TIGO ENERGY, INC. Income Taxes Disclosure
The domestic and foreign components of loss before income taxes consisted of the following (in thousands):
|
|
Years Ended December 31 |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
U.S. loss before income taxes |
|
$ |
(2,079 |
) |
|
$ |
(60,757 |
) |
Foreign income (loss) before income taxes |
|
|
802 |
|
|
|
(1,886 |
) |
Loss before income taxes |
|
$ |
(1,277 |
) |
|
$ |
(62,643 |
) |
The provision for income taxes for the years presented is as follows (in thousands):
|
|
Years Ended December 31 |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Current: |
|
|
|
|
|
|
||
Federal |
|
$ |
— |
|
|
$ |
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
669 |
|
|
|
284 |
|
Total current |
|
$ |
669 |
|
|
$ |
284 |
|
Deferred: |
|
|
|
|
|
|
||
Federal |
|
$ |
— |
|
|
$ |
— |
|
State |
|
|
— |
|
|
|
— |
|
Foreign |
|
|
(66 |
) |
|
|
(181 |
) |
Total deferred |
|
$ |
(66 |
) |
|
$ |
(181 |
) |
Provision for income taxes |
|
$ |
603 |
|
|
$ |
103 |
|
The following tables reconcile the statutory federal income tax rate to the effective tax rate after the adoption of ASU 2023-09 (in thousands, except percentages):
|
|
December 31, 2025 |
|
|||||
|
|
Amount |
|
|
Percentage |
|
||
U.S. federal statutory tax rate |
|
$ |
(268 |
) |
|
|
21.0 |
% |
State and local income taxes, net of federal income tax effect |
|
|
(17 |
) |
|
|
1.3 |
% |
Tax credits: |
|
|
|
|
|
|
||
Research and development |
|
|
(90 |
) |
|
|
7.1 |
% |
Change in valuation allowance |
|
|
(346 |
) |
|
|
27.1 |
% |
Nondeductible items: |
|
|
|
|
|
|
||
Stock based compensation |
|
|
578 |
|
|
|
(45.2 |
)% |
Section 162(m) Compensation |
|
|
209 |
|
|
|
(16.4 |
)% |
Other |
|
|
51 |
|
|
|
(4.1 |
)% |
Worldwide changes in unrecognized tax benefits |
|
|
44 |
|
|
|
(3.4 |
)% |
Foreign tax effects: |
|
|
|
|
|
|
||
Israel |
|
|
|
|
|
|
||
Foreign rate differential |
|
|
9 |
|
|
|
(0.7 |
)% |
Change in valuation allowance |
|
|
161 |
|
|
|
(12.6 |
)% |
Nondeductible Items |
|
|
35 |
|
|
|
(2.7 |
)% |
Italy |
|
|
|
|
|
|
||
Foreign rate differential |
|
|
14 |
|
|
|
(1.1 |
)% |
Other |
|
|
(36 |
) |
|
|
2.8 |
% |
Italian tax examination |
|
|
292 |
|
|
|
(22.8 |
)% |
Australia |
|
|
|
|
|
|
||
Foreign rate differential |
|
|
(1 |
) |
|
|
0.1 |
% |
Other |
|
|
(58 |
) |
|
|
4.6 |
% |
Other jurisdictions |
|
|
26 |
|
|
|
(2.0 |
)% |
Total |
|
$ |
603 |
|
|
|
(47.2 |
)% |
The following table reconciles the statutory federal income tax rate to the effective tax rate prior to the adoption of ASU 2023-09 (in thousands, except percentages):
|
|
|
|
|
|
|
December 31, 2024 |
|
|
Tax at federal statutory rate |
|
|
21.0 |
% |
State tax, net of federal benefit |
|
|
0.9 |
% |
Research and development tax credits |
|
|
0.3 |
% |
Global intangible low taxed income |
|
|
(0.1 |
)% |
Foreign rate differential |
|
|
0.1 |
% |
Stock based compensation |
|
|
(1.5 |
)% |
Foreign tax and other |
|
|
0.1 |
% |
Change in valuation allowance |
|
|
(20.4 |
)% |
Other |
|
|
(0.6 |
)% |
Total |
|
|
(0.2 |
)% |
On July 4, 2025, the OBBB was enacted in the United States. The OBBB includes several significant tax provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework and the restoration of certain business provisions. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. The Company will no longer be required to capitalize its domestic research and experimental costs under Section 174 of the Internal Revenue Code beginning with the tax year ending December 31, 2025. The Company evaluated the impact of the OBBB and determined that it did not have a material impact on the Company’s consolidated financial statements for the year ended December 31, 2025.
The components of the net deferred tax assets and deferred tax liabilities were comprised of the following (in thousands):
|
|
Years Ended December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Deferred tax assets: |
|
|
|
|
|
|
||
Net operating loss carryforwards |
|
$ |
23,807 |
|
|
$ |
22,996 |
|
Research and development tax credits |
|
|
3,221 |
|
|
|
3,146 |
|
Stock based compensation |
|
|
1,028 |
|
|
|
506 |
|
Capitalized research costs |
|
|
2,253 |
|
|
|
3,352 |
|
Lease liability |
|
|
579 |
|
|
|
339 |
|
Reserves and accruals |
|
|
3,468 |
|
|
|
2,493 |
|
Uniform capitalization on inventory |
|
|
389 |
|
|
|
1,942 |
|
Inventory reserve |
|
|
3,124 |
|
|
|
5,251 |
|
Other |
|
|
440 |
|
|
|
37 |
|
Total deferred tax assets |
|
|
38,309 |
|
|
|
40,062 |
|
Less: valuation allowance |
|
|
(37,144 |
) |
|
|
(36,880 |
) |
Total deferred tax assets, net of valuation allowance |
|
|
1,165 |
|
|
|
3,182 |
|
Deferred tax liabilities: |
|
|
|
|
|
|
||
Fixed assets and intangibles |
|
|
(395 |
) |
|
|
(451 |
) |
Right of use leased assets |
|
|
(506 |
) |
|
|
(332 |
) |
Debt discount |
|
|
— |
|
|
|
(2,201 |
) |
Total deferred tax liabilities |
|
|
(901 |
) |
|
|
(2,984 |
) |
Net deferred tax assets |
|
$ |
264 |
|
|
$ |
198 |
|
The Company assesses the realizability of deferred tax assets based on the available evidence, including a history of taxable income and estimates of future taxable income. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that all or some portion of deferred tax assets will not be realized. Due to the history of losses incurred by the Company, management believes it is not more likely than not that substantially all of the U.S. federal, state and certain foreign deferred tax assets can be realized. Accordingly, the Company established and recorded a full valuation allowance on its U.S. domestic and certain foreign net deferred tax assets of $37.1 million and $36.9 million as of December 31, 2025, and 2024, respectively. The valuation allowance increased by $0.2 million during the year ended December 31, 2025, and increased by $12.6 million during the year ended December 31, 2024.
No deferred tax liabilities have been recorded relating to the undistributed earnings of the Company’s foreign subsidiaries since all such earnings are intended to be indefinitely reinvested. The amount of the unrecognized deferred tax liability associated with these earnings is immaterial.
Utilization of the net operating loss and tax credit carryforwards is subject to a substantial annual limitation due to the “ownership change” limitations provided by Sections 382 and 383 of the Internal Revenue Code of 1986, as amended (“IRC”) and other similar state provisions. Any annual limitation may result in the expiration of net operating loss and tax credit carryforwards before utilization. As of December 31, 2025, the Company had $74.9 million of U.S. federal net operating loss carryforwards available to reduce future taxable income, of which $40.1 million will be carried forward indefinitely for U.S. federal tax purposes and $34.8 million will expire beginning in 2028. The Company also has $56.5 million of U.S. state net operating loss carryforwards that will expire beginning in 2044. The Company also has $17.8 million of foreign net operating loss carryforwards that do not expire.
The Company also has federal and state research and development (“R&D”) and other tax credit carryforwards of $2.5 million and $2.6 million, respectively, as of December 31, 2025. The federal credit carryforwards began expiring in 2025 and state research credit carryforwards do not expire.
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):
|
|
2025 |
|
|
2024 |
|
||
Unrecognized tax benefits—January 1 |
|
$ |
1,489 |
|
|
$ |
1,381 |
|
Gross increases to current year tax positions |
|
|
48 |
|
|
|
108 |
|
Unrecognized tax benefits—December 31 |
|
$ |
1,537 |
|
|
$ |
1,489 |
|
At December 31, 2025, and 2024, the balance of gross unrecognized tax benefits was $1.5 million and $1.5 million, respectively. For each of the years ended December 31, 2025, and 2024, the balance of gross unrecognized tax benefits increased $0.1 million and $0.1 million, respectively. None of the Company’s unrecognized tax benefits would, if recognized, reduce the Company’s effective tax rate since the tax benefits would increase a deferred tax asset that is currently offset by a full valuation allowance. The Company does not anticipate a significant change to the total amount of unrecognized tax benefits within the next twelve months.
The Company files income tax returns in the U.S. federal, California and other various state and international jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. Carryover attributes beginning in remain open to adjustment by the U.S. and state authorities. There are no tax examinations in any material tax jurisdictions.
The Company recognizes any interest and/or penalties related to income tax matters as a component of income tax expense. As of December 31, 2025, there were no accrued interest and penalties related to uncertain tax positions.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 19, 2026 | Showing above |
| 2024 | Mar 20, 2025 | |
| 2023 | Mar 21, 2024 | |
| 2022 | Mar 31, 2023 | |
| 2021 | Apr 7, 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.