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Form 8-K

sec.gov

8-K — CVD EQUIPMENT CORP

Accession: 0001493152-26-013566

Filed: 2026-03-30

Period: 2026-03-30

CIK: 0000766792

SIC: 3559 (SPECIAL INDUSTRY MACHINERY, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

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2026-03-30

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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):

March

30, 2026

CVD

EQUIPMENT CORPORATION

(Exact

Name of Registrant as Specified in Its Charter)

New

York

1-16525

11-2621692

(State

or Other Jurisdiction of

Incorporation

or Organization)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

355

South Technology Drive

Central

Islip, New York

11722

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s

Telephone Number, Including Area Code: (631) 981-7081

(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

CVV

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

2.02. Results of Operations and Financial Condition

On

March 30, 2026, the Company issued a press release announcing its results of operations for the fourth quarter and fiscal year ended

December 31, 2025.

A

copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The

information in this report (including Exhibit 99.1) is being furnished pursuant to Item 2.02 and shall not be deemed to be “filed”

for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.

Item

9.01. Financial Statements and Exhibits

(d)

Exhibits

Exhibit

No.

Description

99.1

Press release dated March 30, 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 thereunto duly authorized.

Date:

March 30, 2026

CVD

EQUIPMENT CORPORATION

By:

/s/

Richard Catalano

Name:

Richard

Catalano

Title:

Executive

Vice President, Chief Financial Officer, Secretary and Treasurer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

enabling

tomorrow’s technologies™

355

South Technology Drive, Central Islip, New York 11722 | T 631.981.7081 | info@cvdequipment.com

CVD

Equipment Corporation Reports Fourth Quarter and

Fiscal

Year 2025 Results

Entered

Into Definitive Agreement for the Sale of its SDC Division

in

First Quarter of 2026 as Previously Announced

CENTRAL

ISLIP, N.Y., (Business Wire) – March 30, 2026 – CVD Equipment Corporation (NASDAQ: CVV) (the “Company”) today

reported financial results for the fourth quarter and fiscal year ended December 31, 2025.

Fourth

Quarter 2025 Performance

Orders:

$3.5 million, driven primarily by demand in our SDC business division for gas delivery equipment and the receipt of orders for two

PVT 150 units from Stony Brook University in support of their new semiconductor research center “onsemi Research Center

for Wide Bandgap Materials”.

Revenue:

$5.0 million, down 33.1% year over year, primarily reflecting lower CVD system revenue in the quarter.

Backlog:

$6.6 million at December 31, 2025, compared with $8.0 million at September 30, 2025.

Gross

margin: 22.1% versus 26.4% in the prior year quarter, primarily due to lower CVD system revenue.

Other

charges and income: $0.2 million impairment charge in the current year quarter, compared with other income of $0.1 million in the

prior year quarter.

Net

loss: ($1.3 million), or ($0.18) per basic and diluted share, compared with net income of $0.1 million, or $0.02 per basic and diluted

share, in the prior year quarter.

As

previously announced, the Company implemented a workforce reduction within the CVD Equipment division during the fourth quarter that

is expected to reduce annual operating costs by approximately $1.8 million in fiscal 2026.

The

Company also implemented an updated sales strategy for the CVD Equipment business, leveraging distributors and external sales representatives

to complement internal sales resources.

www.cvdequipment.com

| www.firstnano.com

enabling

tomorrow’s technologies™

Fiscal

Year 2025 Performance

Orders:

$13.0 million, driven primarily by demand in our SDC business division for gas delivery equipment and orders for spare parts and

service for our CVD Equipment division.

Revenue:

$25.8 million, down 4.1% year over year, primarily reflecting lower SDC revenue and lower MesoScribe revenue following the cessation

of its operations in 2024.

Gross

margin: 28.3% versus 22.5% in the prior fiscal year, a $1.6 million charge for excess and obsolete inventory was recorded in the

prior fiscal year.

Net

loss: ($1.6 million), or ($0.23) per basic and diluted share, compared with a net loss of ($1.9 million), or ($0.28) per basic and

diluted share, in fiscal year 2024.

Cash

and cash equivalents: $8.7 million as of December 31, 2025, compared with $12.6 million as of December 31, 2024.

Manny

Lakios, President and CEO of CVD Equipment Corporation, commented, “Our bookings continued to be pressured by several factors,

including softer demand for products in our CVD Equipment division, tariff-related uncertainty, reduced U.S. government funding for universities,

and a slower pace of adoption of our solutions in certain end markets. We continue to monitor customer demand, the general uncertainty

of the geopolitical environment and potential tariff impacts and are planning accordingly.”

Lakios

added, “We remain focused on delivering solutions across our key target markets—aerospace and defense, industrial applications

including silicon carbide (SiC) on graphite, and SiC for use in high-power electronics and other emerging applications.”

Divestiture

of SDC Division

On

March 24, 2026, the Company announced that it entered into a definitive agreement under which the Company’s SDC business

division will become part of the Atlas Copco Group. The purchase price amounts to approximately $16.9 million in cash, subject

to certain purchase price adjustments.

The

transaction is expected to close during the second quarter of 2026, subject to customary closing conditions being satisfied. The Company

expects to use the proceeds to enhance financial flexibility and support initiatives aimed at creating shareholder value.

Manny

Lakios stated, “This transaction, which is aligned with our previously announced decision to pursue strategic alternatives for

our company, will allow us to focus on our core CVD Equipment business located in Central Islip, New York. The divestiture will strengthen

our balance sheet and provide additional financial flexibility as we continue evaluating opportunities for the CVD Equipment business,

its product lines, and our two facilities. Our goal remains maximizing value for our shareholders.”

The

Company expects to use the proceeds from the transaction to enhance financial flexibility and support initiatives aimed at creating shareholder

value. The net cash proceeds after payment of transaction expenses and taxes are approximately $15.0 million, of which $900,000 will

be held in escrow to cover post-closing adjustments and indemnification obligations under the agreement.

In

addition, CVD will retain ownership of its Saugerties, New York facility, which will be leased to the acquiring company for an initial

term of two years following the closing of the transaction.

www.cvdequipment.com

| www.firstnano.com

enabling

tomorrow’s technologies™

Conference

Call

A

conference call reviewing these results has been scheduled for today, March 30, 2026 starting at 5:00 PM ET. To join the call, dial 1-877-407-2991

or 1-201-389-0925. A live and archived webcast of the call will also be available on the company’s website at www.cvdequipment.com/events.

The archived webcast will be available approximately two hours following the end of the conference call. A telephone replay will be available

for 7 days. To access the replay, dial 1-877-660-6853 or 1-201-612-7415. The replay passcode is 13759402.

About

CVD Equipment Corporation

CVD

Equipment Corporation (NASDAQ: CVV) designs, develops, and manufactures a broad range of chemical vapor deposition, thermal processing,

physical vapor transport, gas and chemical delivery control systems, and other equipment and process solutions used to develop and manufacture

materials and coatings for industrial applications and research. Our products are used in production environments as well as research

and development centers, both academic and corporate. Major target markets include aerospace & defense (ceramic matrix composites),

silicon carbide (SiC) high-power electronics, electric vehicle (EV) battery materials (carbon nanotubes, graphene and silicon nanowires),

and industrial applications. Through its application laboratory, the Company allows customers the option to bring their process tools

to our laboratory and to work collaboratively with our scientists and engineers to optimize process performance.

The

Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information

included in this press release (as well as information included in oral statements or other written statements made or to be made by

CVD Equipment Corporation) contains statements that are forward-looking. All statements other than statements of historical fact are

hereby identified as “forward-looking statements, “as such term is defined in Section 27A of the Securities Act of 1933,

as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking information involves a number of

known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by

management. Potential risks and uncertainties include, among other factors, market and business conditions, the success of CVD Equipment

Corporation’s growth and sales strategies, uncertainty as to our ability to execute on our transformation strategy, the possibility

of customer changes in delivery schedules, cancellation of, or failure to receive orders, potential delays in product shipments, delays

in obtaining inventory parts from suppliers and failure to satisfy customer acceptance requirements, competition in our existing and

potential future product lines of business, including our aerospace equipment and PVT systems; our ability to obtain financing on acceptable

terms if and when needed; uncertainty as to our ability to develop new products for growth markets; uncertainty as to our future profitability;

uncertainty as to any future expansion of the Company; uncertainty as to our ability to adequately obtain raw materials and components

from foreign markets in light of geopolitical developments; and other risks and uncertainties that are described in the Company’s

Annual Report on Form 10-K for the year ended December 31, 2024 and the Company’s other filings with the Securities and Exchange

Commission. For forward-looking statements in this release, the Company claims the protection of the safe harbor of the Private Securities

Litigation Reform Act of 1995. The Company assumes no obligations to update or supplement any forward-looking statements whether as a

result of new information, future events.

CVD

Equipment Corporation Contact:

Richard

Catalano, Executive Vice President & CFO

Phone:

(631) 981-7081

Email:

investorrelations@cvdequipment.com

www.cvdequipment.com

| www.firstnano.com

enabling

tomorrow’s technologies™

CVD

EQUIPMENT CORPORATION AND SUBSIDIARIES

Condensed

Consolidated Statements of Operations

(In

thousands, except per share data – unaudited)

Three Months Ended

December 31,

Year Ended

December 31,

2025

2024

2025

2024

Revenue

$ 4,950

$ 7,414

$ 25,786

$ 26,876

Cost of revenue

3,852

5,453

18,498

20,825

Gross profit

1,098

1,961

7,288

6,051

Operating expenses

Research and development

725

572

2,786

2,627

Selling

346

388

1,443

1,656

General and administrative

1,211

1,058

4,806

4,901

Impairment charges

163

-

163

-

Gains on sales of equipment

-

(92 )

-

(717 )

Total operating expenses, net

2,445

1,926

9,198

8,467

Operating income (loss)

(1,347 )

35

(1,910 )

(2,416 )

Net income (loss)

$ (1,268 )

$ 132

$ (1,585 )

$ (1,898 )

Basic and diluted income (loss) per share

$ (0.18 )

$ 0.02

$ (0.23 )

$ (0.28 )

CVD

EQUIPMENT CORPORATION AND SUBSIDIARIES

Condensed

Consolidated Balance Sheets

(In

thousands - Unaudited)

December 31, 2025

December 31, 2024

Assets

Current assets:

Cash and cash equivalents

$ 8,734

$ 12,598

Accounts receivable, net

2,314

2,149

Contract assets

3,391

2,226

Inventories

1,568

2,115

Assets held for sale

510

-

Other current assets

367

898

Total current assets

16,884

19,986

Property, plant and equipment, net

10,573

11,699

Other assets

52

1

Total assets

$ 27,509

$ 31,686

Liabilities and Stockholders’ Equity

Current liabilities

$ 2,784

$ 6,137

Long-term debt, net of current portion

-

181

Total stockholders’ equity

24,725

25,368

Total liabilities and stockholders’ equity

$ 27,509

$ 31,686

This

earnings release should be read in conjunction with the Company’s filings with the SEC, including the Annual Report on Form 10-K

for 2025, available at www.sec.gov and on the Company’s website.

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