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 UNITED
STATES

 SECURITIES
AND EXCHANGE COMMISSION

 WASHINGTON,
D.C. 20549

 FORM

 ANNUAL
 REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the fiscal year ended December 31, 2023

 or

 TRANSITION
 REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For
the transition period from _____ to _____

 Commission
File No. 1-11596

 (Exact
name of registrant as specified in its charter)

 Delaware

 58-1954497

 State
 or other jurisdiction

 of
 incorporation or organization

 (IRS
 Employer Identification Number)

 8302
 Dunwoody Place, #250, Atlanta, GA

 30350

 (Address
 of principal executive offices)

 (Zip
 Code)

 (770) 587-9898

 (Registrant's
telephone number)

 Securities
 registered pursuant to Section 12(b) of the Act:

 Title
 of each class

 Trading
 Symbol

 Name
 of each exchange on which registered

 Common
 Stock, $.001 Par Value

 PESI

 Nasdaq
 Capital Market

 Indic ate
 by ch eck mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

 Yes No

by check mark if the Registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

 Yes No

by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2)
has been subject to such filing requirements for the past 90 days.

 Yes No

by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant
was required to submit and post such files).

 Yes No

by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting
company, or an emerging growth company. See definition of "large accelerated filer," "accelerated filer," "smaller
reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):

 Large
accelerated filer Accelerated Filer Non-accelerated Filer Smaller reporting company Emerging growth company

 If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial standards provided pursuant to Section 13(a) of the Exchange Act

by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report.

 If
securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant
included in the filing reflect the correction of an error to previously issued financial statements.

by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation
received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b)..

by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes No

 The
aggregate market value of the Registrant's voting and non-voting common equity held by nonaffiliates of the Registrant computed
by reference to the closing sale price of such stock as reported by NASDAQ as of the last business day of the most recently completed
second fiscal quarter (June 30, 2023), was approximately $ 136,122,310). For the purposes of this calculation, all directors and executive
officers of the Registrant (as indicated in Item 12) have been deemed to be affiliates. Such determination should not be deemed an admission
that such directors and executive officers, are, in fact, affiliates of the Registrant. The Company's Common Stock is listed on
the Nasdaq Capital Market.

 As
of February 12, 2024, there were 13,671,022 shares of the registrant's Common Stock, $.001 par value, outstanding.

 Documents
incorporated by reference: None

 Page
 No.

 PART
 I

 Item
 1.

 Business

 Item
 1A.

 Risk
 Factors

 Item
 1B.

 Unresolved
 Staff Comments

 Item
 1C.

 Cybersecurity

 Item
 2.

 Properties

 Item
 3.

 Legal
 Proceedings

 Item
 4.

 Mine
 Safety Disclosure

 PART
 II

 Item
 5.

 Market
 for Registrant's Common Equity and Related Stockholder Matters

 Item
 6.

 Reserved

 Item
 7.

 Management's
 Discussion and Analysis of Financial Condition And Results of Operations

 Item
 7A.

 Quantitative
 and Qualitative Disclosures About Market Risk

 Special
 Note Regarding Forward-Looking Statements

 Item
 8.

 Statements and Supplementary Data

 Item
 9.

 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

 Item
 9A.

 Controls and Procedures

 Item
 9B.

 Other Information

 Item
 9C.

 Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

 Item
 10.

 Directors, Executive Officers and Corporate Governance

 Item
 11.

 Executive Compensation

 Item
 12.

 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

 Item
 13.

 Certain Relationships and Related Transactions, and Director Independence

 Item
 14.

 Principal Accountant Fees and Services

 Item
 15.

 Exhibits and Financial Statement Schedules

 PART
I

 ITEM
 1.

 BUSINESS

 Company
Overview and Principal Products and Services

Environmental Services, Inc. (the Company, which may be referred to as we, us, or our), a Delaware corporation incorporated in December
1990, is an environmental and environmental technology know-how company.

 The
principal element of our business strategy consists of upgrading our facilities within our Treatment Segment to increase efficiency and
modernize and expand treatment capabilities to meet the changing markets associated with the waste management industry. Within our Services
Segment, we continue to increase competitive procurement effectiveness and broaden the market penetration within both the commercial
and government sectors. We continue to increase our focus on expansion into both commercial and international markets (see "Foreign
Revenue and Initiatives" below for further discussion of a recently won foreign contract) to supplement government spending in
the United States of America ("USA"), from which a significant portion of our revenue is derived. This includes new services,
new customers and increased market share in our current markets.

 We
experienced significant improvement in our 2023 financial results as the lingering effects of COVID-19 began to subside starting in the
early part of 2022. Our Treatment Segment continued to see steady improvements in waste receipts from certain customers who had previously
delayed waste shipments due, in part, from the impact of COVID-19. Within our Services Segment, certain projects which were delayed/curtailed
in the first part of 2022 due, in part, from the lingering effects of the COVID-19, achieved full operational status and improved productivity
in 2023 which positively impacted revenue. Revenues from both of our Segments were also positively impacted from contracts won in 2023
as procurement and planning on behalf of our government clients continued to progress as the lingering effects of COVID-19 pandemic subsided.

 Heading
into 2024, we expect to see overall continue steady improvements in waste receipts and increases in project work from certain
existing contracts, contracts won in 2023, and bids submitted in both segments that are awaiting awards. However, due to our
operations which is subject to seasonal factor, we generally experience lower revenue in the first quarter due to overall reduced
activities by our customers from the usual slowdown in operations due, in part, from returning from the holiday periods and poorer
weather conditions. Additionally, due to Congress's inability to timely approve FY 2024 budget and the extension of the
continuing resolution, certain of our government related customers have informed us that waste shipments will likely be delayed.
Although we expect to see overall improvements in revenue in 2024 as disclosed above, if Congress is unable to enact the full FY
2024 appropriation bills or further extend the continuing resolutions to fund government spending by the late March deadline, the
U.S. government will enter into a partial shutdown. The full impact of any additional continued resolution beyond March or a partial
government shutdown is uncertain. If a partial government shutdown were to occur and were to continue an extended period,
our financial results of operations could be negatively impacted by delays in procurement actions, waste shipments and project
delays on newly awarded projects (See "Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations – for a full discussion of the Company's results of operations for 2023).

 Segment
Information and Foreign and Domestic Operations and Sales

 For
2023, we have two reportable segments. In accordance with Financial Accounting Standards Board ("FASB") Accounting Standards
Codification ("ASC") 280, "Segment Reporting", we define an operating segment as:

 a
 business activity from which we may earn revenue and incur expenses;

 whose
 operating results are regularly reviewed by the chief operating decision maker "(CODM") to make decisions about resources
 to be allocated and assess its performance; and

 for
 which discrete financial information is available.

 TREATMENT
SEGMENT reporting includes:

 -

 nuclear,
 low-level radioactive, mixed (waste containing both hazardous and low-level radioactive waste), hazardous and non-hazardous waste
 treatment, processing and disposal services primarily through four uniquely licensed (Nuclear Regulatory Commission or state equivalent)
 and permitted (U.S. Environmental Protection Agency ("EPA") or state equivalent) treatment and storage facilities as
 follow: Perma-Fix of Florida, Inc. ("PFF"), Diversified Scientific Services, Inc., ("DSSI"), Perma-Fix Northwest
 Richland, Inc. ("PFNWR") and Oak Ridge Environmental Waste Operations Center ("EWOC"); and

 -

 Research
 & Development ("R&D") activities to identify, develop and implement innovative waste processing techniques for
 problematic waste streams.

 For
2023, the Treatment Segment accounted for $43,477,000, or 48.5%, of total revenue, as compared to $33,358,000, or 47.2%, of total revenue
for 2022. See "Dependence Upon a Single or Few Customers" for further details and a discussion as to our Segments'
contracts with government clients (domestic) or with others as a subcontractor to government clients.

 SERVICES
SEGMENT, which includes:

 -

 Technical
 services, which include:

 professional
 radiological measurement and site survey of large government and commercial installations using advanced methods, technology and
 engineering;

 health
 physics services including health physicists, radiological engineers, nuclear engineers and health physics technicians support to
 government and private radioactive materials licensees;

 integrated
 Occupational Safety and Health services including industrial hygiene ("IH") assessments; hazardous materials surveys,
 e.g., exposure monitoring; lead and asbestos management/abatement oversight; indoor air quality evaluations; health risk and exposure
 assessments; health & safety plan/program development, compliance auditing and training services; and Occupational Safety and
 Health Administration ("OSHA") citation assistance;

 global
 technical services providing consulting, engineering (civil, nuclear, mechanical, chemical, radiological and environmental), project
 management, waste management, environmental, and decontamination and decommissioning ("D&D") field, technical, and
 management personnel and services to commercial and government customers; and

 waste
 management services to commercial and governmental customers.

 -

 Nuclear
 services, which include:

 D&D
 of government and commercial facilities impacted with radioactive material and hazardous constituents including engineering, technology
 applications, specialty services, logistics, transportation, processing and disposal; and

 license
 termination support of radioactive material licensed and federal facilities over the entire cycle of the termination process: project
 management, planning, characterization, waste stream identification and delineation, remediation/demolition, final status survey,
 compliance demonstration, reporting, transportation, disposal and emergency response.

 -

 A
 company owned equipment calibration and maintenance laboratory that services, maintains, calibrates, and sources (i.e., rental) health
 physics, IH and customized nuclear, environmental, and occupational safety and health ("NEOSH") instrumentation.

 For
2023, the Services Segment accounted for $46,258,000, or 51.5%, of total revenue, as compared to $37,241,000, or 52.8%, of total revenue
for 2022. See "Dependence Upon a Single or Few Customers" for further details and a discussion as to our Segments'
contracts with government clients (domestic) or with others as a subcontractor to government clients.

 Our
Treatment and Services Segments provide services primarily to research institutions, commercial companies, public utilities, and governmental
entities, including the U.S. Department of Energy ("DOE") and U.S. Department of Defense ("DOD"). The distribution
channels for our services are through direct sales to customers or via intermediaries.

 Our
corporate office is located at 8302 Dunwoody Place, Suite 250, Atlanta, Georgia 30350.

 Foreign
Revenue and Initiative

 As
noted previously, we continue to increase our focus on expansion into international markets.

 On
December 18, 2023, the joint venture ("JV") where we and Campoverde Srl ("JV partner") each owns 50% of the partnership,
was awarded a multi-year contract valued up to approximately EUR 50 million by the European Commission (the "Contracting Authority")
for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy. Work under this JV has not started as of December
31, 2023. The scope of work to be performed in the initial phases of this contract will be performed predominately by our JV partner.
Revenue generated by us under the initial phases will be limited to project management support through 2025. We expect to generate an
increase in revenue under this contract starting in 2026 when the waste treatment phases begin. The Contracting Authority may terminate
the contract under certain conditions as set forth in the contract.

March 2022, we signed a non-binding joint venture term sheet addressing plans to partner with Springfields Fuels Limited ("SFL"),
an affiliate of Westinghouse Electric Company LLC, to develop and manage a nuclear waste-materials treatment facility (the "Facility")
in the United Kingdom. The Facility is for the purpose of expanding the partners' waste treatment capabilities for the European
nuclear market. It is expected that upon finalization of a partnership agreement, SFL will have an ownership interest of fifty-five (55)
percent and our interest will be forty-five (45) percent. The finalization, form and capitalization of this unpopulated partnership is
subject to numerous conditions, including but not limited to, completion and execution of a definitive agreement and facility design,
granting of required regulatory, lender or permitting approvals and updated cost and profitability analysis based on current and forecast
future economic conditions. Upon finalization of this venture, we will be required to make an investment in this venture. The amount
of our investment, the period of which it is to be made and the method of funding are to be determined.

 Our
consolidated revenue for 2023 and 2022 included approximately $2,066,000, or 2.3%, and $1,226,000, or 1.7%, respectively, from foreign
customers.

 Seasonal
Factors of our Business

 Our
operations are generally subject to seasonal factors. See "Risk Factors – Risks Related to our Business and Operations –
Our operations are subject to seasonal factors, which causes our revenues to fluctuate" for a discussion of our seasonal factors.

 Permits
and Licenses

 Waste
management service companies are subject to extensive, evolving and increasingly stringent federal, state, and local environmental laws
and regulations. Such federal, state and local environmental laws and regulations govern our activities regarding the treatment, storage,
processing, disposal and transportation of hazardous, non-hazardous and radioactive wastes, and require us to obtain and maintain permits,
licenses and/or approvals in order to conduct our waste activities. We are dependent on our permits and licenses discussed below in order
to operate our businesses. Failure to obtain and maintain our permits or approvals would have a material adverse effect on us, our operations,
and financial condition. The permits and licenses have terms ranging from one to ten years, and provide that we maintain a reasonable
level of compliance, renew with minimal effort, and cost. We believe that these permit and license requirements represent a potential
barrier to entry for possible competitors.

 PFF,
located in Gainesville, Florida, operates its hazardous, mixed and low-level radioactive waste activities under a Resource Conservation
and Recovery Act ("RCRA") Part B permit, Toxic Substances Control Act ("TSCA") authorization, Restricted RX Drug
Distributor-Destruction license, biomedical, and a radioactive materials license issued by the State of Florida. Co-regulated TSCA Polychlorinated
Biphenyl ("PCB") wastes are also managed for PCB under EPA Approval.

 DSSI,
located in Kingston, Tennessee, conducts mixed and low-level radioactive waste storage and treatment activities under RCRA Part B permits
and a radioactive materials license issued by the State of Tennessee Department of Environment and Conservation, Division of radiological
health. Co-regulated TSCA PCB wastes are also managed for PCB destruction under EPA Approval.

 PFNWR,
located in Richland, Washington, operates a low-level radioactive waste processing facility as well as a mixed waste processing facility.
Radioactive material processing is authorized under radioactive materials licenses issued by the State of Washington and mixed waste
processing is additionally authorized under a RCRA Part B permit. Co-regulated TSCA PCB wastes are also managed for PCB under EPA Approval.

 EWOC,
located in Oak Ridge, Tennessee, operates a low-level radioactive waste material processing facility. Radioactive material processing
is authorized under radioactive material licenses issued by the State of Tennessee Department of Environmental and Conservation, Division
of radiological health.

 The
combination of RCRA Part B hazardous waste permits, TSCA authorizations, and radioactive material licenses held by us and our subsidiaries
comprising our Treatment Segment is very difficult to obtain for a single facility and make this Segment unique.

 We
believe that the permitting and licensing requirements, and the cost to obtain such permits, are barriers to the entry of hazardous waste
and radioactive and mixed waste activities as presently operated by our waste treatment subsidiaries. If the permit requirements for
hazardous waste treatment, storage, and disposal ("TSD") activities and/or the licensing requirements for the handling of
low-level radioactive matters are eliminated or if such licenses or permits were made less rigorous to obtain, we believe such would
allow companies to enter into these markets and provide greater competition.

of Employees

 At
December 31, 2023, we employed approximately 297 employees, of whom 288 are full-time employees and 9 are part-time/temporary employees.
None of our current employees are unionized.

 The
Company entered into a Project Labor Agreement ("PLA") dated June 21, 2023, with UA Plumbers & Steamfitters Local 598.
The goal of this partnership is to supply our PFNWR facility with the organized labor force needed to take on the challenges of providing
a supplement treatment alternative to include concrete-like grout for Hanford's Low Activity Tank Waste if and when the DOE grants
a contract to PFNWR to treat the Low Activity Tank Waste. This supplemental capability would support DOE's glassifying process
provided by the Hanford Vitrification Plant for safe transport and disposal off-site.

 Environmental,
Social and Governance ("ESG")

 We
have a ESG subcommittee under our Corporate Governance and Nominating Committee to provide guidance on ESG management. Our executive
team is responsible for the continuing development of our ESG strategic roadmap with support from management from key functional areas.
The key areas of focus under our ESG initiatives continue to be health and safety, environmental performance, DEI (diversity, equality
and inclusion), talent retention and development, corporate governance and climate-forward service development that support our customers'
transition to low carbon economy. Our executive team is involved in policy planning and coordination of corporate-wide ESG efforts. See
our website at  for some highlights of our ESG initiatives
as well as our policies under our ESG as we continue to improve our ESG initiatives. The information on our website is not part of, or
incorporated by reference in this Form 10-K.

 Dependence
Upon a Single or Few Customers

 Our
Treatment and Services Segments have significant relationships with the U.S. governmental authorities. A significant amount of our revenues
from our Treatment and Services Segments are generated indirectly as subcontractors for others who are prime contractors to government
authorities, particularly the DOE and DOD, or directly as the prime contractor to government authorities. The contracts that we are a
party to with others as subcontractors to the U.S federal government or directly with the U.S federal government generally provide that
the government may terminate the contract at any time for convenience at the government's option. Our inability to continue under
existing contracts that we have with U.S government authorities (directly or indirectly as a subcontractor) or significant reductions
in the level of governmental funding in any given year could have a material adverse impact on our operations and financial condition.

 We
performed services relating to waste generated by government clients (domestic), either indirectly for others as a subcontractor to government
entities or directly as a prime contractor to government entities, representing approximately $70,642,000 or 78.7%, of our total revenue
during 2023, as compared to $59,658,000, or 84.5%, of our total revenue during 2022.

 Our
revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with
a different customer from year to year.

 Competitive
Conditions

 The
Treatment Segment's largest competitor is EnergySolutions which operates treatment facilities in Oak Ridge, TN and Erwin, TN and
treatment/disposal facilities for low level radioactive waste in Clive, UT and Barnwell, SC. Waste Control Specialists, which has licensed
treatment/disposal capabilities for low level radioactive waste in Andrews, TX, is also a competitor in the treatment market with increasing
market share. These two competitors also provide us with options for disposal of our treated nuclear waste. The Treatment Segment treats
and disposes of DOE generated waste largely at DOE owned sites. Our Treatment Segment currently solicits business primarily on a North
America basis with both government and commercial clients; however, we continue to focus on emerging international markets for additional
work.

 Our
Services Segment is engaged in highly competitive businesses in which a number of our government contracts and some of our commercial
contracts are awarded through competitive bidding processes. The extent of such competition varies according to the industries and markets
in which our customers operate as well as the geographic areas in which we operate. The degree and type of competition we face is also
often influenced by the project specification being bid on and the different specialty skill sets of each bidder for which our Services
Segment competes, especially projects subject to the governmental bid process. We also have the ability to prime federal government small
business procurements (small business set asides). Based on past experience, we believe that large businesses are more willing to team
with small businesses in order to be part of these often-substantial procurements. There are a number of qualified small businesses in
our market that will provide intense competition that may provide a challenge to our ability to maintain strong growth rates and acceptable
profit margins. For international business there are additional competitors, many from within the country the work is to be performed,
making winning work in foreign countries more challenging. If our Services Segment is unable to meet these competitive challenges, it
could lose market share and experience an overall reduction in its profits.

Environmental Expenditures and Potential Environmental Liabilities

 Environmental
Liabilities

 We
have three remediation projects, which are currently in progress relating to our Perma-Fix of Dayton, Inc. ("PFD"), Perma-Fix
of Memphis, Inc. ("PFM"), and Perma-Fix South Georgia, Inc. ("PFSG") subsidiaries, which are all included within
our discontinued operations. These remediation projects principally entail the removal/remediation of contaminated soil and, in most
cases, the remediation of surrounding ground water. These remediation activities are closely reviewed and monitored by the applicable
state regulators.

 As
of December 31, 2023, we had total accrued environmental remediation liabilities of $845,000, a decrease of $16,000 from the December
31, 2022, balance of $861,000. The decrease represents payments for remediation projects. As of December 31, 2023, $61,000 of the total
accrued environmental liabilities was recorded as current.

 The
nature of our business exposes us to significant cost to comply with governmental environmental laws, rules and regulations and risk
of liability for damages. Such potential liability could involve, for example, claims for cleanup costs, personal injury or damage to
the environment in cases where we are held responsible for the release of hazardous materials; claims of employees, customers or third
parties for personal injury or property damage occurring in the course of our operations; and claims alleging negligence or professional
errors or omissions in the planning or performance of our services. In addition, we could be deemed a potentially responsible party ("PRP")
for the costs of required cleanup of properties, which may be contaminated by hazardous substances generated or transported by us to
a site we selected, including properties owned or leased by us. We could also be subject to fines and civil penalties in connection with
violations of regulatory requirements.

 R&D

 Innovation
and technical know-how by our operations is very important to the success of our business. Our goal is to discover, develop and bring
to market innovative ways to process waste that address unmet environmental needs. We conduct research internally, and also through collaborations
with other third parties. The majority of our research activities are performed as we receive new and unique waste to treat. Our competitors
also devote resources to R&D and many such competitors have greater resources at their disposal than we do. R&D totaled $561,000
and $336,000 for 2023 and 2022, respectively.

 Governmental
Regulation

 Environmental
companies, such as us, and their customers are subject to extensive and evolving environmental laws and regulations by a number of federal,
state and local environmental, safety and health agencies, the principal of which being the EPA. These laws and regulations largely contribute
to the demand for our services. Although our customers remain responsible by law for their environmental problems, we must also comply
with the requirements of those laws applicable to our services. We cannot predict the extent to which our operations may be affected
by future enforcement policies as applied to existing laws or by the enactment of new environmental laws and regulations. Moreover, any
predictions regarding possible liability are further complicated by the fact that under current environmental laws we could be jointly
and severally liable for certain activities of third parties over whom we have little or no control. Although we believe that we are
currently in substantial compliance with applicable laws and regulations, we could be subject to fines, penalties or other liabilities
or could be adversely affected by existing or subsequently enacted laws or regulations. The principal environmental laws affecting our
customers and us are briefly discussed below.

 The
Resource Conservation and Recovery Act of 1976, as amended ("RCRA")

 RCRA
and its associated regulations establish a strict and comprehensive permitting and regulatory program applicable to companies, such as
us, that treat, store or dispose of hazardous waste. The EPA has promulgated regulations under RCRA for new and existing treatment, storage
and disposal facilities including incinerators, storage and treatment tanks, storage containers, storage and treatment surface impoundments,
waste piles and landfills. Every facility that treats, stores or disposes of hazardous waste must obtain a RCRA permit or must obtain
interim status from the EPA, or a state agency, which has been authorized by the EPA to administer its program, and must comply with
certain operating, financial responsibility and closure requirements.

 The
Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA," also referred to as the "Superfund
Act")

 CERCLA
governs the cleanup of sites at which hazardous substances are located or at which hazardous substances have been released or are threatened
to be released into the environment. CERCLA authorizes the EPA to compel responsible parties to clean up sites and provides for punitive
damages for noncompliance. CERCLA imposes joint and several liabilities for the costs of clean up and damages to natural resources.

 Health
and Safety Regulations

 The
operation of our environmental activities is subject to the requirements of the OSHA and comparable state laws. Regulations promulgated
under OSHA by the Department of Labor require employers of persons in the transportation and environmental industries, including independent
contractors, to implement hazard communications, work practices and personnel protection programs in order to protect employees from
equipment safety hazards and exposure to hazardous chemicals.

 Atomic
Energy Act

 The
Atomic Energy Act of 1954 governs the safe handling and use of Source, Special Nuclear and Byproduct materials in the U.S. and its territories.
This act authorized the Atomic Energy Commission (now the Nuclear Regulatory Commission "USNRC") to enter into "Agreements
with states to carry out those regulatory functions in those respective states except for Nuclear Power Plants and federal facilities
like the VA hospitals and the DOE operations." The State of Florida Department of Health (with the USNRC oversight), Office of
Radiation Control, regulates the licensing and radiological program of the PFF facility; the State of Tennessee (with the USNRC oversight),
Tennessee Division of Radiological Health, regulates licensing and the radiological program of the DSSI facility and the EWOC facility;
and the State of Washington (with the USNRC oversight) Department of Health, regulates licensing and the radiological operations of the
PFNWR facility.

 Other
Laws

 Our
activities are subject to other federal environmental protection and similar laws, including, without limitation, the Clean Water Act,
the Clean Air Act, the Hazardous Materials Transportation Act and the TSCA. Many states have also adopted laws for the protection of
the environment which may affect us, including laws governing the generation, handling, transportation and disposition of hazardous substances
and laws governing the investigation and cleanup of, and liability for, contaminated sites. Some of these state provisions are broader
and more stringent than existing federal law and regulations. Our failure to conform our services to the requirements of any of these
other applicable federal or state laws could subject us to substantial liabilities which could have a material adverse effect on us,
our operations and financial condition. In addition to various federal, state and local environmental regulations, our hazardous waste
transportation activities are regulated by the U.S. Department of Transportation, the Interstate Commerce Commission and transportation
regulatory bodies in the states in which we operate. We cannot predict the extent to which we may be affected by any law or rule that
may be enacted or enforced in the future, or any new or different interpretations of existing laws or rules.

 ITEM
 1A.

 RISK
 FACTORS

 The
following are certain risk factors that could affect our business, financial performance, and results of operations. These risk factors
should be considered in connection with evaluating the forward-looking statements contained in this Form 10-K, as the forward-looking
statements are based on current expectations, and actual results and conditions could differ materially from the current expectations.
Investing in our securities involves a high degree of risk, and before making an investment decision, you should carefully consider these
risk factors as well as other information we include or incorporate by reference in the other reports we file with the Securities and
Exchange Commission (the "Commission").

 Risks
Relating to our Business and Operations

 Failure
to maintain our financial assurance coverage that we are required to have in order to operate our permitted treatment, storage and disposal
facilities could have a material adverse effect on us.

 We
maintain finite risk insurance policies and bonding mechanisms which provide financial assurance to the applicable states for our permitted
facilities in the event of unforeseen closure of those facilities. We are required to provide and to maintain financial assurance that
guarantees to the state that in the event of closure, our permitted facilities will be closed in accordance with the regulations. In
the event that we are unable to obtain or maintain our financial assurance coverage for any reason, this could materially impact our
operations and our permits which we are required to have in order to operate our treatment, storage, and disposal facilities.

 If
we cannot maintain adequate insurance coverage, we will be unable to continue certain operations.

 Our
business exposes us to various risks, including claims for causing damage to property and injuries to persons that may involve allegations
of negligence or professional errors or omissions in the performance of our services. Such claims could be substantial. We believe that
our insurance coverage is presently adequate and similar to, or greater than, the coverage maintained by other companies in the industry
of our size. If we are unable to obtain adequate or required insurance coverage in the future, or if our insurance is not available at
affordable rates, we would violate our permit conditions and other requirements of the environmental laws, rules, and regulations under
which we operate. Such violations would render us unable to continue certain of our operations. These events would have a material adverse
effect on our financial condition.

 The
inability to maintain existing government contracts or win new government contracts over an extended period could have a material adverse
effect on our operations and adversely affect our future revenues.

 A
material amount of our Treatment and Services Segments' revenues are generated through various government contracts or subcontracts.
Most of our government contracts or our subcontracts granted under government contracts are awarded through a regulated competitive bidding
process. Some government contracts are awarded to multiple competitors, which increase overall competition and pricing pressure and may
require us to make sustained post-award efforts to realize revenues under these government contracts. Contracts with, or subcontracts
involving, the U.S federal government are generally terminable for convenience at any time at the option of the governmental agency.
The multi-year contract that was awarded to us and our JV partner, Campoverde Srl, by the European Commission (the "Contracting
Authority") on December 18, 2023, for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy as discussed
previously may be terminated by the Contracting Authority under certain conditions as set forth in the contract. If we fail to maintain
or replace these relationships, or if a material contract is terminated or renegotiated in a manner that is materially adverse to us,
our revenues and future operations could be materially adversely affected.

 Our
existing and future customers may reduce or halt their spending on hazardous waste and nuclear services with outside vendors, including
us.

 A
variety of factors may cause our existing or future customers (including government clients) to reduce or halt their spending on hazardous
waste and nuclear services from outside vendors, including us. These factors include, but are not limited to:

 accidents,
 terrorism, natural disasters or other incidents occurring at nuclear facilities or involving shipments of nuclear materials;

 failure
 of government to approve necessary budgets, or to reduce the amount of the budget necessary, to fund remediation sites, including
 DOE and DOD sites;

 government
 shut-downs;

 civic
 opposition to or changes in government policies regarding nuclear operations;

 a
 reduction in demand for nuclear generating capacity; or

 failure
 to perform under existing contracts, directly or indirectly, with the government.

 These
events could result in or cause government clients to terminate or cancel existing contracts involving us to treat, store or dispose
of contaminated waste and/or to perform remediation projects, at one or more of government sites. These events also could adversely affect
us to the extent that they result in the reduction or elimination of contractual requirements, lower demand for nuclear services, burdensome
regulation, disruptions of shipments or production, increased operational costs or difficulties or increased liability for actual or
threatened property damage or personal injury.

 Economic
downturns, reductions in government funding or other events beyond our control could have a material negative impact on our businesses.

 Demand
for our services has been, and we expect that demand will continue to be, subject to significant fluctuations due to a variety of factors
beyond our control, including, without limitation, economic conditions, reductions in the budget for spending to remediate federal sites
due to numerous reasons including, without limitation, the substantial deficits that the federal government has and is continuing to
incur. During economic downturns, large budget deficits that the federal government and many states are experiencing, and other events
beyond our control, including, but not limited to the impact from public health events (such as COVID-19), the ability of private and
government entities to spend on waste services, including nuclear services, may decline significantly. Our operations depend, in large
part, upon governmental funding (for example, the annual budget of the DOE) or specifically mandated levels for different programs that
are important to our business could have a material adverse impact on our business, financial position, results of operations and cash
flow.

 The
loss of one or a few customers could have an adverse effect on us.

 One
or a few governmental customers or governmental related customers have in the past, and may in the future, account for a significant
portion of our revenue in any one year or over a period of several consecutive years. Because customers generally contract with us for
specific projects, we may lose these significant customers from year to year as their projects with us are completed. Our inability to
replace the business with other similar significant projects could have an adverse effect on our business and results of operations.

 We
are a holding company and depend, in large part, on receiving funds from our subsidiaries to fund our indebtedness.

 Because
we are a holding company and operations are conducted through our subsidiaries, our ability to meet our obligations depends, in large
part, on the operating performance and cash flows of our subsidiaries.

 Our
Treatment Segment has limited end disposal sites to utilize to dispose of its waste which could significantly impact our results of operations.

 Our
Treatment Segment has limited options available for disposal of our nuclear waste. Currently, there are only four commercial disposal
sites for our low-level radioactive waste and six commercial disposal sites for our very low-level activity waste we receive from non-governmental
sites, allowing us to take advantage of the pricing competition between these sites. If one or more of these commercial disposal sites
ceases to accept waste or closes for any reason or refuses to accept the waste of our Treatment Segment, for any reason, we would have
limited remaining site to dispose of our nuclear waste. With limited end disposal site to dispose of our waste, we could be subject to
significantly increased costs which could negatively impact our results of operations.

 Direct
and indirect macroeconomic impacts resulting from natural disasters, public health events and/or world conflicts in various regions could
continue to and may in the future negatively impact our business and results of operations.

 Public
health threats and outbreaks such as COVID-19 and natural disasters such as hurricanes and severe weather conditions have previously
negatively impacted our results of operations. The direct impacts of these such events resulted in delayed waste shipments from certain
of our customers and delays in procurement, contract awards and planning on behalf of our government clients which negatively impacted
our revenue. Residual and lingering macroeconomic effects from these such events could again in the future impact supply chain, workforce
availability, and/or increased costs which could have a downward effect on our business, financial condition and results of operations.
Additionally, world conflicts currently occurring in various regions may lead to similar macroeconomic effects which could have a downward
effect on our business, financial conditions and results of operations. We may attempt to increase our sales prices in order to maintain
satisfactory margin; however, competitive pressures in our industry may have the effect of inhibiting our ability to reflect these increased
costs in the prices of our services that we provide to our customers and therefore reduce our profitability.

 Our
operations are subject to seasonal factors, which cause our revenues to fluctuate.

 We
have historically experienced reduced revenues and losses during the first and fourth quarters of our fiscal years due to a seasonal
slowdown in operations from poor weather conditions, overall reduced activities during these periods resulting from holiday periods,
and finalization of government budgets during the fourth quarter of each year. During our second and third fiscal quarters there has
historically been an increase in revenues and operating profits. If we do not continue to have increased revenues and profitability during
the second and third fiscal quarters, this could have a material adverse effect on our results of operations and liquidity.

 We
are engaged in highly competitive businesses and typically must bid against other competitors to obtain major contracts.

 We
are engaged in highly competitive business in which most of our government contracts and some of our commercial contracts are awarded
through competitive bidding processes. We compete with national, regional firms and some international firms with nuclear and/or hazardous
waste services practices, as well as small or local contractors. Some of our competitors have greater financial and other resources than
we do, which can give them a competitive advantage. In addition, even if we are qualified to work on a new government contract, we might
not be awarded the contract because of existing government policies designed to protect certain types of businesses and under-represented
minority contractors. Although we believe we have the ability to certify and bid government contract as a small business, there are a
number of qualified small businesses in our market that will provide intense competition. For international business, which we continue
to focus on, there are additional competitors, many from within the country the work is to be performed, making winning work in foreign
countries more challenging. Competition places downward pressure on our contract prices and profit margins. If we are unable to meet
these competitive challenges, we could lose market share and experience on overall reduction in our profits.

 We
bear the risk of cost overruns in fixed-price contracts. We may experience reduced profits or, in some cases, losses under these contracts
if costs increase above our estimates.

 Our
revenues may be earned under contracts that are fixed-price or maximum price in nature. Fixed-price contracts expose us to a number of
risks not inherent in cost-reimbursable contracts. Under fixed price and guaranteed maximum-price contracts, contract prices are established
in part on cost and scheduling estimates which are based on a number of assumptions, including assumptions about future economic conditions,
prices and availability of labor, equipment and materials, and other exigencies. If these estimates prove inaccurate, or if circumstances
change such as unanticipated technical problems, difficulties in obtaining permits or approvals, changes in laws or labor conditions,
supply chain interruptions, weather delays, cost of raw materials, our suppliers' or subcontractors' inability to perform,
and/or other events beyond our control, such as the impact of public health events, cost overruns may occur and we could experience reduced
profits or, in some cases, a loss for that project. Errors or ambiguities as to contract specifications can also lead to cost-overruns.

 Adequate
bonding is necessary for us to win certain types of new work and support facility closure requirements.

 We
are often required to provide performance bonds to customers under certain of our contracts, primarily within our Services Segment. These
surety instruments indemnify the customer if we fail to perform our obligations under the contract. If a bond is required for a particular
project and we are unable to obtain it due to insufficient liquidity or other reasons, we may not be able to pursue that project. In
addition, we provide bonds to support financial assurance in the event of facility closure pursuant to state requirements. We currently
have a bonding facility but, the issuance of bonds under that facility is at the surety's sole discretion. Moreover, due to events
that affect the insurance and bonding markets generally, bonding may be more difficult to obtain in the future or may only be available
at significant additional cost. There can be no assurance that bonds will continue to be available to us on reasonable terms. Our inability
to obtain adequate bonding and, as a result, to bid on new work could have a material adverse effect on our business, financial condition
and results of operations.

 If
we cannot maintain our governmental permits or cannot obtain required permits, we may not be able to continue or expand our operations.

 We
are a nuclear services and waste management company. Our business is subject to extensive, evolving, and increasingly stringent federal,
state, and local environmental laws and regulations. Such federal, state, and local environmental laws and regulations govern our activities
regarding the treatment, storage, recycling, disposal, and transportation of hazardous and non-hazardous waste and low-level radioactive
waste. We must obtain and maintain permits or licenses to conduct these activities in compliance with such laws and regulations. Failure
to obtain and maintain the required permits or licenses would have a material adverse effect on our operations and financial condition.
If any of our facilities are unable to maintain currently held permits or licenses or obtain any additional permits or licenses which
may be required to conduct its operations, we may not be able to continue those operations at these facilities, which could have a material
adverse effect on us.

 Risks
Related to Laws and Regulations

 As
a government contractor, we are subject to extensive government regulation, and our failure to comply with applicable regulations could
subject us to penalties that may restrict our ability to conduct our business.

 Our
governmental contracts or subcontracts relating to DOE and DOD sites, are a significant part of our business. Allowable costs under U.S.
government contracts are subject to audit by the U.S. government. If these audits result in determinations that costs claimed as reimbursable
are not allowed costs or were not allocated in accordance with applicable regulations, we could be required to reimburse the U.S. government
for amounts previously received.

 Governmental
contracts or subcontracts involving governmental facilities are often subject to specific procurement regulations, contract provisions
and a variety of other requirements relating to the formation, administration, performance and accounting of these contracts. Many of
these contracts include express or implied certifications of compliance with applicable regulations and contractual provisions. If we
fail to comply with any regulations, requirements or statutes, our existing governmental contracts or subcontracts involving governmental
facilities could be terminated or we could be suspended from government contracting or subcontracting. If one or more of our governmental
contracts or subcontracts are terminated for any reason, or if we are suspended or debarred from government work, we could suffer a significant
reduction in expected revenues and profits. Furthermore, as a result of our governmental contracts or subcontracts involving governmental
facilities, claims for civil or criminal fraud may be brought by the government or violations of these regulations, requirements or statutes.

 Changes
in environmental regulations and enforcement policies could subject us to additional liability and adversely affect our ability to continue
certain operations.

 We
cannot predict the extent to which our operations may be affected by future governmental enforcement policies as applied to existing
environmental laws, by changes to current environmental laws and regulations, or by the enactment of new environmental laws and regulations.
Any predictions regarding possible liability under such laws are complicated further by current environmental laws which provide that
we could be liable, jointly and severally, for certain activities of third parties over whom we have limited or no control.

 Our
businesses subject us to substantial potential environmental liability.

 Our
business of rendering services in connection with management of waste, including certain types of hazardous waste, low-level radioactive
waste, and mixed waste (waste containing both hazardous and low-level radioactive waste), subjects us to risks of liability for damages.
Such liability could involve, without limitation:

 claims
 for clean-up costs, personal injury or damage to the environment in cases in which we are held responsible for the release of hazardous
 or radioactive materials;

 claims
 of employees, customers, or third parties for personal injury or property damage occurring in the course of our operations; and

 claims
 alleging negligence or professional errors or omissions in the planning or performance of our services.

 Our
operations are subject to numerous environmental laws and regulations. We have in the past, and could in the future, be subject to substantial
fines, penalties, and sanctions for violations of environmental laws and substantial expenditures as a responsible party for the cost
of remediating any property which may be contaminated by hazardous substances generated by us and disposed at such property, or transported
by us to a site selected by us, including properties we own or lease.

 As
our operations expand, we may be subject to increased litigation, which could have a negative impact on our future financial results.

 Our
operations are highly regulated and we are subject to numerous laws and regulations regarding procedures for waste treatment, storage,
recycling, transportation, and disposal activities, all of which may provide the basis for litigation against us. In recent years, the
waste treatment industry has experienced a significant increase in so-called "toxic-tort" litigation as those injured by
contamination seek to recover for personal injuries or property damage. We believe that, as our operations and activities expand, there
will be a similar increase in the potential for litigation alleging that we have violated environmental laws or regulations or are responsible
for contamination or pollution caused by our normal operations, negligence or other misconduct, or for accidents, which occur in the
course of our business activities. Such litigation, if significant and not adequately insured against, could adversely affect our financial
condition and our ability to fund our operations. Protracted litigation would likely cause us to spend significant amounts of our time,
effort, and money. This could prevent our management from focusing on our operations and expansion.

 If
environmental regulation or enforcement is relaxed, the demand for our services could decrease.

 The
demand for our services is substantially dependent upon the public's concern with, and the continuation and proliferation of, the
laws and regulations governing the treatment, storage, recycling, and disposal of hazardous, non-hazardous, and low-level radioactive
waste. A decrease in the level of public concern, the repeal or modification of these laws, or any significant relaxation of regulations
relating to the treatment, storage, recycling, and disposal of hazardous waste and low-level radioactive waste could significantly reduce
the demand for our services and could have a material adverse effect on our operations and financial condition. We are not aware of any
current federal or state government or agency efforts in which a moratorium or limitation has been, or will be, placed upon the creation
of new hazardous or radioactive waste regulations that would have a material adverse effect on us; however, no assurance can be made
that such a moratorium or limitation will not be implemented in the future.

 We
and our customers operate in a politically sensitive environment, and the public perception of nuclear power and radioactive materials
can affect our customers and us.

 We
and our customers operate in a politically sensitive environment. Opposition by third parties to particular projects can limit the handling
and disposal of radioactive materials. Adverse public reaction to developments in the disposal of radioactive materials, including any
high-profile incident involving the discharge of radioactive materials, could directly affect our customers and indirectly affect our
business. Adverse public reaction also could lead to increased regulation or outright prohibition, limitations on the activities of our
customers, more onerous operating requirements or other conditions that could have a material adverse impact on our customers'
and our business.

 The
elimination or any modification of the Price-Anderson Acts indemnification authority could have adverse consequences for our business.

 The
Atomic Energy Act of 1954, as amended, or the AEA, comprehensively regulates the manufacture, use, and storage of radioactive materials.
The Price-Anderson Act ("PAA") supports the nuclear services industry by offering broad indemnification to DOE contractors
for liabilities arising out of nuclear incidents at DOE nuclear facilities. That indemnification protects DOE prime contractor, but also
similar companies that work under contract or subcontract for a DOE prime contract or transporting radioactive material to or from a
site. The indemnification authority of the DOE under the PAA was extended through 2025 by the Energy Policy Act of 2005.

 Under
certain conditions, the PAA's indemnification provisions may not apply to our processing of radioactive waste at governmental facilities,
and may not apply to liabilities that we might incur while performing services as a contractor for the DOE and the nuclear energy industry.
If an incident or evacuation is not covered under PAA indemnification, we could be held liable for damages, regardless of fault, which
could have an adverse effect on our results of operations and financial condition. If such indemnification authority is not applicable
in the future, our business could be adversely affected if the owners and operators of new facilities fail to retain our services in
the absence of commercial adequate insurance and indemnification.

 Risks
Relating to our Financial Performance and Position and Need for Financing

 If
any of our permits, other intangible assets, and tangible assets becomes impaired, we may be required to record significant charges to
earnings.

 Under
accounting principles generally accepted in the United States ("U.S. GAAP"), we review our intangible and tangible assets
for impairment when events or changes in circumstances indicate the carrying value may not be recoverable. Our permits are tested for
impairment at least annually. Factors that may be considered a change in circumstances, indicating that the carrying value of our permit,
other intangible assets, and tangible assets may not be recoverable, include a decline in stock price and market capitalization, reduced
future cash flow estimates, and slower growth rates in our industry. We may be required, in the future, to record impairment charges
in our financial statements, in which any impairment of our permit, other intangible assets and tangible assets is determined. Such impairment
charges could negatively impact our results of operations.

 Breach
of any of the covenants in our credit facility could result in a default, triggering repayment of outstanding debt under the credit facility
and the termination of our credit facility.

 Our
credit facility with our bank contains financial covenants. A breach of any of these covenants could result in a default under our credit
facility triggering our lender to immediately require the repayment of all outstanding debt under our credit facility and terminate all
commitments to extend further credit. We were not required to perform testing of our fixed charge coverage ratio ("FCCR")
in the first quarter of 2023 but otherwise met all of our other financial covenant requirements. We met all of our covenant requirements
in each of the remaining quarters of 2023. In the past, when we failed to meet our minimum FCCR requirement in certain instances, our
lender has either waived these instances of non-compliance or provided certain amendments to our FCCR requirements which enabled us to
meet our quarterly FCCR requirements. Also, our lender has in the past waived our FCCR testing requirement in certain quarters. If we
fail to meet any of our financial covenants going forward, including the minimum quarterly FCCR requirement, and our lender does not
waive the non-compliance or revise our covenant requirement so that we are in compliance, our lender could accelerate the payment of
our borrowings under our credit facility and terminate our credit facility. In such event, we may not have sufficient liquidity to repay
our debt under our credit facility and other indebtedness and/or operate our business.

 Inability
to borrow under our credit facility could adversely affect our operations.

 The
maximum we can borrow under the revolving part of our credit facility is based on a percentage of the amount of our eligible receivables
outstanding at any one time reduced by outstanding standby letters of credit and any borrowing reduction that our lender has or may impose
from time to time. As of December 31, 2023, we had no borrowing under the revolving part of our credit facility and borrowing availability
of up to an additional $10,622,000, which included our cash (deposited with our lender) and was based on our eligible receivables and
was net of approximately $3,950,000 in outstanding standby letters of credit and a $750,000 indefinite reduction in borrowing availability
that our lender imposed. A lack of positive operating results could have material adverse consequences on our ability to operate our
business. Our ability to make principal and interest payments, to refinance indebtedness, and borrow under our credit facility will depend
on both our and our subsidiaries' future operating performance and cash flow. Prevailing economic conditions, interest rate levels,
and financial, competitive, business, and other factors affect us. Many of these factors are beyond our control.

 If
our financial and operating activities are limited, it could adversely affect our ability to incur additional debt to fund future needs.

 We
could, among other things, be:

 required
 to dedicate a substantial portion of our cash flow to the payment of principal and interest, thereby reducing the funds available
 for operations and future business opportunities;

 make
 it more difficult for us to satisfy our obligations;

 limit
 our ability to borrow additional money if needed for other purposes, including working capital, capital expenditures, debt service
 requirements, acquisitions and general corporate or other purposes, on satisfactory terms or at all;

 limit
 our ability to adjust to changing economic, business and competitive conditions;

 place
 us at a competitive disadvantage with competitors who may have less indebtedness or greater access to financing;

 make
 us more vulnerable to an increase in interest rates, a downturn in our operating performance or a decline in general economic conditions;
 and

 make
 us more susceptible to changes in credit ratings, which could impact our ability to obtain financing in the future and increase the
 cost of such financing.

 Any
of the foregoing could adversely impact our operating results, financial condition, and liquidity. Our ability to continue our operations
depends on our ability to generate profitable operations or complete equity or debt financings to increase our capital.

 We
may be unable to utilize loss carryforwards in future.

 We
have approximately $19,450,000 and $72,859,000 in net operating loss carryforwards for federal and state income tax purposes, respectively
and expires in various amounts starting in 2023 if not used against future federal and state income tax liabilities, respectively.
All of our federal net operating loss carryforwards were generated after December 31, 2017 and thus do not expire. Our net loss carryforwards
are subject to various limitations. Our ability to use the net loss carryforwards depends on whether we are able to generate sufficient
income in the future years. Further, our net loss carryforwards have not been audited or approved by the Internal Revenue Service.

 Risks
Relating to our Common Stock

 Issuance
of substantial amounts of our common stock, par value $0.001 per share (the "Common Stock") could depress our stock price
or dilute the percentage ownership of our Common Stockholders.

 Any
sales of substantial amounts of our Common Stock in the public market could cause an adverse effect on the market price of our Common
Stock and could impair our ability to raise capital through the sale of additional equity securities. The issuance of our Common Stock
will result in the dilution in the percentage membership interest of our stockholders and the dilution in ownership value. As of December
31, 2023, we had 13,646,559 shares of Common Stock outstanding. In addition, as of December 31, 2023, we had outstanding options to purchase
994,500 shares of our Common Stock at exercise prices ranging from $3.15 to $9.81 per share and an outstanding warrant to purchase 30,000
shares of our Common Stock at exercise price of $3.51 per share. Future sales of the shares issuable could also depress the market price
of our Common Stock.

 We
do not intend to pay dividends on our Common Stock in the foreseeable future.

 Since
our inception, we have not paid cash dividends on our Common Stock, and we do not anticipate paying any cash dividends in the foreseeable
future. Our credit facility prohibits us from paying cash dividends on our Common Stock without prior approval from our lender.

 The
price of our Common Stock may fluctuate significantly, which may make it difficult for our stockholders to resell our Common Stock when
a stockholder wants or at prices a stockholder finds attractive.

 The
price of our Common Stock on the Nasdaq Capital Market constantly fluctuates. We expect that the market price of our Common Stock
will continue to fluctuate. This may make it difficult for our stockholders to resell the Common Stock when a stockholder wants or
at prices a stockholder finds attractive.

 General
Risk Factors

 Loss
of certain key personnel could have a material adverse effect on us.

 Our
success depends on the contributions of our key management, environmental and engineering personnel. Our future success depends on our
ability to retain and expand our staff of qualified personnel, including environmental specialists and technicians, sales personnel,
and engineers. Without qualified personnel, we may incur delays in rendering our services or be unable to render certain services. We
cannot be certain that we will be successful in our efforts to attract and retain qualified personnel as their availability is limited
due to the demand for hazardous waste management services and the highly competitive nature of the hazardous waste management industry.
We do not maintain key person insurance on any of our employees, officers, or directors.

 We
may not be successful in winning new business mandates from our government, commercial or international customers.

 We
must be successful in winning mandates from our government, commercial and international customers to replace revenues from projects
that we have completed or that are nearing completion and to increase our revenues. Our business and operating results can be adversely
affected by the size and timing of a single material contract.

 Our
failure to maintain our safety record could have an adverse effect on our business.

 Our
safety record is critical to our reputation. In addition, many of our government and commercial customers require that we maintain certain
specified safety record guidelines to be eligible to bid for contracts with these customers. Furthermore, contract terms may provide
for automatic termination in the event that our safety record fails to adhere to agreed-upon guidelines during performance of the contract.
As a result, our failure to maintain our safety record could have a material adverse effect on our business, financial condition and
results of operations.

 Systems
failures, interruptions or breaches of security and other cybersecurity risks could have an adverse effect on our financial condition
and results of operations.

 We
are subject to certain operational risks to our information systems. Because of efforts on the part of computer hackers and cyberterrorists
to breach data security of companies, we face risk associated with potential failures to adequately protect critical corporate, customer
and employee data. As part of our business, we develop and retain confidential data about us and our customers, including the U.S. government.
We also rely on the services of a variety of vendors to meet our data processing and communications needs.

 Despite
our implemented security measures and established policies, we cannot be certain that all of our systems are entirely free from
vulnerability to attack or other technological difficulties or failures or failures on the part of our employees to follow our
established security measures and policies. Information security risks have increased significantly. Our technologies, systems, and
networks may become the target of cyber-attacks, computer viruses, malicious code, or information security breaches that could
result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our customers' confidential,
proprietary and other information and the disruption of our business operations. A security breach could adversely impact our
customer relationships, reputation and operations, result in violations of applicable privacy and other laws and/or financial loss
to us or to our customers or to our employees, and similar litigation exposure. While we maintain a system of internal controls and
procedures, any breach, attack, or failure as discussed above could have a material adverse impact on our business, financial
condition, and results of operations or liquidity.

 There
is also an increasing attention on the importance of cybersecurity relating to infrastructure. This creates the potential for future
developments in regulations relating to cybersecurity that may adversely impact us, our customers and how we offer our services to our
customers.

 Climate
change could negatively impact the Company's operations and financial condition.

 Climate
change may present both immediate and long-term risks to the Company and our customers and these risks may increase over time. Climate
risks can arise from both physical risks (those risks related to the physical effects of climate change) and transition risks (risks
related to governmental regulatory requirements, legal technology, market and reputational changes from a transition to a low carbon
economy). Climate change could have a material, adverse effect on environmental companies like ours that are involved in the treatment,
disposal and other services related to hazardous waste, radioactive waste and/or mixed (waste that contain both hazardous and radioactive)
waste by changing or restricting how we perform our services or what services we can perform or taking action that materially increases
our costs to do business in order to regulate or reduce climate change.

 We
believe our proprietary technology is important to us.

 We
believe that it is important that we maintain our proprietary technologies. There can be no assurance that our steps to protect
our proprietary technologies will be adequate to prevent misappropriation of these technologies by third parties. Such misappropriation could adversely effect our operations and financial condition. Changes to current environmental laws
and regulations also could limit the use of our proprietary technology.

 Failure
to maintain effective internal control over financial reporting or failure to remediate a material weakness in internal control over
financial reporting could have a material adverse effect on our business, operating results, and stock price.

 Maintaining
effective internal control over financial reporting is necessary for us to produce reliable financial reports and is important in helping
to prevent financial fraud. If we are unable to maintain adequate internal controls, our business and operating results could be harmed.
We are required to satisfy the requirements of Section 404 of Sarbanes Oxley and the related rules of the Commission, which require,
among other things, management to assess annually the effectiveness of our internal control over financial reporting. If we are unable
to maintain adequate internal control over financial reporting, there is a reasonable possibility that a misstatement of our annual or
interim financial statements will not be prevented or detected in a timely manner. If we cannot produce reliable financial reports, investors
could lose confidence in our reported financial information, the market price of our Common Stock could decline significantly, and our
business, financial condition, and reputation could be harmed.

 Delaware
law, certain of our charter provisions, our stock option plans, outstanding warrants and our Preferred Stock may inhibit a change of
control under circumstances that could give you an opportunity to realize a premium over prevailing market prices.

 We
are a Delaware corporation governed by the General Corporation Law of Delaware, an anti-takeover law. In general, Section 203 prohibits
a Delaware public corporation from engaging in a "business combination" with an "interested stockholder" for
a period of three years after the date of the transaction in which the person became an interested stockholder, unless the business combination
is approved in a prescribed manner. As a result of Section 203, potential acquirers may be discouraged from attempting to effect acquisition
transactions with us, thereby possibly depriving our security holders of certain opportunities to sell, or otherwise dispose of, such
securities at above-market prices pursuant to such transactions. Further, certain of our option plans provide for the immediate acceleration
of, and removal of restrictions from, options and other awards under such plans upon a "change of control" (as defined in
the respective plans). Such provisions may also have the result of discouraging acquisition of us.

 At
December 31, 2023, out of 30,000,000 shares of our Common Stock authorized, we had 13,646,559 shares of common stock outstanding and
7,642 shares of treasury stock. In addition, at December 31, 2023, we had outstanding options to purchase 994,500 shares of our common
stock at exercise prices ranging from $3.15 to $9.81 per share, and an outstanding warrant to purchase 30,000 shares of our Common Stock
at an exercise price of $3.51 per share. Assuming the issuance of the Common Stock underlying such options and warrant, at December 31,
2023, we had available for future issuance 15,321,299 shares of authorized and unissued Common Stock, and 2,000,000 shares of our preferred
stock. Future sales of authorized and unissued shares could be used by our management to make it more difficult for, and thereby discourage,
an attempt to acquire control of us.

 Third
party expectations relating to ESG factors may impose additional costs and expose us and our clients to new risks.

 There
is an increasing focus from certain investors and certain of our customers, and other stakeholders concerning corporate responsibility,
specifically related to ESG factors. Some investors may use these factors to guide their investment strategies and, in some cases, may
choose not to invest in us, or otherwise do business with us, if they believe our policies relating to corporate responsibility are inadequate
or do not align with theirs. Third party providers of corporate responsibility ratings and reports on companies have increased in number,
resulting in varied standards. In addition, the criteria by which companies' corporate responsibility practices are assessed are
evolving, which could result in greater expectations of us and cause us to undertake costly initiatives to satisfy such new criteria.
Alternatively, if we elect not to or are unable to satisfy such new criteria or do not meet the criteria of a specific third-party provider,
some investors may conclude that our policies with respect to corporate responsibility are inadequate. We may face reputational damage
in the event that our corporate responsibility procedures or standards do not meet the standards set by various constituencies. If we
fail to satisfy the expectations of investors, our customers and other stakeholders or our initiatives are not executed as planned, our
reputation and financial results could be adversely affected and our revenues, results of operations and ability to grow our business
may be negatively impacted. Additionally, new legislative or regulatory initiatives related to ESG could adversely affect our business.

 ITEM
 1B.

 UNRESOLVED
 STAFF COMMENTS

 Not
Applicable.

 ITEM
 1C.

 CYBERSECURITY

 Cybersecurity
Risk Management and Strategy

 The
Company recognizes the importance of identifying, assessing, and managing risks associated with cybersecurity threats. The Company's
cybersecurity program utilizes components of the National Institute of Standards and Technology ("NIST") Cybersecurity Framework.
Key components of our cybersecurity program include governance, risk management, access and authentication controls, change management,
audit and assessment, awareness and training, contingency planning, recovery, media handling, incident response, personnel and physical
security, and communication integrity.

 Our
program is embedded into Information Technology ("IT") and Information System ("IS") operations across the business
with a focus on awareness, transparency, minimizing business impacts, and reducing enterprise risk, including strategic, compliance,
legal and financial risk. The Company has policies and procedures in place to ensure compliance with its cybersecurity program and cybersecurity
controls. Our program relies on a philosophy of continuous improvement by using periodic self-assessments, 3 rd party assessments,
and customer/agency audits to determine cyber control presence, applicability, and effectiveness. Our program is customized with additional
controls that address financial systems risk, nuclear quality assurance, Sarbanes Oxley, European Union cyber and data protection requirements,
and supply chain risks.

 Our
risk management process addresses confidentiality, availability, and integrity and includes evaluating information systems specific threats,
vulnerabilities, likelihood, and potential impact. Impact thresholds, which are reviewed and approved by the Board of Directors (the
"Board") and senior management, are used to define incident escalation paths from IT operations to management, the Audit
Committee and the Board. This process is used to identify, manage, and communicate material risks to the business. Additional cyber incident
reporting requirements are in place to comply with customers and regulatory agency requirements.

 Automated
threat and vulnerability management systems are in place and updated per industry standards and best practices. Our IT team further manages
risk by evaluating external providers of threat, vulnerability, and risk mitigation information. This information is used to proactively
implement new methods or controls for reducing risk associated with a particular emerging threat or vulnerability.

 The
Company's cybersecurity program is managed by the Vice President ("VP") of IS, who has been employed by the Company
for 20 years and has over 35 years of total experience in information systems. The VP of IS has an extensive career in software development
and infrastructure management including working with Fortune 500 companies in his prior positions. The VP of information system is a
participant in the overall Company strategic process and has aligned the program to best service the strategic objectives of the business.

 Cybersecurity
Governance

 The
Company's Audit Committee has oversight responsibility for risks and incidents relating to cybersecurity threats. Our senior management
is responsible for the day-to-day management of the material risks we face. Our VP Of Information System is scheduled to report to the
CFO on a weekly basis and the Audit Committee on a quarterly basis on cybersecurity matters to include updates on cybersecurity threat
management, strategy processes, system updates and cybersecurity risks activities, including but not limited to any recent cybersecurity
incidents and related responses. Our Board is also engaged in discussion with senior management and the Audit Committee at least on a
quarterly basis on cybersecurity matters to discuss any updates to our cybersecurity risk management and strategy program. Each member
of our Board has a working knowledge and/or experience with cybersecurity, IT strategy and IT risk assessment.

 In
the past 2 years, the Company does not believe that it has experienced any material cybersecurity incidents, nor any material costs related
to immaterial cyber incidents. Although we have a comprehensive process for the prevention of material cybersecurity incidents as discussed,
we cannot provide assurance that our results of operations and financial condition and business strategy will not be materially impacted
from cybersecurity risks in the future. For more information on our cybersecurity related risk and potential effects on the Company of
a material cybersecurity breach, see under "General Risk Factors" in "Item 1A. Risk Factors"

 ITEM
 2.

 PROPERTIES

 Our
principal executive office is in Atlanta, Georgia. Our Business Center is located in Oak Ridge, Tennessee. Our Treatment Segment facilities
are located in Gainesville, Florida; Kingston, Tennessee; Richland, Washington; and Oak Ridge, Tennessee. All of the properties where
these facilities operate on are pledged to our senior lender as collateral for our credit facility with the exception of the property
at Oak Ridge, Tennessee which is leased. Our Services Segment maintains offices, which are all leased properties. We maintain properties
in Valdosta, Georgia and Memphis, Tennessee, which are all non-operational and are included within our discontinued operations.

 The
Company currently leases properties in the following locations for operations and administrative functions within our Treatment and Services
Segments, including our corporate office and Business Center:

 Square
 Footage (SF)/

 Location

 Acreage
 (AC)

 Expiration
 of Lease

 Oak
 Ridge, TN (Business Center)

 16,319
 SF

 April
 30, 2026

 Oak
 Ridge, TN (Services)

 5,000
 SF

 September
 30, 2024

 Blaydon
 On Tyne, England (Services)

 1,000
 SF

 Monthly

 New
 Brighton, PA (Services)

 3,558
 SF

 June
 30, 2024

 Newport,
 KY (Services)

 1,566
 SF

 Monthly

 Atlanta,
 GA (Corporate)

 6,499
 SF

 July
 31, 2024

 Oak
 Ridge, TN (Treatment)

 8.7
 AC, including 17,400 SF

 September
 30, 2028

 We
believe that the above facilities currently provide adequate capacity for our operations and that additional facilities are readily available
in the regions in which we operate, which could support and supplement our existing facilities.

 ITEM
 3.

 LEGAL
 PROCEEDINGS

 See
"Part II – Item 8 - Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements –
Note 14 – Commitments and Contingencies – Legal Matters" for a discussion of our legal proceedings.

 ITEM
 4.

 MINE
 SAFETY DISCLOSURE

 Not
Applicable.

 PART
II

 ITEM
 5.

 MARKET
 FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

 Our
Common Stock is traded on the Nasdaq Capital Market ("Nasdaq") under the symbol "PESI." The following table
sets forth the high and low market trade prices quoted for the Common Stock during the periods shown. The source of such quotations and
information is the NASDAQ online trading history reports.

 2023

 2022

 Low

 High

 Low

 High

 Common Stock

 1st
 Quarter

 $
 3.56

 $
 12.00

 $
 4.89

 $
 6.52

 2nd
 Quarter

 7.52

 12.60

 4.91

 6.09

 3rd
 Quarter

 8.73

 13.87

 4.26

 5.93

 4th
 Quarter

 6.50

 10.72

 3.20

 4.57

 At
February 12, 2024, there were approximately 121 stockholders of record of our Common Stock. The actual number of our stockholders is
greater than this number, and includes beneficial owners whose shares are held in "street name" by banks, brokers, and other
nominees.

 Since
our inception, we have not paid any cash dividends on our Common Stock and have no dividend policy. Our Loan Agreement dated May 8, 2020,
as amended, prohibits us from paying any cash dividends on our Common Stock without prior approval from our lender. We do not anticipate
paying cash dividends on our outstanding Common Stock in the foreseeable future.

 No
sales of unregistered securities occurred during the first three quarters of 2023. On December 12, 2023, the Company issued 30,000 shares
of its Common Stock resulting from the exercise of a Warrant for the purchase of up to 30,000 shares of the Company's Common Stock
at an exercise price of $3.51 per share, resulting in proceeds received by the Company of approximately $105,000. See "Warrant"
in "Note 6 - Capital Stock, Stock Plans, Warrants, and Stock Based Compensation" in "Part II, Item 8, Financial Statements
and Supplementary Data" for further discussion of this warrant exercise.

 There
were no purchases made by us or on behalf of us or any of our affiliated members of shares of our Common Stock during 2023.

 See
"Note 6 - Capital Stock, Stock Plans, Warrants, and Stock Based Compensation" in Part II, Item 8, "Financial Statements
and Supplementary Data" and "Equity Compensation Plans" in Part III, Item 12, "Security Ownership of Certain
Beneficial Owners and Management and Related Stockholders Matter" for securities authorized for issuance under equity compensation
plans which are incorporated herein by reference.

 ITEM
 6.

 [Reserved]

 ITEM
 7.

 MANAGEMENT'S
 DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

statements contained within this "Management's Discussion and Analysis of Financial Condition and Results of Operations"
("MD&A") may be deemed "forward-looking statements" within the meaning of Section 27A of the Act, and Section
21E of the Securities Exchange Act of 1934, as amended (collectively, the "Private Securities Litigation Reform Act of 1995").
See "Special Note regarding Forward-Looking Statements" contained in this report.

 Management's
discussion and analysis is based, among other things, our audited consolidated financial statements and includes our accounts and the
accounts of our wholly-owned subsidiaries. Our 2022 consolidated financial statements also included the accounts of a variable interest
entity ("VIE") for which we were the primary beneficiary. During the fourth quarter of 2022, project work under this VIE
was completed.

 The
following discussion and analysis should be read in conjunction with our consolidated financial statements and the notes thereto included
in Item 8 of this report.

 Overview

 We
experienced significant improvement in our 2023 financial results as the lingering effects of COVID-19 began to subside starting in the
early part of 2022. Our Treatment Segment continued to see steady improvements in waste receipts from certain customers who had previously
delayed waste shipments due, in part, from the impact of COVID-19. Within our Services Segment, certain projects which were delayed/curtailed
in first part of 2022 due, in part, from the lingering effects of the COVID-19, achieved full operational status and improved productivity
in 2023 which positively impacted revenue. Revenue from both of our Segments were also positively impacted from contracts won in 2023
as procurement and planning on behalf of our government clients continued to progress as the lingering effects of COVID-19 pandemic subsided.

increased by $19,136,000 or 27.1% to $89,735,000 for the twelve-months ended December 31, 2023, from $70,599,000 for the corresponding
period of 2022. We saw increases in both Segments where Treatment Segment revenue increased by $10,119,000 or 30.3% to $43,477,000 from
$33,358,000 and Services Segment revenue increased by $9,017,000 or 24.2% to $46,258,000 from $37,241,000. The increase in revenue in
the Treatment Segment was primarily due to overall higher waste volume which was offset by lower averaged price from waste mix.
The increase in revenue in the Services Segment was primarily due to achievement of full operational status and improved productivity
on certain projects which had been delayed/curtailed in 2022 due, in part, from the lingering effects of the COVID-19 pandemic. Total
gross profit for 2023 increased $6,760,000 or 70.4% due to increased revenue. Selling, General, and Administrative ("SG&A")
expenses increased $323,000 or 2.2% for the twelve-months ended December 31, 2023, as compared to the corresponding period of 2022.

 In
March 2023, we received the Employee Retention Credit ("ERC") of $1,975,000 that we applied for during the third quarter
of 2022 as permitted under the Coronavirus Aid, Relief and Economic Securities Act, as amended (the "CARES Act"). In addition
to the $1,975,000, we also received approximately $60,000 in interest (recorded within "Interest Income" on our Consolidated
Statements of Operations).

 We
believe we have sufficient liquidity on hand to continue business operations during the next twelve months. See a discussion of our liquidity
overview within this MD&A – "Liquidity and Capital Resources."

 Heading
into 2024, we expect to see overall continue steady improvements in waste receipts and increases in project work from certain
existing contracts, contracts won in 2023, and bids submitted in both segments that are awaiting awards. However, due to our
operations which is subject to seasonal factor, we generally experience lower revenue in the first quarter due to overall reduced
activities by our customers from the usual slowdown in operations due, in part, from returning from the holiday periods and poorer
weather conditions. Additionally, due to Congress's inability to timely approve FY 2024 budget and the extension of the
continuing resolution, certain of our government related customers have informed us that waste shipments will likely be delayed.
Although we expect to see overall improvements in revenue in 2024 as disclosed above, if Congress is unable to enact the full FY
2024 appropriation bills or further extend the continuing resolutions to fund government spending by the late March deadline, the
U.S. government will enter into a partial shutdown. The full impact of any additional continued resolution beyond March or a partial
government shutdown is uncertain. If a partial government shutdown were to occur and were to continue an extended period,
our financial results of operations could be negatively impacted by delays in procurement actions, waste shipments and project
delays on newly awarded projects.

 Business
Environment

 Our
Treatment and Services Segments' business continues to be heavily dependent on services that we provide to governmental
clients, primarily as subcontractors for others who are prime contractors to government entities or directly as the prime
contractor. We believe demand for our services will continue to be subject to fluctuations due to a variety of factors beyond our
control, including, without limitation, the economic conditions and the manner in which the applicable government will be required
to spend funding to remediate various sites and a potential partial government shutdown. In addition, our governmental
contracts and subcontracts relating to activities at governmental sites in the United States are generally subject to termination
for convenience at any time at the government's option. Significant reductions in the level of governmental funding or
specifically mandated levels for different programs that are important to our business could have a material adverse impact on our
business, financial position, results of operations, and cash flows.

 We
are continually reviewing methods to raise additional capital to supplement our liquidity requirements, when needed, and reducing our
operating costs. We continue to aggressively bid on various contracts, including potential contracts within the international markets.
On December 18, 2023, the JV where we and Campoverde Srl ("JV partner") each owns 50% of the partnership, was awarded a multi-year
contract valued up to approximately EUR 50 million by the European Commission (the "Contracting Authority") for the treatment
of radioactive waste from the Joint Research Center in Ispra, Italy. Work under this JV has not started as of December 31, 2023. The
scope of work to be performed in the initial phases of this contract will be performed predominately by our JV partner. Revenue generated
by us under the initial phases will be limited to project management support through 2025. We expect to generate an increase in revenue
under this contract starting in 2026 when the waste treatment phases begin. The Contracting Authority may terminate the contract under
certain conditions as set forth in the contract. Once activities commence under this JV, we will consolidate the operations of this JV
into our financial statements.

 Results
of Operations

 The
reporting of financial results and pertinent discussions are tailored to our two reportable segments: The Treatment Segment and Services
Segment.

 Summary
- Years Ended December 31, 2023 and 2022

 Below
are the results of continuing operations for years ended December 31, 2023, and 2022 (amounts in thousands):

 (Consolidated)

 2023

 %

 2022

 %

 Net revenues

 $

 100.0

 $

 100.0

 Cost of goods sold

 73,366

 81.8

 60,990

 86.4

 Gross profit

 18.2

 9,609

 13.6

 Selling, general and administrative

 14,975

 16.7

 14,652

 20.8

 Research and development

.6

.4

 Loss on disposal of
 property and equipment

.1

 —

 Income (loss) from operations

.8

 (5,397
)

 (7.6
)

 Interest income

.7

.1

 Interest expense

 (323
)

 (.4
)

 (175
)

 (.3
)

 Interest expense – financing fees

 (93
)

 (.1
)

 (61
)

 (.1
)

 Other (expense) income

 (11
)

 —

 1,945

 2.8

 Income (loss) from continuing operations before
 taxes

 1.0

 (3,589
)

 (5.1
)

 Income tax expense (benefit)

 —

 (378
)

 (.6
)

 Income (loss) from continuing

 $

 1.0

 $
 (3,211
)

 (4.5
)

revenues increased $19,136,000 for the year ended December 31, 2023, compared to the year ended December 31, 2022, as follows:

 2023

 %

 2022

 %

 %

 Government
 waste

 $
 29,506

 32.9

 $
 21,946

 31.1

 $
 7,560

 34.4

 Hazardous/non-hazardous
 (1)

 6,260

 7.0

 5,062

 7.1

 1,198

 23.7

 Other
 nuclear waste

 7,711

 8.6

 6,350

 9.0

 1,361

 21.4

 Total

 48.5

 47.2

 10,119

 30.3

 Nuclear

 43,121

 48.0

 35,952

 50.9

 7,169

 19.9

 Technical

 3,137

 3.5

 1,289

 1.9

 1,848

 143.4

 Total

 46,258

 51.5

 37,241

 52.8

 9,017

 24.2

 Total

 $

 100.0

 $

 100.0

 $
 19,136

 27.1

 1)
 Includes wastes generated by government clients of $2,943,000 and $2,380,000 for the twelve months ended December 31, 2023, and
2022, respectively.

Segment revenue increased by $10,119,000 or 30.3% for the twelve-months ended December 31, 2023 over the same period in 2022. The overall
increase was primarily due to higher waste volume offset by lower averaged price from waste mix. As previously disclosed, starting
in the latter part of the second quarter of 2022, our Treatment Segment began to see steady improvements in waste receipts from certain
customers who had previously delayed waste shipments due, in part, from the lingering effects of COVID-19. Services Segment revenue increased
by approximately $9,017,000 or 24.2%. primarily due to achievement of full operational status and improved productivity on certain projects
which had been delayed/curtailed in the early part of 2022 due, in part, from the lingering effects of the COVID-19 pandemic. Our Services
Segment revenues are project-based; as such, the scope, duration, and completion of each project vary. As a result, our Services Segment
revenues are subject to differences relating to timing and project value. Revenues from both of our segments were also positively impacted
from contracts won in 2023.

 Cost
of Goods Sold

 Cost
of goods sold increased $12,376,000 for the year ended December 31, 2023, as compared to the year ended December 31, 2022, as follows:

 2023

 %

 2022

 %

 $
 36,601

 84.2

 $

 84.3

 $
 8,486

 36,765

 79.5

 32,875

 88.3

 $
 3,890

 Total

 $
 73,366

 81.8

 $
 60,990

 86.4

 $
 12,376

 Cost
of goods sold for the Treatment Segment increased by approximately $8,486,000 or 30.2%. Treatment Segment's variable costs increased
by approximately $6,189,000 primarily due to higher material and supplies, disposal, lab, outside services costs and higher employee
incentives. Treatment Segment's overall fixed costs were higher by approximately $2,297,000 resulting from the following: salaries
and payroll related expenses were higher by approximately $1,483,000 due to higher headcount; depreciation expenses were higher by approximately
$393,000 due to depreciation for asset retirement obligations in connection with our EWOC facility; general expenses were higher by approximately
$279,000 primarily due to higher utility costs; maintenance costs were higher by approximately $235,000; travel expenses were higher
by approximately $90,000; and regulatory expenses were lower by approximately $183,000. Services Segment cost of goods sold increased
$3,890,000 or 11.8% due to higher revenue. The overall increase in cost of goods sold was primarily due to the following: aggregated
higher salaries/payroll related, outside services, and travel costs totaling approximately $4,356,000; higher depreciation expenses of
$63,000; lower material and supplies, lab, regulatory and disposal expenses totaling approximately $444,000; and lower general expenses
by approximately $85,000 in various categories. Included within cost of goods sold is depreciation and amortization expense of $2,484,000
and $2,027,000 for the twelve months ended December 31, 2022, and 2021, respectively.

 Gross
Profit

 Gross
profit for the year ended December 31, 2023, was $6,760,000 higher than 2022 as follows:

 2023

 %

 2022

 %

 $
 6,876

 15.8

 $
 5,243

 15.7

 $
 1,633

 9,493

 20.5

 4,366

 11.7

 $
 5,127

 Total

 $

 18.2

 $
 9,609

 13.6

 $
 6,760

Segment gross profit increased by $1,633,000 or 31.1% primarily due to higher revenue as discussed previously. Despite the slight increase
in gross margin, Treatment Segment gross margin was negatively impacted by higher variable costs from waste mix and the impact of overall
increase in fixed costs. Services Segment gross profit increased by $5,127,000 or 117.4% and gross margin increased from 11.7% to 20.5%
primarily due to higher revenue and improved margin projects. Our overall Services Segment gross margin is impacted by our current projects
which are competitively bid and therefore have varying margin structures.

 SG&A

 SG& A
 expenses increased $323,000 for the year ended December 31, 2023, as compared to the corresponding period for 2022 as follows:

 2023

 %

 2022

 %

 Administrative

 $
 7,230

 -

 $
 6,882

 -

 $

 4,249

 9.8

 4,419

 13.2

 (170
)

 3,496

 7.6

 3,351

 9.0

 Total

 $
 14,975

 16.7

 $
 14,652

 20.8

 $

 Administrative
SG&A expenses were higher primarily due to the following: payroll-related expenses were higher by approximately $660,000 primarily
due to higher accrued employee incentives (including our management incentive plans ("MIPs")) and higher 401(k) matching
expenses as payroll expenses in 2022 included more forfeitures of 401(k) plan matching funds contributed by us for former employees who
failed to meet the 401(k) plan vesting requirements; outside services expenses were lower by approximately $256,000 as a result of fewer
audit/consulting matters; and general expenses were lower by approximately $56,000 in various categories. Treatment Segment SG&A
expenses were lower primarily due to the following: outside services expenses were lower by approximately $110,000 due to fewer consulting
matters; salaries and payroll related expenses were lower by approximately $212,000; travel expenses were lower by approximately $24,000;
and general expenses were higher by approximately $176,000 in various categories. The increase in SG&A expenses within our Services
Segment was primarily due to the following: salaries/payroll-related expenses were higher by approximately $92,000 due to more administrative
support functions required as the result of higher revenue; travel expenses were higher by approximately $43,000; credit losses on accounts
receivable were higher by approximately $59,000, as in the first quarter of 2022 our Services Segment collected on certain accounts that
were previously deemed to be uncollectible; outside services expenses were lower by approximately $41,000 due to fewer consulting matters;
and general expenses were lower slightly by $8,000. Included in SG&A expenses is depreciation and amortization expense of $84,000
and $82,000 for the twelve months ended December 31, 2023 and 2022, respectively.

income increased by approximately $507,000 for the twelve-months ended December 31, 2023, respectively, as compared to the corresponding
period of 2022 primarily due to higher interest earned from the finite risk sinking fund. Interest income for 2023 also included approximately
$60,000 received in March 2023 under the ERC program under the CARES Act.

Expense

expense increased by approximately $148,000 for the twelve-months ended December 31, 2023, as compared to the corresponding period of
2022 due to interest incurred on the new $2,500,000 term loan dated July 31, 2023, under our credit facility. Interest expense was also
higher in 2023 from higher interest rate on our term loan dated May 8, 2020, which was offset by the declining term loan balance. Additionally,
the increase in interest expense in 2023 was also the result of interest incurred from advances made in May of 2022 from the capital
line under our credit facility.

Taxes

 We
had income tax expense of $17,000 and income tax benefit of $378,000 for continuing operations for the twelve-months ended December 31,
2023 and 2022, respectively. Our effective tax rates were approximately 1.8% and 10.5% for the twelve- month ended December 31, 2023
and 2022, respectively. Our effective tax rates for the twelve-months ended December 31, 2023, and 2022 were impacted by non-deductible
expenses and state taxes.

 Backlog

 Our
Treatment Segment maintains a backlog of stored waste, which represents waste that has not been processed. The backlog is principally
a result of the timing and complexity of the waste being brought into the facilities and the selling price per container. As of December
31, 2023, our Treatment Segment had a backlog of approximately $8,702,000, as compared to approximately $9,156,000 as of December 31,
2022. Additionally, the time it takes to process waste from the time it arrives may increase due to the types and complexities of the
waste we are currently receiving. We typically process our backlog during periods of low waste receipts, which historically has been
in the first or fourth quarters.

 Discontinued
Operations and Environmental Contingencies

 Our
discontinued operations consist of all our subsidiaries included in our Industrial Segment which encompasses subsidiaries divested in
2011 and earlier, as well as three previously closed locations.

 Our
discontinued operations had no revenue for the twelve-months ended December 31, 2023 and 2022. We incurred net losses of $433,000 (net
of tax benefit of $117,000) and $605,000 (net of tax benefit of $199,000) for our discontinued operations for the twelve-months ended
December 31, 2023, and 2022, respectively. In 2022, we incurred additional costs in connection with management of administrative and
regulatory matters related to our remediation projects. We have three environmental remediation projects, all within our discontinued
operations, which principally entail the removal/remediation of contaminated soil, and, in most cases, the remediation of surrounding
ground water.

 Liquidity
and Capital Resources

 Our
cash flow requirements during the twelve-months ended December 31, 2023, were primarily financed by our operations, cash on hand (which
included the ERC, along with interest, that we received in March 2023 and proceeds from a new term loan dated July 31, 2023, in the amount
of $2,500,000 provided to us under an amendment to our existing credit facility), and credit facility availability. Our cash flow requirements
for the next twelve months will consist primarily of general working capital needs, scheduled principal payments on our debt obligations,
remediation projects, and planned capital expenditures. We plan to fund these requirements from our operations, credit facility availability,
cash on hand and collections of unpaid receivables (See "Known Trends and Uncertainties – Perma-Fix Canada,
Inc. ("PF Canada")" for a discussion of unpaid receivables due to our Perma-Fix Canada, Inc. subsidiary from a certain
customer in which a settlement agreement has been reached, subject to meeting certain conditions/terms precedent and a partial payment
received in January 2024). Our ability to utilize our credit facility from our lender is subject to meeting our quarterly financial covenant
requirements, among other things. We continue to explore all sources of increasing our capital and/or liquidity and
to improve our revenue and working capital, including, but not limited to entering into equity transactions. There are no assurances that
we will be successful in increasing our liquidity through our efforts. We are continually reviewing operating costs and reviewing the
possibility of further reducing operating costs and non-essential expenditures to bring them in line with revenue levels, when necessary.
As of December 31, 2023, our borrowing availability under our revolving part of our credit facility was approximately $10,622,000, which
included our cash (deposited with our lender) and was based on our eligible receivables and was net of approximately $3,950,000 in outstanding
standby letters of credit and a $750,000 indefinite reduction in borrowing availability that our lender imposed pursuant to the July
31, 2023 amendment of our Loan Agreement. W e believe that our cash flows from operations, our available
liquidity from our credit facility, and our cash on hand should be sufficient to fund our operations for the next twelve months.

 The
following table reflects the cash flow activity for the year ended December 31, 2023, and the corresponding period of 2022:

 2023

 2022

 Cash provided by operating activities
 of continuing operations

 $
 6,745

 $

 Cash used in operating activities of discontinued

 (597
)

 (717
)

 Cash used in investing activities of continuing

 (1,714
)

 (997
)

 Cash provided by (used in) financing activities
 of continuing operations

 1,696

 (921
)

 Effect of exchange rate
 changes on cash

 (4
)

 Increase (decrease)
 in cash and finite risk sinking fund (restricted cash)

 $
 6,138

 $
 (2,475
)

 As
of December 31, 2023, we were in a positive cash position with no revolving credit balance. As of December 31, 2023, we had cash on hand
of approximately $7,500,000.

 Operating
Activities

receivable, net of credit losses, totaled $9,722,000 as of December 31, 2023, an increase of $358,000 from the December 31, 2022, balance
of $9,364,000. The increase was attributed to increased revenue, timing of invoicing, and our accounts receivable collection. Our contracts
with our customers are subject to various payment terms and conditions. Our accounts receivable at December 31, 2023, included invoices
for work performed for a certain Canadian project that remained outstanding which a settlement agreement has been reached, subject to
meeting certain conditions/terms precedent (See discussion under "Known Trends and Uncertainties - Perma-Fix Canada Inc. ("PF
Canada")" below for a discussion of the accounts receivable and a partial payment made by the customer on January 22, 2024).

 Prepaid
and other assets totaled $3,738,000 as of December 31, 2023, a decrease of $1,667,000 from the December 31, 2022, balance of $5,405,000.
The decrease was primarily due to receipt of the ERC of $1,975,000 in March 2023 that we applied for during the third quarter of 2022.

payable totaled $9,582,000 as of December 31, 2023, a decrease of $743,000 from the December 31, 2022, balance of $10,325,000. Our accounts
payable are impacted by the timing of payments as we are continually managing payment terms with our vendors to maximize our cash position
throughout our segments.

expenses totaled $6,560,000 as of December 31, 2023, an increase of $1,967,000 from the December 31, 2022, balance of $4,593,000. The
increase was primarily due to higher employee incentive and commission accruals totaling approximately $1,346,000. Our employee incentive
accruals included an aggregate of approximately $750,000 recorded under our 2023 Management Incentive Plans ("MIPs") for
our executives.

 We
had working capital of $4,613,000 (which included working capital of our discontinued operations) as of December 31, 2023, as compared
to working capital of $818,000 as of December 31, 2022. The improvement in our working capital was primarily due to increases in our
cash and unbilled receivables from improved operations. In 2023, our cash was also increased from the receipt of the ERC in March 2023
and the additional Term Loan 2 dated July 31, 2023, that we entered into with our lender under our Loan Agreement (see a discussion of
the Term Loan 2 below under "Financing Activities). The overall improvement in our working capital was offset by the increases
in our accrued expenses and deferred revenues.

 See
discussion of a multi-year contract valued up to approximately EUR 50 million awarded to us and our JV partner by the European Commission
on December 18, 2023, for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy under "Business Environment"
within this MD&A.

 Investing
Activities

2023, our purchases of capital equipment totaled approximately $2,498,000, of which $784,000 was subject to financing, with the remaining
funded from cash from operations and our credit facility. We have budgeted approximately $2,000,000 for 2024 capital expenditures primarily
for our Treatment and Services Segments to maintain operations and regulatory compliance requirements and support revenue growth. Certain
of these budgeted projects may either be delayed until later years or deferred altogether. We plan to fund our capital expenditures from
cash from operations, collections of unpaid receivables, borrowing availability under our credit facility and/or financing. The initiation
and timing of projects are also determined by financing alternatives or funds available for such capital projects.

March 2022, we signed a non-binding joint venture term sheet addressing plans to partner with Springfields Fuels Limited ("SFL"),
an affiliate of Westinghouse Electric Company LLC, to develop and manage a nuclear waste-materials treatment facility (the "Facility")
in the United Kingdom. The Facility is for the purpose of expanding the partners' waste treatment capabilities for the European
nuclear market. It is expected that upon finalization of a partnership agreement, SFL will have an ownership interest of fifty-five (55)
percent and our interest will be forty-five (45) percent. The finalization, form and capitalization of this unpopulated partnership is
subject to numerous conditions, including but not limited to, completion and execution of a definitive agreement and facility design,
granting of required regulatory, lender or permitting approvals and updated cost and profitability analysis based on current and forecast
future economic conditions. Upon finalization of this venture, we will be required to make an investment in this venture. The amount
of our investment, the period of which it is to be made and the method of funding are to be determined.

 Financing
Activities

 We
entered into a Second Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated May 8, 2020 ("Loan Agreement"),
with PNC National Association ("PNC" and "lender"), acting as agent and lender. The Loan Agreement, as amended
(including the two amendments that we entered into with our lender in 2023 described below), provides us with the following credit facility
with a maturity date of May 15, 2027: (a) up to $12,500,000 revolving credit ("revolving credit"), with the maximum that
we can borrow under the revolving credit based on a percentage of eligible receivables (as defined) at any one time reduced by outstanding
standby letters of credit and borrowing reductions that our lender may impose from time to time; (b) a term loan ("Term Loan 1")
dated May 8, 2020, of approximately $1,742,000, requiring monthly installments of $35,547; (c) a term loan ("Term Loan 2")
of $2,500,000 dated July 31, 2023, requiring monthly installments of $41,667; and (d) a capital expenditure line ("Capital Line")
of up to $1,000,000 with advances on the line, subject to certain limitations, permitted for up to twelve months starting May 4, 2021
(the "Borrowing Period"), with interest only payable on advances during the Borrowing Period. Amounts advanced under the
Capital Line at the end of the Borrowing Period totaled approximately $524,000, requiring monthly installments of principal of approximately
$8,700 plus interest, commencing June 1, 2022.

 On
March 21, 2023, we entered into an amendment to our Loan Agreement, as amended, with our lender which provided, among other things, the
following:

 removed
 the quarterly fixed charge coverage ratio ("FCCR") testing requirement for the fourth quarter of 2022 and removed the
 FCCR testing requirement for the first quarter of 2023;

 reduced
 the maximum revolving credit line under the credit facility from $18,000,000 to $12,500,000;

 reinstated
 the quarterly FCCR testing requirement starting in the second quarter of 2023 using a trailing twelve-months period (with no change
 to the minimum 1.15:1 ratio requirement for each quarter); and

 required
 maintenance of a minimum of $3,000,000 in borrowing availability under the revolving credit until the minimum FCCR requirement for
 the quarter ended June 30, 2023 has been met and certified to the lender (we met our FCCR requirement in the second quarter of 2023
 which was certified to our lender and therefore, this requirement is no longer applicable under our Loan Agreement, as amended).

 In
connection with the March 2023 amendment, we paid our lender a fee of $25,000 which is being amortized over the remaining term of the
Loan Agreement, as amended, as interest expense-financing fees.

 On
July 31, 2023, we entered into a further amendment of the Loan Agreement, as amended, with our lender which provided, among other things,
the following:

 extended
 the maturity date of the Loan Agreement, as amended, to May 15, 2027, from May 15, 2024;

 an
 additional term loan ("Term Loan 2") to us in the amount of $2,500,000, requiring monthly installments of approximately
 $41,667. The annual rate of interest due on Term Loan 2 is at prime (8.50% at December 31, 2023) plus 3.00% or Secured Overnight
 Finance Rate ("SOFR") (as defined in the Loan Agreement, as amended) plus 4.00% plus an SOFR Adjustment applicable for
 an interest period selected by us. A SOFR Adjustment rate of 0.10% and 0.15% is applicable for a one-month interest period and three-month
 period, respectively, that may be selected by us;

 removed
 the minimum Tangible Adjusted Net Worth (as defined in the Loan Agreement, as amended) covenant requirement;

 placed
 an indefinite reduction in borrowing availability of $750,000; and

 allows
 for up to $2,500,000 in capital expenditure made in fiscal year 2023 and thereafter to be treated as financed capital expenditure
 in the Company's quarterly FCCR covenant calculation requirement.

 At
maturity of the Loan Agreement, as amended, any unpaid principal balance plus interest, if any, will become due.

to the amendment dated July 31, 2023, we have agreed to pay PNC 1.0% of the total financing under the Loan Agreement, as amended, in
the event we pay off our obligations on or before July 31, 2024, and 0.5% of the total financing if we pay off our obligations after
July 31, 2024, to and including July 31, 2025. No early termination fee shall apply if we pay off our obligations under the amended Loan
Agreement after July 31, 2025.

 In
connection with amendment dated July 31, 2023, we paid our lender a fee of $100,000 which is being amortized over the remaining term
of the Loan Agreement, as amended, as interest expense-financing fees.

to the Loan Agreement, as amended, the annual rate of interest due on the revolving credit is at prime plus 2% or SOFR plus 3.00% plus
an SOFR Adjustment applicable for an interest period selected by us. The annual rate of interest due on Term Loan 1 and the Capital line
is at prime plus 2.50% or SOFR plus 3.50% plus an SOFR Adjustment applicable for an interest period selected by us. SOFR Adjustment rates
of 0.10% and 0.15% are applicable for a one-month interest period and three-month period, respectively, that may be selected by us. See
payment of annual rate of interest due on Term Loan 2 under the amendment dated July 31, 2023, as discussed above.

 Our
credit facility under our Loan Agreement, as amended, contains certain financial covenants, along with customary representations and
warranties. A breach of any of these financial covenants, unless waived by our lender, could result in a default under our credit facility
allowing our lender to immediately require the repayment of all outstanding debt under our credit facility and terminate all commitments
to extend further credit. We were not required to perform testing of the FCCR requirement in the first quarter of 2023 pursuant to the
March 21, 2023, amendment as discussed above. We otherwise met all of our other financial covenant requirements. We met all of our covenant
requirements in each of the second to fourth quarters of 2023 and we expect to meet our covenant requirements in the next twelve months.

 On
May 19, 2023, we filed a shelf registration statement on Form S-3 with the U.S Securities and Exchange Commission (the "Commission"),
which was declared effective by the Commission on June 1, 2023. The shelf registration statement gives us
the ability to sell up to 2,500,000 shares of our Common Stock from time to time and through one or more methods of distribution, subject
to market conditions and our capital needs at that time. The terms of any offering under the registration statement will be established
at the time of the offering and be set forth in an accompanying prospectus or prospectus supplement relating to the offering. At this
time, we do not have any immediate plans or current commitments to issue shares under the registration statement. This is not an offer
to sell or a solicitation of an offer to buy, nor shall there be a sale of securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction.

 Off
Balance Sheet Arrangements

 From
time to time, we are required to post standby letters of credit and various bonds to support contractual obligations to customers and
other obligations, including facility closures. At December 31, 2023, the total amount of standby letters of credit outstanding totaled
approximately $3,950,000 and the total amount of bonds outstanding totaled approximately $36,674,000. We also provide closure and post-closure
requirements through a financial assurance policy for certain of our Treatment Segment facilities through American International Group,
Inc. ("AIG"). At December 31, 2023, the closure and post-closure requirements for these facilities were approximately $22,461,000.

 Critical
Accounting Policies and Estimates

 Our
consolidated financial statements are prepared based upon the selection and application of US GAAP, which may require us to make estimates,
judgments and assumptions that affect amounts reported in our financial statements and accompanying notes. The accounting policies below
are those we believe affect the more significant estimates and judgments used in preparation of our financial statements. Our other accounting
policies are described in the accompanying notes to our consolidated financial statements of this Form 10-K (see "Item 8 –
Financial Statements and Supplementary Data – Notes to Consolidated Financial Statements – Note 2 – Summary of Significant
Accounting Policies"):

 Revenues. Our revenues are
generated from our two segments, Treatment and Services. Certain contracts within our Services Segment are generated from long-term fixed
price contracts. Under fixed price contracts, the objective of the project is not attained unless all scope items within the contract
are completed and all of the services promised within fixed fee contracts constitute a single performance obligation. Transaction price
is estimated based upon the estimated cost to complete the overall project. Revenue from fixed price contracts is recognized over time
primarily using the input method. For the input method, revenue is recognized based on costs incurred on the project relative to the total
estimated costs of the project.

 Our contracts generally do not give rise to variable consideration. However, from time to time, we may submit requests
for equitable adjustments under certain of our government contracts for price or other modifications that are determined to be variable
consideration. We estimate the amount of variable consideration to include in the estimated transaction price based on historical experience
with government contracts, anticipated performance and management's best judgment at the time and to the extent it is probable that
a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration
is resolved. These estimates are re-assessed each reporting period as required.

Assets. Intangible assets consist primarily of the recognized value of the permits required to operate our business. We continually
monitor the propriety of the carrying amount of our permits to determine whether current events and circumstances warrant adjustments
to the carrying value.

 Indefinite-lived
intangible assets are not amortized but are reviewed for impairment annually as of October 1, or when events or changes in the business
environment indicate that the carrying value may be impaired. If the fair value of the asset is less than the carrying amount, we perform
a quantitative test to determine the fair value. The impairment loss, if any, is measured as the excess of the carrying value of the
asset over its fair value. Significant judgments are inherent in these analyses and include assumptions
for, among other factors, forecasted revenue, gross margin, growth rate, operating income, timing
of expected future cash flows, and the determination of appropriate long-term discount rates.

 Impairment
testing of our permits related to our Treatment reporting unit as of October 1, 2023, and 2022 resulted in no impairment charges.

assets that have definite useful lives are amortized using the straight-line method over the estimated useful lives (with the exception
of customer relationships which are amortized using an accelerated method) and are excluded from our annual intangible asset valuation
review as of October 1. Intangible assets with definite useful lives are also tested for impairment whenever events or changes in circumstances
indicate that the asset's carrying value may not be recoverable.

 Our
future cash flow assumptions and conclusions with respect to asset impairments could be impacted by changes arising from (i) a sustained
period of economic and industrial slowdowns (ii) inability to scale our operations and implement cost reduction efforts during reduced
demand and/or (iii) a significant decline in our share price for a sustained period of time. These factors, among others, could significantly
impact the impairment analysis and may result in future asset impairment charges that, if incurred, could have a material adverse effect
on our financial condition and results of operations. We believe that the assumptions and estimates utilized
for the reporting periods are appropriate based on the information available to management.

Closure Costs and Asset Retirement Obligations ("ARO"). Accrued closure costs represent our estimated environmental liability
to clean up our facilities as required by our permits, in the event of closure. ASC 410, "Asset Retirement and Environmental Obligations"
requires that the discounted fair value of a liability for an ARO be recognized in the period in which it is incurred with the associated
ARO capitalized as part of the carrying cost of the asset. The recognition of an ARO requires that management make numerous estimates,
assumptions and judgments regarding such factors as estimated probabilities, timing of settlements, material and service costs, current
technology, laws and regulations, and credit adjusted risk-free rate to be used. We develop estimates for the cost of these activities
based on our evaluation of site-specific facts and circumstances, such as the existence of structures and other improvements that would
need to be dismantled and the length of the post-closure period as determined by the applicable regulatory agency, among other things.
Included in our cost estimates are our interpretation of current regulatory requirements and any proposed regulatory changes. These cost
estimates may change in the future due to various circumstances including, but not limited to, permit modifications, changes in legislation
or regulations, technological changes and results of environmental studies. Our cost estimates are calculated using internal sources
as well as input from third-party experts. This estimate is inflated, using an inflation rate, to the expected time at which the closure
will occur, and then discounted back, using a credit adjusted risk free rate, to the present value. ARO's are included within buildings
as part of property and equipment and are depreciated over the estimated useful life of the property. In periods subsequent to initial
measurement of the ARO, we must recognize period-to-period changes in the liability resulting from the passage of time and revisions
to either the timing or the amount of the original estimate of undiscounted cash flow. Increases in the ARO liability due to passage
of time impact net income as accretion expense and are included in cost of goods sold in the Consolidated Statements of Operations. Changes
in the estimated future cash flows costs underlying the obligations (resulting from changes or expansion at the facilities) require adjustment
to the ARO liability calculated and are capitalized and charged as depreciation expense, in accordance with our depreciation policy.

Taxes. The provision for income tax is determined in accordance with ASC 740, "Income Taxes." As part of the process
of preparing our consolidated financial statements, we are required to estimate our income taxes in each of the jurisdictions in which
we operate. We record this amount as a provision or benefit for taxes. This process involves estimating our actual current tax
exposure, including assessing the risks associated with tax audits, and assessing temporary differences resulting from different treatment
of items for tax and accounting purposes. These differences result in deferred tax assets and liabilities.

 We
regularly review deferred tax assets by jurisdiction to assess their potential realization and establish a valuation allowance for portions
of such assets that we believe will not be realized. In performing this review, we make estimates and assumptions regarding projected
future taxable income, the expected timing of the reversals of existing temporary differences and the implementation of tax planning
strategies. A change in these assumptions could cause an increase or decrease to the valuation allowance which could materially impact
our results of operations.

 Recent
Accounting Pronouncements

 See
"Item 8 – Financial Statements and Supplementary Data" – Notes to Consolidated Financial Statements" –
Note 2 – Summary of Significant Accounting Policies" for the recent accounting pronouncements that will be adopted in future
periods.

 Known
Trends and Uncertainties

 Economic
Conditions. Our business continues to be heavily dependent on services that we provide to governmental clients (domestic), primarily
as subcontractors for others who are prime contractors to government authorities (particularly the DOE and DOD) or directly as the prime
contractor. We believe demand for our services will continue to be subject to fluctuations due to a variety of factors beyond our control,
including without limitation, the economic conditions and the manner in which the government entity will be required to spend funding
to remediate various sites. In addition, our U.S. governmental contracts and subcontracts relating to activities at governmental sites
are generally subject to termination for convenience at any time at the option of the government. Significant reductions in the level
of governmental funding or specifically mandated levels for different programs that are important to our business could have a material
adverse impact on our business, financial position, results of operations and cash flows.

 Significant
Customers. Our Treatment and Services Segments have significant relationships with the U.S governmental authorities through contracts
entered into indirectly as subcontractors for others who are prime contractors or directly as the prime contractor to government authorities.
Our inability to continue under existing contracts that we have with the U.S government (directly or indirectly as a subcontractor) or
significant reductions in the level of governmental funding in any given year could have a material adverse impact on our operations
and financial condition.

 We
performed services relating to waste generated by government clients (domestic), either directly as a prime contractor or indirectly
for others as a subcontractor to government entities, representing approximately $70,642,000, or 78.7%, of our total revenue during 2023,
as compared to $59,658,000, or 84.5%, of our total revenue during 2022.

 See
discussion of a multi-year contract valued up to approximately EUR 50 million awarded to us and our JV partner by the European Commission
on December 18, 2023, for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy under "Business Environment"
within this MD&A.

 Our
revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with
a different customer from year to year.

Canada Inc. ("PF Canada"). During the
fourth quarter of 2021, PF Canada received a Notice of Termination ("NOT") from Canadian Nuclear Laboratories, LTD. ("CNL")
on a Task Order Agreement ("TOA") that PF Canada entered into with CNL in May 2019 for remediation work within Ontario, Canada
("Agreement"). The NOT was received after work under the TOA was substantially completed and work under the TOA has since
been completed. CNL may terminate the TOA at any time for convenience. As of December 31, 2023, PF Canada has approximately $2,389,000
in unpaid receivables due from CNL as a result of work performed under the TOA. CNL and PF Canada have reached a settlement agreement
on payment of the receivables to PF Canada by CNL, subject to certain conditions/terms precedents being met, including release of certain
liens. On January 22, 2024, we received a partial payment of approximately $741,000 from CNL, with the remaining receivables to be paid
by CNL upon completion of the settlement conditions/terms, which we believe should occur during 2024.

 Potential
Partnership with Springfields Fuels Limited. As discussed above, we have signed a non-binding term sheet addressing plans to partner
with Springfields Fuels Limited, an affiliate of Westinghouse Electric Company LLC, to develop and manage a nuclear waste-materials treatment
facility in the United Kingdom. See "Liquidity and Capital Resources – Investing Activities" of this MD&A for a
discussion of this transaction.

 Inflation
and Supply Chain. Our financial results have been negatively impacted by various macroeconomic factors, including the effects of
inflation, supply chain issues, labor shortages, and higher interest rates, due, in part, to the impact of COVID-19 (which has mostly
subsided). Continued i ncreases in any of our operating costs, including utility, transportation, wage rates,
and supply costs, may further increase our overall cost of goods sold or operating expenses. We may attempt to increase our service and
treatment prices in order to maintain satisfactory margin from the effect of these factors as discussed above; however, competitive pressures
in our industry may have the effect of inhibiting our ability to reflect these increased costs in
the prices of our services that we provide to our customers and therefore reduce our profitability.

 Related
Party Transactions

 See
a discussion of our related party transactions in "Item 8 – Financial Statements and Supplementary Data – Notes to
Consolidate Financial Statements – Note 16 – Related Party Transactions."

 ITEM
 7A.

 QUANTITATIVE
 AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 Not
required under Regulation S-K for smaller reporting companies.

 SPECIAL
NOTE REGARDING FORWARD-LOOKING STATEMENTS

 Forward-looking
Statements

statements contained within this report may be deemed "forward-looking statements" within the meaning of the "Private
Securities Litigation Reform Act of 1995". All statements in this report other than a statement of historical fact are forward-looking
statements that are subject to known and unknown risks, uncertainties and other factors, which could cause actual results and performance
of the Company to differ materially from such statements. The words "believe," "expect," "anticipate,"
"intend," "will," and similar expressions identify forward-looking statements. Forward-looking statements contained
herein relate to, among other things,

 demand
 for our services;

 partial U.S. government shutdown or additional continued resolution;

 delay
 waste shipment by government related customers;

 reductions
 in the level of government funding in future years;

 reducing
 operating costs and non-essential expenditures;

 ability
 to meet loan agreement quarterly covenant requirements;

 cash
 flow requirements;

 receipt
 of remaining Canadian receivable upon completion of conditions/terms of the settlement agreement in 2024;

 sufficient
 liquidity to fund operations for the next twelve months;

 revenue under the Italian project;

 future
 results of operations and liquidity;

 effect
 of macroeconomic concerns, such as inflation and higher interest rates, on our business;

 manner
 in which the applicable government will be required to spend funding to remediate various sites;

 finalization
 of non-binding partnership agreement with Springfields Fuels Limited;

 successful
 on international bids;

 continued
 increases in operating costs;

 funding
 of capital expenditures from cash from operations, collections of unpaid receivables, borrowing availability under our credit facility
 and/or financing;

 steady
 improvement in waste shipments and work under projects in 2024;

 funding
 of remediation expenditures for sites from funds generated internally;

 compliance
 with environmental regulations;

 potential
 effect of being a PRP;

 potential
 violations of environmental laws and attendant remediation at our facilities; and

 our
 ability to effect increases in the prices of the services we offer.

 While
the Company believes the expectations reflected in such forward-looking statements are reasonable, it can give no assurance such
expectations will prove to be correct. There are a variety of factors which could cause future outcomes to differ materially from
those described in this report, including, but not limited to:

 general
 economic conditions;

 contract
 bids, including international markets;

 material
 reduction in revenues;

 to meet PNC covenant requirements;

 to collect in a timely manner a material amount of receivables;

 increased
 competitive pressures;

 to maintain and obtain required permits and approvals to conduct operations;

 to develop new and existing technologies in the conduct of operations;

 to maintain and obtain closure and operating insurance requirements;

 to retain or renew certain required permits;

 discovery
 of additional contamination or expanded contamination at any of the sites or facilities leased or owned by us or our subsidiaries
 which would result in a material increase in remediation expenditures;

 delays
 at our third-party disposal site can extend collection of our receivables greater than twelve months;

 refusal
 of third-party disposal sites to accept our waste;

 changes
 in federal, state and local laws and regulations, especially environmental laws and regulations, or in interpretation of such;

 requirements
 to obtain permits for TSD activities or licensing requirements to handle low level radioactive materials are limited or lessened;

 management
 retention and development;

 financial
 valuation of intangible assets is substantially more/less than expected;

 the
 need to use internally generated funds for purposes not presently anticipated;

 of the Company to maintain the listing of its Common Stock on the NASDAQ;

 terminations
 of contracts with government agencies or subcontracts involving government agencies or reduction in amount of waste delivered to
 the Company under the contracts or subcontracts;

 failure of joint venture partner to perform its requirements in connection with the Italian project;

 failure to approve 2024 budget by the U.S. government;

 partial government shutdown;

 Changes in the scope of work relating to existing contracts;

 occurrence of an event similar to COVID-19 having adverse effects on the U.S. and world economics;

 renegotiation
 of contracts involving government agencies;

 disposal
 expense accrual could prove to be inadequate in the event the waste requires re-treatment;

 to raise capital on commercially reasonable terms;

 to increase profitable revenue;

 economic
 uncertainties;

 new
 governmental regulations; and

 risk
 factors contained in Item 1A of this report.

 ITEM
 8.

 FINANCIAL
 STATEMENTS AND SUPPLEMENTARY DATA

to Consolidated Financial Statements

 Financial Statements

 Page
 No.

 Report of Independent Registered Public Accounting Firm (PCAOB ID Number 248)

 Consolidated Balance Sheets as of December 31, 2023 and 2022

 Consolidated Statements of Operations for the years ended December 31, 2023 and 2022

 Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 2023 and 2022

 Consolidated Statements of Stockholders' Equity for the years ended December 31, 2023 and 2022

 Consolidated Statements of Cash Flows for the years ended December 31, 2022 and 2022

 Notes to Consolidated Financial Statements

Statement Schedules

 In
accordance with the rules of Regulation S-X, schedules are not submitted because they are not applicable to or required by the Company.

 REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 Board
of Directors and Stockholders

Environmental Services, Inc.

 Opinion
on the financial statements

 We
have audited the accompanying consolidated balance sheets of Perma-Fix Environmental Services, Inc. (a Delaware corporation) and
subsidiaries (the "Company") as of December 31, 2023 and 2022, the related consolidated statements of operations,
comprehensive income (loss), stockholders' equity, and cash flows for the years then ended, and the related notes
(collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in
all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and
its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of
America.

 Basis
for opinion

 These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal
securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 We
conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company
is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits
we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion
on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

 Our
audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error
or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits
provide a reasonable basis for our opinion.

 Critical
audit matter

 The
critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was
communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material
to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of
critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by
communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or
disclosures to which it relates.

 Realizability
of deferred tax assets

 As
described further in Note 13 to the financial statements, deferred tax assets are reduced by a valuation allowance if, based on the evaluation
of positive and negative evidence, in management's judgement it is more likely than not that some portion or all, of the deferred
tax assets will not be realized. During the year ended December 31, 2023, management concluded that sufficient positive evidence exists
to ensure the realizability of the net deferred tax assets that are recorded on the balance sheet.

 The
principal consideration for our determination that the realizability of the net deferred tax assets is a critical audit matter is
that the projected financial information related to the profitability of the Company, which is primarily reliant on the ability to
predict future revenue, subject to significant management judgement in determining whether the net deferred tax assets are more
likely than not to be realized in the future. This, in turn, led to a high degree of auditor judgement and effort in performing
procedures and evaluating audit evidence related to management's assessment of the realization of the net deferred tax
assets.

 Our
audit procedures related to the realizability of the net deferred tax assets included the following, among others.

 We
 evaluated the positive and negative evidence available to support management's assessment of the realizability of the net
 deferred tax assets

 We
 tested the completeness and accuracy of the underlying data used in management's assessment

 We
 evaluated the prospective financial information related to future profitability including consideration of:

 The
 current and past performance of the Company

 The
 consistency with external market and industry data

 The
 consistency with evidence obtained in other areas of the audit

 /s/
 GRANT THORNTON LLP

 We
 have served as the Company's auditor since 2014.

 Atlanta,
 Georgia

 March

BALANCE SHEETS

 As
of December 31,

 (Amounts in Thousands, Except
 for Share and Per Share Amounts)

 2023

 2022

 ASSETS

 Current assets:

 Cash

 $
 7,500

 $
 1,866

 receivable, net of allowance for credit losses of $ 30
 and $ 57,
 respectively

 9,722

 9,364

 Unbilled receivables

 8,432

 6,062

 Inventories

 1,155

 Prepaid and other assets

 3,738

 5,405

 Current
 assets related to discontinued operations

 Total current assets

 30,560

 23,526

 Property and equipment:

 Buildings and land

 24,311

 24,021

 Equipment

 22,809

 21,242

 Vehicles

 Leasehold improvements

 Office furniture and equipment

 1,130

 1,299

 Construction-in-progress

 1,010

 Total property and equipment

 49,702

 47,754

 Less accumulated depreciation

 ( 30,693
)

 ( 28,797
)

 Net property and equipment

 19,009

 18,957

 Property and equipment related to discontinued

 Operating lease right-of-use assets

 1,990

 1,971

 Intangibles and other long term assets:

 Permits

 9,905

 9,610

 Other intangible assets
 - net

 Finite risk sinking fund
 (restricted cash)

 12,074

 11,570

 Deferred tax assets

 4,299

 4,116

 Other
 assets

 Total
 assets

 $
 78,749

 $
 70,898

 The
accompanying notes are an integral part of these consolidated financial statements.

BALANCE SHEETS, CONTINUED

 As
of December 31,

 (Amounts in Thousands, Except
 for Share and per Share Amounts)

 2023

 2022

 LIABILITIES AND STOCKHOLDERS' EQUITY

 Current liabilities:

 Accounts payable

 $
 9,582

 $
 10,325

 Accrued expenses

 6,560

 4,593

 Disposal/transportation
 accrual

 1,198

 Deferred revenue

 6,815

 4,813

 Accrued closure costs -
 current

 Current portion of long
 - term debt

 Current portion of operating
 lease liabilities

 Current portion of finance
 lease liabilities

 Current
 liabilities related to discontinued operations

 Total current liabilities

 25,947

 22,708

 Accrued closure costs

 8,051

 7,284

 Long-term debt, less current portion

 1,975

 Long-term operating lease liabilities, less
 current portion

 1,670

 1,584

 Long-term finance lease liabilities, less current
 portion

 Long-term liabilities
 related to discontinued operations

 Total
 long-term liabilities

 13,425

 10,657

 Total liabilities

 39,372

 33,365

 Commitments and Contingencies (Note 14)

 -

 Stockholders' Equity:

 Preferred Stock, $.001 par value; 2,000,000
 shares authorized,

 no shares issued and outstanding

 —

 —

 Common Stock, $.001
 par value; 30,000,000
 shares authorized;

 13,654,201 and 13,332,398
 shares issued, respectively;

 13,646,559 and 13,324,756
 shares outstanding, respectively

 Common Stock, $.001 par value; 30,000,000 shares authorized; 13,654,201 and 13,332,398 shares issued, respectively;

 13,646,559 and 13,324,756 shares outstanding, respectively

 Additional paid-in capital

 116,502

 115,209

 Accumulated deficit

 ( 76,951
)

 ( 77,436
)

 Accumulated other comprehensive
 loss

 ( 100
)

 ( 165
)

 Less
 Common Stock in treasury, at cost; 7,642 shares

 ( 88
)

 ( 88
)

 Total
 stockholders' equity

 39,377

 37,533

 Total
 liabilities and stockholders' equity

 $
 78,749

 $
 70,898

 The
accompanying notes are an integral part of these consolidated financial statements.

STATEMENTS OF OPERATIONS

 For
the years ended December 31,

 (Amounts in Thousands, Except
 for Per Share Amounts)

 2023

 2022

 Net revenues

 $

 $

 Cost of goods sold

 73,366

 60,990

 Gross profit

 9,609

 Selling, general and administrative expenses

 14,975

 14,652

 Research and development

 Loss on disposal of
 property and equipment

 Income (loss) from operations

 ( 5,397
)

 Other income (expense):

 Interest income

 Interest expense

 ( 323
)

 ( 175
)

 Interest expense-financing fees

 ( 93
)

 ( 61
)

 Other (Note 10)

 ( 11
)

 1,945

 Income (loss) from continuing operations before
 taxes

 ( 3,589
)

 Income tax expense (benefit)

 ( 378
)

 Income (loss) from continuing operations, net
 of taxes

 ( 3,211
)

 Loss from discontinued
 operations (Note 8)

 ( 433
)

 ( 605
)

 Net
 income (loss)

 $

 $
)

 Net income (loss) per common share - basic
 and diluted:

 Continuing operations

 $
.07

 $
 (.24
)

 Discontinued operations

 (.03
)

 (.05
)

 Net
 income (loss) per common share

 $
.04

 $
 (.29
)

 Number of common shares used in computing

 net income (loss) per share:

 Number of common shares used in computing net income (loss) per share:

 Basic

 13,506

 13,280

 Diluted

 13,739

 13,280

 The
accompanying notes are an integral part of these consolidated financial statements.

STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

 For
the years ended December 31,

 (Amounts
 in Thousands)

 2023

 2022

 Net income
 (loss)

 $

 $
)

 Other comprehensive income (loss):

 Foreign
 currency translation adjustments

 ( 137
)

 Total other comprehensive
 income (loss)

 ( 137
)

 Comprehensive income
 (loss)

 $

 $
 ( 3,953
)

 The
accompanying notes are an integral part of these consolidated financial statements.

ENVIRONMENTAL SERVICES, INC

STATEMENTS OF STOCKHOLDERS' EQUITY

 For
the years ended December 31,

 (Amounts
in Thousands, Except for Share Amounts)

 Capital

 In
 Treasury

 Loss

 Deficit

 Common Stock

 Additional
 Paid-In

 Common Stock Held In

 Accumulated Other
 Comprehensive

 Accumulated

 Total
 Stockholders'

 Capital

 Treasury

 Loss

 Deficit

 Balance
 at December 31, 2021

 13,222,552

 $

 $
 114,307

 $
 ( 88
)

 $
 ( 28
)

 $
 ( 73,620
)

 $
 40,584

 Net loss

 —

 —

 —

 —

 —

)

)

 Foreign currency translation

 —

 —

 —

 —

 ( 137
)

 —

 ( 137
)

 Issuance of Common Stock for services

 90,920

 —

 —

 —

 —

 Stock-Based Compensation

 —

 —

 —

 —

 —

 Issuance of Common Stock
 upon exercise of options

 18,926

 —

 —

 —

 —

 Balance at December

 13,332,398

 $

 $
 115,209

 $
 ( 88
)

 $
 ( 165
)

 $
 ( 77,436
)

 $
 37,533

 Net income

 —

 —

 —

 —

 —

 Net income (loss)

 -

 -

 -

 -

 -

 Foreign currency translation

 —

 —

 —

 —

 —

 Issuance of Common Stock for services

 65,854

 —

 —

 —

 —

 Stock-Based Compensation

 —

 —

 —

 —

 —

 Issuance of Common Stock upon exercise of options

 225,949

 —

 —

 —

 Issuance of Common Stock
 upon exercise of warrant

 —

 —

 —

 —

 Balance at December

 13,654,201

 $

 $
 116,502

 $
 ( 88
)

 $
 ( 100
)

 $
 ( 76,951
)

 $
 39,377

 The
accompanying notes are an integral part of these consolidated financial statements.

STATEMENTS OF CASH FLOWS

 For
the years ended December 31,

 (Amounts in Thousands)

 2023

 2022

 Cash flows from operating activities:

 Net income (loss)

 $

 $
)

 Less: loss on discontinued
 operations (Note 8)

 ( 433
)

 ( 605
)

 Income (loss) income from
 continuing operations

 ( 3,211
)

 Adjustments to reconcile
 net income (loss) income from continuing operations to cash provided by operating activities:

 Depreciation and amortization

 2,568

 2,109

 Amortization of debt issuance
 costs

 Deferred tax benefit

 ( 66
)

 ( 390
)

 Provision for (recovery
 of) credit losses on accounts receivable

 ( 20
)

 Loss on disposal of property
 and equipment

 Issuance of common stock
 for services

 Stock-based compensation

 Changes in operating assets
 and liabilities of continuing operations:

 Accounts receivable

 ( 403
)

 2,028

 Unbilled receivables

 ( 2,370
)

 2,933

 Prepaid expenses, inventories
 and other assets

 4,193

 2,018

 payable, accrued expenses and unearned revenue

 ( 6,270
)

 Cash provided by continuing

 6,745

 Cash
 used in discontinued operations

 ( 597
)

 ( 717
)

 Cash provided by (used
 in) operating activities

 6,148

 ( 553
)

 Cash flows from investing activities:

 Purchases of property and
 equipment (net of financed amount)

 ( 1,714
)

 ( 1,023
)

 Proceeds
 from sale of property and equipment

 —

 Cash used in investing
 activities of continuing operations

 ( 1,714
)

 ( 997
)

 Cash flows from financing activities:

 Borrowing on revolving
 credit

 90,256

 73,322

 Repayments of revolving
 credit borrowings

 ( 90,256
)

 ( 73,322
)

 Proceeds from long term
 debt (Term Loan 2/Capital Line) (Note 9)

 2,500

 Principal repayment of
 finance lease liabilities

 ( 189
)

 ( 860
)

 Principal repayments of
 long term debt

 ( 709
)

 ( 502
)

 Payment of debt issuance
 costs

 ( 175
)

 ( 35
)

 Offering costs paid from
 sale of Common Stock in 2021

 —

 ( 61
)

 Proceeds
 from issuance of Common Stock upon exercise of options/warrant

 Cash
 provided by (used in) financing activities of continuing operations

 1,696

 ( 921
)

 Effect of exchange rate
 changes on cash

 ( 4
)

 Increase (decrease) in cash and finite risk
 sinking fund (restricted cash) (Note 2)

 6,138

 ( 2,475
)

 Cash and finite risk
 sinking fund (restricted cash) at beginning of period (Note 2)

 13,436

 15,911

 Cash and finite risk
 sinking fund (restricted cash) at end of period (Note 2)

 $
 19,574

 $
 13,436

 Supplemental disclosure:

 Interest paid

 $

 $

 Income taxes paid

 —

 Non-cash investing and financing activities:

 Equipment purchase subject to financing

 The
accompanying notes are an integral part of these consolidated financial statements.

 Notes
to Consolidated Financial Statements

31, 2023, and 2022

 NOTE

 DESCRIPTION
OF BUSINESS AND BASIS OF PRESENTATION

Environmental Services, Inc. (the Company, which may be referred to as we, us, or our), an environmental and technology know-how company,
is a Delaware corporation, engaged through its subsidiaries, in two reportable segments:

 TREATMENT
SEGMENT, which includes:

 -

 nuclear,
 low-level radioactive, mixed waste (containing both hazardous and low-level radioactive constituents), hazardous and non-hazardous
 waste treatment, processing and disposal services primarily through four uniquely licensed and permitted treatment and storage facilities;
 and

 -

 R&D
 activities to identify, develop and implement innovative waste processing techniques for problematic waste streams.

 SERVICES
SEGMENT, which includes:

 -

 Technical
 services, which include:

 professional
 radiological measurement and site survey of large government and commercial installations using advanced methods, technology and
 engineering;

 integrated
 Occupational Safety and Health services including IH assessments; hazardous materials surveys, e.g., exposure monitoring; lead and
 asbestos management/abatement oversight; indoor air quality evaluations; health risk and exposure assessments; health & safety
 plan/program development, compliance auditing and training services; and OSHA citation assistance;

 global
 technical services providing consulting, engineering, project management, waste management, environmental, and D&D field, technical,
 and management personnel and services to commercial and government customers; and

 on-site
 waste management services to commercial and governmental customers.

 -

 Nuclear
 services, which include:

 technology-based
 services including engineering, D&D, specialty services and construction, logistics, transportation, processing and disposal;

 remediation
 of nuclear licensed and federal facilities and the remediation cleanup of nuclear legacy sites. Such services capability includes:
 project investigation; radiological engineering; partial and total plant D facility decontamination, dismantling, demolition,
 and planning; site restoration; logistics; transportation; and emergency response; and

 -

 A
 company owned equipment calibration and maintenance laboratory that services, maintains, calibrates, and sources (i.e., rental) health
 physics, IH and customized NEOSH instrumentation.

 The
Company's continuing operations consist of the operations of our subsidiaries/facilities as follow: Diversified Scientific Services,
Inc. ("DSSI"), Perma-Fix of Florida, Inc. ("PFF"), Perma-Fix of Northwest Richland, Inc. ("PFNWR"),
Safety & Ecology Corporation ("SEC"), Perma-Fix Environmental Services UK Limited ("PF UK Limited"), Perma-Fix
Canada, Inc. ("PF Canada") and Oak Ridge Environmental Waste Operations Center ("EWOC").

 The
Company's continuing operations also consisted of Perma-Fix ERRG, a variable interest entity ("VIE") for which we were
the primary beneficiary. The VIE was an unpopulated joint venture ("JV") entered between the Company and Engineering/Remediation
Resources Group, Inc. ("ERRG") for a specific project under the Services Segment in which the Company and ERRG had a 51 %
and 49 % partnership interest in the joint venture, respectively. During the fourth quarter of 2022, project work under the JV was completed

 The
Company's discontinued operations (see "Note 8 – Discontinued Operations") consist of operations of all our subsidiaries
included in our Industrial Segment which encompasses subsidiaries divested in 2011 and earlier, as well as three previously closed locations.

 On
December 18, 2023, a JV where the Company and Campoverde Srl ("JV partner") each owns 50 % of the partnership, was awarded
a multi-year contract valued up to approximately EUR 50 million by the European Commission (the "Contracting Authority")
for the treatment of radioactive waste from the Joint Research Center in Ispra, Italy. Work under this JV has not started as of December
31, 2023. The scope of work to be performed in the initial phases of this contract will be performed predominately by our JV partner.
Revenue generated by the Company under the initial phases will be limited to project management support through 2025. The Company expects
to generate an increase in revenue under this contract starting in 2026 when the waste treatment phases begin. The Contracting Authority
may terminate the contract under certain conditions as set forth in the contract. Once activities commence under this JV, the Company
will consolidate the operations of this JV into its financial statements.

Positions and Liquidity

 The
Company experienced significant improvement in its 2023 financial results as the lingering effects of COVID-19 began to subside starting
in the early part of 2022. The Company's Treatment Segment continued to see steady improvements in waste receipts from certain
customers who had previously delayed waste shipments due, in part, from the impact of COVID-19. Within the Company's Services
Segment, certain projects which were delayed/curtailed in first part of 2022 due, in part, from the lingering effects of the COVID-19,
achieved full operational status and improved productivity in 2023 which positively impacted revenue. Revenues from both of the
Company's Segments were also positively impacted from contracts won in 2023 as procurement and planning on behalf of our government
clients continued to progress as the lingering effects of COVID-19 pandemic subsided.

 Heading
into 2024, the
Company expects to see overall continue steady improvements in waste receipts and increases in project work from certain
existing contracts, contracts won in 2023, and bids submitted in both segments that are awaiting awards. However, due to our
operations which is subject to seasonal factor, the
Company generally experiences lower revenue in the first quarter due to overall reduced
activities by our customers from the usual slowdown in operations due, in part, from returning from the holiday periods and poorer
weather conditions. Additionally, due to Congress's inability to timely approve FY 2024 budget and the extension of the
continuing resolution, certain of our government related customers have informed us that waste shipments will likely be delayed.
Although the
Company expects to see overall improvements in revenue in 2024 as disclosed above, if Congress is unable to enact the full FY
2024 appropriation bills or further extend the continuing resolutions to fund government spending by the late March deadline, the
U.S. government will enter into a partial shutdown. The full impact of any additional continued resolution beyond March or a partial
government shutdown is uncertain. If a partial government shutdown were to occur and were to continue an extended period,
our financial results of operations could be negatively impacted by delays in procurement actions, waste shipments and project
delays on newly awarded projects.

 The
Company's cash flow requirements during the twelve-months ended December 31, 2023, were primarily financed by its operations,
credit facility availability and cash on hand (which included the ERC, along with interest, that the Company received in March 2023
(See "Note 10 – Employee Retention Credit ("ERC") and proceeds from a new term loan dated July 31, 2023, in
the amount of $ 2,500,000
provided to us under an amendment to the Company's existing credit facility (See "Note 9 – Long Term
Debt")). The Company's cash flow requirements for the next twelve months will consist primarily of general working
capital needs, scheduled principal payments on our debt obligations, remediation projects, and planned capital expenditures. The
Company plans to fund these requirements from its operations, cash on hand, credit facility availability, and collections of unpaid
receivables (See "Note 14 – Commitments and Contingencies - Perma-Fix Canada, Inc. ("PF Canada")" and
"Note 19 – Subsequent Events – Perma-Fix Canada, Inc. ("PF Canada")" for a discussion of a
settlement agreement relating to unpaid receivables due to the Company from Canadian Nuclear Laboratories ("CNL")). The
Company's ability to utilize its credit facility from its lender is subject to meeting its quarterly financial covenant
requirements, among other things. The Company continues to explore all sources of increasing its capital and/or liquidity and to
improve its revenue and working capital, including, but not limited to entering into equity transactions. There are no assurances
that the Company will be successful in increasing our liquidity through our efforts. The Company is continually reviewing operating
costs and reviewing the possibility of further reducing operating costs and non-essential expenditures to bring them in line with
revenue levels, when necessary. At this time, the Company believes that its cash flows from operations, our available liquidity from
our credit facility, and our cash on hand should be sufficient to fund our operations for the next twelve months.

 NOTE

 SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES

 Principles
of Consolidation

 The
Company's consolidated financial statements include our accounts and those of our wholly-owned subsidiaries. The Company's
consolidated financial statements for 2022 also included the accounts of Perma-Fix ERRG, a VIE for which we were the primary beneficiary
as discussed above, after elimination of all significant intercompany accounts and transactions.

 Use
of Estimates

 The
Company prepares financial statements in conformity with accounting standards generally accepted in the United States ("U.S. GAAP"),
which may require estimates of future cash flows and assumptions that affect the reported amounts of assets and liabilities and disclosures
of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses
during the reporting period. Due to the inherent uncertainty involved in making estimates, actual results could differ from those estimates.

 Cash
and Finite Risk Sinking Fund (Restricted Cash)

 As
of December 31, 2023, and 2022, the Company had cash on hand of approximately $ 7,500,000 and $ 1,866,000, respectively. Starting in late
2023, the Company maintained an interest bearing money account with its lender. At December 31, 2023, and 2022, the Company had finite
risk sinking funds of approximately $ 12,074,000 and $ 11,570,000, respectively, which represented cash held as collateral under the Company's
financial assurance policy (see "Note 14 – Commitment and Contingencies – Insurance" for a discussion of this
finite risk sinking fund).

Receivable

receivable are customer obligations due under normal trade terms generally requiring payment within 30 or 60 days from the invoice date
based on the customer type (government, broker, or commercial). The carrying amount of accounts receivables is reduced by a credit loss
determined in accordance with Accounting Standards Update ("ASU") 2016-13 "Credit Losses (Topic 326) Measurement of
Credit Losses on Financial Instruments." which requires the Company to consider forward-looking information in estimating the expected
loss and is developed using historical collection experience, current and future economic and market conditions that may affect customers'
ability to pay, and a review of the current status of customers' accounts receivables. The Company does not apply a credit loss
allowance to government related receivables due to our past successful experience in their collectability. The Company's monitoring
activities include routine follow-up on past due accounts and consideration of customers' financial conditions. Once the Company
has exhausted all options in the collection of a delinquent accounts receivable balance, which includes collection letters, demands for
payment, collection agencies and attorneys, the account is deemed uncollectible and subsequently written off. The write off process involves
approvals from senior management based on required approval thresholds.

 The
following table sets forth the activity in the allowance for credit losses for the years ended December 31, 2023, and 2022 (in thousands):

OF ALLOWANCE FOR CREDIT LOSSES

 2023

 2022

 Year
 Ended December 31,

 2023

 2022

 Allowance for credit losses - beginning
 of year

 $

 $

 Provision charges (Recovery of)

 ( 21
)

 Write-off

 ( 71
)

 ( 7
)

 Allowance for credit
 losses - end of year

 $

 $

 Unbilled
Receivables

 Unbilled
receivables are generated by differences between invoicing timing and our over time revenue recognition methodology used for revenue
recognition purposes. As major processing and contract completion phases are completed and the costs are incurred, the Company recognizes
the corresponding percentage of revenue. Within our Treatment Segment, the facilities experience delays in processing invoices due to
the complexity of the documentation that is required for invoicing, as well as the difference between completion of revenue recognition
milestones and agreed upon invoicing terms, which results in unbilled receivables. The timing differences occur for several reasons which
include: delays in the final processing of all wastes associated with certain work orders and delays for analytical testing that is required
after the facilities have processed waste but prior to our release of waste for disposal. The tasks relating to these delays can take
months to complete but are generally completed within twelve months.

 Unbilled
receivables within our Services Segment can result from work performed under contracts but invoice milestones have not yet been met and/or
contract claims and pending change orders, including requests for equitable adjustments ("REA") for which work has been performed
and collection of revenue is reasonably assured.

 Inventories

 Inventories
consist of treatment chemicals, saleable used oils, and certain supplies. Additionally, the Company has replacement parts in inventory,
which are deemed critical to the operating equipment and may also have extended lead times should the part fail and need to be replaced.
Inventories are valued at the lower of cost or net realizable value with cost determined by the first-in, first-out method.

 Disposal
and Transportation Costs

 The
Company accrues for waste disposal based on the waste at each facility at the end of each accounting period. Current market prices for
transportation and disposal costs are applied to the end of period waste inventories to calculate for the transportation and disposal
accruals.

 Property
and Equipment

 Property
and equipment expenditures are capitalized and depreciated using the straight-line method over the estimated useful lives of the assets
for financial statement purposes, while accelerated depreciation methods are principally used for income tax purposes. Generally, asset
lives range from ten to forty years for buildings (including improvements and asset retirement costs) and three to seven years for office
furniture and equipment, vehicles, and decontamination and processing equipment. Leasehold improvements are capitalized and amortized
over the lesser of the term of the lease or the life of the asset. Maintenance and repairs are charged directly to expense as incurred.
The cost and accumulated depreciation of assets sold or retired are removed from the respective accounts, and any gain or loss from sale
or retirement is recognized in the accompanying Consolidated Statements of Operations. Renewals and improvements, which extend the useful
lives of the assets, are capitalized.

property and equipment expenditures are financed through leases. Amortization of financed leased assets is computed using the straight-line
method over the estimated useful lives of the assets. As of December 31, 2023, assets recorded under finance leases were $ 1,608,000 less
accumulated depreciation of $ 545,000, resulting in net fixed assets under finance leases of $ 1,063,000. As of December 31, 2022, assets
recorded under finance leases were $ 1,201,000 less accumulated depreciation of $ 549,000, resulting in net fixed assets under finance
leases of $ 652,000. These assets are recorded within net property and equipment on the Consolidated Balance Sheets.

 Long-lived
assets, such as property, plant and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that
the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the
carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount
of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of
the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at
the lower of the carrying amount or fair value less costs to sell and are no longer depreciated.

 Our
depreciation expense totaled approximately $ 2,370,000 and $ 1,872,000 in 2023 and 2022, respectively.

 Leases

 The
Company accounts for leases in accordance with FASB's
ASU 2016-02, "Leases (Topic 842)." At the inception of an arrangement, the Company determines
if an arrangement is, or contains, a lease based on facts and circumstances present in that arrangement. Lease classifications, recognition,
and measurement are then determined at the lease commencement date.

 The
Company's operating lease right-of-use ("ROU") assets and operating lease liabilities include primarily leases for
office and warehouse spaces used to conduct our business. The Company's operating leases also include the lease of a building with
land utilized for our waste treatment operations which includes a purchase option. These leases have remaining terms of approximately
 one to six years. The Company includes renewal options in valuing its ROU assets and liabilities when it determines that it is reasonably
certain to exercise these renewal options; however, at December 31, 2023, none of our operating leases has remaining renewal options.
As most of our operating leases do not provide an implicit rate, the Company uses its incremental borrowing rate as the discount rate
when determining the present value of the lease payments. The incremental borrowing rate is determined based on the Company's secured
borrowing rate, lease terms and current economic environment. Some of our operating leases include both lease (rent payments) and non-lease
components (maintenance costs such as cleaning and landscaping services). The Company has elected the practical expedient to account
for lease component and non-lease component as a single component for all leases under ASU 2016-02. Lease expense for operating leases
is recognized on a straight-line basis over the lease term.

 Finance
leases primarily consist of processing and transport equipment used by our facilities' operations. The
Company's finance leases have remaining terms of approximately one to six years. See "Property
and Equipment" above for assets recorded under financed leases. Borrowing rates for our finance leases are either explicitly stated
in the lease agreements or implicitly determined from available terms in the lease agreements.

 The
Company adopted the policy to not recognize ROU assets and liabilities for short term leases.

Assets

assets consist primarily of the recognized value of the permits required to operate our business. Indefinite-lived intangible assets
are not amortized but are reviewed for impairment annually as of October 1, or when events or changes in the business environment indicate
that the carrying value may be impaired. If the fair value of the asset is less than the carrying amount, a quantitative test is performed
to determine the fair value. The impairment loss, if any, is measured as the excess of the carrying value of the asset over its fair
value. J udgments and estimates are inherent in these analyses and include assumptions for, among other factors,
forecasted revenue, gross margin, growth rate, operating income, timing
of expected future cash flows, and the determination of appropriate long-term discount rates. Impairment testing of our indefinite-lived
permits related to our Treatment reporting unit as of October 1, 2023 and 2022 resulted in no impairment charges.

assets that have definite useful lives are amortized using the straight-line method over the estimated useful lives (with the exception
of customer relationships which are amortized using an accelerated method) and are excluded from our annual intangible asset valuation
review as of October 1. Definite-lived intangible assets are also tested for impairment whenever events or changes in circumstances suggest
impairment might exist.

 Research and Development ("R&D")

 Operational
innovation and technical know-how are very important to the success of our business. Our goal is to discover, develop, and bring to market
innovative ways to process waste that address unmet environmental needs and to develop new company service offerings. The Company conducts
research internally and also through collaborations with other third parties. R&D costs consist primarily of employee salaries and
benefits, laboratory costs, third party fees, and other related costs associated with the development and enhancement of new potential
waste treatment processes and new technology and are charged to expense when incurred in accordance with ASC Topic 730, "Research
and Development."

Closure Costs and Asset Retirement Obligations ("ARO")

closure costs represent our estimated environmental liability to clean up our facilities, as required by our permits, in the event of
closure. ASC 410, "Asset Retirement and Environmental Obligations" requires that the discounted fair value of a liability
for an ARO be recognized in the period in which it is incurred with the associated ARO capitalized as part of the carrying cost of the
asset. The recognition of an ARO requires that management make numerous estimates, assumptions and judgments regarding such factors as
estimated probabilities, timing of settlements, material and service costs, current technology, laws and regulations, and credit adjusted
risk-free rate to be used. This estimate is inflated, using an inflation rate, to the expected time at which the closure will occur,
and then discounted back, using a credit adjusted risk free rate, to the present value. ARO's are included within buildings as
part of property and equipment and are depreciated over the estimated useful life of the property. In periods subsequent to initial measurement
of the ARO, the Company must recognize period-to-period changes in the liability resulting from the passage of time and revisions to
either the timing or the amount of the original estimate of undiscounted cash flows. Increases in the ARO liability due to passage of
time impact net income as accretion expense, which is included in cost of goods sold. Changes in costs resulting from changes or expansion
at the facilities require adjustment to the ARO liability and are capitalized and charged as depreciation expense, in accordance with
the Company's depreciation policy.

Taxes

taxes are accounted for in accordance with ASC 740, "Income Taxes." Under ASC 740, the provision for income taxes is comprised
of taxes that are currently payable and deferred taxes that relate to the temporary differences between financial reporting carrying
values and tax bases of assets and liabilities. Deferred tax assets and liabilities are measured using enacted income tax rates expected
to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Any effect on deferred
tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

 ASC
740 requires that deferred income tax assets be reduced by a valuation allowance if it is more likely than not that some portion or all
of the deferred income tax assets will not be realized. The Company regularly assesses the likelihood that the deferred tax asset will
be recovered from future taxable income. The Company considers projected future taxable income and ongoing tax planning strategies, then
records a valuation allowance to reduce the carrying value of the net deferred income taxes to an amount that is more likely than not
to be realized.

 ASC
740 sets out a consistent framework for preparers to use to determine the appropriate recognition and measurement of uncertain tax positions.
ASC 740 uses a two-step approach wherein a tax benefit is recognized if a position is more-likely-than-not to be sustained. The amount
of the benefit is then measured to be the highest tax benefit which is greater than 50% likely to be realized. ASC 740 also sets out
disclosure requirements to enhance transparency of an entity's tax reserves. The Company recognizes accrued interest and income
tax penalties related to unrecognized tax benefits as a component of income tax expense.

 The
Company reassesses the validity of our conclusions regarding uncertain income tax positions on a quarterly basis to determine if facts
or circumstances have arisen that might cause us to change our judgment regarding the likelihood of a tax position's sustainability
under audit.

 Foreign
Currency

 The
Company's foreign subsidiaries include PF UK Limited and PF Canada. Assets and liabilities are translated to U.S. dollars at the
exchange rate in effect at the balance sheet date and revenue and expenses at the average exchange rate for the period. Foreign currency
translation adjustments for these subsidiaries are accumulated as a separate component of accumulated other comprehensive income (loss)
in stockholders' equity. Gains and losses resulting from foreign currency transactions are recognized in the Consolidated Statements
of Operations.

 Concentration
Risk

 The
Company performed services relating to waste generated by government clients (domestic), either indirectly for others as a subcontractor
to government entities or directly as a prime contractor, representing approximately $ 70,642,000, or 78.8 %, of our total revenue during
2023, as compared to $ 59,658,000, or 84.5 %, of our total revenue during 2022.

 Our
revenues are project/event based where the completion of one contract with a specific customer may be replaced by another contract with
a different customer from year to year.

instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash and accounts
receivable. The Company maintains cash with high quality financial institutions, which may exceed Federal Deposit Insurance Corporation
("FDIC") insured amounts from time to time. The Company has not experienced any losses due to such cash concentration. Concentration
of credit risk with respect to accounts receivable is limited due to the Company's large number of customers and their dispersion
throughout the United States as well as with the significant amount of work that we perform for government entities.

 The
Company had two government related customers whose total unbilled and net outstanding receivable balances each represented 13.2 %
of the Company's total consolidated unbilled and net accounts receivable at December 31, 2023. The Company had two government
related customers whose total unbilled and net outstanding receivable balances represented 12.5 %
and 23.0 %
of the Company's total consolidated unbilled and net accounts receivable at December 31, 2022.

Recognition and Related Policies

 The
Company recognizes revenue in accordance with FASB's ASC 606, "Revenue from Contracts with Customers." ASC 606 provides
a single, comprehensive revenue recognition model for all contracts with customers. Under ASC 606, a five-step process is utilized in
order to determine revenue recognition, depicting the transfer of goods or services to a customer at an amount that reflects the consideration
it expects to receive in exchange for those goods or services. Under ASC 606, a performance obligation is a promise in a contract to
transfer a distinct good or service to the customer and is the unit of account. A contract transaction price is allocated to each distinct
performance obligation and recognized as revenues as the performance obligation is satisfied.

Segment Revenues:

 Contracts
in our Treatment Segment primarily have a single performance obligation as the promise to receive, treat and dispose of waste is not
separately identifiable in the contract and, therefore, not distinct. Performance obligations are generally satisfied over time using
the input method. Under the input method, the Company uses a measure of progress divided into major phases which include receipt (ranging
from 9.0 % to 33 %), treatment/processing (ranging from 40 % to 87 %) and shipment/final disposal (ranging from 2.0 % to 27 %). As major processing
phases are completed and the costs are incurred, the proportional percentage of revenue is recognized. Transaction price for Treatment
Segment contracts are determined by the stated fixed rate per unit price as stipulated in the contract.

 The
Company periodically enter into arrangements with customers for transportation of wastes to either our facility or to non-company owned
disposal sites. Revenue from this arrangement is recognized at a point in time, upon the transfer of control. Control transfers when
the wastes are picked up by the Company.

Segment Revenues:

 Revenues
for our Services Segment are generated from time and materials or fixed price arrangements:

 The
Company's primary obligation to customers in time and materials contracts relate to the provision of services to the customer at
the direction of the customer. This provision of services at the request of the customer is the performance obligation, which is satisfied
over time. Revenue earned from time and materials contracts is determined using the input method and is based on contractually defined
billing rates applied to services performed and materials delivered.

 Under
fixed price contracts, the objective of the project is not attained unless all scope items within the contract are completed and all
of the services promised within fixed fee contracts constitute a single performance obligation. Transaction price is estimated based
upon the estimated cost to complete the overall project. Revenue from fixed price contracts is recognized over time primarily using the
input method. For the input method, revenue is recognized based on costs incurred on the project relative to the total estimated costs
of the project.

 As
discussed above for the Treatment and Services Segments, the Company' revenue is generally recognized using the input method. This
method of measuring progress provides a faithful depiction of the transfer to goods and services because the costs incurred are expected
to be substantially proportionate to the Company's satisfaction of the performance obligation.

 Contracts
with our customers within our Treatment Segment are generally short term with an original expected length of one year or less. For the
Services Segment, contracts with our customers generally have original terms ranging from one year or less to approximately twenty-four
months. The Company's contracts and subcontracts relating to activities at governmental sites generally allow for termination for
convenience at any time at the government's option without payment of a substantial penalty.

 Variable
Consideration

 The
Company's contracts generally do not give rise to variable consideration. However, from time to time, the Company may submit requests
for equitable adjustments under certain of its government contracts for price or other modifications that are determined to be variable
consideration. The Company estimates the amount of variable consideration to include in the estimated transaction price based on historical
experience with government contracts, anticipated performance and management's best judgment at the time and to the extent it is
probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable
consideration is resolved. These estimates are re-assessed each reporting period as required.

 Significant
Payment Terms

 Invoicing
is based on schedules established in customer contracts. Payment terms vary by customers but are generally established at 30 days from
invoicing.

 Incremental
Costs to Obtain a Contract

 Costs
incurred to obtain contracts with our customers are immaterial and as a result, the Company expenses (within selling, general and administration
expenses ("SG&A")) incremental costs incurred in obtaining contracts with our customer as incurred.

 Remaining
Performance Obligations

 The
Company applies the practical expedient in ASC 606-10-50-14 and does not disclose information about remaining performance obligations
that have original expected durations of one year or less.

 Within
our Services Segment, there are service contracts which provide that the Company has a right to consideration from a customer in an amount
that corresponds directly with the value to the customer of our performance completed to date. For those contracts, the Company has utilized
the practical expedient in ASC 606-10-55-18, which allows the Company to recognize revenue in the amount for which we have the right
to invoice; accordingly, the Company does not disclose the value of remaining performance obligations for those contracts.

 The
Company's contracts and subcontracts relating to activities at governmental sites generally allow for termination for convenience
at any time at the government's option without payment of a substantial penalty. The Company does not disclose remaining performance
obligations on these contracts.

 Stock-Based

 Stock-based
compensation granted to employees are accounted for in accordance with ASC 718, "Compensation – Stock Compensation."
Stock-based payment transactions for acquiring goods and services from nonemployees are also accounted for under ASC 718. ASC 718 requires
stock-based payments to employees and nonemployees, including grant of options, to be recognized in the Statement of Operations based
on their fair values. The Company uses the Black-Scholes option-pricing model to determine the fair-value of stock-based awards which
requires subjective assumptions. Assumptions used to estimate the fair value of stock-based awards include the exercise price of the
award, the expected term, the expected volatility of our stock over the stock-based award's expected term, the risk-free interest
rate over the award's expected term, and the expected annual dividend yield. The Company accounts for forfeitures when they occur.

 Comprehensive
Income (Loss)

 The
components of comprehensive income (loss) are net income (loss) and the effects of foreign currency translation adjustments.

(Loss) Per Share

 Basic
income (loss) per share is calculated based on the weighted-average number of outstanding common shares during the applicable period.
Diluted income (loss) per share is based on the weighted-average number of outstanding common shares plus the weighted-average number
of potential outstanding common shares. In periods where they are anti-dilutive, such amounts are excluded from the calculations of dilutive
earnings per share. Income (loss) per share is computed separately for each period presented.

 Fair
Value of Financial Instruments

assets and liabilities are required to be recorded at fair value on a recurring basis, while other assets and liabilities are recorded
at fair value on a nonrecurring basis. Fair value is determined based on the exchange price that would be received for an asset or paid
to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction
between market participants. The three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies, is:

 Level
1— Valuations based on quoted prices for identical assets and liabilities in active markets.

 Level
2— Valuations based on observable inputs other than quoted prices included in Level 1, such as quoted prices for similar
assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active,
or other inputs that are observable or can be corroborated by observable market data.

 Level
3— Valuations based on unobservable inputs reflecting the Company's own assumptions, consistent with reasonably
available assumptions made by other market participants.

instruments include cash (Level 1), accounts receivable, accounts payable, and debt obligations (Level 3). Credit
is extended to customers based on an evaluation of a customer's financial condition and, generally, collateral is not required.
 As of December 31, 2023, and December 31, 2022, the fair value of the Company's financial instruments approximated their
carrying values. The fair value of the Company's revolving credit, term loans and capital loan approximate its carrying value due
to the variable interest rate.

 Recently
Issued Accounting Standards – Not Yet Adopted

 In
August 2023, the FASB issued ASU 2023-05, "Business Combinations—Joint Venture Formations (Subtopic 805-60): Recognition
and Initial Measurement." ASU 2023-05 applies to the formation of a "joint venture" or a "corporate joint venture"
and requires a joint venture to initially measure all contributions received upon its formation at fair value. The guidance does not
impact accounting by the venturers. The new guidance is applicable to joint venture entities with a formation date on or after January
1, 2025 on a prospective basis. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.

 In
November 2023, the FASB issued ASU 2023-07, "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,"
which expands reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are
regularly provided to the CODM and included within each reported measure of a segment's profit or loss. The ASU also requires disclosure
of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a
segment's profit or loss in assessing segment performance and deciding how to allocate resources. Additionally, ASU 2023-07 requires
all segment profit or loss and assets disclosures to be provided on an annual and interim basis. The amendments in this ASU are required
to be adopted for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15,
2024 with early adoption permitted, and should be applied on a retrospective basis. ASU 2023-07 will be effective for the Company's
financial statements for the year ended December 31, 2024. This ASU will not have impact on the Company's consolidated financial
condition or results of operations. The Company is evaluating the impact to the related segment reporting disclosures.

 In
December 2023, the FASB issued Accounting Standards Update No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures"
("ASU 2023-09"), which modifies the rules on income tax disclosures to require entities to disclose (1) specific categories
in the rate reconciliation, (2) the income or loss from continuing operations before income tax expense or benefit (separated between
domestic and foreign) and (3) income tax expense or benefit from continuing operations (separated by federal, state and foreign). ASU
2023-09 also requires entities to disclose their income tax payments to international, federal, state and local jurisdictions, among
other changes. The guidance is effective for annual periods beginning after December 15, 2024. ASU 2023-09 should be applied on a prospective
basis, but retrospective application is permitted. This ASU will not have impact on the Company's consolidated financial condition
or results of operations. The Company is evaluating the impact to its income taxes reporting disclosures.

 NOTE

 REVENUE

 Disaggregation
of Revenue

 In
general, the Company's business segmentation is aligned according to the nature and economic characteristics of our services and
provides meaningful disaggregation of each business segment's results of operations. The following tables present further disaggregation
of our revenues by different categories for our Services and Treatment Segments:

OF DISAGGREGATION OF REVENUE

 Total

 Total

 Revenue by Contract Type

 Months Ended

 Months Ended

 Total

 Total

 Fixed price

 $

 $
 41,540

 $
 85,017

 $

 $
 26,960

 $
 60,318

 Time and materials

 —

 4,718

 4,718

 —

 10,281

 10,281

 Total

 $

 $
 46,258

 $

 $

 $
 37,241

 $

 Total

 Total

 Revenue by generator

 Months Ended

 Months Ended

 Total

 Total

 Domestic government

 $
 31,448

 $
 39,194

 $
 70,642

 $
 23,752

 $
 35,906

 $
 59,658

 Domestic commercial

 10,670

 6,357

 17,027

 8,307

 1,408

 9,715

 Foreign government

 1,001

 1,620

 ( 202
)

 Foreign commercial

 Total

 $

 $
 46,258

 $

 $

 $
 37,241

 $

 Contract
Balances

 The
timing of revenue recognition and billings results in unbilled receivables (contract assets). The Company's contract liabilities
consist of deferred revenues which represent advance payment from customers in advance of the completion of our performance obligation.
The following table represents changes in our contract asset and contract liabilities balances: Our deferred revenue as of December 31,
2023, included a remaining prepayment of approximately $ 2,031,000 by a certain customer for a waste treatment project which is expected
to be completed in 2024.

OF CONTRACT BALANCES

 Year-to-date

Change ($)

 Year-to-date

Change (%)

 Contract assets

 Unbilled receivables - current

 $
 8,432

 $
 6,062

 $
 2,370

 39.1
 %

 Contract liabilities

 Deferred revenue

 $
 6,815

 $
 4,813

 $
 2,002

 41.6
 %

the twelve-months ended December 31, 2023, and 2022, the Company recognized revenue of $ 6,759,000 and $ 6,576,000, respectively, related
to untreated waste that was in the Company's control as of the beginning of each respective year. Revenue recognized in each period
relates to performance obligations satisfied within the respective period.

 NOTE

 LEASES

 The
components of lease cost for the Company's leases were as follows (in thousands):

OF COMPONENTS OF LEASE COST

 2023

 2022

 Months Ended December 31,

 2023

 2022

 Operating Leases:

 Lease
 cost

 $

 $

 Finance Leases:

 Amortization of ROU assets

 on lease liability

 Finance lease

 Short-term lease rent expense

 Total lease cost

 $

 $

 The
weighted average remaining lease term and the weighted average discount rate for operating and finance leases at December 31, 2023, were:

 SCHEDULE OF WEIGHTED AVERAGE LEASE

 Operating Leases

 Finance Leases

 Weighted average remaining lease
 terms (years)

 5.6

 4.5

 Weighted average discount rate

 7.5
 %

 8.7
 %

 The
weighted average remaining lease term and the weighted average discount rate for operating and finance leases at December 31, 2022, were:

 Operating Leases

 Finance Leases

 Weighted average remaining lease
 terms (years)

 6.2

 3.0

 Weighted average discount rate

 7.8
 %

 5.3
 %

 The
following table reconciles the undiscounted cash flows for the operating and finance leases as of December 31, 2023, to the operating
and finance lease liabilities recorded on the balance sheet (in thousands):

OF OPERATING AND FINANCE LEASE LIABILITY MATURITY

 Operating Leases

 Finance Leases

 2024

 $

 $

 2025

 2026

 2027

 2028

 2029 and thereafter

 Total undiscounted lease payments

 2,524

 1,302

 Less: Imputed interest

 ( 474
)

 ( 235
)

 Present value of lease
 payments

 $
 2,050

 $
 1,067

 Current portion of operating lease
 obligations

 $

 $

 —

 Long-term operating lease obligations, less
 current portion

 $
 1,670

 $

 —

 Current portion of finance lease obligations

 $
 —

 $

 Long-term finance lease obligations, less current
 portion

 $
 —

 $

 Supplemental
cash flow and other information related to our leases were as follows (in thousands):

 SCHEDULE OF SUPPLEMENTAL CASH FLOW AND OTHER INFORMATION RELATED TO LEASES

 Twelve Months Ended December
 31,

 Twelve Months Ended December
 31,

 2023

 2022

 Cash paid for amounts included in the measurement
 of lease liabilities:

 Operating cash
 flow from operating leases

 $

 $

 Operating cash flow from
 finance leases

 $

 $

 Financing cash flow from
 finance leases

 $

 $

 ROU assets obtained in exchange for lease obligations
 for:

 Finance liabilities

 $

 $

 Operating liabilities

 $

 $
 —

 NOTE

 PERMIT
AND OTHER INTANGIBLE ASSETS

 The
following table summarizes changes in the carrying value of permits, which exist only in our Treatment Segment.

OF INTANGIBLE ASSETS

 Permit (amount in thousands)

 Balance as of December 31, 2021

 $
 9,476

 Permit
 in progress

 Balance as of December 31, 2022

 $
 9,610

 Permit
 in progress

 Balance as of December 31, 2023

 $
 9,905

 The
following table summarizes information relating to the Company's definite-lived intangible assets:

 SCHEDULE OF DEFINITE LIVED INTANGIBLE ASSETS

 Weighted Average

 Amortization Period

 Gross

 Carrying

 Accumulated

 Net

 Carrying

 Gross

 Carrying

 Accumulated

 Net

 Carrying

 (Years)

 Amortization

 Amortization

 Other Intangibles (amount in
 thousands)

 Patent

 8.3

 $

 $
 ( 387
)

 $

 $

 $
 ( 374
)

 $

 Software

 ( 529
)

 ( 468
)

 Customer relationships

 3,370

 ( 3,370
)

 —

 3,370

 ( 3,250
)

 Total

 $
 4,747

 $
 ( 4,286
)

 $

 $
 4,721

 $
 ( 4,092
)

 $

 The
intangible assets noted above were amortized on a straight-line basis over their useful lives with the exception of customer relationships
which were amortized using an accelerated method.

 The
following table summarizes the expected amortization over the next five years for our definite-lived intangible assets:

 SCHEDULE OF FINITE LIVED INTANGIBLE ASSETS, FUTURE AMORTIZATION EXPENSE

 Year

 (In
 thousands)

 2024

 2025

 2026

 2027

 2028

 Amortization
expense recorded for definite-lived intangible assets was approximately $ 198,000 and $ 237,000, for the years ended December 31, 2023,
and 2022, respectively.

 NOTE

 CAPITAL
STOCK, STOCK PLANS, WARRANTS AND STOCK BASED COMPENSATION

 Stock
Option Plans

 The
Company's 2003 Outside Directors Stock Plan, as amended (the "2003 Plan") provides for the grant of Non-Qualified
Stock Options ("NQSOs") to member of the Company's Board of Directors (the "Board") who is not an
employee of the Company or its subsidiaries ("Eligible Director"). The 2003 Plan also provides for the grant of an NQSO
to purchase up to 10,000
shares of the Company's Common Stock for each Eligible Director upon each re-election to the Board, and the grant of an NQSO
to purchase up to 20,000
shares of the Company's Common Stock upon initial election. NQSOs granted prior to July 20, 2021 have a vesting period of six
months from the date of grant and a term of 10
years, with an exercise price equal to the closing trade price on the date prior to grant date. NQSOs granted on and after July 20,
2021 vest 25 %
per year, beginning on the first anniversary date of the grant and also have a term of 10
years, with an exercise price equal to the closing trade price on the date prior to grant date. Additionally, the
2003 Plan provides for the issuance to each Eligible Director a number of shares of the Company's Common Stock in lieu of 65%
or 100% (based on option elected by each director) of the fee payable to the Eligible Director for services rendered as a member of
the Board. The number of shares issued is determined at 75% of the market value as defined in the plan (the Company recognizes 100%
of the market value of the shares issued). At December 31, 2023, the 2003 Plan had available for issuance 318,680
shares.

 The
Company's 2017 Stock Option Plan, as amended (the "2017 Plan"), authorizes the grant of options to officers and employees
of the Company, including any employee who is also a member of the Board, as well as to consultants of the Company. The 2017 Plan authorizes
an aggregate grant of 1,740,000 NQSOs and Incentive Stock Options ("ISOs"), which included an increase of 600,000 additional
authorized shares approved by the Company's Stockholders at the Company's 2023 Annual Meeting of Stockholders held on July
20, 2023. Consultants of the Company can only be granted NQSOs. The term of each stock option granted under the 2017 Plan shall be fixed
by the Compensation and Stock Option Committee (the "Compensation Committee"), but no stock options will be exercisable more
than ten years after the grant date, or in the case of an ISO granted to a 10% stockholder, five years after the grant date. The exercise
price of any ISO granted under the 2017 Plan to an individual who is not a 10% stockholder at the time of the grant shall not be less
than the fair market value of the shares at the time of the grant, and the exercise price of any ISO granted to a 10% stockholder shall
not be less than 110% of the fair market value at the time of grant. The exercise price of any NQSOs granted under the plan shall not
be less than the fair market value of the shares at the time of grant. At December 31, 2023, the 2017 Plan had available for issuance
 720,500 shares.

 Stock
Options to Employees and Outside Director

 On
January 19, 2023, the Company granted ISOs to certain employees under the 2017 Plan, for the purchase of up to an aggregate 295,000 shares
of the Company's Common Stock. The total ISOs granted included an ISO for each of the Company's executive officers for the
purchase set forth in his respective ISO Agreement, as follows: 70,000 shares for the Chief Executive Officer ("CEO"); 40,000
shares for the Chief Financial Officer ("CFO"); 30,000 shares for the Executive Vice President ("EVP") of Strategic
Initiatives; 30,000 shares for the EVP of Waste Treatment Operations; and 30,000 shares for the EVP of Nuclear and Technical Services.
Each of the ISOs granted has a contractual term of six years with one-fifth yearly vesting over a five-year period. The exercise price
of each ISO is $ 3.95 per share, which was equal to the fair market value of the Company's Common Stock on the date of grant.

 On
July 20, 2023, the Company issued a NQSO to each of the Company's seven reelected outside (non-management) directors under the
2003 Plan, for the purchase of up to 10,000 shares of the Company's Common Stock. The CEO and EVP of Strategic Initiatives, each
an executive officer of the Company as well as a director, were not eligible to receive an option under the 2003 Plan. Each NQSO granted
is for a contractual term of ten years with one-fourth vesting annually over a four-year period. The exercise price of each NQSO is $ 9.81
per share, which was equal to the fair market value of the Company's Common Stock on the day preceding the grant date, in accordance
with the 2003 Plan.

 On
October 19, 2023, the Company granted an ISO to an employee under the 2017 Plan, for the purchase of up to 5,000 shares of the Company's
Common Stock. The ISO granted is for a contractual term of six years with one-fifth vesting annually over a five-year period. The exercise
price of the ISO is $ 9.62 per share, which was equal to the fair market value of the Company's Common Stock on the date of grant.

 On
July 21, 2022, the Company issued a NQSO to each of the Company's seven reelected outside directors under the 2003 Plan, for the
purchase of up to 10,000 shares of the Company's Common Stock. The Company's EVP of Strategic Initiatives and also a member
of the Company's Board, was not eligible to receive an option under the 2003 Plan as an employee of the Company. Each NQSO granted
is for a contractual term of ten years with one-fourth vesting annually over a four-year period. The exercise price of the NQSO is $ 5.15
per share, which was equal to the fair market value of the Company's Common Stock the day preceding the grant date, pursuant to
the 2003 Plan.

 On
July 21, 2022, the Company granted ISOs to certain employees under the 2017 Plan, for the purchase of up to an aggregate of 24,000 shares
of the Company's Common Stock. Each ISO granted is for a contractual term of six years with one-fifth vesting annually over a five-year
period. The exercise price of the ISO is $ 5.34 per share, which was equal to the fair market value of the Company's Common Stock
on the date of grant.

2023, the Company issued an aggregate 185,549 shares of its Common Stock from cashless exercises of options for the purchases of 280,000
shares of the Company's Common Stock, at exercise prices ranging from $ 3.60 per share to $ 7.005 per share. Additionally, the Company
issued 40,400 shares of its Common Stock from the cash exercise of options for the purchase of 40,400 shares of the Company's Common
Stock, at exercise prices ranging from at $ 2.785 per share to $ 7.005 per share resulting in proceeds of approximately $ 164,000. Income
tax benefit associated with stock options exercised with cash during 2023 was approximately $ 25,000.

2022, the Company issued 16,526 shares of its Common Stock from a cashless exercise of an option for the purchase of 50,000 shares of
the Company's Common Stock at $ 3.97 per share. Additionally, the Company issued 2,400 shares of its Common Stock from the exercise
of an option for the purchase of 2,400 shares of the Company's Common Stock at $ 5.50 per share resulting in proceeds of approximately
$ 13,000. Income tax benefit associated with the stock option exercised with cash during 2022 was approximately $ 3,000.

 The
Company estimates fair value of stock options using the Black-Scholes valuation model. Assumptions used to estimate the fair value of
stock options granted include the exercise price of the award, the expected term, the expected volatility of the Company's stock
over the option's expected term, the risk-free interest rate over the option's expected term, and the expected annual dividend
yield. The fair value of the options granted during 2023 and 2022 and the related assumptions used in the Black-Scholes option model
used to value the options granted were as follows:

OF STOCK OPTIONS VALUATION ASSUMPTIONS

 2023

 2022

 Employee
 Stock Options Granted

 2023

 2022

 Weighted-average fair value per share

 $
 2.07

 2.71

 Risk -free interest rate (1)

 3.48 %- 4.98
 %

 3.00
 %

 Expected volatility of stock
 (2)

 55.19 %- 58.78
 %

 55.72
 %

 Dividend yield (3)

 None

 None

 Expected option life (years)
 (4)

 5.0
 - 5.6

 5.0

 2023

 2022

 Outside
 Director Stock Options Granted

 2023

 2022

 Weighted-average fair value per share

 $
 6.46

 $
 3.61

 Risk -free interest rate (1)

 3.85
 %

 2.91
 %

 Expected volatility of stock
 (2)

 54.31
 %

 55.04
 %

 Dividend yield (3)

 None

 None

 Expected option life (years)
 (4)

 10.0

 10.0

 (1)
 The risk-free interest
rate is based on the U.S. Treasury yield in effect at the grant date over the expected term of the option.

 (2)
 The expected volatility
is based on historical volatility from our traded Common Stock over the expected term of the option.

 (3)

 The Company has never paid any dividends on its Common Stock. Our Loan Agreement prohibits the Company from paying
any cash dividends without prior approval from our lender.

 (4)
 The expected option
life is based on historical exercises and post-vesting data.

 The
following table summarizes stock-based compensation recognized (within SG&A expenses) for fiscal years 2023 and 2022.

OF SHARE-BASED COMPENSATION, ALLOCATION OF RECOGNIZED PERIOD COSTS

 2023

 2022

 Year
 Ended

 2023

 2022

 Employee Stock Options

 $
 367,000

 $
 313,000

 Director Stock Options

 181,000

 95,000

 Total

 $
 548,000

 $
 408,000

tax benefits associated with stock-based compensation expense were approximately $ 45,000 and $ 23,000, respectively, for the years ended
December 31, 2023, and 2022.

 At
December 31, 2023, the Company had approximately $ 1,809,000 of total unrecognized compensation costs related to unvested options for
employee and directors. The weighted average period over which the unrecognized compensation costs are expected to be recognized is approximately
 3.2 years.

 Stock
Options to Consultant

 On
July 27, 2017, the Company granted a NQSO from the 2017 Plan to Robert Ferguson, for the purchase of up to 100,000 shares of the Company's
Common Stock ("Ferguson Stock Option"), at an exercise price of $ 3.65 per share, which was the fair market value of the Company's
Common Stock on the date of grant. The Ferguson Stock Option was granted in connection with Mr. Ferguson's work as a consultant
to the Company's Test Bed Initiative ("TBI") at our PFNWR facility. The term of the Ferguson Stock Option was seven
years from the grant date, with vesting subject to the achievement of three separate milestones by certain dates, the achievement of
which would entitle Mr. Ferguson to purchase, respectively, 10,000, 30,000, and 60,000 shares of the Company's Common Stock issuable
under the Ferguson Stock Option. Mr. Ferguson previously achieved the first milestone during the first vesting period. Upon the death
of Mr. Ferguson, the balance of the shares issuable under the Ferguson Stock Option was forfeited in accordance with the terms of the
option.

 Summary
of Stock Option Plans

 The
summary of the Company's total plans as of December 31, 2023, and 2022, and changes during the period then ended are presented
as follows:

OF STOCK OPTIONS ROLL FORWARD

 Average Exercise Price

 Average Remaining Contractual Term (years)

 Aggregate
 Intrinsic Value (4)

 Options outstanding January 1, 2023

 1,018,400

 $
 5.02

 Granted

 370,000

 $
 3.15

 Exercised

 ( 320,400
)

 $
 3.72

 $
 2,335,042

 Forfeited/expired

 ( 73,500
)

 $
 3.77

 Options outstanding end
 of period (1)

 994,500

 $
 5.57

 5.0

 $
 2,417,081

 Options exercisable at
 December 31, 2023 (2)

 319,300

 $
 5.46

 4.1

 $
 766,037

 Average Exercise Price

 Average Remaining Contractual Term (years)

 Aggregate
 Intrinsic Value (4)

 Options outstanding January 1, 2022

 1,019,400

 $
 4.91

 -

 Granted

 94,000

 $
 5.20

 Exercised

 ( 52,400
)

 $
 4.04

 $
 97,856

 Forfeited/expired

 ( 42,600
)

 $
 4.08

 Options outstanding end
 of period (3)

 1,018,400

 $
 5.02

 3.8

 $
 44,262

 Options exercisable at
 December 31, 2022 (3)

 530,900

 $
 4.27

 2.4

 $
 30,962

 (1)

 Options
 with exercise prices ranging from $ 3.15 to $ 9.81

 (2)

 Options
 with exercise prices ranging from $ 3.15 to $ 7.50

 (3)

 Options
 with exercise prices ranging from $ 2.79 to $ 7.50

 (4)

 The
 intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the exercise price

 The
summary of the Company's nonvested options as of December 31, 2023, and changes during the period then ended are presented as follows:

OF NON VESTED OPTIONS

 Weighted Average

 Grant-Date

 Fair
 Value

 Non-vested options January 1, 2023

 487,500

 $
 3.32

 Granted

 370,000

 2.90

 Vested

 ( 119,300
)

 3.27

 Forfeited

 ( 63,000
)

 3.22

 Non-vested options at December 31, 2023

 675,200

 $
 3.12

 Warrant

 In
connection with a $ 2,500,000 loan that the Company received from Mr. Robert Ferguson (the "Ferguson Loan") on April 1, 2019,
the Company issued a warrant to Mr. Ferguson (the "Ferguson Warrant") for the purchase of up to 60,000 shares of our Common
Stock at an exercise price of $ 3.51 per share. The Ferguson Loan was paid in full in December 2020. Upon Mr. Ferguson's death,
the Ferguson Warrant was transferred equally to Mr. Ferguson's two heirs with each holding a Warrant for the purchase of up to
 30,000 shares of the Company's Common Stock, as permitted under the Ferguson Warrant. On December 12, 2023, one of Warrant was
exercised by Mr. Ferguson's heir for the purchase of 30,000 shares of the Company's Common Stock, resulting in proceeds received
by the Company of approximately $ 105,000. As of December 31, 2023, the remaining Warrant remains outstanding and will expire on April
1, 2024.

 Common
Stock Issued for Services

 The
Company issued a total of 65,854 and 90,920 shares of our Common Stock in 2023 and 2022, respectively, under our 2003 Plan to our outside
directors as compensation for serving on our Board. As a member of the Board, each director elects to receive either 65% or 100% of the
director's fee in shares of our Common Stock. The number of shares received is calculated based on 75% of the fair market value
of our Common Stock determined on the business day immediately preceding the date that the quarterly fee is due. The balance of each
director's fee, if any, is payable in cash. The Company recorded approximately $ 477,000 in each of the years 2023 and 2022 in compensation
expense (included in SG&A expenses) for the for the portion of director fees earned in the Company's Common Stock.

Reserved

 As
of December 31, 2023, the Company has reserved approximately 994,500 shares of our Common Stock for future issuance under all of the
option arrangements.

 NOTE

 INCOME
(LOSS) PER SHARE

 The
following table reconciles the income (loss) and average share amounts used to compute both basic and diluted income (loss) per share:

OF EARNINGS PER SHARE

 2023

 2022

 Years Ended

 (Amounts in Thousands, Except
 for Per Share Amounts)

 31,

 2023

 2022

 Income (loss) per
 common share from continuing operations

 Income (Loss)
 from continuing operations, net of taxes

 $

 $
 ( 3,211
)

 Basic income (loss)
 per share

 $
.07

 $
 (.24
)

 Diluted income (loss)
 per share

 $
.07

 $
 (.24
)

 Loss per common
 share from discontinued operations,

 Loss from discontinued
 operations, net of taxes

 $
 ( 433
)

 $
 ( 605
)

 Basic loss per share

 $
 (.03
)

 $
 (.05
)

 Diluted loss per share

 $
 (.03
)

 $
 (.05
)

 Net income (loss)
 per common share

 Net income (loss)

 $

 $
)

 Basic income (loss)
 per share

 $
.04

 $
 (.29
)

 Diluted income (loss)
 per share

 $
.04

 $
 (.29
)

 Weighted average shares outstanding:

 Basic weighted average shares outstanding

 13,506

 13,280

 Add: dilutive effect of
 stock options

 —

 Add:
 dilutive effect of warrants

 —

 Diluted weighted average shares outstanding

 13,739

 13,280

 Potential shares excluded from above weighted
 average share calculations due to their anti-dilutive effect include:

 Stock options

 NOTE

 DISCONTINUED
OPERATIONS

 The
Company's discontinued operations consist of all our subsidiaries included in our Industrial Segment which encompasses subsidiaries
divested in 2011 and earlier, as well as three previously closed locations.

 The
Company incurred losses from discontinued operations of $ 433,000 (net of tax benefit of $ 117,000) and $ 605,000 (net of tax benefit of
$ 199,000) for the years ended December 31, 2023, and 2022, respectively. In 2022, the Company incurred additional costs in connection
with management of administrative and regulatory matters for the Company's remediation projects as discussed below.

 The
following table presents the major class of assets of discontinued operations as of December 31, 2023, and December 31, 2022. No assets
and liabilities were held for sale at each of the periods noted.

 SCHEDULE OF DISPOSAL GROUPS, INCLUDING DISCONTINUED OPERATION BALANCE SHEET

 December 31,

 December 31,

 (Amounts in Thousands)

 2023

 2022

 Current assets

 Other assets

 $

 $

 Total current assets

 Long-term assets

 Property,
 plant and equipment, net (1)

 Total
 long-term assets

 Total
 assets

 $

 $

 Current liabilities

 Accounts payable

 $

 $

 Accrued expenses and other liabilities

 Environmental liabilities

 Total current liabilities

 Long-term liabilities

 Closure liabilities

 Environmental liabilities

 Total
 long-term liabilities

 Total
 liabilities

 $
 1,222

 $
 1,270

 (1)
 net of accumulated
depreciation of $ 10,000 for each period presented.

 Environmental
Liabilities

 The
Company has three remediation projects, which are currently in progress relating to our PFD, PFM and PFSG subsidiaries, all within our
discontinued operations. The Company divested PFD in 2008; however, the environmental liability of PFD was retained by the Company upon
the divestiture of PFD. These remediation projects principally entail the removal/remediation of contaminated soil and, in most cases,
the remediation of surrounding ground water. The remediation activities are closely reviewed and monitored by the applicable state regulators.

 As
of December 31, 2023, the Company had total accrued environmental remediation liabilities of $ 845,000, a decrease of $ 16,000 from the
December 31, 2022 balance of $ 861,000. The decrease represents payments for remediation projects. As of December 31, 2023, $ 61,000 of
the total accrued environmental liabilities was recorded as current.

 The
current and long-term accrued environmental liabilities as of December 31, 2023, are summarized as follows (in thousands).

 SCHEDULE OF CURRENT AND LONG TERM ACCRUED ENVIRONMENTAL LIABILITY

 Current

 Long-term

 Accrual

 Accrual

 Total

 PFD

 —

 $

 $

 PFM

 —

 PFSG

 Total liability

 $

 $

 $

 NOTE

 LONG
- TERM DEBT

 Long-term
debt consists of the following as of December 31, 2023, and December 31, 2022:

 SCHEDULE OF LONG TERM DEBT

 (Amounts in Thousands)

 Revolving Credit facility dated May 8, 2020, borrowings based upon eligible accounts receivable, subject to monthly borrowing base calculation, balance due on May 15, 2027. Effective interest rate for 2023 and 2022 was 9.7% and 8.9%, respectively. (1)

 -

 -

 Revolving Credit facility dated May 8, 2020, borrowings based
 upon eligible accounts receivable, subject to monthly borrowing base calculation, balance due on May
 15, 2027. Effective interest rate
 for 2023 and 2022 was 9.7 %
 and 8.9 %,
 respectively. (1)

 $
 —

 $
 —

 Term Loan 1
 dated May 8, 2020, payable in equal monthly installments of principal, balance due on May
 15, 2027. Effective interest rate for 2023
 and 2022 was 9.2 %
 and 5.6 %,
 respectively (1)

 Term Loan 2 dated July 31, 2023, payable
 in equal monthly installments of principal, balance due on May
 15, 2027. Effective interest rate for 2023 was 9.9 %
 (1)

 2,333

 —

 Capital Line dated
 May 4, 2021, payable in equal monthly installments of principal, balance due on May
 15, 2027. Effective interest rate for 2023
 and 2022 was was 8.6 %
 and 6.2 %,
 respectively (1)

 Debt Issuance Costs

 ( 170
) (2)

 ( 88
) (2)

 Notes
 Payable to 2023 and 2025, annual interest rate of 5.6 %
 and 9.1 %.

 Total debt

 2,748

 1,039

 Less current portion
 of long-term debt

 Long-term debt

 $
 1,975

 $

 (1)
 Our revolving credit
facility is collateralized by our accounts receivable, and our term loans and capital line are collateralized by our property, plant,
and equipment.

 (2)
 Aggregate unamortized
debt issuance costs in connection with the Company's credit facility, which consists of the revolving credit, Term loan 1, Term
loan 2 and Capital Line, as applicable.

 Revolving
Credit and Term Loan Agreement

 The
Company entered into a Second Amended and Restated Revolving Credit, Term Loan and Security Agreement, dated May 8, 2020 ("Loan
Agreement"), with PNC National Association ("PNC" and "lender"), acting as agent and lender. The Loan Agreement,
as amended from time to time and including the March 21, 2023, and the July 31, 2023, amendments as discussed below, provides the Company
with the following credit facility with a maturity date of May 15, 2027: (a) up to $ 12,500,000 revolving credit ("revolving credit"),
with the maximum that the Company can borrow under the revolving credit based on a percentage of eligible receivables (as defined) at
any one time reduced by outstanding standby letters of credit and borrowing reductions that the Company's lender may impose from
time to time; (b) a term loan ("Term Loan 1") of approximately $ 1,742,000, requiring monthly installments of $ 35,547; (c)
a term loan ("Term Loan 2") of $ 2,500,000, requiring monthly installments of $ 41,667; and (d) a capital expenditure line
("Capital Line") of up to $ 1,000,000 with advances on the line, subject to certain limitations, permitted for up to twelve
months starting May 4, 2021 (the "Borrowing Period"), with interest only payable on advances during the Borrowing Period.
Amounts advanced under the Capital Line at the end of the Borrowing Period totaled approximately $ 524,000, requiring monthly installments
of principal of approximately $ 8,700 plus interest, commencing June 1, 2022.

 On
March 21, 2023, the Company entered into an amendment to its Loan Agreement, as amended, with its lender which provided, among other
things, the following:

 removed
 the quarterly FCCR testing requirement for the fourth quarter of 2022 and removed the FCCR
 testing requirement for the first quarter of 2023;

 reduced
 the maximum revolving credit line under the credit facility from $ 18,000,000 to $ 12,500,000;

 reinstated
 the quarterly FCCR testing requirement starting in the second quarter of 2023 using a trailing
 twelve-months period (with no change to the minimum 1.15:1 ratio requirement for each quarter);
 and

 required
 maintenance of a minimum of $ 3,000,000 in borrowing availability under the revolving credit
 until the minimum FCCR requirement for the quarter ended June 30, 2023 has been met and certified
 to the lender (the Company met its FCCR in the second quarter of 2023 which was certified
 to its lender and therefore, this requirement is no longer applicable under the Loan Agreement,
 as amended).

 In
connection with the March 21, 2023, amendment, the Company paid its lender a fee of $ 25,000 which is being amortized over the remaining
term of the Loan Agreement, as amended, as interest expense-financing fees.

 On
July 31, 2023, the Company entered into a further amendment to its Loan Agreement, as amended, which provided, among other things, the
following:

 extended
 the maturity date of the Loan Agreement, as amended, to May 15, 2027, from May 15, 2024;

 an
 additional term loan ("Term Loan 2") to the Company in the amount of $ 2,500,000,
 requiring monthly installments of approximately $ 41,667. The annual rate of interest due
 on Term Loan 2 is at prime ( 8.50 % at December 31, 2023) plus 3.00 % or SOFR (as defined in
 the Loan Agreement, as amended) plus 4.00 % plus an SOFR Adjustment applicable for an interest
 period selected by the Company. A SOFR Adjustment rate of 0.10 % and 0.15 % is applicable for
 a one-month interest period and three-month period, respectively, that may be selected by
 the Company;

 removed
 the minimum Tangible Adjusted Net Worth (as defined in the Loan Agreement) covenant requirement;

 placed
 an indefinite reduction in borrowing availability of $ 750,000; and

 allows
 for up to $ 2,500,000 in capital expenditure made in fiscal year 2023 and thereafter to be
 treated as financed capital expenditure in the Company's quarterly FCCR covenant calculation
 requirement.

 At
maturity of the Loan Agreement, as amended, any unpaid principal balance plus interest, if any, will become due.

to the amendment dated July 31, 2023, as discussed above, the Company agreed to pay PNC 1.0% of the total financing under the Loan Agreement,
as amended, in the event the Company pays off its obligations on or before July 31, 2024, and 0.5% of the total financing if the Company
pays off its obligations after July 31, 2024, to and including July 31, 2025. No early termination fee shall apply if the Company pays
off its obligations under Loan Agreement, as amended, after July 31, 2025.

 In
connection with the amendment dated July 31, 2023, the Company paid its lender a fee of $ 100,000 which is being amortized over the remaining
term of the Loan Agreement, as amended, as interest expense-financing fees.

to the Loan Agreement, as amended, the annual rate of interest due on the revolving credit is at prime plus 2% or SOFR plus 3.00% plus
an SOFR Adjustment applicable for an interest period selected by the Company. The annual rate of interest due on Term Loan 1 and the
Capital Line is at prime plus 2.50% or SOFR plus 3.50% plus an SOFR Adjustment applicable for an interest period selected by the Company.
SOFR Adjustment rates of 0.10% and 0.15% are applicable for a one-month interest period and three-month period, respectively, that may
be selected by the Company. See payment of annual rate of interest due on Term Loan 2 as provided under the amendment dated July 31,
2023.

 The
Company's credit facility under its Loan Agreement, as amended, with PNC contains certain financial covenants, along with customary
representations and warranties. A breach of any of these financial covenants, unless waived by PNC, could result in a default under our
credit facility allowing our lender to immediately require the repayment of all outstanding debt under our credit facility and terminate
all commitments to extend further credit. The Company's Loan Agreement, as amended, prohibits us from paying cash dividends on
our Common Stock without prior approval from our lender. The Company was not required to perform testing of the FCCR requirement in the
first quarter of 2023 pursuant to the March 21, 2023, amendment as discussed above. It otherwise met all of its other financial covenant
requirements. The Company met all of its covenant requirements in each of the second to fourth quarters of 2023.

 At
December 31, 2023, the borrowing availability under the Company's credit facility was approximately $ 10,622,000 which included
our cash (deposited with the Company's lender) and was based on our eligible receivables and is net of approximately $ 3,950,000
in outstanding standby letters of credit and net of the $ 750,000 indefinite reduction in borrowing availability imposed by the Company's
lender pursuant to the amendment dated July 31, 2023, as discussed above.

 The
following table details the amount of the maturities of long-term debt maturing in future years as of December 31, 2023 (excludes unamortized
debt issuance costs of $170,000).

 SCHEDULE OF MATURITIES OF LONG-TERM DEBT

 Year ending December 31:

 2024

 $

 2025

 2026

 2027

 Total

 $
 2,918

 NOTE

 EMPLOYEE
RETENTION CREDIT ("ERC")

 The
Coronavirus Aid, Relief and Economic Securities Act ("CARES Act"), which was enacted on March 27, 2020, provided an Employee
Retention Credit ("ERC") for qualifying businesses keeping employees on their payroll during the COVID-19 pandemic. The ERC
was subsequently amended by the Taxpayer Certainty and Disaster Tax Relief Act of 2020, the Consolidated Appropriation Act of 2021, and
the American Rescue Plan Act of 2021, all of which amended and extended the ERC availability and guidelines under the CARES Act. Following
these amendments, the Company determined that it was eligible for the ERC, and as a result of the foregoing legislations, was eligible
to claim a refundable tax credit against the Company's share of certain payroll taxes equal to 70 % of the qualified wages paid
to employees between July 1, 2021 and September 30, 2021. Qualified wages were limited to $ 10,000 per employee per calendar quarter in
2021 for a maximum allowable ERC per employee of $ 7,000 per calendar quarter in 2021. For purposes of the amended ERC, an eligible employer
was defined as having experienced a significant (20% or more) decline in gross receipts during one or more of the first three 2021 calendar
quarters when compared to 2019.

the third quarter of 2022, the Company determined it was eligible for the ERC and amended its third quarter 2021 employer payroll tax
filings claiming a refund from the U.S. Treasury in the amount of approximately $ 1,975,000. As there is no authoritative guidance under
U.S. GAAP on accounting for government assistance to for-profit business entities, the Company accounted for the ERC by analogy to International
Accounting Standard ("IAS") 20, "Accounting for Government Grants and Disclosure of Government Assistance." In
accordance with IAS 20, management determined it had reasonable assurance for receipt of the ERC and recorded the expected refund as
other income (within "Other income (expense)") on the Company's Consolidated Statements of Operations and other receivables
(within "Prepaid and other assets") on the Company's Consolidated Balance Sheets. On March 30, 2023, the Company received
the ERC refund of $ 1,975,000 and approximately $ 60,000 in interest (recorded within "Interest Income" on the Company's
Consolidated Statements of Operations for the quarter ended March 31, 2023), totaling approximately $ 2,035,000.

 NOTE

 ACCRUED
EXPENSES

expenses include the following (in thousands) at December 31:

OF ACCRUED EXPENSES

 2023

 2022

 Salaries and employee benefits

 $
 4,120

 $
 2,629

 Accrued sales, property and other tax

 Interest payable

 Insurance payable

 1,390

 1,253

 Other

 Total
 accrued expenses

 $
 6,560

 $
 4,593

expenses for 2023 included a total of approximately $ 750,000 in compensation expenses accrued under the 2023 Management Incentive Plans
("MIPs") for our executives (See "Note 18 – Employment Agreements and MIPs" for further discussion
of the 2023 MIPs) in addition to a remaining $ 25,000 in discretionary bonus approved by the Company's Compensation Committee payable
to the Company's EVP of Nuclear and Technical Services.

 NOTE

 ACCRUED
CLOSURE COSTS AND ARO

closure costs represent our estimated environmental liability to clean up our fixed-based regulated facilities as required by our permits,
in the event of closure. Changes to reported closure liabilities (current and long-term) for the years ended December 31, 2023, and 2022,
were as follows:

OF CHANGE IN ASSET RETIREMENT OBLIGATION

 Amounts in thousands

 Balance as of December 31, 2021

 $
 7,191

 Accretion expense

 Addition to closure liability

 1,339

 Spending

 ( 975
)

 Balance as of December 31, 2022

 $
 7,966

 Accretion expense

 Spending

 ( 298
)

 Balance as of December 31, 2023

 $
 8,130

 In
2022, the Company recorded a total of approximately $ 1,339,000 in additional estimated closure liabilities of which approximately $ 465,000
 (within long-term) was recorded in connection with the footprint expansion at one of our facilities and an update to a processing enclosure
area at another facility. The remaining additional closure liabilities was recorded for our EWOC facility for decommissioning activities
due to changes in estimated closure costs.

 As
of December 31, 2023, and December 31, 2022, the current portion of the closure liabilities totaled approximately $ 79,000 and $ 682,000,
respectively, which reflect closure liabilities for our EWOC facility. The spending made in each of the years 2023 and 2022 was primarily
for our EWOC facility.

 The
reported closure asset or ARO, is reported as a component of "Net Property and equipment" in the Consolidated Balance Sheets
as of December 31, 2023, and 2022 with the following activity for the years ended December 31, 2023, and 2022:

OF ASSET RETIREMENT OBLIGATIONS

 Amounts in thousands

 Balance as of December 31, 2021

 $
 3,576

 Addition to closure and post-closure asset

 1,128

 Amortization of closure
 and post-closure asset

 ( 603
)

 Balance as of December 31, 2022

 $
 4,101

 Amortization of closure
 and post-closure asset

 ( 878
)

 Balance as of December 31, 2023

 $
 3,223

 The
addition to ARO in 2022 reflects closure obligations as discussed above.

 NOTE

 INCOME
TAXES

 The
components of income (loss) before income tax expense (benefit) by jurisdiction for continuing operations for the years ended December
31, consisted of the following (in thousands):

OF INCOME (LOSS) BEFORE INCOME TAX (BENEFIT) EXPENSE

 2023

 2022

 United States

 ( 2,782
)

 Canada

 ( 630
)

 United Kingdom

 ( 208
)

 ( 177
)

 Total
 income (loss) before tax benefit

 $

 $
 ( 3,589
)

 The
components of current and deferred federal and state income tax expense (benefit) for continuing operations for the years ended December
31, consisted of the following (in thousands):

OF COMPONENTS OF INCOME TAX (BENEFIT) EXPENSE

 2023

 2022

 Federal income tax expense - current

 —

 Federal income tax benefit - deferred

 ( 28
)

 ( 331
)

 State income tax expense - current

 State income tax benefit
 - deferred

 ( 38
)

 ( 59
)

 Total
 income tax expense (benefit)

 $

 $
 ( 378
)

 An
overall reconciliation between the expected tax expense (benefit) using the federal statutory rate of 21% for each of the years ended
2023 and 2022 and the expense (benefit) for income taxes from continuing operations as reported in the accompanying Consolidated Statement
of Operations is provided below (in thousands).

OF EFFECTIVE INCOME TAX RATE RECONCILIATION

 2023

 2022

 Federal tax expense (benefit) at
 statutory rate

 $

 $
 ( 754
)

 State tax expense, net of federal benefit

 Difference in foreign rate

 ( 42
)

 Permanent items

 Change in deferred tax rates

 Reserve for uncertain tax positions

 —

 Tax credits

 ( 318
)

 —

 Stock-based compensation

 Provision-to-return adjustments

 Other

 —

 (Decrease) increase
 in valuation allowance

 ( 434
)

 Income tax expense (benefit)

 $

 $
 ( 378
)

 The
global intangible low-taxed income ("GILTI") provisions under the Tax Cuts and Jobs Act of 2017 (the "TCJA")
require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign
subsidiary's tangible assets. The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore
has not provided any deferred tax impacts of GILTI in its consolidated financial statements for the years ended December 31, 2023 and
2022. As the Canada and United Kingdom foreign subsidiaries are in loss positions for 2023, no GILTI inclusion is expected for these
entities for the current year.

 The
Company had temporary differences and net operating loss carry forwards from both our continuing and discontinued operations, which gave
rise to deferred tax assets as of December 31, 2023, and 2022 as follows (in thousands):

OF DEFERRED TAX ASSETS AND LIABILITIES

 2023

 2022

 Deferred tax assets:

 Net operating
 losses

 $
 9,876

 $
 11,646

 Environmental and closure
 reserves

 2,332

 2,269

 Lease liability

 Capital loss carryforward

 Accrued expenses

 1,186

 R&D cost capitalization

 Tax credits

 Deferred tax liabilities:

 Depreciation and amortization

 ( 4,260
)

 ( 4,351
)

 Indefinite lived intangible
 assets

 ( 557
)

 ( 503
)

 Right-of-use lease asset

 ( 510
)

 ( 476
)

 481(a) adjustment

 —

 ( 53
)

 Prepaid
 expenses

 ( 46
)

 ( 30
)

 Deferred
 tax assets, gross

 10,431

 10,676

 Valuation
 allowance

 ( 6,131
)

 ( 6,560
)

 Net deferred income
 tax asset

 4,300

 4,116

 As
of December 31, 2023, the Company assessed whether its deferred tax asset will more likely than not to be realized. This assessment included
both positive and negative available evidences, which included the Company's current contracts, cumulative loss, future reversal
of existing taxable differences, and overall prospect of future business and earnings. Based on the weight of these available evidences,
the Company concluded that it will more likely than not utilize its Federal and certain state net operating losses.

 The
Company has estimated net operating loss carryforwards ("NOLs") for federal and state income tax purposes of approximately
$ 19,450,000 and $ 72,859,000, respectively, as of December 31, 2023. These NOLs can be carried forward and applied against future taxable
income, if any, and expire in various amounts starting in 2023. All of our federal NOLs were generated after December 31, 2017 and thus
do not expire.

 The Company accounts for uncertainties in income tax pursuant to ASC 740. A reconciliation of the beginning and ending
amount of our recognized tax expense is summarized as follows (in thousands):

 SCHEDULE OF RECOGNIZED TAX EXPENSES

 2023

 2022

 Balances at beginning of year

 $
 —

 $
 —

 Addition related to R&D tax credit

 —

 Balances at end of the year

 $

 $
 —

 The
tax years 2020 through 2022 remain open to examination by taxing authorities in the jurisdictions in which the Company operates.

 The
Company had $ 76,000 and $ 0 federal income tax payable for the years ended December 31, 2023 and 2022, respectively.

 Beginning
in 2022, the Tax Cuts and Jobs Act of 2017 (the "TCJA") amended Section 174 to eliminate current-year deductibility of research
and experimentation ("R&E") expenditures and software development costs (collectively, "R&E expenditures")
and instead require taxpayers to charge their R&E expenditures to a capital account amortized over five years (15 years for expenditures
attributable to R&E activity performed outside the United States). For each tax year 2023 and 2022, the Company has capitalized $ 2,059,000
of research and development expenses. While Management believes the estimate for 2023 to be materially accurate, the Company plans to
complete a formal IRC Section 174 analysis in advance of filing the tax return for the year ended December 31, 2023.

 NOTE

 COMMITMENTS
AND CONTINGENCIES

 Hazardous
Waste

 In
connection with our waste management services, the Company processes hazardous, non-hazardous, low-level radioactive and mixed (containing
both hazardous and low-level radioactive) waste, which we transport to our own, or other, facilities for destruction or disposal. As
a result of disposing of hazardous substances, in the event any cleanup is required at the disposal site, the Company could be a potentially
responsible party for the costs of the cleanup notwithstanding any absence of fault on our part.

 Legal
Matters

 In
the normal course of conducting our business, the Company may be involved in various litigation. The Company is not a party to any litigation
or governmental proceeding which our management believes could result in any judgments or fines against us that would have a material
adverse effect on our financial position, liquidity or results of future operations.

 Tetra
Tech EC, Inc. ("Tetra Tech")

July 2020, Tetra Tech EC, Inc. ("Tetra Tech") filed a complaint in the U.S. District Court for the Northern District
of California (the "Court") against CH2M Hill, Inc. ("CH2M") and four subcontractors of CH2M, including the Company
("Defendants"). The complaint alleges various claims, including a claim for negligence, negligent misrepresentation, equitable
indemnification and related business claims against all Defendants related to alleged damages suffered by Tetra Tech in respect of certain
draft reports prepared by Defendants at the request of the U.S. Navy as part of an investigation and review of certain whistleblower
complaints about Tetra Tech's environmental restoration at the Hunter's Point Naval Shipyard in San Francisco.

 CH2M
was hired by the Navy in 2016 to review Tetra Tech's work. CH2M subcontracted with environmental consulting and cleanup firms Battelle
Memorial Institute, Cabrera Services, Inc., SC&A, Inc. and the Company to assist with the review, according to the complaint.

 The
Company's insurance carrier is providing a defense on our behalf in connection with this lawsuit, subject to a $ 100,000 self-insured
retention and the terms and limitations contained in the insurance policy.

 The
majority of Tetra Tech's claims have been dismissed by the Court. Remaining claims include: (1) intentional interference with contractual
relations; and (2) inducing a breach of contract. The Company continues to believe it has no liability exposure to Tetra Tech.

 Insurance

 The
Company has a 25 -year finite risk insurance policy entered into in June 2003 ("2003 Closure Policy") with AIG, which provides
financial assurance to the applicable states for our permitted facilities in the event of unforeseen closure. The 2003 Closure Policy,
as amended, provides for a maximum allowable coverage of $ 28,177,000 which includes available capacity to allow for annual inflation
and other performance and surety bond requirements. Total coverage under the 2003 Closure Policy, as amended, was $ 22,461,000 at December
31, 2023. As of December 31, 2023, and December 31, 2022, finite risk sinking funds contributed by the Company related to the 2003 Closure
Policy which is included in other long term assets on the accompanying Consolidated Balance Sheets totaled $ 12,074,000 and $ 11,570,000,
respectively, which included interest earned of $ 2,603,000 and $ 2,099,000 on the finite risk sinking funds as of December 31, 2023 and
December 31, 2022, respectively. Interest income for the year ended 2023 and 2022 was approximately $ 504,000 and $ 99,000, respectively.
If the Company so elects, AIG is obligated to pay the Company an amount equal to 100 % of the finite risk sinking fund account balance
in return for complete release of liability from both the Company and any applicable regulatory agency using this policy as an instrument
to comply with financial assurance requirements.

 Perma-Fix Canada Inc. ("PF Canada")

 During the fourth quarter of 2021, PF Canada received a Notice of Termination ("NOT") from CNL on a Task
Order Agreement ("TOA") that PF Canada entered into with CNL in May 2019 for remediation work within Ontario, Canada ("Agreement").
The NOT was received after work under the TOA was substantially completed and work under the TOA has since been completed. CNL may terminate
the TOA at any time for convenience. As of December 31, 2023, PF Canada has approximately $ 2,389,000 in unpaid receivables due from CNL
as a result of work performed under the TOA. CNL and PF Canada have reached a settlement agreement on payment of the aforementioned receivables
to PF Canada by CNL, subject to certain conditions/terms precedents being met, including release of certain liens. (see "Note 19
- Subsequent Event – PF Canada" for a discussion of a partial payment made by CNL in January 2024 on the receivables and the
remaining receivables to be paid by CNL).

 Letter
of Credits and Bonding Requirements

 From
time to time, the Company is required to post standby letters of credit and various bonds to support contractual obligations to customers
and other obligations, including facility closures. At December 31, 2023, the total amount of standby letters of credit outstanding was
approximately $ 3,950,000 and the total amount of bonds outstanding was approximately $ 36,674,000.

 NOTE

 PROFIT
SHARING PLAN

 The
Company adopted a 401(k) Plan in 1992, which is intended to comply with Section 401 of the Internal Revenue Code and the provisions of
the Employee Retirement Income Security Act of 1974. All full-time employees who have attained the age of 18 are eligible to participate
in the 401(k) Plan. Eligibility is immediate upon employment but enrollment is only allowed during four quarterly open periods of January
1, April 1, July 1, and October 1. Participating employees may make annual pretax contributions to their accounts up to 100 % of their
compensation, up to a maximum amount as limited by law. The Company, at its discretion, may make matching contributions of 25 % based
on the employee's elective contributions. Company contributions vest over a period of five years. In 2023 and 2022, the Company
contributed approximately $ 576,000 and $ 575,000 in 401(k) matching funds, respectively.

 NOTE

 RELATED
PARTY TRANSACTIONS

 David
Centofanti serves as our Vice President of Information Systems. For such position, he received annual compensation of $ 191,000 and $ 187,000
for 2023 and 2022, respectively. David Centofanti is the son of our EVP of Strategic Initiatives and a Board member.

 NOTE 17

 SEGMENT REPORTING

 In accordance with ASC 280, "Segment Reporting",
we define an operating segment as a business activity:

 from which we may earn revenue and incur expenses;

 whose operating results are regularly reviewed by the CODM to make decisions about resources to be allocated to the segment and assess its performance; and

 for which discrete financial information is available.

 We have two reporting segments, consisting of the
Treatment and Services Segments, which are based on a service offering approach. Our reporting segments exclude our corporate headquarter,
business center and our discontinued operations (see "Note 8 – Discontinued Operations") which do not generate revenues.

 The table below shows certain financial information
of our reporting segments as of and for the years ended December 31, 2023, and 2022 (in thousands).

 Segment Reporting as of and for the year ended December 31, 2023

OF SEGMENT REPORTING INFORMATION

 Segments
 Total

 Corporate
 (2)

 Total

 Segments Total

 Corporate
 (2)

 Consolidated Total

 Revenue from external customers

 $

 $
 46,258

 $
 (3)(4)

 $
 —

 $

 Intercompany revenues

 —

 —

 Gross profit

 6,876

 9,493

 —

 Research and development

 Interest income

 —

 —

 —

 Interest expense

 ( 91
)

 ( 27
)

 ( 118
)

 ( 205
)

 ( 323
)

 Interest expense-financing fees

 —

 —

 —

 ( 93
)

 ( 93
)

 Depreciation and amortization

 2,112

 2,509

 2,568

 Segment income (loss) before income taxes

 2,107

 5,854

 7,961

 ( 7,026
)

 Income tax (benefit) expense

 ( 121
)

 —

 Segment income (loss)

 2,228

 5,716

 7,944

 ( 7,026
)

 Segment assets (1)

 40,470

 10,239

 50,709

 28,040
 (5)

 78,749
 (9)

 Expenditures for segment assets (net)

 1,696

 1,706

 1,714
 (7)

 Total debt

 —

 2,376

 2,748
 (6)

 Segment
Reporting as of and for the year ended December 31, 2022

 Segments
 Total

 Corporate
 (2)

 Total

 Segments Total

 Corporate (2)

 Consolidated Total

 Revenue from external customers

 $

 $
 37,241

 $
 (3)(4)

 $
 —

 $

 Intercompany revenues

 —

 —

 Gross profit

 5,243

 4,366

 9,609

 —

 9,609

 Research and development

 Interest income

 —

 —

 —

 Interest expense

 ( 74
)

 ( 3
)

 ( 77
)

 ( 98
)

 ( 175
)

 Interest expense-financing fees

 —

 ( 1
)

 ( 1
)

 ( 60
)

 ( 61
)

 Depreciation and amortization

 1,710

 2,044

 2,109

 Segment income (loss) before income taxes

 1,531

 1,565

 3,096

 ( 6,685
)

 ( 3,589
) (8)

 Income tax benefit

 ( 236
)

 ( 133
)

 ( 369
)

 ( 9
)

 ( 378
)

 Segment income (loss)

 1,767

 1,698

 3,465

 ( 6,676
)

 ( 3,211
)

 Segment assets (1)

 37,918

 8,473

 46,391

 24,507
 (5)

 70,898
 (9)

 Expenditures for segment assets (net)

 1,023

 —

 1,023
 (7)

 Total debt

 1,039
 (6)

 (1)

 Segment assets have been adjusted for intercompany accounts to reflect actual assets for each segment.

 (2)

 Amounts reflect the activity for corporate headquarters not included in the segment information.

 (3)

 The Company performed services relating to waste generated by government clients (domestic), either directly as a prime contractor or indirectly for others as a subcontractor to government entities, representing approximately $ 70,642,000 or 78.7 % of total revenue for 2023 and $ 59,658,000 or 84.5 % of total revenue for 2022. The following reflects such revenue generated by our two segments:

 (4)

 The following table reflects revenue based on customer location:

 (5)

 Amount includes assets from our discontinued operations of $ 94,000 and $ 96,000 as of December 31, 2023, and 2022,
respectively.

 (6)

 Net of debt issuance costs of ($ 170,000) and ($ 88,000) for 2023 and 2022, respectively (see "Note 9 –
Long-Term Debt" for additional information).

 (7)

 Net of financed amount of $ 784,000 and $ 114,000 for the year ended December 31, 2023, and 2022, respectively.

 (8)

 Includes approximately $ 1,975,000 recorded as other income under the ERC program under the CARES Act, as amended
(see "Note 10 –Employee Retention Credit ("ERC")" for a discussion of this refund amount).

 (9)

 Includes long-lived assets for continued operations as follows:

 SCHEDULE OF REVENUE BY MAJOR CUSTOMERS BY REPORTING SEGMENTS

 2023

 2022

 Total

 Total

 Domestic government

 $
 31,448

 $
 39,194

 $
 70,642

 $
 23,752

 $
 35,906

 $
 59,658

 (4)

 The following table reflects revenue based on customer location:

OF REVENUE BASED ON CUSTOMER LOCATION

 2023

 2022

 United States

 $
 87,669

 $
 69,373

 Canada

 1,685

 Germany

 Italy

 —

 Slovenia

 —

 United Kingdom

 Total

 $

 $

 (5)

 Amount includes assets from our discontinued operations of $ 94,000 and $ 96,000 as of December 31, 2023, and 2022,
respectively.

 (6)

 Net of debt issuance costs of ($ 170,000) and ($ 88,000) for 2023 and 2022, respectively (see "Note 9 –
Long-Term Debt" for additional information).

 (7)

 Net of financed amount of $ 784,000 and $ 114,000 for the year ended December 31, 2023, and 2022, respectively.

 (8)

 Includes approximately $ 1,975,000 recorded as other income under the ERC program under the CARES Act, as amended
(see "Note 10 –Employee Retention Credit ("ERC")" for a discussion of this refund amount).

 (9)

 Includes long-lived assets for continued operations as follows:

OF LONG-LIVED ASSETS FOR CONTINUED OPERATIONS

 2023

 2022

 United States

 $
 19,009

 $
 18,957

 Foreign Subsidiaries

 —

 —

 Total

 $
 19,009

 $
 18,957

 NOTE 18

 EMPLOYEMENT AGREEMENTS AND MIPS

Agreements

 On
April 20, 2023, the Company entered into employment agreements with each of its executive officers: Mark Duff, President and CEO; Ben
Naccarato, EVP and CFO; Dr. Louis Centofanti, EVP of Strategic Initiatives; Andrew Lombardo, EVP of Nuclear and Technical Services; and
Richard Grondin, EVP of Waste Treatment Operations (collectively the "New Employment Agreements" and each, individually,
the "New Employment Agreement"). The Company had previously entered into employment agreements with each of the aforementioned
executive officers on July 22, 2020, all five of which agreements were due to expire on July 22, 2023, but which were terminated effective
April 20, 2023, upon the execution of the New Employment Agreements.

 Each
of the New Employment Agreements are substantially identical except for compensation. Under the New Employment Agreements, each of these
executive officers is provided an annual salary, which annual salary may be increased from time to time, but not reduced, as determined
by the Compensation Committee. In addition, each of these executive officers is entitled to participate in the Company's broad-based
benefits plans and to certain performance compensation payable under separate Management Incentive Plan ("MIP") as approved
by the Company's Compensation Committee and the Company's Board.

 Each
of the New Employment Agreements is effective for three years from April 20, 2023 (the "Initial Term") unless earlier terminated
by the Company or by the executive officer. At the end of the Initial Term of each New Employment Agreement, each New Employment Agreement
will automatically be extended for one additional year, unless at least six months prior to the expiration of the Initial Term, the Company
or the executive officer provides written notice not to extend the terms of the New Employment Agreement. Mr. Andrew Lombardo retired
from the position of EVP of Nuclear and Technical Services effective January 1, 2024. Upon Mr. Lombardo's retirement from the position
of EVP of Nuclear and Technical Services, he no longer was an executive officer of the Company and his employment agreement dated April
20, 2023, was terminated effective January 1, 2024. Mr. Lombardo remains employed by the Company at a reduced capacity, and assists with
the transition of his former responsibilities as well as contributing to certain business development matters.

to the New Employment Agreements, if the executive officer's employment is terminated due to death, disability or for cause (as
defined in the agreements), the Company will pay to the executive officer or to his estate an amount equal to the sum of any unpaid base
salary and accrued unused vacation time through the date of termination and any benefits due to the executive officer under any employee
benefit plan (the "Accrued Amounts") plus any performance compensation payable pursuant to the MIP with respect to the fiscal
year immediately preceding the date of termination. In the event that an executive officer's employment is terminated due to death,
the Company will also pay a lump-sum payment (the "Cash Medical Continuation Benefit") equal to eighteen times the monthly
premium that would be required to be paid, pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA"),
to continue group health coverage for the executive officer's eligible covered dependents in effect on the date of the executive
officer's termination of employment, based on the premium for the first month of COBRA coverage. Such cash payment will be taxable
and will be made regardless of whether the executive officer's eligible covered dependents elect COBRA continuation coverage.

 If
the executive officer terminates his employment for "good reason" (as defined in the agreements) or is terminated by the
Company without cause (including any such termination for "good reason" or without cause within 24 months after a Change
in Control (as defined in the agreements), the Company will pay the executive officer Accrued Amounts, (a) two years of full base salary,
plus (b) (i) two times the performance compensation (under the executive officer's MIP) earned with respect to the fiscal year
immediately preceding the date of termination provided the performance compensation earned with respect to the fiscal year immediately
preceding the date of termination has not yet been paid, or (ii) if performance compensation earned with respect to the fiscal year immediately
preceding the date of termination has already been paid to the executive officer, the executive officer will be paid an additional year
of the performance compensation earned with respect to the fiscal year immediately preceding the date of termination, and (c) the Cash
Medical Continuation Benefit. If the executive officer terminates his employment for a reason other than for good reason, the Company
will pay to the executive officer an amount equal to the Accrued Amounts plus any performance compensation payable pursuant to the MIP
applicable to such executive officer.

 Additionally,
in the event of a Change in Control (as defined in the agreements), all outstanding stock options to purchase common stock held by the
executive officer will immediately become exercisable in full commencing on the date of termination through the original term of the
options. In the event of the death of an executive officer, all outstanding stock options to purchase common stock held by the executive
officer will immediately become exercisable in full commencing on the date of death, with such options exercisable for the lesser of
the original option term or twelve months from the date of the executive officer's death. In the event an executive officer terminates
his employment for "good reason" (as defined in the agreements) or is terminated by the Company without cause, all outstanding
stock options to purchase common stock held by the officer will immediately become exercisable in full commencing on the date of termination,
with such options exercisable for the lesser of the original option term or within 60 days from the date of the executive officer's
date of termination. Severance benefits payable with respect to a termination (other than Accrued Amounts) shall not be payable until
the termination constitutes a "separation from service" (as defined under Treasury Regulation Section 1.409A-1(h)).

 MIPs

 On
January 19, 2023, the Board and the Compensation Committee approved individual MIP for the calendar year 2023 for each of the Company's
executive officers. Each MIP was effective January 1, 2023, and applicable for year 2023. Each MIP provided guidelines for the calculation
of annual cash incentive-based compensation, subject to Compensation Committee oversight and modification. The performance compensation
under each of the MIPs was based upon meeting certain of the Company's separate target objectives during 2023. The total potential
target performance compensation payable ranged from 25 % to 150 % of the 2023 base salary for the CEO ($ 93,717 to $ 562,304), 25 % to 100 %
of the 2023 base salary for the CFO ($ 76,193 to $ 304,772), 25 % to 100 % of the 2023 base salary for the EVP of Strategic Initiatives ($ 63,495
to $ 253,980), 25 % to 100 % of the 2023 base salary for the EVP of Nuclear and Technical Services ($ 76,193 to $ 304,772), and 25 % to 100 %
($ 65,308 to $ 261,233) of the 2023 base salary for the EVP of Waste Treatment Operations. Total compensation earned under the five 2023
MIPs were approximately $ 750,000, which is to be paid on or about 90 after year-end, or sooner, based on the Company's filing of
its 2023 Form 10-K. As disclosed above, Mr. Lombardo retired from the position of EVP of Nuclear and Technical Services effective January
1, 2024. He is entitled to compensation earned under his 2023 MIP as EVP of Nuclear and Technical Services.

 NOTE

 SUBSEQUENT
EVENTS

 The
Company evaluated subsequent events and transactions that occurred after the balance sheet date through March 13, 2024, the date that
these consolidated financial statements were available to be issued. Based upon this review, the Company did not identify any subsequent
events that would have required adjustment or disclosure in the consolidated financial statements other than the below.

 MIPs

 On
January 18, 2024, the Board (with Mr. Mark Duff and Dr. Louis Centofanti abstaining) and the Compensation Committee approved individual
MIP for the calendar year 2024 for each of our executive officers. Each MIP is effective January 1, 2024 and applicable for year 2024.
Each MIP provides guidelines for the calculation of annual cash incentive-based compensation, subject to Compensation Committee oversight
and modification. The performance compensation under each of the MIPs is based upon meeting certain of the Company's separate target
objectives during 2024. The total potential target performance compensation payable ranges from 25 % to 150 % of the 2024 base salary for
the CEO ($ 104,287 to $ 625,733), 29 % to 100 % of the 2024 base salary for the CFO ($ 95,681 to $ 332,811), 25 % to 100 % of the 2024 base salary
for the EVP of Strategic Initiatives ($ 69,337 to $ 277,346), and 25 % to 100 % ($ 71,317 to $ 285,267) of the 2024 base salary for the EVP
of Waste Treatment Operations.

 PF
Canada

 As
discussed in "Note 14 – Commitment and Contingencies - Perma-Fix Canada Inc. ("PF Canada")," the Company's subsidiary, PF Canada.
has unpaid receivables due from CNL for a previous TOA that PF Canada entered into with CNL in May 2019 for remediation work within Ontario,
Canada in which a settlement agreement on the payment of the receivables by CNL was reached, subject to certain conditions/terms precedents
being met, including release of certain liens. On January 22, 2024, the Company received approximately $ 741,000 of the $ 2,389,000 in
unpaid receivables, with the remaining receivables to be paid by CNL upon completion of the settlement conditions/terms, which the Company
believes should occur during 2024.

 ITEM 9.

 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

 None.

 ITEM 9A.

 CONTROLS AND PROCEDURES

 Evaluation of disclosure controls and procedures.

 We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our periodic reports filed with the Securities and Exchange Commission (the "Commission") is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Commission and that such information is accumulated and communicated to our management, including the Chief Executive Officer ("CEO") (Principal Executive Officer), and Chief Financial Officer ("CFO") (Principal Financial Officer), as appropriate to allow timely decisions regarding the required disclosure. In designing and assessing our disclosure controls and procedures, our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their stated control objectives and are subject to certain limitations, including the exercise of judgment by individuals, the difficulty in identifying unlikely future events, and the difficulty in eliminating misconduct completely. Our management, with the participation of our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended. Based upon this assessment, our CEO and CFO have concluded that our disclosure controls and procedures were effective as of December 31, 2023.

 Management's Report on Internal Control over
 Financial Reporting

 Our management is responsible for establishing and
 maintaining adequate internal control over financial reporting, as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Securities
 Exchange Act of 1934. Internal control over financial reporting is designed to provide reasonable assurance regarding the reliability
 of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally
 accepted in the United States of America. Because of its inherent limitations, internal control over financial reporting may not prevent
 or detect misstatements or fraudulent acts. Also, projections of any evaluation of effectiveness to future periods are subject to the
 risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures
 may deteriorate. A control system, no matter how well designed, can provide only reasonable assurance with respect to financial statement
 preparation and presentation.

 Internal control over financial reporting includes
 those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect
 the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary
 to permit the preparation of the consolidated financial statements in accordance with generally accepted accounting principles in the
 United States of America, and that receipts and expenditures of the Company are being made only in accordance with appropriate authorizations
 of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized
 acquisition, use or disposition of the Company's assets that could have a material effect on the consolidated financial statements.

 Management, with the participation of our CEO and
 CFO, conducted an assessment of the effectiveness of internal control over financial reporting as of December 31, 2023 based on the framework
 in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission
 ("COSO"). Based on this assessment, management and our CEO and CFO, concluded that the Company's internal control over
 financial reporting was effective as of December 31, 2023.

 This Form 10-K does not include an attestation report
 of the Company's independent registered public accounting firm regarding internal control over financial reporting. Since the Company
 is not a large accelerated filer or an accelerated filer, management's report was not subject to attestation by the Company's
 independent registered public accounting firm pursuant to the rules of the Commission that permit the Company to provide only management's
 report in this Form 10-K.

 Changes in Internal Control over Financial Reporting

 There was no change in our internal control over financial (as defined in Rules 13a-15(f) and 15d-15(f)
 under the Exchange Act) during the fiscal quarter ended December 31, 2023 that have materially affected, or are reasonably likely to materially
 affect, our internal controls over financial reporting.

 ITEM 9B.

 OTHER INFORMATION

 (a)
 None.

 (b)
 the quarter ended December 31, 2023, no director or "officer" (as defined in
 Rule 16a-1(f)) of the Company adopted or terminated a "Rule 10b5-1 trading arrangement"
 or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a)
 of Regulation S-K.

 ITEM 9C.

 DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

 Not Applicable.

 PART
III

 ITEM
 10.

 DIRECTORS,
 EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

 DIRECTORS

 The
following table sets forth, as of the date of this Report, information concerning our Board of Directors (the "Board"):

 NAME

 AGE

 POSITION

 Lieutenant General (LTG) (ret) Thomas P. Bostick

 Dr.
 Louis F. Centofanti

 Director;
 EVP of Strategic Initiatives

 Mr.
 Mark J. Duff (1)

 Director;
 President and CEO

 Ms.
 Kerry C. Duggan

 Mr.
 Joseph T. Grumski

 The
 Honorable Joe R. Reeder

 Mr.

 Chairman
 of the Board

 The
 Honorable Zach P. Wamp

 Mr.

 (1)
 Mr.
 Duff was unanimously elected by the Board effective April 20, 2023, to fill a newly created
 directorship.

 Each
director is elected to serve until the next annual meeting of stockholders or until their respective successors are duly elected and
qualified.

Information

 Our
directors and executive officers, their ages, the positions with us held by each of them, the periods during which they have served in
such positions and a summary of their recent business experience are set forth below. Each of the biographies of the current directors
listed below also contains information regarding such person's service as a director, business experience, director positions with
other public companies held currently or at any time during the past five years, and the experience, qualifications, attributes and skills
that our Board considered in nominating or appointing each of them to serve as one of our directors.

 LTG (ret.)
Thomas P. Bostick

 LTG
(ret.) Bostick, a director since August 2020, is
currently the CEO of Bostick Global Strategies, LLC, a position he has held since July 2016. Bostick Global Strategies, LLC provides
strategic advisory support in the areas of engineering, environmental sustainability, human resources, biotechnology, education,
executive coaching, and Agile Project Management. In February 2021, LTG (ret.)
Bostick was selected by U. S. Senator Jack Reed, Chairman of the Senate Armed Services Committee, to serve as a member of the Naming
Commission consisting of eight appointed individuals, tasked with renaming Confederate-named military bases and property. LTG (ret.)
Bostick previously served (from November 2017 to February 2020) as the COO and President of Intrexon Bioengineering, a division of
Intrexon Corporation (formerly Nasdaq: XON; now Nasdaq: PGEN). Intrexon Bioengineering addresses
global challenges across food, agriculture, environmental, energy, and industrial fields by advancing biologically engineered
solutions to improve sustainability and efficiency. Since October 2020, LTG (ret.) Bostick has served as a board member of CSX Corporation
(Nasdaq: CSX), a publicly-held rail transportation company, and since December 2020, as a member of both the Finance Committee and
the Governance Committee of CSX Corporation. Since June 2021, LTG (ret.) Bostick has served on the Board of Trustees of Fidelity Equity and
High Income Funds overseeing equity funds and high yield funds sponsored by Fidelity Investments, Inc., a privately-owned investment
management company. LTG (ret.) Bostick continues to serve as a board member for several other privately-held and nonprofit organizations.
LTG (ret.) Bostick was named as one of 2021's Most Influential Black Corporate Directors by Savoy Magazine, a national publication
that showcases and drives positive dialogue about Black culture.

 LTG
(ret.) Bostick has had a distinguished career in the U.S. military, retiring from the U.S. Army in July 2016 with the rank of
Lieutenant General. Prior to his retirement, LTG (ret.) Bostick held a variety of positions within the U.S. Army, including the
53 rd Chief of Engineers and Commanding General, U.S. Army Corps of Engineers (2012-2016) and Deputy Chief of Staff and
Director of Human Resources, U.S. Army (2009-2012). LTG (ret.) Bostick has been awarded many military honors and decorations during
his military career, including the Distinguished
Service Medal, the Defense Superior Service Medal, and the Bronze Star Medal.

 As
a White House Fellow, one of America's most prestigious programs for leadership and public service, LTG (ret.) Bostick was a special
assistant to the Secretary of Veterans Affairs.

 LTG
(ret.) Bostick graduated with a Bachelor of Science
degree from the U.S. Military Academy at West Point and later returned to the Academy to serve as an Associate Professor of Mechanical
Engineering. He holds Master's degrees in Civil Engineering and Mechanical Engineering from Stanford University, an Executive MBA
from Oxford University, and a Doctorate in Systems Engineering from George Washington University. He is a Member of the National Academy
of Engineering and the National Academy of Construction.

 LTG
(ret.) Bostick's distinguished career in both the government and private sectors brings valuable experience and insight into solving
complex issues domestically and globally. His extensive knowledge and problem-solving experiences enhance the Board's ability
to address significant challenges in the nuclear market and led the Board to conclude that he should serve as a director.

 Dr.
Louis F. Centofanti

 Dr.
Centofanti, the founder of the Company and a director of the Company since its inception in 1991, currently holds the position of EVP
of Strategic Initiatives. From March 1996 to September 8, 2017 and from February 1991 to September 1995, Dr. Centofanti held the position
of President and CEO of the Company. Dr. Centofanti served as Chairman of the Board from the Company's inception in February 1991
until December 16, 2014. In January 2015, Dr. Centofanti was appointed by the U.S Secretary of Commerce Penny Prizker to serve on the
U.S. Department of Commerce's Civil Nuclear Trade Advisory Committee ("CINTAC"). The CINTAC is composed of industry
representatives from the civil nuclear industry and meets periodically throughout the year to discuss the critical trade issues facing
the U.S. civil nuclear sector. From 1985 until joining the Company, Dr. Centofanti served as SVP of USPCI, Inc., a large publicly-held
hazardous waste management company, where he was responsible for managing the treatment, reclamation and technical groups within USPCI.
In 1981, he and Mark Zwecker, a current Board member of the Company, founded PPM, Inc. (later sold to USPCI), a hazardous waste management
company specializing in treating PCB-contaminated oil. From 1978 to 1981, Dr. Centofanti served as Regional Administrator of the U.S.
Department of Energy for the southeastern region of the United States. Dr. Centofanti has a Ph. D. and a M.S. in Chemistry from the University
of Michigan, and a B.S. in Chemistry from Youngstown State University.

 As
founder of Perma-Fix and PPM, Inc., and as a senior executive at USPCI, Dr. Centofanti combines extensive business experience in the
waste management industry with a drive for innovative technology which is critical for a waste management company. In addition, his service
in the government sector provides a solid foundation for the continuing growth of the Company, particularly within the Company's
Nuclear business. Dr. Centofanti's comprehensive understanding of the Company's operations and his extensive knowledge of
its history, coupled with his drive for innovation and excellence, positions Dr. Centofanti to optimize our role in this competitive,
evolving market, and led the Board to conclude that he should serve as a director.

 Mark
J. Duff

 Effective
April 20, 2023, Mr. Duff was unanimously elected by the Company's Board of Directors to serve as a member of Board to fill a newly
created directorship. Mr. Duff is currently the Company's President and CEO, a position he has held since September 2017. Since
joining the Company in 2016, Mr. Duff has developed and implemented strategies to meet growth objectives in both the Treatment and Services
Segments. In the Treatment Segment, he continues to upgrade each facility to increase efficiency and modernize treatment capabilities
to meet the changing markets associated with the waste management industry. This growth includes expansion into additional market sectors
including development of new clients in the commercial power and oil and gas industries. In the Services Segment, which encompasses all
field operations, he has completed the revitalization of business development programs, which has resulted in increased competitive procurement
effectiveness, and broadened the market penetration within both the commercial and government sectors. Within the Services Segment, Mr.
Duff has established a team of professionals with experience in conducting safe and efficient field operations while addressing complex
technical challenges associated with removal of radioactive and hazardous waste contamination. Mr. Duff has over 39 years of management
and technical experience in the DOE and DOD environmental and construction markets as a corporate officer, senior project manager, co-founder
of a consulting firm, and federal employee. Mr. Duff has an MBA from the University of Phoenix and received his B.S. from the University
of Alabama.

 Mr.
Duff's extensive experience in the government sector has proven invaluable in the continuing growth of the Company's Treatment
and Services Segments. Mr. Duff's comprehensive understanding of the Company's operations, his proven leadership skills,
and his drive for new innovation in this evolving industry and market, led the Board to conclude that he should serve as a director.

 Kerry
C. Duggan

 Ms.
Duggan, a director of the Company since May 2021, is the founder of SustainabiliD, a woman-owned advisory services firm working with
gamechangers to equitably solve the climate crisis. She was appointed to the faculty and named as the Founding Director of the University
of Michigan's School for Environmental and Sustainability (SEAS) Clinic in Detroit.

 In
2021, Ms. Duggan was appointed to the Department of Energy's prestigious Secretary of Energy Advisory Board (SEAB), serving under
Energy Secretary Jennifer Granholm. In February 2021, Michigan Governor Gretchen Whitmer also appointed Duggan to the State of Michigan's
Council on Climate Solutions, to advise on the implementation of the MI Healthy Climate Plan, to reduce greenhouse gas emissions and
to transition toward economy-wide carbon neutrality. More recently, Duggan also served on the Governor's bipartisan Growing Michigan
Together Council (Infrastructure &Places Workgroup). In 2020-21, Ms. Duggan was a member of the Biden-Harris Transition Team on the
Department of Energy Agency Review Team. In May 2020, Ms. Duggan was named a member of the Biden-Sanders Unity Task Force on Climate
Change, serving as one of Biden's five delegates alongside Gina McCarthy and Sec. John Kerry; and later co-chaired the climate
change policy committee and served as a surrogate for the Biden campaign.

 Previously,
Ms. Duggan served nearly seven years in federal public-service leadership roles, including inside the Obama-Biden White House as Deputy
Director for Policy in the Office of then Vice President Joe Biden for energy, environment, climate, and distressed communities. Simultaneously,
she served as Deputy Director of the Detroit Federal Working Group to support Detroit's revitalization. Prior to the White House,
Ms. Duggan held several senior roles at the Department of Energy, including as Secretary Moniz's embedded Liaison to the City of
Detroit (where she championed a citywide LED streetlight conversion), and in the Office of Energy Efficiency & Renewable Energy as
Director of Stakeholder Engagement, Director of Legislative, Regulatory & Urban Affairs, and as a Senior Policy Advisor.

 After
her time in federal service, Ms. Duggan co-founded the Smart Cities Lab, was a Partner with the Honorable Thomas J. Ridge's firm,
RIDGE-LANE Limited Partners, and served on the external advisory board of the University of Michigan's Erb Institute for Global
Sustainable Enterprise and was a Board Member at the Global Council for Science and the Environment. She was also briefly a Trustee of
the University Liggett School. In 2018, Ms. Duggan was named to the prestigious "40 Under 40" list by Crain's Detroit
Business and their inaugural "Notable Leaders in Sustainability" lists. She previously worked at the League of Conservation
Voters in Washington, D.C.

 Currently,
Ms. Duggan serves as a senior advisor at The RockCreek Group, LP, a registered private fund adviser that manages fund of funds portfolios
and direct equity trading portfolios. She also sits on the corporate advisory boards of Our Next Energy, Inc. (ONE), a privately-held
energy storage solutions company; Aclima, Inc., a public benefit corporation dedicated to protecting public health, reducing climate-changing
emissions, and advancing environmental justice; BlueConduit, a privately-held water analytics company that builds machine learning software
to support the efficient removal of lead and other dangerous materials from communities; Walker-Miller Energy Services, L.L.C., a privately-held
energy efficiency services company; Commonweal Investors, a private equity firm that invests in early-stage technology companies advancing
a sustainable economy, upgrading transportation and infrastructure systems, and revitalizing the urban environment; and Arctaris Impact
Investors, LLC, an investment management company that manages funds which invest in growth-oriented operating businesses and community
infrastructure projects located in underserved communities, among others.

 Ms.
Duggan attended the University of Vermont, where she completed her Bachelor of Science degree in environmental studies. Ms. Duggan also
has a Master of Science degree in natural resource policy & behavior from the University of Michigan.

 Ms.
Duggan's career in both the government and private sectors brings valuable experience and insight into solving complex issues.
Her extensive knowledge and problem-solving experiences, with an Environmental, Social and Governance ("ESG") mindset and
Diversity, Equity and Inclusion ("DEI") core values, led the Board to conclude that she should serve as a director.

 Mr.
Joseph T. Grumski

 Mr.
Grumski, a director of the Company since February 2020, has served since April 2020 as the CEO of TAS Energy Inc. ("TAS"),
a wholly-owned subsidiary of Comfort Systems USA, Inc. (NYSE: FIX), a publicly-held company that provides mechanical and electrical contracting
services in locations throughout the United States. Mr. Grumski also served as the President of TAS Energy, Inc. from April 2020 to December
2023. Prior to the acquisition of TAS by Comfort Systems USA, Inc., Mr. Grumski served as President and CEO and a board member of TAS
from May 2013 to March 2020. From 1997 to February 2013, Mr. Grumski was employed with Science Applications International Corporation
("SAIC") (NYSE: SAIC), a publicly-held company that provides government services and information technology support. During
his employment with SAIC, Mr. Grumski held various senior management positions, including the positions of President of SAIC's
Energy, Environment & Infrastructure ("E2I") commercial subsidiary and General Manager of the E2I Business Unit. SAIC's
E2I commercial subsidiary and Business Unit is comprised of approximately 5,200 employees performing over $1.1 billion of services for
federal, commercial, utility and state customers. Mr. Grumski's many accomplishments with SAIC included growing SAIC's $300
million federal environmental business to a top ranked, $1.1 billion business; receiving the National Safety Council "Industry
Leader" award in 2009; and receiving highest senior executive performance rating three years in a row. Mr. Grumski began his career
with Gulf Oil Company and has progressed through senior level engineering, operations management, and program management positions with
various companies, including Westinghouse Electric Corporation and Lockheed Martin, Inc. Mr. Grumski received a B.S. in Mechanical Engineering
from The University of Pittsburgh and a M.S in Mechanical Engineering from West Virginia University.

 Mr.
Grumski has had an extensive career in solving and overseeing solutions to complex issues involving both domestic and international concerns.
In addition, his extensive experience in companies that provide services to the government sector as well as his experience in the commercial
sector provide solid experience for the continuing growth of the Company's Treatment and Services Segment. Mr. Grumski's
extensive knowledge and problem-solving experiences, executive operational leadership experience and governance experience enhance the
Board's ability to address significant challenges in the nuclear market, and led the Board to conclude that he should serve as
a director.

 The
Honorable Joe R. Reeder

 Mr.
Reeder, a director since 2003, is a principal shareholder of the law firm of Greenberg Traurig LLP, one of the nation's largest
law firms, with 47 offices and 2,700 attorneys worldwide. Mr. Reeder served as Shareholder-in-Charge of the law firm's Mid-Atlantic
Region offices for ten years. His clientele includes celebrities, heads of state, sovereign nations, international corporations, and
law firms. As the U.S. Army's 14th Undersecretary (1993-97), he also served three years as Chairman of the Panama Canal Commission's
Board, overseeing a multibillion-dollar infrastructure program. For the past 22 years, he has served on the Canal's International
Advisory Board. He has written extensively in leading journals on corporate cybersecurity, and has served on the boards of the USO; the
National Defense Industry Association ("NDIA"), chairing NDIA's Ethics Committee; the Armed Services YMCA; the Marshall
Legacy Institute; and many other private companies and charitable organizations. Mr. Reeder served as a director of ELBIT Systems of
America, LLC, (2005-2020), a subsidiary of Elbit Systems Ltd. (Nasdaq: ESLT), a multi-billion-dollar provider of defense, homeland security,
and commercial aviation system solutions. Mr. Reeder has served as director of WashingtonFirst Bank, the bank subsidiary of WashingtonFirst
Bankshares, Inc. (Nasdaq: WSBI), from 2004 to 2017; Sandy Spring Bancorp, Inc. (Nasdaq: SASR), from 2018 to 2020; and Trustar Bank, a
Virginia state-chartered bank (2022 - present).

 After
two successive 4-year appointments by Virginia Governors Mark Warner and Tim Kaine, Mr. Reeder served seven years as Chairman of two
Commonwealth of Virginia military boards, and 10 years on the USO Board of Governors. Appointed by former Governor Terry McAuliffe
to the Virginia Military Institute's Board of Visitors (2014), he was reappointed in 2018 by former Virginia Governor Ralph
Northam, with his term ending in 2022. Mr. Reeder, who has been a television commentator on legal and national security issues, is
consistently named a Super Lawyer for Washington, D.C. In May 2018 he was appointed to the United States Court of Federal Claims
Advisory Council Bid Protest Committee.

 A
West Point graduate who served in the 82nd Airborne Division after Ranger School, Mr. Reeder earned his J.D. from the University of
Texas, his L.L.M. from Georgetown University, and has devoted his career to resolving complex domestic and international
issues. He continues to greatly enhance the Board's ability to address major challenges in the nuclear market and day-to-day
corporate, and Washington D.C.- related challenges.

 Mr.

 Mr.
Shelton, a director since July 2006, has also held the position of Chairman of the Board of the Company since December 2014. Mr. Shelton
served as the CFO of S K Hart Management, LLC, a private investment management company ("S K Hart Management"), from 1999
until August 2018. Mr. Shelton served as President of Pony Express Land Development, Inc. (an affiliate of SK Hart Management), a privately
held land development company, from January 2013 until August 2017, and has served on its board since December 2005. Mr. Shelton served
as Director and CFO of S K Hart Ranches (PTY) Ltd, a private South African Company involved in agriculture, from March 2012 to March
2020. Mr. Shelton has over 20 years of experience as an executive financial officer for several waste management companies, including
as CFO of Envirocare of Utah, Inc. (now EnergySolutions, Inc. (1995–1999)), a privately held nuclear waste services company, and
as CFO of USPCI, Inc. (1982–1987), then a NYSE- listed public company engaged in the hazardous waste business. Since July 1989,
Mr. Shelton has served on the board of Subsurface Technologies, Inc., a privately held company specializing in providing environmentally
sound innovative solutions for water well rehabilitation and development. Mr. Shelton has a B.A. in accounting from the University of
Oklahoma.

 With
his years of accounting experience as CFO for various companies, including a number of waste management companies, Mr. Shelton combines
extensive industry knowledge and understanding of accounting principles, financial reporting requirements, evaluating and overseeing
financial reporting processes and business matters. These factors led the Board to conclude that he should serve as a director.

 The
Honorable Zach P. Wamp

 Mr.
Wamp, a director since January 2018, is currently the President of Zach Wamp Consulting, a position he has held since 2011. As the President
and owner of Zach Wamp Consulting, he has served some of the most prominent companies from Silicon Valley to Wall Street as a business
development consultant and advisor. From September 2013 to November 2017, Mr. Wamp chaired the Board of Directors for Chicago Bridge
and Iron Federal Services, LLC (a subsidiary of Chicago Bridge & Iron Company, NYSE: CBI, which provides critical services primarily
to the U.S. government). From January 1995 to January 2011, Mr. Wamp served as a member of the U.S. House of Representatives from Tennessee's
3 rd Congressional District. Among his many accomplishments, which included various leadership roles in the advancement of
education and science, Mr. Wamp was instrumental in the formation and success of the Tennessee Valley Technology Corridor, which created
thousands of jobs for Tennesseans in the areas of high-tech research, development, and manufacturing. During his career in the political
arena, Mr. Wamp served on several prominent subcommittees during his 14 years on the House Appropriations Committee, including serving
as a "ranking member" of the Subcommittee on Military Construction and Veterans Affairs and Related Agencies. Mr. Wamp has
been a regular panelist on numerous media outlets and has been featured in a number of national publications effectively articulating
sound social and economic policy. Mr. Wamp's business career has also included work in the real estate sector for a number of years
as a licensed industrial-commercial real estate broker, for which he was named Chattanooga's Small Business Person of the Year.

 Mr.
Wamp has an extensive career in solving and overseeing solutions to complex issues involving domestic concerns. In addition, his wide-ranging
career, particularly with respect to his government-related work, provides solid experience for the continuing growth of the Company's
Treatment and Services Segments. His extensive knowledge and problem-solving expertise enhance the Board's ability to address significant
challenges in the nuclear market, and led the Board to conclude that he should serve as a director.

 Mr.

 Mr.
Zwecker, a director since the Company's inception in January 1991, previously served as the CFO and a board member for JCI US Inc.
from 2013 to 2019. JCI US Inc. is a telecommunications company and wholly-owned subsidiary of Japan Communications, Inc. (Tokyo Stock
Exchange (Securities Code: 9424)), which provides cellular service for M2M (machine to machine) applications. From 2006 to 2013, Mr.
Zwecker served as Director of Finance for Communications Security and Compliance Technologies, Inc., a wholly-owned subsidiary of JCI
US Inc. that develops security software products for the mobile workforce. Mr. Zwecker has held various other senior management positions,
including President of ACI Technology, LLC, a privately-held IT services provider, and Vice President of Finance and Administration for
American Combustion, Inc., a privately-held combustion technology solutions provider. In 1981, with Dr. Centofanti, Mr. Zwecker co-founded
a start-up, PPM, Inc., a hazardous waste management company. He remained with PPM, Inc. until its acquisition in 1985 by USPCI. Mr. Zwecker
has a B.S. in Industrial and Systems Engineering from the Georgia Institute of Technology and an M.B.A. from Harvard University.

 As
a director since our inception, Mr. Zwecker's understanding of our business provides valuable insight to the Board. With years
of experience in operations and finance for various companies, including a number of waste management companies, Mr. Zwecker combines
extensive knowledge of accounting principles, financial reporting rules and regulations, the ability to evaluate financial results, and
understanding of financial reporting processes. He has an extensive background in operating complex organizations. Mr. Zwecker's
experience and background position him well to serve as a member of our Board. These factors led the Board to conclude that he should
serve as a director.

 Board
Skills Matrix

 The
Company is focused on nominating a Board of Directors with a balance of functional expertise, leadership experience, high moral character,
critical thinking, and a diversity of backgrounds and tenure necessary to effectively oversee the Company's business. The Company's
Corporate Governance and Nominating Committee is responsible for developing the criteria and qualifications required for directors. The
following Board Skills Matrix below reflects how certain relevant and important skills, experience, characteristics and other criteria
are currently represented on our Board.

 KEY
 SKILLS/EXPERIENCE

 NUBMER
 OF DIRECTORS

 Corporate
 Governance:

 Supports
 management and board accountability, transparency and protection of shareholder interests

 Literacy:

 Knowledge
 of financial reporting, internal controls and procedures and complex financial transactions, as is involved with the Company business

 Government/DOE/DOD
 Policies:

 Significant
 work experience with government decision makers

 Business/Investment
 Structures:

 Work
 experience with infrastructure for financial interests and proven success

 Risk
 Management and Compliance:

 Understanding
 and experience with identification, assessment and oversight of risk management and programs, including cyber-security risks

 Nuclear
 Waste Management:

 Understanding
 the compliance and environmentally responsible nuclear services and radioactive waste management solutions

 Environmental
 Studies:

 Analytical
 tools and skills understanding the environment, while emphasizing the role of beliefs, values and ethics of the corporate body

 Human
 Capital Management:

 Experience
 and understanding talent management and development, executive compensation issues and succession planning efforts

 Regulatory/Legal
 Processes:

 Knowledge
 of the various regulatory processes governing Perma-Fix business sectors, such as financial, environmental, nuclear, and safety

 International
 Work:

 Experience
 in overseeing global operations and assessing opportunities and challenges

 Board
Diversity Matrix

 The
following table reflects the Company's Board diversity matrix as of the date of this Form 10-K. In addition to gender and demographic
diversity, two of our nine current directors are also military veterans.

 Total Number
 of Directors

 Female

 Male

 Non-Binary

 Did
 Not Disclose Gender

 Gender
 Identity:

 Directors

 -

 -

 of Directors Who Identify in Any of The Categories Below:

 African American or Black

 -

 -

 -

 -

 Alaskan Native or Native American

 -

 -

 -

 -

 Asian

 -

 -

 -

 -

 Hispanic or Latinx

 -

 -

 -

 -

 Native Hawaiian or Pacific Islander

 -

 -

 -

 -

 White

 -

 -

 Two or More Races or Ethnicities

 -

 -

 -

 LGBTQ

 -

 -

 -

 -

 Did not Disclose Demographic Background

 -

 -

 -

 -

 CORPORATE
GOVERNANCE AND NOMINATING COMMITTEE

 We
have a separately-designated standing Corporate Governance and Nominating Committee (the "Governance and Nominating Committee").
Members of the Governance and Nominating Committee during 2023 were Joe R. Reeder (Chairperson), Thomas P. Bostick, Kerry C. Duggan and
Zach P. Wamp. All members of the Nominating Committee are and were "independent" as that term is defined by current Nasdaq
listing standards.

 The
Governance and Nominating Committee has specific responsibilities which include:

 considering
 and making recommendations to the Board regarding the composition and chairmanship of the committees of our Board;

 developing
 and making recommendations to our Board regarding corporate governance guidelines which include policies and procedures that promote
 honest and ethical conduct and prohibit conflict of interest in business conduct;

 overseeing
 evaluations of the Board's performance, including committees of the Board; and

 overseeing
 Company practices and initiatives with respect to environmental, social and governance matters.

 The
Governance and Nominating Committee recommends to the Board of Directors candidates to fill vacancies on the Board and the nominees for
election as directors at each annual meeting of stockholders. In making such recommendations, the Governance and Nominating Committee
takes into account information provided to them from the candidates, as well as the Committee's own knowledge and information obtained
through inquiries to third parties to the extent the Committee deems appropriate. The Company's Bylaws sets forth certain minimum
director qualifications to qualify as a nominee for election as a director. To qualify for nomination or for election as a director,
an individual must:

 be
 an individual at least 21 years of age who is not under legal disability;

 have
 the ability to be present, in person, at all regular and special meetings of the Board of Directors;

 not
 serve on the boards of more than three other publicly-held companies;

 satisfy
 the director qualification requirements of all environmental and nuclear commissions, boards or similar regulatory or law enforcement
 authorities to which the Company is subject so as not to cause the Company to fail to satisfy any of the licensing requirements imposed
 by any such authority;

 not
 be affiliated with, employed by or be a representative of, or have or acquire a material personal involvement with, or material financial
 interest in, any "Business Competitor" (as defined in the Bylaws);

 not
 have been convicted of a felony or of any misdemeanor involving moral turpitude; and

 have
 been nominated for election to the Board of Directors in accordance with the terms of the Bylaws.

 In
addition to the minimum director qualifications as mentioned above, in order for any proposed nominee to be eligible to be a candidate
for election to the Board of Directors, such candidate must deliver to the Governance and Nominating Committee a completed questionnaire
with respect to the background, qualifications, stock ownership and independence of such proposed nominee. The Governance and Nominating
Committee reviews each candidate's qualifications to include considerations of:

 standards
 of integrity, personal ethics and values, commitment, and independence of thought and judgment;

 ability
 to represent the interests of the Company's stockholders;

 ability
 to dedicate sufficient time, energy and attention to fulfill the requirements of the position; and

 diversity
 of skills and experience with respect to accounting and finance, management and leadership, business acumen, vision and strategy,
 charitable causes, business operations, and industry knowledge.

 The
Governance and Nominating Committee does not assign specific weight to any particular criteria and no particular criterion is necessarily
applicable to all prospective nominees. The Governance and Nominating Committee does not have a formal policy for the consideration of
diversity in identifying nominees for directors. However, d iversity is one of the many factors
taken into account when considering potential candidates to serve on the Board of Directors. The Company recognizes that diversity in
professional and life experiences may include consideration of gender, race, cultural background or national origin, in identifying individuals
who possess the qualifications that the Governance and Nominating Committee believes are important to be represented on the Board. The
Company also views and values diversity from the perspective of professional and life experiences, as well as geographic location, representative
of the markets in which we do business. The Company believes that the inclusion of diversity as one of many factors considered in selecting
director nominees is consistent with the Company's goal of creating a board of directors that best serves our needs and those of
our shareholders.

 Stockholder
Nominees

 The
Governance and Nominating Committee will consider properly submitted stockholder nominations for candidates for membership on the Board
from stockholders who meet each of the requirements set forth in the Bylaws, including, but not limited to, the requirements that any
such stockholder own at least 1% of the Company's shares of the Common Stock entitled to vote at the meeting on such election,
has held such shares continuously for at least one full year, and continuously holds such shares through and including the time of the
annual or special meeting. Nominations of persons for election to the Board may be made at any Annual Meeting of Stockholders, or at
any Special Meeting of Stockholders called for the purpose of electing directors. Any stockholder nomination ("Proposed Nominee")
must comply with the requirements of the Company's Bylaws and the Proposed Nominee must meet the minimum qualification requirements
as discussed above. For a nomination to be made by a stockholder, such stockholder must provide advance written notice to the Governance
and Nominating Committee, delivered to the Company's principal executive office address (i) in the case of an Annual Meeting of
Stockholders, no later than the 90 th day nor earlier than the 120 th day prior to the anniversary date of the immediately
preceding Annual Meeting of Stockholders; and (ii) in the case of a Special Meeting of Stockholders called for the purpose of electing
directors, not later than the 10 th day following the day on which public disclosure of the date of the Special Meeting of
Stockholders is made.

 The
Governance and Nominating Committee will evaluate the qualification of the Proposed Nominee and the Proposed Nominee's disclosure
and compliance requirements in accordance with the Company's Bylaws. If the Board, upon the recommendation of the Governance and
Nominating Committee, determines that a nomination was not made in accordance with the Company's Bylaws, the Chairman of the Meeting
shall declare the nomination defective and it will be disregarded.

 BOARD
LEADERSHIP STRUCTURE

 We
currently separate the roles of Chairman of the Board and CEO. The Board believes that this leadership structure promotes balance between
the Board's independent authority to oversee our business, and the CEO and his management team, who manage the business on a day-to-day
basis.

 The
Company does not have a written policy with respect to the separation of the positions of Chairman of the Board and CEO. The Company
believes it is important to retain its flexibility to allocate the responsibilities of the offices of the Chairman and CEO in any way
that is in the best interests of the Company at a given point in time; therefore, the Company's leadership structure may change
in the future as circumstances may dictate.

 Mark
A. Zwecker, a current member of our Board, continues to serve as the Independent Lead Director, a position he has held since February
2010. The Lead Director's role includes:

 convening
 and chairing meetings of the non-employee directors as necessary from time to time and Board meetings in the absence of the Chairman
 of the Board;

 acting
 as liaison between directors, committee chairs and management;

 serving
 as an information source for directors and management; and

 carrying
 out responsibilities as the Board may delegate from time to time.

 AUDIT
COMMITTEE

 We
have a separately designated standing Audit Committee of our Board established in accordance with Section 3(a)(58)(A) of the Exchange
Act. Members of the Audit Committee are Mark A. Zwecker (Chairperson), Joseph T. Grumski and Larry M. Shelton.

 Our
Board has determined that each of our Audit Committee members is independent within the meaning of the rules of the Nasdaq and is an
"audit committee financial expert" as defined by Item 407(d)(5)(ii) of Regulation S-K of the Securities Exchange Act of 1934,
as amended (the "Exchange Act").

 The
Audit Committee has also discussed with Grant Thornton, LLP, the Company's independent registered accounting firm, the matters
required to be discussed by Public Company Accounting Oversight Board ("PCAOB") Auditing Standard No. 16 (Communications
with Audit Committee).

 BOARD
OF DIRECTOR INDEPENDENCE

 The
Board has determined that each director, other than Dr. Centofanti and Mark Duff, is "independent" within the meaning of
applicable Nasdaq rules. Each of Dr. Centofanti and Mark Duff is not deemed to be an "independent director" because of his
employment as an executive officer of the Company.

 COMPENSATION
AND STOCK OPTION COMMITTEE

 The
Compensation and Stock Option Committee (the "Compensation Committee") reviews and recommends to the Board the compensation
and benefits of all of the Company's officers and reviews general policy matters relating to compensation and benefits of the Company's
employees. The Compensation Committee also administers the Company's stock option plans. The Compensation Committee has the sole
authority to retain and terminate a compensation consultant, as well as to approve the consultant's fees and other terms of engagement.
It also has the authority to obtain advice and assistance from internal or external legal, accounting or other advisors. No compensation
consultant was employed during 2023. Members of the Compensation Committee during 2023 were Joseph T. Grumski (Chairperson), Zach P.
Wamp and Mark A. Zwecker. None of the members of the Compensation Committee has been or is an officer or employee of the Company or has
had or has any relationship with the Company requiring disclosure under applicable Commission regulations.

 STRATEGIC
ADVISORY COMMITTEE

 We
have a separately designated Strategic Advisory Committee (the "Strategic Committee"). The primary functions of the Strategic
Committee are to investigate and evaluate strategic alternatives available to the Company and to work with management on long-range strategic
planning and identification of potential new business opportunities. The members of the Strategic Advisory Committee are Dr. Louis Centofanti
(Chairperson), Kerry C. Duggan, Joe R. Reeder, and Zach P. Wamp, who replaced Mark A. Zwecker, effective October 19, 2023.

 The
Board has adopted a written charter for each of the Audit Committee, the Compensation Committee, the Governance and Nominating Committee,
and the Strategic Advisory Committee, each of which is available on our website at

 EXECUTIVE
OFFICERS OF THE REGISTRANT

 The
following table sets forth, as of the date hereof, information concerning our executive officers:

 NAME

 AGE

 POSITION

 Mr.

 President
 and CEO

 Mr.

 CFO,
 EVP, and Secretary

 Dr.
 Louis Centofanti

 EVP
 of Strategic Initiatives

 Mr.

 EVP
 of Waste Treatment Operations

 Mr.
 Andrew Lombardo (1)

 EVP
 of Nuclear and Technical Services

 (1)
 Mr.
 Andrew Lombardo retired from the position of EVP of Nuclear and Technical Services effective
 January 1, 2024, a position he had held since January 2020. Upon Mr. Lombardo's retirement
 from the position of EVP of Nuclear and Technical Services, he no longer is considered an
 executive officer of the Company. Mr. Lombardo remains employed by the Company at a reduced
 capacity, and assists with the transition of his former responsibilities as well as contributing
 to certain business development matters.

 Mr.

 See
"Director – Mark J. Duff" in this section for information on Mr. Duff.

 Mr.

 Mr.
Naccarato has served as the Company's CFO since February 2009. Mr. Naccarato joined the Company in September 2004, holding the
positions of Vice President of Finance for the Company's Industrial Segment until May 2006, when he was named Vice President, Corporate
Controller/Treasurer. Mr. Naccarato has over 35 years of experience in senior financial positions in the waste management and used oil
industries. Mr. Naccarato was the CFO of a privately-held company in the fuel distribution and used waste oil industry from 2002 to 2004
and prior to that served in numerous senior financial roles in the waste management industry in both the US and Canada. Mr. Naccarato
is a graduate of the University of Toronto with a Bachelor of Commerce and Finance Degree and is a Chartered Professional Accountant,
Certified Management Accountant (CPA, CMA).

 Since
March 2021, Mr. Naccarato has served as an independent director and as a member of the Audit Committee, the Compensation Committee, and
the Strategic Initiatives Committee of PyroGenesis Canada, Inc., a high-tech company involved in the design, development, manufacture
and commercialization of advanced plasma processes and products and whose stock is listed for trading on the Toronto Stock Exchange.

 Dr.
Louis Centofanti

 See
"Director – Dr. Louis F. Centofanti" in this section for information on Dr. Centofanti.

 Mr.

 Mr.
Grondin has held the position of EVP of Waste Treatment Operations since July 2020. Since joining the Company in 2002, Mr. Grondin has
held various positions within the Company's Treatment Segment, including Vice President of Technical Services, Vice President/General
Manager of the Perma-Fix Northwest Richland, Inc. Facility and Vice President of Western Operations. Mr. Grondin, a Project Management
Professional, has over 35 years of management and technical experience in the highly regulated and specialized radioactive/hazardous
waste management industry with the majority of his experience concentrated on managing start-up waste management processing and disposal
facilities for four different organizations in the commercial and government sectors. Prior to joining the Company, Mr. Grondin held
the position of Vice President of Mixed Waste Operations for Allied Technology Group in Richland, Washington; Vice President of Operations
for Waste Control Specialists in Andrews Texas; and Technical Manager/Director of Operations for Rollins Environmental Services Facility
in Deer Trail, Colorado. Mr. Grondin is recognized in the United States and Canada as an authority in hazardous and mixed waste treatment.
Mr. Grondin has a Diploma of Collegial Studies in Pure and Applied Sciences from CEGEP of Amiante (Thetford-Mines, Canada) and Analytical
Chemistry Techniques from CEGEP of Ahuntsic (Montreal, Canada), a Geography minor from Montreal University (Montreal, Canada) and a Certificate
of Business Management from the School of Higher Commercial Studies from Montreal University (Montreal, Canada).

Relationships

 There
are no family relationships between any of the directors or executive officers.

 Section
16(a) Beneficial Ownership Reporting Compliance

 Section
16(a) of the Exchange Act, and the regulations promulgated thereunder require our executive officers and directors and beneficial owners
of more than 10% of our Common Stock to file reports of ownership and changes of ownership of our Common Stock with the Commission, and
to furnish us with copies of all such reports. Based solely on a review of the copies of such reports furnished to us and written information
provided to us, we believe that during 2023 none of our executive officers, directors, or beneficial owners of more than 10% of our Common
Stock failed to timely file reports under Section 16(a).

 Schelhammer
Capital Bank AG, a banking institution regulated by the banking regulations of Austria, has represented to the Company that as of February
1, 2024, it holds of record as a nominee for, and as an agent of, certain accredited investors, 1,837,572 shares of our Common Stock.
Schelhammer Capital Bank AG has also represented to the Company that none of the investors, individually or as a group, as the term "group"
is defined under Rule 13d-5(b) of the Exchange Act, beneficially owns more than 4.9% of our Common Stock. Additionally, the investors
for whom Schelhammer Capital Bank AG acts as nominee with respect to such shares maintain full voting and dispositive power over the
Common Stock beneficially owned by such investors, and Schelhammer Capital Bank AG has neither voting nor investment power over such
shares. Accordingly, Schelhammer Capital Bank AG believes that (i) it is not the beneficial owner, as such term is defined in Rule 13d-3
of the Exchange Act, of the shares of Common Stock registered in Schelhammer Capital Bank AG's name because (a) Schelhammer Capital
Bank AG holds the Common Stock as a nominee only, (b) Schelhammer Capital Bank AG has neither voting nor investment power over such shares,
and (c) Schelhammer Capital Bank AG has not nominated or sought to nominate, and does not intend to nominate in the future, any person
to serve as a member of our Board; and (ii) it is not required to file reports under Section 16(a) of the Exchange Act or to file either
Schedule 13D or Schedule 13G in connection with the shares of our Common Stock registered in the name of Schelhammer Capital Bank AG.

 If
the representations of, or information provided by Schelhammer Capital Bank AG, are incorrect or Schelhammer Capital Bank AG was historically
acting on behalf of its investors as a group, rather than on behalf of each investor independent of other investors, then Schelhammer
Capital Bank AG and/or the investor group would have become a beneficial owner of more than 10% of our Common Stock on February 9, 1996,
as a result of the acquisition on such date of 1,100 shares of our Preferred Stock that were convertible into a maximum of 256,560 shares
of our Common Stock. If either Schelhammer Capital Bank AG or a group of Schelhammer Capital Bank AG's investors became a beneficial
owner of more than 10% of our Common Stock on February 9, 1996, or at any time thereafter, and thereby required to file reports under
Section 16(a) of the Exchange Act, then Schelhammer Capital Bank AG has failed to file a Form 3 or any Forms 4 or 5 since February 9,
1996. (See "Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters – Security
Ownership of Certain Beneficial Owners" for a discussion of Schelhammer Capital Bank AG's current record ownership of our
securities).

 Code
of Ethics

 Our
Code of Business Conduct and Ethics ("Code of Ethics"), which applies to our Board and all our employees, including our CEO
and our senior financial officers, complies with applicable SEC rules and Nasdaq listing standards. and is available on our website at
  The provisions of the Code of Ethics that apply to the CEO and our senior financial
officers, including our CFO and our chief accounting officer, complies with the requirements imposed by the Sarbanes-Oxley Act of 2002
and the rules issued thereunder for codes of ethics applicable to such officers. If any amendments are made to the Code of Ethics, or
any grants of waivers are made to any provision of the Code of Ethics, that are applicable to our CEO and our senior financial officers,
we will promptly disclose the amendment or waiver and nature of such amendment or waiver on our website at the same web address.

 ITEM
 11.

 EXECUTIVE
 COMPENSATION

 Summary

 The
following table summarizes the total compensation of the Company's named executive officers ("NEOs") for the fiscal
years ended December 31, 2023, 2022 and 2021.

 Name and Principal Position

 Year

 Salary

 Bonus

 Option Awards

 Non-Equity Incentive Plan Compensation

 All other Compensation

 Total Compensation

 ($)

 ($)

 ($) (3)

 ($) (4)

 ($) (5)

 ($)

 2023

 382,367

 —

 140,840

 187,435

 37,453

 748,095

 President and CEO

 2022

 —

 —

 —

 41,270

 416,140

 2021

 350,341

 —

 175,518

 —

 37,121

 562,980

 2023

 310,867

 —

 80,480

 51,744

 595,477

 EVP and CFO

 2022

 —

 —

 —

 51,484

 356,256

 2021

 284,830

 —

 87,759

 —

 45,440

 418,029

 2023

 259,060

 —

 60,360

 126,990

 39,015

 485,425

 EVP of Strategic Initiatives

 2022

 —

 —

 —

 38,776

 292,756

 2021

 237,361

 —

 70,207

 —

 35,836

 343,404

 Andy Lombardo (1)

 2023

 310,867

 50,000
 (2)

 60,360

 16,212

 589,825

 EVP of Nuclear & Technical Services

 2022

 —

 —

 —

 15,088

 319,860

 2021

 284,830

 —

 87,759

 —

 15,500

 388,089

 2023

 266,458

 —

 60,360

 40,890

 498,325

 EVP of Waste Treatment Operations

 2022

 261,233

 —

 —

 —

 38,240

 299,473

 2021

 244,140

 —

 87,759

 —

 33,943

 365,842

 (1)

 Mr.
 Andrew Lombardo retired from the position of EVP of Nuclear and Technical Services effective January 1, 2024. Upon Mr. Lombardo's
 retirement from the position of EVP of Nuclear and Technical Services, he no longer was an executive officer of the Company. Mr.
 Lombardo remains employed by the Company at a reduced capacity, and assists with the transition of his former responsibilities as
 well as contributing to certain business development matters. Amounts reflected in the table reflects compensation earned by Mr.
 Lombardo as EVP of Nuclear and Technical Services.

 (2)

 Reflects
 a discretionary bonus earned by Mr. Lombardo which was approved by the Company's Compensation Committee. Remaining $25,000
 of the $50,000 was paid in January 2024.

 (3)

 Reflects
 the aggregate grant date fair value of awards computed in accordance with ASC 718, "Compensation – Stock Compensation."
 Assumptions used in the calculation of this amount are included in "Part II – Item 8 – Financial Statements and
 Supplementary Data – Notes to Consolidated Financial Statements - Note 6 – Capital Stock, Stock Plans, Warrants and Stock
 Based Compensation."

 (4)

 Represents
 performance compensation earned under the Company's 2023 Management Incentive Plans ("MIPs"). The MIP for each
 individual in the table is described under the heading "2023 MIPs." Compensation earned under the 2023 MIPs is to be
 paid on or about 90 days after year-end, or sooner based on final Form 10-K filing.

 (5)

 The
 amount shown for 2023 includes a monthly automobile allowance, insurance premiums (health, disability and life) paid by the Company
 on behalf of the NEO, and 401(k) matching contributions.

 Name

 Insurance

 Premium

 Auto
 Allowance

 401(k)
 match

 Total

 $
 22,107

 $
 9,000

 $
 6,346

 $
 37,453

 $
 35,244

 $
 9,000

 $
 7,500

 $
 51,744

 $
 24,390

 $
 9,000

 $
 5,625

 $
 39,015

 Andy Lombardo

 $
 —

 $
 9,000

 $
 7,212

 $
 16,212

 $
 24,390

 $
 9,000

 $
 7,500

 $
 40,890

 Pay
Versus Performance Table

 As
required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 402(v) of Regulation S-K, we are
providing the following information about the relationship between executive compensation actually paid and certain financial performance
of the Company.

 Year

 Summary
 Compensation Table (SCT) Total for Principal Executive Officer (PEO) (1)

 Compensation Actually Paid

 to
 PEO (2)

 Average
 Summary Compensation Table Total for Non-

 PEO
 NEOs (3)

 Average
 Compensation Actually Paid

 to
 Non-PEO NEOs (4)

 Value
 of Initial Fixed $100 Investment Based On Total Shareholder

 Return
 (5)

 Net
 income

 (loss)
 (6)

 (a)

 (b)

 (c)

 (d)

 (e)

 (f)

 (g)

 2023

 $
 748,095

 $
 999,730

 $
 542,263

 $
 661,212

 $

 $
 485,000

 2022

 $
 416,140

 $
 276,985

 $
 317,086

 $
 250,745

 $

 $
 (3,816,000
)

 2021

 $
 562,980

 $
 526,242

 $
 378,841

 $
 364,503

 $

 $
 671,000

 (1)

 Reflect
 amount for Mark Duff, President and CEO for each corresponding year in the "Total Compensation" column of the Summary
 Compensation Table above.

 (2)

 The
 dollar amounts reported in column (c) represent the amount of "compensation actually paid" to Mr. Duff, as computed in
 accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid
 to Mr. Duff during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments
 were made to Mr. Duff 's total compensation for each year to determine the "compensation actually paid" under
 Item 402(v) of Regulation S-K:

 Reported Summary Compensation
 Table

 Reported Value of Equity

 Equity Award

 Compensation Actually

 Total for PEO

 Awards (a)

 Adjustments (b)

 Paid to PEO

 Year

 ($)

 ($)

 ($)

 ($)

 2023

 $
 748,095

 $
 (140,840
)

 $
 392,475

 $
 999,730

 2022

 $
 416,140

 $
 -

 $
 (139,155
)

 $
 276,985

 2021

 $
 562,980

 $
 (175,518
)

 $
 138,780

 $
 526,242

 (a)

 The
 grant date fair value of equity awards represents the total of the amounts reported in the "Option Awards" column in
 the Summary Compensation Table for the applicable year.

 (b)

 The
 equity award adjustments for each applicable year include the addition (or subtraction, as applicable) of the following: (i) the
 year-end fair value of any equity awards granted in the applicable year that are outstanding and unvested as of the end of the year;
 (ii) the amount of change as of the end of the applicable year (from the end of the prior fiscal year) in fair value of any awards
 granted in prior years that are outstanding and unvested as of the end of the applicable year; (iii) for awards that are granted
 and vest in same applicable year, the fair value as of the vesting date; (iv) for awards granted in prior years that vest in the
 applicable year, the amount equal to the change as of the vesting date (from the end of the prior fiscal year) in fair value; (v)
 for awards granted in prior years that are determined to fail to meet the applicable vesting conditions during the applicable year,
 a deduction for the amount equal to the fair value at the end of the prior fiscal year; and (vi) the dollar value of any dividends
 or other earnings paid on stock or option awards in the applicable year prior to the vesting date that are not otherwise reflected
 in the fair value of such award or included in any other component of total compensation for the applicable year. The valuation assumptions
 used to calculate fair values did not materially differ from those disclosed at the time of grant. The amounts deducted or added
 in calculating the equity award adjustments are as follows:

 Year End Fair Value of Outstanding
 and Unvested Equity Awards Granted in the Year

 Year over Year Change in Fair
 Value of Outstanding and Unvested Equity Award Granted in Prior Years

 Fair Value as of Vesting Date
 of Equity Awards Granted and Vested in the Year

 Year over Year Change in Fair
 Value of Equity Award Granted in Prior Years that Vested in the Year

 Fair Value at the End of the
 Prior Year of Equity Awards that Failed to Meet Vesting Conditions in the Year

 Value of Dividends or other Earnings
 Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation

 Total Equity Award Adjustments

 Year

 ($)

 ($)

 ($)

 ($)

 ($)

 ($)

 ($)

 2023

 $
 245,070

 $
 101,015

 $
 -

 $
 46,390

 $
 -

 $
 -

 $
 392,475

 2022

 $
 -

 $
 (99,870
)

 $
 -

 $
 (39,285
)

 $
 -

 $
 -

 $
 (139,155
)

 2021

 $
 147,050

 $
 (3,860
)

 $
 -

 $
 (4,410
)

 $
 -

 $
 -

 $
 138,780

 (3)

 Reflect
 the average of the amounts reported for the Company's NEO as a group (excluding Mr. Duff) in the "Total Compensation"
 column of the Summary Compensation Table in each applicable year. The names of each of the NEOs (excluding Mr. Duff) included for
 purposes of calculating the average amounts in each applicable year were Ben Naccarato, CFO; Dr. Louis Centofanti, EVP of Strategic
 Initiatives; Andy Lombardo, EVP of Nuclear and Technical Services; and Richard Grondin, EVP of Waste Treatment Operations.

 (4)

 The
 dollar amounts reported in column (e) represent the average amount of "compensation actually paid" to the NEOs as a group
 (excluding Mr. Duff), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual
 average amount of compensation earned by or paid to NEOs as a group (excluding Mr. Duff) during the applicable year. In accordance
 with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation for the
 NEOs as a group (excluding Mr. Duff) for each year to determine the compensation actually paid, using the same methodology described
 in Note (2):

 Average Reported Summary Compensation
 Table Total for Non-PEO NEOs

 Average Reported Value of Equity
 Awards

 Average Equity Award Adjustments
 (a)

 Average Compensation Actually
 Paid to Non-PEO NEOs

 Year

 ($)

 ($)

 ($)

 ($)

 2023

 $
 542,263

 $
 (65,390
)

 $
 184,339

 $
 661,212

 2022

 $
 317,086

 $
 -

 $
 (66,341
)

 $
 250,745

 2021

 $
 378,841

 $
 (83,371
)

 $
 69,033

 $
 364,503

 (a)
The amount deduced or added in calculating the total average equity adjustments are as follows:

 Average Year End Fair Value of
 Outstanding and Unvested Equity Awards Granted in the Year

 Average Year over Year Change
 in Fair Value of Outstanding and Unvested Equity Award Granted in Prior Years

 Average Fair Value as of Vesting
 Date of Equity Awards Granted and Vested in the Year

 Average Year over Year Change
 in Fair Value of Equity Award Granted in Prior Years that Vested in the Year

 Average End of the Prior Year
 of Equity Awards that Failed to Meet Vesting Conditions in the Year

 Average Value of Dividends or
 other Earnings Paid on Stock or Option Awards not Otherwise Reflected in Fair Value or Total Compensation

 Average Total Equity Award Adjustments

 Year

 ($)

 ($)

 ($)

 ($)

 ($)

 ($)

 ($)

 2023

 $
 113,783

 $
 48,478

 $
 -

 $
 22,078

 $
 -

 $
 -

 $
 184,339

 2022

 $
 -

 $
 (48,134
)

 $
 -

 $
 (18,207
)

 $
 -

 $
 -

 $
 (66,341
)

 2021

 $
 69,849

 $
 (1,127
)

 $
 -

 $

 $
 -

 $
 -

 $
 69,033

 (5)

 Cumulative
 TSR is calculated by dividing the sum of the cumulative amount of dividends (which is none for the Company) for the measurement period,
 assuming dividend reinvestment, and the difference between our share price at the end and the beginning of the measurement period
 by our share price at the beginning of the measurement period.

 (6)

 The
 dollar amounts reported represent the amount of net income (loss) reflected in our consolidated audited financial statements for
 the applicable year.

 All
information provided in the "Pay Versus Performance" table above and the related disclosures will not be deemed to be incorporated
by reference in any of our filings under the Securities Act of 1933, as amended, whether made before or after the date hereof and irrespective
of any general incorporation language in any such filing.

 Outstanding
Equity Awards at Fiscal Year-End

 The
following table sets forth unexercised options held by the NEOs as of the fiscal year-end.

 Outstanding
Equity Awards at December 31, 2023

 Awards

 Name

 of Securities Underlying Unexercised Options (#) Exercisable

 of Securities Underlying Unexercised Options (#) (1) Unexercisable

 Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)

 Exercise

Price ($)

Expiration
 Date

 20,000
 (2)

 5,000
 (2)

 3.150

 20,000
 (3)

 (3)

 7.005

 —
 (4)

 70,000
 (4)

 3.950

 12,000
 (2)

 3,000
 (2)

 3.150

 10,000
 (3)

 15,000
 (3)

 7.005

 —
 (4)

 40,000
 (4)

 3.950

 12,000
 (2)

 3,000
 (2)

 3.150

 8,000
 (3)

 12,000
 (3)

 7.005

 —
 (4)

 (4)

 3.950

 Andy Lombardo

 6,000
 (2)

 2,000
 (2)

 3.150

 10,000
 (3)

 15,000
 (3)

 7.005

 —
 (4)

 (4)

 3.950

 —
 (2)

 2,000
 (2)

 3.150

 10,000
 (3)

 15,000
 (3)

 7.005

 —
 (4)

 (4)

 3.950

 (1)

 to each of the employment agreements between the Company and, respectively, Mark Duff, Ben Naccarato, Dr. Louis Centofanti, Andy
 Lombardo, and Richard Grondin, each dated April 20, 2023, in the event of a change in control, death of the executive officer, the
 executive officer terminates his employment for "good reason" or the executive officer is terminated by the Company without
 cause, each outstanding option and award shall immediately become exercisable in full (see "Employment Agreements" below
 for further discussion of the events pursuant to which accelerated exercise of the respective NEO's outstanding options can
 arise).

 (2)

 stock option granted on January 17, 2019 under the Company's 2017 Stock Option Plan. The option has a contractual term of six
 years with one-fifth yearly vesting over a five-year period.

 (3)

 stock option granted on October 14, 2021 under the Company's 2017 Stock Option Plan. The option has a contractual term of six
 years with one-fifth yearly vesting over a five-year period.

 (4)

 stock option granted on January 19, 2023 under the Company's 2017 Stock Option Plan. The option has a contractual term of six
 years with one-fifth yearly vesting over a five-year period.

Exercises

 The
table below reflects options exercised by our NEO in 2023:

 Name

 of Shares Acquired on Exercise (#)

 Value
 Realized on Exercise ($)

 66,968
 (1)

 $
 740,000
 (1)

 33,484
 (2)

 $
 370,000
 (2)

 Louis Centofanti

 33,484
 (3)

 $
 370,000
 (3)

 Andy Lombardo

 8,398
 (4)

 $
 100,740
 (4)

 12,882
 (5)

 $
 130,300
 (5)

 5,509
 (6)

 $
 55,720
 (6)

 (1)
 On
 May 22, 2023, Mr. Duff exercised 100% of his ISO granted to him on July 27, 2017 under the
 Company's 2017 Stock Option Plan for the purchase of up to 100,000 shares (Option Shares)
 of the Company's Common Stock at $3.65 per share. As permitted by the 2017 Stock Option
 Plan, Mr. Duff elected to pay the exercise price of the Option Shares by having the Company
 withhold from the Option Shares a number of shares having a fair market value equal to the
 aggregate exercise price of $365,000. Since the fair market value of the Company's
 Common Stock on May 22, 2023, (as determined in accordance with the 2017 Stock Option Plan)
 was $11.05 per share, the Company withheld 33,032 shares of Common Stock ($365,000 divided
 by $11.05) to pay the aggregate exercise price for the Option Shares and issued 66,968 shares
 to Mr. Duff. Realized value on this exercise was determined based on the difference between
 the (a) exercise price ($3.65) per share of the Option Shares multiplied by the 100,000 Option
 Shares exercised, and (b) the market value ($11.05) on the date of exercise of the Option
 Shares times the 100,000 Option Shares exercised.

 (2)
 On
 May 22, 2023, Mr. Naccarato exercised 100% of his ISO granted to him on July 27, 2017 under
 the Company's 2017 Stock Plan for the purchase of up to 50,000 shares (Option Shares)
 of the Company's Common Stock at $3.65 per share. As permitted by the 2017 Stock Option
 Plan, Mr. Naccarato elected to pay the exercise price of the Option Shares by having the
 Company withhold from the Option Shares a number of shares having a fair market value equal
 to the aggregate exercise price of $182,500. Since the fair market value of the Company's
 Common Stock on May 22, 2023, (as determined in accordance with the 2017 Stock Option Plan)
 was $11.05 per share, the Company withheld 16,516 shares of Common Stock ($182,500 divided
 by $11.05) to pay the aggregate exercise price for the Option Shares and issued 33,484 shares
 to Mr. Naccarato. Realized value on this exercise was determined based on the difference
 between the (a) exercise price ($3.65) per share of the Option Shares multiplied by the 50,000
 Option Shares exercised, and (b) the market value ($11.05) on the date of exercise of the
 Option Shares times the 50,000 Option Shares exercised.

 (3)
 On
 May 22, 2023, Dr. Louis Centofanti exercised 100% of his ISO granted to him on July 27, 2017
 under the Company's 2017 Stock Plan for the purchase of up to 50,000 shares (Option
 Shares) of the Company's Common Stock at $3.65 per share. As permitted by the 2017
 Stock Option Plan, Dr. Centofanti elected to pay the exercise price of the Option Shares
 by having the Company withhold from the Option Shares a number of shares having a fair market
 value equal to the aggregate exercise price of $182,500. Since the fair market value of the
 Company's Common Stock on May 22, 2023, (as determined in accordance with the 2017
 Stock Option Plan) was $11.05 per share, the Company withheld 16,516 shares of Common Stock
 ($182,500 divided by $11.05) to pay the aggregate exercise price for the Option Shares and
 issued 33,484 shares to Dr. Centofanti. Realized value on this exercise was determined based
 on the difference between the (a) exercise price ($3.65) per share of the Option Shares multiplied
 by the 50,000 Option Shares exercised, and (b) the market value ($11.05) on the date of exercise
 of the Option Shares times the 50,000 Option Shares exercised.

 (4)
 On
 March 28, 2023, Mr. Lombardo exercised 100% of his remaining ISO granted to him on October
 19, 2017 under the Company's 2017 Stock plan for the purchase of up to 12,000 shares
 (Option shares) of the Company's Common Stock at $3.60 per share. As permitted by the
 2017 Stock Option Plan, Mr. Lombardo elected to pay the exercise price of the Option Shares
 by having the Company withhold from the Option Shares a number of shares having a fair market
 value equal to the aggregate exercise price of $43,200. Since the fair market value of the
 Company's Common Stock on March 28, 2023, (as determined in accordance with the 2017
 Stock Option Plan) was $11.995 per share, the Company withheld 3,602 shares of Common Stock
 ($43,200 divided by $11.995) to pay the aggregate exercise price for the Option Shares and
 issued 8,398 shares to Mr. Lombardo. Realized value on this exercise was determined based
 on the difference between the (a) exercise price ($3.60) per share of the Option Shares multiplied
 by the 12,000 Option Shares exercised, and (b) the market value ($11.995) on the date of
 exercise of the Option Shares times the 12,000 Option Shares exercised.

 (5)
 On
 October 2, 2023, Mr. Grondin exercised 100% of an ISO granted to him on October 19, 2017
 under the Company's 2017 Stock Option Plan for the purchase of up to 20,000 shares
 (Option Shares) of the Company's Common Stock at $3.60 per share. As permitted by the
 2017 Stock Option Plan, Mr. Grondin elected to pay the exercise price of the Option Shares
 by having the Company withhold from the Option Shares a number of shares having a fair market
 value equal to the aggregate exercise price of $72,000. Since the fair market value of the
 Company's Common Stock on October 2, 2023, (as determined in accordance with the 2017
 Stock Option Plan) was $10.115 per share, the Company withheld 7,118 shares of Common Stock
 ($72,000 divided by $10.115) to pay the aggregate exercise price of the option and issued
 12,882 shares to Mr. Grondin. Realized value on this exercise was determined based on the
 difference between the (a) exercise price ($3.60) per share of the Option Shares multiplied
 by the 20,000 Option Shares exercised, and (b) the market value ($10.115) on the date of
 exercise of the Option Shares times the 20,000 Option Shares exercised.

 (6)
 On
 October 2, 2023, Mr. Grondin exercised the vested portion of an ISO granted to him on January
 17, 2019 under the Company's 2017 Stock Option Plan for the purchase of 8,000 shares
 (Option Shares) of the Company's Common Stock at $3.15 per share. As permitted by the
 2017 Stock Option Plan, Mr. Grondin elected to pay the exercise price of the Option Shares
 by having the Company withhold from the Option Shares a number of shares having a fair market
 value equal to the aggregate exercise price of $25,200. Since the fair market value of the
 Company's Common Stock on October 2, 2023, (as determined in accordance with the 2017
 Stock Option Plan) was $10.115 per share, the Company withheld 2,491 shares of Common Stock
 ($25,200 divided by $10.115) to pay the aggregate exercise price of the option and issued
 5,509 shares to Mr. Grondin. Realized value on this exercise was determined based on the
 difference between the (a) exercise price ($3.15) per share of the Option Shares multiplied
 by the 8,000 Option Shares exercised, and (b) the market value ($10.115) on the date of exercise
 of the Option Shares times the 8,000 Option Shares exercised.

Agreements

 On
April 20, 2023, upon recommendation by the Compensation Committee and approval by the Board, the Company entered into employment agreements
with each of Mark Duff, President and CEO, Ben Naccarato, EVP and CFO, Dr. Louis Centofanti, EVP of Strategic Initiatives, Andrew Lombardo,
EVP of Nuclear and Technical Services, and Richard Grondin, EVP of Waste Treatment Operations (collectively the "New Employment
Agreements" and each, individually, a "New Employment Agreement")." The Company had previously entered into employment
agreements with each of Mark Duff, Ben Naccarato, Dr. Louis Centofanti, Andrew Lombardo and Richard Grondin on July 22, 2020, all five
of which agreements were due to expire on July 22, 2023, but which were terminated effective April 20, 2023 upon the execution of the
New Employment Agreements.

 Each
of the New Employment Agreements, which are substantially identical except for compensation, are effective April 20, 2023. Under the
New Employment Agreements, each of these executive officers is provided an annual salary, which annual salary may be increased from time
to time, but not reduced, as determined by the Compensation Committee. In addition, each of these executive officers is entitled to participate
in the Company's broad-based benefits plans and to certain performance compensation payable under separate MIPs as approved by
the Company's Compensation Committee and the Company's Board. The Company's Compensation Committee and the Board approved
individual 2023 MIPs on January 19, 2023 (which were effective January 1, 2023 and applicable for the 2023 fiscal year) for each of the
executive officers (see discussion of each of the 2023 MIPs below under "2023 MIPs").

 Each
of the New Employment Agreements is effective for three years from April 20, 2023 (the "Initial Term") unless earlier terminated
by the Company or by the executive officer. At the end of the Initial Term of each New Employment Agreement, each New Employment Agreement
will automatically be extended for one additional year, unless at least six months prior to the expiration of the Initial Term, the Company
or the executive officer provides written notice not to extend the terms of the New Employment Agreement. Mr. Andrew Lombardo retired
from the position of EVP of Nuclear and Technical Services effective January 1, 2024. Upon Mr. Lombardo's retirement from the position
of EVP of Nuclear and Technical Services, he no longer was an executive officer of the Company. Upon his retirement as EVP of Nuclear
and Technical Services, his employment agreement dated April 20, 2023, was terminated effective January 1, 2024. Mr. Lombardo remains
employed by the Company at a reduced capacity, and assists with the transition of his former responsibilities as well as contributing
to certain business development matters.

to the New Employment Agreements, if the executive officer's employment is terminated due to death, disability or for cause (as
defined in the agreements), the Company will pay to the executive officer or to his estate an amount equal to the sum of any unpaid base
salary and accrued unused vacation time through the date of termination and any benefits due to the executive officer under any employee
benefit plan (the "Accrued Amounts") plus any performance compensation payable pursuant to the executive officer's
MIP with respect to the fiscal year immediately preceding the date of termination. In the event that an executive officer's employment
is terminated due to death, the Company will also pay a lump-sum payment (the "Cash Medical Continuation Benefit") equal
to eighteen times the monthly premium that would be required to be paid, pursuant to the Consolidated Omnibus Budget Reconciliation Act
of 1985, as amended ("COBRA"), to continue group health coverage for the executive officer's eligible covered dependents
in effect on the date of the executive officer's termination of employment, based on the premium for the first month of COBRA coverage.
Such cash payment will be taxable and will be made regardless of whether the executive officer's eligible covered dependents elect
COBRA continuation coverage.

 If
the executive officer terminates his employment for "good reason" (as defined in the agreements) or is terminated by the
Company without cause (including any such termination for "good reason" or without cause within 24 months after a Change
in Control (as defined in the agreements), the Company will pay the executive officer Accrued Amounts, (a) two years of full base salary,
plus (b) (i) two times the performance compensation (under the executive officer's MIP) earned with respect to the fiscal year
immediately preceding the date of termination provided the performance compensation earned with respect to the fiscal year immediately
preceding the date of termination has not yet been paid, or (ii) if performance compensation earned with respect to the fiscal year immediately
preceding the date of termination has already been paid to the executive officer, the executive officer will be paid an additional year
of the performance compensation earned with respect to the fiscal year immediately preceding the date of termination, and (c) the Cash
Medical Continuation Benefit. If the executive officer terminates his employment for a reason other than for good reason, the Company
will pay to the executive officer an amount equal to the Accrued Amounts plus any performance compensation payable pursuant to the MIP
applicable to such executive officer.

 Additionally,
in the event of a Change in Control (as defined in the agreements), all outstanding stock options to purchase the common stock held by
the executive officer will immediately become exercisable in full commencing on the date of termination through the original term of
the options. In the event of the death of an executive officer, all outstanding stock options to purchase common stock held by the executive
officer will immediately become exercisable in full commencing on the date of death, with such options exercisable for the lesser of
the original option term or twelve months from the date of the executive officer's death. In the event an executive officer terminates
his employment for "good reason" (as defined in the agreements) or is terminated by the Company without cause, all outstanding
stock options to purchase common stock held by the officer will immediately become exercisable in full commencing on the date of termination,
with such options exercisable for the lesser of the original option term or within 60 days from the date of the executive officer's
date of termination. Severance benefits payable with respect to a termination (other than Accrued Amounts) shall not be payable until
the termination constitutes a "separation from service" (as defined under Treasury Regulation Section 1.409A-1(h)).

 Potential
Payments Upon Termination or Change in Control

 The
following table sets forth the potential (estimated) payments and benefits to which each executive officer would be entitled upon termination
of employment by the executive officer for "good reason" or by the Company "without cause," or following a Change
in Control of the Company, as specified under each of their respective Employment Agreements with the Company, assuming each circumstance
described below occurred on December 31, 2023, the last day of our most recent fiscal year. Such potential payments include any Accrued
Amounts (accrued base salary earned for 2023 but paid in 2024, as well as accrued unused vacation/sick time and other vested benefits
under the Company plans in which the executive officer participates). The executive officer is not entitled to payment of any benefits
upon termination for cause or resignation without good reason other than for Accrued Amounts.

 By Executive for

Good Reason or
 by

 Name and Principal Position

 Company Without

 Change in Control

 Potential Payment/Benefit

 Cause

 of the Company

 President and CEO

 $
 791,176
 (1)

 $
 791,176
 (1)

 $
 (2)

 $
 (2)

 $
 435,650
 (3)

 $
 435,650
 (3)

 Cash Medical Benefit Cotinuation

 $
 32,814
 (4)

 $
 32,814
 (4)

 EVP and CFO

 $
 682,857
 (1)

 $
 682,857
 (1)

 $
 (2)

 $
 (2)

 $
 249,225
 (3)

 $
 249,225
 (3)

 Cash Medical Benefit Cotinuation

 $
 54,144
 (4)

 $
 54,144
 (4)

 EVP of Strategic Initiatives

 $
 674,187
 (1)

 $
 674,187
 (1)

 $
 (2)

 $
 (2)

 $
 205,700
 (3)

 $
 205,700
 (3)

 Cash Medical Benefit Cotinuation

 $
 37,415
 (4)

 $
 37,415
 (4)

 Andy Lombardo

 EVP of Nuclear and Technical Services

 $
 652,427
 (1)

 $
 652,427
 (1)

 $
 (2)

 $
 (2)

 $
 176,985
 (3)

 $
 176,985
 (3)

 Cash Medical
 Benefit Cotinuation

 $
 —
 (4)

 $
 —
 (4)

 EVP of Waste Treatment Operations

 $
 626,791
 (1)

 $
 626,791
 (1)

 $
 261,234
 (2)

 $
 261,234
 (2)

 $
 148,665
 (3)

 $
 148,665
 (3)

 Cash Medical Benefit Cotinuation

 $
 37,415
 (4)

 $
 37,415
 (4)

 (1)

 Represents
 two times the base salary of the executive officer at December 31, 2023, plus "Accrued Amounts."

 (2)

 Represents
 two times the performance compensation earned for fiscal year 2023 (see "2023 MIPs" below).

 (3)

 Benefit
 is calculated based on the difference between the exercise price of each option and the market value of the Company's Common
 Stock per share (as reported on the Nasdaq) at December 31, 2023 times the number of options outstanding at December 31, 2023. Benefit
 excludes options which were out-of-the-money at December 31, 2023.

 (4)

 Represents
 a lump-sum payment equal to eighteen times the monthly premium that would be required to be paid to continue group health coverage
 for the executive officer's eligible covered dependents in effect on the date of the executive officer's termination
 of employment as defined in the employment agreement,

 2023
Executive Compensation Components

 For
the fiscal year ended December 31, 2023, the principal components of compensation for executive officers were:

 base
 salary;

 performance-based
 incentive compensation;

 long
 term incentive compensation;

 retirement
 and other benefits; and

 perquisites.

 Based
on the amounts set forth in the Summary Compensation table, during 2023, salary accounted for approximately 52.4% of the total compensation
of our NEOs, while equity option awards, MIP compensation, bonus and other compensation accounted for approximately 47.6% of the total
compensation of the NEOs.

 Base
Salary

 The
NEOs, other officers, and other employees of the Company receive a base annual salary. Base salary ranges for executive officers are
determined for each executive based on his or her position and responsibility by using market data and comparisons to similar companies
within the business segments in which the Company operates.

its review of base salaries for executives, the Compensation Committee primarily considers:

 market
 data and comparisons to similar companies within the business segments in which the Company operates;

 internal
 review of the executive's compensation, both individually and relative to other officers; and

 individual
 performance of the executive.

 Salary
levels are typically considered annually as part of the performance review process as well as upon a promotion or other change in job
responsibility. Merit-based salary increases for executives are based on the Compensation Committee's assessment of the individual's
performance. The base salary and potential annual base salary adjustments for the NEOs are set forth in their respective employment agreements.
On October 19, 2023, the Compensation Committee and the Board approved a base salary increase adjustment, effective January 1, 2024,
of seven percent for the CEO and five percent for each of the CFO, EVP of Strategic Initiatives, and the EVP of Waste Treatment Operations.
The following reflects the base salary for each of the NEOs on January 1, 2024, after the base salary increase: $417,155 for the CEO;
$332,811 for the CFO; $277,346 for the EVP of Strategic Initiatives; and $285,267 for the EVP of Waste Treatment Operations.

 Performance-Based
Incentive Compensation

 The
Compensation Committee has the latitude to design cash and equity-based incentive compensation programs to promote high performance and
achievement of our corporate objectives by directors and the NEOs, encourage the growth of stockholder value and enable employees to
participate in our long-term growth and profitability. The Compensation Committee may grant stock options and/or performance bonuses.
In granting these awards, the Compensation Committee may establish any conditions or restrictions it deems appropriate. In addition,
the CEO has discretionary authority to grant stock options to certain high-performing executives or officers, subject to the approval
of the Compensation Committee. The exercise price for each stock option granted is at or above the market price of our Common Stock on
the date of grant. Stock options may be awarded to newly hired or promoted executives at the discretion of the Compensation Committee.
Grants of stock options to eligible newly hired executive officers are generally made at the next regularly scheduled Compensation Committee
meeting following the hire date.

 2023
MIPs

 On
January 19, 2023, the Compensation Committee and the Board approved individual MIPs for the calendar year 2023 for each of the NEOs.
Each of the MIPs was effective January 1, 2023.

 The
performance compensation payable under each MIP was based upon meeting certain of the Company's separate target objectives during
2023 as described in each of the MIPs below, provided, however, no performance compensation was to be paid for attaining any of the Company's
separate target objectives unless a minimum of 75% of the EBITDA target objective was achieved. The Compensation Committee believes performance
compensation payable under each of the MIPs should be based on achievement of at least 75% of EBITDA (earnings before interest, taxes,
depreciation and amortization), a non-U.S. GAAP (accounting principles generally accepted in the United States of America) financial
measurement, as the Company believes that this target provides a better indicator of operating performance as it excludes certain non-cash
items. EBITDA has certain limitations as it does not reflect all items of income or cash flows that affect the Company's financial
performance under U.S. GAAP.

 In
formulating certain targets set forth in the MIPs, the Compensation Committee and the Board considered the Board-approved budget for
2023, economic conditions (continued potential impact of COVID-19), forecasts for 2023 government spending, as well as the Compensation
Committee's expectation for performance that in its estimation would warrant payment of incentive cash compensation.

compensation amounts earned under the 2023 MIPs are to be paid on or about 90 days after year-end, or sooner, based on finalization of
our audited financial statements for 2023. For 2023, a total of approximately $750,000 was earned by the NEOs under the MIPs. See "Compensation
Earned Under 2023 MIPs" below for amount earned by each NEO under his respective MIP.

 The
Compensation Committee retained the right to modify, change or terminate each MIP and may adjust the various target amounts described
below, at any time and for any reason.

 The
total to be paid to the NEOs under the 2023 MIPs may not exceed 50% of the Company's pre-tax net income prior to the calculation
of performance compensation.

 The
following schedules reflect performance compensation that was payable under each of the 2023 MIPs, along with a description of the target
objectives.

 CEO
MIP:

 $

 $
 187,435

 $
 562,305

 2023 Management

 CEO MIP MATRIX

 >150%

 $
 9,372

 $
 18,744

 $
 32,132

 $
 45,520

 $
 72,297

 56,229

 112,461

 192,790

 273,120

 433,778

 14,058

 Violations (4) (6)

 14,058

 $
 93,717

 $
 187,435

 $
 281,152

 $

 $
 562,305

 CFO
MIP:

 $

 $

 $
 457,158

 Perma-Fix Environmental Services,
 Inc.

 2023 Management Incentive Plan

 CFO MIP MATRIX

 >150%

 $
 7,619

 $
 15,239

 $
 25,035

 $
 33,743

 $
 40,273

 57,146

 114,289

 150,209

 202,455

 241,641

 5,714

 Violations (4) (6)

 5,714

 $
 76,193

 $

 $
 198,102

 $
 259,056

 $

 EVP
of Strategic Initiatives MIP:

 $

 $
 126,990

 $
 380,970

 2023 Management

 EVP OF STRATEGIC
 INITIATIVES MIP MATRIX

 >150%

 $
 6,350

 $
 12,699

 $
 20,863

 $
 28,119

 $
 33,562

 47,621

 95,243

 125,176

 168,716

 201,370

 4,762

 9,524

 9,524

 9,524

 9,524

 Violations (4) (6)

 4,762

 9,524

 9,524

 9,524

 9,524

 $
 63,495

 $
 126,990

 $
 165,087

 $
 215,883

 $

 EVP
of Waste Treatment Operations MIP:

 $
 261,233

 $

 $
 391,850

 2023 Management

 EVP OF WASTE
 TREATMENT OPERATIONS MIP MATRIX

 >150%

 $
 6,531

 $
 13,062

 $
 18,660

 $
 26,123

 $
 31,721

 39,185

 78,371

 111,958

 156,741

 190,328

 9,796

 Violations (4) (6)

 9,796

 $
 65,308

 $

 $
 169,802

 $
 222,048

 $
 261,233

 EVP
of Nuclear and Technical Services MIP:

 $

 $

 $
 457,158

 Perma-Fix Environmental Services,
 Inc.

 2023 Management Incentive Plan

 EVP OF NUCLEAR
 & TECHNICAL SERVICES MIP MATRIX

 >150%

 $
 7,619

 $
 15,239

 $
 21,769

 $
 30,477

 $
 37,008

 45,716

 91,431

 182,863

 222,048

 Cost Performance Incentive
 (5) (6)

 $
 76,193

 $

 $
 198,102

 $
 259,056

 $

 (1)

 was defined as the total consolidated third-party top line revenue as publicly reported in the Company's 2023 financial statements.
 The percentage achieved was determined by comparing the actual consolidated revenue for 2023 to the Board-approved revenue target
 for 2023.

 (2)

 was defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations. The percentage
 achieved was determined by comparing the actual EBITDA to the Board-approved EBITDA target for 2023.

 (3)

 The
 Health and Safety Incentive target was based upon the actual number of Worker's Compensation Lost Time Accidents ("WCLTA"),
 as provided by the Company's Worker's Compensation carrier. For the EVP of Nuclear and Technical Services and the EVP
 of Waste Treatment Operations, the incentive target was based on actual number of WCLTA in the Services and Treatment Segments only,
 respectively. The Corporate Controller submitted a report on a quarterly basis documenting and confirming the number of Worker's
 Compensation Lost Time Accidents, supported by the Worker's Compensation Loss Report provided by the company's carrier
 or broker. Such claims were identified on the loss report as "indemnity claims." The following number of Worker's
 Compensation Lost Time Accidents and corresponding performance target thresholds was established for the annual Incentive Compensation
 Plan calculation for 2023.

 Work
 Comp.

 Claim

 >150%

 (4)
 Permits
 or License Violations incentive was earned/determined according to the scale set forth below:
 An "official notice of non-compliance" was defined as an official communication
 during 2023 from a local, state, or federal regulatory authority alleging one or more violations
 of an otherwise applicable Environmental, Health or Safety requirement or permit provision,
 which resulted in a facility's implementation of corrective action(s) which included
 a material financial obligation, as determined by the Company's Board of Directors
 in their sole discretion, to the Company.

 Permit
 and

 License

 >150%

 (5)
 CPI
 incentive was earned/determined by maintaining project performance metrics for all Firm Fixed
 Price task orders and projects to include monitoring CPI based on recognized earned value
 calculations. As defined through monthly project reviews, all CPI metrics should exceed 1.0
 for Nuclear Services Projects. A cumulative CPI (CCPI) was calculated from all fixed cost
 contracts. The following CCPI and corresponding performance target thresholds were established
 for annual incentive compensation plan calculation for 2023.

 CPI

 (if
 CCPI is)

 0.75-0.89

 0.90-1.10

 1.11-1.29

 1.30-1.50

 >1.50

 >150%

 (6)
 No
 performance incentive compensation was payable for the target objective unless a minimum
 of 75% of the EBITDA target objective was achieved.

Earned Under 2023 MIPs

 The
following tables set forth the MIP compensation earned by the CEO, CFO, EVP of Strategic Initiatives, EVP of Nuclear and Technical Services
and the EVP of Waste Treatment Operations for fiscal year 2023:

 CEO

 $
 18,744

 112,461

 >150%

 $
 187,435

 CFO

 $
 15,239

 114,289

 >150%

 $

 EVP of Strategic Initiatives

 $
 12,699

 95,243

 9,524

 >150%

 9,524

 $
 126,990

 EVP of Nuclear and Technical Services

 $
 15,239

 91,431

 >150%

 CPI

 >150%

 $

 EVP of Waste Treatment Operations

 $
 13,062

 78,371

 >150%

 $

 2024
MIPs

 On
January 18, 2024, the Compensation Committee and the Board (with Mr. Mark Duff and Dr. Louis Centofanti abstaining) approved individual
MIPs for the calendar year 2024 for each of the NEOs. Each of the MIPs is effective January 1, 2024.

 The
performance compensation payable under each MIP is based upon meeting certain of the Company's separate target objectives during
2024 as described in each of the MIPs below, provided, however, no performance compensation will be paid for attaining any of the Company's
separate target objectives unless a minimum of 75% of the EBITDA target objective is achieved. In formulating such targets, the Compensation
Committee and the Board considered 2023 results, the Board-approved budget for 2024, economic conditions, forecasts for 2024 government
spending, as well as the Compensation Committee's expectation for performance that in its estimation would warrant payment of incentive
cash compensation

compensation amounts under the 2024 MIPs are to be paid on or about 90 days after year-end, or sooner, based on finalization of our audited
financial statements for 2024.

 The
Compensation Committee retains the right to modify, change or terminate each MIP and may adjust the various target amounts described
below, at any time and for any reason.

 The
total to be paid to the NEOs under the MIPs shall not exceed 50% of the Company's pre-tax net income prior to the calculation of
performance compensation.

 The
following schedules reflect performance compensation payable under each of the MIPs, along with a description of the target objectives.

 CEO
MIP:

 $
 417,155

 $
 208,578

 $
 625,733

 2024 Management

 CEO MIP MATRIX

 >150%

 $
 10,429

 $
 20,858

 $
 35,756

 $
 50,655

 $
 80,451

 62,572

 125,146

 214,537

 303,927

 482,708

 Health & Safety (4) (6)

 15,643

 Violations (5) (6)

 15,643

 $
 104,287

 $
 208,578

 $
 312,867

 $
 417,156

 $
 625,733

 CFO
MIP:

 $
 332,811

 $
 166,406

 $
 499,217

 2024 Management

 CFO MIP MATRIX

 >150%

 $
 8,320

 $
 16,641

 $
 27,338

 $
 36,847

 $
 43,979

 62,401

 124,805

 164,029

 221,082

 263,872

 70,721

 141,446

 191,367

 257,929

 307,851

 100%

 100%

 100%

 100%

 100%

 Regulatory Filing (3) (6)

 $
 95,681

 $
 166,406

 $
 216,327

 $
 282,889

 $
 332,811

 EVP
of Strategic Initiatives MIP:

 $
 277,346

 $
 138,673

 $
 416,019

 Perma-Fix Environmental Services,
 Inc.

 2024 Management

 EVP OF STRATEGIC
 INITIATIVES MIP MATRIX

 >150%

 $
 6,935

 $
 13,867

 $
 22,782

 $
 30,706

 $
 36,649

 52,002

 104,006

 136,692

 184,237

 219,897

 Health & Safety (4) (6)

 5,200

 Violations (5) (6)

 5,200

 $
 69,337

 $
 138,673

 $
 180,274

 $
 235,743

 $
 277,346

 EVP
of Waste Treatment Operations MIP:

 $
 285,267

 $
 142,634

 $
 427,901

 2024 Management

 EVP OF WASTE
 TREATMENT OPERATIONS MIP MATRIX

 >150%

 $
 7,132

 $
 14,263

 $
 20,376

 $
 28,527

 $
 34,640

 42,789

 85,581

 122,257

 171,160

 207,837

 Health & Safety (4) (6)

 10,698

 Violations (5) (6)

 10,698

 $
 71,317

 $
 142,634

 $
 185,423

 $
 242,477

 $
 285,267

 (1)

 is defined as the total consolidated third-party top line revenue as publicly reported in the Company's 2024 financial statements.
 The percentage achieved is determined by comparing the actual consolidated revenue for 2024 to the Board-approved revenue target
 for 2024.

 (2)

 is defined as earnings before interest, taxes, depreciation, and amortization from continuing and discontinued operations. The percentage
 achieved is determined by comparing the actual EBITDA to the Board-approved EBITDA target for 2024.

 (3)

 Regulatory
 Filing Incentive Target is based on meeting all deadlines (including allowable extension granted by the SEC) for the Form 10-K, Form
 10-Q and 8-Ks required by SEC (Securities and Exchange Commission).

 (4)

 The
 Health and Safety Incentive target was based upon the actual number of Worker's Compensation Lost Time Accidents ("WCLTA"),
 as provided by the Company's Worker's Compensation carrier. For the EVP of Waste Treatment Operations, the incentive
 target is based on actual number of WCLTA in the Treatment Segments only. The Corporate Controller will submit a report on a quarterly
 basis documenting and confirming the number of Worker's Compensation Lost Time Accidents, supported by the Worker's Compensation
 Loss Report provided by the company's carrier or broker. Such claims will be identified on the loss report as "indemnity
 claims." The following number of Worker's Compensation Lost Time Accidents and corresponding performance target thresholds
 has been established for the annual Incentive Compensation Plan calculation for 2024.

 Work
 Comp.

 Claim

 >150%

 (5)
 Permits
 or License Violations incentive is earned/determined according to the scale set forth below:
 An "official notice of non-compliance" is defined as an official communication
 during 2024 from a local, state, or federal regulatory authority alleging one or more violations
 of an otherwise applicable Environmental, Health or Safety requirement or permit provision,
 which results in a facility's implementation of corrective action(s) which includes
 a material financial obligation, as determined by the Company's Board of Directors
 in their sole discretion, to the Company.

 Permit
 and

 License

 >150%

 (6)
 No
 performance incentive compensation will be payable for the target objective unless a minimum
 of 75% of the EBITDA target objective is achieved.

 Long-Term
Incentive Compensation

 Employee
Stock Option Plans

 The
2017 Stock Option Plan ("2017 Plan") encourages participants to focus on long-term performance and provides an opportunity
for executive officers and certain designated key employees to increase their stake in the Company. Stock options succeed by delivering
value to executives only when the value of our stock increases. The 2017 Plan authorizes the grant of Non-Qualified Stock Options ("NQSOs")
and Incentive Stock Options ("ISOs") for the purchase of our Common Stock.

 The
2017 Plan was adopted to:

 enhance
 the link between the creation of stockholder value and long-term executive incentive compensation;

 provide
 an opportunity for increased equity ownership by executives; and

 maintain
 competitive levels of total compensation;

 Stock
option award levels are determined based on market data, vary among participants based on their positions with the Company and are granted
generally at the Compensation Committee's regularly scheduled July or August meeting. Newly hired or promoted executive officers
who are eligible to receive options are generally awarded such options at the next regularly scheduled Compensation Committee meeting
following their hire or promotion date.

 Options
are awarded with an exercise price equal to or not less than the closing price of the Company's Common Stock on the date of the
grant as reported on the Nasdaq. In certain limited circumstances, the Compensation Committee may grant options to an executive at an
exercise price in excess of the closing price of the Company's Common Stock on the grant date.

 The
Company's NEOs have outstanding options from the Company's 2017 Plan (See "Item 11 – Executive Compensation –
Outstanding Equity Awards at Fiscal Year-End - Outstanding Equity Awards at December 31, 2023," for outstanding options under the
2017 Plan for each of our NEOs).

 In
cases of termination of an executive officer's employment due to death, by the executive for "good reason," by the
Company without cause, and due to a "change of control," all outstanding stock options to purchase common stock held by the
executive officer will immediately become exercisable in full (see further discussion of the exercisability term of these options in
each of these circumstances in "EXECUTIVE COMPENSATION – Employment Agreements"). Otherwise, vesting of option awards
ceases upon termination of employment and exercise right of the vested option amount ceases upon three months from termination of employment
except in the case of retirement (subject to a six-month limitation) and disability (subject to a one-year limitation).

 Accounting
for Stock-Based Compensation

 We
account for stock-based compensation in accordance with ASC 718, "Compensation – Stock Compensation." ASC 718 establishes
accounting standards for entity exchanges of equity instruments for goods or services. It also addresses transactions in which an entity
incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that
may be settled by the issuance of those equity instruments. ASC 718 requires all stock-based payments to employees, including grants
of employee stock options, to be recognized in the income statement based on their fair values. The Company uses the Black-Scholes option-pricing
model to determine the fair-value of stock-based awards which requires subjective assumptions. Assumptions used to estimate the fair
value of stock options granted include the exercise price of the award, the expected term, the expected volatility of the Company's
stock over the option's expected term, the risk-free interest rate over the option's expected term, and the expected annual
dividend yield. We recognize stock-based compensation expense using a straight-line amortization method over the requisite period, which
is the vesting period of the stock option grant.

 Retirement
and Other Benefits

 401(k)
Plan

 The
Company adopted the Perma-Fix Environmental Services, Inc. 401(k) Plan (the "401(k) Plan") in 1992, which is intended to
comply with Section 401 of the Internal Revenue Code and the provisions of the Employee Retirement Income Security Act of 1974. All full-time
employees who have attained the age of 18 are eligible to participate in the 401(k) Plan. Eligibility is immediate upon employment but
enrollment is only allowed during four quarterly open periods of January 1, Apri1 1, July 1, and October 1. Participating employees may
make annual pretax contributions to their accounts up to 100% of their compensation, up to a maximum amount as limited by law. At our
discretion, we may make matching contributions based on the employee's elective contributions. Company contributions vest over
a period of five years. In 2023, the Company contributed approximately $576,000 in 401(k) matching funds, of which approximately $34,000
was for our NEOs (see the "Summary Compensation" table in this section for 401(k) matching fund contributions made for the
NEOs for 2023).

 Perquisites
and Other Personal Benefits

 The
Company provides executive officers with limited perquisites and other personal benefits (health/disability/life insurance) that the
Company and the Compensation Committee believe are reasonable and consistent with its overall compensation program to better enable the
Company to attract and retain superior employees for key positions. The Compensation Committee periodically reviews the levels of perquisites
and other personal benefits provided to executive officers. The executive officers are provided an auto allowance.

of Directors

 Directors
who are employees receive no additional compensation for serving on the Board or its committee(s). In 2023, the Company provided the
following annual compensation to each non-employee director for service on the Board and the committee(s) for which he/she serves:

 a
 quarterly fee of $11,500;

 an
 additional quarterly fee of $8,750 to the Chairman of the Board;

 an
 additional quarterly fee of $6,250 to the Chairman of the Audit Committee;

 an
 additional quarterly fee of $3,125 to the Chairman of each of the Compensation Committee, the Governance and Nominating Committee,
 and the Strategic Committee. The Chairman of the Board was not eligible to receive a quarterly fee for serving as the Chairman of
 any the aforementioned committees;

 an
 additional $1,250 to each Audit Committee member (excluding the Chairman of the Audit Committee);

 an
 additional quarterly fee of $500 to each member of the Compensation Committee, the Governance and Nominating Committee, and the Strategic
 Committee. Such fee was payable only if the member did not also serve as the Chairman of any other standing committees or as the
 Chairman of the Board; and

 a
 fee of $1,000 for each in-person board meeting attended and a $500 fee for meeting attendance via conference call;

 Under
the 2003 Outside Directors Stock Plan ("2003 Outside Directors Plan"), each director may elect to have either 65% or 100%
of such fees payable in Common Stock, with the balance, if any, payable in cash. Each non-employee director was also granted a NQSO to
purchase up to 10,000 shares of Common Stock upon reelection at the 2023 Annual Meeting of Stockholders, with vesting at 25% per year,
beginning on the first anniversary date of the grant, with each option having a 10-year term.

 Dr.
Louis Centofanti, a current member of the Board, is not eligible to receive compensation for his service as a director of the Company
as he is an employee of the Company. As the Company's President and CEO, Mr. Duff, who was elected by the Company's Board
as a Board member effective April 20, 2023, also is not eligible to receive compensation for his service as a director of the Company
(see "Summary Compensation" table in this section for each of Dr. Centofanti's and Mark Duff's annual salary
and other compensation as an employee of the Company).

 The
table below summarizes the director compensation expenses recognized by the Company for director options and stock awards (resulting
from fees earned) for the year ended December 31, 2023. The terms of the 2003 Outside Directors Plan are further described below under
"2003 Outside Directors Plan."

 Name

 Fees
 Earned or Paid In Cash

 Stock
 Awards

 Awards

 Non-Equity
 Incentive Plan Compensation

 Nonqualified
 Deferred Compensation Earnings

 All
 Other Compensation

 Total

 ($) (1)

 ($) (2)

 ($) (4)

 ($)

 ($)

 ($)

 ($)

 Thomas P. Bostick

 —

 67,994

 (3)

 —

 —

 —

 132,594

 Kerry C. Duggan

 18,550

 45,930

 (3)

 —

 —

 —

 129,080

 Joseph T. Grumski

 —

 90,003

 (3)

 —

 —

 —

 154,603

 Joe R. Reeder

 —

 82,673

 (3)

 —

 —

 —

 147,273

 31,850

 78,861

 (3)

 —

 —

 —

 175,311

 Zach P. Wamp

 18,550

 45,923

 (3)

 —

 —

 —

 129,073

 26,425

 65,420

 (3)

 —

 —

 —

 156,445

 (1)

 Under
 the 2003 Outside Directors Plan, each director elects to receive 65% or 100% of the director's fees in shares of our Common
 Stock. The amounts set forth above represent the portion of the director's fees paid in cash and exclude the value of the director's
 fee elected to be paid in Common Stock under the 2003 Outside Directors Plan, which values are included under "Stock Awards."

 (2)

 The
 number of shares of Common Stock comprising stock awards granted under the 2003 Outside Directors Plan is calculated based on 75%
 of the closing market value of the Common Stock as reported on the Nasdaq on the business day immediately preceding the date that
 the quarterly fee is due. Such shares are fully vested on the date of grant. The value of the stock award is based on the market
 value of our Common Stock at each quarter end times the number of shares issuable under the award. The amount shown is the fair value
 of the Common Stock on the date of the award.

 (3)

 Reflects
 options granted under the Company's 2003 Outside Directors Plan resulting from re-election to the Board on July 20, 2023. Options
 are for a 10-year period with an exercise price of $9.81 per share and vest 25% per year, beginning on the first anniversary date
 of the grant. The value of the option award for each outside director is calculated based on the fair value of the option per share
 (approximately $6.46) on grant date times the number of options granted, which was 10,000 for each director, pursuant to ASC 718,
 "Compensation – Stock Compensation.".

 (4)

 The
 following table reflects the aggregate number of outstanding NQSOs held by the Company's directors at December 31, 2023. As
 an employee of the Company or its subsidiaries, neither Dr. Centofanti nor Mark Duff is eligible to participate in the 2003 Outside
 Directors Plan. Options reflected below for each of Dr. Centofanti and Mark Duff were granted from the 2017 Plan as discussed previously:

 Options Outstanding at

 Name

 65,000

 Thomas P. Bostick

 36,000

 Mark J. Duff

 145,000

 Kerry C. Duggan

 36,000

 Joseph T. Grumski

 38,400

 Joe R. Reeder

 46,800

 Zach P. Wamp

 43,200

 46,800

 Total

 487,200

 2003
Outside Directors Plan

 We
believe that it is important for our directors to have a personal interest in our success and growth and for their interests to be aligned
with those of our stockholders; therefore, under our 2003 Outside Directors Plan, each outside director is granted a 10-year NQSO to
purchase up to 20,000 shares of Common Stock on the date such director is initially elected to the Board, and receives on each re-election
date a NQSO to purchase up to another 10,000 shares of our Common Stock, with the exercise price being the fair market value of the Common
Stock preceding the option grant date. Common Stock shares subject to option granted vest at 25% per year, beginning on the first anniversary
date of the grant and no option shall be exercisable after the expiration of ten years from the date the option is granted. As of December
31, 2023, options to purchase 300,000 shares of Common Stock were outstanding under the 2003 Outside Directors Plan, of which 142,500
were vested.

 As
a member of the Board, each director may elect to receive either 65% or 100% of his or her director's fee in shares of our Common
Stock. The number of shares received by each director is calculated based on 75% of the fair market value of the Common Stock determined
on the business day immediately preceding the date that the quarterly fee is due. The balance of each director's fee, if any, is
payable in cash. In 2023, fees earned by our outside directors totaled approximately $572,000.

 In
the event of a "change of control" (as defined in the 2003 Outside Directors Plan) or by reason of the director's death
or Disability (as defined), each outstanding stock option and stock award shall immediately become exercisable in full notwithstanding
the vesting or exercise provisions contained in the stock option agreement.

 ITEM
 12.

 SECURITY
 OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 Security
Ownership of Certain Beneficial Owners

 Schelhammer
Capital Bank AG, a banking institution regulated by the banking regulations of Austria, has represented to the Company that as of February
1, 2024, it holds of record as a nominee for, and as an agent of, certain accredited investors, 1,837,572 shares of our Common Stock.
None of the Common Stock held by Schelhammer Capital Bank AG for the account of any single investor represents more than 4.9% of our
Common Stock and, to the best knowledge of Schelhammer Capital Bank AG, as far as stocks held by such investors in accounts with Schelhammer
Capital Bank AG, none of such investors act together as a group or otherwise act in concert for the purpose of voting on matters subject
to the vote of our stockholders or for purpose of disposition or investment of such stock. Additionally, the investors for whom Schelhammer
Capital Bank AG acts as nominee with respect to such shares maintain full voting and dispositive power over the Common Stock beneficially
owned by such investors, and Schelhammer Capital Bank AG has neither voting nor investment power over such shares. Accordingly, Schelhammer
Capital Bank AG believes that (i) it is not the beneficial owner, as such term is defined in Rule 13d-3 of the Exchange Act, of the shares
of Common Stock registered in Schelhammer Capital Bank AG's name because (a) Schelhammer Capital Bank AG holds the Common Stock
as a nominee only, (b) Schelhammer Capital Bank AG has neither voting nor investment power over such shares, and (c) Schelhammer Capital
Bank AG has not nominated or sought to nominate, and does not intend to nominate in the future, any person to serve as a member of our
Board; and (ii) it is not required to file reports under Section 16(a) of the Exchange Act or to file either Schedule 13D or Schedule
13G in connection with the shares of our Common Stock registered in the name of Schelhammer Capital Bank AG.

 Notwithstanding
the previous paragraph, if Schelhammer Capital Bank AG's representations to us described above are incorrect or if the investors
for whom Schelhammer Capital Bank AG acts as nominee are acting as a group, then Schelhammer Capital Bank AG or a group of such investors
could be a beneficial owner of more than 5% of our voting securities. If Schelhammer Capital Bank AG was deemed the beneficial owner
of such shares, the following table sets forth information as to the shares of voting securities that Schelhammer Capital Bank AG may
be considered to beneficially own on February 1, 2024:

 Name
 of
Record Owner

 Title
 Of
 Class

 and
 Nature
 of
 Ownership

 Percent
 Of
 Class
 (*)

 Schelhammer Capital Bank AG

 Common

 1,837,572
 (+)

 13.44
 %

 (*)
 This calculation is based upon 13,671,022 shares of Common Stock outstanding on February 12, 2024, plus the number of shares of
Common Stock which Schelhammer Capital Bank AG, as agent for certain accredited investors, has the right to acquire within 60 days, which
is none.

 (+)
 This amount is the number of shares that Schelhammer Capital Bank AG has represented to us that it holds of record as nominee for,
and as an agent of, certain accredited investors. As of February 1, 2024, the date of Schelhammer Capital Bank AG's representations
to us, Schelhammer Capital Bank AG has no warrants or options to acquire, as agent for certain investors, additional shares of our Common
Stock. Although Schelhammer Capital Bank AG is the record holder of the shares of Common Stock described in this note, Schelhammer Capital
Bank AG has advised us that it does not believe it is a beneficial owner of the Common Stock or that it is required to file reports under
Section 16(a) or Section 13(d) of the Exchange Act. Schelhammer Capital Bank AG has advised us that it (a) holds the Common Stock as
a nominee only and that it does not exercise voting or investment power over the Common Stock held in its name and that no one investor
for which it holds our Common Stock holds more than 4.9% of our issued and outstanding Common Stock and (b) has not nominated, and has
not sought to nominate, and does not intend to nominate in the future, any person to serve as a member of our Board. Accordingly, we
do not believe that Schelhammer Capital Bank AG is our affiliate. Schelhammer Capital Bank AG's address is Goldschmiedgasse 3,
A-1010 Wien, Austria.

 Security
Ownership of Management

 The
following table sets forth information as to the shares of voting securities beneficially owned as of February 12, 2024, by each of our
directors and NEOs and by all of our directors and NEOs as a group. Beneficial ownership has been determined in accordance with the rules
promulgated under Section 13(d) of the Exchange Act. A person is deemed to be a beneficial owner of any voting securities for which that
person has the right to acquire beneficial ownership within 60 days.

 Name of Beneficial
 Owner (2)

 and Nature of Beneficial Owner (1)

 Percent
 of Class (1)

 Thomas P. Bostick (3)

 48,323
 (3)

 *

 Kerry C. Duggan (4)

 32,687
 (4)

 *

 Dr. Louis F. Centofanti
 (5)

 298,009
 (5)

 2.18
 %

 Joseph T. Grumski (6)

 64,878
 (6)

 *

 Joe R. Reeder (7)

 234,318
 (7)

 1.71
 %

 Larry M. Shelton (8)

 193,943
 (8)

 1.42
 %

 Zack P. Wamp (9)

 62,996
 (9)

 *

 Mark A. Zwecker (10)

 249,415
 (10)

 1.82
 %

 Mark Duff (11)

 169,952
 (11)

 1.24
 %

 Richard Grondin (12)

 37,427
 (12)

 *

 Ben Naccarato (13)

 70,877
 (13)

 *

 Directors and Executive Officers as a Group
 (11 persons)

 1,462,825
 (14)

 10.51
 %

 *Indicates
beneficial ownership of less than one percent (1%).

 (1)
 See footnote (1) of the table under "Security Ownership of Certain Beneficial Owners."

 (2)
 The business address of each person, for the purposes hereof, is c/o Perma-Fix Environmental Services, Inc., 8302 Dunwoody Place,
Suite 250, Atlanta, Georgia 30350.

 (3) LTG (ret.) Bostick has sole and voting and
investment power over all shares shown, which include: (i) 34,823 shares of Common Stock held of record by LTG (ret.) Bostick, and (ii)
options to purchase 13,500 shares which are immediately exercisable.

 (4)
 Ms. Duggan has sole and voting and investment power over all shares shown, which include: (i) 19,187 shares of Common Stock held
of record by Ms. Duggan, and (ii) options to purchase 13,500 shares which are immediately exercisable.

 (5)
 These shares include (i) 206,209 shares held of record by Dr. Centofanti, (ii) immediately exercisable options to purchase 29,000
shares, and (iii) 62,800 shares held by Dr. Centofanti's wife. Dr. Centofanti has sole voting and investment power over all such
shares, except for the shares held by Dr. Centofanti's wife, over which Dr. Centofanti shares voting and investment power.

 (6)
 Mr. Grumski has sole and voting and investment power over all shares shown, which include: (i) 48,978 shares of Common Stock held
of record by Mr. Grumski, and (ii) options to purchase 15,900 shares which are immediately exercisable.

 (7)
 Mr. Reeder has sole voting and investment power over all shares shown, which include: (i) 234,318 shares of Common Stock held of
record.

 (8)
 Mr. Shelton has sole voting and investment power over all shares shown, which include: (i) 169,643 shares of Common Stock held
of record by Mr. Shelton, and (ii) options to purchase 24,300 shares which are immediately exercisable.

 (9)
 Mr. Wamp has sole voting and investment power over all shares shown, which include: (i) 42,296 shares of Common Stock held
of record by Mr. Wamp, and (ii) options to purchase 20,700 shares which are immediately exercisable.

 (10)
 Mr. Zwecker has sole voting and investment power over all shares shown, which include: (i) 225,115 shares of Common Stock held
of record by Mr. Zwecker, and (ii) options to purchase 24,300 shares which are immediately exercisable.

 (11)
 Mr. Duff has sole voting and investment power over all shares shown, which include: (i) 110,952 shares of Common Stock held of
record by Mr. Duff, and (ii) immediately exercisable options to purchase 59,000 shares.

 (12)
 Mr. Grondin has sole voting and investment power over all shares shown, which include: (i) 19,427 shares of Common Stock
held of record by Mr. Grondin, and (ii) immediately exercisable options to purchase 18,000 shares.

 (13)
 Mr. Naccarato has sole voting and investment power over all shares shown, which include: (i) 37,877 shares of Common Stock
held of record by Mr. Naccarato, and (ii) immediately exercisable options to purchase 33,000 shares.

 (14)
 Amount includes options to purchase 251,200 shares which are immediately exercisable.

Compensation Plans

 The
following table sets forth information as of December 31, 2023, with respect to our equity compensation plans.

 Compensation Plan

 Plan Category

 of securities to be issued upon exercise of outstanding options warrants and rights

 average exercise price of outstanding options, warrants and rights

 of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected
 in
column (a)

 (a)

 (b)

 (c)

 Equity compensation plans
approved
 by stockholders

 994,500

 $
 5.57

 1,039,180

 Equity compensation
 plans not
approved by stockholders

 —

 —

 —

 Total

 994,500

 $
 5.57

 1,039,180

 ITEM
 13.

 CERTAIN
 RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

 We
describe below transactions to which we were a party during our last two fiscal years or to which we currently propose to be a party
in the future, and in which:

 the
 amounts involved exceeded or will exceed the lesser of $120,000 or one percent of the average of our total assets at year-end for
 the last two completed fiscal years; and

 any
 of our directors, executive officers or beneficial owners of more than 5% of any class of our voting securities, or any member of
 the immediate family of the foregoing persons, had or will have a direct or indirect material interest.

 Audit
Committee Review

 Our
Audit Committee Charter provides for the review by the Audit Committee of any related party transactions, other than transactions involving
an employment relationship with the Company, which are reviewed by the Compensation Committee. Although we do not have written policies
for the review of related party transactions, the Audit Committee reviews transactions between the Company and its directors, executive
officers, holders of more than 5% of any class of the Company's voting securities, and their respective immediate family members.
In reviewing a proposed transaction, the Audit Committee takes into account, among other factors it deems appropriate:

 (1)

 the
 extent of the related person's interest in the transaction;

 (2)

 whether
 the transaction is on terms generally available to an unaffiliated third-party under the same or similar circumstances;

 (3)

 the
 cost and benefit to the Company;

 (4)

 the
 impact or potential impact on a director's independence in the event the related party is a director, an immediate family member
 of a director or an entity in which a director is a partner, stockholder or executive officer;

 (5)

 the
 availability of other sources for comparable products or services;

 (6)

 the
 terms of the transaction; and

 (7)

 the
 risks to the Company.

 In
addition, as applicable, the Audit Committee considers Section 144 of the Delaware General Corporation Law ("DGCL") and the
Company's Code of Ethics.

 The
provisions of Section 144 of the DGCL apply to transactions between the Company and any of its officers or directors, or any organization
in which any such individual has a financial interest or serves as a director or officer (individually, a "Section 144 Related
Party," and, collectively, "Section 144 Related Parties"). Section 144 provides that a transaction between a corporation
and any Section 144 Related Party will not be void or voidable solely because such transaction involves the corporation and the Section
144 Related Party, or solely because the Section 144 Related Party is present at or participates or votes in the meeting of the board
or committee which authorizes the transaction, if the transaction (a) is approved in good faith after full disclosure of the material
facts of the transaction by a majority vote of (i) the disinterested directors, or (ii) the stockholders, and (b) is fair as to the corporation
as of the time it is authorized, approved, or ratified by the board, a committee or the stockholders.

 Our
Code of Ethics, which applies to our Board and all our employees, including the executive officers identified under the heading "Named
Executive Officers" and our senior financial officers, provides that such individuals must exhibit and promote honest and ethical
conduct in connection with the performance of his or her duties for and on behalf of the Company, including the ethical handling of actual
or apparent conflicts of interest involving such individual and the Company, by, among other considerations:

 not
 entering into a transaction that would result in a conflict of interest with what is in the best interest of the Company and that
 is reasonably likely to result in material personal gain to any such individuals or their affiliates;

 not
 having a personal financial interest in any of the Company's suppliers, customers or competitors that could cause divided loyalty
 as a result of having the ability to influence the Company's decisions with that particular supplier or customer or actions
 to be taken by the Company that could materially benefit a competitor.

 Related
party transactions are reviewed by the Audit Committee prior to the consummation of the transaction. With respect to a related party
transaction arising between Audit Committee meetings, the CFO may present it to the Audit Committee Chairperson, who will review and
may approve the related party transaction subject to ratification by the Audit Committee at the next scheduled meeting. Our Audit Committee
shall approve only those transactions that, in light of known circumstances, are not inconsistent with the Company's best interests.

 Related
Party Transactions

 David
Centofanti

 David
Centofanti serves as our Vice President of Information Systems. For such position, he received annual compensation of $191,000 and $187,000
for 2023 and 2022, respectively. David Centofanti is the son of Dr. Louis F. Centofanti, our EVP of Strategic Initiatives and a Board
member.

 Board
Independence

 Our
Common Stock is listed on the Nasdaq Capital Market. Rule 5605 of the Nasdaq Marketplace Rules requires a majority of a listed company's
board of directors to be comprised of independent directors. In addition, the Nasdaq Marketplace Rules require that, subject to specified
exceptions, each member of a listed company's audit, compensation and nominating and corporate governance committees be independent
under applicable provisions of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Audit committee members
must also satisfy independence criteria set forth in Rule 10A-3 under the Exchange Act, and compensation committee members must also
satisfy the independence criteria set forth in Rule 10C-1 under the Exchange Act. Under Nasdaq Rule 5605(a)(2), a director will only
qualify as an "independent director" if, in the opinion of our Board, that person does not have a relationship that would
interfere with the exercise of independent judgment in carrying out the responsibilities of a director. In order to be considered independent
for purposes of Rule 10A-3 under the Exchange Act, a member of an audit committee of a listed company may not, other than in his or her
capacity as a member of the audit committee, the board of directors, or any other board committee, accept, directly or indirectly, any
consulting, advisory, or other compensatory fee from the listed company or any of its subsidiaries or otherwise be an affiliated person
of the listed company or any of its subsidiaries. In order to be considered independent for purposes of Rule 10C-1, the board must consider,
for each member of a compensation committee of a listed company, all factors specifically relevant to determining whether a director
has a relationship to such company which is material to that director's ability to be independent from management in connection
with the duties of a compensation committee member, including, but not limited to: the source of compensation of the director, including
any consulting advisory or other compensatory fee paid by such company to the director; and whether the director is affiliated with the
company or any of its subsidiaries or affiliates.

 Our
Board annually reviews the composition of our Board of Directors and its committees and the independence of each director.
Based upon information requested from and provided by each director concerning his/her background, employment and affiliations, including
family relationships, our Board of Directors has determined that Ms. Kerry C. Duggan and each of Messrs. Thomas P. Bostick, Joseph T.
Grumski, Joe R. Reeder, Larry M. Shelton, Zach P. Wamp and Mark A. Zwecker is an "independent director" as defined under
the Nasdaq Marketplace Rules. Our Board of Directors has also determined that each member of our Audit Committee, consisting of Mark
A. Zwecker (Chairperson), Joseph T. Grumski, and Larry M. Shelton, and each member of our Compensation and Stock Option Committee, consisting
of Joseph T. Grumski (Chairperson), Zach P. Wamp, and Mark A. Zwecker, satisfy the independence standards for such committees established
by the Commission and the Nasdaq Marketplace Rules, as applicable. In making such determination, our Board of Directors considered the
relationships that each such non-employee director has with our Company and all other facts and circumstances our Board of Directors
deemed relevant in determining independence, including the beneficial ownership of our capital stock by each non-employee director.

 Our
Board of Directors has determined that neither Dr. Louis Centofanti nor Mark J. Duff is deemed to be an "independent director"
because of their employment as a senior executive of the Company.

 ITEM
 14.

 PRINCIPAL
 ACCOUNTANT FEES AND SERVICES

 The
following table reflects the aggregate fees for the audit and other services provided by Grant Thornton LLP, the Company's independent
registered public accounting firm, for fiscal years 2023 and 2022:

 Fee
 Type

 2023

 2022

 Audit Fees (1)

 $
 699,000

 $
 743,000

 Tax
 Fees (2)

 100,000

 113,000

 Total

 $
 799,000

 $
 856,000

 (1)
 Audit fees consist of audit work performed in connection with the annual financial statements, the reviews of unaudited quarterly
financial statements, and work generally only the independent registered accounting firm can reasonably provide, such as consents and
review of regulatory documents filed with the Securities and Exchange Commission

 (2)
 Fees for income tax planning, filing, and consulting.

 Engagement
of the Independent Auditor

 To
ensure that our independent registered public accounting firm is engaged only to provide audit and non-audit services that are compatible
with maintaining its independence, the Audit Committee has a policy that requires the Committee to review and approve in advance all
services to be provided by the Company's independent accounting firm before the firm is engaged to provide those services. The
Audit Committee considers non-audit services and fees when assessing auditor independence, and determined that tax return preparation
and other tax compliance services is compatible with maintaining our accounting firm's independence. All services under the headings
Audit Fees and Tax Fees were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X of the
Exchange Act. The Audit Committee's pre-approval policy provides as follows:

 The
 Audit Committee will review and pre-approve on an annual basis all audits, audit-related, tax and other services, along with acceptable
 cost levels, to be performed by the independent accounting firm and any member of the independent accounting firm's alliance
 network of firms, and may revise the pre-approved services during the period based on later determinations. Pre-approved services
 typically include: audits, quarterly reviews, regulatory filing requirements, consultation on new accounting and disclosure standards,
 employee benefit plan audits, reviews and reporting on management's internal controls and specified tax matters.

 Any
 proposed service that is not pre-approved on the annual basis requires a specific pre-approval by the Audit Committee, including
 cost level approval.

 The
 Audit Committee may delegate pre-approval authority to one or more of the Audit Committee members. The delegated member must report
 to the Audit Committee, at the next Audit Committee meeting, any pre-approval decisions made.

 PART
IV

 ITEM
 15.

 EXHIBITS
 AND FINANCIAL STATEMENT SCHEDULE

 The
following documents are filed as a part of this report:

 (a)(1)

 Financial Statements

 See
 Item 8 for the Index to Consolidated Financial Statements.

 (a)(2)

 Statement Schedule

 Schedules
 are not required, are not applicable or the information is set forth in the consolidated financial statements or notes thereto.

 (a)(3)

 Exhibits

 The
 Exhibits listed in the Exhibit Index are filed or incorporated by reference as a part of this report.

 SIGNATURES

to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

Environmental Services, Inc.

 By

 /s/

 Date

 March

 Mark
 Duff

 Chief
 Executive Officer, President and

 Principal
 Executive Officer

 By

 /s/

 Date

 March

 Ben
 Naccarato

 Chief
 Financial Officer and

 Principal
 Financial Officer

to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the
registrant and in capacities and on the dates indicated.

 By

 /s/
 Thomas P. Bostick

 Date

 March

 Thomas
 P. Bostick, Director

 By

 /s/Dr.
 Louis F. Centofanti

 Date

 March

 Dr.
 Louis F. Centofanti, Director

 By

 /s/
 Mark J. Duff

 Date

 March

 Mark
 J. Duff, Director

 By

 /s/
 Kerry C. Duggan

 Date

 March

 Kerry
 C. Duggan, Director

 By

 /s/Joseph
 T. Grumski

 Date

 March

 Joseph
 T. Grumski, Director

 By

 /s/
 Joe R. Reeder

 Date

 March

 Joe
 R. Reeder, Director

 By

 /s/

 Date

 March

 Larry
 M. Shelton, Chairman of the Board

 By

 /s/
 Zach P. Wamp

 Date

 March

 Zach
 P. Wamp, Director

 By

 /s/

 Date

 March

 Mark
 A. Zwecker, Director

 EXHIBIT

 Exhibit

 No.

 Description

 3(i)

 Restated
 Certificate of Incorporation, as amended, of Perma-Fix Environmental Services, Inc., as incorporated by reference from Exhibit 3(i)
 to the Company's Form 10-Q for Quarter ended March 31, 2021 filed on May 6, 2021.

 3(ii)

 Second
 Amended and Restated Bylaws, as amended effective April 20, 2023, of Perma-Fix Environmental Services, Inc., as incorporated by reference
 from Exhibit 3(ii) to the Company's 8-K filed on April 26, 2023.

 4.1

 Fifth
 Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement dated August 29, 2022, as incorporated
 by reference from Exhibit 4.1 to the Company's Form 8-K filed on August 29, 2022.

 4.2

 Revised
 Second Amended and Restated Revolving Credit, Term Loan and Security Agreement referenced as Annex A in the Fifth Amendment, as incorporated
 by reference from Exhibit 4.2 to the Company's Form 8-K filed on August 29, 2022.

 4.3

 Sixth
 Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement dated March 21, 2023, between Perma-Fix
 Environmental Services, Inc. and PNC Bank, National Association, as incorporated by reference from Exhibit 4.3 to the Company's
 2022 Form 10-K filed on March 23, 2023.

 4.4

 Seventh
 Amendment to Second Amended and Restated Revolving Credit, Term Loan and Security Agreement dated July 31, 2023, between Perma-Fix
 Environmental Services, Inc. and PNC Bank, National Association, as incorporated by reference from Exhibit 4.1 to the Company's
 Form 10-Q for the Quarter ended June 30, 2023 filed on August 3, 2023.

 Term
 Note dated July 31, 2023, between Perma-Fix between Perma-Fix Environmental Services, Inc. and PNC Bank, National Association, as
 incorporated by reference from Exhibit 4.2 to the Company's Form 10-Q for the Quarter ended June 30, 2023 filed on August 3,
 2023.

 10.1

 2003
 Outside Directors' Stock Plan of the Company, as incorporated by reference from Exhibit 10.1 to the Company's 2019 Form
 10-K filed on March 20, 2020.

 10.2

 First
 Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit 10.2 to the Company's 2019 Form 10-K
 filed on March 20, 2020.

 10.3

 Second Amendment to 2003 Outside Directors Stock Plan.

 10.4

 Third Amendment to 2003 Outside Directors Stock Plan.

 10.5

 Fourth Amendment to 2003 Outside Directors Stock Plan.

 10.6

 Fifth Amendment to 2003 Outside Directors Stock Plan, as incorporated by reference from Exhibit A to the Company's Proxy Statement for its 2021 Annual Meeting of Stockholders filed on June 10, 2021.

 10.7

 2017 Stock Option Plan,

 10.8

 First Amendment to 2017 Stock Option Plan, as incorporated by reference from Appendix "A" to the Company's Proxy Statement for its 2020 Annual Meeting of Stockholders filed on June 12, 2020.

 10.9

 Second
 Amendment to 2017 Stock Option Plan, as incorporated by reference from Appendix "A" to the Company's Proxy Statement
 for it 2023 Annual Meeting of Stock holders filed on June 8, 2023.

 10.10

 Agreement dated April 20, 2023, between Mark Duff, Chief Executive Officer, and Perma-Fix Environmental Services, Inc., as incorporated
 by reference from Exhibit 99.1 to the Company's Form 8-K filed on April 26, 2023.

 10.11

 Agreement dated April 20, 2023, between Ben Naccarato, Chief Financial Officer, and Perma-Fix Environmental Services, Inc., as incorporated
 by reference from Exhibit 99.2 to the Company's Form 8-K filed on April 26, 2023.

 10.12

 Agreement dated April 20, 2023, between Dr. Louis Centofanti, EVP of Strategic Initiatives, and Perma-Fix Environmental Services,
 Inc., as incorporated by reference from Exhibit 99.3 to the Company's Form 8-K filed on April 26, 2023.

 10.13

 Agreement dated April 20, 2023, between Andy Lombardo, EVP of Nuclear and Technical Services, Inc. and Perma-Fix Environmental Services,
 Inc., as incorporated by reference from Exhibit 99.4 to the Company's Form 8-K filed on April 26, 2023.

 10.14

 Agreement dated April 20, 2023, between Richard Grondin, EVP of Waste Treatment Operations and Perma-Fix Environmental Services,
 Inc., as incorporated by reference from Exhibit 99.5 to the Company's Form 8-K filed on April 26, 2023.

 10.15

 2024
 Incentive Compensation Plan for Chief Executive Officer, effective January 1, 2024, as incorporated by reference from Exhibit 99.1
 to the Company's Form 8-K filed on January 23, 2024. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS
 NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 10.16

 2024
 Incentive Compensation Plan for Chief Financial Officer, effective January 1, 2024, as incorporated by reference from Exhibit 99.2
 to the Company's Form 8-K filed on January 23, 2024. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS
 NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 10.17

 2024
 Incentive Compensation Plan for EVP of Strategic Initiatives, effective January 1, 2024, as incorporated by reference from Exhibit
 99.3 to the Company's Form 8-K filed on January 23, 2024. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE
 IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 10.18

 2024
 Incentive Compensation Plan for EVP of Waste Treatment Operations, effective January 1, 2024, as incorporated by reference from Exhibit
 99.4 to the Company's Form 8-K filed on January 23, 2024. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE
 IT IS NOT MATERIAL AND WOULD LLIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 10.19

 Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Chief Executive Officer, as incorporated
 by reference from Exhibit 99.4 to the Company's Form 8-K filed on January 23, 2019.

 10.20

 Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Chief Financial Officer, as incorporated
 by reference from Exhibit 99.5 to the Company's Form 8-K filed on January 23, 2019.

 10.21

 Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and EVP of Strategic Initiatives, as
 incorporated by reference from Exhibit 99.6 to the Company's Form 8-K filed on January 23, 2019.

 10.22

 Stock Option Agreement dated January 17, 2019 between Perma-Fix Environmental Services, Inc., and Richard Grondin, as incorporated
 by reference from Exhibit 99.12 to the Company's Form 8-K filed July 27, 2020.

 10.23

 Solicitation,
 Offer and Award dated September 17, 2021 issued to Perma-Fix Environmental Services, Inc. by Norfolk Naval Shipyard, as incorporated
 by reference from Exhibit 10.1 to the Company Form 10- for the Quarter Ended September 30, 2021 filed on November 12, 2021.

 10.24

 Joint
 Venture Term Sheet between Springfields Fuels Limited, an affiliate of Westinghouse, and the Company, as incorporated by reference
 from Exhibit 10.42 to the Company's 2021 Form 10-K filed on April 6, 2022. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN
 EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 10.25

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and Chief Executive Officer, dated October 14, 2021, as incorporated
 by reference from Exhibit 99.1 to the Company's Form 8-K/A filed on October 20, 2021.

 10.26

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and Chief Financial Officer, dated October 14, 2021, as incorporated
 by reference from Exhibit 99.2 to the Company's Form 8-K/A filed on October 20, 2021.

 10.27

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Strategic Initiatives, dated October 14, 2021, as
 incorporated by reference from Exhibit 99.3 to the Company's Form 8-K/A filed on October 20, 2021.

 10.28

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Waste Treatment Operations, dated October 14, 2021,
 as incorporated by reference from Exhibit 99.4 to the Company's Form 8-K/A filed on October 20, 2021.

 10.29

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Nuclear and Technical Services, dated October 14,
 2021, as incorporated by reference from Exhibit 99.5 to the Company's Form 8-K/A filed on October 20, 2021.

 10.30

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and Chief Executive Officer, dated January 19, 2023, as incorporated
 by reference from Exhibit 99.6 to the Company's Form 8-K filed on January 23, 2023.

 10.31

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and Chief Financial Officer, dated January 19, 2023, as incorporated
 by reference from Exhibit 99.7 to the Company's Form 8-K filed on January 23, 2023.

 10.32

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Strategic
 Initiatives, dated January 19, 2023, as incorporated by reference from Exhibit 99.8 to the
 Company ' s Form 8-K filed on January 23, 2023.

 10.33

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Nuclear
 and Technical Services, dated January 19, 2023, as incorporated by reference from Exhibit
 99.9 to the Company's Form 8-K filed on January 23, 2023.

 10.34

 Stock Option Agreement between Perma-Fix Environmental Services, Inc. and EVP of Waste Treatment
 Operations, dated January 19, 2023, as incorporated by reference from Exhibit 99.10 to the
 Company's Form 8-K filed on January 23, 2023.

 10.35

 Mixed Direct & Framework Contract for Services (Number -945711-IPR-2023), issued by European Commission to Perma-Fix Environmental Services, Inc. and Campoverde Srl, dated December 18, 2023. CERTAIN INFORMATION WITHIN THIS EXHIBIT HAS BEEN EXCLUDED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

 21.1

 List of Subsidiaries

 23.1

 Consent of Grant Thornton, LLP

 31.1

 Certification by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

 31.2

 Certification by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company pursuant to Rule 13a-14(a) and 15d-14(a).

 32.1

 Certification by Mark Duff, Chief Executive Officer and Principal Executive Officer of the Company furnished pursuant to 18 U.S.C. Section 1350.

 32.2

 Certification by Ben Naccarato, Chief Financial Officer and Principal Financial Officer of the Company furnished pursuant to 18 U.S.C. Section 1350.

 Perma-Fix Clawback Policy

 101.INS

 Instance Document*

 101.SCH

 Taxonomy Extension Schema Document*

 101.CAL

 Taxonomy Extension Calculation Linkbase Document*

 101.DEF

 Taxonomy Extension Definition Linkbase Document*

 101.LAB

 Taxonomy Extension Labels Linkbase Document*

 101.PRE

 Taxonomy Extension Presentation Linkbase Document*

 *Pursuant
to Rule 406T of Regulation S-T, the Interactive Data File in Exhibit 101 hereto are deemed not filed or part of a registration statement
or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purpose of Section
18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.