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What changed in FLEXIBLE SOLUTIONS INTERNATIONAL INC's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of FLEXIBLE SOLUTIONS INTERNATIONAL INC's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+72 added−71 removedSource: 10-K (2026-04-15) vs 10-K (2025-03-31)

Top changes in FLEXIBLE SOLUTIONS INTERNATIONAL INC's 2025 10-K

72 paragraphs added · 71 removed · 59 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

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Biggest changeOur HEATSAVR® products and dispensers are made from chemicals, plastics and other materials and parts that are readily available from multiple suppliers. We have never experienced any shortage in the availability of raw materials and parts for these products and we do not have any long term supply contracts for any of these items.
Biggest changeWe have never experienced any shortage in the availability of raw materials and parts for these products and we do not have any long term supply contracts for any of these items. We have these products made by outside parties without long term contracts. Our WATERSAVR® products are manufactured by a third party.
In January 2020, ENP Realty, LLC became a wholly owned subsidiary of ENP Investments, LLC and was renamed to ENP Mendota, LLC. ENP Mendota owns a building that the Company occupies. In June 2022, ENP Peru Investments, LLC became a wholly owned subsidiary with NanoChem owning 91.67% and ENP Investments, LLC owning 8.33% of ENP Peru.
In January 2020, ENP Realty, LLC became a wholly owned subsidiary of ENP Investments, LLC and was renamed to ENP Mendota, LLC. ENP Mendota owns a building that the Company occupies. In June 2022, ENP Peru Investments, LLC became a subsidiary with NanoChem owning 91.67% and ENP Investments, LLC owning 8.33% of ENP Peru.
We sell SUN 27TM and N Savr 30TM through distributors in North and South America under our trade names and under private labels. Food and Nutritional Materials We have installed custom equipment used to produce food and nutritional materials. All the ingredients we produce are custom products for specific clients and are confidential.
We sell SUN 27TM and N Savr 30TM through distributors in North and South America under our trade names and under private labels. 3 Food and Nutritional Materials We have installed custom equipment used to produce food and nutritional materials. All the ingredients we produce are custom products for specific clients and are confidential.
We have one part-time employee involved in the sales and marketing of WATERSAVR®. Principal Customers The table below presents our revenue resulting from purchases by our major customers for the periods presented.
We have one part-time employee involved in the sales and marketing of WATERSAVR®. 4 Principal Customers The table below presents our revenue resulting from purchases by our major customers for the periods presented.
We believe that we can compete effectively with Lanxess by offering excellent customer service in oilfield sales, superior distributor support in the agricultural marketplace and flexibility due to our relative size. In addition, we intend to continue to seek market niches that are not the primary targets of Lanxess.
We believe that we can compete effectively with Lanxess by offering excellent customer service in oilfield sales, superior distributor support in the agricultural marketplace and flexibility due to our relative size. In addition, we intend to continue to seek market niches that are not the primary targets of Lanxess. There are other competitors based in Asia.
Nitrogen Conservation Products: We have obtained all government approvals for the markets in which we sell these products. 5 HEATSAVR®: Chemical products for use in swimming pools are covered by a variety of governmental regulations in all countries where we sell these products. These regulations cover packaging, labeling, and product safety.
Nitrogen Conservation Products: We have obtained all government approvals for the markets in which we sell these products. HEATSAVR®: Chemical products for use in swimming pools are covered by a variety of governmental regulations in all countries where we sell these products. These regulations cover packaging, labeling, and product safety. We believe our products are in compliance with these regulations.
In 2023, NanoChem purchased the remaining 8.33% of shares to become sole owner. ENP Peru was previously accounted for under the equity method however, from 2022 it is consolidated into the financial statements from the date control was obtained. ENP Peru owns a building the Company occupies.
In 2023, NanoChem purchased the remaining 8.33% of shares to become sole owner. ENP Peru was previously accounted for under the equity method however, from 2022 it is consolidated into the financial statements from the date control was obtained.
We believe our products are in compliance with these regulations. WATERSAVR®: Our WATERSAVR® product is subject to regulation in most countries, particularly for agricultural and drinking water uses. We do not anticipate that governmental regulations will be an impediment to marketing WATERSAVR® because the components in WATERSAVR® have historically been used in agriculture for many years for other purposes.
WATERSAVR®: Our WATERSAVR® product is subject to regulation in most countries, particularly for agricultural and drinking water uses. We do not anticipate that governmental regulations will be an impediment to marketing WATERSAVR® because the components in WATERSAVR® have historically been used in agriculture for many years for other purposes.
In irrigation scale control, acid washes are our prime competitor. Notwithstanding the above, we believe our competitive advantages include: ● Biodegradability compared to competing oil field chemicals; ● Cost-effectiveness for crop enhancement compared to increased fertilizer use; and ● Environmental considerations, ease of formulation and increased crop yield opportunities in irrigation scale markets.
Notwithstanding the above, we believe our competitive advantages include: ● Biodegradability compared to competing oil field chemicals; ● Cost-effectiveness for crop enhancement compared to increased fertilizer use; and ● Environmental considerations, ease of formulation and increased crop yield opportunities in irrigation scale markets.
As a result, in select conditions the use of TPAs either blended with fertilizer or applied directly to crops can increase yields significantly. TPAs are designated for crop nutrient management programs and should not be confused with crop protection and pesticides or other agricultural chemical applications.
Once crystallized, fertilizer and soil minerals are not able to provide plant nourishment. As a result, in select conditions the use of TPAs either blended with fertilizer or applied directly to crops can increase yields significantly. TPAs are designated for crop nutrient management programs and should not be confused with crop protection and pesticides or other agricultural chemical applications.
There are other competitors based in Asia. 4 Our TPA products face indirect competition from other chemicals in every market in which we are active. For purposes of oilfield scale prevention, phosphonates, phosphates and molibdonates provide the same effect. For crop enhancement, increased fertilizer levels can serve as a substitute for TPAs.
Our TPA products face indirect competition from other chemicals in every market in which we are active. For purposes of oilfield scale prevention, phosphonates, phosphates and molibdonates provide the same effect. For crop enhancement, increased fertilizer levels can serve as a substitute for TPAs. In irrigation scale control, acid washes are our prime competitor.
In June 2023, 317 Mendota LLC (“317 Mendota”) was created to purchase real estate and the Company has 80% ownership with an unrelated party (NCI) owning the remaining 20%. The Company occupies part of the building currently owned by 317 Mendota and intends to rent out the remaining portion of the building.
ENP Peru owns a building the Company occupies. 2 In June 2023, 317 Mendota LLC (“317 Mendota”) was created to purchase real estate and the Company has 80% ownership with an unrelated party (NCI) owning the remaining 20%. The Company occupied part of the building owned by 317 Mendota and rented out the remaining portion of the building.
Manufacturing Our 56,780 sq. ft. facility in Peru, Illinois manufactures our TPA products. Raw materials for TPA production are sourced from various manufacturers throughout the world and we believe they are available in sufficient quantities for any increase in sales. Raw materials are, however, derived from crude oil and are subject to price fluctuations related to world oil prices.
Manufacturing Our 56,780 sq. ft. facility in Peru, Illinois manufactures our food and nutritional materials and TPA products. Raw materials for production are sourced from various manufacturers throughout the world and we believe they are available in sufficient quantities for any increase in sales.
Year Ended December 31, 2024 2023 Company A $ 8,050,462 $ 6,811,083 Company B $ 8,235,394 $ 10,260,870 Company C $ 4,493,455 $ 3,410,845 Customers with balances greater than 10% of our receivable balances as of each of the fiscal year ends presented are shown in the following table: Year Ended December 31, 2024 2023 Company A $ 5,377,088 $ 4,225,028 Company B $ 1,866,645 $ 2,073,813 Company D $ 1,189,157 $ 670,920 * *Less than 10% in that period Competition TPAs: Our TPA products have direct competition with Lanxess AG (spun out of Bayer AG) (“Lanxess”), a German manufacturer of TPAs, which uses a patented process different from ours.
Year Ended December 31, 2025 2024 Company A $ 8,817,331 $ 8,050,462 Company B $ 6,169,277 $ 8,235,394 Company C $ 3,068,991 $ 4,493,455 Customers with balances greater than 10% of our receivable balances as of each of the fiscal year ends presented are shown in the following table: Year Ended December 31, 2025 2024 Company A $ 6,652,611 $ 5,377,088 Company B $ 980,638 * $ 1,866,645 Company D $ 170,148 * $ 1,189,157 Company E $ 1,866,972 $ - *Less than 10% in that period Competition TPAs: Our TPA products have direct competition with Lanxess AG (spun out of Bayer AG) (“Lanxess”), a German manufacturer of TPAs, which uses a patented process different from ours.
They are used in place of traditional phosphonate and other products when biodegradability is required by environmental regulations. We have the ability to custom manufacture TPAs depending on the specific water conditions associated with any oil well. TPAs are also used in fracking fluids to reduce the toxicity while maintaining equal function. TPAs for the Agricultural Industry .
TPAs are used to reduce scale and corrosion in various “topside” water systems. They are used in place of traditional phosphonate and other products when biodegradability is required by environmental regulations. We have the ability to custom manufacture TPAs depending on the specific water conditions associated with any oil well.
Our website is www.flexiblesolutions.com Our Products Thermal Polyaspartates (“TPAs”) We manufacture TPAs in our Peru, Illinois plant using a thermal polymerizing process. The multiple variants produced are optimized for individual market verticals and sold for end use or through distribution. 2 TPAs for Oilfields . TPAs are used to reduce scale and corrosion in various “topside” water systems.
Unless otherwise indicated, all references to our business include the operations of these subsidiaries. Our website is www.flexiblesolutions.com Our Products Thermal Polyaspartates (“TPAs”) We manufacture TPAs in our Peru, Illinois plant using a thermal polymerizing process. The multiple variants produced are optimized for individual market verticals and sold for end use or through distribution. TPAs for Oilfields .
WATERSAVR may also be used for lawn and turf care and potted and bedding plants. WATERSAVR® is sold in granulated form and can be applied by hand, by fully automated scheduled metering, or by an automatic dispenser.
WATERSAVR® is sold in granulated form and can be applied by hand, by fully automated scheduled metering, or by an automatic dispenser.
For financial reporting purposes, the assets, liabilities and earnings of 317 Mendota are consolidated into these financial statements. The NCI’s ownership interest in 317 Mendota is recorded in non-controlling interests in these consolidated financial statements.
In October 2025, the Company sold the building and will continue to rent from the new owners (see Note 6). For financial reporting purposes, the assets, liabilities and earnings of 317 Mendota are consolidated into these financial statements. The NCI’s ownership interest in 317 Mendota is recorded in non-controlling interests in these consolidated financial statements.
We have not received any claims alleging infringement of the intellectual property rights of others, but there can be no assurance that we may not be subject to such claims in the future. Research and Development We spent $329,952 during the year ended December 31, 2024 and $158,246 during year ended December 31, 2023 on research and development.
We have not received any claims alleging infringement of the intellectual property rights of others, but there can be no assurance that we may not be subject to such claims in the future.
TPAs have the ability to reduce fertilizer crystallization before, during and after application and can also delay crystal formation between fertilizer and minerals present in the soil. Once crystallized, fertilizer and soil minerals are not able to provide plant nourishment.
TPAs are also used in fracking fluids to reduce the toxicity while maintaining equal function. TPAs for the Agricultural Industry . TPAs have the ability to reduce fertilizer crystallization before, during and after application and can also delay crystal formation between fertilizer and minerals present in the soil.
Employees As of December 31, 2024, we had 45 employees, including one officer, 17 sales and customer support personnel, and 27 manufacturing personnel. None of our employees are represented by a labor union and we have not experienced any work stoppages to date.
None of our employees are represented by a labor union and we have not experienced any work stoppages to date.
We also manufacture and sell products which automatically dispense HEATSAVR® into commercial size swimming pools or spas at the rate of one ounce per 400 sq. ft. of water surface per day. 3 WATERSAVR® This product utilizes a patented variation of our HEATSAVR technology to reduce water evaporation in reservoirs, potable water storage tanks, livestock watering ponds, aqueducts, canals and irrigation ditches.
We also manufacture and sell products which automatically dispense HEATSAVR® into commercial size swimming pools or spas at the rate of one ounce per 400 sq. ft. of water surface per day.
In January 2020, ENP Investments, LLC acquired a 100% interest in ENP Realty, LLC and the 14,000 sq. ft. manufacturing facility in Mendota, Illinois owned by this entity. Government Regulations TPAs: In the industrial oil field and agricultural markets, we have received government approval for all TPAs currently sold.
We are not required to purchase any minimum quantity of this product. In January 2020, ENP Investments, LLC acquired a 100% interest in ENP Realty, LLC and the 14,000 sq. ft. manufacturing facility in Mendota, Illinois owned by this entity.
We operate through a number of wholly-owned subsidiaries which are further discussed in Note 1 to the consolidated financial statements included as part of this report. Unless otherwise indicated, all references to our business include the operations of these subsidiaries.
In 2025, Pana Chem Solutions Inc. (“Pana Chem”) set up a manufacturing facility in Panama for production of NanoChem Legacy products. Shipments started in January 2026. We operate through a number of wholly-owned subsidiaries which are further discussed in Note 1 to the consolidated financial statements included as part of this report.
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We have these products made by outside parties without long term contracts. Our WATERSAVR® products are manufactured by a third party. We are not required to purchase any minimum quantity of this product.
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WATERSAVR® This product utilizes a patented variation of our HEATSAVR technology to reduce water evaporation in reservoirs, potable water storage tanks, livestock watering ponds, aqueducts, canals and irrigation ditches. WATERSAVR may also be used for lawn and turf care and potted and bedding plants.
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Raw materials for TPA are, however, derived from crude oil and are subject to price fluctuations related to world oil prices. 5 Our HEATSAVR® products and dispensers are made from chemicals, plastics and other materials and parts that are readily available from multiple suppliers.
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In 2025, Pana Chem Solutions Inc. started building out a manufacturing facility in Panama for the production of NanoChem Legacy products, such as agricultural and polymer products, increasing capacity for food and nutritional materials in Peru, IL. Shipments started leaving the Panama facility in January 2026.
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In 2025, ENP Investments, LLC signed a lease for manufacturing space with the new owners of the building formerly held by 317 Mendota, LLC. See Notes 3 and 6. Government Regulations TPAs: In the industrial oil field and agricultural markets, we have received government approval for all TPAs currently sold.
Added
Research and Development We spent $615,292 during the year ended December 31, 2025 and $329,952 during year ended December 31, 2024 on research and development. 6 Employees As of December 31, 2025, we had 78 employees, including one officer, 20 sales and customer support personnel, and 57 manufacturing personnel.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeEconomic, political and other risks associated with international sales and operations could adversely affect our sales. Revenues from shipments made outside of the United States accounted for approximately 24% of our revenues in the year ended December 31, 2024, 21% in the year ended December 31, 2023 and 20% in the year ended December 31, 2022.
Biggest changeRevenues from shipments made outside of the United States accounted for approximately 16% of our revenues in the year ended December 31, 2025, 24% in the year ended December 31, 2024 and 21% in the year ended December 31, 2023. Since we sell our products worldwide, our business is subject to risks associated with doing business internationally.
Any failure by us to comply with present or future regulations could subject us to substantial fines, suspension of production, alteration of manufacturing processes or cessation of operations, any of which could have a material adverse effect on our business, financial condition and results of operations. Our failure to protect our intellectual property could impair our competitive position.
Any failure by us to comply with present or future regulations could subject us to substantial fines, suspension of production, alteration of manufacturing processes or cessation of operations, any of which could have a material adverse effect on our business, financial condition and results of operations. 9 Our failure to protect our intellectual property could impair our competitive position.
Nevertheless, we may require county or state approval on a case by case basis. We expect to spend $50,000 on the marketing and production of our WATERSAVR® product in fiscal 2025. 7 If we do not introduce new products in a timely manner, our products could become obsolete and our operating results would suffer.
Nevertheless, we may require county or state approval on a case by case basis. We expect to spend $50,000 on the marketing and production of our WATERSAVR® product in fiscal 2026. If we do not introduce new products in a timely manner, our products could become obsolete and our operating results would suffer.
Factors that may affect our operating results and the market price of our common stock include: ● Demand for and market acceptance of our products; 6 ● Competitive pressures resulting in lower selling prices; ● Adverse changes in the level of economic activity in regions in which we do business; ● Adverse changes in the oil and gas industry on which we are particularly dependent; ● Changes in the portions of our revenue represented by various products and customers; ● Delays or problems in the introduction of new products; ● The announcement or introduction of new products, services or technological innovations by our competitors; ● Variations in our product mix; ● The timing and amount of our expenditures in anticipation of future sales; ● Increased costs of raw materials or supplies; ● Changes in the volume or timing of product orders; and ● Uncertainty in the tariff rates being charged.
Factors that may affect our operating results and the market price of our common stock include: ● Demand for and market acceptance of our products; ● Competitive pressures resulting in lower selling prices; ● Adverse changes in the level of economic activity in regions in which we do business; ● Adverse changes in the oil and gas industry on which we are particularly dependent; ● Changes in the portions of our revenue represented by various products and customers; ● Delays or problems in the introduction of new products; ● The announcement or introduction of new products, services or technological innovations by our competitors; ● Variations in our product mix; ● The timing and amount of our expenditures in anticipation of future sales; ● Increased costs of raw materials or supplies; ● Changes in the volume or timing of product orders; and ● Uncertainty in the tariff rates being charged. 7 Our operations are subject to seasonal fluctuation.
Our operations are subject to seasonal fluctuation. Our TPA business is the least seasonal, however there is a small increase in the spring related to inventory building for the crop season in the United States and a small slowdown in December as oilfield customers run down stock in advance of year end, but otherwise, there is little seasonal variation.
Our TPA business is the least seasonal, however there is a small increase in the spring related to inventory building for the crop season in the United States and a small slowdown in December as oilfield customers run down stock in advance of year end, but otherwise, there is little seasonal variation.
See above principal customer information. Our products can be hazardous if not handled, stored and used properly; litigation related to the handling, storage and safety of our products would have a material adverse effect on our business and results of operations. Some of our products are flammable and must be stored properly to avoid fire risk.
Our products can be hazardous if not handled, stored and used properly; litigation related to the handling, storage and safety of our products would have a material adverse effect on our business and results of operations. Some of our products are flammable and must be stored properly to avoid fire risk.
Among our current customers, we have identified three that are sizable enough that the loss of any one would be significant. Any loss of one or more of these customers could result in a substantial reduction in our revenues. See “Principal Customers” in Item 1 of this report for further details.
Among our current customers, we have identified three that are sizable enough that the loss of any one would be significant. Any loss of one or more of these customers could result in a substantial reduction in our revenues.
Accordingly, our future results could be harmed by a variety of factors, including: ● Changes in foreign currency exchange rates; ● Changes in a country’s or region’s political or economic conditions, particularly in developing or emerging markets; ● Longer payment cycles of foreign customers and difficulty of collecting receivables in foreign jurisdictions; ● Trade protection measures and import or export licensing requirements; ● Differing tax laws and changes in those laws; ● Difficulty in staffing and managing widespread operations; ● Differing laws regarding protection of intellectual property; and ● Differing regulatory requirements and changes in those requirements. 8 We are subject to credit risk and may be subject to substantial write-offs if one or more of our significant customers default on their payment obligations to us.
Accordingly, our future results could be harmed by a variety of factors, including: ● Changes in foreign currency exchange rates; ● Changes in a country’s or region’s political or economic conditions, particularly in developing or emerging markets; ● Longer payment cycles of foreign customers and difficulty of collecting receivables in foreign jurisdictions; ● Trade protection measures and import or export licensing requirements; ● Differing tax laws and changes in those laws; ● Difficulty in staffing and managing widespread operations; ● Differing laws regarding protection of intellectual property; and ● Differing regulatory requirements and changes in those requirements.
We currently allow our major customers between 30 and 90 days to pay for each sale. This practice, while customary, presents an accounts receivable write-off risk if one or more of our significant customers defaulted on their payment obligations to us. Any such write-off, if substantial, would have a material adverse effect on our business and results of operations.
This practice, while customary, presents an accounts receivable write-off risk if one or more of our significant customers defaulted on their payment obligations to us. Any such write-off, if substantial, would have a material adverse effect on our business and results of operations. See Item 1 of this Report for further details.
O’Brien ceased to be available to us since we currently do not have any other employee with an equivalent level of expertise in and knowledge of our industry. If Mr.
Our ongoing success is dependent upon the continued availability of certain key employees. Our business would be adversely affected if the services of Daniel B. O’Brien ceased to be available to us since we currently do not have any other employee with an equivalent level of expertise in and knowledge of our industry. If Mr.
Since we sell our products worldwide, our business is subject to risks associated with doing business internationally. We anticipate that revenues from international operations will continue to represent a sizable portion of our total revenue.
We anticipate that revenues from international operations will continue to represent a sizable portion of our total revenue.
There can be no assurance that the amount of product liability insurance that we carry will be sufficient to protect us from product liability claims.
There can be no assurance that the amount of product liability insurance that we carry will be sufficient to protect us from product liability claims. A product liability claim in excess of the amount of insurance we carry could have a material adverse effect on our business, financial condition and results of operations.
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A product liability claim in excess of the amount of insurance we carry could have a material adverse effect on our business, financial condition and results of operations. 9 Our ongoing success is dependent upon the continued availability of certain key employees. Our business would be adversely affected if the services of Daniel B.
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See “Principal Customers” in Item 1 of this report for further details. 8 Economic, political and other risks associated with international sales and operations could adversely affect our sales.
Added
We are subject to credit risk and may be subject to substantial write-offs if one or more of our significant customers default on their payment obligations to us. We currently allow our major customers between 30 and 90 days to pay for each sale.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe Board believes an effective risk management system will (1) identify the material risks that we face in a timely manner, (2) communicate necessary information with respect to material risks to senior executives and, as appropriate, to our directors (3) implement or oversee implementation of appropriate and responsive risk management and mitigation strategies consistent with our risk profile, and (4) integrate risk management into our decision-making.
Biggest changeThe Board believes an effective risk management system will (1) identify the material risks that we face in a timely manner, (2) communicate necessary information with respect to material risks to senior executives and, as appropriate, to our directors (3) implement or oversee implementation of appropriate and responsive risk management and mitigation strategies consistent with our risk profile, and (4) integrate risk management into our decision-making. 10 Our Board oversees risk management after receiving briefings from advisors and also based on its own analysis and conclusions regarding the adequacy of our risk management processes.
George Murray, our Operations Manager, is responsible for assessing and managing cybersecurity risks. Mr. Murray is experienced in assessing and managing cybersecurity risks due to his direct oversight of our internet and digital communications contractors.
The Board continuously evaluates and manages material risks including geopolitical and enterprise risks, financial risks, environmental risks, health and safety risks and cybersecurity risks. George Murray, our Operations Manager, is responsible for assessing and managing cybersecurity risks. Mr. Murray is experienced in assessing and managing cybersecurity risks due to his direct oversight of our internet and digital communications contractors.
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Our Board oversees risk management after receiving briefings from advisors and also based on its own analysis and conclusions regarding the adequacy of our risk management processes. The Board continuously evaluates and manages material risks including geopolitical and enterprise risks, financial risks, environmental risks, health and safety risks and cybersecurity risks.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeIn 2023, the Company purchased an 80% share in 317 Mendota, a real estate company that was set up to purchase a manufacturing building in Mendota, IL. ENP Investments now occupies part of this space.
Biggest changeIn 2023, the Company purchased an 80% share in 317 Mendota, a real estate company that was established to purchase a manufacturing building in Mendota, IL. The building sold in October 2025 but ENP Investments still occupies part of this manufacturing space under a lease with the new owners.
Item 2. Properties. We own a 61,200 sq. ft. facility and a 56,780 sq. ft. facility in Peru, Illinois along with a 14,000 sq. ft facility in Mendota, Illinois which is used to manufacture our TPA line of products. In 2017, we purchased a 3,000 sq ft building on 1 acre of land in Taber, Alberta.
Item 2. Properties. We own a 61,200 sq. ft. facility and a 56,780 sq. ft. facility in Peru, Illinois along with a 14,000 sq. ft facility in Mendota, Illinois which was used to manufacture our TPA line of products. In 2017, we purchased a 3,000 sq ft building on 1 acre of land in Taber, Alberta.
Added
See Note 3 to the consolidated financial statements for specific financial obligations relating to these leases.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe Company declared a special dividend of $0.10 per share on April 23, 2024, paid on May 16, 2024 to shareholders of record on April 30, 2024. The Company declared a special dividend of $0.05 per share on April 14, 2023, paid on May 16, 2023 to shareholders of record on April 28, 2023.
Biggest changeThe Company declared a special dividend of $0.10 per share, paid on May 28, 2025 to shareholders of record on May 19, 2025 for a total payment of $1,274,753. The Company declared a special dividend of $0.10 per share, paid on May 16, 2024 to shareholders of record on April 30, 2024 for a total payment of $1,255,053.
Options are exercisable at prices ranging from $2.00 to $4.05 per share. See Item 11 of this report for more information concerning these options.
Options are exercisable at prices ranging from $2.00 to $7.00 per share. See Item 11 of this report for more information concerning these options.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities. Our common stock is traded on the NYSE American under the symbol “FSI”. As of March 30, 2025, we had approximately 3,400 shareholders.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchase of Equity Securities. Our common stock is traded on the NYSE American under the symbol “FSI”. As of April 15, 2026, we had approximately 3,400 shareholders.
The following table lists additional shares of our common stock, including shares issuable upon the exercise of options which have not yet vested, which may be issued as of March 30, 2025: Number Note Of Shares Reference Shares issuable upon exercise of options granted to our officers, directors, employees, consultants, and third parties 1,708,000 A A.
The following table lists additional shares of our common stock, including shares issuable upon the exercise of options which have not yet vested, which may be issued as of April 15, 2026: Number Note Of Shares Reference Shares issuable upon exercise of options granted to our officers, directors, employees, consultants, and third parties 1,684,000 A A.
None of our officers or directors, nor any of our principal shareholders purchased, on our behalf, any shares of our common stock from third parties either in a private transaction or as a result of purchases in the open market during the years ended December 31, 2024 and 2023.
None of our officers or directors, nor any of our principal shareholders purchased, on our behalf, any shares of our common stock from third parties either in a private transaction or as a result of purchases in the open market during the years ended December 31, 2025 and 2024. 11 As of April 15, 2026, we had 12,737,498 outstanding shares of common stock.
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As of March 30, 2025, we had 12,647,532 outstanding shares of common stock.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeCapital Resources and Liquidity Our sources and (uses) of cash for the years ended December 31, 2024 and 2023 are shown below: 2024 2023 Cash provided by operating activities $ 5,568,346 $ 6,116,171 Sale of investment 2,000,000 - Purchase of investments - (470,000 ) Redemption of investments - 200,000 Distributions received from equity investments 510,710 201,034 Non-Controlling Interest of 317 Mendota LLC - 200,000 Proceeds from sale of asset - 5,411 Purchases of property and equipment (4,964,736 ) (4,990,675 ) Advances (repayment) of line of credit 241,680 (1,008,112 ) Repayment of long term debt (1,517,500 ) (725,823 ) Proceeds of long term debt 2,162,412 2,686,682 Dividends paid (1,255,053 ) (626,777 ) Distributions to non-controlling interest (794,722 ) (719,439 ) Shares issued upon exercise of stock options 184,850 13,600 Effects of foreign exchange rate changes on cash 188,160 10,653 We have sufficient cash resources to meets our future commitments and cash flow requirements for the coming year.
Biggest changeOther than the foregoing we do not know of any trends, events or uncertainties that have had, or are reasonably expected to have, a material impact on our revenues or expenses. 13 Capital Resources and Liquidity Our sources and (uses) of cash for the years ended December 31, 2025 and 2024 are shown below: 2025 2024 Cash provided by operating activities $ 3,782,193 $ 5,568,346 Maturities of term deposits 1,014,766 289,325 Proceeds from sale of property 3,750,000 - Purchase of property, equipment and leaseholds (4,373,903 ) (4,964,736 ) Return of investment 500,000 - Distributions received from equity investment - 510,710 Proceeds from sale of investment - 2,000,000 Proceeds of short-term lines of credit, net 96,227 241,680 Repayment of long-term debt (4,318,188 ) (1,517,500 ) Proceeds from long-term debt - 2,162,412 Dividends paid (1,274,753 ) (1,255,053 ) Distributions to non-controlling interest (991,708 ) (794,722 ) Proceeds from shares issued upon exercise of stock options 550,960 184,850 Effect of foreign exchange rate change on cash 259,099 188,160 We have sufficient cash resources to meet our future commitments and cash flow requirements for the coming year.
Other than as disclosed above, we do not know of any trends, demands, commitments, events or uncertainties that will result in, or that are reasonable likely to result in, our liquidity increasing or decreasing in any material way. Other than as disclosed above, we do not know of any significant changes in our expected sources and uses of cash.
Other than as disclosed above, we do not know of any trends, demands, commitments, events or uncertainties that will result in, or that are reasonably likely to result in, our liquidity increasing or decreasing in any material way. Other than as disclosed above, we do not know of any significant changes in our expected sources and uses of cash.
We do not have any commitments or arrangements from any person to provide us with any equity capital. 13 Critical Accounting Policies and Estimates Allowances for Doubtful Accounts Receivable . We evaluate our accounts receivable to determine if they will ultimately be collected.
We do not have any commitments or arrangements from any person to provide us with any equity capital. 14 Critical Accounting Policies and Estimates Allowances for Doubtful Accounts Receivable . We evaluate our accounts receivable to determine if they will ultimately be collected.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations We have three product lines. The first is a chemical (“EWCP”) used in swimming pools and spas. The product forms a thin, transparent layer on the water’s surface.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Results of Operations We have four product lines. The first is a chemical (“EWCP”) used in swimming pools and spas. The product forms a thin, transparent layer on the water’s surface.
Material changes in the line items in our Statement of Income and Comprehensive Income for the year ended December 31, 2024 as compared to the same period last year, are discussed below: Item Increase (I) or Decrease (D) Reason Sales EWCP products I Increased customer orders. TPA products D Decreased customer orders.
Material changes in the line items in our Statement of Income and Comprehensive Income for the year ended December 31, 2025 as compared to the same period last year, are discussed below: Item Increase (I) or Decrease (D) Reason Sales EWCP products D Decreased customer orders. TPA products D Decreased customer orders.
These products are made and sold by the Company’s TPA division. 11 The Company also manufactures food grade products that are made and sold by the TPA division.
These products are made and sold by the Company’s TPA division. 12 The Company also manufactures food grade products that are made and sold by the TPA division.
Aspartic acid is a key ingredient in our TPA product. If tariffs increase and if relief is not available, some customers may experience price increases; ● Activity in the oil and gas industry, as we sell our TPA product to oil and gas companies; and ● Drought conditions, since we also sell our TPA product to farmers.
If tariffs increase and if relief is not available, some customers may experience price increases; ● Activity in the oil and gas industry, as we sell our TPA product to oil and gas companies; and ● Drought conditions, since we also sell our TPA product to farmers.
As of December 31, 2024, our working capital was $22,714,190 (2023 - $20,172,833) and we have no substantial commitments or capital requirements that require significant outlays of cash over the coming fiscal year.
As of December 31, 2025, our working capital was $22,173,434 (2024 - $22,714,190) and we have no substantial commitments or capital requirements that require significant outlays of cash over the coming fiscal year.
See Note 2 to the consolidated financial statements included as part of this report for a description of our significant accounting policies. Recent Accounting Pronouncements We have evaluated recent accounting pronouncements issued since January 1, 2024 and determined that the adoption of these recent accounting pronouncements will not have a material effect on our consolidated financial statements. 14
Recent Accounting Pronouncements We have evaluated recent accounting pronouncements issued since January 1, 2025 and determined that the adoption of these recent accounting pronouncements will not have a material effect on our consolidated financial statements. 15
Stock Based Compensation The fair value of share-based payments are subject to the limitations of the Black-Scholes option pricing model that incorporates market data and involves uncertainty in estimates used by management in the assumptions. Since the Black-Scholes option pricing model relies on highly subjective assumptions, any changes to these inputs can significantly impact the estimated value.
Shipping and handling activities are accounted for as fulfillment costs. Stock Based Compensation The fair value of share-based payments are subject to the limitations of the Black-Scholes option pricing model that incorporates market data and involves uncertainty in estimates used by management in the assumptions.
To the extent that future taxable income differs significantly from estimates, the ability of the Company to realize deferred tax assets could be impacted. Privately Held Equity Investments The recoverability of privately held equity investments requires management to make certain assumptions and estimates. Changes in these assumptions and estimates could result in materially different results.
Assessing the recoverability of deferred tax assets requires the Company to make estimates related to the expectations of future taxable income and the application of existing tax laws. To the extent that future taxable income differs significantly from estimates, the ability of the Company to realize deferred tax assets could be impacted.
Income tax expense I One time adjustments to income tax accruals in 2023 did not occur again in 2024. 12 The factors that will most significantly affect future operating results will be: ● The sale price of crude oil which is used in the manufacture of aspartic acid we import from China.
The factors that will most significantly affect future operating results will be: ● The sale price of crude oil which is used in the manufacture of aspartic acid we import from China. Aspartic acid is a key ingredient in our TPA product.
Loss on sale of investment I One time loss on the sale of 30.1 % of Florida based LLC. Interest expense I Increased debt resulted in increased interest expense.
Impairment of investment I One time loss as the Company’s management deemed the investment in Lygos impaired in 2025. Loss on sale of investment D One time loss on the sale of 30.1 % of Florida based LLC in 2024. Proceeds from sale of investment D Sale that occurred 2024 did not reoccur in 2025.
Income Taxes Tax interpretations, regulations and legislation in the various jurisdictions in which the Company operates are subject to change and interpretation. As such, income taxes are subject to measurement uncertainty. Assessing the recoverability of deferred tax assets requires the Company to make estimates related to the expectations of future taxable income and the application of existing tax laws.
Since the Black-Scholes option pricing model relies on highly subjective assumptions, any changes to these inputs can significantly impact the estimated value. Income Taxes Tax interpretations, regulations and legislation in the various jurisdictions in which the Company operates are subject to change and interpretation. As such, income taxes are subject to measurement uncertainty.
Removed
Gross profit I Raw material costs declined to catch up with customer price reductions already in place. Insurance I Prior year increase in assets and in sales resulted in higher insurance costs. Office and Miscellaneous I Increase in property tax associated with more properties along with various other one time costs.
Added
Research and development services I Due to a successful project that completed in 2025. Gross profit as a percentage of sales D Increased costs associated with scaling up new products. Gain on sale of property I Sale of 317 Mendota building in 2025.
Removed
Consulting I Increased reliance on consultants instead of full time employees. Professional fees I Increase in accounting fees related to tax filings and increase in audit fees related to growth of the Company. Research I New product development. Utilities I Addition of real estate not yet rented out.
Added
Loss on write-down of property held for sale I A loss occurred in 2025 when the Company put property up sale with an asking price below holding value. Professional fees I Increase in accounting fees related to tax filings combined with an increase in audit fees and consulting related to growth of the Company.
Removed
Investor relations D Reduced shares traded and filings required in 2023 did not reoccur in 2024. Currency exchange I Currency exchange increased as a result of movements in the US / Canadian dollar exchange rate and its effects on US dollar cash balances and US dollar payables held by the Company’s Canadian subsidiaries.
Added
Research and development I New product development. Selling, general, and administrative I Increase related to new operating leases along with overall growth of the Company and various one time costs associated with the Company’s new location in Panama. Income from investments D Sale of 30.1% of Florida based LLC in 2024 reduced our Company’s portion of the profits.
Removed
Lease expense D Termination of lease in Naperville, IL reduced costs. Loss on lease termination I One time cost incurred terminating lease in Naperville, IL. Interest income I Increased interest rates combined with increase in term deposits. Gain on investment D Sale of 30.1% of Florida based LLC reduced our Company’s portion of the profits.
Added
The Company recognizes revenue when control of promised goods is transferred to customers in an amount that reflects the consideration the Company expects to receive in exchange for those goods. Revenue is recognized at a point in time, generally upon shipment, as this represents the transfer of the risk of loss and control to the carrier (F.O.B. shipping point).
Removed
Other than the foregoing we do not know of any trends, events or uncertainties that have had, or are reasonably expected to have, a material impact on our revenues or expenses.
Added
Privately Held Equity Investments The recoverability of privately held equity investments requires management to make certain assumptions and estimates. Changes in these assumptions and estimates could result in materially different results. See Note 2 to the consolidated financial statements included as part of this report for a description of our significant accounting policies.
Removed
We follow a five-step model for revenue recognition. The five steps are: (1) identification of the contract(s) with the customer, (2) identification of the performance obligation(s) in the contract(s), (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligation, and (5) recognition of revenue when (or as) the performance obligation is satisfied.
Removed
We fulfill our performance obligations when control of product transfers to the customer, which is generally at the time the product is shipped since risk of loss is transferred to the purchaser upon delivery to the carrier.
Removed
For shipments which are free on board (F.O.B). shipping point, we have elected to account for shipping and handling activities as a fulfillment cost rather than as an additional promised service and performance obligation.

Other FSI 10-K year-over-year comparisons