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Form 8-K

sec.gov

8-K — CVD EQUIPMENT CORP

Accession: 0001493152-26-042189

Filed: 2026-09-10

Period: 2026-09-03

CIK: 0000766792

SIC: 3559 (SPECIAL INDUSTRY MACHINERY, NEC)

Item: Cost Associated with Exit or Disposal Activities

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

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

TO

SECTION 13 OR 15(D) OF THE

SECURITIES

EXCHANGE ACT OF 1934

Date

of report (Date of earliest event reported):

September

3, 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 ☐

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

2.05. Costs

Associated with Exit or Disposal Activities.

On

September 3, 2026, the Board of Directors (the “Board”) of CVD Equipment Corporation (the “Company”) committed

to a restructuring plan (the “Restructuring Plan”) following a thorough evaluation of strategic alternatives for its CVD

equipment business. Under the Restructuring Plan, the Company will no longer pursue new system orders for its CVD equipment business.

In

connection with the Restructuring Plan, the Company is reducing its workforce by approximately half, to a level necessary to manufacture

its remaining equipment backlog, satisfy warranty obligations, and support its ongoing spare parts, quartz, and services business.

As

a result of the Restructuring Plan, the Company expects to record a restructuring charge of approximately $0.8 million to $1.0 million

in the quarter ending September 30, 2026, consisting primarily of employee severance and related costs.

Item

5.02. Departure

of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Compensatory Arrangements of Certain Officers.

Departure

of Emmanuel Lakios as Chief Executive Officer

On

September 3, 2026, the Board of Directors and Mr. Lakios mutually agreed that Mr. Lakios would conclude his employment as President

and Chief Executive Officer of the Company and would no longer serve as a member of the Company’s Board of Directors, effective

immediately. Mr. Lakios’s departure was not the result of any disagreement with the Company on any matter relating to the Company’s

operations, policies or practices. In connection with his departure, the Company will continue to pay Mr. Lakios as required by his employment

agreement (a) his base salary and employee benefits through October 2, 2026, and (b) during the subsequent nine-month period,

his base salary and the employer portion of Mr. Lakios’s existing medical benefits.

Appointment

of Warren Cheesman as Acting Chief Executive Officer

Effective

September 3, 2026, the Board appointed Warren Cheesman as Acting Chief Executive Officer of the Company.

Mr.

Cheesman, age 54, has served as the Company’s Vice President of Manufacturing Operations since October 2022. He has more than 30

years of experience in engineering, operations, quality, and strategic sourcing across the semiconductor, medical device, and defense

equipment industries. Before joining CVD, Mr. Cheesman held positions of increasing responsibility at Veeco Instruments, Air Techniques,

and Kongsberg Defense & Aerospace. Mr. Cheesman holds master’s degrees in Technology Management and Materials Science and Engineering

from Stony Brook University and a bachelor’s degree in Mechanical Engineering from Virginia Tech.

There

are no family relationships between Mr. Cheesman and any director or executive officer of the Company, and there are no transactions

in which Mr. Cheesman has an interest requiring disclosure under Item 404(a) of Regulation S-K.

In

connection with Mr. Cheesman’s appointment as Acting Chief Executive Officer, the material terms of any compensatory arrangement

with Mr. Cheesman have not yet been determined and will be disclosed by amendment to this Current Report on Form 8-K when finalized.

Item

7.01. Regulation

FD Disclosure.

On

September 10, 2026, the Company issued a press release announcing the Restructuring Plan and the leadership transition described herein.

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 into this

Item 7.01.

The

information in this Item 7.01 (including Exhibit 99.1 attached hereto) is being furnished and 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 by specific reference in such filing.

Item

9.01. Financial

Statements and Exhibits.

(d)

Exhibits

Exhibit

No.

Description

99.1

Press release dated September 10, 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:

September 10, 2026

CVD

EQUIPMENT CORPORATION

By:

/s/

Richard Catalano

Name:

Richard

Catalano

Title:

Executive

Vice President, Chief Financial Officer, Secretary and Treasurer

EX-99.1

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 |

CVD

Equipment Corporation Announces Restructuring Plan and Leadership Transition

CENTRAL

ISLIP, N.Y. (Business Wire) – September 10, 2026 – CVD Equipment Corporation (NASDAQ: CVV) (the “Company”) today

announced a restructuring plan and leadership transition, following a thorough evaluation of strategic alternatives for its CVD equipment

business by its Board of Directors (the “Board”). The restructuring plan includes:

●

The

Company will no longer pursue new system orders for its CVD equipment business.

●

The

Company is further reducing its workforce by approximately half, to a level necessary to manufacture its remaining equipment backlog,

satisfy warranty obligations, and support its ongoing spare parts, quartz, and services business.

●

As

a result, CVD expects to record a restructuring charge of approximately $0.8 million to $1.0 million this quarter, consisting primarily

of employee severance and related costs.

●

Effective

September 3, 2026, and in conjunction with these actions, the Board and Emmanuel Lakios have mutually agreed that he would conclude

his employment as President and Chief Executive Officer and will no longer serve as a member of the Board. The Board has appointed

Warren Cheesman, the Company’s Vice President of Manufacturing Operations, as Acting Chief Executive Officer, effective immediately.

●

The

Board continues to evaluate additional opportunities to reduce costs, monetize assets, and enhance shareholder value, including potential

alternatives involving its real estate assets, including its primary facility in Central Islip. It will also evaluate business opportunities

that are consistent with its available resources and strategic objectives to enhance shareholder value.

Lawrence

J. Waldman, CVD’s Chairman of the Board, commented: “In light of continued weakness in prospective equipment order activity,

declining backlog, the CVD equipment division’s ongoing operating losses, and the lack of viable strategic alternatives for the

business, we have decided to discontinue the pursuit of new equipment system orders, transitioning CVD to a spare parts, quartz and services

business. While unfortunately these actions impact our employees, they are designed to align the Company’s cost structure

with current market conditions and opportunities, reduce operating risk, and preserve liquidity. At the end of the second quarter of 2026, the Company had $23.5 million in cash and no debt. Our top priority will be to complete existing customer commitments

while we continue to pursue additional opportunities to maximize shareholder value.”

“On

behalf of the Board of Directors, I would like to thank Manny for his leadership and many contributions, and we wish him success in his

future endeavors,” added Mr. Waldman. “We are pleased that Warren has agreed to serve as Acting Chief Executive Officer.

His knowledge of the Company and operational experience will be valuable through this restructuring and continued evaluation of business

alternatives.”

Mr.

Cheesman stated: “As we transition to this new phase for CVD, we’ll focus on disciplined execution, prudent management of

the Company’s assets and financial resources, and, most importantly, fulfilling our important existing commitments to customers.”

Acting CEO Background

Mr.

Cheesman has been Vice President of Manufacturing Operations since October 2022. He has more than 30 years of experience in engineering,

operations, quality, and strategic sourcing across the semiconductor, medical device, and defense equipment industries. Before joining

CVD, he held positions of increasing responsibility at Veeco Instruments, Air Techniques, and Kongsberg Defense & Aerospace. Mr.

Cheesman holds master’s degrees in Technology Management and Materials Science and Engineering from Stony Brook University and

a bachelor’s degree in Mechanical Engineering from Virginia Tech.

Forward-Looking

Statements

This

press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements

include, but are not limited to, statements regarding the Company’s restructuring activities, expected restructuring charges, completion

of customer obligations, continued operation of the spare parts, quartz and services business, potential sale of real estate assets,

retention of personnel needed to complete customer projects, unexpected costs or delays in completing backlog, customer claims, cancellations,

or disputes, the possibility that cost reductions will not produce anticipated savings, the Acting CEO transition, absence of assurance

that strategic alternatives will result in a transaction, timing and proceeds from any asset dispositions, strategic alternatives, liquidity,

and shareholder value creation. Actual results may differ materially from those projected due to a variety of risks and uncertainties,

including market conditions, customer requirements, economic conditions, the Company’s ability to successfully complete ongoing

customer projects, its ability to consummate any potential sale of real estate assets, and the other risks described in the Company’s

filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements, except

as required by law.

About

CVD Equipment Corporation

CVD

Equipment Corporation (NASDAQ: CVV) has designed, developed, and manufactured chemical vapor deposition, thermal processing, physical

vapor transport, and related equipment and process solutions used in industrial and research applications. The Company continues to support

existing customer projects and supplies quartz components, replacement parts, process support, and related services for its installed

base.

Investor

Contact

Richard

Catalano

Executive

Vice President & Chief Financial Officer

CVD

Equipment Corporation

(631)

981-7081

investorrelations@cvdequipment.com

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