Form 8-K

8-K — AXT INC

Accession: 0001437749-26-014204

Filed: 2026-04-30

Period: 2026-04-30

CIK: 0001051627

SIC: 3674 (SEMICONDUCTORS & RELATED DEVICES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — axti20260109_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_906119.htm)

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0001051627

2026-04-30

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): April 30, 2026

AXT, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-24085

94-3031310

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

4281 Technology Drive

Fremont, California 94538

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (510) 438-4700

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))

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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class:

Trading Symbol

Name of each exchange on which registered:

Common Stock, $0.001 par value

AXTI

The NASDAQ Stock Market LLC

Item 2.02

Results of Operations and Financial Condition

On April 30, 2026, AXT, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the Company’s press release, announcing the results, is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in Exhibit 99.1 hereto discussing the Company’s results of operations and financial condition for the quarter ended March 31, 2026, is being “furnished” in accordance with General Instruction B.2 of Form 8‑K 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, or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.

Item 9.01

Financial Statements and Exhibits

(d)

Exhibits

99.1

Press release dated April 30, 2026, regarding the financial results of AXT, Inc. for the quarter ended March 31, 2026.

EXHIBIT INDEX

Exhibit

Number

Description

99.1

Press release dated April 30, 2026, regarding the financial results of AXT, Inc. for the quarter ended March 31, 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.

AXT, INC.

Date: April 30, 2026

By:

/s/ Gary L. Fischer

Gary L. Fischer

Chief Financial Officer and Corporate Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_906119.htm · Sequence: 2

ex_906119.htm

Exhibit 99.1

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 1 of 6

AXT, Inc. Announces First Quarter 2026 Financial Results

FREMONT, Calif., April 30, 2026 – AXT, Inc. (NasdaqGS: AXTI), a leading manufacturer of compound semiconductor wafer substrates, today reported financial results for the first quarter, ended March 31, 2026.

Management Qualitative Comments

“This is an incredibly exciting time for AXT,” said Morris Young, chief executive officer. “Last week we completed a capital raise for $632.5 million in support of Tongmei’s indium phosphide capacity expansion as well as R&D investment in new products like 6-inch indium phosphide. Indium phosphide substrates are a key ingredient in high-speed optical data transmission required in AI focused data centers. Thanks goes to our investors who are helping us address the strong demand we are seeing. As the market continues to grow, capacity will become a critical enabler. Longer-term capacity planning is one of the most important discussions we are having today with customers and major supply chain players in our space. The message we have for them is this: AXT is stepping up. We believe we are in the best position to support and enable our industry in meeting the current and future needs.”

First Quarter 2026 Results

In order to provide better clarity on its operational and financial results, AXT reports its financial results on both a GAAP and non-GAAP basis. Non-GAAP results exclude stock-based compensation expense. Investors can find GAAP to non-GAAP reconciliation tables in the financial statements in this earnings release.

●

Revenue for the first quarter of 2026 was $26.9 million, compared with $23.0 million for the fourth quarter of 2025 and $19.4 million for the first quarter of 2025.

●

GAAP gross margin was 29.6 percent of revenue for the first quarter of 2026, compared with 20.9 percent of revenue for the fourth quarter of 2025 and (6.4) percent for the first quarter of 2025.

●

Non-GAAP gross margin, after excluding charges for stock-based compensation, was 29.9 percent of revenue for the first quarter of 2026, compared with 21.5 percent of revenue for the fourth quarter of 2025 and (6.1) percent for the first quarter of 2025.

●

GAAP net loss, after minority interests, for the first quarter of 2026 was a net loss of $1.6 million, or $0.03 per share, compared with a net loss of $3.5 million, or $0.08 per share, for the fourth quarter of 2025 and a net loss of $8.8 million, or $0.20 per share, for the first quarter of 2025.

●

Non-GAAP net loss for the first quarter of 2026 was a net loss of $0.6 million, or $0.01 per share, compared with a net loss of $2.3 million, or $0.05 per share, for the fourth quarter of 2025 and a net loss of $8.2 million, or $0.19 per share, for the first quarter of 2025.

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 2 of 6

STAR Market Listing Update

On January 10, 2022, AXT announced that Beijing Tongmei Xtal Technology Co., Ltd. (“Tongmei”), its subsidiary in Beijing, China, submitted to the Shanghai Stock Exchange (the “SSE”) its application to list its shares in an initial public offering (the “IPO”) on the SSE’s Sci-Tech innovAtion boaRd (the “STAR Market”) and the application was accepted for review. Subsequently, Tongmei responded to several rounds of questions received from the SSE. On July 12, 2022, the SSE approved the listing of Tongmei’s shares in an IPO on the STAR Market. On August 1, 2022, the China Securities Regulatory Commission (the “CSRC”) accepted for review Tongmei’s IPO application. The STAR Market IPO remains subject to review and approval by the CSRC and other authorities. The process of going public on the STAR Market includes several periods of review and, therefore, is a lengthy process. Subject to review and approval by the CSRC and other authorities, Tongmei hopes to accomplish this goal in the coming months. AXT has posted a brief summary of the plan and the process on its website at http://www.axt.com.

Conference Call

The company will host a conference call to discuss these results today at 1:30 p.m. PT. The conference call can be accessed at (833) 461-5787 (passcode 619252830). The call will also be simulcast at www.axt.com. The webcast will be available at http://www.axt.com until April 30, 2027. Additional investor information can be accessed at http://www.axt.com.

About AXT, Inc.

AXT is a material science company that develops and manufactures high-performance compound and single element semiconductor wafer substrates comprising indium phosphide (InP), gallium arsenide (GaAs) and germanium (Ge). The company’s wafer substrates are used when a typical silicon wafer substrate cannot meet the performance requirements of a semiconductor or optoelectronic device. End markets include 5G infrastructure, data center connectivity (silicon photonics), passive optical networks, LED lighting, lasers, sensors, power amplifiers for wireless devices and satellite solar cells. AXT’s worldwide headquarters are in Fremont, California where the company maintains sales, administration and customer service functions. AXT has its Asia headquarters in Beijing, China and manufacturing facilities in three separate locations in China. In addition, as part of its supply chain strategy, the company has partial ownership in more than ten companies in China producing raw materials and consumables for its manufacturing process. For more information, see AXT’s website at http://www.axt.com.

Note Regarding Use of Non-GAAP Financial Measures

As discussed above, the company provides certain non-GAAP financial measures that exclude stock-based compensation in addition to, and not as a substitute for, or because it believes that such information is superior to, financial measures calculated in accordance with GAAP. The company believes that non-GAAP financial measures, when taken collectively, may be helpful to investors because they provide consistency and comparability with past financial performance and provide better comparability with our peer companies, many of which also use similar non-GAAP financial measures. Further, the company believes that these non-GAAP financial measures offer an important analytical tool to help investors understand the company’s core operating results and trends. In addition, management uses non-GAAP financial measures to compare the company’s performance relative to forecasts and strategic plans and to benchmark its performance externally against peer companies. However, non-GAAP financial information is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. In addition, other companies may calculate similarly-titled non-GAAP financial measures differently or may use other measures to evaluate their performance, all of which could reduce the usefulness of the company’s non-GAAP financial measures as tools for comparison. The company encourages investors to carefully consider its results under GAAP, as well as its supplemental non‐GAAP information and the reconciliation between these presentations, to more fully understand its business. A reconciliation of our GAAP consolidated financial statements to our non-GAAP consolidated financial statements is provided below.

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 3 of 6

Forward-Looking Statements

The foregoing paragraphs contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, for example, our plans and ability to step up by adding manufacturing capacity and to enable our industry to meet future demands and needs for our indium phosphide wafer substrates. Statements relating to our expectations regarding the receipt of export permits for our indium phosphide substrates, results of operations, market and customer demand for our products, our ability to expand our markets or increase sales, emerging applications using chips or devices fabricated on our substrates, including the use of indium phosphide wafer substrates in artificial intelligence (“AI”) applications, product yields and gross margins, expense levels, our investments in capital projects, ramping production at our sites, our ability to utilize or increase our manufacturing capacity, and our belief that we have adequate cash and investments to meet our needs are also forward-looking statements. Additionally, statements regarding completing steps in connection with the proposed listing of shares of Tongmei on the Shanghai Stock Exchange’s Sci-Tech innovAtion boaRd (the “STAR Market”), being accepted to list shares of Tongmei on the STAR Market, the timing and completion of such listing of shares of Tongmei on the STAR Market are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “expect,” “could,” “would,” “project,” “plan,” “potentially,” “likely,” and similar expressions and variations thereof are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements. These statements appear in this press release and elsewhere, include statements regarding the intent, belief or current expectations of our management that are subject to known and unknown risks, uncertainties and assumptions which could cause actual results to differ materially from those expressed or implied in the forward-looking statement. These risks, uncertainties and assumptions include, but are not limited to, the receipt of export permits for our indium phosphide substrates, the withdrawal, cancellations or requests for redemptions by private equity funds in China of their investments in Tongmei, the administrative challenges in satisfying the requirements of various government agencies in China in connection with the investments in Tongmei and the listing of shares of Tongmei on the STAR Market, continued open access to companies to list shares on the STAR Market, investor enthusiasm for new listings of shares on the STAR Market, geopolitical tensions between China and the United States, and other factors described and captioned “Risk Factors” in the company’s Annual Report on Form 10-K, quarterly reports on Form 10-Q and other filings made with the Securities and Exchange Commission. Each of these factors is difficult to predict and many are beyond the company’s control. The company does not undertake any obligation to update any forward-looking statement, as a result of new information, future events or otherwise. You are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors.

###

FINANCIAL TABLES TO FOLLOW

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 4 of 6

AXT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in thousands, except per share data)

Three Months Ended

March 31,

2026

2025

Revenue

26,924

19,356

Cost of revenue

18,946

20,597

Gross profit (loss)

7,978

(1,241

)

Operating expenses:

Selling, general and administrative

6,551

5,916

Research and development

3,012

3,118

Total operating expenses

9,563

9,034

Loss from operations

(1,585

)

(10,275

)

Interest income (expense), net

101

(269

)

Equity in income of unconsolidated joint ventures

353

248

Other income, net

354

Loss before provision for income taxes

(1,055

)

(9,942

)

Provision for income taxes

430

Net loss

(1,485

)

(10,016

)

Less: Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests

(135

)

1,218

Net loss attributable to AXT, Inc.

(1,620

)

(8,798

)

Net loss attributable to AXT, Inc. per common share:

Basic

(0.03

)

(0.20

)

Diluted

(0.03

)

(0.20

)

Weighted-average number of common shares outstanding:

Basic

53,319

43,554

Diluted

53,319

43,554

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 5 of 6

AXT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, in thousands)

March 31,

December 31,

2026

2025

ASSETS

Current assets:

Cash and cash equivalents

41,769

120,266

Restricted cash

16,100

8,100

Short-term investments

65,375

—

Accounts receivable, net

32,016

26,849

Inventories

90,168

81,651

Prepaid expenses and other current assets

8,347

9,690

Total current assets

253,775

246,556

Property, plant and equipment, net

164,622

161,860

Operating lease right-of-use assets

1,854

1,982

Other assets

24,347

23,353

Total assets

444,598

433,751

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY

Current liabilities:

Accounts payable

16,141

12,947

Accrued liabilities

12,864

14,798

Short-term loans

68,871

62,796

Total current liabilities

97,876

90,541

Noncurrent operating lease liabilities

1,309

1,441

Other long-term liabilities

8,447

7,138

Total liabilities

107,632

99,120

Redeemable noncontrolling interests

38,516

38,056

Stockholders’ equity:

Preferred stock

3,532

Common stock

Additional paid-in capital

342,434

339,922

Accumulated deficit

(66,544

)

(64,924

)

Accumulated other comprehensive loss

(4,604

)

(5,295

)

Total AXT, Inc. stockholders’ equity

274,874

273,290

Noncontrolling interests

23,576

23,285

Total stockholders’ equity

298,450

296,575

Total liabilities, redeemable noncontrolling interests and stockholders’ equity

444,598

433,751

AXT, Inc. First Quarter 2026 Results

April 30, 2026

Page 6 of 6

AXT, INC.

Reconciliation of Statements of Operations Under GAAP and Non-GAAP

(Unaudited, in thousands)

Three Months Ended

March 31,

2026

2025

GAAP gross profit (loss)

7,978

(1,241

)

Stock-based compensation expense

Non-GAAP gross profit (loss)

8,043

(1,178

)

GAAP operating expenses

9,563

9,034

Stock-based compensation expense

970

583

Non-GAAP operating expenses

8,593

8,451

GAAP loss from operations

(1,585

)

(10,275

)

Stock-based compensation expense

1,035

646

Non-GAAP loss from operations

(550

)

(9,629

)

GAAP net loss

(1,620

)

(8,798

)

Stock-based compensation expense

1,035

646

Non-GAAP net loss

(585

)

(8,152

)

GAAP net loss per diluted share

(0.03

)

(0.20

)

Stock-based compensation expense per diluted share

0.02

0.01

Non-GAAP net loss per diluted share

(0.01

)

(0.19

)

Shares used to compute diluted net income per share

53,319

43,554

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Document And Entity Information

Apr. 30, 2026

Document Information [Line Items]

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

+ Details

Name:

dei_WrittenCommunications

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration