UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2026
Commission File Number: 001-36515
Materialise NV
Technologielaan 15
3001 Leuven
Belgium
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Attached as Exhibit 99.1 hereto is a copy of a press release regarding
Materialise NV’s ADS Buyback Program.
EXHIBIT INDEX
| Exhibit |
|
Description |
| |
|
|
| 99.1 |
|
Press Release dated February 17,
2026 |
SIGNATURE
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, thereunto duly authorized.
| MATERIALISE NV |
|
| |
|
|
| By: |
/s/ Brigitte de Vet-Veithen |
|
| Name: |
Brigitte de Vet-Veithen |
|
| |
|
|
| |
De Vet Management BV |
|
| Title: |
Chief Executive Officer |
|
Date: February 17, 2026
Exhibit 99.1
MATERIALISE
SHARE-BUY BACK
PROGRAM
| Leuven –
17 February 2026 – 22h00 CET |
Regulated information1 |
Materialise reports
on the progress of its share buy-back program announced on 30 October 2025.
17 February 2026
– Materialise NV (Euronext: MTLS) (Nasdaq: MTLS) (“Materialise”) (“the Company”) hereby discloses certain
information in relation to its share buyback program announced on 30 October 2025, in accordance with Article 8:4 of the Royal
Decree of 29 April 2019 implementing the Belgian Code on Companies and Associations. Under this program, Materialise has granted
a discretionary mandate to an independent financial intermediary to repurchase Materialise shares for an amount of up to EUR 30 million.
Materialise reports
the purchase of 52,222 Materialise shares in the period from 9 February 2026 up to and including 13 February 2026. The shares
were repurchased at an average price of 4.67 EUR per share for a total consideration of 243,734 EUR.
52,222 shares were repurchased through
the central order book of the following exchanges:
Date of
repurchase | |
Exchange | | |
Number of
shares | | |
Total
amount
(EUR) | | |
Total amount
(USD) | | |
Average
price (EUR) | |
| 09/Feb/2026 | |
| NASDAQ | | |
| 10,886 | | |
| 51,375 | | |
| 61,064 | | |
| 4.72 | |
| 10/Feb/2026 | |
| NASDAQ | | |
| 9,484 | | |
| 45,088 | | |
| 53,627 | | |
| 4.75 | |
| 11/Feb/2026 | |
| NASDAQ | | |
| 5,658 | | |
| 26,381 | | |
| 31,393 | | |
| 4.66 | |
| 12/Feb/2026 | |
| NASDAQ | | |
| 19,357 | | |
| 88,572 | | |
| 105,170 | | |
| 4.58 | |
| 13/Feb/2026 | |
| NASDAQ | | |
| 6,837 | | |
| 32,319 | | |
| 38,336 | | |
| 4.73 | |
| Total of the week | |
| | | |
| 52,222 | | |
| 243,734 | | |
| 289,591 | | |
| 4.67 | |
No shares were
repurchased through cross trades or block trades.
Since the start
of the share buy-back program on the 26th of January 2026, Materialise has bought back 163,345 shares for a total amount
of 754,080 EUR (895,012 USD) under the share buy-back program. This corresponds to 0.3% of the total shares outstanding.
Materialise currently
holds 163,345 of its own shares.
The overview relating
to the share buy-back program is available on https://investors.materialise.com/ and will be updated on a weekly basis.
1 The
enclosed information constitutes regulated information as defined in the Belgian Royal Decree of 14 November 2007 regarding the duties
of issuers of financial instruments which have been admitted for trading on a regulated market.
About Materialise
Materialise
incorporates more than three decades of 3D printing experience into a range of software solutions and 3D printing services that empower
sustainable 3D printing applications. Our open, secure, and flexible end-to-end solutions enable industrial manufacturing and mass personalization
in various industries — including healthcare, automotive, aerospace, eyewear, art and design, wearables, and consumer goods. Headquartered
in Belgium and with branches worldwide, Materialise combines the largest group of software developers in the industry with one of the
world's largest and most complete 3D printing facilities.