Form 8-K

8-K — SMITH MIDLAND CORP

Accession: 0001654954-26-003503

Filed: 2026-04-14

Period: 2026-04-14

CIK: 0000924719

SIC: 3272 (CONCRETE PRODUCTS, EXCEPT BLOCK & BRICK)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — smid_8k.htm (Primary)

EX-99.1 — PRESS RELEASE (smid_ex991.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: smid_8k.htm · Sequence: 1

smid_8k.htm

0000924719false00009247192026-04-142026-04-14iso4217:USDxbrli:sharesiso4217:USDxbrli:shares

UNITED STATES

SECURITIES AND EXCHANGECOMMISSION

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 14, 2026

SMITH-MIDLAND CORPORATION

(Exact Name of Registrant as Specified in Charter)

Delaware

1-13752

54-1727060

(State or Other Jurisdiction

of Incorporation)

Commission File Number)

((I.R.S. Employer

Identification Number)

P.O. Box 300, 5119 Catlett Road

Midland,Virginia22728

(Address of principal executive offices)

(540)439-3266

(Registrant’s telephone number, including area code)

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

Name of each exchange

on which registered

Common Stock, $0.01 par value per share

SMID

NASDAQ

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 April 14, 2026, Smith-Midland Corporation issued a press release announcing its financial results for the year ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

ITEM 9.01 Financial Statements and Exhibits.

Exhibit No

Exhibit Description

99.1

Press release, dated April 14, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information filed as Exhibit 99.1 to this Form 8-K is being furnished in accordance with 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 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be 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.

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: April 14, 2026

SMITH-MIDLAND CORPORATION

By:

/s/ Dominic L. Hunter

Dominic L. Hunter

Chief Financial Officer

EX-99.1 — PRESS RELEASE

EX-99.1

Filename: smid_ex991.htm · Sequence: 2

smid_ex991.htm

EXHIBIT 99.1

Smith-Midland Reports Fourth Quarter and Year End 2025 Financial Results

Company Sets Records With 19 Percent Increase in Annual Revenue and 63 Percent Increase in Net Income

MIDLAND, VA – April 14, 2026 – Smith-Midland Corporation (NASDAQ: SMID), a provider of innovative, high-quality proprietary and patented precast concrete products and systems, today announced its fourth quarter and year-end results for the period ended December 31, 2025.

Fourth Quarter 2025 Summary (compared to prior-year quarter)

Revenue increased 25 percent to $23.1 million

Product sales increased 26 percent to $13.8 million

Operating income of $3.2 million compared to $1.9 million

Net income of $2.1 million, or $0.40 per diluted share, compared to $1.4 million and $0.26

Full Year 2025 Summary

Revenue increased 19 percent to $93.4 million

Shipping and installation revenue increased 21 percent

Gross margin increased by 240 basis points to 27.9 percent

Net income of $12.5 million, or $2.36 per diluted share compared to $7.7 million and $1.45

“2025 was a banner year for Smith-Midland, as we once again posted our highest annual revenue and net income in company history,” said Ashley Smith, Chairman and Chief Executive Officer of Smith-Midland. “Revenue increased 19 percent from the prior year, thanks to growth across all aspects of our business. This growth, combined with our proactive cost management efforts, resulted in a 63 percent increase in annual net income.

“We believe the outlook for 2026 remains very favorable for our products, as funding from the Infrastructure and Jobs Act for highway projects continues to drive opportunities for both our Soundwall panels and barrier rentals. Our Easi-Set and Easi-Span building sales are benefiting from increased marketing efforts, and the approaching timeline for MASH-TL3 compliance remains an ongoing opportunity for our patented JJ-Hooks highway barrier system. We also expect to see continued growth in our barrier rentals thanks to our expanded rental fleet, which allows us to participate in larger scale projects. Overall, we remain well-positioned to meet the increased demand across the multiple sectors we serve and deliver long-term value to our shareholders,” concluded Smith.

Fourth Quarter 2025 Results

The Company reported 2025 fourth quarter revenues of $23.1 million compared to $18.5 million in the fourth quarter of 2024. Product sales for the quarter were $13.8 million, a 26 percent increase from the prior-year quarter. Service revenue, which includes barrier rentals, royalty income and shipping and installation, was $9.3 million compared to $7.5 million for the fourth quarter of 2024.

Gross profit increased to $5.5 million compared to $4.4 million in the prior year quarter due to the higher revenue base. Gross margin for the quarter was 23.9% compared to 23.7% in the fourth quarter of 2024.

Operating income for the quarter was $3.2 million compared to $1.9 million in the prior-year quarter. The improvement was primarily due to the higher revenue base and lower selling, general and administrative expenses. Net income for the fourth quarter was $2.1 million, or $0.40 per diluted share, compared to net income of $1.4 million, or $0.26 per diluted share basis in the fourth quarter of 2024.

Full-Year 2025 Results

Revenues for the year totaled $93.4 million compared to $78.5 million in 2024. Product sales for the full year were $48.3 million compared to $45.6 million in the previous year. Higher Soundwall, SlenderWall and Easi-Set sales more than offset a decrease in utility and miscellaneous sales. Service revenue increased to $45.2 million compared to $32.9 million, primarily due to higher barrier rentals and shipping and installation revenues.

Gross profit was $26.0 million compared to $20.0 million in the prior year. Gross margin for the full year was 27.9%, a 240-basis point improvement compared to the prior year. The year-over-year increase is primarily attributable to better fixed cost absorption due to the higher revenue base and multiple special barrier rental projects in the first half of 2025.

Operating income for the year was $17.0 million, compared to $9.9 million in the prior year. Net income for 2025 was $12.5 million, or $2.36 per diluted share, compared to $7.7 million, or $1.45 per diluted share.

Product Sales

Total product sales for the full year 2025 were $48.3 million compared to $45.6 million in the prior year. Soundwall sales were $14.6 million compared to $11.8 million in fiscal 2024. The increase is primarily associated with increased production across all three facilities. Easi-Set and Easi-Span Building Sales increased to $11.5 million compared to $6.7 million in 2024 due to increased production across all locations. SlenderWall sales were $3.6 million, compared to no sales in 2024. Barrier sales were $4.4 million compared to $3.9 million in the prior year related to increased sales in the Carolinas. Architectural sales for the year were $3.3 million compared to $4.2 million primarily due to projects in the prior year that did not recur in 2025. Miscellaneous wall sales decreased by 26 percent from the prior year to $3.8 million due to timing of contracts compared to 2024. Utility product sales were $4.3 million compared to $7.8 million in 2024. The decrease was due to accelerated data center development in the prior year.

Service Revenue

Service revenue which is comprised of royalty income, barrier rental revenue, and shipping and installation totaled $45.2 million for the full year 2025 compared to $32.9 million in the prior year. Shipping and installation revenue was $21.3 million compared to $17.6 million in 2024. The increase is primarily attributed to the shipping and installation of SlenderWall and Soundwall that were mostly produced in 2024. Barrier rental revenue was $19.7 million compared to $12.0 million in 2024. The increase is primarily attributed to two special rental projects in the first half of the year and greater utilization of the company’s rental fleet. Royalty income increased 28 percent year over year to $4.2 million.

Balance Sheet and Liquidity

As of December 31, 2025, Smith-Midland's cash totaled $11.9 million compared to cash and investments totaling $7.5 million for fiscal 2024. Account receivables totaled $27.4 million; and debt totaled $4.4 million as of December 31, 2025. Capital spending totaled $9.2 million compared to $6.2 million in 2024.

Macro Environment and Outlook

The Company anticipates similar product sales volumes throughout 2026 compared to 2025, as funding related to the Infrastructure Investment and Jobs Act continues through state and local governments in 2026. The Company continues to increase marketing and sales efforts towards SlenderWall® sales and barrier rentals, in line with long-term strategic objectives. Barrier rentals, exclusive of special barrier projects, is expected to be higher in 2026 than in 2025, although given the high level of special barrier projects in 2025, it is likely for there to be a decrease in 2026 from this revenue source. Backlog was approximately $53.1 million recorded as of March 2025 compared to $59.5 million in backlog one year prior. The majority of the backlog is anticipated to be fulfilled within 12 months; however, some projects may have a multi-year timeline. The Company remains focused on long-term strategic growth initiatives to drive shareholder value.

About Smith-Midland

Smith-Midland develops, manufactures, licenses, rents, and sells a broad array of precast concrete products and systems for use primarily in the construction, transportation, and utility industries.

Smith-Midland Corporation has three manufacturing facilities in; Midland, VA, Reidsville, NC, and Columbia, SC, and a J-J Hooks® Safety Barrier rental firm, Concrete Safety Systems. Easi-Set Worldwide, a wholly owned subsidiary of Smith-Midland Corporation, licenses the production and sale of Easi-Set products, including J-J Hooks and SlenderWall®, and provides diversification opportunities to the precast industry worldwide. For more information, please call (540) 439-3266 or visit www.smithmidland.com.

Forward-Looking Statements

This announcement contains forward-looking statements, which involve risks and uncertainties. The Company’s actual results may differ significantly from those discussed in the forward-looking statements. Factors that might cause such a difference include, but are not limited to, product demand, the impact of competitive products and pricing, capacity and supply constraints or difficulties, the uncertainties arising from the policies of the United States Government, the risk of less government spending on infrastructure than anticipated, inflationary factors including potential recession, our material weaknesses in internal controls, cyber security risks, general business and economic conditions, our debt exposure, our high level of accounts receivables, the effect of the Company’s accounting policies and other risks detailed in the Company’s Annual Report on Form 10-K and other filings with the Securities and Exchange Commission.

Company Contact:

Investor Relations:

Steven Hooser or John Beisler

Three Part Advisors, LLC

214-872-2710

XML — IDEA: XBRL DOCUMENT

XML

Filename: R1.htm · Sequence: 9

v3.26.1

Cover

Apr. 14, 2026

Cover [Abstract]

Entity Registrant Name

SMITH-MIDLAND CORPORATION

Entity Central Index Key

0000924719

Document Type

8-K

Amendment Flag

false

Entity Emerging Growth Company

false

Document Period End Date

Apr. 14, 2026

Entity File Number

1-13752

Entity Incorporation State Country Code

Entity Tax Identification Number

54-1727060

Entity Address Address Line 1

P.O. Box 300

Entity Address Address Line 2

5119 Catlett Road

Entity Address City Or Town

Midland

Entity Address State Or Province

Entity Address Postal Zip Code

22728

City Area Code

540

Local Phone Number

439-3266

Security 12b Title

Common Stock, $0.01 par value per share

Trading Symbol

SMID

Security Exchange Name

NASDAQ

Written Communications

false

Soliciting Material

false

Pre Commencement Tender Offer

false

Pre Commencement Issuer Tender Offer

false

- Definition

Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

+ References

No definition available.

+ Details

Name:

dei_AmendmentFlag

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Area code of city

+ References

No definition available.

+ Details

Name:

dei_CityAreaCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Cover page.

+ References

No definition available.

+ Details

Name:

dei_CoverAbstract

Namespace Prefix:

dei_

Data Type:

xbrli:stringItemType

Balance Type:

Period Type:

duration

- Definition

For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

+ References

No definition available.

+ Details

Name:

dei_DocumentPeriodEndDate

Namespace Prefix:

dei_

Data Type:

xbrli:dateItemType

Balance Type:

Period Type:

duration

- Definition

The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

+ References

No definition available.

+ Details

Name:

dei_DocumentType

Namespace Prefix:

dei_

Data Type:

dei:submissionTypeItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 1 such as Attn, Building Name, Street Name

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine1

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Address Line 2 such as Street or Suite number

+ References

No definition available.

+ Details

Name:

dei_EntityAddressAddressLine2

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the City or Town

+ References

No definition available.

+ Details

Name:

dei_EntityAddressCityOrTown

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Code for the postal or zip code

+ References

No definition available.

+ Details

Name:

dei_EntityAddressPostalZipCode

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

Name of the state or province.

+ References

No definition available.

+ Details

Name:

dei_EntityAddressStateOrProvince

Namespace Prefix:

dei_

Data Type:

dei:stateOrProvinceItemType

Balance Type:

Period Type:

duration

- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityCentralIndexKey

Namespace Prefix:

dei_

Data Type:

dei:centralIndexKeyItemType

Balance Type:

Period Type:

duration

- Definition

Indicate if registrant meets the emerging growth company criteria.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityEmergingGrowthCompany

Namespace Prefix:

dei_

Data Type:

xbrli:booleanItemType

Balance Type:

Period Type:

duration

- Definition

Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

+ References

No definition available.

+ Details

Name:

dei_EntityFileNumber

Namespace Prefix:

dei_

Data Type:

dei:fileNumberItemType

Balance Type:

Period Type:

duration

- Definition

Two-character EDGAR code representing the state or country of incorporation.

+ References

No definition available.

+ Details

Name:

dei_EntityIncorporationStateCountryCode

Namespace Prefix:

dei_

Data Type:

dei:edgarStateCountryItemType

Balance Type:

Period Type:

duration

- Definition

The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityRegistrantName

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

Balance Type:

Period Type:

duration

- Definition

The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

+ References

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

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

+ Details

Name:

dei_EntityTaxIdentificationNumber

Namespace Prefix:

dei_

Data Type:

dei:employerIdItemType

Balance Type:

Period Type:

duration

- Definition

Local phone number for entity.

+ References

No definition available.

+ Details

Name:

dei_LocalPhoneNumber

Namespace Prefix:

dei_

Data Type:

xbrli:normalizedStringItemType

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 pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ 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:

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 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:

Period Type:

duration

- 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:

Period Type:

duration

- 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:

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 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