[8-K] BankFinancial Corporation Reports Material Event

Rhea-AI Filing Summary

ON Semiconductor’s Q2 FY25 (ended Jul 4 2025) showed a sharp slowdown. Revenue fell 15% YoY to $1.47 B; gross margin contracted to 37.6% (-7.6 pp) and diluted EPS dropped 47% to $0.41. All three segments declined: PSG -16%, AMG -14%, ISG -15%.

Six-month results were weaker. Sales slid 19% to $2.91 B and a $315.8 M net loss replaced last year’s $791.2 M profit, mainly from $588.5 M of restructuring, impairment and inventory charges tied to the 2025 Manufacturing Realignment (2,400 job cuts, $472 M asset write-downs).

Balance-sheet and strategic moves:

• Operating cash flow $786.6 M; cash & equivalents $2.53 B vs. $3.35 B debt.
• Repurchased 13.0 M shares for $600 M YTD (avg $46); $1.19 B authorization remains.
• Acquired SiC JFET technology for $118.8 M to expand EliteSiC power portfolio (PSG).
• Long-term supply-agreement backlog ~$9.6 B; 36% expected to ship within 12 months.

Key watch-points: margin recovery after realignment, demand trends in automotive & industrial markets, and execution on SiC roadmap.

Insights

Semiconductor Equity Analyst

TL;DR: Revenue -15%, margins hurt by $589 M charges, near-term outlook pressured.

The quarter confirms a cyclical trough compounded by strategic restructuring. Core gross margin slipped below 38% as PSG factory under-utilization and ISG inventory write-offs dominated. Even stripping the $49 M Q2 realignment charge, operating margin would have been just 16%, far from the 22–25% peak. Cash generation stayed solid and leverage is modest (net cash ~-$0.8 B), giving management flexibility. However, a $472 M asset impairment suggests excess capacity and questions around earlier cap-ex efficacy. Automotive (-19%) and industrial (-13%) softness signals demand headwinds that may persist into 1H26. SiC JFET buy bolsters high-voltage roadmap, but integration contributions will be immaterial near-term. Overall risk-reward skews negative until revenue re-accelerates and restructuring benefits flow.

Portfolio Manager

TL;DR: Cost reset painful now, but liquidity, buybacks and $9.6 B backlog underpin long-term thesis.

Management is proactively resizing its footprint—2,400 layoffs, equipment sales—to preserve future profitability. Despite lower sales, ON produced $786 M operating cash in six months, ample to self-fund $600 M repurchases and an accretive SiC tuck-in. Cash covers 75% of annualized interest, and no major maturities hit until 2027. The LTSA backlog provides multi-year visibility, particularly in AI-driven power applications. If the realignment delivers targeted savings and end-markets stabilize, EPS leverage could return quickly. Near-term volatility warrants caution, but the structural shift toward vehicle electrification and data-center power keeps the longer-range outlook balanced.

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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 4, 2025

BANKFINANCIAL CORPORATION

(Exact Name of Registrant as Specified in Charter)

Maryland		0-51331		75-3199276
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

60 North Frontage Road, Burr Ridge, Illinois		60527
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (800) 894-6900

Not Applicable

(Former name, former address and former fiscal year, 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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		BFIN		The NASDAQ Stock Market LLC

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. ☐

Item 8.01. Other Events.

On August 4, 2025, the Board of Directors of BankFinancial Corporation (the “Company”) declared a cash dividend of $0.10 per common share. The dividend will be payable on August 29, 2025 to stockholders of record on August 15, 2025.

As previously described in filings made with the Securities and Exchange Commission, the Board of Directors of the Company will evaluate dividends for future quarters in the context of all applicable regulatory requirements and other relevant factors.

This Current Report on Form 8-K includes “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. A variety of factors could cause the Company’s actual results to differ from those expected at the time of this release. For a discussion of some of the factors that may cause actual results to differ from expectations, please refer to the Company’s most recent Annual Report on Form 10-K as filed with the SEC, as supplemented by the Company’s subsequent filings with the SEC. Investors are urged to review all information contained in these reports, including the risk factors discussed therein. Copies of these filings are available at no cost on the SEC's web site at www.sec.gov or on the Company’s web site at www.bankfinancial.com. Forward looking statements speak only as of the date they are made, and we do not undertake to update them to reflect changes.

Item 9.01. Financial Statements and Exhibits.

(a) Not Applicable.

(b) Not Applicable.

(c) Not Applicable.

(d) Exhibits.

Exhibit No. Description

104 Cover Page Interactive Data File (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.

			BANKFINANCIAL CORPORATION (Registrant)
Date:	August 4, 2025		By:	/s/ F. Morgan Gasior
				F. Morgan Gasior
				Chairman of the Board, Chief Executive Officer and President

FAQ

How did ON (ON) Q2 2025 revenue and EPS compare with Q2 2024?

Revenue fell to $1.47 B (-15%) and diluted EPS declined to $0.41 (-47%).

What drove the H1 2025 net loss at ON Semiconductor?

A $588.5 M restructuring and impairment charge under the 2025 Manufacturing Realignment turned results to a $315.8 M loss.

How much cash and debt does ON hold?

As of Jul 4 2025, cash & equivalents were $2.53 B; gross long-term debt remained $3.38 B.

What are the segment trends for PSG, AMG and ISG?

PSG revenue -16%, AMG -14%, ISG -15% YoY; PSG gross profit fell 48%, reflecting capacity under-utilization.

What is the status of ON's share-repurchase authorization?

ON bought back $600 M YTD; $1.19 B remains authorized through 2025.

Why did ON acquire SiC JFET assets and what was the cost?

The $118.8 M deal enhances EliteSiC offerings for high-efficiency AI data-center power supplies.