[8-K] M-tron Industries, Inc. Reports Material Event

Rhea-AI Filing Summary

M-tron Industries, Inc. (MPTI) appointed Cameron Pforr as Chief Executive Officer, effective immediately as of November 6, 2025. He has served as Interim CEO since February 2025 and will continue as Chief Financial Officer, a position he has held since October 2024. In this structure, Mr. Pforr remains both the principal executive officer and principal financial officer.

The company states there are no arrangements or understandings with any person related to his appointment and no family relationships with directors or executive officers. As of the date noted, no new compensatory arrangements are to be entered into in connection with his appointment; the company references its April 30, 2025 proxy for current compensation details. On November 13, 2025, M‑tron issued a press release announcing the appointment, furnished as Exhibit 99.1 under Item 7.01 (not deemed filed).

Insights

Corporate governance analyst

CEO role made permanent; CFO role retained, routine disclosure.

M-tron Industries named Cameron Pforr as CEO effective November 6, 2025. He continues as CFO, consolidating the roles of principal executive and principal financial officer. The filing notes he was Interim CEO since February 2025 and CFO since October 2024.

The company discloses no arrangements or family relationships tied to the appointment and cites no related-party transactions under Item 404(a). As of the stated date, no new compensatory agreements accompany the change; compensation is referenced to the April 30, 2025 proxy.

Operational implications depend on board oversight of the dual role. A press release was furnished as Exhibit 99.1 under Item 7.01, which the company states is not deemed filed under Section 18.

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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): November 13, 2025 (November 6, 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
Warrants to Purchase Shares of Common Stock, Expiring on or before April 25, 2028		MPTI WS		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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On November 6, 2025, the Board of Directors (the "Board") of M-tron Industries, Inc. (the "Company") appointed Cameron Pforr, who has been serving as the Company's Interim Chief Executive Officer since February 2025, as the Company's Chief Executive Officer, effective immediately. Mr. Pforr will continue to serve as the Company's Chief Financial Officer, a role that he has held since October 2024. In connection with his appointment, Mr. Pforr will continue to serve as the Company's principal executive officer and principal financial officer.

Mr. Pforr's biography was previously disclosed in the Company's Current Report on Form 8-K filed on February 21, 2025 and is incorporated herein by reference.

There are no arrangements or understandings between Mr. Pforr and any other person pursuant to which he was appointed to serve as the Company’s Chief Executive Officer and principal executive officer. Mr. Pforr has no family relationship with any director or executive officer of the Company, and he has no direct or indirect interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.

As of the date of this Current Report on Form 8-K, no new compensatory arrangements are to be entered into with Mr. Pforr in connection with his appointment as Chief Executive Officer. If any new compensatory arrangements are entered into with Mr. Pforr in connection with his appointment, the material terms of such arrangements will be disclosed in a subsequent filing. Mr. Pforr’s current compensation is described in the Company's Proxy Statement filed on April 30, 2025.

Item 7.01. Regulation FD Disclosure

On November 13, 2025, the Company issued a press release to announce the appointment of Mr. Pforr as the Company’s permanent Chief Executive Officer. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 7.01.

The information furnished under this Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits

(d)         Exhibits

Exhibit No.	Description
99.1	Press Release of M-tron Industries, Inc. dated November 13, 2025.
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: November 13, 2025	By:	/s/ Cameron Pforr
		Name:	Cameron Pforr
		Title:	Chief Executive Officer