in ~~against~~multiple ~~some,~~capital ~~but~~improvement projects. ~~not~~These ~~all~~projects, ~~potential~~and ~~losses.~~their ~~Some~~financing, ~~of these matters~~costs, iftiming ~~they~~and ~~arise~~effects, ~~may~~are ~~require~~based uson toour ~~expend~~plans, ~~significant~~expectations ~~amounts for investigation~~ and ~~defense or~~various ~~other~~assumptions ~~costs~~that may not ~~covered by insurance~~eventuate. We ~~could~~may ~~sustain~~therefore ~~losses~~be ~~for~~unable ~~uninsurable~~to ortimely ~~uninsured risks~~achieve, or inachieve ~~amounts~~at inall, ~~excess~~the ~~of existing insurance coverages. Events that result in significant personal injury or other losses that are not fully covered by insurance could have a material adverse effect on our~~ results ofwe ~~operations and financial condition~~expect.

~~The~~We ~~United~~are ~~States~~engaged ~~fuel-grade~~in ~~ethanol~~multiple ~~industry~~capital isimprovement projects ~~highly~~to diversify and enhance our revenue streams and to expand margins and profitability by reducing costs. These projects have ~~dependent~~different ~~upon~~timelines, ~~various~~returns ~~federal~~on investment and ~~state~~risk ~~laws~~profiles, including regulatory risks. In addition, we must raise significant additional capital to complete some of our projects, including our CCS project. Our expected financial and ~~regulations~~other results from these projects are based on assumptions around many factors, including their costs, timing, operation and ~~any~~market ~~changes~~prices inprevailing at project completion and thereafter, as well as tax and other favorable environmental attributes associated with low carbon alcohol that may accrue to our benefit. For example, our assumptions around the anticipated results of our CCS project rely heavily on the tax benefits that may accrue to us under the Inflation Reduction Act of 2022 as well as other favorable environmental attributes associated with carbon capture and storage and low carbon alcohol production. These tax and other benefits may change, including as a result of new or ~~reinterpretations~~repealed laws, new administrations and the implementation or interpretation of ~~those~~existing laws, or the exhaustion of funds or benefits available under a particular program. For example, in January 2025, the new administration suspended all Inflation Reduction Act spending for 90 days. In addition, certain provisions of the Inflation Reduction Act lack proposed or final regulations and guidance. Regulators could issue new regulations ~~have~~or aguidance ~~material~~that ~~adverse~~significantly ~~effect~~narrows onthe application of clean energy tax incentives, and could even defer or withdraw regulations, which could materially and adversely affect the economic outcome of our ~~results~~CCS project. We can provide no assurances that any particular benefit will be available to us upon completion of ~~operations~~our CCS project, ~~cash~~or ~~flows~~thereafter, ~~and~~or ~~financial~~any ~~condition~~other capital improvement project.

~~The~~Capital ~~domestic~~improvement ~~market~~projects require ~~for~~significant ~~fuel-grade~~outlays ~~ethanol~~of iscapital ~~significantly impacted~~and byare ~~federal~~often ~~mandates~~subject ~~for~~to ~~volumes~~material ofexecution ~~renewable~~risks ~~fuels~~and ~~(such~~delays. asOur ~~ethanol)~~CCS ~~required~~project toin beparticular ~~blended~~requires EPA ~~with~~approval ~~gasoline.~~but ~~Future~~the ~~demand~~EPA’s own projected timeline for ~~fuel-grade~~ ~~ethanol~~approval ~~will~~has ~~largely~~lengthened ~~depend~~and onmay ~~incentives~~lengthen tofurther. ~~blend~~Moreover, our ~~ethanol~~Class ~~into~~VI ~~motor~~permit ~~fuels,~~application ~~including~~with the ~~price~~EPA offor ~~ethanol~~our ~~relative~~CCS toproject contemplates CO2 sequestration directly through the ~~price~~Mahomet ofaquifer ~~gasoline,~~in ~~the~~Illinois; ~~relative~~however, ~~octane~~Illinois ~~value~~Senate ofBill ~~ethanol~~1723, ~~constraints~~which was signed into law on ~~the~~August ~~ability~~1, of2025, ~~vehicles~~prohibits toCO2 sequestration ~~use~~directly ~~higher~~through ~~ethanol~~that ~~blends,~~aquifer. This legislation impacts our current CCS project plans and ~~the EPA’s,~~may ~~established~~necessitate ~~volumes~~a ~~from~~more ~~time~~costly, or toless ~~time~~profitable, ~~small~~carbon ~~refinery~~capture ~~waivers~~and storage solution, ~~and~~such ~~other~~as ~~applicable~~carbon ~~environmental~~transportation ~~requirements~~via barge instead of through pipelines.

~~The~~In addition, ~~EPA~~our ~~has~~CCS ~~implemented~~project ~~the~~may ~~Renewable~~be ~~Fuel~~adversely ~~Standard under~~affected by the ~~Energy~~SAFE ~~Policy~~CCS Act ofor ~~2005~~the ~~and~~United ~~the~~States ~~Energy~~Supreme ~~Independence~~Court’s ~~and~~decision ~~Security~~in ~~Act~~the case of ~~2007.~~Chevron ~~The EPA~~U.S.A., inInc. ~~coordination~~v. ~~with~~Natural ~~the~~Resources ~~Secretary of~~Defense ~~Energy~~Council, ~~and~~Inc., ~~the~~or ~~Secretary~~any of ~~Agriculture,~~them. ~~determines~~If ~~annual~~we ~~quotas~~continue with a pipeline solution for ~~the~~our ~~quantity~~CCS project, ofthe ~~renewable~~timing ~~fuels~~and ~~(such~~economics asof ~~fuel-grade~~the ~~ethanol) that~~project ~~must~~may also be ~~blended~~adversely ~~into~~affected ~~motor~~by ~~fuels~~new ~~consumed~~rules inproposed by the ~~United States~~U.S. ~~The~~Department ~~EPA~~of ~~finalized~~Transportation’s Pipeline ~~mandatory~~and ~~volumes~~Hazardous ofMaterials ~~15.0~~Safety ~~billion~~Administration ~~gallons~~that ~~for~~impose ~~each of~~stronger ~~2023,~~standards ~~2024,~~for CO2 pipelines and ~~2025~~establish ofnew standards ~~conventional~~for ~~renewable~~transporting ~~fuels,~~CO2 orin ~~corn-based~~a ~~fuel-grade~~gaseous ~~ethanol~~state via pipeline, ~~which~~adding ~~could~~additional ~~decline~~requirements inand ~~future~~costs ~~years~~to the project.

We may have insufficient financial resources, and we may be unable to raise sufficient capital, to complete our projects timely or at all. Although we intend to use reputable third-~~41-~~party contractors with expertise in their fields to implement our projects, adverse conditions and events as well as delays in capital projects are not uncommon. Moreover, the projects’ interaction with existing processes may result in the degradation of other plant operations. For example, operation of our corn oil and high protein system at our Magic Valley facility previously resulted in inconsistent product quality and degraded other operations at the plant, including production rates. In the past, we have extended our expected completion dates for various projects and, as circumstances require, may have to do so again.

The EPA may issue small refinery waivers, in full or in part, to reduce or eliminate annual renewable fuel volume requirements for small refineries that process fewer than 75,000 barrels of petroleum daily. In the past, the EPA has issued small refinery waivers that have materially and adversely affected overall demand for and the price of fuel-grade ethanol. The U.S. Court of Appeals for the Fifth Circuit, in the fourth quarter of 2023, struck down the EPA’s decision to deny numerous small refinery waivers, finding that the EPA’s denials were impermissibly retroactive, contrary to law and counter to evidence in the litigation record. Accordingly, small refinery waivers from the EPA may be more likely in the future and could again materially and adversely affect overall demand for and the price of fuel-grade ethanol.37

~~Various~~We ~~bills~~can inprovide ~~Congress~~no ~~introduced~~assurances ~~from~~that ~~time~~our projects towill ~~time~~be ~~are~~completed, ~~also~~or ~~directed~~if atcompleted, ~~altering~~will ~~existing~~be ~~renewable~~completed ~~fuels~~timely ~~energy~~or ~~legislation,~~within ~~but~~budget. ~~none~~We ~~have~~also ~~passed~~can inprovide ~~recent~~no ~~years.~~assurances ~~Some~~that ~~legislative~~our project assumptions ~~bills~~will ~~are~~reflect ~~directed~~prevailing atfuture ~~halting~~conditions or ~~reversing~~that ~~expansion~~our ~~of,~~projects orwill ~~even~~achieve ~~eliminating~~the inresults ~~its~~we ~~entirety~~expect. Failure to achieve our expected results may have a material adverse effect on our business, ~~the~~financial ~~renewable~~condition and ~~fuel~~results ~~program~~of operations.

~~Our~~We ~~results~~regularly ofincur ~~operations,~~significant ~~cash~~expenses ~~flows~~to ~~and financial~~repair, ~~condition~~maintain ~~could~~and beupgrade ~~adversely~~our ~~impacted~~production iffacilities ~~the~~and ~~EPA~~operating ~~reduces mandatory volumes or issues significant small refinery waivers~~equipment, orand if any ~~legislation is~~interruption ~~enacted~~in ~~that~~our ~~reduces~~operations ~~volume~~would ~~requirements~~harm orour ~~if existing legislation is reinterpreted to have the same effect~~operating performance.

~~Future~~We ~~demand~~regularly ~~for~~incur ~~fuel-grade~~significant ~~ethanol~~expenses isto ~~uncertain~~repair, maintain and ~~may~~upgrade beour ~~affected~~production byfacilities ~~changes~~and operating equipment, estimated at an average of $30.0 million per year. We incurred $35.0 million of these expenses for 2024. The machines and equipment we use to ~~federal~~produce ~~mandates~~our alcohols and essential ingredients are complex, have ~~public~~many ~~perception~~parts, ~~consumer~~and ~~acceptance~~some operate on a continuous basis. We must perform routine equipment maintenance and ~~overall~~must ~~consumer~~periodically ~~demand~~replace a ~~for~~variety ~~transportation~~of parts such as motors, pumps, pipes and electrical parts, and engage in other repairs. In addition, our production facilities ~~fuel~~require periodic shutdowns to perform major maintenance and upgrades. Our production facilities also occasionally require unscheduled shutdowns to perform repairs. For example, ~~any~~we ofcompleted ~~which~~our ~~could~~biennial ~~negatively~~wet ~~affect~~mill ~~demand~~outage at our Pekin Campus in Spring 2024. The wet mill was offline for ~~fuel-grade~~ten ~~ethanol~~days, which negatively impacted sales and margins for the second quarter. In the first quarter of 2024, production at our ~~results~~Colombia facility was hampered by equipment issues that extended the facility’s regularly scheduled outage. In the third quarter of ~~operations~~2023 we experienced unusually high unscheduled production downtime for repairs and maintenance at our Pekin Campus which reduced sales volumes and increased losses. These scheduled and unscheduled shutdowns result in lower sales and increased costs in the periods during which a shutdown occurs and could result in unexpected operational issues in future periods resulting from changes to equipment and operational and mechanical processes made during shutdown.

~~Although~~We ~~many~~may ~~trade~~be ~~groups,~~unable academics and governmental agencies support ethanol as a fuel additive that promotes a cleaner environment, others criticize fuel-grade ethanol production and use as consuming considerably more energy and emitting more greenhouse gases than other biofuels and potentially depleting water resources. Some studies suggest that corn-based ethanol is less efficient than ethanol produced from other feedstock and that it negatively impacts consumers by causing increased prices for dairy, meat and other food generated from livestock that consume corn. Additionally, critics of fuel-grade ethanol contend that corn supplies are redirected from international food markets to ~~domestic~~qualify ~~fuel markets. If negative views of corn-based ethanol production gain broader acceptance, support~~ for ~~existing measures promoting use~~ and ~~domestic~~receive ~~production of~~anticipated ~~corn-based~~Section ~~ethanol~~45Z astax acredit ~~fuel~~benefits ~~additive~~available ~~could decline, leading~~ to alow ~~reduction~~carbon ~~or repeal of federal ethanol usage mandates, which would materially and adversely affect the demand for~~ fuel~~-grade~~ ~~ethanol~~producers. ~~These views could also negatively impact public perception of the fuel-grade ethanol industry and acceptance of ethanol as an alternative fuel.~~

~~There~~Section ~~are~~45Z ~~limited~~of ~~markets~~the ~~for~~Inflation ~~fuel-grade~~Reduction ~~ethanol beyond~~Act ~~those~~of ~~established~~2022 byallows ~~federal~~low ~~mandates.~~carbon fuel ~~Discretionary~~producers ~~blending and E85 blending (i.e., gasoline blended with up~~ to ~~85%~~apply ~~fuel-grade ethanol~~for byand ~~volume)~~receive ~~are~~substantial ~~important~~tax ~~secondary~~credits ~~markets.~~based ~~Discretionary~~on ~~blending~~the iscarbon ~~often~~intensity ~~determined~~of by the ~~price of~~ fuel~~-grade~~ ~~ethanol~~they ~~relative to~~produce. ~~the~~We ~~price~~expect ofour Colombia ~~gasoline.~~plant Inand ~~periods~~our ~~when~~Pekin ~~discretionary~~Campus ~~blending~~dry ismill ~~financially~~to ~~unattractive,~~participate ~~the~~in ~~demand~~applying for ~~fuel-grade~~Section ~~ethanol~~45Z ~~may~~tax ~~decline~~credits. ~~Also,~~ ~~the~~Our ~~demand~~ability ~~for~~to ~~fuel-grade~~qualify ~~ethanol is affected by the overall demand~~ for ~~transportation~~and ~~fuel.~~receive these ~~Demand~~tax ~~for~~credits ~~transportation~~will ~~fuel~~depend ison ~~affected by~~our ~~the~~ability ~~number~~to ofproduce ~~miles~~low ~~traveled~~carbon ~~by consumers and vehicle~~ fuel ~~economy.~~in ~~Lower~~anticipated ~~demand~~amounts ~~for~~at ~~fuel-grade~~current ~~ethanol~~ and ~~essential~~expected ~~ingredients,~~carbon intensities. ~~including~~If ~~through~~we ~~the~~are ~~transition~~unable byto ~~consumers~~produce tolow ~~alternative~~carbon fuel ~~vehicles~~in ~~such~~anticipated ~~as electric vehicles and hybrid vehicles~~amounts, ~~would~~including ~~reduce the~~as ~~value~~a result of ~~our~~plant ~~ethanol~~outages ~~and~~or ~~related~~other ~~products~~reasons, ~~erode~~or ~~our~~fail ~~overall margins and diminish our ability~~ to achieve ~~generate~~the ~~revenue~~required, or toour ~~operate~~expected, ~~profitably. In~~carbon ~~addition~~intensities, we ~~believe~~will ~~that~~be ~~additional~~unable ~~consumer~~to ~~acceptance~~qualify offor ~~E15~~ and ~~E85~~receive ~~fuels~~Section is45Z ~~necessary~~tax ~~before~~credits ~~fuel-grade~~in ~~ethanol~~projected amounts, ~~can~~which ~~achieve~~may ~~any significant~~materially ~~growth~~and inadversely ~~market~~harm ~~share~~our ~~relative~~results toof ~~other~~operations ~~transportation~~and ~~fuels~~financial condition.

~~-42-~~Our indebtedness may expose us to risks that could negatively impact our business, prospects, liquidity, cash flows and results of operations.

~~The~~We ~~United~~have ~~States~~incurred, ~~Supreme~~and ~~Court’s~~anticipate ~~decision~~incurring inadditional, ~~the~~substantial ~~case~~indebtedness offor ~~Chevron~~our ~~U.S.A.,~~capital ~~Inc.~~improvement vprojects. ~~Natural~~We ~~Resources~~expect ~~Defense~~that ~~Council~~these projects, ~~Inc.~~when ~~may~~completed, ~~result~~will ingenerate ~~less industry-favorable rulemaking and agency~~financial ~~interpretations~~returns ofsufficient ~~laws~~to service and ~~regulations,~~ultimately ~~which~~repay ~~could~~or ~~materially~~refinance ~~and adversely affect~~ our ~~results~~indebtedness. ~~of operations~~However, ~~cash~~the ~~flows~~costs, timing, and ~~financial condition~~effects asof ~~well~~our ascapital improvement ~~the~~projects ~~business~~may ~~and~~not ~~financial~~meet ~~prospects~~our ofprojections. ~~certain~~In ~~capital improvement projects~~addition, ~~such~~our asindebtedness ~~CCS.~~could:

~~The~~● ~~United~~make ~~States~~it ~~Supreme~~more ~~Court,~~difficult ~~in the landmark case of Chevron U.S.A., Inc. v. Natural Resources Defense Council, Inc., recently overturned its prior doctrine of judicial deference~~ to ~~administrative~~repay ~~interpretations~~or ofrefinance ~~laws~~our ~~and~~indebtedness ~~regulations.~~if ~~This~~it ~~outcome~~becomes ~~could~~due ~~materially~~during ~~and~~adverse ~~adversely~~economic ~~affect rulemaking~~ and ~~agencies’ interpretations favorable to the renewable fuels~~ industry, such as the EPA’s administration of the Renewable Fuel Standard. This outcome could also materially and adversely affect the Treasury Department’s ability to promulgate favorable regulations under the Inflation Reduction Act of 2022, including tax credits such as the section 45Q carbon capture and storage tax credits and section 45Z low carbon fuel tax credits, as well as other industry-favorable tax credits. Less industry-favorable rulemaking and agency interpretations of laws and regulations could materially and adversely affect our results of operations, cash flows and financial condition as well as the financial prospects of certain capital improvement projects, such as CCS.conditions;

~~Risks~~● ~~Related~~result in adverse consequences due to ~~Ownership~~a breach of our ~~Common~~financial ~~Stock~~or other covenants and obligations in favor of our lenders;

~~Our~~● ~~stock~~limit ~~price is~~our ~~highly~~flexibility ~~volatile,~~to ~~which~~pursue ~~could~~strategic ~~result~~opportunities inor ~~substantial~~react ~~losses~~to ~~for~~changes ~~investors~~in ~~purchasing~~our ~~shares~~business ofand ~~our~~the ~~common~~industries ~~stock~~in which we operate and, inconsequently, ~~litigation~~place ~~against~~ us. at a competitive disadvantage to our competitors who have less debt;

~~The~~● ~~market~~require ~~price~~a substantial portion of our ~~common stock~~cash ~~has~~flows ~~fluctuated~~from ~~significantly~~operations infor ~~the~~debt ~~past~~service ~~and~~payments, ~~may~~thereby ~~continue~~reducing ~~to fluctuate significantly in~~ the ~~future.~~availability ~~The market price~~ of our ~~common stock~~cash ~~may~~flows ~~continue~~ to ~~fluctuate~~fund inworking ~~response~~capital, toadditional ~~one~~capital orexpenditures, ~~more of the following factors~~acquisitions, ordividend ~~any~~payments ofand ~~the~~for other ~~risks~~general orcorporate ~~uncertainties~~purposes; ~~discussed in this report, many of which are beyond our control:~~or

● ~~fluctuations~~limit in our ~~quarterly~~ability orto ~~annual~~procure ~~operating~~additional ~~results;~~financing for working capital or other purposes.

~~● fluctuations in the market prices of our products;~~38

●Our ~~fluctuations~~ability into generate operating results and sufficient cash to make all required principal and interest payments when due, and to satisfy our financial covenants and other obligations, depends on our performance, which is subject to a variety of factors beyond our control, including the ~~costs~~cost of key production ~~input~~inputs, the ~~commodities~~supply ~~such~~of asand ~~corn~~demand for alcohols and ~~natural~~essential ~~gas;~~ingredients, and many other factors related to the industries in which we operate. We cannot provide any assurance that we will be able to timely service or satisfy our debt obligations, including our financial covenants. Our failure to timely service or satisfy our debt obligations, including to meet our financial covenants, could result in our indebtedness being immediately due and payable, and would have a material adverse effect on our business, business prospects, liquidity, financial condition, cash flows and results of operations.

●Our ~~the~~ability ~~timing,~~to ~~cost~~utilize ~~and~~net ~~effects~~operating ~~of,~~loss carryforwards and ~~our~~certain ~~ability~~other totax ~~fund,~~attributes ~~our~~may ~~capital~~be ~~improvement projects, including our CCS initiative;~~limited.

●Federal ~~regulatory~~and ~~developments~~state orincome ~~increased~~tax ~~enforcement~~laws ~~relating~~impose torestrictions on our ~~initiatives~~use of net operating loss, or NOL, and ~~projects~~tax credit carryforwards in the event that an “ownership change” occurs for tax purposes, as defined by section 382 of the Internal Revenue Code, or Code. In general, an ownership change occurs when stockholders owning 5% or more of a corporation entitled to use NOL or other loss carryforwards have increased their ownership by more than 50 percentage points during any three-year period. The annual base limitation under section 382 of the Code is calculated by multiplying the corporation’s value at the time of the ownership change by the greater of the long-term tax-exempt rate determined by the Internal Revenue Service in the month of the ownership change or the two preceding months. Our ability to utilize our ~~business~~NOL and other loss carryforwards may be substantially limited. These limitations could result in increased future tax obligations, ~~including~~which could have a material adverse effect on our ~~CCS~~financial ~~initiative;~~condition and results of operations.

●Risks ~~anticipated~~Related ~~trends~~to inLegal ~~our financial condition~~ and ~~results~~Regulatory ~~of operations;~~Matters

●We ~~our~~may ~~ability~~be toadversely ~~obtain~~affected ~~any~~by ~~necessary~~environmental, ~~financing;~~health and safety laws and regulations, as well as related liabilities that may not be adequately covered by insurance.

●We ~~the~~are ~~volume~~subject to various federal, state and ~~timing~~local environmental laws and regulations, including those relating to the discharge of materials into the ~~receipt~~air, water and ground; the generation, storage, handling, use, transportation and disposal of ~~orders~~hazardous ~~for~~materials and wastes; and the health and safety of our ~~products~~employees. ~~from~~In addition, ~~major~~some ~~customers~~of these laws and regulations require us to operate under permits that are subject to renewal or modification. These laws, regulations ~~including~~and ~~annual~~permits ~~contracted~~often ~~sales~~require ~~volumes~~expensive ~~for~~pollution ~~our~~control ~~specialty~~equipment ~~alcohols;~~or operational changes to limit actual or potential impacts to the environment. Any violation of these laws and regulations or permit conditions may result in substantial fines, natural resource damages, criminal sanctions, permit revocations and/or production facility shutdowns. In addition, we have made, and expect to make, significant capital expenditures on an ongoing basis to comply with increasingly stringent environmental laws, regulations and permits.

●We ~~competitive~~may ~~pricing~~be ~~pressures;~~liable for the investigation and cleanup of environmental contamination at each of our production facilities and at off-site locations where we arrange for the disposal of hazardous substances or wastes. If these substances or wastes have been or are disposed of or released at sites that undergo investigation and/or remediation by regulatory agencies, we may be responsible under the Comprehensive Environmental Response, Compensation and Liability Act of 1980, or other environmental laws for all or part of the costs of investigation and/or remediation, and for damages to natural resources. We may also be subject to related claims by private parties alleging property damage and personal injury due to exposure to hazardous or other materials at or from those properties. Some of these matters may require us to expend significant amounts for investigation, cleanup or other costs not covered by insurance.

~~● changes in market valuations of companies similar to us;~~39

●In ~~stock~~addition, ~~market~~new ~~price~~laws, new interpretations of existing laws, increased governmental enforcement of environmental laws or other developments could require us to make significant additional expenditures. Continued government and ~~volume~~public ~~fluctuations~~emphasis ~~generally;~~on environmental issues will likely result in increased future investments for environmental controls at our production facilities. Present and future environmental laws and regulations, and interpretations of those laws and regulations, applicable to our operations, more vigorous enforcement policies and discovery of currently unknown conditions may require substantial expenditures that could have a material adverse effect on our results of operations and financial condition.

●The ~~additions~~hazards and risks associated with producing and transporting our products (including fires, natural disasters, explosions and abnormal pressures and blowouts) may also result in personal injury claims or ~~departures~~damage to property and third parties. As protection against operating hazards, we maintain insurance coverage against some, but not all, potential losses. However, we could sustain losses for uninsurable or uninsured risks, or in amounts in excess of ~~key~~existing ~~personnel;~~insurance coverages. Events that result in significant personal injury or damage to our property or third parties or other losses that are not fully covered by insurance could have a material adverse effect on our results of operations and financial condition.

~~-43-~~Our CCS project may be adversely affected by the SAFE CCS Act, Illinois Senate Bill 1723 and other Regulations.

●The ~~environmental~~SAFE CCS Act was signed into law in Illinois in July 2024. We are pursuing at our Pekin Campus, ~~product~~located in Illinois, a CCS project that will require significant financial and personnel resources. Our CCS project is our most important long-term capital improvement initiative. The SAFE CCS Act establishes stringent safety, financial and insurance requirements on CO2 pipelines and imposes a moratorium on the construction of new CO2 pipelines until the U.S. Department of Transportation’s Pipeline and Hazardous Materials Safety Administration finalizes its new safety rules or ~~other~~July ~~liabilities~~1, 2026, whichever occur sooner. If we ~~may~~continue ~~incur;~~with a pipeline solution, the SAFE CCS Act will result in increased compliance and other requirements likely adding costs and potentially adding time to complete our CCS project. In addition, in January 2025, the U.S. Department of Transportation’s Pipeline and Hazardous Materials Safety Administration proposed new rules that impose stronger standards for CO2 pipelines and establish new standards for transporting CO2 in a gaseous state via pipeline, adding additional requirements and costs to any CCS project using pipelines for CO2 transportation and storage.

●On ~~our~~August ~~financing~~1, ~~activities~~2025, ~~and~~new ~~future~~legislation ~~sales~~in ofIllinois (Senate Bill 1723), was signed into law that amends the Illinois Environmental Protection Act to provide that carbon storage activity shall not be conducted within a storage facility that overlies, underlies or passes through a sole-source aquifer. This legislation impacts our ~~common~~current ~~stock~~CCS project plans and may necessitate a more costly, or ~~other~~less ~~securities;~~profitable, carbon capture and storage solution, such as carbon transportation via barge instead of through pipelines.

●We can provide no assurance that our ~~ability~~CCS toproject will ~~maintain~~not ~~contracts~~be adversely affected by the SAFE CCS Act, Senate Bill 1723 or other regulations or that ~~are~~it ~~critical~~will tobe ~~our~~financially ~~operations~~viable in light of any new requirements and potential delays.

~~The~~We ~~price at which you purchase shares of our common stock~~ may ~~not~~ be ~~indicative~~adversely ofaffected ~~the~~by ~~price~~food ~~that~~and ~~will~~drug ~~prevail in the trading market. You may be unable to sell your~~laws ~~shares of common stock at or above your purchase price, which may result in substantial losses to you~~ and ~~which may include the complete loss of your investment. In the past~~regulations, ~~securities~~as ~~class~~well ~~action~~as ~~litigation~~related ~~has~~liabilities ~~often~~that ~~been brought against a company following periods of high stock price volatility. We~~ may not be ~~the~~adequately ~~target~~covered ofby ~~similar litigation in the future~~insurance. ~~Securities litigation could result in substantial costs and divert management’s attention and our resources away from our business.~~

~~Any~~Some of our products are subject to regulation by the ~~risks~~U.S. ~~described~~Food and Drug Administration, or FDA, as well as similar state agencies. The FDA regulates, under the Federal Food, Drug, ~~above~~and ~~could~~Cosmetic ~~have~~Act, aor ~~material~~FDCA, ~~adverse~~the ~~effect~~processing, onformulation, ~~our~~safety, ~~results~~manufacture, packaging, labeling and distribution of ~~operations~~food ingredients, vitamins, ~~the~~cosmetics ~~price~~and pharmaceuticals for active and inactive ingredients. Many of the FDA’s and FDCA’s rules and regulations apply directly to us as well as indirectly through their application in our ~~common~~customers’ ~~stock~~products. To be properly marketed and sold in the United States, a relevant product must be generally recognized as safe, approved and not adulterated or ~~both~~misbranded under the FDCA and relevant regulations issued under the FDCA.

~~Because we do not plan to pay any cash dividends on our shares of common stock, our stockholders will not be able to receive a return on their shares unless and until they sell them.~~40

WeIf ~~intend~~we tofail ~~retain a significant portion of any future earnings~~ to ~~finance~~comply ~~the~~with ~~development,~~laws ~~operation~~ and ~~expansion~~FDA ~~of our business. We do not anticipate paying any cash~~regulations ~~dividends~~or onthose ~~our~~of ~~common~~similar ~~stock~~state ~~in the near future. The declaration~~agencies, ~~payment,~~we ~~and~~may ~~amount of any future dividends will~~ be ~~made~~prevented atfrom ~~the~~selling ~~discretion of~~certain ~~our board~~ of ~~directors, and will depend upon, among other things,~~ our ~~results~~products ~~of operations, cash flows,~~ and ~~financial~~may ~~condition,~~also ~~operating and capital requirements, compliance with any applicable debt covenants, and other factors our board of directors considers relevant. There is no assurance that future dividends will~~ be ~~paid,~~subject ~~and,~~to ifgovernment ~~dividends are paid, there is no assurance of the amount of any such~~agency ~~dividend~~enforcement liability. ~~Unless~~In ~~our board of directors determines to pay dividends~~addition, ~~our~~we ~~stockholders~~may ~~will~~ be ~~required~~subject to ~~look~~product ~~solely~~liability toand ~~appreciation in~~other ~~the~~claims ~~value~~by of our ~~common~~customers ~~stock~~or toby ~~realize~~individuals ~~any~~alleging personal ~~gain~~injury onfrom ~~their~~our ~~investment.~~products ~~There~~as ~~can~~food beand nodrug ~~assurance that any such appreciation will occur~~additives.

~~Our~~We ~~bylaws~~maintain ~~contain~~insurance ~~exclusive~~coverage ~~forum~~against ~~provisions~~some, ~~that~~but ~~could~~not ~~limit~~all, ~~our~~potential ~~stockholders’~~losses. ~~ability~~Some toof ~~obtain~~these amatters, ~~favorable~~if ~~judicial~~they ~~forum~~arise, may require us to expend significant amounts for ~~disputes~~investigation ~~with~~and usdefense or other costs not covered by insurance. We could sustain losses for uninsurable or ~~our~~uninsured ~~directors~~risks, ~~officers,~~or ~~employees~~in amounts in excess of existing insurance coverages. Events that result in significant personal injury or ~~agents~~other losses that are not fully covered by insurance could have a material adverse effect on our results of operations and financial condition.

~~Our~~The ~~bylaws~~United ~~provide~~States ~~that,~~fuel-grade ~~unless~~ethanol weindustry ~~consent in writing~~is tohighly ~~the~~dependent ~~selection~~upon ofvarious anfederal ~~alternative~~and ~~forum,~~state ~~the~~laws ~~Delaware~~and ~~Court~~regulations ~~of Chancery shall be the sole~~ and ~~exclusive forum for (a)~~ any ~~derivative action~~changes orin ~~proceeding brought on our behalf, (b) any action asserting a claim of breach of a fiduciary duty owed by any director, officer~~ or ~~other~~reinterpretations ~~employee~~ of usthose tolaws us or ~~our~~regulations could ~~stockholders,~~have ~~(c) any action asserting~~ a ~~claim~~material ~~arising~~adverse ~~pursuant~~effect toon ~~any~~our ~~provision~~results of ~~the Delaware General Corporation Law~~operations, orcash ~~(d)~~flows ~~any~~and ~~action~~financial ~~asserting a claim governed by the internal affairs doctrine~~condition.

~~Our~~The ~~bylaws~~domestic ~~also~~market ~~provide~~for ~~that,~~fuel-grade ~~unless~~ethanol ~~we consent~~is insignificantly ~~writing~~impacted toby ~~the~~federal ~~selection~~mandates offor anvolumes ~~alternative~~of ~~forum,~~renewable tofuels ~~the~~(such ~~fullest~~as ~~extent~~ethanol) ~~permitted~~required byto ~~applicable~~be ~~law,~~blended ~~the~~with ~~federal~~gasoline. ~~district courts of~~Future ~~the~~demand ~~United~~for ~~States~~fuel-grade ofethanol ~~America~~will ~~shall~~largely bedepend ~~the~~on ~~exclusive~~incentives ~~forum~~to ~~for~~blend ~~the~~ethanol ~~resolution~~into ofmotor ~~any~~fuels, ~~complaint~~including ~~asserting~~the aprice ~~cause~~ of ~~action~~ethanol ~~arising under~~relative to the ~~Securities~~price ~~Act~~ of ~~1933~~gasoline, ~~as amended, or~~ the ~~Securities~~relative ~~Act,~~octane ~~including~~value ~~all causes~~ of ~~action asserted against any defendant named in such complaint~~ethanol, ~~including~~constraints ~~our~~on ~~officers~~the ~~and~~ability ~~directors,~~of ~~underwriters~~vehicles ~~for~~to ~~any~~use ~~offering~~higher ~~giving~~ethanol ~~rise to such complaint~~blends, and ~~any~~the ~~other~~EPA’s, ~~professional entity~~established ~~whose~~volumes ~~profession~~from ~~gives~~time ~~authority~~ to atime, ~~statement~~small ~~made~~refinery bywaivers, ~~that person or entity~~ and ~~who~~other ~~has~~applicable ~~prepared~~environmental ~~or certified any part of the documents underlying the offering~~requirements.

~~For~~The ~~the~~EPA ~~avoidance~~has ofimplemented ~~doubt,~~ the ~~exclusive~~Renewable ~~forum~~Fuel Standard ~~provisions~~under ~~described~~the ~~above~~Energy doPolicy ~~not~~Act ~~apply~~of to2005 ~~any~~and ~~claims arising under~~ the ~~Securities~~Energy ~~Act~~Independence orand ~~the~~Security ~~Securities Exchange~~ Act of ~~1934,~~2007. asThe ~~amended~~EPA, or ~~the~~in ~~Exchange~~coordination ~~Act,~~with to the ~~extent~~Secretary of ~~federal~~Energy ~~law~~and ~~requires~~the ~~otherwise.~~Secretary ~~Section 27~~ of ~~the~~Agriculture, ~~Exchange~~determines ~~Act~~annual ~~creates~~quotas ~~exclusive~~for ~~federal~~the ~~jurisdiction over~~quantity ~~all~~of ~~suits~~renewable ~~brought~~fuels to(such ~~enforce~~as ~~any~~fuel-grade ~~duty~~ethanol) that ormust ~~liability~~be ~~created~~blended byinto ~~the~~motor ~~Exchange~~fuels ~~Act~~consumed orin the ~~rules~~United ~~and~~States. ~~regulations~~The ~~thereunder,~~EPA ~~and~~finalized ~~Section 22~~mandatory volumes of ~~the~~15.0 ~~Securities~~billion ~~Act~~gallons ~~creates~~for each ~~concurrent~~of ~~jurisdiction~~2023, ~~for~~2024, ~~federal~~ and ~~state~~2025 ~~courts~~of ~~over~~conventional ~~all~~renewable ~~suits~~fuels, ~~brought to enforce any duty~~ or ~~liability created~~corn-based byfuel-grade ~~the~~ethanol, ~~Securities~~which ~~Act~~could ordecline ~~the~~in ~~rules~~future ~~and regulations thereunder~~years.

The EPA may issue small refinery waivers, in full or in part, to reduce or eliminate annual renewable fuel volume requirements for small refineries that process fewer than 75,000 barrels of petroleum daily. In the past, the EPA has issued small refinery waivers that have materially and adversely affected overall demand for and the price of fuel-44grade ethanol. The U.S. Court of Appeals for the Fifth Circuit, in the fourth quarter of 2023, struck down the EPA’s decision to deny numerous small refinery waivers, finding that the EPA’s denials were impermissibly retroactive, contrary to law and counter to evidence in the litigation record. Accordingly, small refinery waivers from the EPA may be more likely in the future and could again materially and adversely affect overall demand for and the price of fuel-grade ethanol.

~~The~~Various ~~choice~~bills ~~of forum provisions~~ in ~~our~~Congress ~~bylaws~~introduced ~~may limit~~from ~~our stockholders’ ability~~ time to ~~bring~~time aare claim in a judicial forum that they find favorable for disputes with us or our directors, officers, employees, agents or other third parties, which may discourage such lawsuits against us and our directors, officers, employees, agents and other third parties even though an action, if successful, might benefit our stockholders. The applicable courts may also ~~reach different~~directed ~~judgments~~at oraltering ~~results~~existing ~~than~~renewable ~~would~~fuels ~~other~~energy ~~courts~~legislation, ~~including~~but ~~courts~~none ~~where~~have apassed ~~stockholder~~in ~~considering~~recent ~~an action may be located or would otherwise choose to bring the action, and such judgments or results may be more favorable to us than to our stockholders~~years. ~~With~~Some ~~respect~~legislative tobills ~~the~~are ~~provision~~directed ~~making~~at ~~the~~halting Delaware Court of Chancery the sole and exclusive forum for certain types of actions, stockholders who do bring a claim in the Delaware Court of Chancery could face additional litigation costs in pursuing any such claim, particularly if they do not reside in or ~~near~~reversing ~~Delaware.~~expansion ~~Finally, if a court were to find these provisions~~ of ~~our bylaws inapplicable to~~, or ~~unenforceable~~even ~~in respect~~eliminating ~~of, one or more of the specified types of actions or proceedings, we may incur additional costs associated with resolving such matters~~ in ~~other~~its ~~jurisdictions~~entirety, ~~which~~the ~~could~~renewable ~~have~~fuel ~~a material adverse effect on us~~program.

~~General~~Our ~~Risk~~results ~~Factors~~of operations, cash flows and financial condition could be adversely impacted if the EPA reduces mandatory volumes or issues significant small refinery waivers, or if any legislation is enacted that reduces volume requirements or if existing legislation is reinterpreted to have the same effect.

~~Cyberattacks through security vulnerabilities could lead to disruption of our business, reduced revenue, increased costs, liability claims, or harm to our reputation or competitive position.~~41

~~Security~~Future ~~vulnerabilities~~demand ~~may~~for ~~arise~~fuel-grade ~~from~~ethanol ~~our~~is ~~hardware,~~uncertain software, employees, contractors or policies we have deployed, which may result in external parties gaining access to our networks, data centers, cloud data centers, corporate computers, manufacturing systems, and~~/or~~ ~~access to accounts we have at our suppliers, vendors or customers. External parties~~ may ~~gain access to our data or our customers’ data, or attack the networks causing denial of service or attempt to hold our data or systems in ransom. The vulnerability could~~ be ~~caused~~affected by ~~inadequate~~changes ~~account security practices such as the failure~~ to ~~timely~~federal ~~remove employee access when terminated. To mitigate these security issues~~mandates, wepublic ~~have implemented measures throughout our organization~~perception, ~~including~~consumer ~~firewalls,~~acceptance ~~backups, encryption, employee information technology policies~~ and ~~user~~overall ~~account~~consumer ~~policies.~~demand ~~However,~~for transportation ~~there~~fuel, ~~can be no assurance that these measures will be sufficient to avoid cyberattacks. If~~ any of ~~these~~which ~~types~~could ofnegatively ~~security~~affect ~~breaches~~demand ~~were to~~for ~~occur~~fuel-grade ~~and~~ethanol ~~we were unable to protect sensitive data, our relationships with our business partners~~ and ~~customers could be materially damaged,~~ our ~~reputation~~results ~~could be materially harmed, and we could be exposed to a risk~~ of ~~litigation and possible significant liability~~operations.

~~Further~~Although many trade groups, ifacademics weand ~~fail~~governmental agencies tosupport ~~adequately~~ethanol ~~maintain~~as ~~our information~~a ~~technology~~fuel ~~infrastructure~~additive that promotes a cleaner environment, weothers ~~may~~criticize ~~have~~fuel-grade ~~outages~~ethanol production and ~~data~~use as ~~loss~~consuming considerably more energy and emitting more greenhouse gases than other biofuels and potentially depleting water resources. Some ~~Excessive~~studies ~~outages~~suggest ~~may~~that ~~affect~~corn-based ~~our~~ethanol ~~ability~~is toless ~~timely~~efficient than ethanol produced from other feedstock and ~~efficiently~~that it negatively impacts ~~deliver~~consumers ~~products~~by tocausing ~~customers~~increased orprices ~~develop~~for ~~new~~dairy, ~~products~~meat and other food generated from livestock that consume corn. ~~Such~~Additionally, ~~disruptions~~critics of ~~and~~fuel-grade ~~data~~ethanol ~~loss~~contend ~~may~~that ~~adversely~~corn ~~impact~~supplies ~~our~~are ~~ability~~redirected from international food markets to ~~fulfill~~domestic ~~orders~~fuel markets. If negative views of corn-based ethanol production gain broader acceptance, support for existing measures promoting use and ~~interrupt~~domestic ~~other~~production ~~processes.~~of corn-based ~~Delayed~~ethanol ~~sales~~as a fuel additive could decline, leading to a reduction or ~~lost~~repeal ~~customers~~of ~~resulting~~federal ~~from~~ethanol ~~these~~usage ~~disruptions~~mandates, ~~could~~which would materially and adversely affect ~~our~~the ~~financial~~demand ~~results,~~for fuel-grade ethanol. These views could also negatively impact public perception of the ~~stock~~fuel-grade ~~price~~ethanol industry and ~~reputation~~acceptance of ethanol as an alternative fuel.

~~Our~~There ~~and~~are ~~our~~limited ~~business~~markets ~~partners’~~for orfuel-grade ~~contractors’~~ethanol ~~failure~~beyond tothose ~~fully~~established ~~comply~~by ~~with~~federal ~~applicable~~mandates. ~~data~~Discretionary ~~privacy~~blending orand ~~similar~~E85 ~~laws~~blending ~~could~~(i.e., ~~lead~~gasoline blended with up to ~~significant~~85% ~~fines~~fuel-grade ethanol ~~and~~by ~~require~~volume) ~~onerous~~are ~~corrective~~important ~~action~~secondary markets. Discretionary blending is often determined by the price of fuel-grade ethanol relative to the price of gasoline. In ~~addition~~periods when discretionary blending is financially unattractive, ~~data~~the ~~security~~demand ~~breaches~~for ~~experienced~~fuel-grade byethanol usmay ordecline. Also, ~~our~~the ~~business~~demand ~~partners~~for orfuel-grade ~~contractors~~ethanol ~~could~~is ~~result~~affected inby the ~~loss~~overall ofdemand ~~trade~~for ~~secrets or~~transportation ~~other~~fuel. ~~intellectual~~Demand ~~property,~~for ~~public~~transportation ~~disclosure~~fuel is affected by the number of ~~sensitive~~miles ~~commercial~~traveled ~~data,~~by consumers and ~~the~~vehicle ~~exposure~~fuel ofeconomy. ~~personally~~Lower ~~identifiable~~demand ~~information~~for fuel-grade ethanol and essential ingredients, (including ~~sensitive~~through ~~personal~~the ~~information)~~transition by consumers to alternative fuel vehicles such as electric vehicles and hybrid vehicles, would reduce the value of our ~~employees,~~ethanol ~~customers~~and related products, ~~suppliers~~erode our overall margins and diminish our ability to generate revenue or to operate profitably. In addition, ~~contractors~~we believe that additional consumer acceptance of E15 and ~~others~~E85 fuels is necessary before fuel-grade ethanol can achieve any significant growth in market share relative to other transportation fuels.

The United States Supreme Court’s decision in the case of Chevron U.S.A., Inc. v. Natural Resources Defense Council, Inc. may result in less industry-~~45-~~favorable rulemaking and agency interpretations of laws and regulations, which could materially and adversely affect our results of operations, cash flows and financial condition as well as the business and financial prospects of certain capital improvement projects, such as CCS.

~~Unauthorized use~~The orUnited ~~disclosure~~States Supreme ofCourt, orin ~~access~~the ~~to,~~landmark ~~any~~case ~~personal~~of ~~information~~Chevron ~~maintained~~U.S.A., byInc. usv. orNatural onResources ~~our~~Defense ~~behalf~~Council, ~~whether~~Inc., ~~through~~recently ~~breach~~overturned ~~of our systems,~~its ~~breach~~prior ofdoctrine ~~the systems~~ of ~~our~~judicial ~~suppliers~~deference orto ~~vendors~~administrative byinterpretations anof ~~unauthorized~~laws ~~party,~~and orregulations. ~~through~~This ~~employee~~outcome orcould ~~contractor~~materially ~~error, theft or misuse,~~and oradversely ~~otherwise,~~affect ~~could~~rulemaking ~~harm~~and ~~our~~agencies’ ~~business.~~interpretations Iffavorable ~~any~~to ~~such~~the ~~unauthorized~~renewable ~~use~~fuels ~~or disclosure of~~industry, ~~or access to,~~ such ~~personal~~as ~~information~~the ~~was to occur,~~EPA’s ~~our~~administration ~~operations~~of ~~could~~the beRenewable ~~seriously~~Fuel ~~disrupted,~~Standard. ~~and~~This weoutcome could bealso ~~subject~~materially ~~to demands, claims~~ and ~~litigation~~adversely byaffect ~~private~~the ~~parties, and investigations,~~Treasury ~~related~~Department’s ~~actions,~~ability ~~and~~to ~~penalties~~promulgate byfavorable ~~regulatory~~regulations ~~authorities.~~under Inthe ~~addition,~~Inflation weReduction ~~could~~Act ~~incur~~of ~~significant~~2022, ~~costs~~including intax ~~notifying~~credits ~~affected persons~~such ~~and~~as ~~entities and otherwise complying with~~ the ~~multitude~~Section of45Q ~~foreign,~~carbon ~~federal,~~capture ~~state~~ and ~~local~~storage ~~laws~~tax credits and ~~regulations~~Section ~~relating~~45Z tolow ~~the~~carbon ~~unauthorized access~~fuel totax credits, oras ~~use~~well oras ~~disclosure~~other industry-favorable ~~of,~~tax ~~personal information~~credits. ~~Finally,~~Less ~~any~~industry-favorable ~~perceived~~rulemaking orand ~~actual~~agency ~~unauthorized~~interpretations ~~access~~of ~~to,~~laws orand ~~use~~regulations ~~or disclosure~~could ~~of,~~materially ~~such~~and ~~information~~adversely ~~could~~affect ~~harm~~ our ~~reputation,~~results ~~substantially~~of ~~impair~~operations, ~~our~~cash ~~ability~~flows toand ~~attract~~financial ~~and~~condition ~~retain~~as ~~customers~~well ~~and~~as ~~have~~the anfinancial ~~adverse~~prospects ~~impact~~of oncertain ~~our~~capital ~~business~~improvement projects, ~~financial~~such ~~condition~~as ~~and results of operations~~CCS.

~~ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.~~42

~~Unregistered~~Risks ~~Sales~~Related to Ownership of ~~Equity~~our ~~Securities~~Common Stock

~~None~~Our stock price is highly volatile, which could result in substantial losses for investors purchasing shares of our common stock and in litigation against us.

~~Purchases~~The market price of ~~Equity~~our common ~~Securities~~stock byhas fluctuated significantly in the ~~Issuer~~past and ~~Affiliated~~may ~~Purchasers~~continue to fluctuate significantly in the future. The market price of our common stock may continue to fluctuate in response to one or more of the following factors, or any of the other risks or uncertainties discussed in this report, many of which are beyond our control:

~~None.~~● fluctuations in our quarterly or annual operating results;

~~Dividends~~● fluctuations in the market prices of our products;

~~Our~~● ~~current~~fluctuations ~~and~~in ~~future debt financing arrangements may limit or prevent cash distributions from our subsidiaries to us, depending upon~~ the ~~achievement~~costs of ~~specified financial~~key ~~and~~production ~~other~~input ~~operating~~commodities ~~conditions~~such ~~and~~as ~~our~~corn ~~ability~~and tonatural ~~properly service our debt, thereby limiting or preventing us from paying cash dividends.~~gas;

~~For~~● the ~~three months ended March 31~~timing, ~~2025~~cost and ~~2024~~effects of, ~~we accrued~~ and ~~paid~~our inability ~~cash~~to anfund, ~~aggregate of $0.3 million in dividends on~~ our ~~Series~~capital Bimprovement ~~Cumulative Convertible Preferred Stock~~projects, orincluding ~~Series~~our BCCS ~~Preferred Stock.~~initiative;

We have never declared or paid cash dividends on our common stock and do not currently intend to pay cash dividends on our common stock in the foreseeable future. We currently anticipate that we will retain any earnings for use in the continued development of our business.

	●	regulatory developments or increased enforcement relating to our initiatives and projects or to our business, including our CCS initiative;

	●	our ability to qualify for and receive Section 45Z tax credits under the Inflation Reduction Act of 2022 for low carbon fuel, including in the anticipated amounts and at the expected times;

~~The~~● ~~holders~~anticipated oftrends ~~our outstanding Series B Preferred Stock are entitled to dividends of 7% per annum, payable quarterly. Accrued and unpaid dividends~~ in ~~respect of~~ our ~~Series~~ Bfinancial ~~Preferred~~condition ~~Stock~~and ~~must~~results ~~be paid prior to the payment~~ of ~~any dividends in respect of shares of our common stock.~~operations;

~~ITEM~~● 3.our ~~DEFAULTS~~ability ~~UPON~~to ~~SENIOR~~obtain ~~SECURITIES.~~any necessary financing;

~~Not~~● ~~applicable.~~the volume and timing of the receipt of orders for our products from major customers, including annual contracted sales volumes for our specialty alcohols;

~~ITEM~~● 4.competitive ~~MINE~~pricing ~~SAFETY DISCLOSURES.~~pressures;

~~Not~~● ~~applicable.~~changes in market valuations of companies similar to us;

~~ITEM~~● 5.stock ~~OTHER~~market ~~INFORMATION.~~price and volume fluctuations generally;

~~During~~● ~~the~~additions ~~three months ended March 31, 2025, none of our directors~~ or ~~officers~~departures ~~(as defined in Rule 16a-1(f)~~ of ~~the~~key Securities Exchange Act of 1934, as amended) informed us of the adoption or termination of a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).personnel;

~~-46-~~● environmental, product or other liabilities we may incur;

~~ITEM~~● 6.our ~~EXHIBITS.~~financing activities and future sales of our common stock or other securities; and

Exhibit Number		Description
10.1		Letter Agreement dated March 17, 2025 by and among Alto Ingredients, Inc., Bradley L. Radoff and Michael Torok (**)
31.1		Certifications Required by Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*)
31.2		Certifications Required by Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*)
32.1		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (*)
101.INS		Inline XBRL Instance Document (*)
101.SCH		Inline XBRL Taxonomy Extension Schema Document (*)
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document (*)
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document (*)
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document (*)
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document (*)
104		Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) (*)

●

our ability to maintain contracts that are critical to our operations.

~~(*)~~The ~~Filed~~price ~~herewith~~at which you purchase shares of our common stock may not be indicative of the price that will prevail in the trading market. You may be unable to sell your shares of common stock at or above your purchase price, which may result in substantial losses to you and which may include the complete loss of your investment. In the past, securities class action litigation has often been brought against a company following periods of high stock price volatility. We may be the target of similar litigation in the future. Securities litigation could result in substantial costs and divert management’s attention and our resources away from our business.

~~(**)~~Any ~~Previously~~of ~~filed~~the asrisks andescribed above ~~exhibit~~could tohave ~~the~~a ~~Registrant’s~~material ~~Current~~adverse ~~Report~~effect on ~~Form~~our ~~8-K~~results ~~filed~~of ~~with~~operations, the ~~Securities~~price ~~and~~of ~~Exchange~~our ~~Commission~~common ~~on March 18~~stock, ~~2025~~or both.

~~-47-~~43

~~SIGNATURES~~Because we do not plan to pay any cash dividends on our shares of common stock, our stockholders will not be able to receive a return on their shares unless and until they sell them.

~~Pursuant~~We intend to retain a significant portion of any future earnings to finance the ~~requirements~~development, operation and expansion of our business. We do not anticipate paying any cash dividends on our common stock in the near future. The declaration, payment, and amount of any future dividends will be made at the ~~Securities~~discretion of ~~Exchange~~our ~~Act~~board of ~~1934~~directors, and will depend upon, among other things, our results of operations, cash flows, and financial condition, operating and capital requirements, compliance with any applicable debt covenants, and other factors our board of directors considers relevant. There is no assurance that future dividends will be paid, and, if dividends are paid, there is no assurance of the ~~registrant~~amount ~~has~~of any ~~duly~~such ~~caused~~dividend. ~~this~~Unless ~~report~~our board of directors determines to pay dividends, our stockholders will be ~~signed~~required onto ~~its~~look ~~behalf~~solely byto appreciation in the ~~undersigned~~value ~~thereunto duly~~of ~~authorized~~our common stock to realize any gain on their investment. There can be no assurance that any such appreciation will occur.

	ALTO INGREDIENTS, INC.
Dated: May 9, 2025	By:	/S/ ROBERT R. OLANDER
		Robert R. Olander
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

Our bylaws contain exclusive forum provisions that could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, employees or agents.

~~-48-~~Our bylaws provide that, unless we consent in writing to the selection of an alternative forum, the Delaware Court of Chancery shall be the sole and exclusive forum for (a) any derivative action or proceeding brought on our behalf, (b) any action asserting a claim of breach of a fiduciary duty owed by any director, officer or other employee of us to us or our stockholders, (c) any action asserting a claim arising pursuant to any provision of the Delaware General Corporation Law, or (d) any action asserting a claim governed by the internal affairs doctrine.

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Our bylaws also provide that, unless we consent in writing to the selection of an alternative forum, to the fullest extent permitted by applicable law, the federal district courts of the United States of America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act of 1933, as amended, or the Securities Act, including all causes of action asserted against any defendant named in such complaint, including our officers and directors, underwriters for any offering giving rise to such complaint, and any other professional entity whose profession gives authority to a statement made by that person or entity and who has prepared or certified any part of the documents underlying the offering.

For the avoidance of doubt, the exclusive forum provisions described above do not apply to any claims arising under the Securities Act or the Securities Exchange Act of 1934, as amended, or the Exchange Act, to the extent federal law requires otherwise. Section 27 of the Exchange Act creates exclusive federal jurisdiction over all suits brought to enforce any duty or liability created by the Exchange Act or the rules and regulations thereunder, and Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder.

The choice of forum provisions in our bylaws may limit our stockholders’ ability to bring a claim in a judicial forum that they find favorable for disputes with us or our directors, officers, employees, agents or other third parties, which may discourage such lawsuits against us and our directors, officers, employees, agents and other third parties even though an action, if successful, might benefit our stockholders. The applicable courts may also reach different judgments or results than would other courts, including courts where a stockholder considering an action may be located or would otherwise choose to bring the action, and such judgments or results may be more favorable to us than to our stockholders. With respect to the provision making the Delaware Court of Chancery the sole and exclusive forum for certain types of actions, stockholders who do bring a claim in the Delaware Court of Chancery could face additional litigation costs in pursuing any such claim, particularly if they do not reside in or near Delaware. Finally, if a court were to find these provisions of our bylaws inapplicable to, or unenforceable in respect of, one or more of the specified types of actions or proceedings, we may incur additional costs associated with resolving such matters in other jurisdictions, which could have a material adverse effect on us.

General Risk Factors

Cyberattacks through security vulnerabilities could lead to disruption of our business, reduced revenue, increased costs, liability claims, or harm to our reputation or competitive position.

Security vulnerabilities may arise from our hardware, software, employees, contractors or policies we have deployed, which may result in external parties gaining access to our networks, data centers, cloud data centers, corporate computers, manufacturing systems, and/or access to accounts we have at our suppliers, vendors or customers. External parties may gain access to our data or our customers’ data, or attack the networks causing denial of service or attempt to hold our data or systems in ransom. The vulnerability could be caused by inadequate account security practices such as the failure to timely remove employee access when terminated. To mitigate these security issues, we have implemented measures throughout our organization, including firewalls, backups, encryption, employee information technology policies and user account policies. However, there can be no assurance that these measures will be sufficient to avoid cyberattacks. If any of these types of security breaches were to occur and we were unable to protect sensitive data, our relationships with our business partners and customers could be materially damaged, our reputation could be materially harmed, and we could be exposed to a risk of litigation and possible significant liability.

Further, if we fail to adequately maintain our information technology infrastructure, we may have outages and data loss. Excessive outages may affect our ability to timely and efficiently deliver products to customers or develop new products. Such disruptions and data loss may adversely impact our ability to fulfill orders and interrupt other processes. Delayed sales or lost customers resulting from these disruptions could adversely affect our financial results, stock price and reputation.

Our and our business partners’ or contractors’ failure to fully comply with applicable data privacy or similar laws could lead to significant fines and require onerous corrective action. In addition, data security breaches experienced by us or our business partners or contractors could result in the loss of trade secrets or other intellectual property, public disclosure of sensitive commercial data, and the exposure of personally identifiable information (including sensitive personal information) of our employees, customers, suppliers, contractors and others.

Unauthorized use or disclosure of, or access to, any personal information maintained by us or on our behalf, whether through breach of our systems, breach of the systems of our suppliers or vendors by an unauthorized party, or through employee or contractor error, theft or misuse, or otherwise, could harm our business. If any such unauthorized use or disclosure of, or access to, such personal information was to occur, our operations could be seriously disrupted, and we could be subject to demands, claims and litigation by private parties, and investigations, related actions, and penalties by regulatory authorities. In addition, we could incur significant costs in notifying affected persons and entities and otherwise complying with the multitude of foreign, federal, state and local laws and regulations relating to the unauthorized access to, or use or disclosure of, personal information. Finally, any perceived or actual unauthorized access to, or use or disclosure of, such information could harm our reputation, substantially impair our ability to attract and retain customers and have an adverse impact on our business, financial condition and results of operations.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

Unregistered Sales of Equity Securities

None.

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

We granted to certain employees shares of restricted stock under our 2016 Stock Incentive Plan pursuant to Restricted Stock Agreements dated and effective as of their respective grant dates by and between us and those employees.

We were obligated to withhold minimum withholding tax amounts with respect to vested shares of restricted stock and upon future vesting of shares of restricted stock granted to our employees. Each employee was entitled to pay the minimum withholding tax amounts to us in cash or to elect to have us withhold a vested amount of shares of restricted stock having a value equivalent to our minimum withholding tax requirements, thereby reducing the number of shares of vested restricted stock that the employee ultimately receives. If an employee failed to timely make such election, we automatically withheld the necessary shares of vested restricted stock.

For the three months ended June 30, 2025, in connection with satisfying our withholding requirements, we withheld the following number of shares of our common stock and remitted cash payments to cover the minimum withholding tax amounts, thereby effectively repurchasing from the employees such number of shares of our common stock at the following deemed purchase prices:

Month	Number of Shares Withheld		Deemed Purchase Price Per Share		Aggregate Purchase Price
April		340,886	$	1.12	$	381,792
May		—	$	—	$	—
June		—	$	—	$	—

Dividends

Our current and future debt financing arrangements may limit or prevent cash distributions from our subsidiaries to us, depending upon the achievement of specified financial and other operating conditions and our ability to properly service our debt, thereby limiting or preventing us from paying cash dividends.

For the three and six months ended June 30, 2025 and 2024, we accrued and paid in cash an aggregate of $0.3 million and $0.6 million, respectively, in dividends on our Series B Cumulative Convertible Preferred Stock, or Series B Preferred Stock.

The holders of our outstanding Series B Preferred Stock are entitled to dividends of 7% per annum, payable quarterly. Accrued and unpaid dividends in respect of our Series B Preferred Stock must be paid prior to the payment of any dividends in respect of shares of our common stock.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES.

Not applicable.

ITEM 5. OTHER INFORMATION.

During the three months ended June 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934, as amended) informed us of the adoption or termination of a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended).

ITEM 6. EXHIBITS.

Exhibit Number		Description
31.1		Certifications Required by Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*)
31.2		Certifications Required by Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (*)
32.1		Certification of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (*)
101.INS		Inline XBRL Instance Document (*)
101.SCH		Inline XBRL Taxonomy Extension Schema Document (*)
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document (*)
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document (*)
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document (*)
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document (*)
104		Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) (*)

(*)

Filed herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

ALTO INGREDIENTS, INC.

Dated: August 8, 2025	By:	/s/ ROBERT R. OLANDER
		Robert R. Olander
		Chief Financial Officer
		(Principal Financial and Accounting Officer)

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