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Matthews International reported net income of $43.6 million for the quarter ended December 31, 2025, compared with a net loss of $3.5 million a year earlier. The improvement was driven largely by a $113.2 million gain on divestitures, including the sale of its warehouse automation business.
Sales were $284.8 million, down from $401.8 million, mainly because the SGK brand business was moved into a joint venture and several European packaging operations were sold. Memorialization sales rose to $204.2 million, while Industrial Technologies and Brand Solutions sales declined after portfolio changes.
Operating cash flow was an outflow of $52.0 million, but divestiture proceeds produced $237.4 million of investing inflows, which helped reduce total debt from $710.8 million to $537.0 million. After quarter-end, the company redeemed all $300 million of its 2027 senior secured notes, funded mainly with divestiture proceeds and revolver borrowings.
Matthews International Corporation filed a current report to share information about its earnings for the first fiscal quarter of 2026. The company issued a press release, provided as Exhibit 99.1, announcing these quarterly results.
The company also posted an earnings teleconference presentation with selected first-quarter 2026 financial results on its investor website, and furnished this presentation as Exhibit 99.2. Matthews states that this information is furnished, not filed, so it is not automatically subject to certain Exchange Act liabilities or incorporated into other securities filings unless specifically referenced.
Matthews International Corporation declared a regular quarterly cash dividend of $0.255 per share on its common stock. This dividend will be paid on February 23, 2026 to stockholders who are on record as of February 9, 2026. The company announced this dividend through a press release attached as an exhibit.
Matthews International Corporation is asking shareholders to vote at its virtual 2026 Annual Meeting on February 19, 2026. Shareholders of record on December 29, 2025, when 31,126,081 Class A common shares were outstanding, can vote online, by phone, mail, or during the webcast.
The Board recommends voting for four director nominees (Thomas A. Gebhardt, Aleta W. Richards, David A. Schawk, and Francis S. Wlodarczyk), an expanded 2019 Director Fee Plan, ratification of Ernst & Young LLP as auditor for fiscal 2026, a say-on-pay resolution, and adoption of Amended and Restated Articles. Governance changes up for approval include declassifying the Board over three years, adopting a majority-vote standard in uncontested director elections, and eliminating certain supermajority voting requirements.
The Chair notes an ongoing strategic review supported by J.P. Morgan that has led to divestitures expected to generate significant cash to reduce leverage toward a 2.5x net leverage goal. During fiscal 2025, total debt was reduced by $65.6 million, share repurchases exceeded $12 million, dividends were about $32 million, and the quarterly dividend was raised to $0.255 per share, marking the 32nd consecutive annual increase.
Matthews International Corporation is asking shareholders to vote at its virtual-only 2026 annual meeting on February 19, 2026. As of the December 29, 2025 record date, there were 31,126,081 Class A common shares outstanding and entitled to one vote each.
The Board seeks support for four director nominees and several governance changes, including declassifying the Board over three years, adopting a majority vote standard for uncontested director elections, and eliminating certain supermajority voting requirements. Shareholders are also asked to approve an updated 2019 Director Fee Plan, an advisory say-on-pay vote, and updated Amended and Restated Articles, and to ratify Ernst & Young LLP as auditor for fiscal 2026.
The company highlights a strategic review with divestitures aimed at simplifying its portfolio and focusing on Memorialization, energy storage solutions and Product Identification. In fiscal 2025, total debt was reduced by $65.6 million, share repurchases were more than $12 million, dividends were approximately $32 million, and the quarterly dividend was raised to $0.255 per share, marking the 32nd consecutive annual dividend increase.
Matthews International Corporation entered into an agreement with Barington Companies Equity Partners and related Barington Parties under which the Barington Parties withdrew their proposed nominees for election to the Board of Directors at the 2026 annual meeting. In return, the Company agreed to make a one-time lump sum payment reimbursing Barington Equity for certain fees and expenses related to their engagement with the Company and shareholders and to the negotiation of this agreement.
For the period from the agreement date through the Company’s 2028 annual meeting of shareholders, the Barington Parties agreed to vote their beneficially owned securities in line with the Board’s recommendations on all proposals, subject to defined exceptions. They also accepted restrictions on soliciting proxies, making shareholder proposals, and nominating directors during this term. The Company and the Barington Parties issued a joint press release announcing the agreement.
Matthews International Corporation plans to redeem all $300,000,000 of its 8.625% Senior Secured Second Lien Notes due 2027. The company has notified noteholders that on January 22, 2026 it will redeem 100% of the outstanding aggregate principal amount at a price equal to 104.313% of the principal, plus any accrued and unpaid interest up to, but not including, the redemption date. This action removes a high-coupon secured debt layer from the capital structure and reflects a decision to retire these notes ahead of their 2027 maturity.
Matthews International Corporation reported that it has closed the sale of its European roto-gravure packaging and tooling businesses. The company disclosed this event through a press release dated January 7, 2026, which is furnished as an exhibit to the report. The disclosure is made under Regulation FD, meaning it is intended to provide broad, fair public access to this information and is furnished rather than filed for Exchange Act liability purposes.
Matthews International Corporation filed an Amendment No. 1 to a prior current report to update disclosure about the sale of its Matthews Automation Solutions business. The company had completed the sale of its interests in Matthews Automation Solutions, LLC and certain related assets to Duravant LLC on December 31, 2025 under an Equity Purchase Agreement dated November 12, 2025.
The amendment’s sole purpose is to add unaudited pro forma financial information that was not included in the original report announcing the closing. Exhibit 99.1 now contains an unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 and an unaudited pro forma condensed consolidated statement of income for the fiscal year ended September 30, 2025, reflecting the impact of the completed divestiture.
Matthews International Corp reported that one of its directors acquired 400 deferred stock units on December 15, 2025 under the company’s Amended and Restated 2019 Director Fee Plan. Each deferred stock unit is the economic equivalent of one share of Class A common stock and will be settled in shares according to the director’s deferral election or the plan’s terms.
The 400 units were issued as dividend equivalent rights, reflecting dividends on underlying shares. After this grant, the director beneficially owns a total of 33,935 deferred stock units tied to the company’s Class A common stock.