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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):
May
14, 2026
CVD
EQUIPMENT CORPORATION
(Exact
Name of Registrant as Specified in Its Charter)
| New
York |
|
1-16525 |
|
11-2621692 |
(State
or Other Jurisdiction of
Incorporation
or Organization) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
355
South Technology Drive
Central
Islip, New York |
|
11722 |
| (Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
Telephone Number, Including Area Code: (631) 981-7081
(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)) |
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 |
|
CVV |
|
NASDAQ
Capital 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
May 14, 2026, the Company issued a press release announcing its results of operations for the first quarter March 31, 2026.
A
copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The
information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed”
for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
Item
9.01. Financial Statements and Exhibits
(d)
Exhibits
| Exhibit
No. |
|
Description |
| 99.1 |
|
Press release dated May 14, 2026 |
| |
|
|
| 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 thereunto duly authorized.
Date:
May 14, 2026
| |
CVD
EQUIPMENT CORPORATION |
| |
|
|
| |
By:
|
/s/
Richard Catalano |
| |
Name: |
Richard
Catalano |
| |
Title:
|
Executive
Vice President, Chief Financial Officer, Secretary and Treasurer |
Exhibit
99.1
 |
|
enabling
tomorrow’s technologies™ |
| 355
South Technology Drive, Central Islip, New York 11722 | T 631.981.7081 | info@cvdequipment.com |
CVD
Equipment Corporation Reports First Quarter 2026 Results
Completed
the Sale of its SDC Division as Previously Announced
CENTRAL
ISLIP, N.Y., (Business Wire) – May 14, 2026 – CVD Equipment Corporation (NASDAQ: CVV) (the “Company”) today reported
financial results for the first quarter ended March 31, 2026.
As
previously announced, the Company entered into an asset purchase agreement with a buyer to sell its SDC business division on March 23,
2026. This transaction was completed on April 1, 2026, whereby substantially all the business assets related to SDC were sold.
The
financial results of SDC are reflected in the Company’s condensed consolidated financial statements as discontinued operations
for all periods presented and SDC’s assets and liabilities are considered held for sale as of March 31, 2026. The Company now has
one reportable segment consisting of its CVD Equipment division which manufactures chemical vapor deposition, physical vapor transport,
thermal process and related equipment.
After
payment of transaction costs and employee related liabilities, the net cash proceeds from the sale of SDC were $14.8 million. As a result,
as of April 1, CVD Equipment had approximately $23 million in cash and no long-term debt.
Manny
Lakios, President and Chief Executive Officer of CVD Equipment Corporation, stated, “The sale of SDC has significantly strengthened
our balance sheet, providing additional financial flexibility as we continue to evaluate strategic opportunities for the CVD Equipment
business, its product lines, and our facilities. In addition, we are continuing to drive operational efficiencies and reduce our operational
costs, with an ongoing commitment to maximizing shareholder value. This included, as previously announced, a workforce reduction within
the CVD Equipment division during the fourth quarter as we transitioned from a vertically integrated fabrication model to outsource fabrication
for certain components. This action is expected to reduce our annual operating costs by approximately $1.8 million in fiscal 2026.”
Lakios
added, “In addition, we remain focused on delivering solutions across our key target markets, including aerospace and defense,
industrial applications such as silicon carbide (SiC) on graphite, and SiC for high-power electronics, as well as emerging applications,
including nuclear energy.”
First
Quarter 2026 Performance from Continuing Operations (excluding the discontinued operations of SDC)
| ● |
Orders: $1.8 million,
an increase from $0.8 million in the prior year quarter, due to higher non-system orders for spare parts. Bookings for the CVD Equipment
business continued to be pressured by several factors, including geopolitical uncertainty, reduced U.S. government funding for universities,
and a slower pace of adoption of our solutions in certain end markets. |
| |
|
| ● |
Revenue: $1.8 million,
down 70.9% as compared to prior year quarter, primarily reflecting lower CVD system revenue due to a reduced level of system bookings. |
| |
|
| ● |
Backlog: $4.7 million at both March 31, 2026 and December 31, 2025. |
| |
|
| ● |
Gross
margin: 8.0% versus 27.4% in the prior year quarter, primarily due to lower CVD system revenue and lower absorption of fixed manufacturing
costs. |
| |
|
| ● |
Decreases in revenue and gross margin for the quarter ended March 31, 2026 from reduced system bookings were partially
offset by a $0.3 million benefit from a contract modification. |
| |
|
| ● |
Net
loss from continuing operations: ($1.7 million), or ($0.25) per basic and diluted share, compared with net loss from continuing operations
of ($0.2 million), or ($0.03) per basic and diluted share, in the prior year quarter. |
www.cvdequipment.com
| www.firstnano.com
 |
|
enabling
tomorrow’s technologies™ |
Conference
Call
A
conference call reviewing these results has been scheduled for today, May 14, 2026 starting at 5:00 PM ET. To join the call, dial
1-877-407-2991 or 1-201-389-0925. A live and archived webcast of the call will also be available on the company’s website at www.cvdequipment.com/events.
The archived webcast will be available approximately two hours following the end of the conference call. A telephone replay will be available
for 7 days. To access the replay, dial 1-877-660-6853 or 1-201-612-7415. The replay passcode is 13760600.
About
CVD Equipment Corporation
CVD
Equipment Corporation (NASDAQ: CVV) designs, develops, and manufactures a broad range of chemical vapor deposition, thermal processing,
physical vapor transport, and related equipment and process solutions used to develop and manufacture materials and coatings for
industrial applications and research. Our products are used in production environments as well as research and development centers, both
academic and corporate. Major target markets include aerospace & defense (ceramic matrix composites), silicon carbide (SiC) high-power
electronics, electric vehicle (EV) battery materials (carbon nanotubes, graphene and silicon nanowires), and industrial applications.
Through its application laboratory, the Company allows customers the option to bring their process tools to our laboratory and to work
collaboratively with our scientists and engineers to optimize process performance.
The
Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information
included in this press release (as well as information included in oral statements or other written statements made or to be made by
CVD Equipment Corporation) contains statements that are forward-looking. All statements other than statements of historical fact are
hereby identified as “forward-looking statements, “as such term is defined in Section 27A of the Securities Act of 1933,
as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking information involves a number of
known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by
management. Potential risks and uncertainties include, among other factors, market and business conditions, the success of CVD Equipment
Corporation’s growth and sales strategies, uncertainty as to our ability to execute on our transformation strategy, the possibility
of customer changes in delivery schedules, cancellation of, or failure to receive orders, potential delays in product shipments, delays
in obtaining inventory parts from suppliers and failure to satisfy customer acceptance requirements, competition in our existing and
potential future product lines of business, including our aerospace equipment and PVT systems; our ability to obtain financing on acceptable
terms if and when needed; uncertainty as to our ability to develop new products for growth markets; uncertainty as to our future profitability;
uncertainty as to any future expansion of the Company; uncertainty as to our ability to adequately obtain raw materials and components
from foreign markets in light of geopolitical developments; and other risks and uncertainties that are described in the Company’s
Annual Report on Form 10-K for the year ended December 31, 2024 and the Company’s other filings with the Securities and Exchange
Commission. For forward-looking statements in this release, the Company claims the protection of the safe harbor of the Private Securities
Litigation Reform Act of 1995. The Company assumes no obligations to update or supplement any forward-looking statements whether as a
result of new information, future events or otherwise.
CVD
Equipment Corporation Contact:
Richard
Catalano, Executive Vice President & CFO
Phone:
(631) 981-7081
Email:
investorrelations@cvdequipment.com
www.cvdequipment.com
| www.firstnano.com
 |
|
enabling
tomorrow’s technologies™ |
CVD EQUIPMENT CORPORATION AND SUBSIDIARIES
Condensed
Consolidated Statements of Operations
(In
thousands, except per share data - Unaudited)
| | |
Three Months Ended March 31, | |
| | |
2026 | | |
2025 | |
| Revenue | |
$ | 1,844 | | |
$ | 6,332 | |
| Cost of revenue | |
| 1,697 | | |
| 4,598 | |
| Gross profit | |
| 147 | | |
| 1,734 | |
| Operating expenses: | |
| | | |
| | |
| Research and development | |
| 727 | | |
| 734 | |
| Selling | |
| 240 | | |
| 367 | |
| General and administrative | |
| 1,022 | | |
| 953 | |
| Gain on sale of equipment | |
| (46 | ) | |
| - | |
| Total operating expenses | |
| 1,943 | | |
| 2,054 | |
| Operating loss from continuing operations | |
| (1,796 | ) | |
| (320 | ) |
| Net loss from continuing operations | |
| (1,726 | ) | |
| (229 | ) |
| Net income from discontinued operations | |
| 63 | | |
| 589 | |
| Net income (loss) | |
$ | (1,663 | ) | |
$ | 360 | |
| Basic and diluted income (loss) per share | |
| | | |
| | |
| Loss from continuing operations per common share | |
$ | (0.25 | ) | |
$ | (0.03 | ) |
| Income from discontinued operations per common share | |
$ | 0.01 | | |
$ | 0.09 | |
| Net income (loss) per common share | |
$ | (0.24 | ) | |
$ | 0.05 | |
www.cvdequipment.com
| www.firstnano.com
 |
enabling
tomorrow’s technologies™ |
CVD
EQUIPMENT CORPORATION AND SUBSIDIARIES
Condensed
Consolidated Balance Sheets
(In
thousands - Unaudited)
| | |
March 31, 2026 | | |
December 31, 2025 | |
| Assets | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 8,196 | | |
$ | 8,734 | |
| Accounts receivable, net | |
| 677 | | |
| 1,293 | |
| Contract assets | |
| 3,347 | | |
| 2,853 | |
| Inventories | |
| 306 | | |
| 285 | |
| Current assets of discontinued operations | |
| 2,780 | | |
| 2,852 | |
| Assets held for sale - equipment | |
| - | | |
| 510 | |
| Other current assets | |
| 390 | | |
| 357 | |
| Total current assets | |
| 15,696 | | |
| 16,884 | |
| Property, plant and equipment, net | |
| 10,421 | | |
| 10,529 | |
| Noncurrent assets of discontinued operations | |
| - | | |
| 46 | |
| Other assets | |
| 97 | | |
| 50 | |
| Total assets | |
$ | 26,214 | | |
$ | 27,509 | |
| | |
| | | |
| | |
| Liabilities and stockholders’ equity | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 213 | | |
$ | 250 | |
| Accrued expenses | |
| 1,039 | | |
| 849 | |
| Current maturities of long-term debt | |
| - | | |
| 181 | |
| Current liabilities of discontinued operations | |
| 1,154 | | |
| 944 | |
| Contract liabilities | |
| 526 | | |
| 560 | |
| Total current liabilities | |
| 2,932 | | |
| 2,784 | |
| Total stockholders’ equity | |
| 23,282 | | |
| 24,725 | |
| Total liabilities and stockholders’ equity | |
$ | 26,214 | | |
$ | 27,509 | |
This
earnings release should be read in conjunction with the Company’s filings with the Securities and Exchange Commission, including
the Annual Report on Form 10-K for fiscal year ended December 31, 2025.
www.cvdequipment.com
| www.firstnano.com