Proficient Auto Logistics Inc 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _______ to _______ 001-42035(Commission File Number) PROFICIENT AUTO LOGISTICS, INC.(Exact name of registrant as specified in its charter) (904) 506-7918(Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of theSecurities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to filesuch 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 besubmitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorterperiod 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 smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒ 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 periodfor 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☒ The registrant had 28,052,923 shares of common stock outstanding at August 10, 2026. Index PagePART I - FINANCIAL INFORMATION:Item 1. Condensed Consolidated Financial Statements (Unaudited):Proficient Auto Logistics, Inc. and SubsidiariesCondensed Consolidated Balance Sheets as of June 30, 2026 (unaudited) and December 31, 20251Condensed Consolidated Statement of Operations for the six and three months ended June 30, 2026 and 2025 (unaudited)2Condensed Consolidated Statement of Stockholders’ Equity for the six and three months ended June 30, 2026 and 2025(unaudited)3Condensed Consolidated Statement of Cash Flows for the six and three months ended June 30, 2026 and 2025(unaudited)4Notes to Condensed Consolidated Financial Statements (unaudited)5Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition24Item3. Quantitative and Qualitative Disclosures About Market Risk39Item 4. Controls and Procedures40PART II - OTHER INFORMATION:41Item 1. Legal Proceedings41Item 1A. Risk Factors41Item 2. Unregistered Sales of Equity Securities and Use of Proceeds and Issuer Repurchases of Equity Securities42Item 3. Defaults Upon Senior Securities42Item 4. Mine Safety Disclosures42Item 5. Other Information42Item 6. Exhibits42 PROFICIENT AUTO LOGISTICS, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS(unaudited) PROFICIENT AUTO LOGISTICS, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(unaudited) PROFICIENT AUTO LOGISTICS, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY(unaudited) PROFICIENT AUTO LOGISTICS, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(unaudited) Cash flows from operating activities:Net loss PROFICIENT AUTO LOGISTICS, INC. AND SUBSIDIARIESNOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Note1 —Nature of operations AH Acquisition Corp. was formed on June13, 2023, pursuant to the laws of the State of Delaware to become a holdingcompany for the consolidation of several operating companies within the automobile transportation industry. Subsequently, onOctober17, 2023, AH Acquisition Corp. legally changed its name to Proficient Auto Logistics, Inc. (“Proficient,” the “Company,” or“we”). Proficient is an industry leading specialized freight company focused on providing auto transportation and logistics services.The Company offers a broad range of auto transportation and logistics services, primarily focused on transporting finished vehiclesfrom automotive production facilities, marine ports of entry, or regional rail yards to auto dealerships around the country. We havedeveloped a differentiated business model due to our scale, breadth of geographic coverage, and embedded customer relationshipswith leading auto original equipment manufacturing companies (“OEMs”). Our customers range from large, global auto companies, toelectric