[8-K] Nortech Systems Inc Reports Material Event

Rhea-AI Filing Summary

Insights

Corporate Finance Analyst

Small property divestiture provides $0.5 M potential cash; operational impact likely limited.

The Form 8-K discloses a Purchase and Sale Agreement signed 16 June 2025 to dispose of the Blue Earth, MN facility for $0.5 million. The document is filed under Item 1.01, confirming it is a material definitive agreement. Closing is targeted on or before 16 July 2025 and is conditioned on routine due diligence and approvals, so completion is not yet certain.

Key implications drawn strictly from the filing:

1. Cash inflow: If consummated, the company receives $0.5 M gross proceeds. The filing does not state mortgage balances, book value, or expected gain/loss, so no earnings effect can be estimated from the disclosed data.

2. Real-estate footprint: The company will relinquish one facility. The filing does not clarify whether production has already ceased at Blue Earth or will be relocated, leaving the operational effect undisclosed.

3. Covenants & termination: Only customary covenants are mentioned, implying no unusual restrictions post-sale. Either party may terminate under specified conditions, so investors should monitor for closing confirmation in a subsequent filing.

Overall, the event supplies modest liquidity and reduces real-estate holdings but, based on the limited dollar amount and absence of operating detail, does not appear transformational. The impact is assessed as neutral pending further information.

false 0000722313 0000722313 2025-06-17 2025-06-17 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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): June 17, 2025

NORTECH SYSTEMS INCORPORATED

(Exact name of registrant as specified in charter)

Minnesota		0-13257		41-1681094
(State or other jurisdiction		(Commission		IRS Employer
of incorporation)		File Number)		Identification No.)

7550 Meridian Circle N, Maple Grove, MN 55369

(Address of principal executive offices)

(952) 345-2244

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from 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 (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 14-2(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 $.01 per share		NSYS		NASDAQ Capital Market

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 June 16, 2025, Nortech Systems Incorporated (the “Company”) entered into a Purchase and Sale Agreement (the “Agreement”) with Clark Equities LLC (“Buyer”), pursuant to which the Company agreed to sell its facility located at 1930 W 1^st Street, Blue Earth, MN, for a purchase price of $0.5 million. The transaction is expected to close on or before July 16, 2025, subject to customary closing conditions, including satisfactory completion of due diligence and regulatory approvals. The Agreement contains customary representations, warranties, and covenants of the parties, and may be terminated under certain conditions.

Item 9.01 Financial Statements and Exhibits

10.1		Purchase Agreement for Blue Earth facility between the Company and Clark Equities LLC
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 20, 2025

Nortech Systems Incorporated

(Registrant)

/s/ Andrew D. C. LaFrence

Andrew D. C. LaFrence

Chief Financial Officer and SVP Finance