Data I/O signs revolving loan for up to $7.5M

Advances are tied to eligible accounts and inventory and may be used solely for working capital and general business requirements.

Rhea-AI Filing Summary

Data I/O Corporation, V-Tek, Inc. and A&J Programming, Inc. entered into a revolving loan and security agreement with Western Alliance Bank, effective October 26, 2026. The facility permits advances of up to the lesser of $7.5 million and a borrowing base determined by eligible accounts and inventory, subject to advance rates, an inventory sublimit and reserves. The three borrowers may repay and reborrow advances until October 26, 2028, when outstanding advances become due unless payable earlier. Advances may be used solely for working capital and general business requirements.

Advances bear interest at 1.00% above the Prime Rate, which is the greater of 5.75% and the U.S. prime rate most recently quoted in The Wall Street Journal. The borrowers must pay a non-refundable $18,750 facility fee on the closing date and each anniversary. The borrowers are jointly and severally liable and granted the lender a security interest in specified collateral, including accounts, inventory, equipment, deposit accounts and intellectual property. The agreement requires at least $3.0 million of unrestricted cash on deposit with the lender and a fixed charge coverage ratio of at least 1.25 to 1.00. It also includes restrictions on specified transactions and obligations; upon default, the lender may accelerate obligations and exercise remedies against collateral.

8-K Event Classification

4 items: 1.01, 2.03, 8.01, 9.01

4 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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

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, or exhibit attachments filed with this report.

Key Figures

Revolving facility: Up to the lesser of $7.5 million and the borrowing base Interest rate spread: 1.00% above the Prime Rate Prime Rate floor: 5.75% +4 more

7 metrics

Revolving facility Up to the lesser of $7.5 million and the borrowing base Borrowing base determined by eligible accounts and eligible inventory

Interest rate spread 1.00% above the Prime Rate Applies to advances

Prime Rate floor 5.75% Prime Rate is the greater of this floor and the U.S. prime rate most recently quoted in The Wall Street Journal

Facility fee $18,750 Payable on the closing date and each anniversary

Advance repayment and reborrowing period Until October 26, 2028 Outstanding advances become due on that date unless payable earlier

Unrestricted cash requirement At least $3.0 million Required on deposit with Western Alliance Bank

Fixed charge coverage ratio At least 1.25 to 1.00 Required under the Loan Agreement

Key Terms

borrowing base, advance rates, Prime Rate, fixed charge coverage ratio, +1 more

5 terms

borrowing base financial

"borrowing base determined by reference to eligible accounts and eligible inventory"

A borrowing base is the amount a lender will allow a company to borrow based on the value of assets the company offers as security, typically things like accounts receivable and inventory. It matters to investors because it sets a practical ceiling on short-term financing and influences a company’s liquidity and risk: if the borrowing base falls, the company may lose access to cash or be forced to sell assets, which can affect operations and share value.

advance rates financial

"subject to advance rates, an inventory sublimit and reserves"

Advance rate is the percentage of an asset’s market value that a lender will lend against when you use that asset as collateral, for example securities in a margin account or receivables in a loan. It matters to investors because it sets how much extra cash or leverage you can access, influences potential returns and risk, and determines how close you are to a margin call or forced sale if asset values fall.

Prime Rate financial

"defined as the greater of 5.75% and the U.S. prime rate"

The prime rate is the interest rate banks typically charge their most creditworthy customers for short-term loans and serves as a common baseline for many other interest rates. Think of it as a price tag for borrowing: when the prime rate rises, costs for business loans, mortgages and consumer credit usually go up, which can slow spending, squeeze profits and influence stock prices and interest-sensitive sectors.

fixed charge coverage ratio financial

"a fixed charge coverage ratio of at least 1.25 to 1.00"

A fixed charge coverage ratio measures how well a company's operating income can cover its fixed, recurring obligations like interest payments and lease costs. Think of it as a safety margin — the higher the number, the more comfortably a business can pay steady bills from its normal earnings, which matters to investors because it signals financial stability, lower default risk, and greater ability to withstand revenue dips.

jointly and severally liable financial

"The Borrowers are jointly and severally liable"

When parties are jointly and severally liable, each person or entity can be held responsible for the full amount of a debt or obligation, not just their share. For investors this matters because a creditor or counterparty can seek the entire repayment from any one of the liable parties — like a landlord choosing to collect the full rent from one tenant even if several signed the lease — which increases credit and recovery risk and can affect valuations and legal exposure.

FAQ

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

How large is DAIO's revolving loan facility?

The facility permits advances of up to the lesser of $7.5 million and a borrowing base determined by eligible accounts and inventory, subject to advance rates, an inventory sublimit and reserves. Advances may be used solely for working capital and general business requirements.

When are DAIO's loan advances due, and what interest rate applies?

Advances may be repaid and reborrowed until October 26, 2028, when outstanding advances become due unless payable earlier. The interest rate is 1.00% above the Prime Rate, defined as the greater of 5.75% and the U.S. prime rate most recently quoted in The Wall Street Journal.

What financial requirements apply to DAIO's loan?

The borrowers must maintain at least $3.0 million of unrestricted cash on deposit with Western Alliance Bank and a fixed charge coverage ratio of at least 1.25 to 1.00. The agreement also contains affirmative and negative covenants, including restrictions on dispositions, mergers and acquisitions, indebtedness, liens, distributions and investments.

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

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Available on EDGAR 10/29/2026 - 05:07 PM EDT Accepted by SEC EDGAR 10/29/2026 - 05:06 PM EDT Learn about SEC filing dates

2026-10-26 DATA I/O CORP false 0000351998 0000351998 2026-10-26 2026-10-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

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 26, 2026

Data I/O Corporation

(Exact name of registrant as specified in its charter)

Washington		0-10394		91-0864123
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

6645 185th Ave. N.E., Suite 100, Redmond, WA 98052

(Address of principal executive offices, including zip code)

(425) 881-6444

(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))

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  ☐

Items reported in this filing:

Item 1.01 Entry into a Material Definitive Agreement.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Item 8.01 Other Events.

Item 9.01 Financial Statements and Exhibits.

Item 1.01 Entry into a Material Definitive Agreement.

The information set forth in Item 8.01 below relating to the Loan Agreement (as defined below) is incorporated by reference into this Item 1.01 of this Current Report on Form 8-K.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 8.01 below relating to the Loan Agreement (as defined below) is incorporated by reference into this Item 2.03 of this Current Report on Form 8-K.

Item 8.01 Other Events.

Bank Loan

On October 26, 2026, Data I/O Corporation (the “Company”), V-Tek, Inc. (“V-Tek”) and A&J Programming, Inc. (“A&J” and, together with the Company and V-Tek, the “Borrowers”) entered into a Loan and Security Agreement (the “Loan Agreement”) with Western Alliance Bank (“Western Alliance”). The Company acquired V-Tek and A&J on October 20, 2026, and each is a subsidiary of the Company. Western Alliance is the lender and secured party under the Loan Agreement. The Loan Agreement became effective, and the Borrowers became obligated thereunder, on October 26, 2026.

Terms of the Bank Loan

The Loan Agreement provides for a revolving loan facility of up to the lesser of $7.5 million and a borrowing base determined by reference to eligible accounts and eligible inventory, subject to advance rates, an inventory sublimit and reserves specified in the Loan Agreement. Advances may be repaid and reborrowed until October 26, 2028, when all outstanding advances become due unless payable earlier under the Loan Agreement, and may be used solely for working capital and general business requirements.

Advances bear interest at 1.00% above the “Prime Rate,” defined as the greater of 5.75% and the U.S. prime rate most recently quoted in The Wall Street Journal, with interest payable monthly. Advances may be prepaid without penalty or premium. The Borrowers must pay a non-refundable facility fee of $18,750 on the closing date and each anniversary. During an event of default, the outstanding obligations bear interest at five percentage points above the otherwise applicable rate unless Western Alliance elects a smaller or no increase.

The Borrowers are jointly and severally liable and granted Western Alliance a continuing security interest in the collateral described in the Loan Agreement, including accounts, inventory, equipment, deposit accounts, investment property, intellectual property and related proceeds, together with pledged subsidiary equity interests. The Loan Agreement requires at least $3.0 million of unrestricted cash on deposit with Western Alliance and a fixed charge coverage ratio of at least 1.25 to 1.00, and contains affirmative and negative covenants, including restrictions on dispositions, changes of control, mergers and acquisitions, indebtedness, liens, distributions, investments and affiliate transactions.

Upon an event of default, Western Alliance may, among other things, accelerate the obligations, cease making advances, exercise setoff, collect accounts and take possession of and dispose of collateral. The Borrowers remain liable for any deficiency. Until the applicable obligations are paid in full and Western Alliance has no further obligation to make advances, each Borrower waives rights to seek contribution, indemnification or reimbursement from another Borrower or other person liable for the obligations for payments made by such Borrower.

The foregoing description of the Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Loan Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits

Exhibit No.		Description
10.1*		Loan and Security Agreement dated October 26, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

*   Certain appendices and exhibits have been omitted or redacted pursuant to Items 601(a)(5), 601(a)(6), and/or 601(b)(10)(iv) of Regulation S-K. The Company agrees to furnish to the SEC a copy of any omitted appendix or exhibit upon request.

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 hereunto duly authorized.

				Data I/O Corporation
October 29, 2026				By:		/s/ Charles DiBona
				Charles DiBona
				Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

• EX-10.1 EX-10.1 318.4 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 15.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 9.7 KB