Form 8-K
8-K — EVERSPIN TECHNOLOGIES INC.
Accession: 0001628280-26-053376
Filed: 2026-08-05
Period: 2026-08-05
CIK: 0001438423
SIC: 3674 (SEMICONDUCTORS & RELATED DEVICES)
Item: Results of Operations and Financial Condition
Item: Financial Statements and Exhibits
Documents
8-K — mram-20260805.htm (Primary)
EX-99.1 (mram-20260630xexx991.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K
8-K (Primary)
Filename: mram-20260805.htm · Sequence: 1
mram-20260805
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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): August 5, 2026
Everspin Technologies, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
001-37900
(Commission
File Number)
26-2640654
(IRS Employer
Identification No.)
5670 W. Chandler Blvd.
Suite 130
Chandler, Arizona 85226
(Address of principal executive offices, including zip code)
(480) 347-1111
(Registrant’s telephone number, including area code)
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:
☐ 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 $0.0001 MRAM The Nasdaq Stock Market LLC
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 5, 2026, Everspin Technologies, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2026, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit No. Description
99.1
Press release dated August 5, 2026.
104 Cover Page Interactive Data File (formatted as Inline XBRL)
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.
Everspin Technologies, Inc.
Dated: August 5, 2026
By: /s/ William Cooper
William Cooper
Chief Financial Officer
EX-99.1
EX-99.1
Filename: mram-20260630xexx991.htm · Sequence: 2
Document
Exhibit 99.1
Everspin Reports Unaudited Second Quarter 2026 Financial Results
Chandler, AZ, August 5, 2026—Everspin Technologies, Inc. (NASDAQ: MRAM), the world’s leading developer and manufacturer of Magnetoresistive Random Access Memory (MRAM) persistent memory solutions, today announced preliminary unaudited financial results for the second quarter ended June 30, 2026.
“Our second quarter results were driven by strong product revenue coupled with initial non-product revenue under our recently signed $40 million contract with a US prime contractor. From an end market perspective, growth was led by strength in Industrial Automation, Energy Management, and Aerospace and Defense,” said Sanjeev Aggarwal, President and Chief Executive Officer. “We continue to see strong growth across our existing business while executing on our product pipeline and developing solutions that will further expand Everspin's addressable market and drive long-term growth.”
Second Quarter 2026 Results
•Total revenue of $18.7 million, compared to $13.2 million in the second quarter of 2025.
•MRAM product sales, which include both Toggle and STT-MRAM revenue, of $15.3 million, compared to $11.1 million in the second quarter of 2025.
•Licensing, royalty, engineering services and other revenue of $3.4 million, compared to $2.1 million in the second quarter of 2025.
•Gross margin of 53.9%, compared to 51.3% in the second quarter of 2025.
•GAAP operating expenses of $14.5 million, compared to $8.7 million in the second quarter of 2025.
•Interest and Other income, net of $0.8 million, compared to $1.3 million in the second quarter of 2025.
•GAAP net loss of $(3.6) million, or $(0.15) per diluted share, compared to net loss of $(0.7) million, or $(0.03) per diluted share, in the second quarter of 2025.
•Non-GAAP net income of $2.9 million, or $0.11 per diluted share, compared to non-GAAP net income of $0.7 million, or $0.03 per diluted share, in the second quarter of 2025.
•Cash and cash equivalents as of June 30, 2026, totaled $43.9 million.
“We are pleased to report record quarterly revenue with second quarter results above our expectations, driven by both strong product and non-product revenue growth. We remain focused on balancing strategic investments in our technology roadmap with prudent expense management, strengthening our competitive position while enhancing long-term shareholder value,” said Bill Cooper, Everspin’s Chief Financial Officer.
Business Outlook
For the third quarter of 2026, Everspin expects total revenue in a range of $19.5 million to $20.5 million and GAAP net loss per share to be between $(0.10) and $(0.05). Non-GAAP net income per diluted share is anticipated to be between $0.10 and $0.15.
A reconciliation of non-GAAP guidance measures to corresponding GAAP guidance measures is not available on a forward-looking basis without unreasonable effort due to the uncertainty regarding, and the potential variability of, expenses that may be incurred in the future. For example, stock-based compensation-related charges are impacted by the timing of employee stock transactions, the future fair market value of Everspin’s common stock, and Everspin’s future hiring and retention needs, all of which are difficult to predict and subject to constant change. Additionally, litigation expenses are highly dependent on case related activity in any given period and based on the actions of a third-party which are difficult to predict and subject to change. These factors could be material to Everspin’s results computed in accordance with GAAP. This outlook is dependent on Everspin's current expectations, which may be impacted by, among other things, evolving external conditions, such as public health-related events or outbreaks, local safety guidelines, worsening impacts due to supply chain constraints or interruptions, including general market and semiconductor industry volatility, and the other risk factors described in Everspin's filings with the Securities and Exchange Commission (the "SEC"), including its
Annual Report on Form 10-K for the fiscal year ended December 31, 2025, its Quarterly Reports on Form 10-Q filed with the SEC during 2026, as well as in its subsequent filings with the SEC.
Use of Non-GAAP Financial Measures
Everspin supplements the reporting of its financial information determined under generally accepted accounting principles in the United States of America (GAAP) with Non-GAAP financial measures including gross profit, gross margin, operating expenses, operating income (loss), operating margin, net income (loss), and EPS which are defined as the GAAP financial measures excluding the effect of stock-based compensation, non-recurring engineering expenses related to the company's foundry agreement with Microchip and litigation costs. Everspin’s GAAP tax rate is effectively zero due to NOL carryforwards, thus a Non-GAAP tax rate is not included as a Non-GAAP financial measure.
Everspin’s management and board of directors use these non-GAAP measures to understand and evaluate its operating performance and trends, to prepare and approve its annual budget and to develop short-term and long-term operating and financing plans. Accordingly, Everspin believes that these non-GAAP measures provide useful information for investors in understanding and evaluating its operating results in the same manner as its management and board of directors. These non-GAAP financial measures should be considered in addition to, not as superior to, or as a substitute for, financial measures reported in accordance with GAAP. Moreover, other companies may define these non-GAAP measures differently, which limits the usefulness of this measure for comparisons with such other companies. Everspin encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure. Please see the tables included at the end of this release for the reconciliation of GAAP to non-GAAP results.
Conference Call
Everspin will host a conference call for analysts and investors on Wednesday, August 5th, 2026, at 5:00 p.m. Eastern Time.
Dial-in details: To access the call by phone, please go to this link and you will be provided with dial-in details. To avoid delays, we encourage participants to dial into the conference call fifteen minutes ahead of the scheduled start time.
The live webcast of the call will be accessible on Everspin’s website at investor.everspin.com. Approximately two hours after the conclusion of the live event, an archived webcast of the conference call will be accessible from the Investor Relations section of Everspin’s website for twelve months.
About Everspin Technologies
Everspin Technologies, Inc. is the world’s leading provider of Magnetoresistive RAM (MRAM). Everspin MRAM delivers the industry’s most robust, highest-performance non-volatile memory for industrial, data center, automotive, aerospace and other mission-critical applications where data persistence is essential. Headquartered in Chandler, Arizona, Everspin provides commercially available MRAM solutions to a large and diverse customer base. For more information, visit www.everspin.com. NASDAQ: MRAM.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements regarding future results that involve risks and uncertainties that could cause actual results or events to differ materially from the expectations disclosed in the forward-looking statements, including, but not limited to the statements made under the caption “Business Outlook.” Forward-looking statements are identified by words such as “expects” or similar expressions. These include, but are not limited to, Everspin’s future financial performance, including the outlook for third quarter 2026 results. Actual results could differ materially from these forward-looking statements as a result of certain risks and uncertainties, including, without limitation, the risks set forth under the caption “Risk Factors” in Everspin’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the SEC on March 4, 2026, and its Quarterly Reports on Form 10-Q filed with the SEC during 2026, as well as in its subsequent filings with the SEC. Any forward-looking statements made by Everspin in this press release speak only as of the date on which they are made and subsequent events may cause these expectations to change. Everspin disclaims any obligations to update or alter these forward-looking statements in the future, whether as a result of new information, future events or otherwise, except as required by law.
Investor Relations:
Monica Gould
The Blueshirt Group
T: 212-871-3927
ir@everspin.com
EVERSPIN TECHNOLOGIES, INC.
Condensed Balance Sheets
(In thousands, except share and per share amounts)
(Unaudited)
June 30,
2026 December 31,
2025
Assets
Current assets:
Cash and cash equivalents $ 43,896 $ 44,450
Accounts receivable, net 10,770 8,101
Inventory 13,085 10,734
Prepaid expenses and other current assets 1,257 1,877
Total current assets 69,008 65,162
Property and equipment, net 14,843 14,140
Intangible assets, net 897 1,714
Right-of-use assets 2,756 3,251
Other assets 1,889 342
Total assets $ 89,393 $ 84,609
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable $ 2,394 $ 5,180
Accrued liabilities 6,654 3,651
Deferred revenue 2,958 —
Lease liabilities, current portion 1,405 1,381
Contract obligations 271 1,472
Software liabilities, current portion 889 1,769
Total current liabilities 14,571 13,453
Lease liabilities, net of current portion 1,428 1,956
Software liabilities, net of current portion 16 15
Long-term income tax liability 271 268
Total liabilities $ 16,286 $ 15,692
Commitments and contingencies (Note 5)
Stockholders’ equity:
Preferred stock, $0.0001 par value per share; 5,000,000 shares authorized; no shares issued and outstanding as of June 30, 2026 and December 31, 2025
— —
Common stock, $0.0001 par value per share; 100,000,000 shares authorized; 24,271,438 and 22,977,797 shares issued and outstanding as of June 30, 2026 and December 31, 2025, respectively
2 2
Additional paid-in capital 214,447 206,370
Accumulated deficit (141,342) (137,455)
Total stockholders’ equity 73,107 68,917
Total liabilities and stockholders’ equity $ 89,393 $ 84,609
EVERSPIN TECHNOLOGIES, INC.
Condensed Statements of Operations and Comprehensive Loss
(In thousands, except share and per share amounts)
(Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2026 2025 2026 2025
Product sales $ 15,313 $ 11,091 $ 29,413 $ 22,117
Licensing, royalty, engineering services and other revenue
3,423 2,110 4,195 4,222
Total revenue 18,736 13,201 33,608 26,339
Cost of product sales 8,296 6,166 15,251 12,195
Cost of licensing, royalty, engineering services and other revenue
343 267 417 623
Total cost of sales 8,639 6,433 15,668 12,818
Gross profit 10,097 6,768 17,940 13,521
Operating expenses:
Research and development 4,838 3,580 8,443 6,936
General and administrative 7,827 3,642 12,888 7,480
Sales and marketing 1,815 1,507 3,708 2,998
Total operating expenses 14,480 8,729 25,039 17,414
Loss from operations (4,383) (1,961) (7,099) (3,893)
Interest income 316 423 633 831
Other income, net 478 842 2,584 1,230
Net loss before income taxes (3,589) (696) (3,882) (1,832)
Income tax benefit (expense) — 26 (3) (4)
Net loss and comprehensive loss $ (3,589) $ (670) $ (3,885) $ (1,836)
Net loss per common share:
Basic $ (0.15) $ (0.03) $ (0.17) $ (0.08)
Diluted $ (0.15) $ (0.03) $ (0.17) $ (0.08)
Weighted average shares of common stock outstanding:
Basic 23,882,618 22,504,957 23,512,274 22,347,411
Diluted 23,882,618 22,504,957 23,512,274 22,347,411
EVERSPIN TECHNOLOGIES, INC.
Condensed Statements of Cash Flows
(In thousands)
(Unaudited)
Six Months Ended June 30,
2026 2025
Cash flows from operating activities
Net loss $ (3,885) $ (1,836)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization 1,407 1,695
Gain on sale of property and equipment — (25)
Stock-based compensation 2,674 2,996
Changes in operating assets and liabilities:
Accounts receivable (2,670) 4,352
Inventory (2,351) (2,196)
Prepaid expenses and other current assets 620 157
Other assets (417) (50)
Accounts payable 495 809
Accrued liabilities 3,072 (196)
Deferred revenue 2,958 (78)
Contract obligations (1,201) 699
Lease liabilities, net 24 30
Long-term income tax liability 3 98
Net cash provided by operating activities 729 6,455
Cash flows from investing activities
Purchases of property and equipment (5,677) (2,901)
Purchases of intangible assets (976) (977)
Net cash used in investing activities (6,653) (3,878)
Cash flows from financing activities
Payments on finance leases (33) (34)
Proceeds from exercise of stock options and purchase of shares in employee stock purchase plan 5,403 322
Net cash provided by financing activities 5,370 288
Net (decrease) increase in cash and cash equivalents
(554) 2,865
Cash and cash equivalents at beginning of period 44,450 42,097
Cash and cash equivalents at end of period $ 43,896 $ 44,962
Supplementary cash flow information:
Cash paid for taxes $ 31 $ 36
Operating cash flows paid for operating leases $ 715 $ 707
Financing cash flows paid for finance leases $ 33 $ 34
Non-cash investing and financing activities:
Right-of-use assets obtained in exchange for operating lease liabilities
$ 175 $ —
Purchases of property and equipment in accounts payable and accrued liabilities $ 399 $ 26
EVERSPIN TECHNOLOGIES, INC.
Supplemental Quarterly Financial Results
(In thousands, except per share amounts)
(Unaudited)
GAAP Financial Results
Three months ended
June 30, Three months ended
March 31,
2026
2026 2025 Y/Y Q/Q
Revenue $ 18,736 $ 13,201 42 % $ 14,872 26 %
Gross Profit $ 10,097 $ 6,768 49 % $ 7,843 29 %
Gross Margin 53.9 % 51.3 % Up 2.6 ppts 52.7 % Up 1.2 ppts
Operating Expenses $ 14,480 $ 8,729 66 % $ 10,559 37 %
Operating Loss $ (4,383) $ (1,961) (124 %) $ (2,716) (61 %)
Operating Margin (23.4) % (14.9) % Down 8.5 ppts (18.3) % Down 5.1 ppts
Interest and Other Income $ 794 $ 1,265 (37 %) $ 2,423 (67 %)
Net (Loss) Income $ (3,589) $ (670) (436 %) $ (296) (1113 %)
Basic Earnings Per Share $ (0.15) $ (0.03) (401 %) $ (0.01) (1075 %)
Non-GAAP Financial Results
Three months ended
June 30, Three months ended
March 31,
2026
2026 2025 Y/Y Q/Q
Revenue $ 18,736 $ 13,201 42 % $ 14,872 26 %
Gross Profit $ 10,255 $ 6,929 48 % $ 7,984 28 %
Gross Margin 54.7 % 52.5 % Up 2.2 ppts 53.7 % Up 1 ppts
Operating Expenses $ 8,187 $ 7,471 10 % $ 7,771 5 %
Operating Income (Loss) $ 2,068 $ (542) 482 % $ 213 871 %
Operating Margin 11.0 % (4.1) % Up 15.1 ppts 1.4 % Up 9.6 ppts
Interest and Other Income $ 794 $ 1,265 (37 %) $ 2,423 (67 %)
Net Income $ 2,862 $ 749 282 % $ 2,633 9 %
Diluted Earnings Per Share $ 0.11 $ 0.03 267 % $ 0.11 — %
EVERSPIN TECHNOLOGIES, INC.
Supplemental Reconciliations of GAAP Results to Non-GAAP Financial Measures
(In thousands)
(Unaudited)
Three Months Ended
June 30, March 31,
2026
2026 2025
Gross
Profit Gross
Margin Gross
Profit Gross
Margin Gross
Profit Gross
Margin
GAAP $ 10,097 53.9 % $ 6,768 51.3 % $ 7,843 52.7 %
Stock-Based Compensation, COGS 158 161 141
Non-GAAP $ 10,255 54.7 % $ 6,929 52.5 % $ 7,984 53.7 %
Operating
Expenses As a %
of Revenue Operating
Expenses As a %
of Revenue Operating
Expenses As a %
of Revenue
GAAP $ 14,480 77.3 % $ 8,729 66.1 % $ 10,559 71.0 %
Stock-Based Compensation, R&D (372) (437) (350)
Stock-Based Compensation, SG&A (844) (821) (809)
Litigation Costs (4,027) — (1,629)
Non-recurring Engineering Fees (NRE) (1,050) — —
Non-GAAP $ 8,187 43.7 % $ 7,471 56.6 % $ 7,771 52.3 %
Operating
Income (Loss) Operating
Margin Operating
Income (Loss) Operating
Margin Operating
Income (Loss) Operating
Margin
GAAP $ (4,383) (23.4) % $ (1,961) (14.9) % $ (2,716) (18.3) %
Stock-Based Compensation 1,374 1,419 1,300
Litigation Costs 4,027 — 1,629
Non-recurring Engineering Fees (NRE) 1,050 — —
Non-GAAP $ 2,068 11.0 % $ (542) (4.1 %) $ 213 1.4 %
Net
Income (Loss) Earnings
Per Share Net
Income (Loss) Earnings
Per Share Net
Income (Loss) Earnings
Per Share
GAAP $ (3,589) $ (0.15) $ (670) $ (0.03) $ (296) $ (0.01)
Stock-Based Compensation 1,374 0.06 1,419 0.06 1,300 0.05
Litigation Costs 4,027 0.16 — — 1,629 0.07
Non-recurring Engineering Fees (NRE) 1,050 0.04 — — — —
Non-GAAP $ 2,862 $ 0.11 $ 749 $ 0.03 $ 2,633 $ 0.11
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Aug. 05, 2026
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Entity File Number
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Entity Tax Identification Number
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Entity Address, Address Line One
5670 W. Chandler Blvd.
Entity Address, Address Line Two
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Entity Address, City or Town
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City Area Code
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Local Phone Number
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+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
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Data Type:
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Balance Type:
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Period Type:
duration