8-K
KOPIN CORP (KOPN)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Dateof Report (Date of Earliest Event Reported) November 12, 2025
KOPIN
CORPORATION
(ExactName of Registrant as Specified in Charter)
| Delaware | 000-19882 | 04-2833935 |
|---|---|---|
| (State or Other Jurisdiction<br><br> <br>of Incorporation) | (Commission<br><br> <br>File Number) | (IRS Employer<br><br> <br>Identification No.) |
125North Drive, Westborough, MA 01581
(Addressof Principal Executive Offices) (Zip Code)
(508)870-5959
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction A.2 below):
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> 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<br> of each class | Trading<br> Symbol | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock, par value $0.01 | KOPN | Nasdaq<br> 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. ☐
Item2.02. Results of Operations and Financial Condition.
Kopin Corporation (the “Company”) issued a press release on November 12, 2025, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference, in which the Company announced financial results for the third quarter ended September 27, 2025. The information in this Item 2.02 (including Exhibit 99.1) shall not be deemed to be “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, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item9.01. Financial Statements and Exhibits.
(d)Exhibits
See
the Exhibit Index below, which is incorporated by reference herein.
EXHIBIT
INDEX
| Exhibit | Description |
|---|---|
| 99.1 | Press Release dated November 12, 2025, entitled, “Kopin Reports Financial Results for the Third Quarter 2025”. |
| 104 | Cover<br> 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.
| KOPIN<br> CORPORATION | ||
|---|---|---|
| Dated: | November<br> 12, 2025 | /s/ Erich Manz |
| Erich<br> Manz | ||
| Treasurer<br> and Chief Financial Officer | ||
| (Principal<br> Financial and Accounting Officer) |
Exhibit 99.1
KopinCorporation Reports Financial Results for the Third Quarter 2025; $4.1 Million of Net Income, Decreased Liabilities and Improved BalanceSheet
| ● | Strategic<br> partnerships with Theon Sensors, Ondas Holdings and Unusual machines to gain significant<br> and immediate access to international markets and expanded U.S. defense applications |
|---|---|
| ● | Transformative<br> color MicroLED development order with U.S. Army funded by the Industrial Base Analysis and<br> Sustainment (IBAS) program |
| ● | 3Q25<br> net income of $4.1 million and $0.02 earnings per share |
| ● | Solid<br> balance sheet with $26 million in cash on September 27, 2025. $41 million private placement<br> completed subsequent to quarter end |
| ● | Erich<br> Manz started as Chief Financial Officer, effective September 2nd |
WESTBOROUGH,MA, November 12, 2025 (BUSINESSWIRE) – Kopin Corporation (“Kopin” or “the Company”) (Nasdaq: KOPN), a leading developer and provider of high-performance application-specific optical solutions consisting of high-resolution microdisplays, microdisplays subassemblies and related components for defense, enterprise, industrial, and consumer products, today reported financial results for the third quarter ended September 27, 2025.
“Developments over the past few months have put Kopin in a position of transformational change,” said Michael Murray, CEO of Kopin. “In August we disclosed a strategic investment by Theon International Plc, a globally recognized developer and manufacturer of advanced thermal imaging and night vision systems for global defense and thermal imaging markets. We believe this announces Kopin as a global player in microdisplays and application specific optical solutions for defense applications, and drive innovation, expand market reach, and reinforce Kopin’s role in delivering mission-critical optical technologies to allied defense forces worldwide. Defense departments in the U.S., EU and Southeast Asia are increasing their budgets to combat security threats and advancing technologies.”
Mr. Murray, continued, “Subsequent to the end of the quarter, we announced a $41 million private placement with an expanded group of strategic investors which include further investment from Theon along with Ondas Holdings and Unusual Machines. This investment further solidifies our belief that we have the right technologies to co-develop with strategic partners to provide application-specific solutions.
“Lastly, with cash we have available to us, we can now confidently invest in technology and manufacturing development to grow aggressively both in the United States and international markets.”
ThirdQuarter Financial Results
Total revenues for the third quarter ended September 27, 2025, were $12.0 million, compared to $13.3 million for the third quarter ended September 27, 2024. Year-over-year product revenues decreased to $10.7 million compared to $10.9 million in the year ago period. The decrease was primarily due to a decrease in revenues from products used in pilot helmets and training and simulation which was partially offset by an increase in sales from products used in thermal weapon sights. Third quarter 2025 funded research and development revenues decreased to $1.2 million primarily due to the timing of completed projects and focus on moves to production.
Cost of Product Revenues for the third quarter of 2025 were $8.4 million, or 79% of net product revenues, compared with $8.3 million, or 76% of net product revenues for the third quarter of 2024. The increase in cost of product revenue as a percentage of net product revenues for the three months ended September 27, 2025 as compared to the three months ended September 28, 2024 was due higher costs to manufacture training and simulation products and 3DAOI products which was partially offset by improved efficiency in making products for thermal weapon sights.
Research and Development expenses (R&D) for the third quarter of 2025 were $2.5 million compared to $2.6 million for the third quarter of 2024. Customer-funded R&D expense declined by $0.5 million in the third quarter of 2025 as compared to the third quarter of 2024, while internal R&D increased $0.4 million year over year. Customer funded R&D slightly declined due to programs previously in development being transitioned into production. Internal R&D increased primarily due to an increase in internally developed technology focused on future process improvements.
Selling, General and Administration expenses (SG&A) were $1.6 million for the third quarter of 2025, compared to $5.2 million for the third quarter of 2024. The decrease for the three months ending September 27, 2025, as compared to the three months ending September 28, 2024, was primarily due to a decrease in accrued legal expenses of approximately $4.0 million partially offset by an increase in non-cash stock-based compensation of $0.2 million.
Net Income Attributed to Kopin Corporation for the third quarter of 2025 was $4.1 million, or $0.02 per share, compared with a net loss of ($3.5) million, or ($0.03) per share, for the Third Quarter of 2024.
All amounts above are estimates and readers should refer to our Form 10-Q for the quarter ended September 27, 2025, for final disposition as well as important risk factors.
EarningsCall and Webcast
Kopin Corporation management will host the conference call, followed by a question-and-answer session.
Date: Wednesday, November 12, 2025
Time: 8:30 AM Eastern Time (5:30 AM Pacific Time)
U.S. dial-in number: 800-245-3047
International number: 203-518-9765
Conference ID: KOPIN
Webcast: 3Q25 Webcast Link
The Company will also provide a link at https://www.kopin.com/investors/ for those who wish to stream the call via webcast. Please call the conference telephone number 5-10 minutes prior to the start time.
A telephonic replay of the conference call will also be available through November 26, 2025.
Toll-free replay number: 844-512-2921
International replay number: 412-317-6671
Replay passcode: 11160427
AboutKopin
Kopin Corporation is a leading developer and provider of innovative display and optical technologies sold as critical components and subassemblies for defense, industrial and consumer products. Kopin’s technology portfolio includes ultra-small MicroLED (µLED), Active-Matrix Liquid Crystal displays (AMLCD), Liquid Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode (OLED) displays, a variety of optics, and low-power ASICs. For more information, please visit Kopin’s website at www.kopin.com. Kopin is a trademark of Kopin Corporation.
Forward-LookingStatements
Statements in this press release may be considered “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which are subject to the safe harbor created by such sections. Words such as “expects,” “believes,” “can,” “will,” “estimates,” and variations of such words and similar expressions, and the negatives thereof, are intended to identify such forward-looking statements. We caution readers not to place undue reliance on any such “forward-looking statements,” which speak only as of the date made, and advise readers that these forward-looking statements are not guarantees of future performance and involve certain risks, uncertainties, estimates, and assumptions by us that are difficult to predict. These forward-looking statements may include statements with respect to our projected increase in demand for our thermal weapons displays; our belief that we will gain significant and immediate access to international markets and expanded U.S. defense applications; our belief we can grow aggressively both in the United States and International markets; and our belief that there are opportunities for additional follow-on orders and several new customer development orders which we expect to receive soon. Various factors, some of which are beyond our control, could cause actual results to differ materially from those expressed in, or implied by, such forward-looking statements, including without limitation our ability to produce thermal weapons displays in adequate quantities to meet projected demand, the outcome of any litigation and other factors beyond our control. All such forward-looking statements, whether written or oral, and whether made by us or on our behalf, are expressly qualified by these cautionary statements and any other cautionary statements that may accompany the forward-looking statements. In addition, we disclaim any obligation to update any forward-looking statements to reflect events or circumstances after the date of this press release, except as may otherwise be required by the federal securities laws. These forward-looking statements are only predictions, subject to risks and uncertainties, and actual results could differ materially from those discussed. Important factors that could affect performance and cause results to differ materially from management’s expectations are described in Part I, Item 1A. Risk Factors; Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations; and other parts of our Annual Report on Form 10-K, as amended, for the fiscal year ended December 28, 2024, or as updated from time to time our Securities and Exchange Commission filings.
ContactInformation
ForInvestor Relations
Kopin Corporation
ErichManz
Treasurer and Chief Financial Officer
emanz@kopin.com
MZContact
Brian M. Prenoveau, CFA
MZ Group – MZ North America
KOPN@mzgroup.us
+561 489 5315
KopinCorporation
CondensedConsolidated Balance Sheets
(Unaudited)
| September 27, 2025 | December 28, 2024 | |||
|---|---|---|---|---|
| ASSETS | ||||
| Current assets: | ||||
| Cash, restricted cash and marketable securities | $ | 27,558,140 | $ | 36,629,778 |
| Accounts receivable, net | 6,357,343 | 11,850,654 | ||
| Inventory | 6,293,750 | 6,134,096 | ||
| Contract assets and unbilled receivables | 10,407,518 | 7,074,020 | ||
| Prepaid and other current assets | 2,558,969 | 1,153,852 | ||
| Total current assets | 53,175,720 | 62,842,400 | ||
| Plant and equipment, net | 2,750,197 | 2,099,708 | ||
| Operating lease right-of-use assets | 2,015,472 | 2,134,898 | ||
| Equity investments | 3,151,255 | 3,564,938 | ||
| Other assets | 123,822 | 123,822 | ||
| Total assets | $ | 61,216,466 | $ | 70,765,766 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 6,125,584 | $ | 5,941,470 |
| Accrued expenses | 3,871,275 | 3,095,414 | ||
| Accrued Compensation | 40,000 | 40,000 | ||
| Customer deposits | 9,542 | - | ||
| Deferred tax liabilities | 465,403 | 414,118 | ||
| Contract liabilities and billings in excess of revenue earned | 1,365,819 | 87,752 | ||
| Operating lease liabilities | 775,814 | 639,642 | ||
| Accrued warranty | 2,069,000 | 2,557,000 | ||
| Accrued legal expenses | 1,850,000 | 6,367,900 | ||
| Accrued litigation damages | 19,700,000 | 24,800,000 | ||
| Total current liabilities | 36,272,437 | 43,943,296 | ||
| Other long term liabilities | 2,391,440 | 2,060,932 | ||
| Operating lease liabilities, net of current portion | 1,230,109 | 1,479,976 | ||
| Total stockholders’ equity | 21,322,480 | 23,281,562 | ||
| Total liabilities and stockholders’ equity | $ | 61,216,466 | $ | 70,765,766 |
KopinCorporation
CondensedConsolidated Statements of Operations
(Unaudited)
| Three Months Ended | Nine Months Ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 27, 2025 | September 28, 2024 | September 27, 2025 | September 28, 2024 | |||||||||
| Revenues: | ||||||||||||
| Net product revenues | $ | 10,693,734 | $ | 10,922,470 | $ | 27,422,055 | $ | 31,001,866 | ||||
| Research and development revenues | 1,199,937 | 2,268,072 | 3,344,511 | 4,338,366 | ||||||||
| Other revenues | 68,754 | 129,066 | 189,234 | 348,440 | ||||||||
| 11,962,425 | 13,319,608 | 30,955,800 | 35,688,672 | |||||||||
| Expenses: | ||||||||||||
| Cost of product revenues | 8,397,135 | 8,316,904 | 23,098,119 | 25,543,806 | ||||||||
| Research and development | 2,502,988 | 2,596,649 | 6,564,345 | 6,537,065 | ||||||||
| Selling, general and administration | 1,629,175 | 5,206,880 | 11,229,549 | 19,706,613 | ||||||||
| Litigation damages | (5,100,000 | ) | - | (5,100,000 | ) | 24,800,000 | ||||||
| 7,429,298 | 16,120,433 | 35,792,013 | 76,587,484 | |||||||||
| Income (Loss) from operations | 4,533,127 | (2,800,825 | ) | (4,836,213 | ) | (40,898,812 | ) | |||||
| Other (expense) income, net | (400,523 | ) | (534,517 | ) | 792,651 | (906,743 | ) | |||||
| Income (Loss) before provision for income taxes | 4,132,604 | (3,335,342 | ) | (4,043,562 | ) | (41,805,555 | ) | |||||
| Tax provision | (52,000 | ) | (125,000 | ) | (156,000 | ) | (125,000 | ) | ||||
| Net Income (loss) | 4,080,604 | (3,460,342 | ) | (4,199,562 | ) | (41,930,555 | ) | |||||
| Net loss per share: | ||||||||||||
| Basic | $ | 0.02 | $ | (0.03 | ) | $ | (0.03 | ) | $ | (0.34 | ) | |
| Diluted | $ | 0.02 | $ | (0.03 | ) | $ | (0.03 | ) | $ | (0.34 | ) | |
| Weighted average number of common shares outstanding: | ||||||||||||
| Basic | 166,618,201 | 124,318,056 | 166,362,609 | 121,944,597 | ||||||||
| Diluted | 169,448,696 | 124,318,056 | 166,362,609 | 121,944,597 |
KopinCorporation
SupplementalInformation
(Unaudited)
| Three<br> Months Ended | Nine<br> Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September<br> 27, 2025 | September<br> 28, 2024 | September<br> 27, 2025 | September<br> 28, 2024 | |||||
| Display<br> Revenues by Category (in millions) | ||||||||
| Defense | $ | 9.9 | $ | 10.4 | $ | 24.6 | $ | 29.1 |
| Industrial/Enterprise | 0.8 | 0.5 | 2.2 | 1.9 | ||||
| Medical | - | - | 0.6 | - | ||||
| R&D | 1.2 | 2.3 | 3.4 | 4.3 | ||||
| License<br> and Royalties | 0.1 | 0.1 | 0.2 | 0.4 | ||||
| Total | $ | 12.0 | $ | 13.3 | $ | 31.0 | $ | 35.7 |
| Stock-Based<br> Compensation Expense | ||||||||
| Cost<br> of product revenues | $ | 165,000 | $ | 368,000 | $ | 390,000 | $ | 857,000 |
| Research<br> and development | 161,000 | 309,000 | 403,000 | 570,000 | ||||
| Selling,<br> general and administrative | 781,000 | 536,000 | 1,835,000 | 1,197,000 | ||||
| $ | 1,107,000 | $ | 1,213,000 | $ | 2,628,000 | $ | 2,624,000 | |
| Other<br> Financial Information | ||||||||
| Depreciation<br> and amortization | $ | 194,000 | $ | 139,000 | $ | 639,000 | $ | 471,000 |