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2026-04-20
2026-04-20
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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): April
20, 2026
AXT, INC.
(Exact name of registrant as specified in its charter)
| Delaware |
|
000-24085 |
|
94-3031310 |
(State
or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
4281 Technology Drive
Fremont, California 94538
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including
area code: (510) 438-4700
Not Applicable
(Former name or former address, if changed since
last report)
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)) |
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. ☐
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, $0.001 par value |
|
AXTI |
|
The NASDAQ Stock Market LLC |
Item 2.02 Results of Operations and Financial
Condition
On April 20, 2026, AXT,
Inc. (the “Company”) in a prospectus supplement filed with Securities and Exchange Commission pursuant to Rule 424(b)(5)
of the Securities Act of 1933, as amended (“Securities Act”), disclosed that its anticipated revenues for the three
months ended March 31, 2026, will range between $28 million and $26 million and its anticipated net loss attributed to the Company
for the three months ended March 31, 2026, will range between $1.6 million and $2.6 million, or net loss per share (basic and
diluted) of between $0.03 and $0.05.
The anticipated revenues and
net loss attributed to the Company are based on management’s initial review of operations for the quarter and remain subject to
completion of the Company’s financial closing procedures. Accordingly, these results are subject to change and may differ materially
from the results that will be reflected in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026.
The information
contained in this Item 2.02 is being “furnished” in accordance with General Instruction B.2 of Form 8-K and shall not be
deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, or Sections 11 and 12(a)(2) of the Securities Act. The information contained herein shall not be incorporated by reference into any filing of the Company, whether made
before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by
specific reference to such filing.
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.
| |
AXT, INC. |
| |
|
|
| Date: April 20, 2026 |
By: |
/s/ Gary L. Fischer |
| |
|
Gary L. Fischer |
| |
|
Chief Financial Officer and Corporate Secretary |
