8-K
HARVARD BIOSCIENCE INC (HBIO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 23, 2026
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HARVARD BIOSCIENCE, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 001-33957 | 04-3306140 |
|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
84 October Hill Road
Holliston, MA 01746
(Address of Principal Executive Offices) (Zip Code)
(508) 893-8999
(Registrant's telephone number, including area code)
(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) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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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, $0.01 par value | HBIO | The 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 January 23, 2026, the Board of Directors of Harvard Bioscience, Inc. (the “Company”) approved management’s comprehensive plan, referred to as Project Viking, for the strategic consolidation of its manufacturing operations to improve efficiency and support long-term growth.
The Company will close its manufacturing facility in Holliston, MA and transition U.S. production to its manufacturing hub in Minneapolis, MN. Certain operations will also be relocated to facilities in Germany, Sweden, and the UK, aligning specific product lines with their designated center of excellence and most strategically advantageous logistical location. The Company expects the initiative to deliver approximately $3 million in cost savings in 2027, and approximately $4 million in annual cost savings beginning in 2028, while improving throughput and execution. The savings include reduced overhead, SKU rationalization, improved asset utilization, and targeted reconfiguration of the Company’s workforce across impacted operations.
The Company expects to incur pre-tax restructuring charges related to Project Viking in the range of approximately $3.4 to $4.4 million, including non-cash asset write-off and/or accelerated depreciation charges in the range of approximately $0.6 to $0.7 million, primarily related to the exit of production activities and manufacturing operations at the Holliston, MA manufacturing site. These amounts are estimates and are subject to future changes.
We may incur additional charges in connection with Project Viking and will provide an estimate of any additional charges when known. Restructuring actions under the program are expected to be substantially complete by the first half of 2027. Future actions by the Company or changes in circumstances from current assumptions may cause actual results and future cash payments to differ.
Item 7.01. Regulation FD Disclosure.
On January 29, 2026, the Company issued a press release relating to Project Viking. A copy of the press release is attached hereto as Exhibit 99.1.
The information in Item 7.01 of this Form 8-K, including Exhibit 99.1 attached hereto, 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 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Forward-Looking Statements
This report contains forward-looking statements within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend” “believe” and similar expressions or statements that do not relate to historical matters. Forward-looking statements include, but are not limited to, information concerning the expected impact of Project Viking on our operations, future financial and operational performance and matters relating to our ability to continue as a going concern and fund our operations. Forward-looking statements are not guarantees of future performance and involve known and unknown uncertainties, risks, assumptions, and contingencies, many of which are outside the Company’s control. Risks and other factors that could cause the Company’s actual results to differ materially from those described in its forward-looking statements include those described in the “Risk Factors” section of the Company’s most recently filed Annual Report on Form 10-K as well as in the Company’s other filings with the Securities and Exchange Commission. Forward-looking statements are based on the Company’s expectations and assumptions as of the date of this report. Except as required by law, the Company assumes no obligation to update forward-looking statements to reflect any change in expectations, even as new information becomes available.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release dated January 29, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the 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.
| HARVARD BIOSCIENCE, INC. | ||
|---|---|---|
| Date: January 29, 2026 | By: | /s/ Mark Frost |
| Mark Frost | ||
| Interim Chief Financial Officer |
Exhibit 99.1
Harvard Bioscience Announces Strategic Consolidation of Manufacturing Operations to Improve Efficiency and Support Long-Term Growth
| - | Streamlining production footprint and improving manufacturing efficiency through phased closure of Holliston, MA plant |
|---|---|
| - | Initiative expected to deliver approximately $3 million in cost savings in 2027 and $4 million in annual cost savings beginningin 2028 while improving throughput and execution |
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HOLLISTON, Mass., January 29, 2026 (GLOBE NEWSWIRE) -- Harvard Bioscience, Inc. (Nasdaq: HBIO) (the “Company” or “Harvard Bioscience”), today announced a strategic consolidation of its manufacturing operations designed to enhance operational efficiency, strengthen execution, and accelerate cost-savings efforts.
The Company will close its manufacturing facility in Holliston, MA and transition U.S. production to its manufacturing hub in Minneapolis, MN. Certain operations will also be relocated to facilities in Germany, Sweden, and the UK, aligning specific product lines with their designated center of excellence and most strategically advantageous logistical location.
“Building upon the enhanced flexibility provided by our recent refinancing, this consolidation represents a meaningful step forward in simplifying our manufacturing footprint and strengthening our operating model,” said John Duke, CEO of Harvard Bioscience. “As we have been able to take a deeper look at the business, concentrating our U.S. manufacturing and relocating certain operations to respective international facilities will better leverage the scale, capabilities, and expertise of our sites. We expect the operational synergies generated by the move to improve execution and increase speed-to-market as we build a more agile organization to drive long-term value creation for customers and shareholders.”
The Holliston facility will remain operational throughout 2026 to support continuity and customer service. The consolidation is expected to be completed by the first quarter of 2027. The Company has implemented a comprehensive, phased transition plan designed to prevent any disruption to order fulfillment, product quality, and technical support. Transition-related costs are expected to generate incremental operating expenses throughout 2026 and in the first half of 2027.
This initiative is expected to result in approximately $3 million in cost savings in 2027, and once fully implemented, approximately $4 million in annual cost savings going forward. The savings include reduced overhead, SKU rationalization, improved asset utilization, and a targeted reconfiguration of the Company’s workforce across impacted operations.
The Company has also filed a Current Report on Form 8-K with the U.S. Securities and Exchange Commission containing additional details regarding the consolidation of operations.
About Harvard Bioscience
Harvard Bioscience, Inc. is a leading developer, manufacturer and seller of technologies, products and services that enable fundamental advances in life science applications, including research, drug and therapy discovery, bio-production and preclinical testing for pharmaceutical and therapy development. Our customers range from renowned academic institutions and government laboratories to the world’s leading pharmaceutical, biotechnology and contract research organizations. With operations in the United States, Europe, and China, we sell through a combination of direct and distribution channels to customers around the world.
For more information, please visit our website at www.harvardbioscience.com.
Forward-Looking Statements
This document contains forward-looking statements within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “may,” “will,” “expect,” “plan,” “anticipate,” “estimate,” “intend,” “believe” and similar expressions or statements that do not relate to historical matters. Forward-looking statements include, but are not limited to, statements concerning the impact of the strategic consolidation of the Company’s manufacturing operations, the sustainability of the Company’s capital structure, its lower near-term refinancing risk and path toward long-term deleveraging, expected future financial and operational performance, the strength of the Company’s market position, business model and anticipated macroeconomic conditions, and matters relating to our ability to continue as a going concern, fund our operations, or comply with the terms of our credit agreement. Forward-looking statements do not guarantee future performance and involve known and unknown uncertainties, risks, assumptions, and contingencies, many of which are outside the Company’s control. Risks and other factors that could cause the Company’s actual results to differ materially from those described in its forward-looking statements include those described in the “Risk Factors” section of the Company’s most recently filed Annual Report on Form 10-K and the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 as filed with the Securities and Exchange Commission (“SEC”), as well as in the Company’s other filings with the SEC. Forward-looking statements are based on the Company’s expectations and assumptions as of the date of this document. Except as required by law, the Company assumes no obligation to update forward-looking statements to reflect any change in expectations, even as new information becomes available.
Harvard Bioscience Investor Inquiries:
Mark Frost
Interim Chief Financial Officer
(508) 893-3120
investors@harvardbioscience.com