Current Report · Items 2.02, 7.01, 9.01 · 8-K

Onterris, Inc.

ONTNYSEEQUITYCurrent

Results of Operations and Financial Condition · Regulation FD Disclosure

Filed May 6, 2026Accepted May 6, 2026, 4:02 PM EDTCIK 1643615Accession 0001193125-26-208903

Company context

Onterris is a global environmental solutions company partnering with organizations to solve complex challenges where environmental pressures, regulatory expectations and operational risks intersect. Guided by our mission to advance the way of life without compromising the integrity of our environment, we believe environmental responsibility and human progress are fundamentally connected. Our scientists, engineers, field teams and consultants apply systems thinking that unites science, data and practical expertise to deliver solutions that strengthen our clients’ resilience, mitigate risk and help protect the air, water and soil that sustain communities, while uncovering responsible paths forward for planet and progress. For more information, visit Onterris.com.

Current securities

ONTNYSE · EQUITY · Current

Recent company filings

Disclosure sections

Items 2.02, 7.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 2.02Item 2.02 - Results of Operations

Item 2.02 Results of Operations and Financial Condition. On May 6, 2026, Onterris, Inc. (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report. The information included or incorporated by reference in this Item 2.02, including Exhibit 99.1, is being furnished to the Securities and Exchange Commission (the “SEC”) and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 7.01Item 7.01 - Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. The Company intends to reference an investor presentation during the Company’s conference call to discuss its financial results for its fiscal quarter ended March 31, 2026. A copy of the presentation can be accessed in the Investors section of the Company’s investor relations website - www.onterris.com - under the heading “News & events-Presentations”. The information included in this Item 7.01 is being furnished to the SEC and shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Filed exhibits (1)

EX-99.1 (by filename) ont-ex99_1.htm

EX-99.1 2 ont-ex99_1.htm EX-99.1 EX-99.1 Exhibit 99.1 Onterris Reports First Quarter Results and Reiterates Full-Year 2026 Guidance First Quarter 2026 Highlights (comparisons to first quarter 2025) • Revenue of $168.5 million, a $9.3 million decrease primarily due to lower emergency response revenue • Net loss and net loss per diluted share attributable to common stockholders (LPS) improved to $12.7 million and $0.35, respectively, compared to $19.4 million and $0.64, respectively due to operating efficiency • Adjusted Net Income1 and Diluted Adjusted Net Income per share1 (Adj EPS1) were $4.6 million and $0.12, respectively, compared to $5.8 million and $0.07, respectively • Consolidated Adjusted EBITDA1 of $17.8 million, a $1.2 million decrease primarily due to lower emergency response revenue • Consolidated Adjusted EBITDA1 as a percentage of revenue of 10.6% • $(11.6) million of operating cash flow and $(17.2) million of Free cash flow1, primarily due to higher bonus payments for outperformance in 2025 • 2.8x leverage as of March 31, 2026 Full-Year 2026 Guidance Reiterated, Provides Second Quarter Outlook • 2026 Consolidated Adjusted EBITDA1 guidance range of $1…

Open exhibit ↗