UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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| Item 2.01. | Completion of Acquisition or Disposition of Assets |
On April 1, 2026, CVD Equipment Corporation (the “Company”), completed the previously announced sale of all or substantially all of the assets related to its Stainless Design Concepts (“SDC”) business division to a subsidiary of the Atlas Copco Group based in Nacka, Sweden (the “Buyer”), pursuant to that certain Asset Purchase Agreement, dated as of March 23, 2026 (the “Asset Purchase Agreement”).
Pursuant to the Asset Purchase Agreement, the Company sold to the Buyer all or substantially all of the assets related to SDC, excluding any and all other assets of the Company and its affiliates, and the Buyer assumed certain specified liabilities, in each case as set forth in the Asset Purchase Agreement.
The aggregate consideration paid to the Company in connection with the transaction was $16,900,000, subject to customary post-closing adjustments. At the closing, $900,000 of the purchase price was placed in escrow to secure post-closing adjustments and indemnification obligations in accordance with the Asset Purchase Agreement.
In connection with the foregoing, the Company retained ownership of its Saugerties, New York facility and entered into a lease agreement (the “Facility Lease”) with the Buyer, pursuant to which the Buyer will lease such facility for an initial term of two years following the closing. The Facility Lease provides for an initial annual rent of $182,750, subject to customary adjustments.
The Asset Purchase Agreement contains customary representations, warranties, covenants and indemnification provisions.
The foregoing description of the Asset Purchase Agreement and the Facility Lease does not purport to be complete and is qualified in its entirety by reference to the full text of such agreements, which the Company intends to file as exhibits to its Quarterly Report on Form 10-Q for the quarter ending March 31, 2026.
On April 2, 2026, the Company issued a press release announcing the closing of the transaction. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits |
(b)(1) Pro Forma Financial Information
Attached as Exhibit 99.2 and incorporated by reference is the pro forma financial information required by Article 11 of Regulation S-X.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release dated April 2, 2026 | |
| 99.2 | Unaudited pro forma condensed balance sheet of CVD Equipment Corporation as of December 31, 2025, unaudited pro forma condensed statement of operations for the years ended December 31, 2025 and 2024 and notes to the unaudited pro forma condensed financial statements | |
| 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: April 6, 2026
| CVD EQUIPMENT CORPORATION | ||
| By: | /s/ Richard Catalano | |
| Name: | Richard Catalano | |
| Title: | Executive Vice President, Chief Financial Officer, Secretary and Treasurer | |