Montauk Renewables Inc 2024年度报告

MONTAUK RENEWABLES, INC.(Exact name of registrant as specified in its charter) Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or forsuch shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter)during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See thedefinitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act: Large Accelerated Filer☐Non-accelerated filer☐ 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 standardsprovided pursuant to Section 13(a) of the Exchange Act.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error topreviously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executiveofficers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).Yes☐No☒ The aggregate market value of common stock held by non-affiliates of the registrant, based on the closing price for the registrant’s common stock on the Nasdaq Capital Market on June 30, 2024,the last business day of the registrant’s most recently completed second fiscal quarter, was approximately $260,519,691. The number of outstanding shares of the registrant’s common stock on March 7, 2025 was142,434,501shares. DOCUMENTS INCORPORATED BY REFERENCE The information required by Part III of this Annual Report on Form 10-K, to the extent not set forth herein, is incorporated herein by reference from the registrant’s definitive proxy statementrelating to the registrant’s Annual Meeting of Shareholders to be held in 2025 (the “Proxy Statement”), which definitive proxy statement shall be filed with the Securities and ExchangeCommission not later than 120 days after the end of the fiscal year to which this report relates. TABLE OF CONTENTS PagePART I1ITEM 1.BUSINESS1ITEM 1A.RISK FACTORS33ITEM 1B.UNRESOLVED STAFF COMMENTS33ITEM 1C.CYBERSECURITY33ITEM 2.PROPERTIES34ITEM 3.LEGAL PROCEEDINGS34ITEM 4.MINE SAFETY DISCLOSURES34PART II35ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUERPURCHASES OF EQUITY SECURITIES35ITEM 6.RESERVED37ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS38ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK56ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA58ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIALDISCLOSURE90ITEM 9A.CONTROLS AND PROCEDURES90ITEM 9B.OTHER INFORMATION90ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS90PART III91ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE91ITEM 11.EXECUTIVE COMPENSATION91ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATEDSTOCKHOLDER MATTERS91ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE92ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES92PART IV93ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES93ITEM 16.FORM 10-K SUMMARY96 Glossary of Key Terms This Annual Report on Form 10-K uses several terms of art that are specific to our industry and business. For the convenience ofthe reader, a glossary of such terms is provided here. Unless we otherwise indicate, or unless the context requires otherwise, anyreferences in this Annual Report on Form 10-K to: -ii-•“ADG” refers to anaerobic digested gas.•“CARB” refers to the California Air Resource Board.•“CNG” refers to compressed natural gas.•“CI” refers to carbon intensity.•“CWCs” refers to cellulosic waiver credits.•“D3” refers to cellulosic biofuel with a 60% GHG reduction requirement.•“D5” refers to advanced biofuels with a 50% GHG reduction requirement.•“EHS” refers