10-Q/A: ZEO Energy Corp. Amends Quarterly Report to Correct Exhibit Filings
Quarterly Report Amendment
ZEO Energy Corp. filed an amendment to its Quarterly Report on Form 10-Q for the period ended March 31, 2025, solely to correct the identification and filing status of certain Sarbanes-Oxley certifications.
Summary
- ZEO Energy Corp. filed an Amendment No. 1 on Form 10-Q/A to its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, which was originally filed on June 16, 2025.
- The sole purpose of this amendment is to correct the Exhibits contained in Item 6 of Part II of the Original Filing.
- Specifically, the amendment clarifies that Exhibits 31.1 and 31.2 (Certifications of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of Sarbanes-Oxley Act of 2002) are 'filed' and not 'furnished'.
- It also correctly titles Exhibit 31.2 as the 'Certification of the Principal Financial Officer'.
- Exhibits 31.1 and 31.2 are now filed as separate exhibits and identified as such in the Exhibit Table.
- Exhibits 32.1 and 32.2 (Certifications pursuant to Section 906 of Sarbanes-Oxley Act of 2002) are also filed as separate exhibits and identified as such in the Exhibit Table.
- No other changes, modifications, or updates have been made to the financial or other information contained in the Original Filing, and the amendment does not reflect events subsequent to the Original Filing Date.
Sentiment
Score: 5
Explanation: The document is neutral in sentiment as it is an administrative amendment solely focused on correcting exhibit filing procedures for compliance purposes, with no impact on financial performance or operational outlook.
Positives
- The company is actively ensuring compliance with SEC filing requirements by correcting procedural errors related to exhibit identification and filing status.
- The amendment demonstrates management's commitment to accurate and transparent regulatory disclosures.
Future Outlook
No forward-looking statements or guidance are provided in this amendment, as its sole purpose is to correct exhibit filings.
Management Comments
- Timothy Bridgewater, Chief Executive Officer, certified that the Quarterly Report on Form 10-Q/A for the quarter ended March 31, 2025, does not contain any untrue statement of a material fact or omit to state a material fact, and that the financial statements fairly present the financial condition, results of operations, and cash flows.
- Timothy Bridgewater also certified that disclosure controls and procedures are designed to ensure material information is known, internal control over financial reporting provides reasonable assurance, and that any significant deficiencies, material weaknesses, or fraud involving management have been disclosed to auditors and the audit committee.
- Cannon Holbrook, Chief Financial Officer, provided similar certifications regarding the accuracy of the report, fair presentation of financial information, and the effectiveness of disclosure controls and internal control over financial reporting.
Industry Context
This administrative filing amendment does not provide information relevant to broader industry trends or competitive analysis.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Procedural Correction | Correction of exhibit filing procedures for Sarbanes-Oxley Act Section 302 and 906 certifications, ensuring they are correctly identified as 'filed' versus 'furnished' and properly separated in the exhibit table. | 2025-07-09 | Enhances regulatory compliance and accuracy of public filings, reinforcing the integrity of corporate governance disclosures. |
Stakeholder Impact
- Shareholders and investors: Provides assurance of the company's commitment to accurate and compliant regulatory filings.
- Regulatory authorities (SEC): Ensures the company's adherence to filing standards and requirements.
Key Dates
| Date | Description |
|---|---|
| 2024-03-20 | Filing date for Certificate of Incorporation and Bylaws of Zeo Energy Corp. (Form 8-K exhibits). |
| 2025-03-31 | End of the quarterly period covered by the original Form 10-Q and this amendment. |
| 2025-06-16 | Original Filing Date of the Quarterly Report on Form 10-Q. |
| 2025-07-03 | Date as of which the registrant had 22,824,845 shares of Class A common stock and 26,480,000 shares of Class V common stock outstanding. |
| 2025-07-09 | Filing Date of this Amendment No. 1 on Form 10-Q/A. |
Keywords
ZEO Energy Corp, SEC filing, 10-Q/A, amendment, Sarbanes-Oxley, SOX, compliance, quarterly report, exhibits, financial reporting
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