10-Q

UNITED STATES

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

July 31, 2026

or

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

For the Transition Period from                      to                     

Commission File Number 001-31756

(Exact Name of Registrant as Specified in Its Charter)

Delaware	13-1947195
(State or Other Jurisdiction of Incorporation)	(I.R.S. Employer Identification No.)

4075 Wilson Boulevard, Suite 440, Arlington, Virginia 22203

(Address of Principal Executive Offices) (Zip Code)

(301) 315-0027

(Registrant’s Telephone Number, Including Area Code)

(Former Name, Former Address and Former Fiscal Year, if Changed since Last Report)

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 (the “Exchange Act”) 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   þ    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 during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).    Yes  þ    No  ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 þ  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  ☑

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.15 par value	AGX	New York Stock Exchange

Indicate the number of shares outstanding of each of the Registrant’s classes of common stock, as of the latest practicable date.

Common stock, $0.15 par value: 14,029,842 shares as of August 28, 2026.

ARGAN, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(In thousands, except per share data)

(Unaudited)

	Three Months Ended				Six Months Ended
	July 31,				July 31,
	2026		2025		2026		2025
REVENUES	$	383,976	$	237,743	$	674,930	$	431,403
Cost of revenues		309,758		193,476		539,598		350,273
GROSS PROFIT		74,218		44,267		135,332		81,130
Selling, general and administrative expenses		17,413		14,212		33,132		26,733
INCOME FROM OPERATIONS		56,805		30,055		102,200		54,397
Other income, net		10,083		5,581		18,457		11,025
INCOME BEFORE INCOME TAXES		66,888		35,636		120,657		65,422
Provision for income taxes		13,586		361		21,292		7,597
NET INCOME		53,302		35,275		99,365		57,825
OTHER COMPREHENSIVE INCOME, NET OF TAXES
Foreign currency translation adjustments		(267)		(251)		(808)		3,370
Net unrealized (losses) gains on available-for-sale securities		(4,550)		(1,082)		(7,209)		1,598
COMPREHENSIVE INCOME	$	48,485	$	33,942	$	91,348	$	62,793
EARNINGS PER SHARE
Basic	$	3.80	$	2.57	$	7.10	$	4.23
Diluted	$	3.76	$	2.50	$	7.01	$	4.09
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic		14,028		13,731		13,994		13,680
Diluted		14,164		14,131		14,181		14,122
CASH DIVIDENDS PER SHARE	$	0.500	$	0.375	$	1.000	$	0.750

The accompanying notes are an integral part of these condensed consolidated financial statements.

2

ARGAN, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share data)

(Unaudited)

	July 31,		January 31,
	2026		2026
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	364,481	$	339,481
Investments		663,965		555,500
Accounts receivable, net		180,356		133,677
Contract assets		35,713		43,397
Other current assets		73,955		60,202
TOTAL CURRENT ASSETS		1,318,470		1,132,257
Property, plant and equipment, net		22,797		16,596
Goodwill		30,670		28,033
Intangible assets, net		6,030		1,450
Right-of-use and other assets		23,003		8,018
TOTAL ASSETS	$	1,400,970	$	1,186,354
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES
Accounts payable	$	115,212	$	107,540
Accrued expenses		135,878		89,748
Contract liabilities		627,020		513,969
TOTAL CURRENT LIABILITIES		878,110		711,257
Deferred taxes, net		3,061		6,555
Noncurrent liabilities		12,960		6,280
TOTAL LIABILITIES		894,131		724,092
COMMITMENTS AND CONTINGENCIES (see Notes 8 and 9)
STOCKHOLDERS’ EQUITY
Preferred stock, par value $0.10 per share – 500,000 shares authorized; no shares issued and outstanding		—		—
Common stock, par value $0.15 per share – 30,000,000 shares authorized; 15,828,289 shares issued; 14,032,792 and 13,950,712 shares outstanding at July 31, 2026 and January 31, 2026, respectively		2,374		2,374
Additional paid-in capital		165,039		167,234
Retained earnings		491,539		406,197
Treasury stock, at cost – 1,795,497 and 1,877,577 shares at July 31, 2026 and January 31, 2026, respectively		(144,914)		(114,361)
Accumulated other comprehensive (loss) income		(7,199)		818
TOTAL STOCKHOLDERS’ EQUITY		506,839		462,262
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	1,400,970	$	1,186,354

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

ARGAN, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Dollars in thousands)

(Unaudited)

	Common Stock			Additional						Accumulated Other
	Outstanding	Par		Paid-in		Retained		Treasury		Comprehensive		Total
	Shares	Value		Capital		Earnings		Stock		Income (Loss)		Stockholders' Equity
Balances, February 1, 2026	13,950,712	$	2,374	$	167,234	$	406,197	$	(114,361)	$	818	$	462,262
Net income	—		—		—		46,063		—		—		46,063
Foreign currency translation loss	—		—		—		—		—		(541)		(541)
Net unrealized losses on available-for-sale securities	—		—		—		—		—		(2,659)		(2,659)
Stock compensation expense	—		—		2,036		—		—		—		2,036
Stock option exercises and restricted stock unit settlements, net	76,165		—		(6,037)		—		(17,653)		—		(23,690)
Common stock repurchases	(6,450)		—		—		—		(2,955)		—		(2,955)
Cash dividends	—		—		—		(7,005)		—		—		(7,005)
Balances, April 30, 2026	14,020,427		2,374		163,233		445,255		(134,969)		(2,382)		473,511
Net income	—		—		—		53,302		—		—		53,302
Foreign currency translation loss	—		—		—		—		—		(267)		(267)
Net unrealized losses on available-for-sale securities	—		—		—		—		—		(4,550)		(4,550)
Stock compensation expense	—		—		2,422		—		—		—		2,422
Stock option exercises and restricted stock unit settlements, net	22,755		—		(1,045)		—		(3,322)		—		(4,367)
Common stock repurchases	(11,267)		—		—		—		(6,694)		—		(6,694)
Cash dividends	—		—		—		(7,018)		—		—		(7,018)
Issuance of treasury stock for acquisition (see Note 14)	877		—		429		—		71		—		500
Balances, July 31, 2026	14,032,792	$	2,374	$	165,039	$	491,539	$	(144,914)	$	(7,199)	$	506,839
Balances, February 1, 2025	13,634,214	$	2,374	$	168,966	$	292,698	$	(105,643)	$	(6,538)	$	351,857
Net income	—		—		—		22,550		—		—		22,550
Foreign currency translation gain	—		—		—		—		—		3,621		3,621
Net unrealized gains on available-for-sale securities	—		—		—		—		—		2,680		2,680
Stock compensation expense	—		—		1,188		—		—		—		1,188
Stock option exercises and restricted stock unit settlements, net	59,472		—		(4,556)		—		(1,526)		—		(6,082)
Common stock repurchases	(55,117)		—		—		—		(6,849)		—		(6,849)
Cash dividends	—		—		—		(5,070)		—		—		(5,070)
Balances, April 30, 2025	13,638,569		2,374		165,598		310,178		(114,018)		(237)		363,895
Net income	—		—		—		35,275		—		—		35,275
Foreign currency translation loss	—		—		—		—		—		(251)		(251)
Net unrealized losses on available-for-sale securities	—		—		—		—		—		(1,082)		(1,082)
Stock compensation expense	—		—		2,265		—		—		—		2,265
Stock option exercises and restricted stock unit settlements, net	174,006		—		(1,247)		—		(303)		—		(1,550)
Common stock repurchases	(1,000)		—		—		—		(199)		—		(199)
Cash dividends	—		—		—		(5,177)		—		—		(5,177)
Balances, July 31, 2025	13,811,575	$	2,374	$	166,616	$	340,276	$	(114,520)	$	(1,570)	$	393,176

The accompanying notes are an integral part of these condensed consolidated financial statements.

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ARGAN, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months Ended July 31,
	2026		2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	99,365	$	57,825
Adjustments to reconcile net income to net cash provided by operating activities
Stock compensation expense		4,458		3,453
Depreciation		1,204		906
Changes in accrued interest on investments		(1,816)		538
Non-cash lease expense		4,487		2,151
Deferred income tax (benefit) expense		(1,382)		767
Other		313		(1,034)
Changes in operating assets and liabilities
Accounts receivable		(44,468)		(3,226)
Contract assets		7,784		4,689
Other assets		(13,693)		(1,731)
Accounts payable and accrued expenses		41,051		(12,022)
Contract liabilities		113,051		17,579
Net cash provided by operating activities		210,354		69,895
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of short-term investments		(72,500)		(25,000)
Maturities of short-term investments		42,500		80,000
Purchases of available-for-sale securities		(120,084)		(92,164)
Maturities of available-for-sale securities		35,000		25,000
Acquisition, net of cash acquired		(7,970)		—
Purchases of property, plant and equipment		(7,688)		(2,089)
Net cash used in investing activities		(130,742)		(14,253)
CASH FLOWS FROM FINANCING ACTIVITIES
Common stock repurchases		(9,649)		(7,048)
Payments of cash dividends		(14,023)		(10,247)
Settlements of share-based awards, net of withholding taxes paid		(28,057)		(7,632)
Net cash used in financing activities		(51,729)		(24,927)
EFFECTS OF EXCHANGE RATE CHANGES ON CASH		(2,883)		1,872
NET INCREASE IN CASH AND CASH EQUIVALENTS		25,000		32,587
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		339,481		145,263
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	364,481	$	177,850
NON-CASH INVESTING AND FINANCING ACTIVITIES
Right-of-use assets obtained in exchange for lease obligations	$	19,046	$	2,147
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for operating leases	$	4,493	$	2,070

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

ARGAN, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

July 31, 2026

(Tabular dollar amounts in thousands, except per share data)

(Unaudited)

NOTE 1 – DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Description of the Business

Argan, Inc. (“Argan”) conducts its construction operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata. Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.”

Through the Power segment, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The segment’s customers include independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements. Customer projects are located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). The Company’s Industrial segment provides on-site services that support new plant construction and additions for industrial facilities primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components, including piping systems and pressure vessels, and performs maintenance turnarounds, shutdowns, and emergency mobilizations. Its customers include datacenter developers and companies in the power, petrochemical, biopharmaceutical, pulp and paper, and specialty chemical industries, among other industrial end markets. The Company’s Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services for power distribution and information, communication, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic and New England regions of the U.S.

Basis of Presentation and Significant Accounting Policies

The Company’s fiscal year ends on January 31 each year. The condensed consolidated financial statements include the accounts of Argan and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.

These condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. The accompanying condensed consolidated financial statements and notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (“Fiscal 2026”).

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments considered necessary for a fair statement of the financial position of the Company as of July 31, 2026, and its earnings and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

Business Combinations – The Company accounts for business combinations using the acquisition method of accounting. The results of operations of an acquired business are included in the Company’s condensed consolidated financial statements from the date of acquisition. The Company recognizes the identifiable assets acquired and liabilities assumed at their estimated fair values, with certain exceptions, as of the acquisition date, with the excess of the consideration transferred over the net of those amounts recorded as goodwill.  

The determination of the fair values of assets acquired and liabilities assumed requires management to make estimates and assumptions, including the selection of valuation methodologies, estimates of future cash flows, discount rates, and useful lives of acquired assets. These estimates are inherently uncertain, and actual results may differ from those estimates. During the measurement period, which does not exceed one year from the acquisition date, the Company may record adjustments

6

to the provisional amounts recognized for assets acquired and liabilities assumed, with a corresponding adjustment to goodwill, in the period such adjustments are identified.

Acquisition-related transaction costs are expensed as incurred and are included in selling, general and administrative expenses in the Company's condensed consolidated statements of earnings. Contingent consideration classified as a liability, if any, is recorded at fair value as of the acquisition date, with subsequent changes in fair value recognized in earnings until the contingency is resolved. See Note 14 for a discussion of the ValCor Communications, LLC (“ValCor”) acquisition.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information about certain costs and expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.

There are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its condensed consolidated financial statements.

NOTE 2 – REVENUES FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenues

The following table presents consolidated revenues for the three and six months ended July 31, 2026 and 2025, disaggregated by the geographic area where the corresponding projects were located:

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
United States	$	323,650	$	214,195	$	577,503	$	395,301
Republic of Ireland		42,759		17,244		66,900		27,132
United Kingdom		17,567		6,304		30,527		8,970
Consolidated revenues	$	383,976	$	237,743	$	674,930	$	431,403

Revenues for projects located in Ireland and the U.K. are attributed to the Power segment. The major portions of the Company’s consolidated revenues are recognized pursuant to fixed-price contracts with most of the remaining portions earned pursuant to time-and-material contracts. Consolidated revenues are disaggregated by reportable segment in Note 16 to the condensed consolidated financial statements.

Contract Assets and Liabilities

During the six months ended July 31, 2026 and 2025, there were no material unusual or one-time adjustments to contract assets or contract liabilities balances. The Company recognized the following revenues that were included in the contract liabilities balances at the beginning of the respective period:

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Revenues recognized from contract liabilities	$	291,394	$	143,116	$	417,948	$	244,884

Contract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. The amounts retained by project owners and other customers under construction contracts as of July 31, 2026 and January 31, 2026 were $94.4 million and $54.5 million, respectively.

7

Variable Consideration

Variable consideration includes unapproved change orders where the Company has project-owner directive for additional work or other scope changes but has not yet obtained approval for the associated price or the corresponding additional effort. These amounts are included in the transaction price when it is considered probable that the applicable costs, including those for additional effort, will be recovered through a modification to the contract price. As of July 31, 2026 and January 31, 2026, the aggregate amounts of contract variations included in the corresponding transaction prices pending customer approvals were $27.2 million and $11.4 million, respectively, portions of which related to an overseas project.

Remaining Unsatisfied Performance Obligations

As of July 31, 2026, the Company had remaining unsatisfied performance obligations (“RUPO”) of $2.5 billion. The largest portion of RUPO at any date usually relates to engineering, procurement and construction (“EPC”) services and other construction contracts with typical performance durations of one to four years. The Company estimates that it will recognize approximately 48% of RUPO as revenue during the next 12 months, with substantially all the remaining performance obligations to be recognized within 12 to 24 months thereafter. It is important to note that estimates may be changed in the future and that cancellations, deferrals or scope adjustments may occur related to work included in the amount of RUPO as of July 31, 2026. Accordingly, RUPO may be adjusted to reflect project delays and cancellations, revisions to project scope and cost and foreign currency exchange fluctuations, or to revise estimates, as effects become known. Such adjustments to RUPO may materially reduce future revenues below Company estimates.  

NOTE 3 – CASH, CASH EQUIVALENTS AND INVESTMENTS

Cash Equivalents

As of July 31, 2026 and January 31, 2026, certain amounts of cash equivalents were invested in money market funds with assets invested in high-quality money market instruments, including U.S. Treasury obligations; obligations of U.S. government agencies, authorities, instrumentalities or sponsored enterprises; and repurchase agreements secured by such obligations.

Investments

The Company’s investments consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Short-term investments	$	183,408	$	151,901
Available-for-sale securities		480,557		403,599
Total investments	$	663,965	$	555,500

Short-Term Investments

Short-term investments as of July 31, 2026 and January 31, 2026, consisted solely of certificates of deposit (“CDs”) with remaining maturities of one year or less purchased from two major financial institutions. The Company has the intent and ability to hold the CDs until they mature, and they are carried at cost plus accrued interest. The balances of accrued interest on the CDs as of July 31, 2026 and January 31, 2026 were $3.4 million and $1.9 million, respectively.

8

Available-For-Sale Securities

The Company’s available-for-sale (“AFS”) securities consisted of the following amounts of amortized cost, allowance for credit losses, gross unrealized gains and losses, and estimated fair value by contractual maturity as of July 31, 2026 and January 31, 2026:

	July 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	30,371	$	—	$	105	$	—	$	30,476
Due in one to three years		163,051		—		118		555		162,614
Due in three to five years		293,434		—		—		5,967		287,467
Totals	$	486,856	$	—	$	223	$	6,522	$	480,557

	January 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	45,446	$	—	$	127	$	8	$	45,565
Due in one to three years		77,931		—		1,182		13		79,100
Due in three to five years		277,196		—		2,192		454		278,934
Totals	$	400,573	$	—	$	3,501	$	475	$	403,599

As of July 31, 2026 and January 31, 2026, interest receivable in the amounts of $4.0 million and $3.4 million, respectively, were included in the balances of AFS securities. For the three and six months ended July 31, 2026 and 2025, there were no sales of the Company’s AFS securities and, therefore, there were no amounts of gains or losses reclassified out of other comprehensive income into net income.

The Company does not believe the unrealized losses represent credit losses based on the evaluation of evidence as of July 31, 2026, which includes an assessment of whether it is more likely than not that the Company will be required to sell or intends to sell the investments before recovery of their corresponding amortized cost bases.

Earnings on Cash and Invested Funds

The Company earns interest and dividends on its cash equivalents and invested funds. The Company also earns interest on most of its cash balances. Earnings on invested funds and cash account balances for the three and six months ended July 31, 2026 were $8.8 million and $16.8 million, respectively, and they were $5.5 million and $11.0 million for the three and six months ended July 31, 2025, respectively. Earnings on investments are included in other income, net, in the condensed consolidated statements of earnings.

Concentration Risk

The Company maintains its cash, cash equivalents, and investments at major financial institutions, including euro-based accounts in Ireland and pound sterling-based accounts in the U.K. in support of foreign operations. As of July 31, 2026 and January 31, 2026, approximately 12% and 10%, respectively, of these balances were held by foreign subsidiaries in Ireland and the U.K. Management does not believe that the Company's concentration of cash, cash equivalents, and investments at financial institutions, including amounts in excess of government-insured levels, represents material risks.

9

NOTE 4 – FAIR VALUE MEASUREMENTS

The following table presents the Company’s financial instruments as of July 31, 2026 and January 31, 2026 that are measured and recorded at fair value on a recurring basis:

	July 31, 2026						January 31, 2026
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
	Inputs		Inputs		Inputs		Inputs		Inputs		Inputs
Cash equivalents:
Money market funds	$	135,288	$	—	$	—	$	149,597	$	—	$	—
Available-for-sale securities:
U.S. Treasury notes		—		480,557		—		—		403,599		—
Totals	$	135,288	$	480,557	$	—	$	149,597	$	403,599	$	—

NOTE 5 – ACCOUNTS RECEIVABLE

Accounts receivable includes amounts that have been billed and amounts that are billable to customers. As of July 31, 2026 and January 31, 2026, there were billable amounts related to an overseas project in the total amounts of $25.1 million and $25.5 million, respectively, including the expected refund of the letter of credit draw identified in Note 9.

The amounts of the provision for credit losses for the three and six months ended July 31, 2026 and 2025 were insignificant. The allowances for credit losses as of July 31, 2026 and January 31, 2026 were insignificant.

NOTE 6 – INTANGIBLE ASSETS

The goodwill balances for the Power, Industrial, and Teledata segments were $18.5 million, $9.5 million, and $2.7 million, respectively, at July 31, 2026. The goodwill balances for the Power, Industrial, and Teledata segments were $18.5 million, $9.5 million, and $0.1 million, respectively, at January 31, 2026. The increase in the Teledata segment's goodwill balance reflects $2.6 million of goodwill recognized in connection with the ValCor acquisition (see Note 14) on July 31, 2026. Management does not believe that any events or circumstances occurred or arose since January 31, 2026, that required an updated assessment of the goodwill balances.

The Company’s intangible assets, other than goodwill, relate to the Industrial and Teledata segments and consisted of the following as of July 31, 2026 and January 31, 2026:

		July 31, 2026						January 31, 2026
	Estimated	Gross		Accumulated		Net		Gross		Accumulated		Net
	Useful Life	Amounts		Amortization		Amounts		Amounts		Amortization		Amounts
Trade name	15 years	$	4,499	$	3,199	$	1,300	$	4,499	$	3,049	$	1,450
Customer relationships	10 years		4,730		—		4,730		—		—		—
Totals		$	9,229	$	3,199	$	6,030	$	4,499	$	3,049	$	1,450

On July 31, 2026, the Company recognized $4.7 million of intangible assets in connection with the ValCor acquisition, consisting primarily of customer relationships with a weighted-average estimated useful life of 10 years. There were no other additions to intangible assets during the three and six months ended July 31, 2026, and there were no additions during the three and six months ended July 31, 2025. Amortization expense related to intangible assets for the three and six months ended July 31, 2026 were $0.1 million and $0.2 million, respectively, and was $0.1 million and $0.2 million for the three and six months ended July 31, 2025, respectively.

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The following is a schedule of future amounts of amortization related to purchased intangibles:

	Amortization
Years Ending January 31,	Expense
2027 (remainder)	$	387
2028		773
2029		773
2030		773
2031		723
Thereafter		2,601
Total	$	6,030

NOTE 7 – FINANCING ARRANGEMENTS

On May 24, 2024, the Company and Bank of America, N.A. (the “Bank”) executed the Second Amended and Restated Replacement Credit Agreement with an expiration date of May 31, 2027 (the “Credit Agreement”), which was amended on October 23, 2025. The Credit Agreement has a base lending commitment amount of $35.0 million and establishes the interest rate for revolving loans at the Secured Overnight Financing Rate (“SOFR”) plus 1.85%. In addition to the base commitment, the credit facility includes an accordion feature that allows for an additional commitment amount of $30.0 million, subject to certain conditions. The Company may use the borrowing ability to cover other credit instruments issued by the Bank for the Company’s use in the ordinary course of business as defined in the Credit Agreement. Further, on May 31, 2024, the Company entered into a companion facility, in the amount of $25.0 million, pursuant to which an overseas subsidiary of the Company may cause the Bank’s European entity to issue letters of credit on its behalf that will be secured by a blanket parent company guarantee that was issued by Argan to the Bank.

As of July 31, 2026 and January 31, 2026, the Company did not have any borrowings outstanding under the Credit Agreement. However, the Bank has issued a letter of credit in the outstanding amount of $0.5 million as of July 31, 2026. As of January 31, 2026, the outstanding total amount of the letter of credit was $0.3 million.

The Company has pledged most of its assets to secure its financing arrangements. The Bank’s consent is not required for acquisitions, divestitures, cash dividends or significant investments as long as certain conditions are met. The Credit Agreement requires that the Company comply with certain financial covenants at its fiscal year-end and at each fiscal quarter-end. The Credit Agreement includes other terms, covenants and events of default that are customary for a credit facility of its size and nature, including a requirement to achieve positive adjusted earnings before interest, taxes, depreciation, and amortization, as defined, over each rolling twelve-month measurement period. As of July 31, 2026, the Company was in compliance with the covenants and other requirements of the Credit Agreement.

NOTE 8 – COMMITMENTS

As of July 31, 2026, the estimated amount of the Company’s unsatisfied bonded performance obligations, covering all of its subsidiaries, was approximately $0.9 billion. As of July 31, 2026, the outstanding amount of bonds covering other risks, including warranty obligations and contract payment retentions related to completed activities, was $104.3 million.

NOTE 9 – LEGAL CONTINGENCIES

In the normal course of business, the Company may have pending claims and legal proceedings. The Company maintains accrued expense balances for the estimated amounts of legal costs expected to be billed related to any significant matter. In the opinion of management, based on information available at this time, there are no current claims and proceedings that would have a material adverse effect on the consolidated financial statements. However, the outcomes of such legal claims and proceedings are subject to inherent uncertainties.

In March 2025, the U.K. subsidiary of the Company sued EP NI Energy Limited and EP UK Investment Limited (together referred to as “EP”) in the High Court of Justice, Business and Property Courts of England and Wales for EP’s breach of contract and failure to remedy various events which negatively impacted the schedule and costs of an overseas project, resulting in EP receiving the benefits of the construction efforts of the Company’s U.K. subsidiary and the corresponding progress on the project without making payments to which the Company’s U.K. subsidiary was contractually entitled. The Company’s U.K. subsidiary provided the project owner notice to terminate because of project owner breaches of the

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contract. Those breaches were not resolved, as a result of which the contract terminated on May 3, 2024. Subsequently, the project owner made a draw for the full amount of a $9.8 million irrevocable letter of credit, or on-demand performance bond, issued by the Company’s bank. The Company believes the project owner improperly initiated the draw on the bond and, therefore, the amount should be refunded. This amount is included in accounts receivable as of July 31, 2026. The Company’s U.K. subsidiary has significant billable receivables, unresolved contract variations and claims for extensions of time, among other issues, related to this overseas project. The project owner has asserted counterclaims that the Company’s U.K. subsidiary disputes. The Company’s U.K. subsidiary will vigorously assert its rights and claims to recover its lost value and collect any remaining monies owed.

NOTE 10 – STOCK-BASED COMPENSATION

Stock-based compensation expense amounts for the three and six months ended July 31, 2026 were $2.4 million and $4.5 million respectively, and they were $2.3 million and $3.5 million for the three and six months ended July 31, 2025, respectively. As of July 31, 2026, there was $17.1 million in unrecognized compensation costs related to outstanding stock awards that the Company expects to recognize over the next three years.

During the six months ended July 31, 2026, the Company awarded performance-based restricted stock units covering a target of 596 shares of common stock, earnings per share performance-based restricted stock units covering a target of 12,583 shares of common stock, and time-based restricted stock units covering 12,024 shares of common stock. The number of shares of common stock to be issued under certain awards may exceed the number of target shares if certain performance goals are exceeded. The changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units for the six months ended July 31, 2026 are presented below (shares in thousands):

		Weighted-
		Average
		Grant-Date
		Fair Value
	Shares	Per Share
Outstanding, February 1, 2026	231	$	53.19
Granted	42	$	271.74
Issued	(90)	$	41.21
Outstanding, July 31, 2026	183	$	109.24

During the six months ended July 31, 2026, the Company awarded nonqualified stock options to purchase 955 shares of common stock at a weighted-average exercise price per share of $588.28. During the six months ended July 31, 2026, nonqualified stock options to purchase 57,401 shares of common stock were exercised at a weighted-average exercise price per share of $43.02. As of July 31, 2026, there were 21,621 nonqualified stock options outstanding.

Shares Withheld and Treasury Stock

For the six months ended July 31, 2026 and 2025, the Company used 98,920 shares and 233,478 shares of treasury stock, respectively, to settle stock option exercises and other share-based awards. For the six months ended July 31, 2026, the Company withheld 48,924 shares of common stock at the average price per share of $623.99 for the exercise price and/or tax withholding in connection with stock option exercises and other share-based award settlements. For the six months ended July 31, 2025, the Company withheld 95,977 shares of common stock at the average price per share of $194.00 for the exercise price and/or tax withholding in connection with stock option exercises and other share-based award settlements.

NOTE 11 – PROVISION FOR INCOME TAXES

The Company’s effective income tax rate (“ETR”) for the six months ended July 31, 2026 and 2025 was 17.6% and 11.6%, respectively. The Company’s ETR for the six months ended July 31, 2026 and 2025 differed from the U.S. federal statutory rate of 21% primarily due to the favorable tax benefit resulting from stock option exercises and other share-based award settlements during the periods.

For the six months ended July 31, 2026 and 2025, the amount of cash paid for income taxes, net of refunds received, was $15.1 million and $8.0 million, respectively.

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Valuation Allowance

As of July 31, 2026, the Company maintained a valuation allowance of $10.3 million against certain deferred tax assets of its U.K. subsidiary, consisting primarily of net operating loss carryforwards. The Company assesses the realizability of these deferred tax assets each reporting period, considering all available positive and negative evidence, including its recent history of operating results in that jurisdiction, the expected reversal of taxable temporary differences, and projections of future taxable income. The Company’s U.K. operations have generated taxable income in recent periods. If that trend continues, it is reasonably possible that the Company could release all or a portion of this valuation allowance within the next 12 months, which would result in a material income tax benefit in the period of release. The amount and timing of any release will depend on the level of profitability achieved by the U.K. operations and the weight of the evidence available at the time of the assessment.

Solar Energy Projects

The Company holds equity investments in Solar Tax Credit (“STC”) investments. Primarily, the STC investments are structured as limited liability companies that invest in solar energy projects that are eligible to receive energy tax credits. As of July 31, 2026 and January 31, 2026, the investment accounts balances were $1.5 million and $1.7 million, respectively, which are included in other assets in the condensed consolidated balance sheets. As of July 31, 2026, the Company had no remaining cash investment commitments related to the STC investments. These investments are expected to provide positive overall returns over their expected lives.

The Company has STC investments that qualify for the proportional amortization method (“PAM”). For these investments, the Company recognized income tax credits and other income tax benefits of less than $0.1 million during the three and six months ended July 31, 2026. For the three and six months ended July 31, 2025, the Company recognized $0.8 million and $1.5 million of income tax credits and other income tax benefits, respectively. For the three and six months ended July 31, 2026, the Company recorded amortization related to STC investments of less than $0.1 million. For the three and six months ended July 31, 2025, the Company recorded amortization related to STC investments of $0.7 million and $1.4 million, respectively. The amount of non-income tax related activity and other returns related to the STC investments that qualify for PAM was not material for the three and six months ended July 31, 2026 and 2025.

For the three and six months ended July 31, 2026 and 2025, the Company’s share of activity from its STC investments that do not qualify for PAM was not material.

NOTE 12 – EARNINGS PER SHARE

Potentially dilutive securities include stock options and restricted stock units. Diluted earnings per share include only securities that are actually dilutive. Basic and diluted earnings per share are computed as follows (in thousands, except per share data):

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Net income	$	53,302	$	35,275	$	99,365	$	57,825
Weighted average shares outstanding – basic		14,028		13,731		13,994		13,680
Effect of stock awards		136		400		187		442
Weighted average shares outstanding – diluted		14,164		14,131		14,181		14,122
Earnings per share
Basic	$	3.80	$	2.57	$	7.10	$	4.23
Diluted	$	3.76	$	2.50	$	7.01	$	4.09
Anti-dilutive securities not included		—		—		—		2

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NOTE 13 – STOCKHOLDERS’ EQUITY

During the six months ended July 31, 2026 and during Fiscal 2026, the Company paid dividends to stockholders as follows:

Record Date	Payment Date	Amount Per Share
July 23, 2026	July 31, 2026	$	0.500
April 22, 2026	April 30, 2026		0.500
January 22, 2026	January 31, 2026		0.500
October 23, 2025	October 31, 2025		0.500
July 23, 2025	July 31, 2025		0.375
April 22, 2025	April 30, 2025		0.375

On April 8, 2026, the board of directors of Argan increased the total authorization to repurchase shares of the Company’s common stock by $50 million, bringing the aggregate authorized amount to $200 million. Pursuant to its established program and authorizations provided by Argan’s board of directors, the Company repurchased shares of its common stock during the six months ended July 31, 2026 and 2025 and added the shares to treasury stock. During these periods, the Company repurchased 17,717 shares and 56,117 shares of common stock, all on the open market, for aggregate prices of approximately $9.6 million, or $544.62 per share, and $7.0 million, or $125.60 per share, respectively.

NOTE 14 – ACQUISITION

On July 31, 2026, the Company acquired all of the membership interests of ValCor, a Connecticut limited liability company, for total consideration of approximately $9.4 million, consisting of $8.0 million in cash, $0.5 million of our common stock issued from treasury, and $0.9 million for the acquisition-date fair value of contingent consideration. Transaction costs related to the acquisition were not material. The purchase price is subject to customary post-closing adjustments, including those related to net working capital and indemnification obligations. ValCor provides installation, maintenance, and repair services for information, communication, and data networks serving defense and aerospace customers throughout New England. The acquisition expands the geographic footprint, business opportunities, and market presence of Company’s Teledata segment.

The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations. The results of ValCor’s operations will be included in the Company’s consolidated financial statements and reported within the Teledata segment from the date of the acquisition. The preliminary allocation of the consideration transferred resulted in $4.7 million of acquired customer relationships and $2.6 million of goodwill. The estimated purchase price and allocation are preliminary and may change during the measurement period. The acquisition was not material to the Company's condensed consolidated financial statements, and accordingly, supplemental pro forma results of operations and the revenue and earnings of ValCor since the acquisition date have not been presented.

NOTE 15 – CUSTOMER CONCENTRATIONS

Most of the Company’s consolidated revenues relate to performance by the Power segment. The following schedule presents the percentage of consolidated revenues for each reportable segment for the respective periods:

	Three Months Ended July 31,						Six Months Ended July 31,
	2026			2025			2026			2025
Power		78.4	%		82.8	%		78.2	%		82.8	%
Industrial		19.8			15.2			19.9			15.1
Teledata		1.8			2.0			1.9			2.1

The Company’s most significant customer relationships for the three months ended July 31, 2026 included four Power customers, which accounted for 15%, 15%, 13%, and 13% of consolidated revenues. The Company’s most significant customer relationships for the three months ended July 31, 2025 included three Power customers, which accounted for 30%, 17%, and 13% of consolidated revenues. The Company’s most significant customer relationships for the six months ended July 31, 2026 included four Power customers, which accounted for 15%, 14%, 11%, and 11% of consolidated revenues. The Company’s most significant customer relationships for the six months ended July 31, 2025 included two Power customers, which accounted for 27% and 23% of consolidated revenues.

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The accounts receivable balances from four major customers represented 23%, 16%, 14%, and 12% of the corresponding consolidated balance as of July 31, 2026. The accounts receivable balances from three major customers represented 29%, 19%, and 11% of the corresponding consolidated balance as of January 31, 2026.

The contract asset balances attributable to three major customers represented 22%, 16%, and 11% of the corresponding consolidated balance as of July 31, 2026, and the contract asset balances attributable to three major customers represented 23%, 22%, and 19% of the corresponding consolidated balance as of January 31, 2026.

NOTE 16 – SEGMENT REPORTING

Segments represent components of an enterprise for which discrete financial information is available that is evaluated regularly by the Company’s chief executive officer, who is the Company’s chief operating decision maker (the “CODM”), in determining how to allocate resources and in assessing performance. The Company’s reportable segments recognize revenues and incur expenses and are organized as separate business units, each with distinct management teams, customers, workforces, and service offerings. The Company’s reportable segments may include more than one operating segment.

Income before income taxes is the measure of segment profit or loss used by the CODM. The CODM reviews segment income before income taxes on a monthly basis, comparing actual results to the annual operating plan and to prior periods. The CODM uses the resulting analysis in deciding the level of capital resources to allocate to each segment, in evaluating the performance of segment management, and in determining incentive compensation.

In addition to income before income taxes, the CODM uses gross profit to evaluate project execution and uses income from operations to evaluate the management of selling, general and administrative expenses. Amounts for these measures, and reconciliations of each to the Company’s consolidated results, are presented in the tables below.

Intersegment revenues and the related cost of revenues are netted against the corresponding amounts of the segment receiving the intersegment services. For the three and six months ended July 31, 2026, intersegment revenues were $2.4 million and $2.8 million, respectively, and primarily related to services provided by the Teledata segment to the Industrial segment. For the six months ended July 31, 2025, intersegment revenues were $1.9 million and primarily related to services provided by the Industrial segment to the Power segment. The amount of intersegment revenues for the three months ended July 31, 2025 was insignificant. Pricing for intersegment services is established based on the amounts negotiated between the respective parties.

Summarized below are certain operating results and financial position data of the Company’s reportable segments for the three and six months ended July 31, 2026 and 2025. Selling, general and administrative expenses include compensation and benefits, professional fees, information technology, insurance premiums, rent, business development, and amortization and depreciation expenses incurred directly by each segment. Other income, net, primarily includes earnings on invested funds. Corporate net expenses consist primarily of corporate overhead costs, partially offset by certain earnings on cash and cash equivalents. Corporate current assets primarily consist of cash, cash equivalents, and income-tax related assets.

Three Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	301,208	$	76,172	$	6,596	$	383,976
Cost of revenues		233,612		70,644		5,502		309,758
Gross profit		67,596		5,528		1,094		74,218
Selling, general and administrative expenses		10,767		1,634		1,329		13,730
Income (loss) from operations		56,829		3,894		(235)		60,488
Other income, net		9,513		154		15		9,682
Segment income (loss) before income taxes	$	66,342	$	4,048	$	(220)		70,170
Corporate								(3,282)
Consolidated income before income taxes								66,888
Provision for income taxes								13,586
Net income							$	53,302

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Three Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	75	$	—	$	75	$	—	$	75
Depreciation		347		199		96		642		3		645
Property, plant and equipment additions		353		4,849		53		5,255		—		5,255
Current assets	$	1,022,970	$	98,039	$	8,263	$	1,129,272	$	189,198	$	1,318,470
Current liabilities		802,317		68,415		5,551		876,283		1,827		878,110
Goodwill		18,476		9,467		2,727		30,670		—		30,670
Total assets		1,073,696		118,938		18,543		1,211,177		189,793		1,400,970

Three Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	196,948	$	36,065	$	4,730	$	237,743
Cost of revenues		158,370		31,542		3,564		193,476
Gross profit		38,578		4,523		1,166		44,267
Selling, general and administrative expenses		7,744		1,838		913		10,495
Income from operations		30,834		2,685		253		33,772
Other income, net		4,422		1		11		4,434
Segment income before income taxes	$	35,256	$	2,686	$	264		38,206
Corporate								(2,570)
Consolidated income before income taxes								35,636
Provision for income taxes								361
Net income							$	35,275

Three Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	98	$	—	$	98	$	—	$	98
Depreciation		223		163		96		482		9		491
Property, plant and equipment additions		914		753		18		1,685		9		1,694
Current assets	$	656,368	$	52,060	$	4,769	$	713,197	$	115,587	$	828,784
Current liabilities		451,599		26,758		3,964		482,321		2,001		484,322
Goodwill		18,476		9,467		90		28,033		—		28,033
Total assets		690,653		68,338		7,353		766,344		116,360		882,704

Six Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	527,875	$	134,476	$	12,579	$	674,930
Cost of revenues		406,698		122,071		10,829		539,598
Gross profit		121,177		12,405		1,750		135,332
Selling, general and administrative expenses		19,996		3,597		2,491		26,084
Income (loss) from operations		101,181		8,808		(741)		109,248
Other income, net		17,365		180		12		17,557
Segment income (loss) before income taxes	$	118,546	$	8,988	$	(729)		126,805
Corporate								(6,148)
Consolidated income before income taxes								120,657
Provision for income taxes								21,292
Net income							$	99,365

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Six Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	150	$	—	$	150	$	—	$	150
Depreciation		675		351		172		1,198		6		1,204
Property, plant and equipment additions		2,158		5,477		53		7,688		—		7,688

Six Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	357,304	$	65,249	$	8,850	$	431,403
Cost of revenues		285,756		57,575		6,942		350,273
Gross profit		71,548		7,674		1,908		81,130
Selling, general and administrative expenses		14,530		3,450		1,831		19,811
Income from operations		57,018		4,224		77		61,319
Other income, net		8,794		1		43		8,838
Segment income before income taxes	$	65,812	$	4,225	$	120		70,157
Corporate								(4,735)
Consolidated income before income taxes								65,422
Provision for income taxes								7,597
Net income							$	57,825

Six Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	196	$	—	$	196	$	—	$	196
Depreciation		383		323		188		894		12		906
Property, plant and equipment additions		1,129		765		106		2,000		89		2,089

NOTE 17 — SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Other current assets consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Income tax refunds receivable and prepaid income taxes	$	35,729	$	36,019
Raw materials inventory		13,129		10,978
Prepaid expenses		12,115		5,788
Other		12,982		7,417
Total other current assets	$	73,955	$	60,202

Accrued expenses consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Accrued project costs	$	66,009	$	38,623
Accrued compensation		40,239		40,734
Lease liabilities		10,915		2,516
Other		18,715		7,875
Total accrued expenses	$	135,878	$	89,748

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion summarizes the financial position of Argan, Inc. and its subsidiaries as of July 31, 2026, and the results of their operations for the three and six months ended July 31, 2026 and 2025, and should be read in conjunction

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with (i) the unaudited condensed consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q and (ii) the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for Fiscal 2026 that was filed with the SEC on March 26, 2026 (the “Annual Report”).

Cautionary Statement Regarding Forward Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for certain forward-looking statements. We have made statements in this Item 2 and elsewhere in this Quarterly Report on Form 10-Q that may constitute “forward-looking statements.” The words “believe,” “expect,” “anticipate,” “plan,” “intend,” “estimate,” “foresee,” “should,” “would,” “could,” or other similar expressions are intended to identify forward-looking statements.

These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by these forward-looking statements. Although we believe the expectations reflected in the forward-looking statements are reasonable when made, we cannot guarantee future results, levels of activity, performance, or achievements.

All comments concerning our expectations for future revenues and operating results are based on our forecasts for existing operations that do not include the potential impacts of any future acquisitions.

There are a number of important factors that could cause our actual results to differ materially from the results anticipated by our forward-looking statements, which include, but are not limited to:

● decreased demand for our services during economic downturns or unpredictable economic cycles;

● the concentration of our consolidated revenues in a limited number of customers and projects;

● unexpected adjustments, delays, suspensions or cancellations that reduce project backlog or the rate at which backlog is converted into revenues;

● disruptions or unfavorable changes in power market economics;

● reduced demand for our services resulting from increases in, or increased volatility of, natural gas prices;

● soft demand for electrical power;

● project disruptions due to unexpected changes in the foreign countries in which we operate;

● changes in U.S. trade policy, including the imposition of tariffs;

● delays or failures in obtaining required regulatory approvals, including permits, interconnection agreements and natural gas pipeline approvals;

● inflation and increases in the cost, or reductions in the availability, of labor, materials, components and equipment, including extended lead times for gas turbines and other long-lead equipment;

● work stoppages, union negotiations and other labor problems;

● risks relating to acquisitions, investments and divestitures, including the inability to complete such transactions or to integrate acquired businesses successfully;

● security threats, including cybersecurity threats, and related disruptions; and

● natural disasters, adverse weather, public health crises, geopolitical conflicts and other catastrophic events, including related disruptions to global energy markets and supply chains.

Additional factors include those described in our Annual Report on Form 10-K for the fiscal year ended January 31, 2026, including under the captions Risk Factors, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and Business, in our quarterly reports on Form 10-Q, including under the captions Risk Factors and Management’s Discussion and Analysis of Financial Condition and Results of Operations, and in our subsequent filings with the SEC.

There may be other risks and uncertainties that we are unable to predict at this time or that we currently do not expect to have a material adverse effect on our business, and we undertake no obligation to update or revise any forward-looking statements except as required by law. You should not place undue reliance on any forward-looking statements that we may make.

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Business Description

The Company is primarily an engineering and construction firm that conducts operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata.

Power: Our Power segment provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The customers include primarily independent power producers, public utilities, power plant equipment suppliers, and other commercial firms with significant power requirements. Customer projects are located in the U.S., Ireland, and the U.K.

Industrial: Our Industrial segment provides on-site services that support new plant construction and additions, maintenance turnarounds, shutdowns, and emergency mobilizations for industrial operations primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components such as piping systems and pressure vessels. Its customers include datacenter developers and companies in the power, petrochemical, biopharmaceutical, pulp and paper, and specialty chemical industries, among other industrial end markets.

Teledata: Our Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services across power distribution and information, communications, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic and New England regions of the U.S.

Together, these segments enable us to serve a wide range of client needs across power generation, industrial construction, and teledata infrastructure, establishing our presence as a diversified provider in the construction and engineering sectors.

We may make opportunistic acquisitions and/or investments by identifying companies with significant potential for profitable growth and realizable synergies with one or more of our existing businesses. As a result, we may have more than one industrial focus depending on the opportunities and/or needs of our customers. Acquired companies will be operated in a manner that we believe will best provide long-term and enduring value for our stockholders.

Acquisition

On July 31, 2026, we acquired all of the membership interests of ValCor for total consideration of approximately $9.4 million, consisting of $8.0 million in cash, $0.5 million of our common stock issued from treasury, and $0.9 million for the acquisition-date fair value of contingent consideration. ValCor is reported within our Teledata segment. See Note 14 to the accompanying condensed consolidated financial statements.

The acquisition extends the geographic reach of our Teledata segment into New England and adds a customer base of defense and aerospace organizations that complements the segment’s existing commercial, industrial, and government customers. Because the acquisition closed on the last day of the quarter, ValCor did not contribute revenues or earnings to our results of operations for the three and six months ended July 31, 2026. The acquisition was not material to our condensed consolidated financial statements, and we do not expect it to have a material effect on our consolidated results of operations or financial condition.

Market Outlook

Most of our consolidated revenues relate to performance in the U.S. by the Power segment, which provides EPC services to design, build, and commission large-scale energy projects. In the U.S., electricity demand has reached its highest level in two decades, driven by the build-out of data centers supporting artificial intelligence technologies, the adoption of electric vehicles, and the reshoring of manufacturing activities. Keeping up with growing energy demand is further challenged by the aging fleet of traditional power facilities that are at or nearing the end of their operational lives. Throughout the U.S., the risk of electricity shortages is rising as the retirement of traditional power plants outpaces their replacements. Grid operators have emphasized the need for additional dispatchable, reliable power sources to support system stability, particularly during periods of peak demand or reduced renewable output. Natural gas-fired power plants are expected to remain a key component of future capacity additions due to their cost-effectiveness, reliability, and ability to support intermittent energy sources.

While utility-scale solar, wind, and battery storage projects continue to expand their prevalence – supported by declining capital costs, improved energy storage systems, and policy incentives – they often cannot provide the same level of

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consistent, around-the-clock power generation as thermal plants. Despite their increasing cost competitiveness and their rapid deployment over the past several years, the long-term trajectory of renewables may be influenced by shifts in energy policy, evolving regulatory frameworks, and grid integration challenges.

The pace of new power generation development continues to be constrained by a limited number of experienced EPC contractors, equipment supply limitations, interconnection delays, and specialized labor availability. Lead times for large gas turbines, transformers, and other grid equipment have extended meaningfully beyond historical norms as manufacturer order books have expanded, and equipment costs have risen accordingly. Competition for skilled craft labor has also intensified, as data center, semiconductor, liquefied natural gas, and industrial construction activity often draw from the same regional labor pools. These dynamics have contributed to a supply-constrained environment for large-scale power generation construction, which we believe supports a strong pipeline of project opportunities for contractors with demonstrated execution experience. Our backlog growth over the past year reflects these conditions and the continued demand for experienced contractors capable of executing complex power generation projects. However, the timing and extent of future project awards remain subject to a variety of factors, including regulatory developments, financing conditions, permitting timelines, equipment availability, and broader economic conditions, any of which could affect the pace at which new power generation projects move forward. For example, community opposition to new large-scale data center development has contributed to moratoria and other restrictions recently adopted or proposed in several states and localities, which could moderate the pace of load growth in affected markets, although these measures are directed at data center development rather than power generation.

Recent changes in U.S. trade policy, including the implementation of new or increased tariffs, have introduced cost and supply chain uncertainties affecting certain construction materials and equipment. Tariffs on imported materials, including steel and aluminum, could significantly impact the cost of building power plants and may cause import delays, increasing lead times necessary for materials to arrive at our construction sites. The resulting rise in material costs and delivery delays could lead to higher overall project costs and changes to project timelines. As the current U.S. administration’s approach to tariffs remains fluid, the full extent of these effects remains uncertain. We continue to monitor developments closely, as prolonged or expanded trade restrictions could negatively affect project costs, timing, and customer demand.

Project Backlog

As of July 31, 2026 and January 31, 2026, our consolidated project backlog amounts of $2.5 billion and $2.9 billion, respectively, consisted substantially of projects within our Power segment.

The amount of our project backlog reported at a point in time represents the expected revenue from the remaining work on projects where the scope is sufficiently defined and the contract value can be reasonably estimated. While the inclusion of contract values in project backlog involves management judgment based on the facts and circumstances, we typically include the value of the contract in project backlog upon receiving a notice to proceed from the project owner. In making the determination of project backlog, management may consider several factors, including terms of the contract, the degree of project financing and permitting, and historical experience with similar contracts. The start of new projects is primarily controlled by project owners and delays may occur that are beyond our control.

860 MW Thermal Project

In October 2025, we entered into an EPC services contract and received the corresponding full notice to proceed (“FNTP”) for the construction of an approximately 860 MW natural gas-fired power plant located in the Electric Reliability Council of Texas (“ERCOT”) market. Construction began during the fourth quarter of Fiscal 2026, and the project has an expected completion date in calendar year 2028.

1.4 GW Thermal Project

In October 2025, we received FNTP on an EPC services contract for a 1.4 GW combined-cycle natural gas-fired power plant in Ward County, Texas. Construction began during the fourth quarter of Fiscal 2026, and the project has an expected completion date in calendar year 2029.

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170 MW Thermal Project

In July 2025, we entered into an EPC services contract for the construction of a power plant with a planned electricity generation capacity of approximately 170 MW in County Meath, Ireland. Project activity commenced in the third quarter of Fiscal 2026. The project has an expected project completion date in calendar year 2028.

Sandow Lakes Power Station (“1.2 GW Power Station”)

In April 2025, we received a notice to proceed on an EPC services contract to build a 1.2 GW combined-cycle natural gas-fired power plant in Lee County, Texas. Project activity commenced in the second quarter of Fiscal 2026. The project has an expected completion date in calendar year 2028.

Tarbert Next Generation Power Station

In January 2025, we entered into an EPC services contract to build an approximately 300 MW biofuel power plant located in County Kerry, Ireland. The Tarbert Next Generation Power Station will run on 100% sustainable biofuels, specifically hydrotreated vegetable oil. Project activity commenced in the first quarter of Fiscal 2026. The project has an expected completion date towards the end of calendar year 2027.

700 MW Combined-Cycle Project

In December 2024, we entered into an EPC services contract and received the corresponding FNTP to build an approximately 700 MW combined-cycle natural gas-fired power plant located in the U.S. Project activity commenced in the fourth quarter of Fiscal 2025. Project completion is scheduled for calendar year 2028.

405 MW Midwest Solar Project

In August 2024, we received FNTP on an EPC services contract to construct a utility-scale solar field in Illinois with the capacity to provide 405 MW of electrical power. The project is expected to reach substantial completion during the fiscal quarter ending October 31, 2026.

Midwest Solar and Battery Projects

Between January and early May 2024, we received FNTPs for three state-of-the-art solar energy and battery energy storage facilities in Illinois. The three projects will cumulatively represent 160 MW of electrical power and 22 MW of energy storage. Two of these projects were completed in Fiscal 2025. Substantial completion for the remaining project was achieved during the first quarter of the fiscal year ending January 31, 2027 (“Fiscal 2027”), and final completion was achieved subsequent to July 31, 2026.

Trumbull Energy Center

In November 2022, we received FNTP related to an EPC services contract for the construction of a 950 MW combined-cycle natural gas-fired power plant in Lordstown, Ohio. Substantial completion of the project was reached during the fourth quarter of Fiscal 2026, and final completion was achieved during the first quarter of Fiscal 2027.

Industrial Segment Project Backlog

As of July 31, 2026, the Industrial segment’s project backlog was approximately $209.6 million as compared to $253.0 million on January 31, 2026. In November 2025, we were awarded a contract for the fabrication of approximately 2,000 horizontal pressure vessels intended for use in thermal energy storage and chilled water buffer cooling systems at the customer's data center facilities. To support execution of this contract and future orders, we purchased land in Farmville, North Carolina for construction of an additional fabrication facility, which is expected to be completed during the third quarter of Fiscal 2027.

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Comparison of the Results of Operations for the Three Months Ended July 31, 2026 and 2025

The following schedule compares our operating results for the three months ended July 31, 2026 and 2025 (dollars in thousands):

	Three Months Ended July 31,
	2026		2025		$ Change		% Change
REVENUES
Power	$	301,208	$	196,948	$	104,260	52.9	%
Industrial		76,172		36,065		40,107	111.2
Teledata		6,596		4,730		1,866	39.5
Revenues		383,976		237,743		146,233	61.5
COST OF REVENUES
Power		233,612		158,370		75,242	47.5
Industrial		70,644		31,542		39,102	124.0
Teledata		5,502		3,564		1,938	54.4
Cost of revenues		309,758		193,476		116,282	60.1
GROSS PROFIT		74,218		44,267		29,951	67.7
Selling, general and administrative expenses		17,413		14,212		3,201	22.5
INCOME FROM OPERATIONS		56,805		30,055		26,750	89.0
Other income, net		10,083		5,581		4,502	80.7
INCOME BEFORE INCOME TAXES		66,888		35,636		31,252	87.7
Provision for income taxes		13,586		361		13,225	3,663.4
NET INCOME	$	53,302	$	35,275	$	18,027	51.1	%
DILUTED EARNINGS PER SHARE	$	3.76	$	2.50	$	1.26	50.4	%

Revenues

Power Segment

The revenues of the Power segment increased by 52.9%, or $104.3 million, to $301.2 million for the three months ended July 31, 2026 compared with revenues of $196.9 million for the three months ended July 31, 2025 as the quarterly construction activities increased for the 1.4 GW Thermal Project, the 700 MW Combined-Cycle Project, the 1.2 GW Power Station, and the 860 MW Thermal Project. The primary drivers for this segment’s revenues for the three months ended July 31, 2025, were the construction of the 405 MW Midwest Solar Project, the Midwest Solar and Battery Projects, and the Trumbull Energy Center. The revenues of this business segment represented approximately 78.4% of consolidated revenues for the quarter ended July 31, 2026 and 82.8% of consolidated revenues for the corresponding prior year quarter.

Industrial Segment

The revenues of the Industrial segment increased by $40.1 million, or 111.2%, to $76.2 million for the three months ended July 31, 2026 compared to revenues of $36.1 million for the three months ended July 31, 2025, as the amounts of field services construction activities and vessel fabrication work increased between periods. For the three months ended July 31, 2026 and 2025, the revenues of this segment represented 19.8% and 15.2% of consolidated revenues for the corresponding periods, respectively.

Teledata Segment

The revenues of the Teledata segment were $6.6 million for the three months ended July 31, 2026, compared with revenues of $4.7 million for the three months ended July 31, 2025.

Cost of Revenues

Due primarily to the increase in consolidated revenues for the three months ended July 31, 2026 compared with revenues for the three months ended July 31, 2025, consolidated cost of revenues also increased. These costs were $309.8 million and $193.5 million for the three-month periods ended July 31, 2026 and 2025, respectively.

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For the three-month period ended July 31, 2026, we reported a consolidated gross profit of approximately $74.2 million, which represented a gross profit percentage of approximately 19.3% of corresponding consolidated revenues. For the three-month period ended July 31, 2025, we reported a consolidated gross profit of approximately $44.3 million, which represented a gross profit percentage of approximately 18.6% of corresponding consolidated revenues. The gross profit percentage increased between periods primarily due to the changing mix of projects and contract types and strong execution in our Power segment. The increase in gross profit percentage was partially offset by decreased performance on certain projects in our Industrial and Teledata segments. The gross profit percentages of corresponding revenues for the Power, Industrial, and the Teledata segments were 22.4%, 7.3% and 16.6%, respectively, for the quarter ended July 31, 2026. The gross profit percentages of corresponding revenues for the Power, Industrial, and the Teledata segments were 19.6%, 12.5% and 24.7%, respectively, for the quarter ended July 31, 2025.

Selling, General and Administrative Expenses

These costs were $17.4 million and $14.2 million for the three months ended July 31, 2026 and 2025, respectively, and represented 4.5% and 6.0% of corresponding consolidated revenues, respectively.

Other Income, Net

For the three months ended July 31, 2026 and 2025, the net amounts of other income were $10.1 million and $5.6 million, respectively, which primarily reflected income earned during the periods on investments, cash and cash equivalent balances. The increase in other income, net, period-over-period was driven by higher average balances of cash and invested funds, partially offset by a lower weighted average annual yield during the three months ended July 31, 2026 compared to the same period in the prior year.

Provision for Income Taxes

We recorded income tax expense for the three months ended July 31, 2026 in the net amount of approximately $13.6 million. Our effective income tax rate for the three months ended July 31, 2026 was 20.3%. This effective tax rate differed from the U.S. federal statutory rate of 21% due primarily to the favorable tax benefit resulting from stock option exercises and other share-based award settlements during the period.

We recorded income tax expense for the three months ended July 31, 2025 in the net amount of approximately $0.4 million. Our effective income tax rate for the three months ended July 31, 2025 was 1.0%, which differed from the U.S. federal statutory rate due primarily to the favorable tax benefit resulting from stock option exercises during the period.

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Comparison of the Results of Operations for the Six Months Ended July 31, 2026 and 2025

The following schedule compares our operating results for the six months ended July 31, 2026 and 2025 (dollars in thousands):

	Six Months Ended July 31,
	2026		2025		$ Change		% Change
REVENUES
Power	$	527,875	$	357,304	$	170,571	47.7	%
Industrial		134,476		65,249		69,227	106.1
Teledata		12,579		8,850		3,729	42.1
Revenues		674,930		431,403		243,527	56.5
COST OF REVENUES
Power		406,698		285,756		120,942	42.3
Industrial		122,071		57,575		64,496	112.0
Teledata		10,829		6,942		3,887	56.0
Cost of revenues		539,598		350,273		189,325	54.1
GROSS PROFIT		135,332		81,130		54,202	66.8
Selling, general and administrative expenses		33,132		26,733		6,399	23.9
INCOME FROM OPERATIONS		102,200		54,397		47,803	87.9
Other income, net		18,457		11,025		7,432	67.4
INCOME BEFORE INCOME TAXES		120,657		65,422		55,235	84.4
Provision for income taxes		21,292		7,597		13,695	180.3
NET INCOME	$	99,365	$	57,825	$	41,540	71.8	%
DILUTED EARNINGS PER SHARE	$	7.01	$	4.09	$	2.92	71.4	%

Revenues

Power Segment

The revenues of the Power segment increased by 47.7%, or $170.6 million, to $527.9 million for the six months ended July 31, 2026 compared with revenues of $357.3 million for the six months ended July 31, 2025 as the construction activities increased for the 1.4 GW Thermal Project, the 700 MW Combined-Cycle Project, the 1.2 GW Power Station, and the 860 MW Thermal Project. The primary drivers for this segment’s revenues for the six months ended July 31, 2025, were the construction of the 405 MW Midwest Solar Project and the 700 MW Combined-Cycle Project. The revenues of this business segment represented approximately 78.2% of consolidated revenues for the six months ended July 31, 2026 and 82.8% of consolidated revenues for the corresponding prior year period.

Industrial Segment

The revenues of the Industrial segment increased by $69.2 million, or 106.1%, to $134.5 million for the six months ended July 31, 2026 compared to revenues of $65.2 million for the six months ended July 31, 2025, as the amounts of field services construction activities and vessel fabrication work increased between periods. For the six months ended July 31, 2026 and 2025, the revenues of this segment represented 19.9% and 15.1% of consolidated revenues for the corresponding periods, respectively.

Teledata Segment

The revenues of the Teledata segment were $12.6 million for the six months ended July 31, 2026, compared with revenues of $8.9 million for the six months ended July 31, 2025.

Cost of Revenues

Due primarily to the increase in consolidated revenues for the six months ended July 31, 2026 compared with revenues for the six months ended July 31, 2025, consolidated cost of revenues also increased. These costs were $539.6 million and $350.3 million for the six-month periods ended July 31, 2026 and 2025, respectively.

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For the six-month period ended July 31, 2026, we reported a consolidated gross profit of approximately $135.3 million, which represented a gross profit percentage of approximately 20.1% of corresponding consolidated revenues. For the six-month period ended July 31, 2025, we reported a consolidated gross profit of approximately $81.1 million, which represented a gross profit percentage of approximately 18.8% of corresponding consolidated revenues. The gross profit percentage increased between periods primarily due to the changing mix of projects and contract types and strong execution in our Power segment. The increase in gross profit percentage was partially offset by decreased performance on certain projects in our Industrial and Teledata segments. The gross profit percentages of corresponding revenues for the Power, Industrial, and the Teledata segments were 23.0%, 9.2% and 13.9%, respectively, for the six months ended July 31, 2026. The gross profit percentages of corresponding revenues for the Power, Industrial, and the Teledata segments were 20.0%, 11.8% and 21.6%, respectively, for the six months ended July 31, 2025.

Selling, General and Administrative Expenses

These costs were $33.1 million and $26.7 million for the six months ended July 31, 2026 and 2025, respectively, and represented 4.9% and 6.2% of corresponding consolidated revenues, respectively.

Other Income, Net

For the six months ended July 31, 2026 and 2025, the net amounts of other income were $18.5 million and $11.0 million, respectively, which primarily reflected income earned during the periods on investments, cash and cash equivalent balances. The increase in other income, net, period-over-period was driven by higher average balances of cash and invested funds, partially offset by a lower weighted average annual yield during the six months ended July 31, 2026 compared to the same period in the prior year.

Provision for Income Taxes

We recorded income tax expense for the six months ended July 31, 2026 in the net amount of approximately $21.3 million. Our effective income tax rate for the six months ended July 31, 2026 was 17.6%. This effective tax rate differed from the U.S. federal statutory rate of 21% due primarily to the favorable tax benefit resulting from stock option exercises and other share-based award settlements during the period.

We recorded income tax expense for the six months ended July 31, 2025 in the net amount of approximately $7.6 million. Our effective income tax rate for the six months ended July 31, 2025 was 11.6%, which differed from the U.S. federal statutory rate due primarily to the favorable tax benefit resulting from stock option exercises during the period.

Liquidity and Capital Resources as of July 31, 2026

As of July 31, 2026 and January 31, 2026, our balances of cash and cash equivalents were $364.5 million and $339.5 million, respectively, which represented an increase of $25.0 million during the current fiscal year.

The net amount of cash provided by operating activities for the six months ended July 31, 2026 was $210.4 million. Our net income for the six months ended July 31, 2026, adjusted favorably by the net amount of non-cash income and expense items, represented a source of cash in the total amount of $106.6 million. The increase in contract liabilities of $113.1 million and the increase in the combined level of accounts payable and accrued expenses in the amount of $41.1 million represented sources of cash during the period. The decrease in contract assets of $7.8 million also represented a source of cash during the period. The increase in accounts receivable of $44.5 million and the increase in other assets in the amount of $13.7 million represented uses of cash during the period.

During the six months ended July 31, 2026, we used $130.7 million for investing activities, including $85.1 million, net of maturities, to invest in AFS securities consisting of U.S. Treasury notes. We also used $30.0 million, net of maturities, to invest in CDs. We also used $7.7 million for purchases of property, plant, and equipment. We also used $8.0 million, net of cash acquired, for the acquisition of ValCor.

For the six months ended July 31, 2026, we used $51.7 million in cash for financing activities, including $28.1 million for share-based award settlements, which represented payments for withholding taxes reimbursed by shares of common stock, net of proceeds received from stock option exercises. We also used $14.0 million for the payment of regular cash dividends and $9.6 million used to repurchase shares of common stock pursuant to our share purchase program. As of July 31, 2026, there were no restrictions with respect to intercompany payments between the holding company and all subsidiaries.

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In connection with the ValCor acquisition, we may be required to pay contingent consideration in cash over the three-year period following the closing upon the satisfaction of specified conditions, and to pay additional cash and issue shares of our common stock under a three-year deferred compensation arrangement with a key employee of ValCor upon the achievement of specified performance targets. The purchase price also remains subject to customary post-closing adjustments, including those related to net working capital and indemnification obligations. We do not expect these amounts to have a material effect on our liquidity or capital resources.

As of July 31, 2026, certain amounts of our cash equivalents were invested in money market funds with assets invested in cash, U.S. Treasury obligations, other obligations issued by U.S. Government agencies and sponsored enterprises, and repurchase agreements secured by such obligations. Most of our operating bank account balances are maintained with the Bank. We do maintain certain euro-based bank accounts in Ireland and certain pound sterling-based bank accounts in the U.K. in support of our overseas operations.

In order to monitor the actual and necessary levels of liquidity for our business, we focus on net liquidity, or working capital, in addition to our cash balances. During the six months ended July 31, 2026, our net liquidity increased by $19.4 million to $440.4 million from $421.0 million as of January 31, 2026, due primarily to our net income, partially offset by the payment of cash for the ValCor acquisition, payment of cash dividends, common stock repurchases, and settlements of share-based awards, net of withholding taxes paid. Our working capital levels are less subject to the volatility that affects our cash and cash equivalents because we carry no debt service obligations, fixed asset acquisitions in a reporting period are typically low, and our net liquidity includes short-term investments and AFS investments.

We believe that cash on hand, our cash equivalents, cash that will be provided from the maturities of short-term investments and other debt securities and cash generated from our future operations, with or without funds available under our Credit Agreement, will be adequate to meet our general business needs in the foreseeable future. In general, we maintain significant liquid capital in our consolidated balance sheet to ensure the maintenance of our bonding capacity and to provide parent company performance guarantees for EPC and other construction projects.

However, any significant future acquisition, investment, or other unplanned cost or cash requirement may require us to raise additional funds through the issuance of debt and/or equity securities. There can be no assurance that such financing will be available on terms acceptable to us, or at all.

Financing Arrangements

On May 24, 2024, we executed with the Bank the Credit Agreement with an expiration date of May 31, 2027. The Credit Agreement, which was amended on October 23, 2025, has a base lending commitment amount of $35.0 million and establishes the interest rate for revolving loans at SOFR plus 1.85%. In addition to the base commitment, the credit facility includes an accordion feature that allows for an additional commitment amount of $30.0 million, subject to certain conditions. We may use the borrowing ability to cover other credit instruments issued by the Bank for our use in the ordinary course of business as defined in the Credit Agreement. Further, on May 31, 2024, we entered into a companion facility, in the amount of $25.0 million, pursuant to which an overseas subsidiary of the Company may cause the Bank’s European entity to issue letters of credit on its behalf that are secured by a blanket parent company guarantee issued by Argan to the Bank.

As of July 31, 2026, we did not have any outstanding borrowings under the Credit Agreement. However, the Bank has issued a letter of credit in the total outstanding amount of $0.5 million as of July 31, 2026. The comparable outstanding total amount of the letter of credit at January 31, 2026 was $0.3 million.

We have pledged the majority of the Company’s assets to secure its financing arrangements. The Bank’s consent is not required for acquisitions, divestitures, cash dividends, or significant investments as long as certain conditions are met. The Credit Agreement requires that we comply with certain financial covenants at its fiscal year-end and at each fiscal quarter-end. The Credit Agreement includes other terms, covenants and events of default that are customary for a credit facility of its size and nature, including a requirement to achieve positive adjusted earnings before interest, taxes, depreciation, and amortization, as defined, over each rolling twelve-month measurement period. As of July 31, 2026, we were in compliance with the covenants and other requirements of the Credit Agreement.

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Performance Bonds and Guarantees

In the normal course of business and for certain major projects, we may be required to obtain surety or performance bonding, to provide parent company guarantees, or to cause the issuance of letters of credit (or some combination thereof) in order to provide performance assurances to clients on behalf of one of our subsidiaries.

If our services under a guaranteed project would not be completed, or if it would be determined to have resulted in a material defect or other material deficiency, then we could be responsible for monetary damages or other legal remedies. As is typically required by any surety bond, we would be obligated to reimburse the issuer of any surety bond provided on behalf of a subsidiary for any cash payments made thereunder. The commitments under performance bonds generally end concurrently with the expiration of the related contractual obligation.

As of July 31, 2026, the estimated amount of our unsatisfied bonded performance obligations, covering all of our subsidiaries, was approximately $0.9 billion. In addition, as of July 31, 2026, the outstanding amount of bonds covering other risks, including warranty obligations and contract payment retentions related to completed activities, was $104.3 million.

When sufficient information about claims related to performance on projects would be available and monetary damages or other costs or losses would be determined to be probable, we would record such losses. As our subsidiaries are wholly-owned, any actual liability related to contract performance is ordinarily reflected in the financial statement account balances determined pursuant to the Company’s accounting for contracts with customers. Any amounts that we may be required to pay in excess of the estimated costs to complete contracts in progress as of July 31, 2026 are not estimable.

Solar Energy Project Investments

We make investments in limited liability companies that make equity investments in solar energy projects that are eligible to receive energy tax credits, for which we have received substantially all of the income tax benefits associated with those investments. As of July 31, 2026, we had no remaining cash investment commitments related to the solar tax credit entities in which we have invested. It is likely that we will evaluate opportunities to make other alternative energy project investments in the future.

Development Financing

We selectively participate in power plant project development and related financing activities. As is common in our industry, EPC contractors and third parties periodically form joint ventures, limited partnerships and limited liability companies for purposes of executing a project or program for a project owner. These special purpose entities are typically dissolved upon completion of the project or program.

We have agreed to support arrangements with independent project developers, primarily by providing development financing to special purpose entities formed to advance natural gas-fired power plant projects. Several of these arrangements have resulted in our successful construction of gas-fired power plants. In each case, we received project development fees, and our loans were repaid in full plus interest and fees. Not all such business development endeavors are successful, and we have recorded impairment losses as a result in the past. As of July 31, 2026, there were no development financing loans outstanding.

Deferred Tax Assets and Liabilities

We maintain a valuation allowance against certain deferred tax assets of our U.K. subsidiary, consisting primarily of net operating loss carryforwards. Our U.K. operations have generated taxable income in recent periods, and it is reasonably possible that we could release all or a portion of this valuation allowance within the next 12 months. A full or partial release would result in a material income tax benefit in the period of release and would reduce our effective income tax rate for that period. See Note 11 to the accompanying condensed consolidated financial statements.

Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”)

We believe that EBITDA is a meaningful presentation that enables us to assess and compare our operating performance on a consistent basis by removing from our operating results the impacts of our capital structure, the effects of the

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accounting methods used to compute depreciation and amortization and the effects of operating in different income tax jurisdictions. Further, we believe that EBITDA is widely used by investors and analysts as a measure of performance.

However, as EBITDA is not a measure of performance calculated in accordance with U.S. GAAP, we do not believe that this measure should be considered in isolation from, or as a substitute for, the results of our operations presented in accordance with U.S. GAAP that are included in our consolidated financial statements. In addition, our EBITDA does not necessarily represent funds available for discretionary use and is not necessarily a measure of our ability to fund our cash needs.

The following tables present EBITDA for the three and six months ended July 31, 2026 and 2025, respectively (amounts in thousands):

	Three Months Ended
	July 31,
	2026		2025
Net income, as reported	$	53,302	$	35,275
Provision for income taxes		13,586		361
Depreciation		645		491
Amortization of intangible assets		75		98
EBITDA	$	67,608	$	36,225

	Six Months Ended
	July 31,
	2026		2025
Net income, as reported	$	99,365	$	57,825
Provision for income taxes		21,292		7,597
Depreciation		1,204		906
Amortization of intangible assets		150		196
EBITDA	$	122,011	$	66,524

Critical Accounting Policies

There have been no material changes in our critical accounting policies and estimates from those disclosed in our Annual Report filed with the SEC on March 26, 2026.

Recently Issued Accounting Pronouncements

See Note 1 to the accompanying condensed consolidated financial statements for discussion on recently issued accounting pronouncements.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There have been no material changes in our exposure to market risk during the six months ended July 31, 2026.

For a broader discussion of the Company’s exposure to market risks, refer to the Company’s market risk disclosures set forth in Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of the Annual Report.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of disclosure controls and procedures. Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)) as of July 31, 2026. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of July 31, 2026, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed

28

in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified by the SEC, and the material information related to the Company and its consolidated subsidiaries is made known to management, including the chief executive officer and chief financial officer, to allow timely decisions regarding required disclosure in the reports.

Changes in internal controls over financial reporting. There have been no significant changes in our internal control over financial reporting (as defined in Rules 13a-15 and 15d-15 under the Exchange Act) during the fiscal quarter ended July 31, 2026, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

ITEM 1. LEGAL PROCEEDINGS

We have provided information about legal proceedings in which we are involved in Note 9 to the accompanying condensed consolidated financial statements. In addition, in the normal course of business, we may have pending claims and legal proceedings. Based on information available at this time, we do not believe that the resolution of any current claim or proceeding will have a material effect on our condensed consolidated financial statements.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this Quarterly Report on Form 10–Q, carefully consider the factors discussed in Part I, Item 1A Risk Factors in our Annual Report on Form 10–K, which could materially affect our business, financial condition, or future results.

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

Our board of directors has authorized management to repurchase shares of our common stock in the open market, through investment banking institutions, privately-negotiated transactions, or direct purchases pursuant to a share repurchase program (the “Share Repurchase Plan”). On April 8, 2026, the board of directors increased the total authorization under the Share Repurchase Plan by $50 million, bringing the aggregate authorized amount to $200 million. The timing and amount of any repurchases will depend on market and business conditions, applicable legal and credit requirements, and other corporate considerations. In accordance with Rule 10b5-1 under the Securities Exchange Act of 1934, and pursuant to the Share Repurchase Plan, we have permitted, and may in the future permit, the repurchase of our common stock during trading blackout periods by an investment banking firm or other institution acting as our agent under predetermined parameters.

Information related to our share repurchases for the three months ended July 31, 2026 follows:

					Approximate Dollar
				Total Number of	Value of Shares That May Yet
				Shares Purchased as Part	Be Purchased under the
	Total Number of	Average Price per		of Publicly Announced	Plans or Programs
Period	Shares Repurchased	Share Paid		Plans or Programs	(Dollars in Thousands)
May 1 - 31, 2026	1,680	$	680.32	1,680	$	83,520
June 1 - 30, 2026	9,609	$	715.69	1,800	$	82,264
July 1 - 31, 2026	7,787	$	551.53	7,787	$	77,969
Total	19,076			11,267

For the month ended June 30, 2026, we withheld 7,809 shares of our common stock at the average price per share of $719.84 for the exercise price and/or tax withholding in connection with stock option exercises and restricted stock unit settlements that occurred during the month.

On July 31, 2026, in connection with the acquisition of ValCor described in Note 14 to the accompanying condensed consolidated financial statements, the Company issued 877 shares of its common stock from treasury to the sole member of ValCor as partial consideration for the acquisition. The shares had an aggregate value of approximately $0.5 million as of the acquisition date.

29

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

Not Applicable

ITEM 5. OTHER INFORMATION

During the quarter ended July 31, 2026, no director or officer of the Company (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

ITEM 6. EXHIBITS

Exhibit No.	Title
3.1	Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on September 4, 2025).
3.2	Bylaws (incorporated by reference to Exhibit 3.2 to the Registrant’s Annual Report on Form 10-K filed on April 15, 2009).
31.1	Certification of Chief Executive Officer, pursuant to Rule 13a-14(c) under the Securities Exchange Act of 1934.
31.2	Certification of Chief Financial Officer, pursuant to Rule 13a-14(c) under the Securities Exchange Act of 1934.
32.1	Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350. *
32.2	Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350. *
101.INS	XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Inline XBRL Taxonomy Extension Schema.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase.
101.LAB	Inline XBRL Taxonomy Label Linkbase.
101.PRE	Inline XBRL Taxonomy Presentation Linkbase.
101.DEF	Inline XBRLTaxonomy Extension Definition Document.
104	Cover Page Interactive Data File – the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

*The certification is being furnished and shall not be considered filed as part of this report.

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.

	ARGAN, INC.
September 2, 2026	By:	/s/ David H. Watson
		David H. Watson
		President and Chief Executive Officer
September 2, 2026	By:	/s/ Joshua S. Baugher
		Joshua S. Baugher
		Senior Vice President, Chief Financial Officer and
		Treasurer (Principal Financial Officer)

30

EX-31.1

Exhibit 31.1

SARBANES-OXLEY ACT SECTION 302(a) CERTIFICATION

I, David H. Watson, certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Argan, Inc. (the “Registrant”) for the period ended July 31, 2026;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4.    The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)    Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

d)    Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5.    The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: September 2, 2026	By:	/s/ David H. Watson
		David H. Watson
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-31.2

Exhibit 31.2

SARBANES-OXLEY ACT SECTION 302(a) CERTIFICATION

I, Joshua S. Baugher, certify that:

1.    I have reviewed this Quarterly Report on Form 10-Q of Argan, Inc. (the “Registrant”) for the period ended July 31, 2026;

2.    Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.    Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4.    The Registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a)    Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)    Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)    Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this report based on such evaluation; and

d)    Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and

5.    The Registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

a)    All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

b)    Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: September 2, 2026	By:	/s/ Joshua S. Baugher
		Joshua S. Baugher
		Senior Vice President, Chief Financial Officer and Treasurer
		(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Argan, Inc., a Delaware corporation (the “Company”), on Form 10-Q for the period ended July 31, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, David H. Watson, President and Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1.     The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.     Information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: September 2, 2026	By:	/s/ David H. Watson
		David H. Watson
		President and Chief Executive Officer
		(Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Argan, Inc., a Delaware corporation (the “Company”), on Form 10-Q for the period ended July 31, 2026, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joshua S. Baugher, Senior Vice President and Chief Financial Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1.     The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.     Information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: September 2, 2026	By:	/s/ Joshua S. Baugher
		Joshua S. Baugher
		Senior Vice President, Chief Financial Officer and Treasurer
		(Principal Financial Officer)

XML

Document and Entity Information - shares	6 Months Ended
	Jul. 31, 2026	Aug. 28, 2026
Document And Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jul. 31, 2026
Document Transition Report	false
Entity File Number	001-31756
Entity Registrant Name	ARGAN INC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	13-1947195
Entity Address, Address Line One	4075 Wilson Boulevard, Suite 440
Entity Address, City or Town	Arlington
Entity Address, State or Province	VA
Entity Address, Postal Zip Code	22203
City Area Code	301
Local Phone Number	315-0027
Title of 12(b) Security	Common Stock, $0.15 par value
Trading Symbol	AGX
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		14,029,842
Entity Central Index Key	0000100591
Current Fiscal Year End Date	--01-31
Document Fiscal Year Focus	2027
Document Fiscal Period Focus	Q2
Amendment Flag	false

XML

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2026	Jul. 31, 2025	Jul. 31, 2026	Jul. 31, 2025
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
REVENUES	$ 383,976	$ 237,743	$ 674,930	$ 431,403
Cost of revenues	309,758	193,476	539,598	350,273
GROSS PROFIT	74,218	44,267	135,332	81,130
Selling, general and administrative expenses	17,413	14,212	33,132	26,733
INCOME FROM OPERATIONS	56,805	30,055	102,200	54,397
Other income, net	10,083	5,581	18,457	11,025
INCOME BEFORE INCOME TAXES	66,888	35,636	120,657	65,422
Provision for income taxes	13,586	361	21,292	7,597
NET INCOME	53,302	35,275	99,365	57,825
OTHER COMPREHENSIVE INCOME, NET OF TAXES
Foreign currency translation adjustments	(267)	(251)	(808)	3,370
Net unrealized (losses) gains on available-for-sale securities	(4,550)	(1,082)	(7,209)	1,598
COMPREHENSIVE INCOME	$ 48,485	$ 33,942	$ 91,348	$ 62,793
EARNINGS PER SHARE
Basic (in dollars per share)	$ 3.8	$ 2.57	$ 7.1	$ 4.23
Diluted (in dollars per share)	$ 3.76	$ 2.5	$ 7.01	$ 4.09
WEIGHTED AVERAGE SHARES OUTSTANDING
Basic (in shares)	14,028	13,731	13,994	13,680
Diluted (in shares)	14,164	14,131	14,181	14,122
CASH DIVIDENDS PER SHARE	$ 0.5	$ 0.375	$ 1	$ 0.75

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jul. 31, 2026	Jan. 31, 2026
CURRENT ASSETS
Cash and cash equivalents	$ 364,481	$ 339,481
Investments	663,965	555,500
Accounts receivable, net	180,356	133,677
Contract assets	35,713	43,397
Other current assets	73,955	60,202
TOTAL CURRENT ASSETS	1,318,470	1,132,257
Property, plant and equipment, net	22,797	16,596
Goodwill	30,670	28,033
Intangible assets, net	6,030	1,450
Right-of-use and other assets	23,003	8,018
TOTAL ASSETS	1,400,970	1,186,354
CURRENT LIABILITIES
Accounts payable	115,212	107,540
Accrued expenses	135,878	89,748
Contract liabilities	627,020	513,969
TOTAL CURRENT LIABILITIES	878,110	711,257
Deferred taxes, net	3,061	6,555
Noncurrent liabilities	12,960	6,280
TOTAL LIABILITIES	894,131	724,092
COMMITMENTS AND CONTINGENCIES (see Notes 8 and 9)
STOCKHOLDERS' EQUITY
Preferred stock, par value $0.10 per share - 500,000 shares authorized; no shares issued and outstanding
Common stock, par value $0.15 per share - 30,000,000 shares authorized; 15,828,289 shares issued; 14,032,792 and 13,950,712 shares outstanding at July 31, 2026 and January 31, 2026, respectively	2,374	2,374
Additional paid-in capital	165,039	167,234
Retained earnings	491,539	406,197
Treasury stock, at cost - 1,795,497 and 1,877,577 shares at July 31, 2026 and January 31, 2026, respectively	(144,914)	(114,361)
Accumulated other comprehensive (loss) income	(7,199)	818
TOTAL STOCKHOLDERS' EQUITY	506,839	462,262
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 1,400,970	$ 1,186,354

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jul. 31, 2026	Jan. 31, 2026
CONDENSED CONSOLIDATED BALANCE SHEETS
Preferred stock, par value (in dollars per share)	$ 0.1	$ 0.1
Preferred stock, shares authorized	500,000	500,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.15	$ 0.15
Common stock, shares authorized	30,000,000	30,000,000
Common stock, shares issued	15,828,289	15,828,289
Common stock, shares outstanding	14,032,792	13,950,712
Treasury stock, shares	1,795,497	1,877,577

XML

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Additional Paid-in Capital	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Income (Loss)	Total
Balance at Jan. 31, 2025	$ 2,374	$ 168,966	$ 292,698	$ (105,643)	$ (6,538)	$ 351,857
Balances (in shares) at Jan. 31, 2025	13,634,214
Net income			22,550			22,550
Foreign currency translation gain (loss)					3,621	3,621
Net unrealized gains (losses) on available-for-sale securities					2,680	2,680
Stock compensation expense		1,188				1,188
Stock option exercises and restricted stock unit settlements, net		(4,556)		(1,526)		(6,082)
Stock option exercises and restricted stock unit settlements, net (in shares)	59,472
Common stock repurchases				(6,849)		(6,849)
Common stock repurchases (in shares)	(55,117)
Cash dividends			(5,070)			(5,070)
Balance at Apr. 30, 2025	$ 2,374	165,598	310,178	(114,018)	(237)	363,895
Balances (in shares) at Apr. 30, 2025	13,638,569
Balance at Jan. 31, 2025	$ 2,374	168,966	292,698	(105,643)	(6,538)	351,857
Balances (in shares) at Jan. 31, 2025	13,634,214
Net income						57,825
Net unrealized gains (losses) on available-for-sale securities						$ 1,598
Common stock repurchases (in shares)						(56,117)
Balance at Jul. 31, 2025	$ 2,374	166,616	340,276	(114,520)	(1,570)	$ 393,176
Balances (in shares) at Jul. 31, 2025	13,811,575
Balance at Apr. 30, 2025	$ 2,374	165,598	310,178	(114,018)	(237)	363,895
Balances (in shares) at Apr. 30, 2025	13,638,569
Net income			35,275			35,275
Foreign currency translation gain (loss)					(251)	(251)
Net unrealized gains (losses) on available-for-sale securities					(1,082)	(1,082)
Stock compensation expense		2,265				2,265
Stock option exercises and restricted stock unit settlements, net		(1,247)		(303)		(1,550)
Stock option exercises and restricted stock unit settlements, net (in shares)	174,006
Common stock repurchases				(199)		(199)
Common stock repurchases (in shares)	(1,000)
Cash dividends			(5,177)			(5,177)
Balance at Jul. 31, 2025	$ 2,374	166,616	340,276	(114,520)	(1,570)	393,176
Balances (in shares) at Jul. 31, 2025	13,811,575
Balance at Jan. 31, 2026	$ 2,374	167,234	406,197	(114,361)	818	462,262
Balances (in shares) at Jan. 31, 2026	13,950,712
Net income			46,063			46,063
Foreign currency translation gain (loss)					(541)	(541)
Net unrealized gains (losses) on available-for-sale securities					(2,659)	(2,659)
Stock compensation expense		2,036				2,036
Stock option exercises and restricted stock unit settlements, net		(6,037)		(17,653)		(23,690)
Stock option exercises and restricted stock unit settlements, net (in shares)	76,165
Common stock repurchases				(2,955)		(2,955)
Common stock repurchases (in shares)	(6,450)
Cash dividends			(7,005)			(7,005)
Balance at Apr. 30, 2026	$ 2,374	163,233	445,255	(134,969)	(2,382)	473,511
Balances (in shares) at Apr. 30, 2026	14,020,427
Balance at Jan. 31, 2026	$ 2,374	167,234	406,197	(114,361)	818	462,262
Balances (in shares) at Jan. 31, 2026	13,950,712
Net income						99,365
Net unrealized gains (losses) on available-for-sale securities						$ (7,209)
Common stock repurchases (in shares)						(17,717)
Balance at Jul. 31, 2026	$ 2,374	165,039	491,539	(144,914)	(7,199)	$ 506,839
Balances (in shares) at Jul. 31, 2026	14,032,792
Balance at Apr. 30, 2026	$ 2,374	163,233	445,255	(134,969)	(2,382)	473,511
Balances (in shares) at Apr. 30, 2026	14,020,427
Net income			53,302			53,302
Foreign currency translation gain (loss)					(267)	(267)
Net unrealized gains (losses) on available-for-sale securities					(4,550)	(4,550)
Stock compensation expense		2,422				2,422
Stock option exercises and restricted stock unit settlements, net		(1,045)		(3,322)		(4,367)
Stock option exercises and restricted stock unit settlements, net (in shares)	22,755
Common stock repurchases				(6,694)		(6,694)
Common stock repurchases (in shares)	(11,267)
Cash dividends			(7,018)			(7,018)
Issuance of treasury stock for acquisition (see Note 14)		429		71		500
Issuance of treasury stock for acquisition (see Note 14) (in shares)	877
Balance at Jul. 31, 2026	$ 2,374	$ 165,039	$ 491,539	$ (144,914)	$ (7,199)	$ 506,839
Balances (in shares) at Jul. 31, 2026	14,032,792

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jul. 31, 2026	Jul. 31, 2025
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 99,365	$ 57,825
Adjustments to reconcile net income to net cash provided by operating activities
Stock compensation expense	4,458	3,453
Depreciation	1,204	906
Changes in accrued interest on investments	(1,816)	538
Non-cash lease expense	4,487	2,151
Deferred income tax (benefit) expense	(1,382)	767
Other	313	(1,034)
Changes in operating assets and liabilities
Accounts receivable	(44,468)	(3,226)
Contract assets	7,784	4,689
Other assets	(13,693)	(1,731)
Accounts payable and accrued expenses	41,051	(12,022)
Contract liabilities	113,051	17,579
Net cash provided by operating activities	210,354	69,895
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of short-term investments	(72,500)	(25,000)
Maturities of short-term investments	42,500	80,000
Purchases of available-for-sale securities	(120,084)	(92,164)
Maturities of available-for-sale securities	35,000	25,000
Acquisition, net of cash acquired	(7,970)
Purchases of property, plant and equipment	(7,688)	(2,089)
Net cash used in investing activities	(130,742)	(14,253)
CASH FLOWS FROM FINANCING ACTIVITIES
Common stock repurchases	(9,649)	(7,048)
Payments of cash dividends	(14,023)	(10,247)
Settlements of share-based awards, net of withholding taxes paid	(28,057)	(7,632)
Net cash used in financing activities	(51,729)	(24,927)
EFFECTS OF EXCHANGE RATE CHANGES ON CASH	(2,883)	1,872
NET INCREASE IN CASH AND CASH EQUIVALENTS	25,000	32,587
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	339,481	145,263
CASH AND CASH EQUIVALENTS, END OF PERIOD	364,481	177,850
NON-CASH INVESTING AND FINANCING ACTIVITIES
Right-of-use assets obtained in exchange for lease obligations	19,046	2,147
SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for income taxes, net of refunds	15,100	8,000
Cash paid for operating leases	$ 4,493	$ 2,070

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DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

6 Months Ended

Jul. 31, 2026

DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

NOTE 1 – DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Description of the Business

Argan, Inc. (“Argan”) conducts its construction operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata. Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.”

Through the Power segment, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The segment’s customers include independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements. Customer projects are located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). The Company’s Industrial segment provides on-site services that support new plant construction and additions for industrial facilities primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components, including piping systems and pressure vessels, and performs maintenance turnarounds, shutdowns, and emergency mobilizations. Its customers include datacenter developers and companies in the power, petrochemical, biopharmaceutical, pulp and paper, and specialty chemical industries, among other industrial end markets. The Company’s Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services for power distribution and information, communication, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic and New England regions of the U.S.

Basis of Presentation and Significant Accounting Policies

The Company’s fiscal year ends on January 31 each year. The condensed consolidated financial statements include the accounts of Argan and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.

These condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. The accompanying condensed consolidated financial statements and notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (“Fiscal 2026”).

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments considered necessary for a fair statement of the financial position of the Company as of July 31, 2026, and its earnings and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

Business Combinations – The Company accounts for business combinations using the acquisition method of accounting. The results of operations of an acquired business are included in the Company’s condensed consolidated financial statements from the date of acquisition. The Company recognizes the identifiable assets acquired and liabilities assumed at their estimated fair values, with certain exceptions, as of the acquisition date, with the excess of the consideration transferred over the net of those amounts recorded as goodwill.  

The determination of the fair values of assets acquired and liabilities assumed requires management to make estimates and assumptions, including the selection of valuation methodologies, estimates of future cash flows, discount rates, and useful lives of acquired assets. These estimates are inherently uncertain, and actual results may differ from those estimates. During the measurement period, which does not exceed one year from the acquisition date, the Company may record adjustments

to the provisional amounts recognized for assets acquired and liabilities assumed, with a corresponding adjustment to goodwill, in the period such adjustments are identified.

Acquisition-related transaction costs are expensed as incurred and are included in selling, general and administrative expenses in the Company's condensed consolidated statements of earnings. Contingent consideration classified as a liability, if any, is recorded at fair value as of the acquisition date, with subsequent changes in fair value recognized in earnings until the contingency is resolved. See Note 14 for a discussion of the ValCor Communications, LLC (“ValCor”) acquisition.

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information about certain costs and expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.

There are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its condensed consolidated financial statements.

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REVENUES FROM CONTRACTS WITH CUSTOMERS

6 Months Ended

Jul. 31, 2026

REVENUES FROM CONTRACTS WITH CUSTOMERS

REVENUES FROM CONTRACTS WITH CUSTOMERS

NOTE 2 – REVENUES FROM CONTRACTS WITH CUSTOMERS

Disaggregation of Revenues

The following table presents consolidated revenues for the three and six months ended July 31, 2026 and 2025, disaggregated by the geographic area where the corresponding projects were located:

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
United States	$	323,650	$	214,195	$	577,503	$	395,301
Republic of Ireland		42,759		17,244		66,900		27,132
United Kingdom		17,567		6,304		30,527		8,970
Consolidated revenues	$	383,976	$	237,743	$	674,930	$	431,403

Revenues for projects located in Ireland and the U.K. are attributed to the Power segment. The major portions of the Company’s consolidated revenues are recognized pursuant to fixed-price contracts with most of the remaining portions earned pursuant to time-and-material contracts. Consolidated revenues are disaggregated by reportable segment in Note 16 to the condensed consolidated financial statements.

Contract Assets and Liabilities

During the six months ended July 31, 2026 and 2025, there were no material unusual or one-time adjustments to contract assets or contract liabilities balances. The Company recognized the following revenues that were included in the contract liabilities balances at the beginning of the respective period:

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Revenues recognized from contract liabilities	$	291,394	$	143,116	$	417,948	$	244,884

Contract retentions are billed amounts which, pursuant to the terms of the applicable contract, are not paid by customers until a defined phase of a contract or project has been completed and accepted. These retained amounts are reflected in contract assets or contract liabilities depending on the net contract position of the particular contract. The amounts retained by project owners and other customers under construction contracts as of July 31, 2026 and January 31, 2026 were $94.4 million and $54.5 million, respectively.

Variable Consideration

Variable consideration includes unapproved change orders where the Company has project-owner directive for additional work or other scope changes but has not yet obtained approval for the associated price or the corresponding additional effort. These amounts are included in the transaction price when it is considered probable that the applicable costs, including those for additional effort, will be recovered through a modification to the contract price. As of July 31, 2026 and January 31, 2026, the aggregate amounts of contract variations included in the corresponding transaction prices pending customer approvals were $27.2 million and $11.4 million, respectively, portions of which related to an overseas project.

Remaining Unsatisfied Performance Obligations

As of July 31, 2026, the Company had remaining unsatisfied performance obligations (“RUPO”) of $2.5 billion. The largest portion of RUPO at any date usually relates to engineering, procurement and construction (“EPC”) services and other construction contracts with typical performance durations of one to four years. The Company estimates that it will recognize approximately 48% of RUPO as revenue during the next 12 months, with substantially all the remaining performance obligations to be recognized within 12 to 24 months thereafter. It is important to note that estimates may be changed in the future and that cancellations, deferrals or scope adjustments may occur related to work included in the amount of RUPO as of July 31, 2026. Accordingly, RUPO may be adjusted to reflect project delays and cancellations, revisions to project scope and cost and foreign currency exchange fluctuations, or to revise estimates, as effects become known. Such adjustments to RUPO may materially reduce future revenues below Company estimates.  

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CASH, CASH EQUIVALENTS AND INVESTMENTS

6 Months Ended

Jul. 31, 2026

CASH, CASH EQUIVALENTS AND INVESTMENTS

CASH, CASH EQUIVALENTS AND INVESTMENTS

NOTE 3 – CASH, CASH EQUIVALENTS AND INVESTMENTS

Cash Equivalents

As of July 31, 2026 and January 31, 2026, certain amounts of cash equivalents were invested in money market funds with assets invested in high-quality money market instruments, including U.S. Treasury obligations; obligations of U.S. government agencies, authorities, instrumentalities or sponsored enterprises; and repurchase agreements secured by such obligations.

Investments

The Company’s investments consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Short-term investments	$	183,408	$	151,901
Available-for-sale securities		480,557		403,599
Total investments	$	663,965	$	555,500

Short-Term Investments

Short-term investments as of July 31, 2026 and January 31, 2026, consisted solely of certificates of deposit (“CDs”) with remaining maturities of one year or less purchased from two major financial institutions. The Company has the intent and ability to hold the CDs until they mature, and they are carried at cost plus accrued interest. The balances of accrued interest on the CDs as of July 31, 2026 and January 31, 2026 were $3.4 million and $1.9 million, respectively.

Available-For-Sale Securities

The Company’s available-for-sale (“AFS”) securities consisted of the following amounts of amortized cost, allowance for credit losses, gross unrealized gains and losses, and estimated fair value by contractual maturity as of July 31, 2026 and January 31, 2026:

	July 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	30,371	$	—	$	105	$	—	$	30,476
Due in one to three years		163,051		—		118		555		162,614
Due in three to five years		293,434		—		—		5,967		287,467
Totals	$	486,856	$	—	$	223	$	6,522	$	480,557

	January 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	45,446	$	—	$	127	$	8	$	45,565
Due in one to three years		77,931		—		1,182		13		79,100
Due in three to five years		277,196		—		2,192		454		278,934
Totals	$	400,573	$	—	$	3,501	$	475	$	403,599

As of July 31, 2026 and January 31, 2026, interest receivable in the amounts of $4.0 million and $3.4 million, respectively, were included in the balances of AFS securities. For the three and six months ended July 31, 2026 and 2025, there were no sales of the Company’s AFS securities and, therefore, there were no amounts of gains or losses reclassified out of other comprehensive income into net income.

The Company does not believe the unrealized losses represent credit losses based on the evaluation of evidence as of July 31, 2026, which includes an assessment of whether it is more likely than not that the Company will be required to sell or intends to sell the investments before recovery of their corresponding amortized cost bases.

Earnings on Cash and Invested Funds

The Company earns interest and dividends on its cash equivalents and invested funds. The Company also earns interest on most of its cash balances. Earnings on invested funds and cash account balances for the three and six months ended July 31, 2026 were $8.8 million and $16.8 million, respectively, and they were $5.5 million and $11.0 million for the three and six months ended July 31, 2025, respectively. Earnings on investments are included in other income, net, in the condensed consolidated statements of earnings.

Concentration Risk

The Company maintains its cash, cash equivalents, and investments at major financial institutions, including euro-based accounts in Ireland and pound sterling-based accounts in the U.K. in support of foreign operations. As of July 31, 2026 and January 31, 2026, approximately 12% and 10%, respectively, of these balances were held by foreign subsidiaries in Ireland and the U.K. Management does not believe that the Company's concentration of cash, cash equivalents, and investments at financial institutions, including amounts in excess of government-insured levels, represents material risks.

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FAIR VALUE MEASUREMENTS

6 Months Ended

Jul. 31, 2026

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

NOTE 4 – FAIR VALUE MEASUREMENTS

The following table presents the Company’s financial instruments as of July 31, 2026 and January 31, 2026 that are measured and recorded at fair value on a recurring basis:

	July 31, 2026						January 31, 2026
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
	Inputs		Inputs		Inputs		Inputs		Inputs		Inputs
Cash equivalents:
Money market funds	$	135,288	$	—	$	—	$	149,597	$	—	$	—
Available-for-sale securities:
U.S. Treasury notes		—		480,557		—		—		403,599		—
Totals	$	135,288	$	480,557	$	—	$	149,597	$	403,599	$	—

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ACCOUNTS RECEIVABLE

6 Months Ended

Jul. 31, 2026

ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE

NOTE 5 – ACCOUNTS RECEIVABLE

Accounts receivable includes amounts that have been billed and amounts that are billable to customers. As of July 31, 2026 and January 31, 2026, there were billable amounts related to an overseas project in the total amounts of $25.1 million and $25.5 million, respectively, including the expected refund of the letter of credit draw identified in Note 9.

The amounts of the provision for credit losses for the three and six months ended July 31, 2026 and 2025 were insignificant. The allowances for credit losses as of July 31, 2026 and January 31, 2026 were insignificant.

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INTANGIBLE ASSETS

6 Months Ended

Jul. 31, 2026

INTANGIBLE ASSETS

INTANGIBLE ASSETS

NOTE 6 – INTANGIBLE ASSETS

The goodwill balances for the Power, Industrial, and Teledata segments were $18.5 million, $9.5 million, and $2.7 million, respectively, at July 31, 2026. The goodwill balances for the Power, Industrial, and Teledata segments were $18.5 million, $9.5 million, and $0.1 million, respectively, at January 31, 2026. The increase in the Teledata segment's goodwill balance reflects $2.6 million of goodwill recognized in connection with the ValCor acquisition (see Note 14) on July 31, 2026. Management does not believe that any events or circumstances occurred or arose since January 31, 2026, that required an updated assessment of the goodwill balances.

The Company’s intangible assets, other than goodwill, relate to the Industrial and Teledata segments and consisted of the following as of July 31, 2026 and January 31, 2026:

		July 31, 2026						January 31, 2026
	Estimated	Gross		Accumulated		Net		Gross		Accumulated		Net
	Useful Life	Amounts		Amortization		Amounts		Amounts		Amortization		Amounts
Trade name	15 years	$	4,499	$	3,199	$	1,300	$	4,499	$	3,049	$	1,450
Customer relationships	10 years		4,730		—		4,730		—		—		—
Totals		$	9,229	$	3,199	$	6,030	$	4,499	$	3,049	$	1,450

On July 31, 2026, the Company recognized $4.7 million of intangible assets in connection with the ValCor acquisition, consisting primarily of customer relationships with a weighted-average estimated useful life of 10 years. There were no other additions to intangible assets during the three and six months ended July 31, 2026, and there were no additions during the three and six months ended July 31, 2025. Amortization expense related to intangible assets for the three and six months ended July 31, 2026 were $0.1 million and $0.2 million, respectively, and was $0.1 million and $0.2 million for the three and six months ended July 31, 2025, respectively.

The following is a schedule of future amounts of amortization related to purchased intangibles:

	Amortization
Years Ending January 31,	Expense
2027 (remainder)	$	387
2028		773
2029		773
2030		773
2031		723
Thereafter		2,601
Total	$	6,030

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FINANCING ARRANGEMENTS

6 Months Ended

Jul. 31, 2026

FINANCING ARRANGEMENTS

FINANCING ARRANGEMENTS

NOTE 7 – FINANCING ARRANGEMENTS

On May 24, 2024, the Company and Bank of America, N.A. (the “Bank”) executed the Second Amended and Restated Replacement Credit Agreement with an expiration date of May 31, 2027 (the “Credit Agreement”), which was amended on October 23, 2025. The Credit Agreement has a base lending commitment amount of $35.0 million and establishes the interest rate for revolving loans at the Secured Overnight Financing Rate (“SOFR”) plus 1.85%. In addition to the base commitment, the credit facility includes an accordion feature that allows for an additional commitment amount of $30.0 million, subject to certain conditions. The Company may use the borrowing ability to cover other credit instruments issued by the Bank for the Company’s use in the ordinary course of business as defined in the Credit Agreement. Further, on May 31, 2024, the Company entered into a companion facility, in the amount of $25.0 million, pursuant to which an overseas subsidiary of the Company may cause the Bank’s European entity to issue letters of credit on its behalf that will be secured by a blanket parent company guarantee that was issued by Argan to the Bank.

As of July 31, 2026 and January 31, 2026, the Company did not have any borrowings outstanding under the Credit Agreement. However, the Bank has issued a letter of credit in the outstanding amount of $0.5 million as of July 31, 2026. As of January 31, 2026, the outstanding total amount of the letter of credit was $0.3 million.

The Company has pledged most of its assets to secure its financing arrangements. The Bank’s consent is not required for acquisitions, divestitures, cash dividends or significant investments as long as certain conditions are met. The Credit Agreement requires that the Company comply with certain financial covenants at its fiscal year-end and at each fiscal quarter-end. The Credit Agreement includes other terms, covenants and events of default that are customary for a credit facility of its size and nature, including a requirement to achieve positive adjusted earnings before interest, taxes, depreciation, and amortization, as defined, over each rolling twelve-month measurement period. As of July 31, 2026, the Company was in compliance with the covenants and other requirements of the Credit Agreement.

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COMMITMENTS

6 Months Ended

Jul. 31, 2026

COMMITMENTS

COMMITMENTS

NOTE 8 – COMMITMENTS

As of July 31, 2026, the estimated amount of the Company’s unsatisfied bonded performance obligations, covering all of its subsidiaries, was approximately $0.9 billion. As of July 31, 2026, the outstanding amount of bonds covering other risks, including warranty obligations and contract payment retentions related to completed activities, was $104.3 million.

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LEGAL CONTINGENCIES

6 Months Ended

Jul. 31, 2026

LEGAL CONTINGENCIES

LEGAL CONTINGENCIES

NOTE 9 – LEGAL CONTINGENCIES

In the normal course of business, the Company may have pending claims and legal proceedings. The Company maintains accrued expense balances for the estimated amounts of legal costs expected to be billed related to any significant matter. In the opinion of management, based on information available at this time, there are no current claims and proceedings that would have a material adverse effect on the consolidated financial statements. However, the outcomes of such legal claims and proceedings are subject to inherent uncertainties.

In March 2025, the U.K. subsidiary of the Company sued EP NI Energy Limited and EP UK Investment Limited (together referred to as “EP”) in the High Court of Justice, Business and Property Courts of England and Wales for EP’s breach of contract and failure to remedy various events which negatively impacted the schedule and costs of an overseas project, resulting in EP receiving the benefits of the construction efforts of the Company’s U.K. subsidiary and the corresponding progress on the project without making payments to which the Company’s U.K. subsidiary was contractually entitled. The Company’s U.K. subsidiary provided the project owner notice to terminate because of project owner breaches of the

contract. Those breaches were not resolved, as a result of which the contract terminated on May 3, 2024. Subsequently, the project owner made a draw for the full amount of a $9.8 million irrevocable letter of credit, or on-demand performance bond, issued by the Company’s bank. The Company believes the project owner improperly initiated the draw on the bond and, therefore, the amount should be refunded. This amount is included in accounts receivable as of July 31, 2026. The Company’s U.K. subsidiary has significant billable receivables, unresolved contract variations and claims for extensions of time, among other issues, related to this overseas project. The project owner has asserted counterclaims that the Company’s U.K. subsidiary disputes. The Company’s U.K. subsidiary will vigorously assert its rights and claims to recover its lost value and collect any remaining monies owed.

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STOCK-BASED COMPENSATION

6 Months Ended

Jul. 31, 2026

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION

NOTE 10 – STOCK-BASED COMPENSATION

Stock-based compensation expense amounts for the three and six months ended July 31, 2026 were $2.4 million and $4.5 million respectively, and they were $2.3 million and $3.5 million for the three and six months ended July 31, 2025, respectively. As of July 31, 2026, there was $17.1 million in unrecognized compensation costs related to outstanding stock awards that the Company expects to recognize over the next three years.

During the six months ended July 31, 2026, the Company awarded performance-based restricted stock units covering a target of 596 shares of common stock, earnings per share performance-based restricted stock units covering a target of 12,583 shares of common stock, and time-based restricted stock units covering 12,024 shares of common stock. The number of shares of common stock to be issued under certain awards may exceed the number of target shares if certain performance goals are exceeded. The changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units for the six months ended July 31, 2026 are presented below (shares in thousands):

		Weighted-
		Average
		Grant-Date
		Fair Value
	Shares	Per Share
Outstanding, February 1, 2026	231	$	53.19
Granted	42	$	271.74
Issued	(90)	$	41.21
Outstanding, July 31, 2026	183	$	109.24

During the six months ended July 31, 2026, the Company awarded nonqualified stock options to purchase 955 shares of common stock at a weighted-average exercise price per share of $588.28. During the six months ended July 31, 2026, nonqualified stock options to purchase 57,401 shares of common stock were exercised at a weighted-average exercise price per share of $43.02. As of July 31, 2026, there were 21,621 nonqualified stock options outstanding.

Shares Withheld and Treasury Stock

For the six months ended July 31, 2026 and 2025, the Company used 98,920 shares and 233,478 shares of treasury stock, respectively, to settle stock option exercises and other share-based awards. For the six months ended July 31, 2026, the Company withheld 48,924 shares of common stock at the average price per share of $623.99 for the exercise price and/or tax withholding in connection with stock option exercises and other share-based award settlements. For the six months ended July 31, 2025, the Company withheld 95,977 shares of common stock at the average price per share of $194.00 for the exercise price and/or tax withholding in connection with stock option exercises and other share-based award settlements.

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PROVISION FOR INCOME TAXES

6 Months Ended

Jul. 31, 2026

PROVISION FOR INCOME TAXES

PROVISION FOR INCOME TAXES

NOTE 11 – PROVISION FOR INCOME TAXES

The Company’s effective income tax rate (“ETR”) for the six months ended July 31, 2026 and 2025 was 17.6% and 11.6%, respectively. The Company’s ETR for the six months ended July 31, 2026 and 2025 differed from the U.S. federal statutory rate of 21% primarily due to the favorable tax benefit resulting from stock option exercises and other share-based award settlements during the periods.

For the six months ended July 31, 2026 and 2025, the amount of cash paid for income taxes, net of refunds received, was $15.1 million and $8.0 million, respectively.

Valuation Allowance

As of July 31, 2026, the Company maintained a valuation allowance of $10.3 million against certain deferred tax assets of its U.K. subsidiary, consisting primarily of net operating loss carryforwards. The Company assesses the realizability of these deferred tax assets each reporting period, considering all available positive and negative evidence, including its recent history of operating results in that jurisdiction, the expected reversal of taxable temporary differences, and projections of future taxable income. The Company’s U.K. operations have generated taxable income in recent periods. If that trend continues, it is reasonably possible that the Company could release all or a portion of this valuation allowance within the next 12 months, which would result in a material income tax benefit in the period of release. The amount and timing of any release will depend on the level of profitability achieved by the U.K. operations and the weight of the evidence available at the time of the assessment.

Solar Energy Projects

The Company holds equity investments in Solar Tax Credit (“STC”) investments. Primarily, the STC investments are structured as limited liability companies that invest in solar energy projects that are eligible to receive energy tax credits. As of July 31, 2026 and January 31, 2026, the investment accounts balances were $1.5 million and $1.7 million, respectively, which are included in other assets in the condensed consolidated balance sheets. As of July 31, 2026, the Company had no remaining cash investment commitments related to the STC investments. These investments are expected to provide positive overall returns over their expected lives.

The Company has STC investments that qualify for the proportional amortization method (“PAM”). For these investments, the Company recognized income tax credits and other income tax benefits of less than $0.1 million during the three and six months ended July 31, 2026. For the three and six months ended July 31, 2025, the Company recognized $0.8 million and $1.5 million of income tax credits and other income tax benefits, respectively. For the three and six months ended July 31, 2026, the Company recorded amortization related to STC investments of less than $0.1 million. For the three and six months ended July 31, 2025, the Company recorded amortization related to STC investments of $0.7 million and $1.4 million, respectively. The amount of non-income tax related activity and other returns related to the STC investments that qualify for PAM was not material for the three and six months ended July 31, 2026 and 2025.

For the three and six months ended July 31, 2026 and 2025, the Company’s share of activity from its STC investments that do not qualify for PAM was not material.

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EARNINGS PER SHARE

6 Months Ended

Jul. 31, 2026

EARNINGS PER SHARE

EARNINGS PER SHARE

NOTE 12 – EARNINGS PER SHARE

Potentially dilutive securities include stock options and restricted stock units. Diluted earnings per share include only securities that are actually dilutive. Basic and diluted earnings per share are computed as follows (in thousands, except per share data):

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Net income	$	53,302	$	35,275	$	99,365	$	57,825
Weighted average shares outstanding – basic		14,028		13,731		13,994		13,680
Effect of stock awards		136		400		187		442
Weighted average shares outstanding – diluted		14,164		14,131		14,181		14,122
Earnings per share
Basic	$	3.80	$	2.57	$	7.10	$	4.23
Diluted	$	3.76	$	2.50	$	7.01	$	4.09
Anti-dilutive securities not included		—		—		—		2

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STOCKHOLDERS' EQUITY

6 Months Ended

Jul. 31, 2026

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY

NOTE 13 – STOCKHOLDERS’ EQUITY

During the six months ended July 31, 2026 and during Fiscal 2026, the Company paid dividends to stockholders as follows:

Record Date	Payment Date	Amount Per Share
July 23, 2026	July 31, 2026	$	0.500
April 22, 2026	April 30, 2026		0.500
January 22, 2026	January 31, 2026		0.500
October 23, 2025	October 31, 2025		0.500
July 23, 2025	July 31, 2025		0.375
April 22, 2025	April 30, 2025		0.375

On April 8, 2026, the board of directors of Argan increased the total authorization to repurchase shares of the Company’s common stock by $50 million, bringing the aggregate authorized amount to $200 million. Pursuant to its established program and authorizations provided by Argan’s board of directors, the Company repurchased shares of its common stock during the six months ended July 31, 2026 and 2025 and added the shares to treasury stock. During these periods, the Company repurchased 17,717 shares and 56,117 shares of common stock, all on the open market, for aggregate prices of approximately $9.6 million, or $544.62 per share, and $7.0 million, or $125.60 per share, respectively.

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ACQUISITION

6 Months Ended

Jul. 31, 2026

ACQUISITION

ACQUISITION

NOTE 14 – ACQUISITION

On July 31, 2026, the Company acquired all of the membership interests of ValCor, a Connecticut limited liability company, for total consideration of approximately $9.4 million, consisting of $8.0 million in cash, $0.5 million of our common stock issued from treasury, and $0.9 million for the acquisition-date fair value of contingent consideration. Transaction costs related to the acquisition were not material. The purchase price is subject to customary post-closing adjustments, including those related to net working capital and indemnification obligations. ValCor provides installation, maintenance, and repair services for information, communication, and data networks serving defense and aerospace customers throughout New England. The acquisition expands the geographic footprint, business opportunities, and market presence of Company’s Teledata segment.

The acquisition was accounted for as a business combination in accordance with Accounting Standards Codification (“ASC”) 805, Business Combinations. The results of ValCor’s operations will be included in the Company’s consolidated financial statements and reported within the Teledata segment from the date of the acquisition. The preliminary allocation of the consideration transferred resulted in $4.7 million of acquired customer relationships and $2.6 million of goodwill. The estimated purchase price and allocation are preliminary and may change during the measurement period. The acquisition was not material to the Company's condensed consolidated financial statements, and accordingly, supplemental pro forma results of operations and the revenue and earnings of ValCor since the acquisition date have not been presented.

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CUSTOMER CONCENTRATIONS

6 Months Ended

Jul. 31, 2026

CUSTOMER CONCENTRATIONS

CUSTOMER CONCENTRATIONS

NOTE 15 – CUSTOMER CONCENTRATIONS

Most of the Company’s consolidated revenues relate to performance by the Power segment. The following schedule presents the percentage of consolidated revenues for each reportable segment for the respective periods:

	Three Months Ended July 31,						Six Months Ended July 31,
	2026			2025			2026			2025
Power		78.4	%		82.8	%		78.2	%		82.8	%
Industrial		19.8			15.2			19.9			15.1
Teledata		1.8			2.0			1.9			2.1

The Company’s most significant customer relationships for the three months ended July 31, 2026 included four Power customers, which accounted for 15%, 15%, 13%, and 13% of consolidated revenues. The Company’s most significant customer relationships for the three months ended July 31, 2025 included three Power customers, which accounted for 30%, 17%, and 13% of consolidated revenues. The Company’s most significant customer relationships for the six months ended July 31, 2026 included four Power customers, which accounted for 15%, 14%, 11%, and 11% of consolidated revenues. The Company’s most significant customer relationships for the six months ended July 31, 2025 included two Power customers, which accounted for 27% and 23% of consolidated revenues.

The accounts receivable balances from four major customers represented 23%, 16%, 14%, and 12% of the corresponding consolidated balance as of July 31, 2026. The accounts receivable balances from three major customers represented 29%, 19%, and 11% of the corresponding consolidated balance as of January 31, 2026.

The contract asset balances attributable to three major customers represented 22%, 16%, and 11% of the corresponding consolidated balance as of July 31, 2026, and the contract asset balances attributable to three major customers represented 23%, 22%, and 19% of the corresponding consolidated balance as of January 31, 2026.

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SEGMENT REPORTING

6 Months Ended

Jul. 31, 2026

SEGMENT REPORTING

SEGMENT REPORTING

NOTE 16 – SEGMENT REPORTING

Segments represent components of an enterprise for which discrete financial information is available that is evaluated regularly by the Company’s chief executive officer, who is the Company’s chief operating decision maker (the “CODM”), in determining how to allocate resources and in assessing performance. The Company’s reportable segments recognize revenues and incur expenses and are organized as separate business units, each with distinct management teams, customers, workforces, and service offerings. The Company’s reportable segments may include more than one operating segment.

Income before income taxes is the measure of segment profit or loss used by the CODM. The CODM reviews segment income before income taxes on a monthly basis, comparing actual results to the annual operating plan and to prior periods. The CODM uses the resulting analysis in deciding the level of capital resources to allocate to each segment, in evaluating the performance of segment management, and in determining incentive compensation.

In addition to income before income taxes, the CODM uses gross profit to evaluate project execution and uses income from operations to evaluate the management of selling, general and administrative expenses. Amounts for these measures, and reconciliations of each to the Company’s consolidated results, are presented in the tables below.

Intersegment revenues and the related cost of revenues are netted against the corresponding amounts of the segment receiving the intersegment services. For the three and six months ended July 31, 2026, intersegment revenues were $2.4 million and $2.8 million, respectively, and primarily related to services provided by the Teledata segment to the Industrial segment. For the six months ended July 31, 2025, intersegment revenues were $1.9 million and primarily related to services provided by the Industrial segment to the Power segment. The amount of intersegment revenues for the three months ended July 31, 2025 was insignificant. Pricing for intersegment services is established based on the amounts negotiated between the respective parties.

Summarized below are certain operating results and financial position data of the Company’s reportable segments for the three and six months ended July 31, 2026 and 2025. Selling, general and administrative expenses include compensation and benefits, professional fees, information technology, insurance premiums, rent, business development, and amortization and depreciation expenses incurred directly by each segment. Other income, net, primarily includes earnings on invested funds. Corporate net expenses consist primarily of corporate overhead costs, partially offset by certain earnings on cash and cash equivalents. Corporate current assets primarily consist of cash, cash equivalents, and income-tax related assets.

Three Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	301,208	$	76,172	$	6,596	$	383,976
Cost of revenues		233,612		70,644		5,502		309,758
Gross profit		67,596		5,528		1,094		74,218
Selling, general and administrative expenses		10,767		1,634		1,329		13,730
Income (loss) from operations		56,829		3,894		(235)		60,488
Other income, net		9,513		154		15		9,682
Segment income (loss) before income taxes	$	66,342	$	4,048	$	(220)		70,170
Corporate								(3,282)
Consolidated income before income taxes								66,888
Provision for income taxes								13,586
Net income							$	53,302

Three Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	75	$	—	$	75	$	—	$	75
Depreciation		347		199		96		642		3		645
Property, plant and equipment additions		353		4,849		53		5,255		—		5,255
Current assets	$	1,022,970	$	98,039	$	8,263	$	1,129,272	$	189,198	$	1,318,470
Current liabilities		802,317		68,415		5,551		876,283		1,827		878,110
Goodwill		18,476		9,467		2,727		30,670		—		30,670
Total assets		1,073,696		118,938		18,543		1,211,177		189,793		1,400,970

Three Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	196,948	$	36,065	$	4,730	$	237,743
Cost of revenues		158,370		31,542		3,564		193,476
Gross profit		38,578		4,523		1,166		44,267
Selling, general and administrative expenses		7,744		1,838		913		10,495
Income from operations		30,834		2,685		253		33,772
Other income, net		4,422		1		11		4,434
Segment income before income taxes	$	35,256	$	2,686	$	264		38,206
Corporate								(2,570)
Consolidated income before income taxes								35,636
Provision for income taxes								361
Net income							$	35,275

Three Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	98	$	—	$	98	$	—	$	98
Depreciation		223		163		96		482		9		491
Property, plant and equipment additions		914		753		18		1,685		9		1,694
Current assets	$	656,368	$	52,060	$	4,769	$	713,197	$	115,587	$	828,784
Current liabilities		451,599		26,758		3,964		482,321		2,001		484,322
Goodwill		18,476		9,467		90		28,033		—		28,033
Total assets		690,653		68,338		7,353		766,344		116,360		882,704

Six Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	527,875	$	134,476	$	12,579	$	674,930
Cost of revenues		406,698		122,071		10,829		539,598
Gross profit		121,177		12,405		1,750		135,332
Selling, general and administrative expenses		19,996		3,597		2,491		26,084
Income (loss) from operations		101,181		8,808		(741)		109,248
Other income, net		17,365		180		12		17,557
Segment income (loss) before income taxes	$	118,546	$	8,988	$	(729)		126,805
Corporate								(6,148)
Consolidated income before income taxes								120,657
Provision for income taxes								21,292
Net income							$	99,365

Six Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	150	$	—	$	150	$	—	$	150
Depreciation		675		351		172		1,198		6		1,204
Property, plant and equipment additions		2,158		5,477		53		7,688		—		7,688

Six Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	357,304	$	65,249	$	8,850	$	431,403
Cost of revenues		285,756		57,575		6,942		350,273
Gross profit		71,548		7,674		1,908		81,130
Selling, general and administrative expenses		14,530		3,450		1,831		19,811
Income from operations		57,018		4,224		77		61,319
Other income, net		8,794		1		43		8,838
Segment income before income taxes	$	65,812	$	4,225	$	120		70,157
Corporate								(4,735)
Consolidated income before income taxes								65,422
Provision for income taxes								7,597
Net income							$	57,825

Six Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	196	$	—	$	196	$	—	$	196
Depreciation		383		323		188		894		12		906
Property, plant and equipment additions		1,129		765		106		2,000		89		2,089

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SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

6 Months Ended

Jul. 31, 2026

SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

NOTE 17 — SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Other current assets consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Income tax refunds receivable and prepaid income taxes	$	35,729	$	36,019
Raw materials inventory		13,129		10,978
Prepaid expenses		12,115		5,788
Other		12,982		7,417
Total other current assets	$	73,955	$	60,202

Accrued expenses consisted of the following as of July 31, 2026 and January 31, 2026:

	July 31,		January 31,
	2026		2026
Accrued project costs	$	66,009	$	38,623
Accrued compensation		40,239		40,734
Lease liabilities		10,915		2,516
Other		18,715		7,875
Total accrued expenses	$	135,878	$	89,748

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Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2026	Jul. 31, 2025	Jul. 31, 2026	Jul. 31, 2025
Pay vs Performance Disclosure
Net Income (Loss)	$ 53,302	$ 35,275	$ 99,365	$ 57,825

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Insider Trading Arrangements	3 Months Ended
	Jul. 31, 2026
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

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DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies)

6 Months Ended

Jul. 31, 2026

DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Description of the Business

Description of the Business

Argan, Inc. (“Argan”) conducts its construction operations through its wholly-owned subsidiaries across three distinct reportable business segments: Power, Industrial, and Teledata. Argan and these consolidated subsidiaries are hereinafter collectively referred to as the “Company.”

Through the Power segment, the Company provides a full range of engineering, procurement, construction, commissioning, maintenance, project development, and technical consulting services to the power generation market. The segment’s customers include independent power producers, public utilities, power plant equipment suppliers and other commercial firms with significant power requirements. Customer projects are located in the United States (the “U.S.”), the Republic of Ireland (“Ireland”) and the United Kingdom (the “U.K.”). The Company’s Industrial segment provides on-site services that support new plant construction and additions for industrial facilities primarily located in the Southeast region of the U.S. The segment also fabricates, delivers, and installs metal components, including piping systems and pressure vessels, and performs maintenance turnarounds, shutdowns, and emergency mobilizations. Its customers include datacenter developers and companies in the power, petrochemical, biopharmaceutical, pulp and paper, and specialty chemical industries, among other industrial end markets. The Company’s Teledata segment provides project management, construction, installation, maintenance, repair, and emergency response services for power distribution and information, communication, and data networks. The segment’s customers include commercial and industrial organizations, as well as state and federal government agencies, primarily throughout the Mid-Atlantic and New England regions of the U.S.

Basis of Presentation and Significant Accounting Policies

Basis of Presentation and Significant Accounting Policies

The Company’s fiscal year ends on January 31 each year. The condensed consolidated financial statements include the accounts of Argan and its wholly-owned subsidiaries. Intercompany balances and transactions have been eliminated in consolidation.

These condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information not misleading. The accompanying condensed consolidated financial statements and notes should be read in conjunction with the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2026 (“Fiscal 2026”).

In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain all adjustments considered necessary for a fair statement of the financial position of the Company as of July 31, 2026, and its earnings and cash flows for the interim periods presented. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

Business Combinations

Business Combinations – The Company accounts for business combinations using the acquisition method of accounting. The results of operations of an acquired business are included in the Company’s condensed consolidated financial statements from the date of acquisition. The Company recognizes the identifiable assets acquired and liabilities assumed at their estimated fair values, with certain exceptions, as of the acquisition date, with the excess of the consideration transferred over the net of those amounts recorded as goodwill.  

The determination of the fair values of assets acquired and liabilities assumed requires management to make estimates and assumptions, including the selection of valuation methodologies, estimates of future cash flows, discount rates, and useful lives of acquired assets. These estimates are inherently uncertain, and actual results may differ from those estimates. During the measurement period, which does not exceed one year from the acquisition date, the Company may record adjustments

to the provisional amounts recognized for assets acquired and liabilities assumed, with a corresponding adjustment to goodwill, in the period such adjustments are identified.

Acquisition-related transaction costs are expensed as incurred and are included in selling, general and administrative expenses in the Company's condensed consolidated statements of earnings. Contingent consideration classified as a liability, if any, is recorded at fair value as of the acquisition date, with subsequent changes in fair value recognized in earnings until the contingency is resolved. See Note 14 for a discussion of the ValCor Communications, LLC (“ValCor”) acquisition.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In November 2024, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which requires public business entities to disclose specific information about certain costs and expenses. The amendments in this update are effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Early adoption is permitted. The Company is currently evaluating the effects, if any, that the adoption of ASU 2024-03 may have on its financial position, results of operations, cash flows, or disclosures.

There are no other recently issued accounting pronouncements that have not yet been adopted that the Company considers material to its condensed consolidated financial statements.

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REVENUES FROM CONTRACTS WITH CUSTOMERS (Tables)

6 Months Ended

Jul. 31, 2026

REVENUES FROM CONTRACTS WITH CUSTOMERS

Schedule of consolidated revenues disaggregated by geographical area

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
United States	$	323,650	$	214,195	$	577,503	$	395,301
Republic of Ireland		42,759		17,244		66,900		27,132
United Kingdom		17,567		6,304		30,527		8,970
Consolidated revenues	$	383,976	$	237,743	$	674,930	$	431,403

Schedule of revenues recognized from contract liabilities

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Revenues recognized from contract liabilities	$	291,394	$	143,116	$	417,948	$	244,884

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CASH, CASH EQUIVALENTS AND INVESTMENTS (Tables)

6 Months Ended

Jul. 31, 2026

CASH, CASH EQUIVALENTS AND INVESTMENTS

Summary of investments

	July 31,		January 31,
	2026		2026
Short-term investments	$	183,408	$	151,901
Available-for-sale securities		480,557		403,599
Total investments	$	663,965	$	555,500

Schedule of available-for-sale securities

	July 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	30,371	$	—	$	105	$	—	$	30,476
Due in one to three years		163,051		—		118		555		162,614
Due in three to five years		293,434		—		—		5,967		287,467
Totals	$	486,856	$	—	$	223	$	6,522	$	480,557

	January 31, 2026
			Allowance for		Gross		Gross		Estimated
	Amortized		Credit		Unrealized		Unrealized		Fair
	Cost		Losses		Gains		Losses		Value
U.S. Treasury notes:
Due within one year	$	45,446	$	—	$	127	$	8	$	45,565
Due in one to three years		77,931		—		1,182		13		79,100
Due in three to five years		277,196		—		2,192		454		278,934
Totals	$	400,573	$	—	$	3,501	$	475	$	403,599

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FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jul. 31, 2026

FAIR VALUE MEASUREMENTS

Schedule of financial instruments recorded at fair value on a recurring basis

	July 31, 2026						January 31, 2026
	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
	Inputs		Inputs		Inputs		Inputs		Inputs		Inputs
Cash equivalents:
Money market funds	$	135,288	$	—	$	—	$	149,597	$	—	$	—
Available-for-sale securities:
U.S. Treasury notes		—		480,557		—		—		403,599		—
Totals	$	135,288	$	480,557	$	—	$	149,597	$	403,599	$	—

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INTANGIBLE ASSETS (Tables)

6 Months Ended

Jul. 31, 2026

INTANGIBLE ASSETS

Schedule of company's purchased intangible assets, other than goodwill

		July 31, 2026						January 31, 2026
	Estimated	Gross		Accumulated		Net		Gross		Accumulated		Net
	Useful Life	Amounts		Amortization		Amounts		Amounts		Amortization		Amounts
Trade name	15 years	$	4,499	$	3,199	$	1,300	$	4,499	$	3,049	$	1,450
Customer relationships	10 years		4,730		—		4,730		—		—		—
Totals		$	9,229	$	3,199	$	6,030	$	4,499	$	3,049	$	1,450

Schedule of expected amortization expense

	Amortization
Years Ending January 31,	Expense
2027 (remainder)	$	387
2028		773
2029		773
2030		773
2031		723
Thereafter		2,601
Total	$	6,030

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STOCK-BASED COMPENSATION (Tables)

6 Months Ended

Jul. 31, 2026

STOCK-BASED COMPENSATION

Schedule of changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units

The changes in the maximum number of shares of common stock issuable pursuant to outstanding restricted stock units for the six months ended July 31, 2026 are presented below (shares in thousands):

		Weighted-
		Average
		Grant-Date
		Fair Value
	Shares	Per Share
Outstanding, February 1, 2026	231	$	53.19
Granted	42	$	271.74
Issued	(90)	$	41.21
Outstanding, July 31, 2026	183	$	109.24

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EARNINGS PER SHARE (Tables)

6 Months Ended

Jul. 31, 2026

EARNINGS PER SHARE

Schedule of basic and diluted earnings per share

Basic and diluted earnings per share are computed as follows (in thousands, except per share data):

	Three Months Ended July 31,				Six Months Ended July 31,
	2026		2025		2026		2025
Net income	$	53,302	$	35,275	$	99,365	$	57,825
Weighted average shares outstanding – basic		14,028		13,731		13,994		13,680
Effect of stock awards		136		400		187		442
Weighted average shares outstanding – diluted		14,164		14,131		14,181		14,122
Earnings per share
Basic	$	3.80	$	2.57	$	7.10	$	4.23
Diluted	$	3.76	$	2.50	$	7.01	$	4.09
Anti-dilutive securities not included		—		—		—		2

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STOCKHOLDERS' EQUITY (Tables)

6 Months Ended

Jul. 31, 2026

STOCKHOLDERS' EQUITY

Schedule of dividends paid

Record Date	Payment Date	Amount Per Share
July 23, 2026	July 31, 2026	$	0.500
April 22, 2026	April 30, 2026		0.500
January 22, 2026	January 31, 2026		0.500
October 23, 2025	October 31, 2025		0.500
July 23, 2025	July 31, 2025		0.375
April 22, 2025	April 30, 2025		0.375

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CUSTOMER CONCENTRATIONS (Tables)

6 Months Ended

Jul. 31, 2026

CUSTOMER CONCENTRATIONS

Schedule of the percentage of consolidated revenues

	Three Months Ended July 31,						Six Months Ended July 31,
	2026			2025			2026			2025
Power		78.4	%		82.8	%		78.2	%		82.8	%
Industrial		19.8			15.2			19.9			15.1
Teledata		1.8			2.0			1.9			2.1

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SEGMENT REPORTING (Tables)

6 Months Ended

Jul. 31, 2026

SEGMENT REPORTING

Schedule of operating results and financial position data of the Company's reportable segments

Three Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	301,208	$	76,172	$	6,596	$	383,976
Cost of revenues		233,612		70,644		5,502		309,758
Gross profit		67,596		5,528		1,094		74,218
Selling, general and administrative expenses		10,767		1,634		1,329		13,730
Income (loss) from operations		56,829		3,894		(235)		60,488
Other income, net		9,513		154		15		9,682
Segment income (loss) before income taxes	$	66,342	$	4,048	$	(220)		70,170
Corporate								(3,282)
Consolidated income before income taxes								66,888
Provision for income taxes								13,586
Net income							$	53,302

Three Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	75	$	—	$	75	$	—	$	75
Depreciation		347		199		96		642		3		645
Property, plant and equipment additions		353		4,849		53		5,255		—		5,255
Current assets	$	1,022,970	$	98,039	$	8,263	$	1,129,272	$	189,198	$	1,318,470
Current liabilities		802,317		68,415		5,551		876,283		1,827		878,110
Goodwill		18,476		9,467		2,727		30,670		—		30,670
Total assets		1,073,696		118,938		18,543		1,211,177		189,793		1,400,970

Three Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	196,948	$	36,065	$	4,730	$	237,743
Cost of revenues		158,370		31,542		3,564		193,476
Gross profit		38,578		4,523		1,166		44,267
Selling, general and administrative expenses		7,744		1,838		913		10,495
Income from operations		30,834		2,685		253		33,772
Other income, net		4,422		1		11		4,434
Segment income before income taxes	$	35,256	$	2,686	$	264		38,206
Corporate								(2,570)
Consolidated income before income taxes								35,636
Provision for income taxes								361
Net income							$	35,275

Three Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	98	$	—	$	98	$	—	$	98
Depreciation		223		163		96		482		9		491
Property, plant and equipment additions		914		753		18		1,685		9		1,694
Current assets	$	656,368	$	52,060	$	4,769	$	713,197	$	115,587	$	828,784
Current liabilities		451,599		26,758		3,964		482,321		2,001		484,322
Goodwill		18,476		9,467		90		28,033		—		28,033
Total assets		690,653		68,338		7,353		766,344		116,360		882,704

Six Months Ended
July 31, 2026	Power		Industrial		Teledata		Totals
Revenues	$	527,875	$	134,476	$	12,579	$	674,930
Cost of revenues		406,698		122,071		10,829		539,598
Gross profit		121,177		12,405		1,750		135,332
Selling, general and administrative expenses		19,996		3,597		2,491		26,084
Income (loss) from operations		101,181		8,808		(741)		109,248
Other income, net		17,365		180		12		17,557
Segment income (loss) before income taxes	$	118,546	$	8,988	$	(729)		126,805
Corporate								(6,148)
Consolidated income before income taxes								120,657
Provision for income taxes								21,292
Net income							$	99,365

Six Months Ended							Segment				Consolidated
July 31, 2026	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	150	$	—	$	150	$	—	$	150
Depreciation		675		351		172		1,198		6		1,204
Property, plant and equipment additions		2,158		5,477		53		7,688		—		7,688

Six Months Ended
July 31, 2025	Power		Industrial		Teledata		Totals
Revenues	$	357,304	$	65,249	$	8,850	$	431,403
Cost of revenues		285,756		57,575		6,942		350,273
Gross profit		71,548		7,674		1,908		81,130
Selling, general and administrative expenses		14,530		3,450		1,831		19,811
Income from operations		57,018		4,224		77		61,319
Other income, net		8,794		1		43		8,838
Segment income before income taxes	$	65,812	$	4,225	$	120		70,157
Corporate								(4,735)
Consolidated income before income taxes								65,422
Provision for income taxes								7,597
Net income							$	57,825

Six Months Ended							Segment				Consolidated
July 31, 2025	Power		Industrial		Teledata		Totals		Corporate		Totals
Amortization of intangibles	$	—	$	196	$	—	$	196	$	—	$	196
Depreciation		383		323		188		894		12		906
Property, plant and equipment additions		1,129		765		106		2,000		89		2,089

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SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION (Tables)

6 Months Ended

Jul. 31, 2026

SUPPLEMENTAL FINANCIAL STATEMENT INFORMATION

Schedule of other current assets

	July 31,		January 31,
	2026		2026
Income tax refunds receivable and prepaid income taxes	$	35,729	$	36,019
Raw materials inventory		13,129		10,978
Prepaid expenses		12,115		5,788
Other		12,982		7,417
Total other current assets	$	73,955	$	60,202

Schedule of accrued expenses

	July 31,		January 31,
	2026		2026
Accrued project costs	$	66,009	$	38,623
Accrued compensation		40,239		40,734
Lease liabilities		10,915		2,516
Other		18,715		7,875
Total accrued expenses	$	135,878	$	89,748

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DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details)	6 Months Ended
	Jul. 31, 2026 segment
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION
Number of reportable segments	3

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Disaggregation of Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2026	Jul. 31, 2025	Jul. 31, 2026	Jul. 31, 2025
Disaggregation of Revenues
Totals	$ 383,976	$ 237,743	$ 674,930	$ 431,403
United States
Disaggregation of Revenues
Totals	323,650	214,195	577,503	395,301
Republic of Ireland
Disaggregation of Revenues
Totals	42,759	17,244	66,900	27,132
United Kingdom
Disaggregation of Revenues
Totals	$ 17,567	$ 6,304	$ 30,527	$ 8,970

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Contract Assets and Liabilities (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 31, 2026	Jul. 31, 2025	Jul. 31, 2026	Jul. 31, 2025	Jan. 31, 2026
REVENUES FROM CONTRACTS WITH CUSTOMERS
Revenues recognized from contract liabilities	$ 291,394	$ 143,116	$ 417,948	$ 244,884
Retained amounts by project owners	$ 94,400		$ 94,400		$ 54,500

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REVENUES FROM CONTRACTS WITH CUSTOMERS - Variable Consideration (Details) - USD ($) $ in Millions	Jul. 31, 2026	Jan. 31, 2026
REVENUES FROM CONTRACTS WITH CUSTOMERS
Amounts of unpriced change orders included in transaction prices	$ 27.2	$ 11.4