Every 8-K that AstroNova, Inc. (ALOT) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ALOT and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ALOT filings page.
AstroNova, Inc. (ALOT) completed its previously announced merger with Orion Merger Parent, Inc., an affiliate of Arcline Investment Management, on August 26, 2026. Orion MergerCo X, Inc. merged with and into AstroNova, with AstroNova surviving as a wholly owned subsidiary of the Arcline-controlled parent.
At the Effective Time, each share of AstroNova common stock outstanding (other than certain cancelled affiliate and treasury shares) was converted into the right to receive $29.00 in cash per share, without interest and less applicable withholding taxes. The total consideration for the change in control was approximately $241.9 million, based on about 8,406,925 shares outstanding, including shares underlying equity awards converted to cash. AstroNova repaid in full and terminated its Amended and Restated Credit Agreement with Bank of America, N.A., and all related liens and guarantees were released.
Trading in AstroNova’s common stock on the Nasdaq Global Market will be suspended after the close of trading on August 26, 2026, and the company has requested delisting via Form 25 and plans to file Form 15 to terminate registration and suspend reporting obligations. All public stockholder rights ceased other than the right to receive the cash merger consideration. The board of directors was reconstituted, selected officers were appointed for the surviving corporation, the 2018 Equity Incentive Plan was terminated (with awards now representing only cash rights), and AstroNova is obligated to maintain indemnification and a six-year D&O insurance tail for former directors and officers.
AstroNova, Inc. (ALOT) shareholders approved the company’s acquisition by affiliates of Arcline Investment Management at a virtual special meeting held on August 25, 2026. Under the Agreement and Plan of Merger, each share of common stock will be converted into the right to receive $29.00 in cash, without interest and subject to applicable withholding taxes.
Shareholders cast 5,027,868 votes for, 4,693 against and 5,467 abstaining on the merger proposal, representing more than 99% of votes cast and approximately 64% of all 7,841,201 shares outstanding as of the July 29, 2026 record date. A separate, non-binding advisory vote approved the merger-related executive compensation arrangements. The transaction is expected to close on August 26, 2026, after which AstroNova will become a privately held company and its common stock will cease trading on Nasdaq.
AstroNova, Inc. reported that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 for its pending merger with Orion Merger Parent, Inc. and Orion MergerCo X, Inc., affiliates of investment funds managed by Arcline Investment Management LP, expired at 11:59 p.m. Eastern Time on July 31, 2026. This expiration satisfies the Merger Agreement condition related to HSR Act review.
The transaction, entered into on June 16, 2026, would merge Orion MergerCo X, Inc. with and into AstroNova, with AstroNova continuing as the surviving corporation and becoming a wholly owned subsidiary of Orion Merger Parent. Completion of the merger remains subject to other conditions in the Merger Agreement, including approval of the Merger Agreement by AstroNova shareholders at a special meeting described in a definitive proxy statement filed on July 31, 2026.
The company notes that statements about the proposed merger, including expected timing and satisfaction of closing conditions, are forward-looking and subject to risks such as failure to obtain shareholder approval, potential governmental challenges or conditions, disruption to business operations, possible termination of the Merger Agreement, and potential merger-related litigation.
AstroNova, Inc. agreed to be acquired by affiliates of Arcline Investment Management for $29.00 per share in cash, implying a total enterprise value of about $272 million. The all-cash deal will take AstroNova private if completed.
The price represents a premium of about 209% to AstroNova’s unaffected closing share price on April 6, 2026 and about 120% to the 90‑day VWAP ending June 16, 2026. Closing is subject to approval by AstroNova shareholders, antitrust clearances under the HSR Act and other customary conditions. The merger agreement includes no‑shop provisions, reciprocal termination fees of $9.648 million in specified circumstances, six years of director and officer indemnification and insurance, and a 12‑month commitment to maintain employee compensation and benefits at levels at least as favorable in the aggregate.
AstroNova reported a strong start to fiscal 2027, turning prior-year losses into profit as margins improved. Revenue for the quarter ended April 30, 2026 rose 4.4% to $39.4M, driven by its Aerospace segment, while Product ID sales were roughly flat.
Gross profit increased 20.7% to $14.4M and gross margin expanded to 36.6%. Operating income nearly tripled to $1.6M, and net income reached $0.7M, or $0.08 per diluted share, compared with a loss a year earlier. Adjusted EBITDA was $4.1M with a 10.5% margin.
Aerospace revenue grew 16.3% to $13.3M, with hardware sales up 37.9%. Segment operating profit rose to $3.9M and orders surged 125.1% to $19.5M, lifting Aerospace backlog to $18.2M. Cash from operations was $3.0M, and net debt fell to $31.2M.
AstroNova, Inc. entered into a settlement on May 15, 2026 to resolve all claims related to its May 2024 acquisition of MTEX New Solution, S.A. in Portugal. Under the agreement, Atlantiprestigio will transfer to AstroNova Portugal an industrial property in Porto valued at €2.5 million, and will waive all amounts due from MTEX under the related lease.
The company and AstroNova Portugal also agreed to cause Mr. Ferreira and his spouse to be released from certain personal guarantees on MTEX loans. Once the property is definitively registered in AstroNova Portugal’s name, all parties will terminate the ongoing arbitration in Oporto and grant mutual releases, including an agreement on allocation of arbitration costs.
AstroNova, Inc. announced the timing of its 2026 Annual Meeting of shareholders. The Board of Directors set July 20, 2026 as the meeting date. Shareholders of record as of May 21, 2026 will be eligible to vote at the meeting, with additional details to be provided in the 2026 proxy statement.
AstroNova, Inc. updated the structure of certain executive incentive awards. On April 10, 2026, the company entered into Stock-Settled Performance Award Amendment Agreements with its President and CEO Jorik Ittmann, CFO Thomas DeByle, Senior VP–Aerospace Thomas Carll, and CTO Michael Natalizia.
The amendments allow the Human Capital and Compensation Committee to choose to settle these Stock Settled Performance Awards in cash instead of AstroNova common stock. All other terms of the existing performance awards remain unchanged.
AstroNova, Inc. reported fiscal 2026 fourth-quarter revenue of $37.5 million, essentially flat year over year, as stronger Product Identification sales offset slightly lower Aerospace revenue. Quarterly gross margin slipped to 30.2%, and the company posted a net loss of $1.1 million, or $(0.15) per share, a much smaller loss than the prior year’s impairment-affected results.
For the full year, revenue was $150.5 million and net loss improved significantly to $2.4 million from $14.5 million, while Adjusted EBITDA rose to $12.7 million with an 8.4% margin. Operating cash flow reached $11.7 million, helping reduce debt to $37.6 million as of January 31, 2026.
Product ID segment revenue grew to $104.2 million, with aftermarket sales around 80% of the segment, while Aerospace delivered $46.3 million of revenue and a 21.1% operating margin. Management highlighted strong Aerospace bookings and backlogs in both segments, and noted that a major Aerospace royalty obligation expiring in the third quarter of fiscal 2027 is expected to add about $2 million to annual gross profit. For fiscal 2027, the company targets mid‑single‑digit revenue growth and higher adjusted EBITDA margin.
AstroNova, Inc. reported the results of its annual shareholder meeting held on December 2, 2025. A total of 7,638,423 shares of common stock were outstanding as of October 13, 2025, the record date for the meeting.
Shareholders elected seven directors to serve until the next annual meeting and until their successors are elected and qualified. They also approved an advisory, non-binding proposal on the compensation paid to the company's executive officers, with 4,485,855 votes for, 34,705 against, 3,905 abstentions and 2,549,495 broker non-votes. In a separate advisory vote on how often to hold future say-on-pay votes, 4,089,313 votes favored a 1-year frequency, 3,518 favored 2 years, 431,387 favored 3 years, and 248 abstained, with 2,549,494 broker non-votes. Shareholders further ratified the appointment of Wolf & Company, P.C. as independent registered public accounting firm for the fiscal year ending January 31, 2026, by a vote of 7,064,130 for, 6,440 against and 3,390 abstaining.
AstroNova (ALOT) amended its credit agreement with Bank of America. The change raises the revolving commitment to $27,500,000 until July 31, 2026 (then $25,000,000), extends the revolver maturity to August 4, 2028, and refinances prior term debt into a new $10,000,000 Term Loan and a new $9,720,000 Term A-2 Loan. At closing, the company borrowed both term loans and $1,500,000 on the revolver; proceeds were used primarily to repay and refinance existing term loans and pay related costs. The facility remains available for general corporate purposes. The company currently has $17.9 million drawn on the amended revolver.
Repayment terms include quarterly $500,000 installments on the Term Loan through July 31, 2028 with the balance due August 4, 2028, and monthly $40,500 installments on the Term A-2 Loan through July 31, 2035 with the balance due August 4, 2035. Borrowings bear interest at Term SOFR or a floating base rate plus margins of 1.60%–3.25% (or 0.60%–2.25% for base rate), and a commitment fee of 0.15%–0.40% applies to undrawn revolver amounts. Multi‑currency options remain, along with customary covenants and collateral, and the amendment removes the minimum consolidated interim fixed charge coverage ratio.
AstraNova, Inc. filed a current report to let investors know it has released financial results for its fiscal second quarter ended July 31, 2025. On September 9, 2025, the company issued a press release with these quarterly results, which is included as Exhibit 99.1 to the report and incorporated by reference.
The company notes that the earnings information in this report and in the attached press release is being furnished rather than filed, which limits how it is treated under certain securities law liability provisions and how it may be incorporated into other SEC filings.
AstroNova, Inc. informs shareholders that its 2025 Annual Meeting was rescheduled to Tuesday, December 2, 2025. The company set October 13, 2025 as the record date for shareholders entitled to vote at that meeting. AstroNova states that shareholder proposals to be included in the company’s proxy materials must be received in writing at the Company’s Secretary at 600 East Greenwich Avenue, West Warwick, Rhode Island 02893 by the close of business on October 3, 2025, which the company deems a reasonable deadline under applicable Exchange Act rules. The notice reminds shareholders that proposals and director nominations must also comply with Rhode Island law and SEC rules, and that submissions received after the stated deadline will be considered untimely and not included in the proxy materials or considered at the meeting. The company says the definitive proxy will specify the meeting time, location and means of attendance.
AstroNova, Inc. entered into a Cooperation Agreement with Askeladden Capital Management LLC and Samir Patel. Under this agreement, the Company will expand its Board of Directors to seven members and has appointed Shawn Kravetz as an independent director effective August 21, 2025. He will serve on the Board’s Nominating and Governance Committee and be included in the Company’s slate of nominees at the 2025 annual meeting, with a commitment to nominate him again at the 2026 annual meeting.
The Askeladden parties agreed not to enter into any agreement with, or compensate, Mr. Kravetz regarding his Board service and confirmed he is not associated with them. If Mr. Kravetz ceases to serve during the cooperation period while the Askeladden parties maintain at least 5% net long beneficial ownership of AstroNova common stock, a new independent nominee jointly selected by both sides will fill the vacancy. The agreement also contains customary voting, standstill, and non-disparagement provisions lasting generally until after the 2026 annual shareholder meeting.
AstroNova (ALOT) filed an Item 5.02 Form 8-K announcing a leadership transition. On 31 Jul 2025 the Board promoted Senior VP Product Identification Jorik Ittmann (47) to President & CEO and director, effective 15 Aug 2025. Interim CEO Darius G. Nevin becomes Executive Chairman.
Key employment terms for Mr. Ittmann
- Base salary $360k.
- Target bonus 70 % of FY-26 salary linked to Revenue 25 %, Adj. Operating CF 25 %, Adj. EBITDA 50 %.
- Performance stock award: reference value $115,753.
- Time-based RSU grant worth $1.5 m; cliff vest 15 Aug 2028 with pro-rata or Triggering-Transaction acceleration.
- Up to 52-week salary continuation if terminated without cause before Aug-2028; none on change-in-control with shareholder payout.
Compensation adjustments for other executives (effective 15 Aug 2025)
- CFO Thomas DeByle salary $425k; Tom Carll & Michael Natalizia $280k each.
- Target bonuses: 70 %, 45 %, 45 % of salary, respectively.
- Performance awards of $82,185; $11,112; $12,964 and RSUs of $1.0 m; $0.5 m; $0.25 m, mirroring CEO terms.
No financial results were disclosed.
AstroNova (ALOT) Form 8-K – CEO Separation Agreement
AstroNova filed a Current Report to document the final terms governing the departure of former President & Chief Executive Officer Gregory A. Woods, whose resignation was previously announced on 29 Jun 2025. Mr. Woods’ employment and board service ended on 16 Jul 2025 under a Separation Agreement (Ex. 10.1).
- Severance: 50 % of current base salary and vehicle allowance for 52 weeks, paid bi-weekly.
- Equity: All unvested RSUs continue to vest for 12 months; listed stock options remain exercisable until the earlier of their 10-year grant anniversary or 16 Jul 2026.
- Benefits: Company subsidises 100 % of COBRA premiums for up to 12 months and reimburses Medicare premiums within a combined cap of $2,021.89 per month.
- Additional payments: Accrued PTO and pre-29 Jun 2025 business expenses paid on the next regular pay date.
- Obligations: Up to 20 hours per week transition assistance for one year and continued cooperation in MTEX New Solution S.A. acquisition proceedings.
No successor appointment, financial metrics or revised guidance were disclosed in this filing.
AstroNova, Inc. (NASDAQ: ALOT) filed a Form 8-K disclosing an immediate leadership change. On 29 June 2025, Gregory A. Woods resigned as President, Chief Executive Officer and director. The Board appointed director Darius G. Nevin, 67, as Interim President and CEO effective the same day. Nevin, who joined the Board in March 2025, brings over 30 years of public-company finance experience, including nine years as CFO of Protection One, where he executed a successful turnaround and sale. He also serves on the boards of Alarm.com and Psychemedics and previously sat on WCI Communities’ board.
Upon assuming the interim role, Nevin stepped down from the Audit and Human Capital & Compensation Committees. The company issued a press release (Exhibit 99.1) announcing the transition. In addition, the Board postponed the 2025 Annual Meeting of Shareholders, previously set for 9 July 2025; a new date and record date will be announced later. No other financial data or transactions were reported.