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    Northern Technologies International Corporation filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits

    12/18/25 9:41:31 PM ET
    $NTIC
    Industrial Specialties
    Industrials
    Get the next $NTIC alert in real time by email
    false 0000875582 0000875582 2025-12-18 2025-12-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    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): December 18, 2025

    ___________________

     

    NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION

    (Exact name of registrant as specified in its charter)

     

    Delaware 001-11038 41-0857886

    (State or other jurisdiction

    of incorporation)

    (Commission

    File Number)

    (IRS Employer

    Identification No.)

     

    4201 Woodland Road

    P.O. Box 69

    Circle Pines, Minnesota

    55014

    (Address of principal executive offices) (Zip Code)

     

    (763) 225-6600

    (Registrant’s telephone number, including area code)

     

    Not Applicable

    (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:

     

    ¨ 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, par value $0.02 per share NTIC The Nasdaq Stock 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 1.01. Entry Into a Material Definitive Agreement.

     

    On December 18, 2025, Northern Technologies International Corporation (“NTIC”) and JPMorgan Chase Bank, N.A. (“JPM”) entered into a Note Modification Agreement pursuant to which NTIC and JPM modified that certain Line of Credit Note dated as of July 8, 2025 in the principal amount of $10.0 million issued by NTIC to JPM to change the maturity date from January 5, 2026 to February 5, 2027. All other material terms of the Line of Credit Note remain the same.

     

    The foregoing represents only a summary of the material terms of the Note Modification Agreement, does not purport to be complete and is qualified in its entirety by reference to the complete text of the Note Modification Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated by reference herein.

     

    Item 9.01 Financial Statements and Exhibits.

     

    (d)       Exhibits.

     

    Exhibit No.   Description
         
    10.1   Note Modification Agreement dated as of December 17, 2025 between Northern Technologies International Corporation and JPMorgan Chase Bank, N.A. (filed herewith)
         
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

     

     

     

     

     

     

     

    SIGNATURE

     

    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.

     

      NORTHERN TECHNOLOGIES
      INTERNATIONAL CORPORATION
       
      By: /s/ Matthew C. Wolsfeld
        Matthew C. Wolsfeld
        Chief Financial Officer and Corporate Secretary
       
    Date: December 18, 2025  

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

     

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