Form 8-K
8-K — Omega Flex, Inc.
Accession: 0001493152-26-037334
Filed: 2026-08-12
Period: 2026-08-12
CIK: 0001317945
SIC: 3430 (HEATING EQUIP, EXCEPT ELEC & WARM AIR & PLUMBING FIXTURES)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
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8-K — form8-k.htm (Primary)
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): August
12, 2026
OMEGA
FLEX, INC.
(Exact
name of registrant as specified in charter)
Pennsylvania
000-51372
23-1948942
(State
or other jurisdiction
(Commission
(I.R.S.
Employer
of
incorporation)
File
Number)
Identification
No.)
451
Creamery Way
Exton,
Pennsylvania 19341
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: 610-524-7272
Not
applicable
(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 (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 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 per share
OFLX
NASDAQ
Global 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
2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On
August 12, 2026, Omega Flex, Inc. (the “Company”) issued a press release reporting its results for the six months
and three months ended June 30, 2026 and announcing CE Mark approval for MediTrac® corrugated medical tubing. A copy
of the earnings release issued by the Company with respect to these matters is attached hereto as Exhibit 99.1 and incorporated herein
by reference.
The
information set forth and incorporated by reference in this Item 2.02 is “furnished” and shall not be deemed to be “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject
to the liabilities of that section, and the Company does not incorporate it by reference into a filing under the Securities Act of 1933,
as amended, or the Exchange Act.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d)
Exhibits:
Exhibit
Number
Description
99.1
Press
Release dated August 12, 2026
104
Cover
Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
Pursuant
to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto
duly authorized.
OMEGA
FLEX, INC.
Date:
August 12, 2026
By:
/s/
Dean W. Rivest
Dean
W. Rivest
Chief
Executive Officer
EX-99.1
EX-99.1
Filename: ex99-1.htm · Sequence: 2
Exhibit
99.1
Manufacturer
of flexible metal hose and gas piping products
Exton,
Pennsylvania
Contact:
Dean W. Rivest
August
12, 2026
(610)
524-7272
PRESS
RELEASE
“Omega
Flex, Inc. Announces Second Quarter 2026 Earnings and
CE
Mark Approval for MediTrac Corrugated Medical Tubing”
OMEGA
FLEX, INC. (OFLX)
Six Months Ended June 30,
Three Months Ended June 30,
2026
2025
2026
2025
Net
Sales
$ 47,150,000
$ 48,855,000
$ 24,057,000
$ 25,525,000
Net
Income attributable to Omega Flex, Inc.
$ 4,752,000
$ 7,724,000
$ 2,675,000
$ 4,156,000
Earnings
Per Share – Basic and Diluted
$ 0.47
$ 0.77
$ 0.27
$ 0.41
Weighted
Average Shares – Basic and Diluted
10,094,322
10,094,322
10,094,322
10,094,322
Dean
W. Rivest, Chief Executive Officer of Omega Flex, Inc. (the “Company”), announced that net sales of the Company for the
six months ended June 30, 2026 and 2025 were $47,150,000 and $48,855,000, respectively, decreasing by $1,705,000 or 3.5%. Net sales for
the three months ended June 30, 2026 were 5.8% lower than net sales for the three months ended June 30, 2025. The decrease in net sales
was mainly due to lower sales unit volumes as the overall market continued to be suppressed because of, among other factors, a decline
in housing starts.
Net
income for the six months ended June 30, 2026 was $4,752,000, compared to net income of $7,724,000 for the six months ended June 30,
2025, decreasing by $2,972,000 or 38.5% (the “Six Month Decrease”). Net income for the three months ended June 30, 2026 was
35.6% below net income for the same period in 2025 (the “Three Month Decrease”). The decrease in net income was mainly due
to higher raw material costs (including inbound transportation costs and tariffs); marketing efforts; and product enhancement and certification
related expenses. The higher costs and expenses described above were partly offset by lower product liability reserves and expenses.
Approximately
30% of the Six Month Decrease, and 54% of the Three Month Decrease, was due to the above-described higher raw material costs (including
inbound transportation costs and tariffs) and marketing efforts that were attributable to the procurement of inventory and introduction
of the new re-engineered flexible gas piping fitting described below. These higher costs will continue as the Company procures raw materials
to achieve targeted inventory levels and markets the new fitting. However, the Company believes that these higher costs will be limited
in duration and will normalize over time.
During
the six months ended June 30, 2026, the Company continued to pursue product enhancements intended to strengthen its market position.
On July 1, 2026, the Company introduced a re-engineered flexible gas piping fitting designed to support a broader range of applications
across both residential and commercial construction markets. The new TracPipe® System branded fitting is designed to ease
installation while enhancing overall safety and reliability. The Company believes that in the commercial sector, the fitting is particularly
well suited for larger diameter systems, including sizes up to two inches, helping to address the requirements of more demanding installations.
The Company continues to make targeted investments in equipment and facilities intended to expand capacity, enhance operational efficiency,
and support geographic growth by improving its ability to serve customers and distribution partners across existing and new markets.
In
addition, the Company is pleased to announce that its innovative medical-grade product, MediTrac® corrugated medical tubing
(CMT), received Conformité Européenne (CE) mark certification under the European Union Medical Device Regulation (EU MDR
2017/745) in August of 2026, as a Class IIa medical device. Achieving EU MDR certification, a lengthy and rigorous process, demonstrates
that MediTrac CMT meets applicable European standards for safety, quality, and clinical performance.
The
Company is not aware of any other manufacturers of CMT. MediTrac CMT, developed exclusively by the Company, is patent protected and complies
with the stringent requirements of Health Care Facilities Code NFPA 99, Canadian Standard Z7396.1 (Medical Gas Pipeline Systems), and
now, EU MDR 2017/745.
MediTrac
CMT is engineered for the safe and efficient distribution of medical gases in healthcare facilities, offering a flexible, durable, and
installation-friendly alternative to traditional rigid copper tubing. It is manufactured by the Company’s subsidiary, Flex-Trac,
Inc., in Exton, Pennsylvania. EU MDR compliance reflects the rigor of our design and manufacturing controls and is maintained under an
ISO 13485:2016-certified quality management system. MediTrac CMT has been installed in healthcare facilities across 48 U.S. states, Canada,
the United Kingdom, Southeast Asia, and other international markets.
“We
are extremely proud to achieve CE mark certification for MediTrac CMT,” said Dean W. Rivest, Chief Executive Officer of Omega Flex,
Inc. and President and Chief Executive Officer of Flex-Trac, Inc. “Combined with the ISO 13485:2016 quality management system certification,
this milestone highlights our dedication to producing safe, reliable, and innovative medical gas tubing solutions for healthcare systems
around the world. We believe MediTrac CMT has the potential to serve as a scalable growth platform that extends our engineering expertise
into new geographic regions and markets while leveraging our established manufacturing and quality systems.”
INFORMATION
CONCERNING FORWARD-LOOKING STATEMENTS – This press release contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, including statements regarding the Company’s financial condition, results of operations,
future performance, growth strategies, business initiatives and anticipated trends. Forward-looking statements can generally be identified
by words such as “may,” “should,” “will,” “could,” “estimates,” “predicts,”
“potential,” “continue,” “anticipates,” “believes,” “plans,” “expects,”
“future,” “intends,” “projects,” the negative of these terms, or other comparable terminology. These
forward-looking statements may include the Company’s projections, statements related to the Company’s anticipated growth
strategies, descriptions of business initiatives and anticipated trends in the Company’s business. Forward-looking statements are
neither historical facts nor assurances of future performance. Rather, they are based on current beliefs, expectations and assumptions
regarding the Company’s business, strategies and anticipated events and trends. These statements are subject to inherent risks,
uncertainties and changes in circumstances that are difficult to predict, many of which are outside of our control, and actual results
could differ materially from those expressed or implied in the forward-looking statements. Readers are cautioned not to place undue reliance
on any forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation, other
than as required by law, to update or revise any forward-looking statements to reflect events or circumstances after the date hereof.
Further information regarding risks and uncertainties that could cause actual results to differ materially from those described in the
forward-looking statements is included in the sections entitled “Risk Factors” and “Management’s Discussion and
Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) and in the Company’s subsequent reports
and filings with the SEC, as applicable.
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