Form 8-K

8-K — ASTROTECH Corp

Accession: 0001437749-26-016540

Filed: 2026-05-13

Period: 2026-05-13

CIK: 0001001907

SIC: 3826 (LABORATORY ANALYTICAL INSTRUMENTS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — astc20260506_8k.htm (Primary)

EX-99.1 — EXHIBIT 99.1 (ex_961695.htm)

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8-K — FORM 8-K

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0001001907

2026-05-13

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): May 13, 2026

Astrotech Corporation

(Exact Name of Registrant as Specified in Charter)

Delaware

001-34426

91-1273737

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

1817 W. Braker Lane, Suite 400, Austin, Texas

78758

(Address of Principal Executive Offices)

(Zip Code)

(512) 485-9530

Registrant’s Telephone Number, Including Area Code

(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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communication 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, $0.001 par value per share

ASTC

NASDAQ Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 May 13, 2026, Astrotech Corporation (the “Company”) issued a press release announcing its results of operations for its third quarter of fiscal year 2026, which ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

The information in this Current Report on Form 8-K, including Exhibit 99.1 furnished hereto, shall not be deemed “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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.

Description

99.1

Press Release, dated May 13, 2026, issued by Astrotech Corporation.

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.

Astrotech Corporation

May 13, 2026

By:

/s/ Thomas B. Pickens III

Thomas B. Pickens III

Chief Executive Officer, Chief Technology Officer and Chairman of the Board

(Principal Executive Officer and Principal Financial Officer)

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: ex_961695.htm · Sequence: 2

ex_961695.htm

Exhibit 99.1

Astrotech Reports Third Quarter of Fiscal Year 2026 Financial Results

AUSTIN, Texas, May 13, 2026 (GLOBE NEWSWIRE) -- Astrotech Corporation (Nasdaq: ASTC) (the “Company” or “Astrotech”) reported its financial results for the third quarter of fiscal year 2026, which ended March 31, 2026.

Financial Highlights & Recent Developments

●

Research and development expense was $554 thousand, a decline of 28% from the third quarter of fiscal year 2026 as the Company transitions from development stage to saleable products for its EN-SCAN Handheld GC and 1st Detect TRACER 1000 product lines.

●

Through March 31, 2026, the Company has deployed the TRACER 1000 trace detection system in approximately 37 locations in 16 countries across the United States, Europe and Asia.

“During the third quarter of fiscal year 2026, we remained focused on disciplined execution, achieving targeted cost-efficiency initiatives while continuing to invest selectively in the highest-return areas of the business. As a result, we are better positioned to operate efficiently in a dynamic macro environment. At the same time, our sales team is advancing a healthy sales pipeline supported by strong lead generation and ongoing customer engagement across key markets. Our deployments to date support these efforts with real-world demonstration of our solution capabilities and compelling data affirming the unique benefits of mass spectrometry technology in industrial, safety and trace detection applications. Looking ahead, we will continue to balance rigorous expense control with strategic investments to help convert pipeline opportunities into revenue growth”, said Thomas B. Pickens, III, Astrotech’s Chairman and Chief Executive Officer.

About Astrotech Corporation

Astrotech Corporation (Nasdaq: ASTC) is an instrumentation company that creates, operates, and scales innovative businesses through its wholly owned subsidiaries. Each subsidiary leverages Astrotech’s core technology to serve specialized markets:

●

1st Detect develops, manufactures, and markets trace detection systems for security and narcotics screening.

●

AgLAB designs process analyzers tailored to the processing of agriculture products.

●

Pro-Control produces solutions for in-situ chemical process control in industrial manufacturing.

●

EN-SCAN, Inc. delivers portable, ruggedized environmental GC-MS for on-site testing of air, water and soil.

Astrotech is headquartered in Austin, Texas. For more information, visit www.astrotechcorp.com

Forward-Looking Statements

This press release contains “forward-looking statements” that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks, trends, and uncertainties that could cause actual results to be materially different from the forward-looking statement. These statements may be identified by terms such as “aims,” “anticipates,” “believes,” “contemplates,” “continue,” “could,” “estimates,” “expect,” “forecast,” “guidance,” “intends,” “may,” “plans,” “possible,” “potential,” “predicts,” “preliminary,” “projects,” “seeks,” “should,” “targets,” “will” or “would,” or the negatives of these terms, variations of these terms or other similar expressions. These factors include, but are not limited to, the adverse impact of inflationary pressures, including significant increases in fuel costs, global economic conditions and events related to these conditions, including the ongoing wars in Ukraine and the middle east, the Company’s use of proceeds from the common stock offerings, whether we can successfully complete the development of our new products and proprietary technologies, whether we can obtain the FDA and other regulatory approvals required to market our products under development in the United States or abroad, whether the market will accept our products and services and whether we are successful in identifying, completing and integrating acquisitions, as well as other risk factors and business considerations described in the Company’s Securities and Exchange Commission filings including the Company’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Any forward-looking statements in this document should be evaluated in light of these important risk factors. While we do not intend to directly harvest, manufacture, distribute or sell cannabis or cannabis products, we may be detrimentally affected by a change in enforcement by federal or state governments and we may be subject to additional risks in connection with the evolving regulatory area and associated uncertainties. Any such effects may give rise to risks and uncertainties that are currently unknown or amplify others mentioned herein. Although the Company believes the expectations reflected in its forward-looking statements are reasonable and are based on reasonable assumptions, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all) or will prove to have been correct. Moreover, such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. In addition, any forward- looking statements included in this press release represent the Company’s views only as of the date of its publication and should not be relied upon as representing its views as of any subsequent date. The Company assumes no obligation to correct or update these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

Company Contact:

Scott Bartley

Interim Chief Financial Officer, Astrotech Corporation

(512) 485-9530

Investor Contact:

Matt Kreps

Managing Director, Darrow Associates

(214) 597-8200 mkreps@darrowir.com

Financial tables follow

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Loss

(In thousands, except per share data)

(Unaudited)

Three Months Ended

Nine Months Ended

March 31,

2026

2025

2026

2025

Revenue

343

534

787

829

Cost of revenue

276

297

525

428

Gross profit

237

262

401

Operating expenses:

Selling, general and administrative

2,085

2,115

5,941

5,842

Research and development

1,435

1,989

5,211

6,375

Total operating expenses

3,520

4,104

11,152

12,217

Loss from operations

(3,453

)

(3,867

)

(10,890

)

(11,816

)

Other income and expense, net

(315

)

234

(271

)

896

Loss from operations before income taxes

(3,768

)

(3,633

)

(11,161

)

(10,920

)

Net loss

(3,768

)

(3,633

)

(11,161

)

(10,920

)

Weighted average common shares outstanding:

Basic and diluted

1,677

1,665

1,676

1,663

Basic and diluted net loss per common share:

Net loss per common share

(2.25

)

(2.18

)

(6.66

)

(6.57

)

Other comprehensive loss, net of tax:

Net loss

(3,768

)

(3,633

)

(11,161

)

(10,920

)

Available-for-sale securities:

Net unrealized gain (loss)

159

139

476

236

Total comprehensive loss

(3,609

)

(3,494

)

(10,685

)

(10,684

)

ASTROTECH CORPORATION AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In thousands, except share and per share data)

March 31,

June 30,

2026

2025

(Unaudited)

(Note)

Assets

Current assets

Cash and cash equivalents

2,679

3,100

Short-term investments

3,903

15,108

Accounts receivable

504

485

Inventory, net:

Raw materials

3,019

2,194

Work-in-process

531

425

Finished goods

310

Prepaid expenses and other current assets

383

353

Total current assets

11,329

21,975

Property and equipment, net

2,573

2,395

Intangible asset, net

Operating lease right-of-use assets, net

1,906

2,225

Other assets, net

315

346

Total assets

16,173

26,989

Liabilities and stockholders’ equity

Current liabilities

Accounts payable

234

1,066

Payroll related accruals

461

529

Accrued expenses and other liabilities

865

451

Lease liabilities, current

275

405

Total current liabilities

1,835

2,451

Accrued expenses and other liabilities, net of current portion

164

Lease liabilities, net of current portion

2,104

2,274

Total liabilities

4,018

4,889

Commitments and contingencies (Note 14)

Stockholders’ equity

Convertible preferred stock, $0.001 par value, 2,500,000 shares authorized; 280,898 shares of Series D issued and outstanding at March 31, 2026, and June 30, 2025

—

Common stock, $0.001 par value, 250,000,000 shares authorized at March 31, 2026, and June 30, 2025, respectively; 1,769,269 shares issued at March 31, 2026, and June 30, 2025 respectively; 1,758,953 shares outstanding at March 31, 2026, and June 30, 2025.

190,643

Treasury shares, 10,316 at March 31, 2026, and June 30, 2025, respectively

(119

)

(119

)

Additional paid-in capital

84,050

83,310

Accumulated deficit

(262,030

)

(250,870

)

Accumulated other comprehensive loss

(389

)

(864

)

Total stockholders’ equity

12,155

22,100

Total liabilities and stockholders’ equity

16,173

26,989

Note: The balance sheet at June 30, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by the United States generally accepted accounting principles for complete financial statements.

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May 13, 2026

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