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Form 8-K

sec.gov

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

Documents

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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