STOCK TITAN

Nova (Nasdaq: NVMI) posts 31% 2025 revenue growth and record profit

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Nova Ltd. reported strong fourth-quarter and record full-year 2025 results. Q4 2025 revenue was $222.6 million, up 14% from Q4 2024 and down 1% sequentially, with GAAP diluted EPS of $1.94 versus $1.58 a year earlier.

For full-year 2025, revenue reached $880.6 million, up 31% from $672.4 million in 2024. GAAP net income rose to $259.2 million, with diluted EPS of $7.96 compared with $5.75 in 2024. Non-GAAP diluted EPS increased to $8.62 from $6.69, reflecting higher profitability.

Gross margin was 57.4% in 2025, similar to 57.6% in 2024, while non-GAAP operating margin held at 33%. Management described 2025 as an exceptional year and expects Q1 2026 GAAP diluted EPS of $1.90–$2.02 and non-GAAP diluted EPS of $2.13–$2.25.

Positive

  • Record 2025 growth and profitability: Revenue rose 31% year over year to $880.6 million, while GAAP diluted EPS increased to $7.96 from $5.75, and non-GAAP diluted EPS advanced to $8.62 from $6.69, highlighting strong earnings expansion.

Negative

  • None.

Insights

Nova delivered record 2025 results with 31% revenue growth and higher EPS.

Nova Ltd. showed robust expansion in 2025, with revenue rising from $672.4M to $880.6M and GAAP net income increasing to $259.2M. GAAP diluted EPS moved from $5.75 to $7.96, while non-GAAP diluted EPS climbed to $8.62, indicating broad-based earnings strength.

Profitability remained solid: 2025 gross margin was 57.4%, close to 2024, and non-GAAP operating margin stayed at 33%. Q4 2025 revenue grew 14% year over year, and Q4 GAAP diluted EPS reached $1.94, up from $1.58 in Q4 2024, showing healthy exit momentum despite a 1% sequential revenue dip.

Management called 2025 an exceptional year and cited an “upward investment cycle” as it guides Q1 2026 GAAP diluted EPS to $1.90–$2.02 and non-GAAP diluted EPS to $2.13–$2.25. Future filings may clarify how demand across advanced and mature nodes supports these profitability levels.



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of February 2026

Commission File No.: 000-30668
 
NOVA LTD.
(Translation of registrant’s name into English)

5 David Fikes Street, Rehovot, Israel
 (Address of principal executive offices)
 
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐


 
Attached hereto and incorporated by way of reference herein is a press release issued by the Registrant and entitled: “Nova Reports Fourth Quarter and Record Full Year 2025 Results”.
 
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, thereunto duly authorized. 

Date: February 12, 2026

 
NOVA LTD.
(Registrant)

By: /s/ Guy Kizner
——————————————
Guy Kizner
Chief Financial Officer



 

Company Contact:
Guy Kizner, Chief Financial Officer
Tel: +972-73-229-5760
E-mail - investors@novami.com
Nova website link - https://www.novami.com/
 
Investor Relations Contact:
Miri Segal MS-IR LLC
Tel: +917-607-8654
E-mail - msegal@ms-ir.com
 
Nova Reports Fourth Quarter and Record Full Year 2025 Results
 
REHOVOT, Israel - February 12, 2026 - Nova (Nasdaq: NVMI) today announced financial results for the fourth quarter and full year ended December 31, 2025.
 
Fourth Quarter 2025 Highlights:


Quarterly revenue of $222.6 million, a 14% increase YoY.

GAAP net income of $64.7 million, or $1.94 per diluted share, a 23% increase YoY.

Non-GAAP net income of $72.2 million, or $2.14 per diluted share, a 10% increase YoY.

Nova Integrated Metrology portfolio selected by a global leading logic customer to support CMP applications across Gate‑All‑Around (GAA) processes

Full Year 2025 Highlights:


Record annual revenue of $880.6 million up 31% YoY

Record GAAP net income of $259.2 million, or $7.96 per diluted share up 38% YoY

Record Non-GAAP net income of $282.6 million, or $8.62 per diluted share up 29% YoY

Record sales of Optical, Materials and Chemical Metrology portfolio driven by demand for unique solutions for critical applications and market share gains

Record Sales for Gate-All-Around, DRAM and Advanced Packaging processes, driven by demand for AI



GAAP Results (K)

 
Q4 2025
Q3 2025
Q4 2024
FY 2025
FY 2024
Revenues
$222,624
$224,608
$194,766
$880,577
$672,396
Net Income
$64,888
$61,421
$50,481
$259,223
$183,762
Earnings per Diluted Share
$1.94
$1.90
$1.58
$7.96
$5.75

Non-GAAP Results (K)

 
Q4 2025
Q3 2025
Q4 2024
FY 2025
FY 2024
Net Income
$72,239
$69,991
$62,302
$282,588
$214,926
Earnings per Diluted Share
$2.14
$2.16
$1.94
$8.62
$6.69
 
A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements included in this release. See also "Use of Non-GAAP Adjusted Financial Measures" section.
 
Management Comments
 
"2025 was an exceptional year for Nova, as we delivered record revenue and profitability while supporting our customers' manufacturing challenges across advanced and mature nodes." said Gaby Waisman, President and CEO. "Our broad-based momentum, expanding metrology portfolio, and multiple strategic qualifications of Nova's advanced metrology solutions, underscore the strength of our strategy and technology. As we enter 2026, we believe Nova is well positioned to capitalize on the upward investment cycle."
 
2026 First Quarter Financial Outlook
 
Management provided an outlook for the first quarter, the period ending March 31, 2026. Based on current estimates, management expects:
 

$222 million to $232 million in revenue

$1.90 to $2.02 in diluted GAAP EPS

$2.13 to $2.25 in diluted non-GAAP EPS
 
2025 Fourth Quarter Results
 
Total revenues for the fourth quarter of 2025 were $222.6 million, a decrease of 1% compared with the third quarter of 2025 and an increase of 14% compared with the fourth quarter of 2024.
 
Gross margin in the fourth quarter of 2025 was 57.6%, compared with 56.7%, in the third quarter of 2025 and 56.4% in the fourth quarter of 2024.
 
Operating expenses in the fourth quarter of 2025 were $67.5 million, compared with $63.6 million in the third quarter of 2025 and $54.5 million in the fourth quarter of 2024.
 
On a GAAP basis, the Company reported net income of $64.7 million, or $1.94 per diluted share, in the fourth quarter of 2025. This is compared with net income of $61.4 million, or $1.90 per diluted share, in the third quarter of 2025, and $50.5 million, or 1.58 per diluted share, in the fourth quarter of 2024.
 
On a non-GAAP basis, the Company reported net income of $ 72.2 million, or $2.14 per diluted share, in the fourth quarter of 2025. This is compared with net income of $ 70.0 million, or $2.16 per diluted share, in the third quarter of 2025, and $62.3 million, or $1.94 per diluted share, in the fourth quarter of 2024.


 
2025 Full Year Results
 
Total revenues for 2025 were $880.6 million, an increase of 31% compared to total revenues of $672.4 million for 2024.
 
Gross margin in 2025 was 57.4%, compared with 57.6% in 2024.
 
Operating expenses in 2025 were $251.7 million, compared with operating expenses of $199.5 million in 2024.
 
On a GAAP basis, the Company reported net income of $259.2 million, or $7.96 per diluted share, in 2025. This is compared with a net income of $183.7 million, or $5.75 per diluted share, in 2024.
 
On a non-GAAP basis, the Company reported net income of $282.6 million, or $8.62 per diluted share, in 2025. This is compared with net income of $214.9 million, or $6.69 per diluted share, in 2024.
 
Conference Call Information

Nova will host a conference call today, February 12, 2026, at 8:30 a.m. Eastern Time, to discuss the Company's fourth quarter and full year 2025 financial results and outlook. To attend the conference call, please dial one of the following teleconference numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.
 
U.S. TOLL-FREE Dial-in Number: 1-833-816-1427
ISRAEL TOLL-FREE Dial-in Number: 1-809-213-284
INTERNATIONAL Dial-in Number: 1-412-317-0519

At:
8:30 a.m. Eastern Time
5:30 a.m. Pacific Time

The conference call will also be webcast live from a Link on Nova's website at https://www.novami.com/investors/events/.
 
A replay of the conference call will be available from February 12, 2026, at 11:30 a.m. Eastern Time until August 15, 2026, at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:
 
Replay   Dial-in U.S. TOLL-FREE: 1-855-669-9658
Replay Dial-in INTERNATIONAL: 1-412-317-0088
Replay Pin Number: 7285579
A replay will also be available for 90 days on Nova's website link at https://www.novami.com/investors/events/


 
About Nova
 
Nova is a leading innovator and key provider of material, optical and chemical metrology solutions for advanced process control in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art, high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into developing and producing the most advanced semiconductor devices. Nova’s unique capability to deliver innovative solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices worldwide. Additional information may be found on Nova’s website link - https://www.novami.com/.
 
Nova is traded on the Nasdaq and TASE, Nasdaq ticker symbol NVMI.
 
Use of Non-GAAP Adjusted Financial Measures
 
This press release provides financial measures that exclude amortization of acquired intangible assets, inventory step-up, stock-based compensation expenses, acquisition related expenses, revaluation of operating lease liabilities and remeasurement of intercompany loans, amortization of debt issuance costs, discrete tax reserve release, net and tax effect of non-GAAP adjustment, as applicable, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding Nova's performance because they reflect our operational results and enhance management's and investors' ability to evaluate Nova's performance before charges or benefits considered by management to be outside Nova's ongoing operating results. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allow greater transparency to supplemental information used by management in its financial and operational decision making. A reconciliation of each GAAP to non-GAAP financial measure discussed in this press release is contained in the accompanying financial tables.
 
Forward-Looking Statements
 
This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following:  increased information technology security threats and sophisticated computer crime; foreign political and economic risks including supply-chain difficulties; regulations that could restrict our operations such as economic sanctions and export restrictions; changes in U.S. trade policies; indirect effects of the Russia – Ukraine conflict; market instability including inflation and recessionary pressures; risks related to doing business with China; catastrophic events; inability to protect our intellectual property; open source technology exposure, including risks related to artificial intelligence; failure to compete effectively or to respond to rapid technological changes; consolidation in our industry; difficulty in predicting the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; difficulty in integrating current or future acquisitions; lengthy sales cycle and customer delays in orders; risks related to conditions in Israel, including related to the war against Hamas and other terrorist organizations; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading "Risk Factors" in Nova's Annual Report on Form 20-F for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 20, 2025. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

(Tables to Follow)



NOVA LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands) - (Unaudited)

   
As of December 31,
 

 
2025
   
2024
 
ASSETS
           
Current assets
           
Cash and cash equivalents
   
214,462
     
157,779
 
Short-term interest-bearing bank deposits
   
512,250
     
211,877
 
Marketable securities
   
321,798
     
216,910
 
Trade accounts receivable, net
   
151,929
     
139,318
 
Inventories
   
183,671
     
156,599
 
Other current assets
   
26,692
     
19,466
 
Total current assets
   
1,410,802
     
901,949
 
Non-current assets
               
Marketable securities
   
584,731
     
225,818
 
Interest-bearing bank deposits and restricted deposits
   
12,508
     
7,847
 
Deferred tax assets
   
38,819
     
31,639
 
Operating lease right-of-use assets
   
57,731
     
51,193
 
Property plant and equipment, net
   
102,625
     
81,746
 
Intangible assets, net
   
45,819
     
31,458
 
Goodwill
   
90,807
     
48,317
 
Other long-term assets
   
16,704
     
10,455
 
Total non-current assets
   
949,744
     
488,473
 
Total assets
   
2,360,546
     
1,390,422
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current liabilities
               
Convertible senior notes, net
   
-
     
180,564
 
Trade accounts payable
   
46,982
     
59,578
 
Deferred revenues
   
67,163
     
72,886
 
Operating lease current liabilities
   
8,204
     
7,169
 
Other current liabilities
   
102,186
     
68,033
 
Total current liabilities
   
224,535
     
388,230
 
Non-current liabilities
               
Convertible senior notes, net
   
731,680
     
-
 
Operating lease long-term liabilities
   
59,271
     
48,363
 
Long-term deferred tax liability
   
10,221
     
8,495
 
Other long-term liabilities
   
16,591
     
17,539
 
Total non-current liabilities
   
817,763
     
74,397
 
Shareholders' equity
   
1,318,248
     
927,795
 
Total liabilities and shareholders' equity
   
2,360,546
     
1,390,422
 


 
NOVA LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 (U.S. dollars in thousands, except per share data) - (Unaudited)

   
Three months ended
December 31,
   
Year ended
December 31,
 
   
2025
   
2024
   
2025
   
2024
 
Revenues:
                       
Products
   
174,954
     
158,546
     
705,598
     
538,350
 
Services
   
47,670
     
36,220
     
174,979
     
134,046
 
Total revenues
   
222,624
     
194,766
     
880,577
     
672,396
 
Total cost of revenues
   
94,391
     
84,835
     
375,377
     
285,310
 
Gross profit
   
128,233
     
109,931
     
505,200
     
387,086
 
Operating expenses:
                               
Research and development, net
   
37,972
     
30,909
     
143,392
     
110,257
 
Sales and marketing
   
22,316
     
15,980
     
82,208
     
65,090
 
General and administrative
   
7,212
     
7,571
     
26,132
     
24,199
 
Total operating expenses
   
67,500
     
54,460
     
251,732
     
199,546
 
Operating income
   
60,733
     
55,471
     
253,468
     
187,540
 
Financing income, net
   
12,164
     
3,756
     
49,818
     
28,747
 
Income before taxes on income
   
72,897
     
59,227
     
303,286
     
216,287
 
Income tax expenses
   
8,209
     
8,746
     
44,063
     
32,525
 
Net income for the period
   
64,688
     
50,481
     
259,223
     
183,762
 
                                 
Earnings per share:
                               
Basic
   
2.09
     
1.72
     
8.61
     
6.31
 
Diluted
   
1.94
     
1.58
     
7.96
     
5.75
 
                                 
Shares used in calculation of earnings per share
 (in thousands):
                               
Basic
   
31,025
     
29,304
     
30,108
     
29,113
 
Diluted
   
33,830
     
32,062
     
32,800
     
32,138
 
 


NOVA LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands) - (Unaudited)

   
Three months ended
December 31,
   
Year ended
December 31,
 
   
2025
   
2024
   
2025
   
2024
 
Cash flows from operating activities:
                       
Net income
   
64,688
     
50,481
     
259,223
     
183,762
 
Adjustments to reconcile net income to net cash provided by operating activities:
                               
Depreciation of property and equipment
   
3,767
     
3,029
     
13,469
     
11,736
 
Amortization of intangible assets
   
2,544
     
1,267
     
8,897
     
5,643
 
Amortization of premium and accretion of discount on marketable securities, net
   
(1,550
)
   
(1,820
)
   
(5,743
)
   
(7,178
)
Amortization of debt issuance costs
   
980
     
310
     
1,996
     
1,280
 
Share-based compensation
   
6,977
     
6,349
     
26,291
     
25,209
 
Net effect of exchange rate fluctuation
   
(1,262
)
   
4,109
     
(18,647
)
   
3,025
 
Changes in assets and liabilities:
                               
Trade accounts receivable, net
   
(7,004
)
   
(26,196
)
   
(7,022
)
   
(29,051
)
Inventories
   
(911
)
   
876
     
(19,004
)
   
(23,897
)
Other current and long-term assets
   
(2,924
)
   
(4,097
)
   
(17,457
)
   
(9,671
)
Deferred tax, net
   
(4,160
)
   
(4,849
)
   
(13,787
)
   
(9,722
)
Operating lease right-of-use assets
   
1,419
     
559
     
3,660
     
3,668
 
Trade accounts payable
   
(4,189
)
   
6,309
     
(8,788
)
   
17,506
 
Deferred revenues
   
(3,481
)
   
19,494
     
(7,894
)
   
34,553
 
Operating lease liabilities
   
585
     
97
     
1,745
     
(3,938
)
Other current and long-term liabilities
   
4,608
     
12,686
     
28,213
     
32,299
 
Accrued severance pay, net
   
41
     
(82
)
   
461
     
42
 
Net cash provided by operating activities
   
60,128
     
68,522
     
245,613
     
235,266
 
Cash flows from investment activities:
                               
Acquisition of subsidiary, net of acquired cash
   
-
     
-
     
(56,355
)
   
-
 
Change in short-term and long-term interest-bearing bank deposits
   
(332,602
)
   
(4,339
)
   
(303,674
)
   
(93,595
)
Investment in marketable securities
   
(88,512
)
   
(60,175
)
   
(754,833
)
   
(271,987
)
Proceeds from maturity of marketable securities
   
82,704
     
57,421
     
305,390
     
246,397
 
Proceed from sales of marketable securities
   
-
     
-
     
-
     
-
 
Purchase of property and equipment
   
(11,770
)
   
(8,121
)
   
(27,698
)
   
(17,215
)
Net cash used in investing activities
   
(350,180
)
   
(15,214
)
   
(837,170
)
   
(136,400
)
Cash flows from financing activities:
                               
Proceeds from issuance of convertible senior notes
   
-
     
-
     
750,000
     
-
 
Issuance costs of convertible senior notes
   
(1,813
)
   
-
     
(19,551
)
   
-
 
Purchase of capped calls
   
-
     
-
     
(51,826
)
   
-
 
Issuance costs of capped calls
   
(1,407
)
   
-
     
(1,407
)
   
-
 
Purchases of treasury shares
   
(15,001
)
   
(30,000
)
   
(35,003
)
   
(30,000
)
Conversion of convertible senior notes
   
(7
)
   
(18,506
)
   
(7
)
   
(18,506
)
Proceeds from exercise of options
   
-
     
90
     
-
     
160
 
Net cash provided by financing activities
   
(18,228
)
   
(48,416
)
   
642,206
     
(48,346
)
Effect of exchange rate fluctuations on cash and cash equivalents
   
1,109
     
(1,076
)
   
6,352
     
(315
)
Changes in cash and cash equivalents and restricted cash
   
(307,171
)
   
3,816
     
57,001
     
50,205
 
Cash and cash equivalents and restricted cash - beginning of period
   
521,951
     
153,963
     
157,779
     
107,574
 
Cash and cash equivalents and restricted cash - end of period
   
214,780
     
157,779
     
214,780
     
157,779
 
 


NOVA LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

   
Three months ended
 
   
December 31,
2025
   
September 30,
2025
   
December 31,
2024
 
GAAP gross profit
   
128,233
     
127,418
     
109,931
 
Stock-based compensation*
   
1,990
     
1,901
     
1,805
 
Amortization of acquired intangible assets
   
2,342
     
2,113
     
1,182
 
Non-GAAP gross profit
   
132,565
     
131,432
     
112,918
 
GAAP gross margin as a percentage of revenues
   
58
%
   
57
%
   
56
%
Non-GAAP gross margin as a percentage of revenues
   
60
%
   
59
%
   
58
%
                         
GAAP operating income
   
60,733
     
63,860
     
55,471
 
Stock-based compensation*
   
6,977
     
6,681
     
6,349
 
Acquisition related expenses
   
-
     
-
     
917
 
Amortization of acquired intangible assets
   
2,544
     
2,309
     
1,267
 
Discrete tax reserve release, net
   
203
     
-
     
-
 
Non-GAAP operating income
   
70,457
     
72,850
     
64,004
 
GAAP operating margin as a percentage of revenues
   
27
%
   
28
%
   
28
%
Non-GAAP operating margin as a percentage of revenues
   
32
%
   
32
%
   
33
%
                         
GAAP net income
   
64,688
     
61,421
     
50,481
 
Stock-based compensation*
   
6,977
     
6,681
     
6,349
 
Acquisition related expenses
   
-
     
-
     
917
 
Amortization of acquired intangible assets
   
2,544
     
2,309
     
1,267
 
Amortization of debt issuance costs
   
980
     
448
     
310
 
Revaluation of operating lease and intercompany loans
   
1,642
     
762
     
4,706
 
Discrete tax reserve release, net
   
(4,229
)
   
-
     
-
 
Tax effect of non-GAAP adjustments
   
(363
)
   
(1,630
)
   
(1,728
)
Non-GAAP net income
   
72,239
     
69,991
     
62,302
 
                         
GAAP basic earnings per share
   
2.09
     
2.05
     
1.72
 
Non-GAAP basic earnings per share
   
2.33
     
2.34
     
2.13
 
                         
GAAP diluted earnings per share
   
1.94
     
1.90
     
1.58
 
Non-GAAP diluted earnings per share
   
2.14
     
2.16
     
1.94
 
                         
Shares used for calculation of earnings per share
(in thousands):
                       
Basic
   
31,025
     
29,936
     
29,304
 
Diluted
   
33,830
     
32,470
     
32,062
 

* Stock-based compensation for the three months ended December 31, 2025 included in - Cost of revenues - 1,990; Research and development, net - 2,851; Sales and marketing - 1,479; General and administrative - 657.



NOVA LTD.
RECONCILIATION OF GAAP TO NON-GAAP RESULTS
(U.S. dollars in thousands, except percentage and per share data) - (Unaudited)

   
Year ended December 31,
 
   
2025
   
2024
 
GAAP gross profit
   
505,200
     
387,086
 
Stock-based compensation*
   
7,507
     
7,013
 
Amortization of acquired intangible assets
   
8,164
     
5,284
 
Acquisition related inventory step-up
   
2,258
     
-
 
Non-GAAP gross profit
   
523,129
     
399,383
 
GAAP gross margin as a percentage of revenues
   
57
%
   
58
%
Non-GAAP gross margin as a percentage of revenues
   
59
%
   
59
%
                 
GAAP operating income
   
253,468
     
187,540
 
Stock-based compensation*
   
26,291
     
25,209
 
Acquisition-related inventory step-up
   
2,258
     
-
 
Acquisition related expenses
   
859
     
917
 
Amortization of acquired intangible assets
   
8,897
     
5,643
 
Discrete tax reserve release, net
   
203
     
-
 
Non-GAAP operating income
   
291,976
     
219,309
 
GAAP operating margin as a percentage of revenues
   
29
%
   
28
%
Non-GAAP operating margin as a percentage of revenues
   
33
%
   
33
%
                 
GAAP net income
   
259,223
     
183,762
 
Stock-based compensation*
   
26,291
     
25,209
 
Acquisition-related inventory step-up
   
2,258
     
-
 
Acquisition related expenses
   
859
     
917
 
Amortization of acquired intangible assets
   
8,897
     
5,643
 
Amortization of debt issuance costs
   
1,996
     
1,280
 
Revaluation of operating lease liabilities
   
(9,347
)
   
3,221
 
Discrete tax reserve release, net
   
(4,229
)
   
-
 
Tax effect of non-GAAP adjustments
   
(3,360
)
   
(5,106
)
Non-GAAP net income
   
282,588
     
214,926
 
                 
GAAP basic earnings per share
   
8.61
     
6.31
 
Non-GAAP basic earnings per share
   
9.39
     
7.38
 
                 
GAAP diluted earnings per share
   
7.96
     
5.75
 
Non-GAAP diluted earnings per share
   
8.62
     
6.69
 
                 
Shares used for calculation of earnings per share
(in thousands):
               
Basic
   
30,108
     
29,113
 
Diluted
   
32,800
     
32,138
 

* Stock-based compensation for the year ended December 31, 2025, included in - Cost of revenues – 7,507;
Research and development, net – 11,129; Sales and marketing – 5,280; General and administrative - 2,375.



NOVA LTD.
SUPPLEMENTAL INFORMATION - RECONCILIATION OF FIRST QUARTER 2026
GAAP TO NON-GAAP GUIDANCE
(U.S. dollars) (Unaudited)

   
Low
   
High
 
Estimated GAAP net income per diluted share
   
1.90
     
2.02
 
Estimated non-GAAP items:
               
Stock-based compensation
   
0.18
     
0.18
 
Amortization of acquired intangible assets
   
0.06
     
0.06
 
Amortization of debt issuance costs
   
0.03
     
0.03
 
Tax effect of non-GAAP adjustments
   
(0.04
)
   
(0.04
)
Estimated non-GAAP net income per diluted share
   
2.13
     
2.25
 


FAQ

How did Nova Ltd. (NVMI) perform in Q4 2025?

Nova’s Q4 2025 revenue was $222.6 million, up 14% from Q4 2024 and down 1% from Q3 2025. GAAP diluted EPS reached $1.94, compared with $1.58 a year earlier, reflecting stronger quarterly profitability despite slightly lower sequential revenue.

What were Nova Ltd. (NVMI) full-year 2025 revenues and earnings?

In 2025, Nova generated $880.6 million in revenue, up from $672.4 million in 2024. GAAP net income was $259.2 million, with diluted EPS of $7.96 versus $5.75 in 2024, indicating substantial year-over-year improvement in both sales and profitability.

How did Nova Ltd.’s margins trend during 2025?

Nova’s 2025 GAAP gross margin was 57.4%, close to 57.6% in 2024, showing stable product economics. Non-GAAP operating margin was 33% in both 2025 and 2024, indicating the company maintained strong operating efficiency while significantly growing revenue over the year.

What guidance did Nova Ltd. (NVMI) give for Q1 2026 earnings?

For Q1 2026, Nova expects GAAP diluted EPS of $1.90–$2.02. On a non-GAAP basis, projected diluted EPS is $2.13–$2.25. The guidance incorporates adjustments for stock-based compensation, acquired intangible amortization, debt issuance costs, and related tax effects.

How do Nova Ltd.’s GAAP and non-GAAP 2025 results compare?

In 2025, GAAP net income was $259.2 million with diluted EPS of $7.96, while non-GAAP net income was $282.6 million and diluted EPS was $8.62. Non-GAAP figures exclude items such as stock-based compensation, acquisition-related impacts, and certain tax adjustments.

What did Nova Ltd.’s management say about 2025 performance and outlook?

Management described 2025 as an exceptional year, citing record revenue and profitability. They highlighted broad-based momentum, an expanding metrology portfolio, and multiple strategic qualifications, and stated Nova is well positioned to capitalize on an “upward investment cycle” as it enters 2026.