Anterix Inc. (ATEX)

Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations

This discussion and analysis of the financial condition and results of operations of Anterix Inc. (“Anterix,” the “Company”, “we”, “us”, or “our”) should be read in conjunction with our financial statements and notes thereto included in this Quarterly Report and the audited financial statements and notes thereto included in our 2026 Annual Report on Form 10-K for the year ended March 31, 2026, filed with the SEC on June 25, 2026. In addition to historical information, this discussion and analysis contains forward-looking statements that involve risks, uncertainties, and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of certain factors including, but not limited to, those identified or referenced in “Item 1A—Risk Factors” in Part II of this Quarterly Report. As a result, investors are urged not to place undue reliance on any forward-looking statements. Except as required by applicable law, we do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Quarterly Report.

Overview

Anterix Inc. is the nation’s largest holder of licensed 900 MHz spectrum (896-901/935-940 MHz) with coverage spanning the contiguous United States, Hawaii, Alaska, and Puerto Rico. Our mission is to transform critical infrastructure connectivity, commercialize our spectrum assets and deliver advanced intelligent infrastructure solutions, including private broadband networks, tower access, and turnkey connectivity management, to utility and critical infrastructure enterprises seeking to enhance operational efficiency, strengthen grid resilience, and accelerate digital transformation.

During fiscal 2026, we evolved our business strategy. Building on our foundational 900 MHz spectrum position, we transitioned from a model focused predominantly on long-term spectrum leasing to a broader operating model. In the ordinary course of business, we now secure and expand our spectrum position, clear and retune spectrum, monetize spectrum through both sales and long-term leases, and develop a growing portfolio of products and services offerings around our spectrum that are designed to generate recurring revenue. Together, these activities form the foundation of how we generate revenue today and how we expect to generate revenue over time.

Refer to our 2026 Annual Report for a more complete description of the nature of our business, including details regarding the process and costs to secure our broadband licenses.

Business Developments

On April 16, 2026, we entered into a 10 MHz 900 MHz spectrum license sale agreement with Public Utility District No. 1 of Benton County (“Benton PUD”) to provide 900 MHz Broadband Spectrum in the 10 MHz broadband configuration, covering Benton County, Washington, (the “Benton Agreement”) for a total consideration of $0.8 million. This will enable Benton PUD to deploy a private wireless broadband network that will provide the taxpayer-owned utility and the community it serves with transformative communications capabilities to support its energy leadership, cooperation, and stewardship.

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Results of Operations

A discussion and analysis of the primary factors contributing to our results of operations are presented below. The following tables summarize our results of operations and financial data for the three months ended June 30, 2026 and 2025. The following data should be read in conjunction with our Notes to the Unaudited Consolidated Financial Statements contained within this Quarterly Report.

Summary

Our net income for the three months ended June 30, 2026 decreased by approximately $24.9 million to $0.2 million from a net income of $25.2 million for the three months ended June 30, 2025. The decrease in net income was primarily due to the following:

•General and administrative expenses decreased by $0.8 million, or -8%, to $9.6 million for the three months ended June 30, 2026 from $10.4 million for the three months ended June 30, 2025. The decrease primarily resulted from $0.6 million lower stock compensation expense and $0.3 million headcount related costs, partially offset by $0.1 million higher travel and entertainment expense.

•Sales and support expense increased by $0.4 million, or 28%, to $1.9 million for the three months ended June 30, 2026 from $1.5 million for the three months ended June 30, 2025. The increase primarily resulted from $0.2 million higher headcount related costs, $0.2 million stock compensation expense and $0.1 million marketing expense, partially offset by $0.1 million lower contract consulting fees.

•Severance and other related charges decreased by $0.6 million, or -100%, to zero for the three months ended June 30, 2026 from $0.6 million for the three months ended June 30, 2025. During the three months ended June 30, 2026, we had no reduction in workforce or other related expenses. During the three months ended June 30, 2025, we recorded $0.6 million related to the retention of key employees and other related costs as a result of the reduction in workforce during Fiscal 2025.

•Gain on exchange of intangible assets, net decreased by $23.3 million, or -69%, to $10.7 million for the three months ended June 30, 2026 from $33.9 million for the three months ended June 30, 2025. During the three months ended June 30, 2026, we exchanged our narrowband licenses for broadband licenses in 6 counties. In connection with the exchange, we recorded $13.5 million for the new broadband licenses and disposed of $2.9 million related to the value ascribed to the narrowband licenses we relinquished to The Federal Communications Commission’s (the “FCC”) for those same 6 counties. As a result, we recorded a $10.7 million non-monetary gain on exchange of intangible assets on our Consolidated Statements of Operations. During the three months ended June 30, 2025, we exchanged our narrowband licenses for broadband licenses in 62 counties. In connection with

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the exchange, we recorded $40.6 million for the new broadband licenses and disposed of $6.7 million related to the value ascribed to the narrowband licenses we relinquished to the FCC for those same 62 counties. As a result, we recorded a $33.9 million non-monetary gain on exchange of intangible assets on our Consolidated Statements of Operations.

•Gain on sale of intangible assets, net decreased by $1.0 million, or 100%, to zero for the three months ended June 30, 2026 from $1.0 million for the three months ended June 30, 2025. During the three months ended June 30, 2026, we did not transfer any broadband licenses. During the three months ended June 30, 2025, we transferred to Lower Colorado River Authority (“LCRA”) and Oncor Electric Delivery Company LLC (“Oncor”) 24 and three broadband licenses, respectively, and recorded a $1.0 million gain on sale of intangible assets on our Consolidated Statements of Operations. Refer to Note 5 Intangible Assets in the Notes to the Consolidated Financial Statements for further discussion on the sale of intangible assets.

•Interest income increased by $0.4 million, or 91%, to $0.8 million for the three months ended June 30, 2026 from $0.4 million for the three months ended June 30, 2025. The increase primarily attributable to a higher average cash balance during the period.

•Income tax expense increased by $2.6 million, or 117%, to $0.4 million for the three months ended June 30, 2026 from income tax benefit of $2.3 million for the three months ended June 30, 2025. The increase primarily resulted from higher provisions of $0.2 million for federal and $2.4 million for state driven by taxable income related to customer milestone payments.

Liquidity and Capital Resources

Our principal source of liquidity is our cash and cash equivalents generated from customer contract proceeds. At June 30, 2026, we had cash and cash equivalents of $116.0 million.

We believe our cash and cash equivalents on hand, along with contracted proceeds from customers, will be sufficient to meet our financial obligations through at least 12 months from the date of this Quarterly Report. As noted above, our future capital requirements will depend on a number of factors, including among others, future customer contracts, the costs and timing of our spectrum retuning activities, spectrum acquisitions and the Anti-Windfall Payments to the U.S. Treasury, our operating activities, any cash proceeds we generate through our commercialization activities, our ability to timely deliver broadband licenses to our customers in accordance with our contractual obligations and our obligation to refund payments or pay penalties if we do not meet our commercial obligations. The repurchase of shares of our common stock under our share repurchase program would also reduce our available cash and cash equivalents. We deploy this capital at our determined pace based on several key ongoing factors, including customer demand, market opportunity, and offsetting income from spectrum leases. We cannot reasonably estimate any potential impact to our results of operations, commercialization efforts and financial condition arising from changes to our macroeconomic, legal or regulatory environment, including potential legislation affecting the energy or utility industry, the telecommunications environment, or supply chains. We are actively managing our business to maintain our cash flow and believe that we currently have adequate liquidity. To implement our business plans and initiatives, however, we may need to raise additional capital. We cannot predict with certainty the exact amount or timing for any future capital raises. See “Risk Factors” in Item 1A of Part II of this Quarterly Report for a reference to the risks and uncertainties that could cause our costs to be more than we currently anticipate and/or our revenue and operating results to be lower than we currently anticipate. If required, we intend to raise additional capital through debt or equity financing or through some other financing arrangement. However, we cannot be sure that additional financing will be available if and when needed, or that, if available, we can obtain financing on terms favorable to our stockholders and to us. Any failure to obtain financing when required will have a material adverse effect on our business, operating results, financial condition and liquidity.

Cash Flows from Operating, Investing and Financing Activities

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ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following management’s discussion and analysis of financial condition and results of operations should be read in conjunction with our historical consolidated financial statements and the related notes. This management’s discussion and analysis contains forward-looking statements that involve risks and uncertainties, such as statements of our plans, objectives, expectations and intentions. Any statements that are not statements of historical fact are forward-looking statements. These forward-looking statements are subject to risks and uncertainties that could cause our actual results or events to differ materially from those expressed or implied by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in the section entitled “Risk Factors” included elsewhere in this Annual Report. Except as required by applicable law we do not undertake any obligation to update forward-looking statements to reflect events or circumstances occurring after the date of this Annual Report.

This management’s discussion and analysis of financial condition and results of operations is based on our consolidated financial statements, which we have prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of these financial statements requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, as well as the reported revenues and expenses during the reporting periods. On an ongoing basis, we evaluate such estimates and judgments, including those described in greater detail below. We base our estimates on historical experience and on various other factors that we believe are reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Our actual results may differ from these estimates under different assumptions or conditions.

Overview

Anterix Inc. is the nation’s largest holder of licensed 900 MHz spectrum (896-901/935-940 MHz) with coverage spanning the contiguous United States, Hawaii, Alaska, and Puerto Rico. Our mission is to transform critical infrastructure connectivity, commercialize our spectrum assets and deliver advanced intelligent infrastructure solutions, including private broadband networks, tower access, and turnkey connectivity management, to utility and critical infrastructure enterprises seeking to enhance operational efficiency, strengthen grid resilience, and accelerate digital transformation.

Refer to our Business Section of this Annual Report for a more complete description of the nature of our business, including details regarding the process and costs to secure our broadband licenses.

Business Developments

During fiscal 2026, we evolved our business strategy. Building on our foundational 900 MHz spectrum position, we transitioned from a model focused predominantly on long-term spectrum leasing to a broader operating model. In the ordinary course of business, we now secure and expand our spectrum position, clear and retune spectrum, monetize spectrum through both sales and long-term leases, and develop a growing portfolio of products and services offerings around our spectrum that are designed to generate recurring revenue. Together, these activities form the foundation of how we generate revenue today and how we expect to generate revenue over time. Our new brand and visual identity, introduced during the fourth quarter, reflects this evolution.

On April 16, 2026, we entered into a 10 MHz 900 MHz spectrum license sale agreement with Public Utility District No. 1 of Benton County (“Benton PUD”) to provide 900 MHz Broadband Spectrum in the 10 MHz broadband configuration, covering Benton County, Washington, (the “Benton Agreement”) for a total consideration of $0.8 million. This will enable Benton PUD to deploy a private wireless broadband network that will provide the taxpayer-owned utility and the community it serves with transformative communications capabilities to support its energy leadership, cooperation, and stewardship.

On March 30, 2026, we entered into a spectrum license sale agreement with NWE to provide 900 MHz Broadband Spectrum in the 10 MHz broadband configuration, (the “NWE Agreement”) for a total consideration of $7.7 million. This agreement marks our first deployment of 10 MHz broadband configuration in the 900 MHz band providing the foundation NWE needs to build a secure platform for a modern grid, enabling the delivery of safe, reliable energy for the communities they serve.

On March 25, 2026, we entered into a spectrum license sale agreement with TNMP to provide 900 MHz Broadband Spectrum covering Brazoria County and Galveston County, Texas, (the “TNMP Agreement”) for a total consideration of $3.2 million, facilitating TNMP to deploy a mission- critical private wireless network designed to strengthen grid reliability and support essential service improvements across its territory.

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On February 18, 2026, the FCC adopted the 2026 Report and Order to expand 900 MHz band to 10 MHz.

On January 30, 2026, we entered into a spectrum license sale agreement with CPS to provide 900 MHz broadband license covering Bexar County, Texas, (the “CPS Agreement”) for a total payment of $13.0 million, facilitating CPS to deploy a utility private wireless broadband network that will strengthen its grid operations, enhance reliability, and accelerate innovation at scale.

In November 2025, Anterix, Inc. and Crown Castle, one of the nation’s largest tower companies, announced a new turnkey tower service, TowerXTM, that helps utilities accelerate buildout timelines by providing access to pre-negotiated tower sites, centralized data and expert support. We also relaunched CatalyX®, a turnkey SIM provisioning, connectivity management and roaming solution that helps utilities efficiently and securely activate and manage devices across public and private networks.

Results of Operations

A discussion and analysis of the primary factors contributing to our results of operations are presented below. The following tables summarize our results of operations and financial data for the years ended March 31, 2026 (“Fiscal 2026”) and March 31, 2025 (“Fiscal 2025”). The following data should be read in conjunction with our Consolidated Financial Statements and the notes thereto included in “Item 8. Financial Statements and Supplementary Data” of this Form 10-K.

Summary.

Our net income for Fiscal 2026 increased by approximately $102.0 million, or 897%, to $90.6 million from a net loss of $11.4 million in Fiscal 2025. The increase in net income was primarily due to the following:

•Spectrum revenues increased by $0.5 million, or 8%, to $6.5 million in Fiscal 2026 from $6.0 million in Fiscal 2025. The increase in our spectrum revenue was primarily attributable to revenue recognized in connection with our agreements with TECO of approximately $0.6 million, Xcel Energy of approximately $0.3 million, and Ameren of approximately $0.1 million, partially offset by $0.5 million lower revenue from our agreement with Motorola Solutions. For a discussion of our revenue recognition policy, refer to Note 2 Summary of Significant Accounting Policies in the Notes to the Consolidated Financial Statements contained within this Annual Report.

•General and administrative expenses decreased by $6.6 million, or 15%, to $36.1 million in Fiscal 2026 from $42.7 million in Fiscal 2025. The decrease resulted from $1.7 million lower stock compensation expense, $3.0 million headcount related costs, $1.5 million professional services and $0.6 million contract consulting fees, partially offset by $0.2 million higher travel and entertainment expense.

•Sales and support expense increased by $0.8 million, or 13%, to $6.9 million in Fiscal 2026 from $6.1 million in Fiscal 2025. The increase primarily resulted from $0.4 million higher headcount related costs, $0.2 million contract

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consulting fees, $0.2 million stock compensation expense and $0.1 million marketing expense, partially offset by $0.1 million lower professional services fees.

•Product development expenses decreased by $1.0 million, or 18%, to $4.7 million in Fiscal 2026 from $5.7 million in Fiscal 2025. The decrease primarily resulted from $1.2 million lower contract consulting fees, $0.4 million IT related costs, partially offset by $0.5 million higher stock compensation expense and $0.1 million headcount related costs.

•Severance and other related expenses increased by $0.8 million, or 22%, to $4.6 million in Fiscal 2026 from $3.8 million for Fiscal 2025. The increase is primarily attributable to $2.7 million higher severance related to the Fiscal 2026 workforce reduction, partially offset by $1.9 million due to severance payments and lower stock compensation expenses related to the most recent CEO transition and Fiscal 2025 workforce reduction.

•Gain on exchange of intangible assets, net increased by $82.6 million, or 362%, to $105.4 million in Fiscal 2026 from $22.8 million for Fiscal 2025. During Fiscal 2026, we exchanged our narrowband licenses for broadband licenses in 219 counties. In connection with the exchange, we recorded $139.6 million for the new broadband licenses and disposed of $34.2 million related to the value ascribed to the narrowband licenses we relinquished to the FCC for those same 219 counties (including additional clearing cost for previously exchanged narrowband licenses). As a result, we recorded a $105.4 million non-monetary gain on exchange of the intangible assets on our Consolidated Statements of Operations. During Fiscal 2025, we exchanged our narrowband licenses for broadband licenses in 67 counties. In connection with the exchange, we recorded $27.0 million for the new broadband licenses and disposed of $4.2 million related to the value ascribed to the narrowband licenses we relinquished to the FCC for those same 67 counties (including additional clearing cost for previously exchanged narrowband licenses). As a result, we recorded a $22.8 million non-monetary gain on exchange of the intangible assets on our Consolidated Statements of Operations. Refer to Note 7 Intangible Assets in the Notes to the Consolidated Financial Statements contained within this Annual Report for further discussion on the exchanges.

•Gain on sale of intangible assets, net increased by $16.5 million, or 90%, to $34.8 million in Fiscal 2026 from $18.3 million for Fiscal 2025. During Fiscal 2026, we transferred to LCRA and Oncor 64 and 91 broadband licenses, respectively, and recorded a

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