AXT signs 3-year wafer supply deal with Coherent

AXT, Inc., through its subsidiary AXT-Tongmei, entered into a three-year Master Development and Supply Agreement with Coherent CorpUS$22,288,500 prepayment in exchange for a defined capacity commitment for 6-inch indium phosphide wafer substrates.

Rhea-AI Filing Summary

AXT, Inc., through its subsidiary AXT-Tongmei, entered into a three-year Master Development and Supply Agreement with Coherent CorpUS$22,288,500 prepayment in exchange for a defined capacity commitment for 6-inch indium phosphide wafer substrates.

AXT plans to increase manufacturing capacity for these products at its Beijing facility from 2026 through 2028. The prepayment is generally applied against product purchases and is refundable at Coherent’s option if fully unused at expiry, except when Coherent fails minimum order quantities, in which case remaining amounts become nonrefundable and AXT may terminate. Coherent may terminate and seek a refund of unused prepayments if AXT misses its capacity commitment for more than six successive months.

Insights

Semiconductor supply-chain analyst

AXT secures a sizable prepayment tied to a three-year wafer supply pact with Coherent.

The agreement makes AXT a committed supplier of 6-inch indium phosphide wafers to Coherent for three years from June 25, 2026. Coherent’s US$22,288,500 prepayment supports AXT’s planned capacity expansion at its Beijing facility over 2026–2028, anchoring demand for this product line.

Commercial terms include minimum order quantities, a defined capacity commitment, and a mechanism for applying the prepayment to future purchases. Termination and refund rights are balanced: unused prepayments can be refunded to Coherent in some scenarios, while failure to meet minimum orders can make remaining funds nonrefundable and allow AXT to end the arrangement.

The structure provides visibility into near-term demand and funding for capacity increases but also exposes AXT to performance obligations. Investors can later look to periodic reports covering periods after June 30, 2026 for disclosed revenue recognition and fulfilment details related to this agreement.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Prepayment amount: US$22,288,500 Agreement term: 3 years Effective date: June 25, 2026 +2 more

5 metrics

Prepayment amount US$22,288,500 Prepayment from Coherent to AXT under supply agreement

Agreement term 3 years Initial term from effective date June 25, 2026

Effective date June 25, 2026 Start date of Master Development and Supply Agreement

Capacity shortfall window More than 6 months Coherent termination right if AXT misses capacity commitment

Capacity expansion period 2026–2028 AXT manufacturing expansion at Beijing facility

Key Terms

Master Development and Supply Agreement, Prepayment, Capacity Commitment, minimum order quantity requirement, +2 more

6 terms

Master Development and Supply Agreement financial

"AXT-Tongmei entered into a Master Development and Supply Agreement (the “Agreement”) with Coherent Corp"

Prepayment financial

"for a prepayment of US$22,288,500 (the “Prepayment”) from Coherent to AXT"

Payment of a loan, mortgage or scheduled obligation earlier than originally agreed, similar to paying off a car or house ahead of schedule to stop future monthly charges. It matters to investors because early repayment alters expected cash flows and interest income — for lenders or bondholders it can mean receiving principal sooner than planned and needing to reinvest at possibly lower rates, and for securities backed by loans it changes timing and amount of returns.

Capacity Commitment financial

"has committed to the delivery of an agreed upon Product capacity to Coherent (the “Capacity Commitment”)"

minimum order quantity requirement financial

"if Coherent fails to meet its minimum order quantity requirement, the remaining unused portion of the Prepayment shall be nonrefundable"

force majeure financial

"The Agreement contains customary provisions regarding confidentiality, force majeure circumstances, indemnification"

Force majeure is a legal concept that refers to unexpected events beyond anyone’s control, such as natural disasters, war, or severe disruptions, that prevent a party from fulfilling their obligations. It matters to investors because it can delay or cancel agreements, affecting the timing and certainty of financial transactions and obligations. Essentially, it acts as a shield for parties facing unforeseen, uncontrollable problems.

indemnification financial

"The Agreement contains customary provisions regarding confidentiality, force majeure circumstances, indemnification and representations and warranties"

A contractual promise to cover losses, expenses, or legal claims that arise from specified events, such as breaches of representations or third‑party lawsuits. For investors, indemnification matters because it shifts potential financial risk and future cash outflows from one party to another, similar to a friend agreeing to pay your bill if you’re sued, and can affect deal value, expected returns, and contingent liabilities on the balance sheet.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What agreement did AXT (AXTI) announce with Coherent in this 8-K?

AXT, through subsidiary AXT-Tongmei, signed a three-year Master Development and Supply Agreement with Coherent. It covers mass development and supply of 6-inch indium phosphide wafer substrates under agreed specifications, with defined capacity commitments and commercial terms between the parties.

How large is Coherent’s prepayment to AXT (AXTI) under the new agreement?

Coherent will make a prepayment of US$22,288,500 to AXT. This amount is applied against future purchases of 6-inch indium phosphide wafer substrates, subject to the agreement’s pricing and allocation terms, and is tied to AXT’s committed manufacturing capacity for Coherent.

What is the duration of AXT’s supply agreement with Coherent?

The agreement runs for an initial term of three years from the effective date of June 25, 2026. During this period, AXT commits to a specific product capacity for Coherent and plans to expand manufacturing capability at its Beijing facility to support these obligations.

Under what conditions is Coherent’s prepayment to AXT refundable?

The prepayment is refundable at Coherent’s sole option if it has not been fully applied by the agreement’s expiration or termination. If Coherent fails to meet its minimum order quantities, any remaining unused prepayment becomes nonrefundable, and AXT gains a contractual right to terminate.

When can Coherent terminate the AXT (AXTI) supply agreement?

Subject to mutually agreed changes, Coherent may terminate the agreement if AXT fails to meet its capacity commitment for more than six successive calendar months. In that situation, Coherent is also entitled to receive a refund of any unused portion of the prepayment amount.

Where will AXT increase capacity to fulfill the Coherent contract?

AXT plans to increase manufacturing capacity for the specified 6-inch indium phosphide wafers at its Beijing, China facility during 2026 through 2028. This expanded capacity underpins the company’s ability to meet its contractual product capacity commitments to Coherent.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/02/2026 - 05:02 PM Learn about SEC filing dates

false 0001051627 0001051627 2026-06-26 2026-06-26

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): June 26, 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 1.01 Entry into a Material Definitive Agreement.

On June 26, 2026, AXT-Tongmei, Inc., a Delaware corporation (“AXT-Tongmei”) and a subsidiary of AXT, Inc., a Delaware corporation (the “Registrant”, and collectively with AXT-Tongmei and the Registrant’s affiliates, “AXT”) entered into a Master Development and Supply Agreement (the “Agreement”) with Coherent Corp, a Pennsylvania Corporation (“Coherent”), effective as of June 25, 2026 (the “Effective Date”). The Agreement establishes the terms for the mass development and supply of certain agreed-upon specifications for 6-inch indium phosphide (“InP”) wafer substrates (the “Products”) from AXT to Coherent for an initial term of three (3) years from the Effective Date.

Under the Agreement, AXT has agreed to increase its manufacturing capacity of the Products at its Beijing, China facility in 2026 through 2028 and has committed to the delivery of an agreed upon Product capacity to Coherent (the “Capacity Commitment”) for a prepayment of US$22,288,500 (the “Prepayment”) from Coherent to AXT. AXT has also agreed to certain prices per wafer substrate and the application of the Prepayment for certain Product purchases under the terms of the Agreement until the full amount of the Prepayment has been allocated. The Prepayment is refundable to Coherent at its sole option if the Prepayment has not been fully applied upon the expiration or termination of the Agreement. However, if Coherent fails to meet its minimum order quantity requirement, the remaining unused portion of the Prepayment shall be nonrefundable and AXT has the right to terminate the Agreement. Subject to any mutually agreed changes, Coherent has the right to terminate the Agreement if AXT fails to meet the Capacity Commitment for more than six (6) successive calendar months, and is entitled to a refund of the unused Prepayment.

To the extent there is additional capacity beyond the committed quantity, AXT has agreed to offer such additional capacity at the same terms to Coherent. 

The Agreement contains customary provisions regarding confidentiality, force majeure circumstances, indemnification and representations and warranties and is subject to standard confidentiality and nondisclosure terms.

The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which will be filed as an exhibit to the Registrant’s quarterly report on Form 10-Q for the period ended June 30, 2026.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data File (formatted as inline XBRL)

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.
	By:	/s/ Gary L. Fischer
Date: July 2, 2026		Gary L. Fischer
		Chief Financial Officer and Corporate Secretary

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 11.2 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 15.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.3 KB