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):
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).
On October 28, 2026, Hudson Technologies, Inc. (the “Company”)
issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2026. A copy of the
press release is furnished herewith as Exhibit 99.1.
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.
Exhibit 99.1
HUDSON
TECHNOLOGIES REPORTS THIRD QUARTER 2026 RESULTS
Entered into Joint Development Agreement to Advance
Next-generation Separation Technology
Re-awarded DLA contract valued at $210 million
Debt-free with $35.3 million in cash
Maintaining Full Year Gross Margin Target
Third-Quarter
2026 Financial Summary:
| • | Revenue of $59.4 million |
| • | Net income of $2.0 million, or diluted earnings per share of $0.05 |
WOODCLIFF
LAKE, NJ – OCTOBER 28, 2026 – Hudson Technologies, Inc. (NASDAQ: HDSN) announced its financial results for the
third quarter and nine-month period ended September 30, 2026.
Ken Gaglione, President
and Chief Executive Officer of Hudson Technologies, said, “We continued to execute our priorities and advance strategic initiatives
to strengthen Hudson’s competitive position and long-term growth prospects. During the quarter, we entered into a joint development
agreement with Icorium for advanced next-generation separation technology that has the potential to enable the more efficient separation
of complex, mixed refrigerants, enhancing our existing distillation technology. Additionally, we made solid progress in the quarter advancing
our internal efforts to expand our operating capacity and capabilities. Together, these actions reinforce our confidence in Hudson’s
ability to build on its established market position as industry conditions evolve.
“Third-quarter
revenue reflected continued softness in HFC market pricing and lower sales volume. In this market landscape, we prioritized profitable
sales and cost containment, enabling us to achieve gross margin of 25%, roughly consistent with gross margin in the second quarter of
2026. Despite the challenging pricing environment, we were pleased to achieve volume growth of 9% in the nine-month selling season, reflecting
our leadership position and the strength of our customer relationships.
“We further strengthened our debt-free balance
sheet during the quarter, ending with $35 million in cash. As we move through the fourth quarter and prepare for 2027, we remain focused
on our core refrigerant sales, recovery and reclamation activities while strategically positioning the Company in our evolving industry.
Our longstanding relationships, technical expertise and financial flexibility provide a strong foundation to expand our service offerings,
enhance our competitive positioning and reduce our exposure to fluctuations in refrigerant pricing,” Mr. Gaglione concluded.
Three Months Results
For the quarter ended
September 30, 2026, Hudson reported:
Revenue was $59.4 million,
compared with $74.0 million in the comparable 2025 period reflecting a 9% decrease in sales volume and a 17% decrease in selling prices.
Revenue reflected continued softness in HFC market pricing and lower sales volume as muted customer demand and adequate refrigerant inventories
compressed sales activity against the prior-year period that benefited from broad refrigerant price increases amid supply chain constraints
related to the EPA-mandated transition to HFO refrigerants.
Gross margin was 25%,
compared with 32% in the third quarter of 2025 primarily reflecting 17% lower refrigerant market pricing following the elevated pricing
environment in the prior-year quarter.
Selling, general and
administrative expenses were $10.8 million, compared with $8.9 million in the third quarter of 2025. The increase reflected continued
investment in optimizing the ERP system launched earlier this year, as well as additional staffing and consulting resources supporting
the Company’s longer-term value-creation initiatives.
Net income was $2.0 million, or $0.05 per
basic and diluted share, compared with $12.4 million, or $0.28 per basic and $0.27 per diluted share, in the third quarter of 2025.
Nine Months Results
For the nine months ended
September 30, 2026, Hudson reported:
Revenue was $197.9 million,
compared with $202.2 million in the first nine months of 2025. Strong 9% sales volume growth substantially offset a 9% decline in selling
prices relative to the prior-year period, which benefited from broad refrigerant price increases amid the supply chain constraints described
above.
Gross margin was 24%,
compared with 29% in the first nine months of 2025. The decline in gross margin was two-fold, reflecting lower refrigerant market pricing
related to the previously noted increase in refrigerant prices in the 2025 period and increased operating costs, primarily fuel costs.
Selling, general and
administrative expenses were $32.8 million, compared with $26.3 million in the first nine months of 2025, reflecting increased operational,
legal, staffing, and consulting investments supporting the Company’s strategic priorities.
Net income was $7.3 million, or $0.17 per
basic and diluted share, compared with $25.3 million, or $0.58 per basic and $0.56 per diluted share, in the first nine months of 2025.
At September 30, 2026 the Company reported $35.3 million in cash and
cash equivalents.
Full Year Gross Margin Guidance
The Company continues to expect full-year
2026 gross margin in the low-to-mid-twenty percent range, consistent with its previously announced target.
Conference Call Information
Hudson Technologies will host a conference call
and webcast today, Wednesday, October 28, 2026 at 5:00 p.m. Eastern Time to discuss the Company’s third-quarter 2026 results.
Please visit this link
at least 5 minutes prior to the scheduled start time in order to register and receive dial-in and webcast details.
A replay of the teleconference
will be available until November 27, 2026, and may be accessed by dialing (877) 481-4010. International callers may dial (919) 882-2331.
Callers should use conference ID: 54581.
About Hudson Technologies
Hudson Technologies, Inc. is a leading provider
of innovative and sustainable refrigerant products and services to the Heating Ventilation Air Conditioning and Refrigeration industry.
For nearly three decades, we have demonstrated our commitment to our customers and the environment by becoming one of the first in the
United States and largest refrigerant reclaimers through multimillion dollar investments in the plants and advanced separation technology
required to recover a wide variety of refrigerants and restoring them to Air-Conditioning, Heating, and Refrigeration Institute standard
for reuse as certified EMERALD Refrigerants™. The Company's products and services are primarily used in aftermarket service of commercial
air conditioning, industrial processing and refrigeration systems. These include refrigerant and industrial gas sales, refrigerant management
services consisting primarily of recovery and reclamation of refrigerants and RefrigerantSide® Services performed at a customer's
site, consisting of system decontamination to remove moisture, oils and other contaminants. The Company’s Chiller Chemistry®
and Chill Smart® services are predictive and diagnostic service offerings. As a component of the Company’s products and services,
the Company also generates carbon offset projects.
Safe Harbor Statement under the Private Securities Litigation Reform
Act of 1995
Statements contained
herein which are not historical facts constitute forward-looking statements. Such forward-looking statements involve a number of known
and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Such factors include, but are not limited to, changes in the laws and regulations affecting the industry, changes in the demand and price
for refrigerants (including unfavorable market conditions adversely affecting the demand for, and the price of, refrigerants), the Company's
ability to source refrigerants, regulatory and economic factors, seasonality, competition, litigation, the nature of supplier or customer
arrangements that become available to the Company in the future, adverse weather conditions, possible technological obsolescence of existing
products and services, possible reduction in the carrying value of long-lived assets, estimates of the useful life of its assets, potential
environmental liability, customer concentration, the ability to obtain financing, the ability to meet financial covenants under its existing
credit facility, any delays or interruptions in bringing products and services to market, the timely availability of any requisite permits
and authorizations from governmental entities and third parties as well as factors relating to doing business outside the United States,
including changes in the laws, regulations, policies, and political, financial and economic conditions, including inflation, interest
and currency exchange rates, of countries in which the Company may seek to conduct business, the Company’s ability to successfully
integrate any assets it acquires from third parties into its operations, and other risks detailed in the Company's 10-K for the year ended
December 31, 2025 and other subsequent filings with the Securities and Exchange Commission. The words "believe", "expect",
"anticipate", "may", "plan", "should" and similar expressions identify forward-looking statements.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was
made.
|
Investor Relations Contact:
John Nesbett/Jennifer Belodeau
IMS Investor Relations
(203) 972-9200
jnesbett@imsinvestorrelations.com |
Company
Contact:
Brian J. Bertaux, CFO and Secretary
Hudson Technologies, Inc.
(845) 735-6000
bbertaux@hudsontech.com |
Hudson Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
(Amounts in thousands, except for share and par
value amounts)
| | |
September 30, | | |
December 31, | |
| | |
2026 | | |
2025 | |
| | |
(unaudited) | | |
| |
| Assets | |
| | | |
| | |
| Current assets: | |
| | | |
| | |
| Cash and cash equivalents | |
$ | 35,262 | | |
$ | 39,456 | |
| Trade accounts receivable – net of allowance for credit losses of $712 and $941, respectively | |
| 29,786 | | |
| 17,098 | |
| Inventories | |
| 131,513 | | |
| 135,923 | |
| Income tax receivable | |
| 5,475 | | |
| 5,916 | |
| Prepaid expenses and other current assets | |
| 15,642 | | |
| 12,445 | |
| Total current assets | |
| 217,678 | | |
| 210,838 | |
| | |
| | | |
| | |
| Property, plant and equipment, less accumulated depreciation | |
| 21,845 | | |
| 23,623 | |
| Goodwill | |
| 65,282 | | |
| 65,282 | |
| Intangible assets, less accumulated amortization | |
| 8,843 | | |
| 11,294 | |
| Right of use assets | |
| 4,206 | | |
| 5,290 | |
| Other assets | |
| 1,972 | | |
| 2,321 | |
| Total Assets | |
$ | 319,826 | | |
$ | 318,648 | |
| | |
| | | |
| | |
| Liabilities and Stockholders’ Equity | |
| | | |
| | |
| Current liabilities: | |
| | | |
| | |
| Accounts payable | |
$ | 18,137 | | |
$ | 21,112 | |
| Accrued expenses and other current liabilities | |
| 41,425 | | |
| 38,772 | |
| Accrued payroll | |
| 3,567 | | |
| 4,712 | |
| Other short-term liabilities | |
| 1,000 | | |
| — | |
| Total current liabilities | |
| 64,129 | | |
| 64,596 | |
| Deferred tax liability | |
| 6,696 | | |
| 4,034 | |
| Long-term lease liabilities | |
| 2,351 | | |
| 3,233 | |
| Long-term severance payable | |
| 326 | | |
| 1,595 | |
| Other long-term liabilities | |
| 800 | | |
| 1,800 | |
| Total Liabilities | |
| 74,302 | | |
| 75,258 | |
| | |
| | | |
| | |
| Commitments and contingencies | |
| | | |
| | |
| | |
| | | |
| | |
| Stockholders’ equity: | |
| | | |
| | |
| Preferred stock, shares authorized 5,000,000: Series A Convertible preferred stock, $0.01 par value ($100 liquidation preference value); shares authorized 150,000; none issued or outstanding | |
| — | | |
| — | |
| Common stock, $0.01 par value; shares authorized 100,000,000; issued and outstanding: 42,088,547 and 41,647,221, respectively | |
| 421 | | |
| 416 | |
| Additional paid-in capital | |
| 86,504 | | |
| 91,692 | |
| Retained earnings | |
| 158,599 | | |
| 151,282 | |
| Total Stockholders’ Equity | |
| 245,524 | | |
| 243,390 | |
| | |
| | | |
| | |
| Total Liabilities and Stockholders’ Equity | |
$ | 319,826 | | |
$ | 318,648 | |
Hudson Technologies, Inc. and Subsidiaries
Consolidated Statements of Income
(unaudited)
(Amounts in thousands, except for share and per
share amounts)
| | |
Three months | | |
Nine months | |
| | |
ended September 30, | | |
ended September 30, | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| Revenues | |
$ | 59,422 | | |
$ | 74,012 | | |
$ | 197,918 | | |
$ | 202,204 | |
| Cost of sales | |
| 44,622 | | |
| 50,338 | | |
| 150,580 | | |
| 143,651 | |
| Gross profit | |
| 14,800 | | |
| 23,674 | | |
| 47,338 | | |
| 58,553 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating expenses: | |
| | | |
| | | |
| | | |
| | |
| Selling, general and administrative | |
| 10,809 | | |
| 8,883 | | |
| 32,774 | | |
| 26,318 | |
| Amortization | |
| 740 | | |
| 823 | | |
| 2,451 | | |
| 2,468 | |
| Total operating expenses | |
| 11,549 | | |
| 9,706 | | |
| 35,225 | | |
| 28,786 | |
| | |
| | | |
| | | |
| | | |
| | |
| Operating income | |
| 3,251 | | |
| 13,968 | | |
| 12,113 | | |
| 29,767 | |
| | |
| | | |
| | | |
| | | |
| | |
| Other (income) expense: | |
| | | |
| | | |
| | | |
| | |
| Interest expense (income) | |
| (36 | ) | |
| (792 | ) | |
| (216 | ) | |
| (2,019 | ) |
| Other expense (income) | |
| 71 | | |
| (1,600 | ) | |
| 71 | | |
| (1,600 | ) |
| Total other (income) expense | |
| 35 | | |
| (2,392 | ) | |
| (145 | ) | |
| (3,619 | ) |
| | |
| | | |
| | | |
| | | |
| | |
| Income before income taxes | |
| 3,216 | | |
| 16,360 | | |
| 12,258 | | |
| 33,386 | |
| | |
| | | |
| | | |
| | | |
| | |
| Income tax expense | |
| 1,176 | | |
| 3,986 | | |
| 4,941 | | |
| 8,086 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income | |
$ | 2,040 | | |
$ | 12,374 | | |
$ | 7,317 | | |
$ | 25,300 | |
| | |
| | | |
| | | |
| | | |
| | |
| Net income per common share – Basic | |
$ | 0.05 | | |
$ | 0.28 | | |
$ | 0.17 | | |
$ | 0.58 | |
| Net income per common share – Diluted | |
$ | 0.05 | | |
$ | 0.27 | | |
$ | 0.17 | | |
$ | 0.56 | |
| Weighted average number of shares outstanding – Basic | |
| 42,088,547 | | |
| 43,652,094 | | |
| 42,159,455 | | |
| 43,778,866 | |
| Weighted average number of shares outstanding – Diluted | |
| 42,194,417 | | |
| 45,245,197 | | |
| 42,313,493 | | |
| 45,329,681 | |
Hudson Technologies, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)
(Amounts in thousands)
| | |
Nine months | |
| | |
ended September 30, | |
| | |
2026 | | |
2025 | |
| Cash flows from operating activities: | |
| | | |
| | |
| Net income | |
$ | 7,317 | | |
$ | 25,300 | |
| Adjustments to reconcile net income to cash provided by operating activities: | |
| | | |
| | |
| Depreciation | |
| 2,632 | | |
| 2,105 | |
| Amortization of intangible assets | |
| 2,451 | | |
| 2,468 | |
| Gain on measurement of earn-out liability | |
| — | | |
| (1,600 | ) |
| Lower of cost or net realizable value inventory adjustment | |
| (2,497 | ) | |
| 211 | |
| Allowance for credit losses | |
| 79 | | |
| 300 | |
| Share based compensation | |
| 1,079 | | |
| 631 | |
| Amortization of deferred finance costs | |
| 170 | | |
| 170 | |
| Deferred tax expense | |
| 2,662 | | |
| 1,460 | |
| Changes in assets and liabilities: | |
| | | |
| | |
| Trade accounts receivable | |
| (12,767 | ) | |
| (12,038 | ) |
| Inventories | |
| 8,031 | | |
| (1,378 | ) |
| Prepaid and other assets | |
| (3,019 | ) | |
| (8,595 | ) |
| Income taxes receivable | |
| 441 | | |
| 2,000 | |
| Accounts payable and accrued expenses | |
| (2,315 | ) | |
| 18,347 | |
| Cash provided by operating activities | |
| 4,264 | | |
| 29,381 | |
| | |
| | | |
| | |
| Cash flows from investing activities: | |
| | | |
| | |
| Additions to property, plant, and equipment | |
| (2,125 | ) | |
| (3,942 | ) |
| Disposal write-off of fixed assets | |
| (71 | ) | |
| — | |
| Cash used in investing activities | |
| (2,196 | ) | |
| (3,942 | ) |
| | |
| | | |
| | |
| Cash flows from financing activities: | |
| | | |
| | |
| Proceeds from issuance of common stock | |
| — | | |
| 45 | |
| Repurchase of common stock | |
| (2,491 | ) | |
| (5,820 | ) |
| Excise tax on repurchase of common stock | |
| (3,771 | ) | |
| (117 | ) |
| Cash used in financing activities | |
| (6,262 | ) | |
| (5,892 | ) |
| | |
| | | |
| | |
| Increase (decrease) in cash and cash equivalents | |
| (4,194 | ) | |
| 19,547 | |
| Cash and cash equivalents at beginning of period | |
| 39,456 | | |
| 70,134 | |
| Cash and cash equivalents at end of period | |
$ | 35,262 | | |
$ | 89,681 | |
| | |
| | | |
| | |
| Supplemental disclosure of cash flow information: | |
| | | |
| | |
| Cash paid for interest | |
$ | 285 | | |
$ | 431 | |
| Cash paid for income taxes – net | |
$ | 1,838 | | |
$ | 4,627 | |
| | |
| | | |
| | |
| Property and equipment included in accrued expenses and other current liabilities | |
$ | 50 | | |
$ | 3 | |
