6-K 1 zk2634405.htm 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

For the Month of February 2026

CAMTEK LTD.
(Translation of Registrant’s Name into English)

Ramat Gavriel Industrial Zone
P.O. Box 544
Migdal Haemek 23150
ISRAEL
(Address of Principal Corporate Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities and Exchange Act of 1934.

Yes ☐ No ☒

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, thereunto duly authorized. This Form 6-K, including all exhibits hereto, is hereby incorporated by reference into all effective registration statements filed by the registrant under the Securities Act of 1933.

CAMTEK LTD.
(Registrant)

By: /s/ Moshe Eisenberg
——————————————
Moshe Eisenberg,
Chief Financial Officer

Dated: February 18, 2026

Camtek Ltd.

P.O.Box 544, Ramat Gabriel Industrial Park

Migdal Ha’Emek 23150, ISRAEL

Tel: +972 (4) 604-8100 Fax: +972 (4) 644-0523

E-Mail: Info@camtek.com Web site: http://www.camtek.com

CAMTEK LTD.

Moshe Eisenberg, CFO

Tel: +972 4 604 8308

Mobile: +972 54 900 7100

moshee@camtek.com

INTERNATIONAL INVESTOR RELATIONS

EK Global Investor Relations

Ehud Helft
Tel: (US) 1 212 378 8040

camtek@ekgir.com

FOR IMMEDIATE RELEASE

CAMTEK ANNOUNCES RECORD RESULTS FOR THE

FOURTH QUARTER & FULL YEAR 2025

Record revenues: $128.1 million for Q4 & $496.1 million for 2025; Expects double-digit

revenue growth in 2026

MIGDAL HAEMEK, Israel – February 18, 2026 – Camtek Ltd. (NASDAQ: CAMT; TASE: CAMT), today announced its financial results for the fourth quarter and year ended December 31, 2025.

2025 Fourth Quarter Financial Highlights

•

Record revenues of $128.1 million, a 9% YoY increase;

•

GAAP gross margin of 50.0% and non-GAAP gross margin of 51.1%, versus gross margins of 49.6% and 50.6% respectively, in the fourth quarter of 2024;

•

GAAP net income of $35.9 million (up 9% YoY) and non-GAAP net income of $40.7 million (up 8% YoY);

•

GAAP diluted EPS of $0.71 and non-GAAP diluted EPS of $0.81; and

•

Generated cash of over $61 million from operating activities.

2025 Full-Year Financial Highlights

•

Record revenues of $496.1 million, a 16% YoY increase;

•

GAAP gross margin of 50.5% and non-GAAP gross margin of 51.6%, versus gross margins of 48.9% and 50.8% respectively, in 2024;

•

GAAP net income of $50.7 million (down 43% YoY) and non-GAAP net income of $159.0 million (up 15% YoY); and

•

GAAP diluted EPS of $1.05 and non-GAAP diluted EPS of $3.26.

Forward-Looking Expectations

Based on the backlog, pipeline of orders and discussion with customers, Camtek expects 2026 to be a double-digit growth year.

Management expects first quarter 2026 revenues of around $120 million, with growth expected in the second quarter and more significant growth in the second half of 2026.

Management Comment

Rafi Amit, Camtek’s CEO, commented, “2025 is the year in which we reached the significant milestone of half a billion dollars in revenue with robust profitability metrics. We are positioned at the epicenter of the AI market which is experiencing exceptionally strong demand.”

Mr. Amit continued, “As we enter 2026, leading manufacturers across the ecosystem are in the process of aggressively expanding their manufacturing capacity. As a result, we are seeing a major and accelerating increase in the demand for Camtek’s equipment.”

Concluded Mr. Amit, “This increased demand is demonstrated partly by a series of orders received, such as those totaling $45 million which we announced last week, as well as by our growing pipeline and ongoing discussions with our customers. All have reinforced our confidence that 2026 is expected to be another double-digit growth year for Camtek.”

Fourth Quarter 2025 Financial Results

Revenues for the fourth quarter of 2025 were $128.1 million, compared to $117.3 million in the fourth quarter of 2024, representing a 9% year-over-year increase.

Gross profit on a GAAP basis in the quarter totaled $64.1 million (50.0% of revenues), compared to $58.1 million (49.6% of revenues) in the fourth quarter of 2024.

Gross profit on a non-GAAP basis in the quarter totaled $65.4 million (51.1% of revenues), compared to $59.3 million (50.6% of revenues) in the fourth quarter of 2024.

Operating income on a GAAP basis in the quarter totaled $31.7 million (24.7% of revenues), compared to $31.3 million (26.7% of revenues) in the fourth quarter of 2024.

Operating income on a non-GAAP basis in the quarter totaled $36.7 million (28.6% of revenues), compared to $36.3 million (30.9% of revenues) in the fourth quarter of 2024.

Net income on a GAAP basis in the quarter totaled $35.9 million, or $0.71 per diluted share, compared to $33.0 million, or $0.67 per diluted share, in the fourth quarter of 2024.

Net income on a non-GAAP basis in the quarter totaled $40.7 million, or $0.81 per diluted share, compared to $37.7 million, or $0.77 per diluted share, in the fourth quarter of 2024.

During the fourth quarter, the Company generated an operating cash flow of $61.2 million.

Full Year 2025 Results Summary

Revenues for 2025 were $496.1 million, a 16% increase compared to $429.2 million in 2024.

Gross profit on a GAAP basis totaled $250.3 million (50.5% of revenues), compared to $209.9 million (48.9% of revenues) in 2024.

Gross profit on a non-GAAP basis totaled $256.0 million (51.6% of revenues), compared to $218.0 million (50.8% of revenues) in 2024.

Operating income on a GAAP basis totaled $128.2 million (25.8% of revenues), compared to $108.1 million (25.2% of revenues) in 2024.

Operating income on a non-GAAP basis totaled $149.0 million (30.0% of revenues), compared to $130.3 million (30.4% of revenues) in 2024.

Net income on a GAAP basis totaled $50.7 million, or $1.05 per diluted share, compared to $118.5 million, or $2.42 per diluted share, in 2024.

Net income on a non-GAAP basis totaled $159.0 million, or $3.26 per diluted share, compared to $138.6 million, or $2.83 per diluted share, in 2024.

Operating cash flow for 2025 was $142.6 million.

Cash and cash equivalents, short-term and long-term deposits, and marketable securities, as of December 31, 2025, were $851.1 million compared to $448.6 million as of December 31, 2024.

Conference Call

Camtek will host a video conference call/webinar today via Zoom, on Wednesday, February 18, 2026, at 09:00 ET (16:00 Israel time). Rafi Amit, CEO, Moshe Eisenberg, CFO, and Ramy Langer, COO will host the call and will be available to answer questions after presenting the results.

To participate in the webinar, please register prior to the call by using the following link, which will provide a link to the call:

https://us06web.zoom.us/webinar/register/WN_8oP6rft2SXqXOGqssWL4Ww

For those wishing to listen via phone, following registration, a dial in link will also be sent. For any problems in registering, please email Camtek’s investor relations a few hours in advance of the call.

For those unable to participate, a recording will be available on Camtek’s website at http://www.camtek.com within a few hours after the call.

A summary presentation accompanying the quarterly results will also be available on Camtek’s website.

ABOUT CAMTEK LTD.

Camtek is a developer and manufacturer of high-end inspection and metrology equipment for the semiconductor industry. Camtek's systems inspect IC and measure IC features on wafers throughout the production process of semiconductor devices, covering the front and mid-end and up to the beginning of assembly (Post Dicing). Camtek's systems inspect wafers for the most demanding semiconductor market segments, including Advanced Interconnect Packaging, Heterogenous Integration, Memory and HBM, CMOS Image Sensors, Compound Semiconductors, MEMS, and RF, serving numerous industry's leading global IDMs, OSATs, and foundries.

With manufacturing facilities in Israel and Germany, and eight offices around the world, Camtek provides state of the art solutions in line with customers' requirements.

This press release is available at http://www.camtek.com

This press release contains statements that may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on Camtek’s current beliefs, expectations and assumptions about its business and industry, all of which may change. Forward-looking statements can be identified by the use of words including “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “may,” “expect,” “estimate,” “project,” “positioned,” “strategy,” and similar expressions that are intended to identify forward-looking statements, including our expectations and statements relating to the compound semiconductors market and our position in this market and the anticipated timing of delivery of the systems. These forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results, performance or achievements of Camtek to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that may cause our actual results to differ materially from those contained in the forward-looking statements include, but are not limited to, risks related to conditions in Israel, and the escalation of hostilities in the Middle East; the continued demand and future contribution of HBM and Chiplet applications and devices to the Company business resulting from, among other things, the field of AI surging worldwide across companies, industries and nations; formal or informal imposition by countries of new or revised export and/or import and doing-business regulations or sanctions, including but not limited to changes in U.S. trade policies, changes or uncertainty related to the U.S. government entity list and changes in the ability to sell products incorporating U.S originated technology, which can be made without prior notice, and our ability to effectively address such global trade issues and changes; risks related to fluctuations in foreign currency exchange rates; and those other factors discussed in our Annual Report on Form 20-F as published on March 19, 2025 as well as other documents filed by the Company with the SEC as well as other documents that may be subsequently filed by Camtek from time to time with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Camtek does not assume any obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release unless required by law.

While we believe that we have a reasonable basis for each forward-looking statement contained in this press release, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. In addition, any forward-looking statements represent Camtek’s views only as of the date of this press release and should not be relied upon as representing its views as of any subsequent date. Camtek does not assume any obligation to update any forward-looking statements unless required by law.

This press release provides financial measures that exclude: (i) share based compensation expenses; (ii) acquisition related expenses and )iii) expenses related to the extinguishment of convertible notes, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management uses both GAAP and non-GAAP measures when evaluating the business internally and therefore felt it is important to make these non-GAAP adjustments available to investors.

Camtek Ltd. and its subsidiaries

Consolidated Balance Sheets (Unaudited)

(In thousands)

	December 31,			December 31,
	2025			2024
	U.S. Dollars
Assets

Current assets
Cash and cash equivalents		177,848			126,224
Short-term deposits		411,450			231,000
Marketable securities		78,862			30,813
Trade accounts receivable, net		90,829			99,471
Inventories		112,202			111,204
Other current assets		25,804			21,347

Total current assets		896,995			620,059

Long-term deposits		-			26,000
Marketable securities		182,941			87,115
Long-term inventory		15,569			11,879
Deferred tax asset, net		12,933			3,090
Other assets, net		1,881			2,001
Property, plant and equipment, net		65,107			54,196
Intangible assets, net		10,062			13,357
Goodwill		74,345			74,345

Total non- current assets		362,838			271,983

Total assets		1,259,833			892,042

Liabilities and shareholders’ equity

Current liabilities
Trade accounts payable		33,676			46,630
Other current liabilities		73,749			77,280

Total current liabilities		107,425			123,910

Long-term liabilities
Deferred tax liabilities, net		1,261			5,606
Other long-term liabilities		14,311			15,366
Convertible notes		519,833			197,925
Total long-term liabilities		535,405			218,897

Total liabilities		642,830			342,807

Commitments and contingencies

Shareholders’ equity
Ordinary shares NIS 0.01 par value, 100,000,000 shares authorized at December 31, 2025 and at December 31, 2024;
47,920,509 issued shares at December 31, 2025 and 47,541,682 at December 31, 2024;
45,828,133 shares outstanding at December 31, 2025 and 45,449,306 at December 31, 2024		178			177
Additional paid-in capital		231,892			214,931
Accumulated other comprehensive income		287			203
Retained earnings		386,544			335,822
		618,901			551,133
Treasury stock, at cost (2,092,376 as of December 31, 2025 and December 31, 2024)		(1,898	)		(1,898	)

Total shareholders' equity		617,003			549,235

Total liabilities and shareholders' equity		1,259,833			892,042

Camtek Ltd. and its subsidiaries

Consolidated Statements of Income (unaudited)

(in thousands)

	Year ended December 31,						Three Months ended December 31,
	2025			2024			2025			2024
	U.S. dollars						U.S. dollars
Revenues		496,072			429,234			128,124			117,293
Cost of revenues		245,755			219,283			64,024			59,161

Gross profit		250,317			209,951			64,100			58,132

Operating expenses:
Research and development		48,345			38,287			13,056			10,371
Selling, general and administrative		73,769			63,595			19,360			16,461
Total operating expenses		122,114			101,882			32,416			26,832

Operating income		128,203			108,069			31,684			31,300

Financial income, net		25,064			23,169			8,163			6,175
Other expenses		(100,932	)		-			-			-

Income before income taxes		52,335			131,238			39,847			37,475

Income tax expense		(1,613	)		(12,723	)		(3,950	)		(4,466	)

Net income		50,722			118,515			35,897			33,009

	Year ended December 31,				Three Months ended December 31,
	2025		2024		2025		2024
	U.S. dollars				U.S. dollars
Net income per ordinary share:

Basic net earnings		1.11		2.62		0.78		0.73

Diluted net earnings		1.04		2.42		0.71		0.67

Weighted average number of
ordinary shares outstanding:

Basic		45,703		45,279		45,814		45,428

Diluted		49,970		49,369		51,337		49,503

Camtek Ltd. and its subsidiaries

Reconciliation of GAAP To Non-GAAP results

(In thousands, except share data)

	Year ended December 31,						Three Months ended December 31,
	2025			2024			2025			2024
	U.S. dollars						U.S. dollars
Reported net income attributable to Camtek Ltd. on GAAP basis		50,722			118,515			35,897			33,009
Acquisition of FRT-related expenses (1)		2,801			5,334			533			650
Loss from extinguishment of Capital Notes (2)		88,682			-			-			-
Share-based compensation		16,819			14,775			4,233			4,052

Non-GAAP net income		159,024			138,624			40,663			37,711

Non–GAAP net income per diluted share		3.26			2.83			0.81			0.77
Gross margin on GAAP basis		50.4	%		49.6	%		51.0	%		50.6	%
Reported gross profit on GAAP basis		250,317			209,951			64,100			58,132

Acquisition of FRT-related expenses (1)		2,895			5,802			610			610
Share-based compensation		2,806			2,197			712			595
Non-GAAP gross margin		51.6	%		50.8	%		51.0	%		50.6	%
Non-GAAP gross profit		256,018			217,950			65,422			59,337

Reported operating income (loss) attributable to Camtek Ltd. on GAAP basis		128,303			108,069			31,783			31,300
Acquisition of FRT-related expenses (1)		4,000			7,455			761			928
Share-based compensation		16,819			14,775			4,233			4,052
Non-GAAP operating income		149,122			130,299			36,777			36,280

(1) During the year ended December 310, 2025, the Company recorded acquisition-related expenses of $2.8 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $0.5 million. This amount is recorded under cost of revenues line item. (2) $2.4 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $1.1 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $1.2 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the three-month period ended December 31, 2025, the Company recorded acquisition-related expenses of $0.5 million, consisting of: (1) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (2) $0.2 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.2 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the year ended December 31, 2024, the Company recorded acquisition-related expenses of $5.3 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $3.4 million. This amount is recorded under cost of revenues line item. (2) $2.4 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $1.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million re-organization expenses, recorded under the general and administrative expenses line item. (5) $2.1 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the three-month period ended December 31, 2024, the Company recorded acquisition-related expenses of $0.6 million, consisting of: (1) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (2) $0.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (3) $0.3 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

(2) During the year ended December 31, 2025, the Company recorded a loss of $88.7 million, consisting of: (1) $100.9 million from the extinguishment of Capital Notes recorded under the other expenses line item. (2) $12.3 million tax benefit recorded under the income tax benefit line item.

SEC Form 6-K filed by Camtek Ltd.