Form 8-K

8-K — CVD EQUIPMENT CORP

Accession: 0001493152-26-037329

Filed: 2026-08-12

Period: 2026-08-12

CIK: 0000766792

SIC: 3559 (SPECIAL INDUSTRY MACHINERY, NEC)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

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UNITED

STATES

SECURITIES

AND EXCHANGE COMMISSION

WASHINGTON,

DC 20549

FORM

8-K

CURRENT

REPORT PURSUANT

SECTION 13 OR 15(D) OF THE

SECURITIES

EXCHANGE ACT OF 1934

Date

of report (Date of earliest event reported):

August

12, 2026

CVD

EQUIPMENT CORPORATION

(Exact

Name of Registrant as Specified in Its Charter)

New

York

1-16525

11-2621692

(State

or Other Jurisdiction of

Incorporation

or Organization)

(Commission

File

Number)

(IRS

Employer

Identification

No.)

355

South Technology Drive

Central

Islip, New York

11722

(Address

of Principal Executive Offices)

(Zip

Code)

Registrant’s

Telephone Number, Including Area Code: (631) 981-7081

(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

CVV

NASDAQ

Capital 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 ☐

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

August 12, 2026, the Company issued a press release announcing its results of operations for the second quarter ended June 30, 2026.

copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The

information in this report (including Exhibit 99.1) is being furnished pursuant to 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, or otherwise subject to the liabilities of that section.

Item

9.01. Financial Statements and Exhibits

(d)

Exhibits

Exhibit

No.

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 Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by

the undersigned thereunto duly authorized.

Date:

August 12, 2026

CVD

EQUIPMENT CORPORATION

By:

/s/

Richard Catalano

Name:

Richard

Catalano

Title:

Executive

Vice President, Chief Financial Officer, Secretary and Treasurer

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

enabling

tomorrow’s technologies™

355

South Technology Drive, Central Islip, New York 11722 | T 631.981.7081 | F 631.981.7095 | info@cvdequipment.com

CVD

Equipment Reports Second Quarter 2026 Results;

Advances Strategic

Transformation

During Second Quarter, $23.5 Million in Cash and Debt-Free

Balance Sheet

CENTRAL

ISLIP, N.Y., (Business Wire) – August 12, 2026 – CVD Equipment Corporation (NASDAQ: CVV) (the “Company”) today

reported its financial results for the second quarter ended June 30, 2026.

Highlights

●

Completed

sale of SDC division on April 1, 2026 for $17.4 million.

●

Generated

net cash proceeds of approximately $15.0 million from the transaction after transaction costs and estimated tax payments to

be made in the third quarter.

●

Ended

the quarter with approximately $23.5 million of cash and cash equivalents and no long-term debt.

●

Reported

net income of $12.6 million for the quarter, reflecting the $13.9 million gain on the divestiture of SDC.

●

Completed

major operational restructuring expected to significantly reduce the Company’s fixed cost structure.

Manny

Lakios, President and Chief Executive Officer of CVD Equipment Corporation, stated, “The successful divestiture of SDC marks a

transformational milestone in the evolution of CVD Equipment. The transaction significantly strengthened our balance sheet, increased

our financial flexibility, and allows us to pursue long-term growth opportunities while as we continue to evaluate strategic

alternatives for the Company.

enabling

tomorrow’s technologies™

While

customer order levels continue to be adversely affected by the broader economic and geopolitical uncertainty, we remain

actively engaged with our customers and are continuing to pursue opportunities developing across our target markets.

We are focused on maintaining a disciplined approach to capital allocation and expense control, with a goal of

creating long-term shareholder value.”

Second

Quarter 2026 Performance from Continuing Operations

(excluding

the discontinued operations of SDC)

Balance

Sheet

a result of the divestiture of the SDC division:

●

Cash

increased to $23.5 million from $8.7 million at December 31, 2025.

●

Stockholders’

equity increased to $36.0 million from $24.7 million.

Operations

●

Orders:

$1.2 million (includes a $0.8 million PowderCoat 450 system order), a decrease from $1.5 million in the prior year quarter,

due to lower system and non-system orders.

●

Revenue:

$2.0 million, down 42.6% as compared to prior year quarter. Revenue continued to reflect lower system bookings during 2025 and early

2026.

●

Gross

margin: 16.8% versus 14.1% in the prior year quarter, principally due to a higher proportion of non-system revenues in the current

quarter.

●

Backlog:

$3.9 million at June 30, 2026, as compared to $4.6 million at March 31, 2026.

Earnings

(Loss)

●

Net

loss from continuing operations: ($1.4 million), or ($0.20) per basic and diluted share, compared with net loss from continuing operations

of ($1.3 million), or ($0.19) per basic and diluted share, in the prior year quarter.

enabling

tomorrow’s technologies™

●

Net

income from discontinued operations: $13.9 million, or $2.01 per basic and diluted share, consisting of the gain on

the divestiture of SDC of $13.9 million, net of transaction expenses and income tax expense. Including $0.4 million of transaction

costs recognized during the first quarter of 2026, the total net gain on the divestiture was $13.5 million.

Following

quarter-end, the customer associated with the $0.8 million system order filed a prepackaged Chapter 11 bankruptcy proceeding. Although

unsecured trade creditors are expected to be unimpaired under the proposed plan, the Company is evaluating the potential impact on the

order and its backlog, financial results, financial position, and cash flows.

Conference

Call

conference call reviewing these results has been scheduled for today, August 12, 2026 starting at 5:00 PM ET. To join the call, dial

1-877-407-2991 or 1-201-389-0925. A live and archived webcast of the call will also be available on the company’s website at https://cvdequipment.com/events.

The archived webcast will be available approximately two hours following the end of the conference call. A telephone replay will be available

for 7 days. To access the replay, dial 1-877-660-6853 or 1-201-612-7415. The replay passcode is 13762114.

About

CVD Equipment Corporation

CVD

Equipment Corporation (NASDAQ: CVV) designs, develops, and manufactures a broad range of chemical vapor deposition, thermal processing,

physical vapor transport, and related equipment and process solutions used to develop and manufacture materials and coatings for industrial

applications and research. Our products are used in production environments as well as research and development centers, both academic

and corporate. Major target markets include aerospace & defense (ceramic matrix composites), silicon carbide (SiC) high-power electronics,

electric vehicle (EV) battery materials (carbon nanotubes, graphene and silicon nanowires), and industrial applications. Through its

application laboratory, the Company allows customers the option to bring their process tools to our laboratory and to work collaboratively

with our scientists and engineers to optimize process performance.

enabling

tomorrow’s technologies™

The

Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. Certain information

included in this press release (as well as information included in oral statements or other written statements made or to be made by

CVD Equipment Corporation) contains statements that are forward-looking. All statements other than statements of historical fact are

hereby identified as “forward-looking statements, “as such term is defined in Section 27A of the Securities Act of 1933,

as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward looking information involves a number of

known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by

management. Potential risks and uncertainties include, among other factors, market and business conditions, the success of CVD Equipment

Corporation’s growth and sales strategies, uncertainty as to our ability to execute on our transformation strategy, the possibility

of customer changes in delivery schedules, cancellation of, or failure to receive orders, potential delays in product shipments, delays

in obtaining inventory parts from suppliers and failure to satisfy customer acceptance requirements, competition in our existing and

potential future product lines of business, including our aerospace equipment and PVT systems; our ability to obtain financing on acceptable

terms if and when needed; uncertainty as to our ability to develop new products for growth markets; uncertainty as to our future profitability;

uncertainty as to any future expansion of the Company; uncertainty as to our ability to adequately obtain raw materials and components

from foreign markets in light of geopolitical developments; and other risks and uncertainties that are described in the Company’s

Annual Report on Form 10-K for the year ended December 31, 2025 and the Company’s other filings with the Securities and Exchange

Commission. For forward-looking statements in this release, the Company claims the protection of the safe harbor of the Private Securities

Litigation Reform Act of 1995. The Company assumes no obligations to update or supplement any forward-looking statements whether as a

result of new information, future events.

CVD

Equipment Corporation Contact:

Richard

Catalano, Executive Vice President & CFO

Phone:

(631) 981-7081

Email:

investorrelations@cvdequipment.com

enabling

tomorrow’s technologies™

CVD

EQUIPMENT CORPORATION AND SUBSIDIARIES

Condensed

Consolidated Statements of Operations

(In

thousands, except per share data - Unaudited)

Three Months Ended

June 30,

Six Months Ended

June 30,

2026

2025

2026

2025

Revenue

$ 1,953

$ 3,404

$ 3,798

$ 9,737

Cost of revenue

1,624

2,923

3,321

7,451

Gross profit

329

481

477

2,286

Operating expenses:

Research and development

685

639

1,413

1,373

Selling

232

282

472

649

General and administrative

971

931

1,992

1,954

Gain on sale of equipment

(46 )

—

Total operating expenses

1,888

1,852

3,831

3,976

Operating loss from continuing operations

(1,559 )

(1,371 )

(3,354 )

(1,690 )

Net loss from continuing operations

(1,372 )

(1,292 )

(3,097 )

(1,521 )

Net income from discontinued operations

13,937

231

13,999

820

Net income (loss)

$ 12,565

$ (1,061 )

$ 10,902

$ (701 )

Basic and diluted loss per share

Loss from continuing operations

$ (0.20 )

$ (0.19 )

$ (0.45 )

$ (0.22 )

Income from discontinued operations

$ 2.01

$ 0.03

$ 2.02

$ 0.12

Net income (loss)

$ 1.81

$ (0.15 )

$ 1.58

$ (0.10 )

enabling

tomorrow’s technologies™

CVD

EQUIPMENT CORPORATION AND SUBSIDIARIES

Condensed

Consolidated Balance Sheets

(In

thousands - Unaudited)

June 30, 2026

Dec. 31, 2025

Assets

Current assets:

Cash and cash equivalents

$ 23,483

$ 8,734

Accounts receivable, net

1,771

1,293

Contract assets

1,397

2,853

Inventories

247

285

Amount held in escrow

900

Current assets of discontinued operations

2,852

Assets held for sale - equipment

510

Other current assets

350

357

Total current assets

28,148

16,884

Property, plant and equipment, net

10,276

10,529

Noncurrent assets of discontinued operations

Other assets

Total assets

$ 38,523

$ 27,509

Liabilities and stockholders’ equity

Current liabilities:

Accounts payable

$ 155

$ 250

Accrued expenses

1,060

849

Income taxes payable

688

Contract liabilities

541

560

Current maturities of long-term debt

181

Current liabilities of discontinued operations

944

Total current liabilities

2,444

2,784

Total non-current liabilities – security deposit

Total stockholders’ equity

36,049

24,725

Total liabilities and stockholders’ equity

$ 38,523

$ 27,509

This

earnings release should be read in conjunction with the Company’s filings with the Securities and Exchange Commission, including

the Annual Report on Form 10-K for fiscal year ended December 31, 2025.

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