Business Description

for a discussion of the Thailand Facility, the Belgium Facility, and the Augusta Facility and their respective site locations. Ite m 3. Legal Proceedings. For a description of the legal proceedings pending against us, see “Legal Proceedings” in Note 13 - Commitments and Contingencies to the Notes to the Consolidated Financial Statements appearing elsewhere in this Annual Report on Form 10‑K. In the future, we may become party to additional legal matters and claims arising in the ordinary course of business. While we are unable to predict the outcome of the above or future matters, we do not believe, based upon currently available facts, that the ultimate resolution of any such pending matters will have a material adverse effect on our overall financial position, results of operations, or cash flows. Item 4. Mine Safety Disclosures. N ot applicable. 28 Table of Contents Pa rt II It em 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our units, Common Stock and public warrants trade on NASDAQ under the symbols “PCT,” “PCTTW” and “PCTTU,” respectively. Holders of Record As of February 23, 2026 there were (i) 162 holders of record of our Common Stock, (ii) 1 holder of record of our units, and (iii) 1 holder of record of our warrants. The number of record holders was determined from the records of our transfer agent and does not include beneficial owners of shares of our Common Stock, units, or warrants that are held in the names of various security brokers, dealers, and registered clearing agencies. Dividends We have not paid any dividends on our Common Stock to date. It is our present intention to retain any earnings for use in our business operations and, accordingly we do not anticipate that the Board will declare any dividends in the foreseeable future on our Common Stock. 29 Table of Contents Stock Performance Graph The following graph compares the cumulative total stockholder return on the Company’s Common Stock to the total returns on the Russell 2000 Stock Index and the Standard & Poor’s ("S&P") Small Cap 600 Materials Stock Index. The changes for the periods shown in the graph assume that $100 had been invested in PureCycle stock and each index at the close of trading on the first day subsequent to closing of the Business Combination, and that all dividends, if any, were reinvested. The graph is presented pursuant to SEC rules and is not meant to be an indication of the Company's future performance. March 17, 2021 December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2024 December 31, 2025 PureCycle Technologies, Inc. $ 100.00 $ 33.11 $ 23.39 $ 14.01 $ 35.47 $ 29.72 Russell 2000 $ 100.00 $ 96.88 $ 77.08 $ 90.13 $ 100.53 $ 113.41 S&P Small Cap 600 Materials $ 100.00 $ 102.88 $ 96.62 $ 115.92 $ 117.10 $ 134.12 Securities Authorized for Issuance Under Equity Compensation Plans See Part III, Item 12 of this Form 10-K and Note 15 - Equity-Based Compensation of the Notes to Consolidated Financial Statements included herein for additional information required. Recent Sales of Unregistered Securities None. 30 Table of Contents Purchases of Equity Securities by the Issuer and Affiliated Purchasers The following table provides information with respect to the Company’s purchases of its Common Stock for the fourth quarter of 2025. Period (a) Total number of shares (or units) purchased* (b) Average price paid per share (or unit)* (c) Total number of shares (or units) purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs October 1 to October 31 3,254 $ 11.71 — $ — November 1 to November 30 23,910 8.15 — — December 1 to December 31 12,250 9.26 — — Total 39,414 $ 8.79 — $ — * Shares withheld to cover tax withholding obligations under the net settlement provision upon vesting of restricted stock units. It em 6. [ Reserved] 31 Table of Contents It em 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The following discussion and analysis provides information that our management believes is relevant to an assessment and understanding of our consolidated results of operations and financial condition. The discussion should be read together with the audited consolidated financial statements, together with related notes thereto, included elsewhere in this Annual Report on Form 10-K.…