FTC Solar, Inc. Income Taxes Disclosure
Note 13. Income taxes
The components of our loss before income taxes were as follows:
|
|
Year ended December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
United States loss |
|
$ |
(78,927 |
) |
|
$ |
(47,125 |
) |
Foreign loss |
|
|
(125 |
) |
|
|
(1,251 |
) |
Total loss before income taxes |
|
$ |
(79,052 |
) |
|
$ |
(48,376 |
) |
The provision for income taxes and the reasons for the differences between provision for income taxes using the U.S. federal income tax rate were as follows:
|
|
Year ended December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Current - |
|
|
|
|
|
|
||
Federal |
|
$ |
— |
|
|
$ |
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
304 |
|
|
|
355 |
|
|
|
|
304 |
|
|
|
355 |
|
Deferred - |
|
|
|
|
|
|
||
Federal |
|
|
— |
|
|
|
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
221 |
|
|
|
(125 |
) |
|
|
|
221 |
|
|
|
(125 |
) |
Provision for income taxes |
|
$ |
525 |
|
|
$ |
230 |
|
|
|
|
|
|
|
|
||
Federal income tax benefit at statutory rate |
|
$ |
(16,601 |
) |
|
$ |
(10,159 |
) |
State taxes, net of federal |
|
|
(1,808 |
) |
|
|
(1,778 |
) |
Research and experimentation tax credit |
|
|
— |
|
|
|
(116 |
) |
Change in valuation allowance |
|
|
10,058 |
|
|
|
10,724 |
|
Stock compensation |
|
|
473 |
|
|
|
1,480 |
|
IRA Credit - Section 6418 Deduction |
|
|
(2,172 |
) |
|
|
— |
|
Deferred tax true ups |
|
|
912 |
|
|
|
493 |
|
Change in state tax rate |
|
|
664 |
|
|
|
(1,508 |
) |
Change in fair value of warrant liability |
|
|
8,544 |
|
|
|
908 |
|
Permanent differences and other |
|
|
455 |
|
|
|
186 |
|
Provision for income taxes |
|
$ |
525 |
|
|
$ |
230 |
|
The components of deferred tax assets and liabilities were as follows:
(in thousands) |
|
December 31, |
|
|
December 31, |
|
||
Deferred tax assets: |
|
|
|
|
|
|
||
Fixed assets and intangibles |
|
$ |
145 |
|
|
$ |
115 |
|
Leases |
|
|
131 |
|
|
|
268 |
|
Accrued expenses |
|
|
4,369 |
|
|
|
4,629 |
|
Net operating loss carryforward |
|
|
83,670 |
|
|
|
74,596 |
|
Stock options |
|
|
1,772 |
|
|
|
2,132 |
|
R&D credit carryforward |
|
|
1,886 |
|
|
|
2,119 |
|
Other |
|
|
4,837 |
|
|
|
3,257 |
|
Subtotal |
|
|
96,810 |
|
|
|
87,116 |
|
Less: valuation allowance |
|
|
(96,640 |
) |
|
|
(86,582 |
) |
Total deferred tax assets |
|
|
170 |
|
|
|
534 |
|
|
|
|
|
|
|
|
||
Deferred tax liabilities: |
|
|
|
|
|
|
||
Leases |
|
|
(130 |
) |
|
|
(261 |
) |
Prepaid expenses |
|
|
(40 |
) |
|
|
(52 |
) |
Total deferred tax liabilities |
|
|
(170 |
) |
|
|
(313 |
) |
Net deferred tax assets |
|
$ |
— |
|
|
$ |
221 |
|
The net change in the total valuation allowance for the year ended December 31, 2025, was an increase of $10.1 million recorded through continuing operations. The net change in the total valuation allowance for the year ended December 31, 2024, was an increase of $10.7 million recorded through continuing operations. In assessing the realizability of deferred tax assets, we considered whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. We considered the scheduled reversal of deferred tax liabilities, carryback potential, projected future taxable income and tax planning
strategies in making this assessment. After consideration of these factors and based upon the level of historical taxable losses, we believe it is more likely than not that the Company will not realize the benefits of these deductible differences at December 31, 2025.
We have federal net operating loss carryforwards of approximately $358.2 million at December 31, 2025. These loss carryforwards have an indefinite carryforward period. We also have state net operating loss carryforwards of approximately $156.3 million which begin to expire in .
We have federal general business credit carryforwards of approximately $2.4 million at December 31, 2025, which begin to expire in .
The Internal Revenue Code of 1986, as amended, imposes restrictions on the utilization of net operating losses in the event of an “ownership change” of a corporation. Accordingly, a company’s ability to use net operating losses may be limited as prescribed under Internal Revenue Code Section 382 (“IRC Section 382”). Events which may cause limitations in the amount of the net operating losses that the Company may use in any one year include, but are not limited to, a cumulative ownership change of more than 50% over a three-year period. Utilization of the federal and state net operating losses may be subject to substantial annual limitation due to the ownership change limitations provided by the IRC Section 382 and similar state provisions. An ownership change, as defined under Section 382, occurred on December 31, 2021; however, as of the balance sheet date, all the pre-change net operating losses would not be limited by Section 382 due to the cumulative limit.
We are subject to U.S. federal income tax, as well as income tax in multiple state and foreign jurisdictions. The tax returns for years 2018 and beyond remain open for examination. As of December 31, 2025, we are not currently under audit by any taxing authority.
We account for uncertainty in taxes in accordance with authoritative guidance. Changes in our accruals for unrecognized tax benefits were as follows:
|
|
Year ended December 31, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Balance at beginning of period |
|
$ |
1,039 |
|
|
$ |
1,039 |
|
Increase for tax positions related to the current period |
|
|
— |
|
|
|
— |
|
Increase for tax provisions related to prior periods |
|
|
— |
|
|
|
— |
|
Decrease for tax positions related to prior periods |
|
|
— |
|
|
|
— |
|
Balance at end of period |
|
$ |
1,039 |
|
|
$ |
1,039 |
|
The unrecognized tax benefits would not impact the effective tax rate if recognized due to the valuation allowance. We do not anticipate a significant increase or decrease over the next twelve months in the unrecognized tax benefits reported above. As of December 31, 2025, and 2024, we have not accrued any interest or penalties related to unrecognized tax benefits.
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Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 24, 2026 | Showing above |
| 2024 | Mar 31, 2025 | |
| 2023 | Mar 15, 2024 | |
| 2022 | Feb 28, 2023 | |
| 2021 | Mar 21, 2022 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.