Target Hospitality Corp.

Target Hospitality Corp. (the “Registrant”) is filing this Notification of Late Filing on Form 12b-25 with respect to its Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 (the “Form 10-Q”). As previously disclosed, the Registrant received notice that the U.S. government intends to terminate the existing Pecos Children’s Center services agreement with the Registrant’s nonprofit partner, effective on or about February 21, 2025. The Registrant believes it is appropriate to file for an extension of the filing of the Form 10-Q within the prescribed time period due to the significant demands related to the contract termination and its impact on the Registrant’s business that have diverted time and resources from the Registrant’s normal process of preparing and reviewing both the financial and non-financial sections of the Form 10-Q. The Registrant expects to file the Form 10-Q within the five calendar day extension period prescribed by Rule 12b-25 under the Securities Exchange Act of 1934, as amended

Target Hospitality Corp. (the “Registrant”) is filing this Notification of Late Filing on Form 12b-25 with respect to its Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”). As previously disclosed, the Registrant received notice that the U.S. government intends to terminate the existing Pecos Children’s Center services agreement with the Registrant’s nonprofit partner, effective or on or about February 21, 2025. The Registrant believes it is appropriate to file for an extension of the filing of the 2024 Form 10-K within the prescribed time period due to the demands related to the contract termination and its impact on the Registrant’s business that have diverted time and resources from the Registrant’s normal process of preparing and reviewing both the financial and non-financial sections of the 2024 Form 10-K. The Registrant expects to file its 2024 Form 10-K within the 15-day extension period prescribed by Rule 12b-25 under the Securities Exchange Act of 1934, as amended

Target Hospitality Corp. (the “Company”) has determined that it is unable to file, without unreasonable effort and expense, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 by the prescribed due date as a result of the pending restatement of the Company’s consolidated financial statements and other financial information for the years ended December 31, 2020, 2019 and 2018 and for each of the interim quarterly periods therein (the “Non-Reliance Period”). As disclosed in the Company’s Current Report on Form 8-K filed with the SEC on May 6, 2021, after considering the views expressed in the Securities and Exchange Commission (the “SEC”) Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies dated April 12, 2021 (the “SEC Staff Statement”) in which the SEC changed its interpretations of certain generally accepted accounting principles related to certain terms that are common in warrants issued in connection with the initial public offerings of Special Purpose Acquisition Companies, the Company has determined to restate its consolidated financial statements for the Non-Reliance Period. The Company is working diligently to complete the necessary work in connection with the restatement and intends to file an amendment to its Annual Report on Form 10-K for the year ended December 31, 2020, originally filed with the SEC on March 31, 2021, to conform to the interpretations in the SEC Staff Statement as soon as reasonably practicable. The Company’s financial statements for the three months ended March 31, 2021 cannot be finalized until the restated financial statements for the Non-Reliance Period are completed, after which time the Company intends to file its Form 10-Q for the quarter ended March 31, 2021 with the SEC within five calendar days of the prescribed due date