M-tron Industries (NYSE: MPTI) adds $20M credit lines for growth and acquisitions

Rhea-AI Filing Summary

M-tron Industries, Inc. entered into an amended and restated credit agreement with Fifth Third Bank, National Association, providing a new financing package totaling $20 million. The agreement gives the Company and its subsidiary Piezo Technology, Inc. a $10 million revolving credit facility for working capital, general corporate and other permitted purposes, and a separate $10 million delayed draw term loan facility designated for acquisitions.

The revolving facility has a 36-month term maturing on December 31, 2028, and delayed draw term loans are available for 36 months, with each such loan maturing 36 months after it is advanced. Borrowings bear interest at SOFR plus a margin of 2.00% to 3.00%, depending on a leverage-based pricing grid, and an unused facility fee of 0.20% to 0.30% applies to undrawn amounts. The facility is guaranteed by M-tron Asia, LLC and secured by a first-priority lien on substantially all of the borrowers' personal property, and includes customary covenants and events of default.

Insights

Credit & capital structure analyst

M-tron adds a secured $20M credit facility for liquidity and acquisitions.

The agreement with Fifth Third Bank provides a $10 million revolving credit line for working capital and a $10 million delayed draw term loan facility earmarked for acquisitions. Both borrowers, M-tron Industries, Inc. and Piezo Technology, Inc., are parties to the facility, with M-tron Asia, LLC guaranteeing the obligations. The structure combines ongoing liquidity support with capacity for transaction financing.

Pricing is floating at SOFR plus an applicable margin between 2.00% and 3.00%, set by a leverage-ratio-based grid, and there is an unused commitment fee of 0.20% to 0.30% on the average daily unused balance. The facilities mature or cease to be drawable around December 31, 2028, and delayed draw term loans amortize quarterly at 1.500% initially and 1.875% thereafter. The first-priority lien on substantially all personal property and customary covenants and defaults mean ongoing compliance with leverage and other conditions will be important for continued access.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): January 7, 2026 (December 31, 2025)

M-tron Industries, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-41391	46-0457994
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2525 Shader Road, Orlando, FL		32804
(Address of Principal Executive Offices)		(Zip Code)

(407) 298-2000

Registrant’s Telephone Number, Including Area Code

(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))

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, par value $0.01		MPTI		NYSE American

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 1.01. Entry into a Material Definitive Agreement

On December 31, 2025, M-tron Industries, Inc. (the "Company") entered into an amended and restated credit agreement (the "Credit Agreement") with Fifth Third Bank, National Association (the "Bank"), pursuant to which the Company and Piezo Technology, Inc. ("Piezo," together with the Company, the "Borrower"), as borrowers, have obtained a revolving credit facility (the "Revolving Facility") in the aggregate principal amount of $10 million and a delayed draw term loan in the aggregate principal amount of $10 million (the "Delayed Draw Term Loan Facility," and together with the Revolving Facility, the "Facility"). The proceeds of the Revolving Facility are to be used for working capital, general corporate and certain other permitted purposes, and the proceeds of the Delayed Draw Term Loan Facility are to be used for acquisitions. The Facility is guaranteed by M-tron Asia, LLC and is secured by a first priority lien in favor of the Bank on substantially all of the personal property owned by the Borrower. The term of the Revolving Facility is 36 months, maturing on December 31, 2028. Advances on the Delayed Draw Term Loan Facility are available for 36 months, with the commitments terminating on December 31, 2028. Each delayed draw term loan shall mature 36 months after the date such term loan is advanced.

Each advance under the Facility will bear interest on the outstanding principal amount thereof from the date when made at an interest rate of SOFR plus an applicable margin, with a SOFR floor of 0.00%. The applicable margin is determined pursuant to a pricing grid, which varies from 2.00% to 3.00%. The applicable margin may change quarterly based on the leverage ratio at such time. The leverage ratio is determined with respect to the Borrower on a consolidated basis for an applicable quarterly period by dividing (i) the aggregate principal amount of various forms of borrowed indebtedness as of the last day of a determination period net of unrestricted cash in an aggregate amount not to exceed $250,000 by (ii) EBITDA (earnings before interest expense, taxes, depreciation and amortization) for such period. Interest is paid in arrears monthly, with the principal due at maturity. Each delayed draw term loan advance additionally requires quarterly amortization payments of 1.500% per quarter for the initial four quarters and 1.875% per quarter thereafter.

Under the terms of the Credit Agreement, the Borrower will pay to the Bank an unused facility fee on the average daily unused balance of the Facility at a rate per annum determined pursuant to a pricing grid, which varies from 0.20% to 0.30% and may change quarterly based on the leverage ratio at such time. The Credit Agreement contains customary representations, warranties and affirmative and negative covenants, as well as events of default customary for facilities of this type.

The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference.

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

The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d)         Exhibits

Exhibit No.	Description
10.1	Amended and Restated Credit Agreement, dated as of December 31, 2025, by and among M-tron Industries, Inc., Piezo Technology, Inc., and Fifth Third Bank, National Association.
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 hereunto duly authorized.

	M-TRON INDUSTRIES, INC.
	(Registrant)
Date:     January 7, 2026	By:	/s/ Cameron Pforr
		Name:	Cameron Pforr
		Title:	Chief Executive Officer

FAQ

What new credit facilities did M-tron Industries (MPTI) secure with Fifth Third Bank?

M-tron Industries and Piezo Technology, Inc. obtained a revolving credit facility of $10 million and a delayed draw term loan facility of $10 million, for a total of $20 million in committed financing.

What are the intended uses of the new M-tron Industries (MPTI) credit facilities?

The $10 million revolving facility is for working capital, general corporate and certain other permitted purposes, while the $10 million delayed draw term loan facility is specifically for acquisitions.

When do the M-tron Industries (MPTI) credit facilities mature and how long are draws available?

The revolving facility has a 36-month term maturing on December 31, 2028. Advances on the delayed draw term loan facility are available for 36 months, with commitments terminating on December 31, 2028, and each term loan maturing 36 months after it is advanced.

What interest rates apply to the M-tron Industries (MPTI) credit agreement with Fifth Third Bank?

Each advance bears interest at SOFR plus an applicable margin, with a SOFR floor of 0.00%. The margin is set by a pricing grid and ranges from 2.00% to 3.00%, based on the leverage ratio.

Is there an unused commitment fee on the M-tron Industries (MPTI) credit facility?

Yes. The borrower will pay an unused facility fee on the average daily unused balance at an annual rate determined by a pricing grid, ranging from 0.20% to 0.30%, which may change quarterly based on the leverage ratio.

What collateral and guarantees support the M-tron Industries (MPTI) credit facilities?

The facility is guaranteed by M-tron Asia, LLC and secured by a first priority lien in favor of Fifth Third Bank on substantially all of the personal property owned by the borrowers.

What types of covenants are included in the M-tron Industries (MPTI) credit agreement?

The credit agreement includes customary representations, warranties, affirmative and negative covenants, and events of default typical for facilities of this type.