6-K 1 gsm-20260217x6k.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

Commission File Number: 001-37668

FERROGLOBE PLC

(Name of Registrant)

13 Chesterfield Street,

London W1J 5JN, United Kingdom

(Address of Principal Executive Office)

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 ☐

This Form 6-K consists of the following materials, which appear immediately following this page:

●

Press release dated February 17, 2026 announcing results for the quarter and year ended December 31, 2025

●

Fourth quarter and full year 2025 earnings call presentation

This Form 6-K is being furnished for the purpose of incorporating by reference the information in this Form 6-K into (a) Registration Statement No. 333-208911 on Form S-8, and (b) Registration Statement No. 333-258254 on Form F-3 and related prospectuses, as such registration statements and prospectuses may be amended from time to time.

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: February 17, 2026
	FERROGLOBE PLC

	by	/s/ Marco Levi
		Name: Marco Levi
		Title: Chief Executive Officer (Principal Executive Officer)

Ferroglobe Reports Fourth Quarter and Full Year 2025 Financial Results

Fourth Quarter and Full Year Highlights

●

EU ferroalloy safeguard measures implemented in November are reducing import pressure and supporting improving market conditions in Europe

●

Positive momentum in U.S. silicon metal trade case, with encouraging preliminary antidumping and countervailing duty determinations

●

Reporting fourth quarter adjusted EBITDA of $14.6 million

●

New 10-year French energy contract reduces cost volatility and increases flexibility

●

Ended the year with total cash of $123.0 million and net debt of $29.8 million, reflecting a strong balance sheet to support growth

●

Announcing a 7% increase in the quarterly dividend to $0.015 per share, payable on March 30

LONDON, February 17, 2026 (GLOBE NEWSWIRE) – Ferroglobe PLC (NASDAQ: GSM) (“Ferroglobe”, the “Company”, or the “Parent”), a leading global producer of silicon metal, silicon-based and manganese-based specialty alloys, today announced financial results for the fourth quarter and full year 2025.

Financial Highlights


					%				%						%
($ in millions, except EPS)	Q4 2025		Q3 2025		Q/Q		Q4 2024		Y/Y		YTD 2025		YTD 2024		Y/Y

Sales	$	329.4	$	311.7		5.7%	$	367.5		(10.4)%	$	1,335.1	$	1,643.9		(18.8)%
Net (loss) income attributable to the parent	$	(81.0)	$	(12.8)		(531.9)%	$	(28.1)		(187.7)%	$	(170.7)	$	23.5		(825.2)%
Adj. EBITDA	$	14.6	$	18.3		(20.1)%	$	9.8		48.2%	$	27.6	$	153.8		(82.0)%
Adjusted diluted EPS	$	(0.06)	$	(0.02)		(163.6)%	$	0.03		(344.5)%	$	(0.39)	$	0.28		(237.9)%
Operating cash flow	$	(4.3)	$	20.8		(120.6)%	$	32.1		(113.4)%	$	51.5	$	243.3		(78.8)%
Capital expenditures¹	$	14.2	$	19.1		(25.7)%	$	17.9		(20.7)%	$	63.3	$	79.2		(20.1)%
Free cash flow²	$	(18.5)	$	1.6		(1234.7)%	$	14.1		(230.8)%	$	(11.8)	$	164.1		(107.2)%

(1)

Cash outflows for capital expenditures

(2)

Free cash flow is calculated as operating cash flow less capital expenditures

Dr. Marco Levi, Ferroglobe’s Chief Executive Officer, commented, “While market conditions remained challenging in the fourth quarter, we are encouraged by the clear progress on trade enforcement that is reshaping the competitive landscape. The strong preliminary decision in the U.S. silicon metal antidumping and countervailing duty case, together with the finalization of EU trade measures, meaningfully strengthen the outlook for 2026. These actions should enable domestic producers to regain market share and support healthier market conditions.

“As a leading domestic producer in both Europe and the U.S., and with a strong balance sheet, disciplined cost control, and a competitive long-term French energy agreement in place, we are optimistic that 2026 will mark a substantial improvement in market conditions and financial performance for Ferroglobe,” concluded Dr. Levi.

Consolidated Sales

In the fourth quarter of 2025, Ferroglobe reported sales of $329.4 million, a 5.7% increase from the prior quarter and a 10.4% decrease from the comparable prior-year period. The sequential improvement was mainly driven by higher sales volumes of silicon-based alloys and manganese-based alloys, partially offset by lower silicon metal volumes and lower pricing of silicon-based alloys and manganese-based alloys. Silicon metal prices remained stable during the quarter. Sales of silicon metal decreased by $2.5 million, while silicon-based alloys and manganese-based alloys increased by $11.2 million and $8.2 million, respectively, compared with the prior quarter.

For the full year 2025, sales were $1,335 million versus $1,644 million in the prior year, a decrease of 18.8%. This decrease was mainly driven by a 40.8% and 1.4% decrease in silicon metal and silicon-based alloys revenue, respectively, partially offset by a 7.5% increase in manganese-based alloys revenues.

Product Category Highlights

Silicon Metal



($,000)	Q4 2025		Q3 2025		% Q/Q	Q4 2024		% Y/Y	YTD 2025		YTD 2024		% Y/Y
Shipments in metric tons:		32,634		33,561	(2.8)%		49,797	(34.5)%		147,112		222,762	(34.0)%
Average selling price ($/MT):		2,957		2,950	0.2%		3,240	(8.7)%		2,924		3,262	(10.4)%

Silicon Metal Revenue		96,499		99,005	(2.5)%		161,342	(40.2)%		430,155		726,650	(40.8)%
Silicon Metal Adj.EBITDA		885		11,614	(92.4)%		16,849	(94.7)%		3,573		108,058	(96.7)%
Silicon Metal Adj.EBITDA Margin		0.9%		11.7%			10.4%			0.8%		14.9%

Silicon metal revenue in the fourth quarter was $96.5 million, a decrease of 2.5% from the prior quarter. The average selling price increased 0.2%, driven by higher pricing in the U.S. and South Africa, partially offset by softer pricing in Europe, where demand remained subdued, particularly in the chemical sector. Shipments decreased 2.8% mainly reflecting lower volumes in the U.S., partially offset by higher volumes in EMEA. Adjusted EBITDA decreased to $0.9 million in the fourth quarter, compared with $11.6 million in the prior quarter, primarily due to lower volumes and reduced fixed cost absorption, mainly related to furnace shutdowns in France.

Silicon-Based Alloys



($,000)	Q4 2025		Q3 2025		% Q/Q	Q4 2024		% Y/Y	YTD 2025		YTD 2024		% Y/Y
Shipments in metric tons:		51,279		42,968	19.3%		39,417	30.1%		190,159		183,030	3.9%
Average selling price ($/MT):		2,020		2,149	(6.0)%		2,159	(6.4)%		2,095		2,208	(5.1)%

Silicon-based Alloys Revenue		103,584		92,338	12.2%		85,101	21.7%		398,383		404,130	(1.4)%
Silicon-based Alloys Adj.EBITDA		15,503		12,391	25.1%		3,093	401.2%		37,466		30,060	24.6%
Silicon-based Alloys Adj.EBITDA Margin		15.0%		13.4%			3.6%			9.4%		7.4%

Silicon-based alloy revenue in the fourth quarter was $103.6 million, an increase of 12.2% from the prior quarter. The average selling price decreased by 6.0%, primarily due to lower pricing in the U.S. and Europe, partially offset by higher pricing in South Africa. Shipments increased by 19.3% reflecting a broad-based volume improvement across regions, with the strongest increase in EMEA. In Europe, safeguard measures implemented on certain ferroalloy imports began to reduce import pressure and supported order activity late in the quarter. Adjusted EBITDA increased to $15.5 million in the fourth quarter of 2025, up 25.1% compared with $12.4 million in the prior quarter, driven by higher volumes. Adjusted EBITDA margin improved to 15.0% in the fourth quarter, compared with 13.4% in the prior quarter, highlighting the benefits of stronger volume leverage and continued cost discipline.

Manganese-Based Alloys



($,000)	Q4 2025		Q3 2025		% Q/Q	Q4 2024		% Y/Y	YTD 2025		YTD 2024		% Y/Y
Shipments in metric tons:		80,778		69,552	16.1%		67,712	19.3%		305,747		275,991	10.8%
Average selling price ($/MT):		1,147		1,214	(5.5)%		1,159	(1.0)%		1,170		1,206	(3.0)%

Manganese-based Alloys Revenue		92,652		84,436	9.7%		78,478	18.1%		357,724		332,845	7.5%
Manganese-based Alloys Adj.EBITDA		8,681		4,391	97.7%		7,091	22.4%		24,292		54,297	(55.3)%
Manganese-based Alloys Adj.EBITDA Margin		9.4%		5.2%			9.0%			6.8%		16.3%

Manganese-based alloy revenue in the fourth quarter was $92.7 million, an increase of 9.7% from the prior quarter. The average selling price decreased by 5.5%, reflecting broadly lower pricing in the U.S. and EMEA. Shipments increased by 16.1% compared to the prior quarter driven by a significant volume increase in Europe. In EMEA, safeguard measures for

certain ferroalloy imports began to ease import pressure and supported improved order flows during the quarter. Adjusted EBITDA for the manganese-based alloys portfolio increased to $8.7 million for the fourth quarter, compared with $4.4 million in the prior quarter, driven by higher volumes and improved fixed cost absorption. Adjusted EBITDA margin improved to 9.4% in the fourth quarter, compared with 5.2% in the prior quarter, highlighting stronger operating leverage.

Raw materials and energy consumption for production

Raw materials and energy consumption for production totaled $261.6 million in the fourth quarter of 2025, compared with $180.4 million in the third quarter, representing an increase of 45.0%. As a percentage of sales, these costs rose to 79.4% in the fourth quarter of 2025, up from 57.9% in the prior quarter. The increase in costs as a percentage of sales was primarily driven by temporary production curtailments in France, which reduced fixed-cost absorption and increased unit costs, as well as a $40.2 million fair-value loss related to changes in the valuation of our long-term energy contracts, principally in France. Excluding the impact of power purchase agreements, raw materials and energy consumption for production represented 67.2% of revenue.

For the full year 2025, raw materials and energy consumption for production totaled $933.5 million, representing 69.9% of sales, compared with $1,027.0 million, or 62.5% of sales, in 2024. The increase in costs as a percentage of sales was primarily driven by lower realized pricing, a higher energy cost environment throughout the year, and a $41.9 million fair-value loss related to changes in the valuation of our long-term energy contracts, principally in France. In addition, lower production levels in France reduced fixed-cost absorption, further increasing unit costs.

Net (Loss) Attributable to the Parent

In the fourth quarter of 2025, net loss attributable to the parent was $81.0 million, or $(0.43) per diluted share, compared to a net loss attributable to the parent of $12.8 million, or $(0.07) per diluted share in the prior quarter. The quarterly results reflect lower realized pricing, a $40.2 million fair-value loss related to our long-term French energy contracts, higher underlying energy costs, and the impact of temporary production curtailments in France, which reduced fixed cost absorption, offset by higher shipment volumes in our alloy portfolio, ongoing cost efficiencies and a favorable product mix. The Company reported adjusted diluted earnings per share of $(0.06) for the fourth quarter, compared with adjusted earnings per share of $(0.02) in the prior quarter.

For the full year 2025, net loss attributable to the parent was $170.7 million, or $(0.91) per diluted share, compared to a net profit attributable to the parent of $23.5 million, or $0.12 per diluted share for the full year 2024.

Adjusted EBITDA

Adjusted EBITDA was $14.6 million for the fourth quarter of 2025 compared to $18.3 million for the prior quarter. Adjusted EBITDA was slightly down versus the previous quarter, primarily by higher energy-related costs and lower fixed cost absorption associated with temporary production curtailments, partially offset by stronger volumes and continued cost efficiency initiatives.

For the full year 2025, adjusted EBITDA was $27.6 million, or 2.1% of sales, compared to adjusted EBITDA of $153.8 million, or 9.4% of sales, for the full year 2024. The reduction is largely related to lower realized pricing across the portfolio and a weaker performance in silicon metal, driven by a significant decline in volumes. These impacts were partially offset by higher shipment volumes in manganese-based alloys and silicon-based alloys, supported by improved demand and customer restocking in key steel related end markets.

Total Cash, Adjusted Gross Debt and Working Capital


													%
($ in millions)	Q4 2025		Q3 2025		$		%		Q4 2024		$		Y/Y

Total Cash¹	$	123.0	$	121.5		1.5		1.2%	$	133.3		(10.3)		(7.7)%
Adjusted Gross Debt²	$	152.8	$	126.7		26.1		20.6%	$	94.4		58.4		61.9%
Net (Debt) Cash	$	(29.8)	$	(5.2)		(24.6)		(473.1)%	$	38.9		(68.7)		(176.6)%
Total Working Capital³	$	427.5	$	421.6		5.9		1.4%	$	460.8		(33.3)		(7.2)%

(1)

Total cash is comprised of restricted cash and cash and cash equivalents

(2) Adjusted gross debt excludes bank borrowings on our factoring program and the impact of leasing standard IFRS16
(3) Total working capital is comprised of inventories, trade receivables and other receivables minus trade and other payables

Total cash was $123.0 million as of December 31, 2025, up $1.5 million from $121.5 million as of September 30, 2025. Adjusted gross debt increased by $26.1 million to $152.8 million, resulting in net debt of $29.8 million as of December 31, 2025, an increase of $24.6 million from the prior quarter.

During the fourth quarter, cash flows used in operating activities were $4.3 million, and net cash used in investing activities was $13.1 million. Cash provided in financing activities was $18.6 million as a result of principal proceeds from financing facilities in South Africa, France and Spain totaling $28.2 million, net cash proceeds from the sale of short-term commercial paper totaling $3.1 million, partially offset by lease payments of $6.5 million, dividend payments of $2.6 million, interest payments of $2.9 million, and the principal repayments of other financing liabilities of $0.7 million.

For the full year 2025, the Company generated $51.5 million of operating cash flow, used $73.1 million of cash in investing activities and generated $3.4 million in financing activities.

Total working capital was $427.5 million as of December 31, 2025, an increase of $5.9 million from $421.6 million at the end of the prior quarter. The increase in our working capital balance during the quarter was due to a decrease of $79.9 million in trade and other payables and an increase of $7.8 million in trade receivables, partially offset by $63.2 million and $18.5 decrease in inventories and other receivables, respectively.

Beatriz García-Cos, Ferroglobe’s Chief Financial Officer, commented, “Our performance reflects a strong emphasis on financial discipline and balance sheet strength. We generated positive adjusted EBITDA in the fourth quarter, while ending the period with $123 million in total cash and modest net debt. This solid financial position provides the flexibility to manage near-term volatility, invest selectively in growth opportunities, and support our increased dividend as we enter 2026.”

Capital Returns

During the fourth quarter, Ferroglobe did not repurchase shares and paid a quarterly cash dividend of $ 0.014 per share on December 29, 2025. Our next cash dividend of $0.015 per share will be paid on March 30, 2026, to shareholders of record as of March 23, 2026.

Conference Call

Ferroglobe invites all interested persons to participate on our conference call at 8:30 AM, Eastern Time on February 18, 2026. The call may also be accessed via an audio webcast.

To join via phone:
Conference call participants should pre-register using this link
https://register-conf.media-server.com/register/BI51f61f62f70847a4a3a2654906d1f419

Once registered, you will receive the dial-in numbers and a personal PIN required to access the conference call.

To join via webcast:
A simultaneous audio webcast, and replay will be accessible here:
https://edge.media-server.com/mmc/p/73qfjudk

About Ferroglobe

Ferroglobe PLC is a leading global producer of silicon metal, silicon- and manganese- based specialty alloys and ferroalloys, serving a customer base across the globe in dynamic and fast-growing end markets, such as solar, electronics, automotive, consumer products, construction, and energy. The Company is based in London. For more information, visit http://investor.ferroglobe.com.

Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of U.S. securities laws. Forward-looking statements are not historical facts but are based on certain assumptions of management and describe the Company’s future plans, strategies and expectations. Forward-looking statements often use forward-looking terminology, including words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “should”,“forecast”, “guidance”, “intends”, “likely”, “may”, “plan”, “potential”, “predicts”, “seek”, “target”, “will” and words of similar meaning or the negative thereof.

Forward-looking statements contained in this press release are based on information currently available to the Company and assumptions that management believe to be reasonable, but are inherently uncertain. As a result, Ferroglobe’s actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements, which are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are, in some cases, beyond the Company’s control.

Forward-looking financial information and other metrics presented herein represent the Company’s goals and are not intended as guidance or projections for the periods referenced herein or any future periods.

All information in this press release is as of the date of its release. Ferroglobe does not undertake any obligation to update publicly any of the forward-looking statements contained herein to reflect new information, events or circumstances arising after the date of this press release. You should not place undue reliance on any forward-looking statements, which are made only as of the date of this press release.

Non-IFRS Measures

This document may contain summarized, non-audited or non-IFRS financial information. The information contained herein should therefore be considered as a whole and in conjunction with all the public information regarding the Company available, including any other documents released by the Company that may contain more detailed information. Adjusted EBITDA, adjusted EBITDA as a percentage of sales, working capital as a percentage of sales, adjusted EBITDA margin, working capital, adjusted net profit, adjusted diluted EPS, adjusted gross debt and net cash/(debt), are non-IFRS financial metrics that management uses in its decision making. Ferroglobe has included these financial metrics to provide supplemental measures of its performance. The Company believes these metrics are important and useful to investors because they eliminate items that have less bearing on the Company’s current and future operating performance and highlight trends in its core business that may not otherwise be apparent when relying solely on IFRS financial measures.

INVESTOR CONTACT:

Alex Rotonen, CFA

Vice President, Investor Relations

Email: investor.relations@ferroglobe.com

MEDIA CONTACT:

Cristina Feliu Roig

Vice President, Communications & Public Affairs

Email: corporate.comms@ferroglobe.com

Ferroglobe PLC and Subsidiaries

Unaudited Condensed Consolidated Income Statement

(in thousands of U.S. dollars, except per share amounts)


		For the Three Months Ended		For the Three Months Ended		For the Three Months Ended		For the Twelve Months Ended		For the Twelve Months Ended
	December 31, 2025		September 30, 2025			December 31, 2024		December 31, 2025	December 31, 2024
Sales	$	329,382	$	311,698	$	367,505	$	1,335,121	$	1,643,939

SEC Form 6-K filed by Ferroglobe PLC