[8-K] CEVA INC Reports Material Event

Rhea-AI Filing Summary

Ceva, Inc. reported fourth‑quarter and full‑year 2025 results, led by record fourth‑quarter revenue of $31.3 million and full‑year revenue of $109.6 million. Licensing and related revenue reached $17.5 million in the quarter, with royalties contributing $13.8 million.

The company still posted a GAAP net loss of $10.6 million for 2025, or $(0.44) per share, but non‑GAAP net income improved to $10.8 million, and non‑GAAP diluted EPS rose to $0.42. Ceva cited 18% non‑GAAP operating margin in Q4 and stronger mix.

Ceva signed 54 licensing agreements in 2025 and saw a record 2.1 billion Ceva‑powered devices shipped, including 1.1 billion Bluetooth units and record Wi‑Fi and cellular IoT shipments. The company also completed a follow‑on equity offering, raising about $63 million net to bolster its cash and investment balances.

Insights

Semiconductor IP and earnings analyst

Ceva combined record Q4 revenue and stronger non‑GAAP profits with continued GAAP losses and dilution from a follow‑on offering.

Ceva delivered record fourth‑quarter revenue of $31.3 million, with full‑year revenue of $109.6 million. Licensing and royalties remained well balanced, and Q4 non‑GAAP operating margin reached 18%, indicating better profitability on an adjusted basis.

GAAP results were weaker, with a 2025 net loss of $10.6 million versus a prior‑year loss of $8.8 million. The gap between GAAP and non‑GAAP reflects sizable equity‑based compensation and acquisition‑related items, which the company excludes when presenting its core performance.

Strategically, Ceva signed 54 licensing agreements in 2025 and reported a record 2.1 billion devices shipped using its IP, supporting its Smart Edge and AI positioning. A follow‑on offering added about $63 million of net proceeds, lifting cash and marketable securities, and giving more flexibility for future investments and growth initiatives.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): February 17, 2026

CEVA, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	000-49842	77-0556376
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

15245 Shady Grove Road, Suite 400, Rockville, MD 20850

(Address of Principal Executive Offices, and Zip Code)

(240) 308-8328

Registrant’s Telephone Number, Including Area Code

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:

☐	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, $0.001 par value		CEVA		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. ☐

Item 2.02. Results of Operations and Financial Condition.

On February 17, 2026, Ceva, Inc. (the “Company”) announced its financial results for the quarter and the year ended December 31, 2025. A copy of the earnings release, dated February 17, 2026, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information set forth in this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section. The information in this Item 2.02, including Exhibit 99.1, shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act except as shall be expressly set forth by specific reference in such a filing. 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit Number			Description
99.1			Earnings release of Ceva, Inc. dated February 17, 2026
104			Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CEVA, INC.
Date: February 17, 2026	By:	/s/ Yaniv Arieli
	Name:	Yaniv Arieli
	Title:	Chief Financial Officer

Exhibit 99.1

Ceva, Inc. Announces Fourth Quarter and Full Year 2025 Financial Results

ROCKVILLE, MD., February 17, 2026 – Ceva, Inc. (NASDAQ: CEVA), the leading licensor of silicon and software IP for the Smart Edge, today announced its financial results for the fourth quarter and full year ended December 31, 2025.

Fourth Quarter Highlights:*

● Completed a strategic NPU licensing agreement with one of the world’s leading PC OEMs, with NeuPro™ NPUs selected as foundational IP for next-generation on-device AI compute architecture

● Delivered total revenue of $31.3 million, up 10% sequentially and 7% year-over-year, representing the highest quarterly revenue in Ceva’s history⁽¹⁾  

● Signed 18 IP licensing agreements in the quarter, reflecting strong and diversified demand across AI, connectivity and sensing

● Grew licensing and related revenue to $17.5 million, up 11%

● Increased royalty revenue to $13.8 million, up 2%, representing the strongest quarterly royalty performance in more than four years

● 606 million units of Ceva-powered devices shipped in the quarter

● Strengthened the balance sheet through a successful follow-on offering, raising approximately $63 million net

*Unless otherwise stated, all comparisons are to fourth quarter 2024

Full Year 2025 Highlights:*

● Increased total revenue to $109.6 million, up 2%

● Grew licensing revenue to $63.6 million, up 6%

● Generated royalty revenue of $46.0 million, with royalties growing each quarter sequentially throughout 2025

● Record 2.1 billion Ceva-powered devices shipped, up 6%, including record Wi-Fi shipments of 266 million units and record Cellular IoT shipments of 241 million units

● Generated 86% of total revenue from smart edge markets, reflecting market share gains by Ceva customers and positioning the company well as the industry transitions towards Physical AI

*Unless otherwise stated, all comparisons are to full year 2024

Amir Panush, Chief Executive Officer of Ceva, commented: “2025 was a landmark year for Ceva and ended on a high note with record fourth-quarter revenue⁽¹⁾ and our strongest royalty quarter in more than four years. A key milestone in the quarter was a strategic NPU licensing agreement for our high-performance NeuPro NPUs with one of the world’s leading PC OEMs. This win is a powerful validation of our AI strategy and reinforces our belief that dedicated NPUs will become a standard requirement across personal computing platforms and increasingly across intelligent devices.

“Importantly, our diversified, multi-IP engagements are building a growing licensing and royalty flywheel that supports sustained value creation over time,” continued Panush. “As AI increasingly moves into real-world devices, we believe the industry is entering the era of Physical AI. With leadership across connectivity, sensing and inference, record Wi-Fi and cellular IoT shipments, and more than 20 billion Ceva-powered devices shipped to date, we enter 2026 in a position of strength.”

In the fourth quarter, Ceva signed 18 IP licensing agreements spanning a broad range of end markets and applications, including three NPU licenses, highlighted by a strategic agreement with one of the world’s leading PC OEMs. The quarter also included AI DSP agreements for automotive ADAS and consumer electronics, Wi-Fi 7 and Bluetooth High Data Throughput connectivity licenses, and a strategic software engagement with a leading TV platform.

Other fourth quarter financial data:*

● GAAP gross margin was 88%, in line with last year

● GAAP operating loss was $0.4 million, as compared to a GAAP operating profit of $0.1 million

● GAAP net loss was $1.1 million, as compared to a GAAP net loss of $1.7 million

● GAAP diluted loss per share was $0.04, as compared to GAAP diluted loss per share of $0.07

● Non-GAAP gross margin was 89%, in line with last year

● Non-GAAP operating income was $5.7 million, as compared to non-GAAP operating income of $4.5 million

● Non-GAAP net income and non-GAAP diluted income per share were $4.9 million and $0.18, respectively, compared with non-GAAP net income and non-GAAP diluted income per share of $2.7 million and $0.11, respectively

*Unless otherwise stated, all comparisons are to fourth quarter 2024

Yaniv Arieli, Chief Financial Officer of Ceva, added: “We delivered record fourth-quarter revenues and achieved 18% non-GAAP operating margins, reflecting disciplined execution and improving mix. For the full year, non-GAAP net income increased 20% year-over-year and non-GAAP diluted earnings per share grew 17%, demonstrating consistent financial progress throughout 2025. During the fourth quarter, we also strengthened our balance sheet through a successful follow-on offering, raising approximately $63 million net, enhancing our financial flexibility to support future growth initiatives.”

In 2025, Ceva signed 54 licensing agreements across diversified smart edge markets, including 33 consumer, 10 industrial, 7 automotive, 3 PC, and 1 infrastructure agreements. 10 of the licensing agreements were with OEMs and 12 customers licensed multiple Ceva technologies, underscoring the strength of the company’s broad portfolio spanning connectivity, sensing and inference. During the year, a record 2.1 billion Ceva-powered devices were shipped, up 6% year-over-year, including 1.1 billion Bluetooth devices, and record shipments of 266 million Wi-Fi devices, and record shipments of 241 million cellular IoT devices. These volumes were complemented by continued deployments across smartphones and other smart edge devices powered by Ceva’s DSPs, AI accelerators and sensor fusion software, reinforcing the scale and durability of Ceva’s diversified business model.

Other full year 2025 financial data:*

● GAAP operating loss was $11.3 million, as compared to a GAAP operating loss of $7.5 million

● GAAP net loss and diluted loss per share were $10.6 million and $0.44, respectively, compared to GAAP net loss and diluted loss per share of $8.8 million and $0.37, respectively

● Non-GAAP operating income was $9.9 million, compared with $10.2 million

● Non-GAAP net income and diluted earnings per share were $10.8 million and $0.42, respectively, compared to $9.0 million and $0.36

*Unless otherwise stated, all comparisons are to full year 2024

Ceva Conference Call

On February 17, 2026, Ceva management will conduct a conference call at 8:30 a.m. Eastern Time to discuss the operating performance for the quarter and full year.

The conference call will be available via the following dial in numbers:

● U.S. Participants : Dial 1-844-435-0316 (Access Code : Ceva)

● International Participants: Dial +1-412-317-6365 (Access Code: Ceva)

The conference call will also be available live via webcast at the following link: https://app.webinar.net/9YBAnq6d4Rj. Please go to the web site at least fifteen minutes prior to the call to register.

For those who cannot access the live broadcast, a replay will be available by dialing +1-855-669-9658 or +1-412-317-0088 (access code: 1337948) from one hour after the end of the call until 9:00 a.m. (Eastern Time) on March 17, 2026. The replay will also be available at Ceva's web site at www.ceva-ip.com.

(1) Excluding the Intrinsix design services business, which was divested in 2023.

Forward Looking Statements

This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that if they materialize or prove incorrect, could cause the results of Ceva to differ materially from those expressed or implied by such forward-looking statements and assumptions. Forward-looking statements include statements about Ceva’s positioning for future growth and to serve as a foundational technology provider for intelligent, connected devices, licensing agreement wins, future industry demand, our market position for the future and future growth in the demand of our products, our forecast of financial measures for the following quarter and 2026, our long term targets and underlying assumptions, our future investments, expectations about future market, the success of our strategies and agreements, visibility into future revenue streams, and Ceva’s focus on expense management and profitability improvement. The risks, uncertainties and assumptions that could cause differing Ceva results include: the effect of intense industry competition; the ability of Ceva's technologies and products incorporating Ceva's technologies to achieve market acceptance; Ceva's ability to meet changing needs of end-users and evolving market demands; the lengthy sales cycle for IP and related solutions; Ceva's ability to diversify royalty streams and license revenues; geopolitical risks and instability, including the impact of tariffs and other trade measures and potential disruptions related to ongoing conflicts in the Middle East; and general market conditions and other risks relating to Ceva's business and industry, including, but not limited to, those that are described from time to time in our SEC filings. Ceva assumes no obligation to update any forward-looking statements or information, which speak as of their respective dates.

About Ceva, Inc.

Ceva powers the Smart Edge, bridging the digital and physical worlds to bring AI-driven products to life. Our Ceva AI fabric portfolio of silicon and software IP enables devices to Connect, Sense, and Infer – the essential capabilities for the intelligent edge. From 5G, cellular IoT, Bluetooth, Wi-Fi, and UWB connectivity to scalable Edge AI NPUs, AI DSPs, sensor fusion processors and embedded software, Ceva provides the foundational IP for devices that connect, understand their environment, and act in real time.

With more than 20 billion devices shipped and trusted by 400+ customers worldwide, Ceva is the backbone of today’s most advanced smart edge products - from AI-infused wearables and IoT devices to autonomous vehicles and 5G infrastructure. Our differentiated solutions deliver seamless integration into existing design flows, total flexibility to combine solutions based on design needs and ultra‑low‑power performance in minimal silicon footprint, helping customers accelerate development, reduce risk, and bring innovative products to market faster. As technology evolves toward Physical AI, Ceva’s IP portfolio lays the foundation for systems that are always connected, contextually aware, and capable of intelligent, real-time decision-making.

Visit us at www.ceva-ip.com and follow us on LinkedIn, X, YouTube, Facebook, and Instagram.

For more information, contact:                  

Yaniv Arieli Ceva, Inc. CFO +972.9.961.3770 yaniv.arieli@ceva-ip.com             Richard Kingston Ceva, Inc. VP Market Intelligence, Investor & Public Relations +1.650.220.1948 richard.kingston@ceva-ip.com 

Ceva, Inc. AND ITS SUBSIDIARIES

INTERIM CONDENSED CONSOLIDATED STATEMENTS OF LOSS – U.S. GAAP

U.S. dollars in thousands, except per share data

		Three months ended								Twelve months ended
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited				Unaudited				Unaudited
Revenues:
Licensing and related revenues		$	17,503			$	15,733			$	63,595			$	59,999
Royalties			13,788				13,490				46,003				46,940
Total revenues			31,291				29,223				109,598				106,939
Cost of revenues			3,730				3,371				14,158				12,768
Gross profit			27,561				25,852				95,440				94,171
Operating expenses:
Research and development, net			18,934				16,877				74,833				71,616
Sales and marketing			3,479				3,625				13,262				12,624
General and administrative			5,396				5,126				18,093				16,877
Amortization of intangible assets			150				150				598				599
Total operating expenses			27,959				25,778				106,786				101,716
Operating income (loss)			(398	)			74				(11,346	)			(7,545	)
Financial income (loss), net			1,447				(78	)			6,913				4,884
Income (loss) associated with the remeasurement of marketable equity securities			4				3				(257	)			(94	)
Income (loss) before taxes on income			1,053				(1	)			(4,690	)			(2,755	)
Income tax expense			2,151				1,735				5,948				6,031
Net loss			(1,098	)			(1,736	)			(10,638	)			(8,786	)
Basic and diluted net loss per share		$	(0.04	)		$	(0.07	)		$	(0.44	)		$	(0.37	)
Weighted-average shares used to compute net loss per share (in thousands):
Basic and diluted			25,558				23,637				24,295				23,613

Unaudited Reconciliation of GAAP to Non-GAAP Financial Measures

U.S. Dollars in thousands, except per share amounts

		Three months ended								Twelve months ended
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited				Unaudited				Unaudited
GAAP net loss		$	(1,098	)		$	(1,736	)		$	(10,638	)		$	(8,786	)
Equity-based compensation expense included in cost of revenues			186				143				679				713
Equity-based compensation expense included in research and development expenses			2,771				2,432				10,549				9,298
Equity-based compensation expense included in sales and marketing expenses			662				494				2,397				1,801
Equity-based compensation expense included in general and administrative expenses			2,079				827				6,171				3,763
Amortization of intangible assets related to acquisition of businesses			208				255				833				1,090
Costs associated with asset acquisition			144				250				577				1,033
Loss (Income) associated with the remeasurement of marketable equity securities			(4	)			(3	)			257				94
Non-GAAP net income		$	4,948			$	2,662			$	10,825			$	9,006
GAAP weighted-average number of Common Stock used in computation of diluted net loss per share (in thousands)			25,558				23,637				24,295				23,613
Weighted-average number of shares related to outstanding stock-based awards (in thousands)			1,761				1,579				1,726				1,491
Weighted-average number of Common Stock used in computation of diluted earnings per share, excluding the above (in thousands)			27,319				25,216				26,021				25,104
GAAP diluted loss per share		$	(0.04	)		$	(0.07	)		$	(0.44	)		$	(0.37	)
Equity-based compensation expense		$	0.20			$	0.16			$	0.80			$	0.65
Amortization of intangible assets related to acquisition of businesses		$	0.01			$	0.01			$	0.03			$	0.04
Costs associated with asset acquisition		$	0.01			$	0.01			$	0.02			$	0.04
Loss associated with the remeasurement of marketable equity securities		$	0.00			$	0.00			$	0.01			$	0.00
Non-GAAP diluted earnings per share		$	0.18			$	0.11			$	0.42			$	0.36

		Three months ended								Twelve months ended
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited				Unaudited				Unaudited
GAAP Operating income (loss)		$	(398	)		$	74			$	(11,346	)		$	(7,545	)
Equity-based compensation expense included in cost of revenues			186				143				679				713
Equity-based compensation expense included in research and development expenses			2,771				2,432				10,549				9,298
Equity-based compensation expense included in sales and marketing expenses			662				494				2,397				1,801
Equity-based compensation expense included in general and administrative expenses			2,079				827				6,171				3,763
Amortization of intangible assets related to acquisition of businesses			208				255				833				1,090
Costs associated with asset acquisition			144				250				577				1,033
Total non-GAAP Operating Income		$	5,652			$	4,475			$	9,860			$	10,153

		Three months ended								Twelve months ended
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited				Unaudited				Unaudited
GAAP Gross Profit		$	27,561			$	25,852			$	95,440			$	94,171
GAAP Gross Margin			88	%			88	%			87	%			88	%
Equity-based compensation expense included in cost of revenues			186				143				679				713
Amortization of intangible assets related to acquisition of businesses			58				105				235				491
Total Non-GAAP Gross profit			27,805				26,100				96,354				95,375
Non-GAAP Gross Margin			89	%			89	%			88	%			89	%

		Three months ended								Twelve months ended
		December 31,								December 31,
		2025				2024				2025				2024
		Unaudited				Unaudited				Unaudited				Unaudited
GAAP Operating Expenses			27,959				25,778				106,786				101,716
Equity-based compensation expense included in research and development expenses			2,771				2,432				10,549				9,298
Equity-based compensation expense included in sales and marketing expenses			662				494				2,397				1,801
Equity-based compensation expense included in general and administrative expenses			2,079				827				6,171				3,763
Amortization of intangible assets related to acquisition of businesses			150				150				598				599
Costs associated with asset acquisition			144				250				577				1,033
Total non-GAAP Operating Expenses		$	22,153			$	21,625			$	86,494			$	85,222

Ceva, Inc. AND ITS SUBSIDIARIES

INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS

(U.S. Dollars in thousands)

		December 31,				December 31,
		2025				2024 (*)
		Unaudited				Unaudited
ASSETS
Current assets:
Cash and cash equivalents		$	40,586			$	18,498
Marketable securities and short-term bank deposits			181,397				145,146
Trade receivables, net			19,495				15,969
Unbilled receivables			29,860				21,240
Prepaid expenses and other current assets			13,498				15,488
Total current assets			284,836				216,341
Long-term assets:
Severance pay fund			7,530				7,161
Deferred tax assets, net			257				1,456
Property and equipment, net			7,054				6,877
Operating lease right-of-use assets			17,486				5,811
Investment in marketable equity securities			55				312
Goodwill			58,308				58,308
Intangible assets, net			1,044				1,877
Other long-term assets			11,686				10,805
Total assets		$	388,256			$	308,948
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Trade payables		$	2,418			$	1,125
Deferred revenues			3,496				3,599
Accrued expenses and other payables			21,026				23,207
Operating lease liabilities			1,743				2,598
Total current liabilities			28,683				30,529
Long-term liabilities:
Accrued severance pay			7,690				7,365
Operating lease liabilities			14,388				2,963
Other accrued liabilities			1,037				1,535
Total liabilities			51,798				42,392
Stockholders’ equity:
Common stock			28				24
Additional paid in-capital			337,966				259,891
Treasury stock			(1,591	)			(3,222	)
Accumulated other comprehensive income (loss)			79				(1,330	)
Retained earnings (accumulated deficit)			(24	)			11,193
Total stockholders’ equity			336,458				266,556
Total liabilities and stockholders’ equity		$	388,256			$	308,948

(*) Derived from audited financial statements.

The Company believes that the reconciliation of financial measures in the press release is useful to investors in analyzing the results for the quarters ended December 31, 2025 and 2024 because the exclusion of the applicable expenses may provide a meaningful analysis of the Company’s core operating results and comparison of quarterly results. Further, the Company believes it is useful for investors to understand how the expenses associated with the application of FASB ASC No. 718 are reflected on its statements of income. The reconciliation of financial measures should be reviewed in addition to and in conjunction with results presented in accordance with GAAP and are intended to provide additional insight into the Company’s operations that, when viewed with its GAAP results and the accompanying reconciliation, offer a more complete understanding of factors and trends affecting the Company’s business. The reconciliation of financial measures should not be viewed as a substitute for the Company’s reported GAAP results.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EXHIBIT 99.1 341.7 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 11.5 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 15.5 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.7 KB