FORM 10-Q AIRJOULE TECHNOLOGIES CORPORATION(Exact name of registrant as specified in its charter) (800) 942-3083(Registrant’s telephone number, including area code) N/A(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file suchreports), 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 submittedpursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or such shorter periodthat 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 smallerreporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying 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 1, 2026, there were 68,472,740 shares of the registrant’s Class A common stock, par value $0.0001 per share, issued andoutstanding. AIRJOULE TECHNOLOGIES CORPORATIONTABLE OF CONTENTS PagePart 1 - Financial Information1Item 1.Condensed Consolidated Financial Statements (Unaudited)1Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025 (Unaudited)1Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2026 and 2025(Unaudited)2Condensed Consolidated Statements of Changes in Members’ and Stockholders’ Equity for the ThreeMonths Ended March 31, 2026 and 2025 (Unaudited)3Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025(Unaudited)4Notes to the Unaudited Condensed Consolidated Financial Statements5Item 2.Management’s Discussion and Analysis of Financial Condition And Results of Operations14Item 3.Quantitative and Qualitative Disclosures About Market Risk20Item 4.Controls and Procedures20Part II - Other Information22Item 1.Legal Proceedings22Item 1A.Risk Factors22Item 2.Unregistered Sales of Equity Securities and Use of Proceeds22Item 3.Defaults Upon Senior Securities22Item 4.Mine Safety Disclosures22Item 5.Other Information22Item 6.Exhibits23Signatures24 PART 1 - FINANCIAL INFORMATION AIRJOULE TECHNOLOGIES CORPORATIONCONDENSED CONSOLIDATED BALANCE SHEETS AIRJOULE TECHNOLOGIES CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) AIRJOULE TECHNOLOGIES CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ AND STOCKHOLDERS’ EQUITY(UNAUDITED) For the Three Months Ended March 31, 2026 The accompanying notes are an integral part of these condensed consolidated financial statements. AIRJOULE TECHNOLOGIES CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN MEMBERS’ AND STOCKHOLDERS’ EQUITY(UNAUDITED) For the Three Months Ended March 31, 2025 AIRJOULE TECHNOLOGIES CORPORATIONCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) AIRJOULE TECHNOLOGIES CORPORATIONNOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Note 1 — ORGANIZATION AND BUSINESS OPERATIONS We are an advanced technology company whose purpose is to free the world from its water and energy constraints by deliveringgroundbreaking sorption technologies. Our platform technology, AirJoule, produces pure distilled water from air and, atcommercial scale, will mitigate water scarcity through distributed water generation for businesses and consumers around the world.Our products are especially valuable for industrial users, which generate significant amounts of waste heat that can be used topower our sorption technologies to produce low cost pure distilled water and dehumidified air – two key inputs for a variety ofindustrial activities, including data centers and advanced manufacturing. In HVAC applications, our technology is designed toreduce energy consumption, minimize or even eliminate the use of environmentally-harmful refrigerants and generate material costefficiencies for air conditioning systems. We are commercializing and scaling manufacturing of our AirJoule systems through ourglobal collaborations, including our 50/50 joint venture with GE Vernova Inc. (NYSE: GEV) and our commercial partnerships w