Form 8-K

8-K — HUDSON TECHNOLOGIES INC /NY

Accession: 0001104659-26-091092

Filed: 2026-08-05

Period: 2026-08-05

CIK: 0000925528

SIC: 5080 (WHOLESALE-MACHINERY, EQUIPMENT & SUPPLIES)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — tm2622080d1_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (tm2622080d1_ex99-1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

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Filename: tm2622080d1_8k.htm · Sequence: 1

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0000925528

HUDSON TECHNOLOGIES INC /NY

0000925528

2026-08-05

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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 5, 2026

Hudson

Technologies, Inc.

(Exact Name of Registrant as Specified in Charter)

New York

(State or Other Jurisdiction of Incorporation)

1-13412

13-3641539

(Commission File Number)

(IRS Employer Identification No.)

300 Tice Boulevard, Suite 290, Woodcliff Lake, New Jersey

07677

(Address of Principal Executive Offices)

(Zip Code)

(845) 735-6000

(Registrant's Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of

the Act:

Title of each class

Trading Symbols(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

HDSN

Nasdaq Capital Market

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 ¨

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, Hudson Technologies, Inc. (the “Company”)

issued a press release announcing its financial results for the second quarter and six months ended June 30, 2026. A copy of the press

release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1

Press Release issued August 5, 2026

Exhibit 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.

Date: August 5, 2026

HUDSON TECHNOLOGIES, INC.

By:

/s/ Brian J. Bertaux

Name: Brian J. Bertaux

Title: Chief Financial Officer & Secretary

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2622080d1_ex99-1.htm · Sequence: 2

Exhibit 99.1

HUDSON

TECHNOLOGIES REPORTS SECOND quarter 2026 reSults

Second quarter revenue grew 8% driven by strong

volume

Posts trailing twelve month double-digit volume

growth

Operations fully restored at tornado impacted

facility

Announces Icorium partnership

Maintains unlevered balance sheet with $25.6

million cash position

WOODCLIFF

LAKE, NJ – AUGUST 5, 2026 – Hudson Technologies, Inc. (NASDAQ: HDSN) announced results for the second quarter and

six months ended June 30, 2026.

Second Quarter 2026

Financial Highlights:

· Revenues of $78.3 million

Sales Volume +12%

Pricing -6%

· Gross Margin of 26%

· Net income of $4.9 million

· Diluted EPS of $0.12

Ken Gaglione, President

and Chief Executive Officer of Hudson Technologies, commented, “Our selling season is underway and second quarter sales revenue

and volume growth exceeded expectations despite significant headwinds in the quarter, including a continued trough in HFC market prices

and inflationary pressures. We continued to deliver for our customers driving our second 2026 sequential quarter of double-digit volume

growth. In fact, our trailing twelve months volume is up double-digits. We also continued our efforts towards reinvigorating our focus

on long-term shareholder value creation, announcing a preliminary agreement for a major partnership for advanced separation technology

and making investments in our plants that will expand capacity and capability.

“As disclosed

previously, one of our Illinois facilities experienced an operational disruption in mid-June due to tornado damage. We are happy to report

there were no injuries to our people, and the facility was quickly restored to pre-storm output with only minimal interruption

to our customers. We are very grateful to our team for restoring operations and their determination to service

our customers despite production disruptions. All costs to restore the facility and related business interruption are expected

to be covered through insurance.

“Following the close of the quarter, we

announced our intention to partner with Icorium, an advanced separation technology company based in Kansas,

to commercialize and scale their patented extractive distillation technology as an important component of Hudson’s operational excellence

strategy. This exciting technology complements and advances conventional fractional distillation by increasing the ability to purify more

complicated refrigerant mixtures with greater productivity and efficiency. Converting more recovered refrigerant into saleable product

unlocks working capital and creates a new competitive edge as the industry phases out conventional refrigerants.

“We are

encouraged by our progress in the areas we can control, including

driving trailing-twelve-month double digit sales volume growth, generating cash, and executing our long-term

growth and diversification strategy. As we move through the second half of the year, we continue to focus on revenue growth and improving

quarterly operating margins. At the same time, we remain committed to making strategic investments to further

our reinvigorated focus on longer-term initiatives to increase shareholder value through operational excellence, ensuring we have the

right team in place, and evaluating and acting on strategic diversification opportunities that strengthen our competitive advantage today

and reduce our exposure to seasonality in the future,” Mr. Gaglione concluded.

Three Months Results

For the quarter ended June 30, 2026, Hudson reported:

· Revenue was $78.3 million, up

8% from $72.8 million in the comparable 2025 period reflecting a 12% increase in sales volume, partially offset by 6% lower selling prices

compared with the prior-year period where all refrigerant market prices rose as a result of supply chain constraints related to the EPA

mandated transition to HFO refrigerants.

· Gross margin was 26%, compared

with 31% in the second quarter of 2025. The decline in gross margin was two-fold, reflecting 6% lower refrigerant market pricing related

to the previously noted increase in refrigerant prices in the 2025 quarter and increased operating costs primarily in fuel from geopolitically

driven inflationary pressure.

· Selling, general and administrative expenses

increased to $12.4 million from $9.3 million in the second quarter of 2025. The increase in SG&A expenses was two-fold, reflecting

costs related to the optimization of the recently launched ERP system as well as legal expenses incurred related to the Company’s

DLA contract. Second, the Company increased staffing and consulting resources that reflect the Company’s newly reinvigorated focus

on longer-term initiatives to increase shareholder value.

· Net income was $4.9 million, or $0.12 per basic

and diluted share, compared with $10.2 million, or $0.23 per basic and diluted share, in the second quarter of 2025.

Six Months Results

For the six months ended June 30, 2026, Hudson

reported:

· Revenue was $138.5 million,

up 8% from $128.2 million in the first six months of 2025 reflecting a 17% increase in sales volume, partially offset by a 7% decline

in selling prices compared with the prior-year period where all refrigerant market prices rose as a result of supply chain constraints

as described above.

· Gross margin was 23%, compared

to 27% in the first six months of 2025. The decline in gross margin was two-fold, reflecting lower refrigerant market pricing related

to the previously noted increase in refrigerant prices in the 2025 period and increased operating costs primarily in fuel costs as described

above.

· Selling, general and administrative expenses

increased to $22.0 million from $17.4 million in the first six months of 2025. The increase in SG&A expenses was related to the increased

operational, legal and staffing and consulting costs that impacted the second quarter.

· Net income was $5.3 million, or $0.13 per basic

and $0.12 per diluted share, compared with $12.9 million, or $0.29 per basic and $0.28 per diluted share, in the first six months of 2025.

At June 30, 2026 the Company reported $25.6 million in cash and cash

equivalents.

Full Year Gross Margin Guidance

With its visibility today, and the expectation

of continued subdued refrigerant market pricing and inflationary pressures through the close of 2026, the Company is revising its previously

announced full year 2026 gross margin target from mid-twenty percent to low-to-mid-twenty percent.

Conference Call Information

Hudson Technologies will host a conference call

and webcast today, Wednesday, August 5, 2026 at 5:00 p.m. Eastern Time to discuss the Company’s second quarter 2026 results.

Please visit this link

at least 5 minutes prior to the scheduled start time in order to register and receive dial-in and webcast details.

A replay of the teleconference

will be available until September 2, 2026, and may be accessed by dialing (877) 481-4010. International callers may dial (919) 882-2331.

Callers should use conference ID: 54215.

About Hudson Technologies

Hudson Technologies, Inc. is a leading provider

of innovative and sustainable refrigerant products and services to the Heating Ventilation Air Conditioning and Refrigeration industry.

For nearly three decades, we have demonstrated our commitment to our customers and the environment by becoming one of the first in the

United States and largest refrigerant reclaimers through multimillion dollar investments in the plants and advanced separation technology

required to recover a wide variety of refrigerants and restoring them to Air-Conditioning, Heating, and Refrigeration Institute standard

for reuse as certified EMERALD Refrigerants™. The Company's products and services are primarily used in aftermarket service of commercial

air conditioning, industrial processing and refrigeration systems. These include refrigerant and industrial gas sales, refrigerant management

services consisting primarily of recovery and reclamation of refrigerants and RefrigerantSide® Services performed at a customer's

site, consisting of system decontamination to remove moisture, oils and other contaminants. The Company’s Chiller Chemistry®

and Chill Smart® services are predictive and diagnostic service offerings. As a component of the Company’s products and services,

the Company also generates carbon offset projects.

Safe Harbor Statement under the Private Securities Litigation Reform

Act of 1995

Statements contained herein which are not historical

facts constitute forward-looking statements. Such forward-looking statements involve a number of known and unknown risks, uncertainties

and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future

results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, but are not

limited to, changes in the laws and regulations affecting the industry, changes in the demand and price for refrigerants (including unfavorable

market conditions adversely affecting the demand for, and the price of, refrigerants), the Company's ability to source refrigerants, regulatory

and economic factors, seasonality, competition, litigation, the nature of supplier or customer arrangements that become available to the

Company in the future, adverse weather conditions, possible technological obsolescence of existing products and services, possible reduction

in the carrying value of long-lived assets, estimates of the useful life of its assets, potential environmental liability, customer concentration,

the ability to obtain financing, the ability to meet financial covenants under its existing credit facility, any delays or interruptions

in bringing products and services to market, the timely availability of any requisite permits and authorizations from governmental entities

and third parties as well as factors relating to doing business outside the United States, including changes in the laws, regulations,

policies, and political, financial and economic conditions, including inflation, interest and currency exchange rates, of countries in

which the Company may seek to conduct business, the Company’s ability to successfully integrate any assets it acquires from third

parties into its operations, and other risks detailed in the Company's 10-K for the year ended December 31, 2025 and other subsequent

filings with the Securities and Exchange Commission. The words "believe", "expect", "anticipate", "may",

"plan", "should" and similar expressions identify forward-looking statements. Readers are cautioned not to place

undue reliance on these forward-looking statements, which speak only as of the date the statement was made.

Investor Relations Contact:

John Nesbett/Jennifer Belodeau

IMS Investor Relations

(203) 972-9200

jnesbett@imsinvestorrelations.com

Company Contact:

Brian J. Bertaux, CFO and Secretary

Hudson Technologies, Inc.

(845) 735-6000

bbertaux@hudsontech.com

Hudson Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(Amounts in thousands, except for share and par

value amounts)

June 30,

December 31,

2026

2025

(unaudited)

Assets

Current assets:

Cash and cash equivalents

$ 25,600

$ 39,456

Trade accounts receivable – net of allowance for credit losses of $1,214 and $941, respectively

43,253

17,098

Inventories

128,112

135,923

Income tax receivable

6,974

5,916

Prepaid expenses and other current assets

14,214

12,445

Total current assets

218,153

210,838

Property, plant and equipment, less accumulated depreciation

22,159

23,623

Goodwill

65,282

Intangible assets, less accumulated amortization

9,584

11,294

Right of use assets

4,760

5,290

Other assets

2,125

2,321

Total Assets

$ 322,063

$ 318,648

Liabilities and Stockholders’ Equity

Current liabilities:

Accounts payable

$ 22,403

$ 21,112

Accrued expenses and other current liabilities

41,143

38,772

Accrued payroll

2,962

4,712

Other short-term liabilities

1,000

—

Total current liabilities

67,508

64,596

Deferred tax liability

7,018

4,034

Long-term lease liabilities

2,707

3,233

Long-term severance payable

766

1,595

Other long-term liabilities

800

1,800

Total Liabilities

78,799

75,258

Commitments and contingencies

Stockholders’ equity:

Preferred stock, shares authorized 5,000,000: Series A Convertible preferred stock, $0.01 par value ($100 liquidation preference value); shares authorized 150,000; none issued or outstanding

—

Common stock, $0.01 par value; shares authorized 100,000,000; issued and outstanding: 42,088,547 and 41,647,221, respectively

421

416

Additional paid-in capital

86,284

91,692

Retained earnings

156,559

151,282

Total Stockholders’ Equity

243,264

243,390

Total Liabilities and Stockholders’ Equity

$ 322,063

$ 318,648

Hudson Technologies, Inc. and Subsidiaries

Consolidated Statements of Income

(unaudited)

(Amounts in thousands, except for share and per

share amounts)

Three months

Six months

ended June 30,

2026

2025

2026

2025

Revenues

$ 78,345

$ 72,849

$ 138,496

$ 128,192

Cost of sales

57,655

50,038

105,958

93,313

Gross profit

20,690

22,811

32,538

34,879

Operating expenses:

Selling, general and administrative

12,436

9,265

21,965

17,435

Amortization

856

822

1,711

1,645

Total operating expenses

13,292

10,087

23,676

19,080

Operating income

7,398

12,724

8,862

15,799

Interest income

(47 )

(651 )

(180 )

(1,227 )

Income before income taxes

7,445

13,375

9,042

17,026

Income tax expense

2,498

3,207

3,765

4,100

Net income

$ 4,947

$ 10,168

$ 5,277

$ 12,926

Net income per common share – Basic

$ 0.12

$ 0.23

$ 0.13

$ 0.29

Net income per common share – Diluted

$ 0.12

$ 0.23

$ 0.12

$ 0.28

Weighted average number of shares outstanding – Basic

42,070,723

43,631,187

42,195,502

43,843,302

Weighted average number of shares outstanding – Diluted

42,175,117

45,157,911

42,371,567

45,390,662

Hudson Technologies, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(unaudited)

(Amounts in thousands)

Six months

ended June 30,

2026

2025

Cash flows from operating activities:

Net income

$ 5,277

$ 12,926

Adjustments to reconcile net income to cash provided by (used in) operating activities:

Depreciation

1,766

1,502

Amortization of intangible assets

1,711

1,645

Lower of cost or net realizable value inventory adjustment

(5,003 )

512

Allowance for credit losses

437

(120 )

Share based compensation

847

538

Amortization of deferred finance costs

113

Deferred tax expense

2,984

255

Changes in assets and liabilities:

Trade accounts receivable

(26,591 )

(22,134 )

Inventories

13,939

18,052

Prepaid and other assets

(1,686 )

(2,553 )

Lease obligations

—

(1 )

Income taxes receivable

(1,058 )

3,190

Accounts payable and accrued expenses

1,308

6,644

Cash provided by (used in) operating activities

(5,956 )

20,569

Cash flows from investing activities:

Additions to property, plant, and equipment

(1,650 )

(1,875 )

Cash used in investing activities

(1,650 )

(1,875 )

Cash flows from financing activities:

Excess tax benefits from exercise of stock options

(3,759 )

—

Repurchase of common shares

(2,491 )

(4,535 )

Cash used in financing activities

(6,250 )

(4,535 )

Increase (decrease) in cash and cash equivalents

(13,856 )

14,159

Cash and cash equivalents at beginning of period

39,456

70,134

Cash and cash equivalents at end of period

$ 25,600

$ 84,293

Supplemental disclosure of cash flow information:

Cash paid for interest

$ 162

$ 256

Cash paid for income taxes – net

$ 2,189

$ 655

Property and equipment included in accrued expenses and other current liabilities

$ 44

$ 905

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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:

Period Type:

duration

- 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:

Period Type:

duration

- 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:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration