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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
August 20, 2025
Applied Optoelectronics, Inc.
(Exact name of registrant as specified
in its charter)
| Delaware |
001-36083 |
76-0533927 |
(State of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
13139
Jess Pirtle Blvd.
Sugar
Land, Texas 77478
(Address
of principal executive offices and zip code)
(281) 295-1800
(Registrant’s telephone number, including
area code)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions
(see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Trading
Name of each exchange on which registered |
| Common
Stock, Par value $0.001 |
AAOI |
NASDAQ
Global Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
|
Item 1.01 |
Entry into a Material Definitive Agreement. |
On August 20, 2025, Prime
World International Holdings Ltd. (“Prime World”), a wholly owned subsidiary of Applied Optoelectronics, Inc., entered into
an Agreement to Terminate Land and Building Lease (the “Termination Agreement”) with San Ho Electric Machinery Industry Co.,
Ltd. (the “Lessor”). Under the Termination Agreement, the Land and Building Lease Agreement dated June 7, 2025 (the “Original
Lease”) between Prime World and the Lessor will be terminated effective August 31, 2025.
Pursuant to the Termination
Agreement, Prime World agreed to pay the Lessor NT$9,400,000 in full settlement of all rent, fees, damages, and other amounts arising
from the early termination of the Original Lease. Upon execution of the Termination Agreement, neither party will have any further claims
against the other in connection with the termination.
The foregoing description
of the Termination Agreement does not purport to be a complete statement of the parties’ rights and obligations under the Termination
Agreement and is qualified in its entirety by reference to the full text of the Termination Agreement, English translations which is attached
as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
| Item 1.02 |
Termination of a Material Definitive Agreement.
|
The information contained in Item 1.01 of this
Current Report on Form 8-K with respect to the Termination Agreement is incorporated by reference into Item 1.02.
| Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under
an Off-Balance Sheet Arrangement of a Registrant.
|
The information contained in Item 1.01 of this
Current Report on Form 8-K with respect to the Termination Agreement is incorporated by reference into Item 2.03.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 |
Translation of the Agreement to Terminate Land and Building Lease dated August 20, 2025, between Prime World International Holdings Ltd., and San Ho Electric Machinery Industry Co., Ltd. |
| 104 |
Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 26, 2025 |
APPLIED OPTOELECTRONICS, INC. |
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By: |
/s/ David C. Kuo |
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Name |
David C. Kuo |
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Title: |
Senior Vice President and Chief Legal Officer |
|
