Sypris Solutions extends related-party loan to 2030

Rhea-AI Filing Summary

Sypris Solutions, Inc. reports that it has amended and restated its March 2025 promissory note with Gill Family Capital Management, Inc., an entity controlled by its president and chief executive officer and a director, to extend all principal and interest payment dates by one year effective January 12, 2026.

Under the new schedule, $2,000,000 of principal is due on April 1, 2027, another $2,000,000 is due on April 1, 2028, $5,000,000 is due on April 1, 2029, and the remaining $3,000,000 is due on April 1, 2030.

The amended note also permits deferral of up to 100% of the interest due to April 1, 2027, while all other terms of the prior March 2025 promissory note remain in place.

Insights

Capital structure and governance analyst

Sypris pushes out insider loan maturities and allows interest deferral, easing near-term cash demands.

The company has amended its promissory note with Gill Family Capital Management, Inc., which is controlled by its president, chief executive officer, and a director. Principal repayments are now staggered across April 1, 2027, April 1, 2028, April 1, 2029 and April 1, 2030, reducing immediate refinancing pressure compared with the prior schedule.

The note further allows deferral of up to 100% of interest due until April 1, 2027, which can support liquidity if cash flows are tight. Because this is a related-party arrangement, board oversight and alignment with minority shareholders are important considerations, and future filings may clarify how often the company uses the new deferral flexibility.

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, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What agreement did Sypris Solutions (SYPR) report in this 8-K?

Sypris Solutions, Inc. disclosed that it amended and restated its March 2025 promissory note with Gill Family Capital Management, Inc., extending the maturity and payment dates by one year effective January 12, 2026.

How is the principal on the Sypris January 2026 Promissory Note scheduled to be repaid?

Under the January 2026 Promissory Note, $2,000,000 of principal is due on April 1, 2027, $2,000,000 is due on April 1, 2028, $5,000,000 is due on April 1, 2029, and $3,000,000 is due on April 1, 2030.

Does the amended Sypris promissory note allow interest deferral?

Yes. The January 2026 Promissory Note allows payment of up to 100% of the interest due on the note to be deferred until April 1, 2027.

Who controls the lender under the Sypris January 2026 Promissory Note?

The lender, Gill Family Capital Management, Inc., is controlled by Sypris Solutions’ president and chief executive officer, Jeffrey T. Gill, and one of its directors, R. Scott Gill.

Did other terms of the earlier March 2025 promissory note change for Sypris?

No. The company states that all other terms of the March 2025 Promissory Note remain in place under the January 2026 Promissory Note.

Where can investors find the full terms of the Sypris January 2026 Promissory Note?

The full Amended and Restated Promissory Note dated January 12, 2026 is filed as Exhibit 10.1 to the report and should be reviewed for complete terms.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/14/2026 - 07:30 AM Learn about SEC filing dates

false 0000864240 0000864240 2026-01-12 2026-01-12

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 12, 2026

Sypris Solutions, Inc.

(Exact name of registrant as specified in its charter)

Delaware		0-24020		61-1321992
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
101 Bullitt Lane, Suite 450
Louisville, Kentucky				40222
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s telephone number, including area code: (502) 329-2000

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, $0.01 par value	SYPR	NASDAQ Global Select 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 Agreement.

Amended and Restated Promissory Note         

On January 12, 2026, Sypris Solutions, Inc. (the “Company”) and certain of its subsidiaries amended and restated its Amended and Restated Promissory Note dated March 21, 2025 (the “March 2025 Promissory Note”) in favor of Gill Family Capital Management, Inc., an entity controlled by the Company’s president and chief executive officer, Jeffrey T. Gill and one of its directors, R. Scott Gill (the “January 2026 Promissory Note”). Pursuant to the January 2026 Promissory Note, the parties extended the maturity date and each principal and interest payment date by one (1) year, effective January 12, 2026. Under the January 2026 Promissory Note, (i) $2,000,000 of the Company’s principal commitment is due on April 1, 2027, (ii) $2,000,000 is due on April 1, 2028, (iii) $5,000,000 of the Company’s principal commitment is due on April 1, 2029, (iv) and the balance of $3,000,000 is due on April 1, 2030. In addition, the January 2026 Promissory Note allows for the deferral of payment for up to 100% of the interest due on the January 2026 Promissory Note to April 1, 2027.

All other terms of the March 2025 Promissory Note remain in place.

The foregoing does not purport to be a complete description of the terms of the January 2026 Promissory Note and such description is qualified in its entirety by reference to the January 2026 Promissory Note, which is filed as Exhibit 10.1 to this Current Report on Form 8-K.

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 & Exhibits

(d) Exhibits

10.1          Amended and Restated Promissory Note between Sypris Solutions, Inc., Sypris Technologies, Inc., Sypris Electronics, LLC, Sypris Technologies Marion, LLC, Sypris Technologies Mexican Holdings, LLC, Sypris Technologies Northern, Inc., Sypris Technologies Southern, Inc. and Sypris Technologies International, Inc. dated as of January 12, 2026.

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.

Dated: January 14, 2026	Sypris Solutions, Inc.
	By:	/s/ Rebecca R. Eckert
		Rebecca R. Eckert
		Vice President, Chief Accounting Officer & Controller