false
0001307579
0001307579
2026-02-11
2026-02-11
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): February 11, 2026
LiqTech International, Inc.
(Exact name of registrant as specified in charter)
|
Nevada
|
001-36210
|
20-1431677
|
|
(State or other jurisdiction
of incorporation)
|
(Commission File Number)
|
(IRS Employer
Identification No.)
|
|
Industriparken 22C, 2750 Ballerup,
Denmark
|
|
(Address of principal executive offices)
|
+4544986000
(Registrant’s telephone number, including area code)
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, $0.001 par value
|
|
LIQT
|
|
The Nasdaq Stock Market LLC
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 11, 2026, the Board of Directors (the “Board”) of LiqTech International, Inc. (the “Company”), upon the recommendation of its Governance and Nominating Committee, appointed Robert Wowk as a member of the Board, effective March 1, 2026, to fill the vacancy in the Board created by an increase in the size of the Board from five members to six members. In connection with Mr. Wowk’s appointment to the Board, the Board also appointed Mr. Wowk to the Company’s Audit Committee and Compensation Committee, effective March 1, 2026.
Mr. Wowk will be compensated for his service as a member of the Board and its committees consistent with the compensation paid to the Company’s other independent directors as previously disclosed in the Company's definitive proxy statement for its 2025 annual meeting of stockholders.
The Board determined that Mr. Wowk is an independent director within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the rules and regulations promulgated by the Securities and Exchange Commission thereunder and the listing standards of the Nasdaq Capital Market. There are no arrangements or understandings between Mr. Wowk and any other person in connection with his appointment as director of the Company, and there are no transactions or relationships between Mr. Wowk and the Company and its subsidiaries that require disclosure under Item 404(a) of Regulation S-K.
Item 7.01. Regulation FD Disclosure.
On February 18, 2026, the Company issued a press release announcing the foregoing, which is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.
This information shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, and it shall not 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 filing.
Item 9.01 Financial Statements and Exhibits
|
EXHIBIT NO.
|
|
DESCRIPTION
|
|
LOCATION
|
|
99.1
|
|
Press Release, dated February 18, 2026
|
|
Furnished herewith
|
|
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 Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| |
|
LIQTECH INTERNATIONAL, INC.
|
|
| |
|
|
|
| |
|
|
|
|
Date: February 18, 2026
|
|
/s/ Fei Chen
|
|
| |
|
Fei Chen
|
|
| |
|
Chief Executive Officer
|
|
Exhibit 99.1
Appointment of Robert Wowk as Director
BALLERUP, Denmark – February 18, 2026 (GLOBE NEWSWIRE) – LiqTech International, Inc. (NASDAQ: LIQT), a leading clean technology company specializing in advanced filtration systems, today announced the appointment of Bob Wowk to its Board of Directors, effective immediately.
Wowk has over 30 years of experience as a finance and business development executive principally in the industrial gas business and renewable energy sectors. Wowk spent over 20 years with Linde, Gulf Cryo and Air Products in global senior financial roles before transitioning to CFO roles over the last 10 years with small and mid-size companies involved in solar, waste-to-energy, lithium and H2 including sPower/AES, EnergyX and HydroGraph. He has proven success at scaling technology companies and leading multiple financing rounds in public and private markets. Wowk holds an M.B.A.in finance from The Wharton Graduate School of Business and a civil engineering degree from Lafayette College.
“We are pleased to welcome Bob to the Board of Directors,” said Alexander. J. Buehler, Chairman of the Board of Directors of LiqTech International. “His deep experience in industrial applications and his global perspective will be invaluable as we continue to execute our growth strategy and strengthen our position in key markets.” Mr. Wowk commented, “I am honored to join LiqTech’s Board at this important time in the Company’s development. LiqTech’s innovative filtration technologies address critical environmental challenges, and I look forward to working with the Board and management team to support the Company’s long-term strategy and value creation.”
About LiqTech International, Inc.
LiqTech International, Inc. is a clean technology company that manufactures and markets highly specialized filtration products and systems for liquid and gas applications. Founded in 2000, LiqTech’s patented SiC membranes are designed to treat the most challenging fluids in industrial and municipal water, marine scrubber, and oil & gas applications.
For more information, please visit: www.liqtech.com
Follow LiqTech on Linkedln: http://www.linkedin.com/company/liqtech-international
Forward-Looking Statements
This press release contains “forward-looking statements.” Although the forward-looking statements in this release reflect the good faith judgment of management, forward-looking statements are inherently subject to known and unknown risks and uncertainties that may cause actual results to be materially different from those discussed in these forward-looking statements. Readers are urged to carefully review and consider the various disclosures made by us in the reports filed with the Securities and Exchange Commission, including the risk factors that attempt to advise interested parties of the risks that may affect our business, financial condition, results of operation, and cash flows. If one or more of these risks or uncertainties materialize, or if the underlying assumptions prove incorrect, our actual results may vary materially from those expected or projected. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. We assume no obligation to update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this release.
LiqTech Company Contact
Susan Keegan Elleskov
Head of Marketing
LiqTech International, Inc.
Phone: +45 31315941
www.liqtech.com
LiqTech Investor Contact
Robert Blum
Lytham Partners, LLC
Phone: (602) 889-9700
liqt@lythampartners.com
www.lythampartners.com