CPSH 8-K: Q3 results press release furnished, Exhibits 99.1 & 99.2

Rhea-AI Filing Summary

CPS Technologies (CPSH) furnished an update under Item 2.02, noting it issued a press release announcing financial results for the three months ended September 27, 2025. The press release is attached as Exhibit 99 and incorporated by reference.

The company states the Item 2.02 information, including Exhibits 99.1 and 99.2, is being furnished and not filed under the Exchange Act. The filing also includes a customary caution that the press release contains forward‑looking statements.

8-K Event Classification

3 items: 2.02, 8.01, 9.01

3 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Understanding 8-K Material Events →

false 0000814676 0000814676 2025-10-29 2025-10-29

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): October 29, 2025

CPS TECHNOLOGIES CORP.

(Exact Name of Registrant as Specified in its Charter)

Delaware	0-16088	04-2832509
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

111 South Worcester Street, Norton, Massachusetts	02766
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code                           508-222-0614

(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(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	CPSH	Nasdaq Capital Market

Item 2.02 Results of Operations and Financial Condition

On October 29, 2025, the Company issued a press release announcing its financial results for the three months ended September 27, 2025. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein in its entirety by reference.

The information in this Item 2.02, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (The “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements.

Except for historical information contained in the press release attached as an exhibit hereto, the press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.

Item 8.01 Other Events

Exhibit 99.2 is incorporated herein in its entirety by reference.

Item 9.01 Financial Statements and Exhibits

EXHIBIT

NUMBER DESCRIPTION

99.1 Press release dated October 29, 2025 of CPS Technologies Corp. announcing its financial results for the three months ended September 27, 2025

99.2 Financial results for the three and six months ended September 27, 2025

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

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 thereunto duly authorized.

CPS Technologies Corp.

(Registrant)

Date: October 31, 2025

/s/ Charles K. Griffith, Jr.

Charles K. Griffith Jr.

Chief Financial Officer

FAQ

What did CPSH disclose in this 8-K?

It furnished a press release announcing financial results for the three months ended September 27, 2025, attached as Exhibit 99.

Is the information considered filed with the SEC?

No. The Item 2.02 information, including Exhibits 99.1 and 99.2, is furnished and not filed under the Exchange Act.

Which period do the results cover for CPSH?

The results cover the three months ended September 27, 2025.

What caution did CPSH include?

It noted the press release contains forward-looking statements and referred readers to the cautionary note in the release.

What is CPSH’s trading venue and ticker?

Common stock trades on the Nasdaq Capital Market under the symbol CPSH.

Which items were referenced beyond Item 2.02?

Item 8.01 references Exhibit 99.2, incorporated in its entirety by reference.