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MTLS 6-K

Materialise NV (MTLS)

6-K 2026-08-27 For: 2026-08-27
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Added on August 27, 2026

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 August 2026

Commission File Number: 001-36515

Materialise NV

Technologielaan 15

3001 Leuven

Belgium

(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 x Form 40-F ¨

This Form 6-K is incorporated by reference into the registrant’s Registration Statement on Form F-3 (File No. 333-213649).

Second Quarter and Half-Year 2026 Financial Results

Except as otherwise required by the context, references to “Materialise,” “Company,” “we,” “us,” and “our” are to

Materialise NV and its subsidiaries.

Second Quarter 2026 Financial Results

Total revenue for the second quarter of 2026 increased by 8.1% to 70,073 kEUR from 64,831 kEUR for the second quarter of 2025.

Revenue from our Materialise Medical segment increased 12.2% to 36,873 kEUR for the second quarter of 2026 compared to 32,850 kEUR for the same period in 2025.

Revenue from our Materialise Software segment decreased 2.7% to 9,601 kEUR for the second quarter of 2026 from 9,872 kEUR for the same quarter last year.

Revenue from our Materialise Manufacturing segment increased 6.7% to 23,597 kEUR for the second quarter of 2026 from 22,109 kEUR for the second quarter of 2025.

Gross profit increased 5.3% to 39,776 kEUR for the second quarter of 2026 compared to 37,778 kEUR for the same period last year, while gross profit as a percentage of revenue ended at 56.8% compared to 58.3% for the second quarter of 2025.

Research and development (“R&D”), sales and marketing (“S&M”), and general and administrative (“G&A”) expenses increased, in the aggregate, by 3.9% to 37,758 kEUR for the second quarter of 2026 from 36,334 kEUR for the second quarter of 2025.

Net other operating income was 766 kEUR compared to 1,286 kEUR for the second quarter of 2025. Net operating income in the second quarter of 2026 includes non-recurring charges of 689 kEUR from the impairment of tangible and intangible assets related to the previously reported transfer of its eyewear business.

Operating result remained fairly stable at 2,785 kEUR compared to 2,730 kEUR for the second quarter of 2025, while net financial result was 242 kEUR, compared to (3,052) kEUR for the second quarter of 2025 (the latter being significantly impacted by unfavorable foreign exchange results).

The second quarter of 2026 contained net tax benefits of 304 kEUR, compared to net tax benefits of 521 kEUR in the second quarter of 2025.

As a result of the above, net profit for the second quarter of 2026 increased sharply to 3,331 kEUR, compared to 199 kEUR for the same period in 2025.

Cash flow from operating activities for the second quarter of 2026 amounted to 8,146 kEUR compared to (27) kEUR for the same period in 2025. Total cash used for capital expenditures for the second quarter of 2026 amounted to 1,975 kEUR and free cash flow after operating and investing activities was 5,625 kEUR.

Adjusted EBIT increased by 26.9% to 3,880 kEUR for the second quarter of 2026 compared to 3,058 kEUR for the 2025 period. The Adjusted EBIT margin (Adjusted EBIT divided by total revenue) for the second quarter of 2026 was 5.5%, compared to 4.7% for the second quarter of 2025.

Adjusted EBITDA for the second quarter of 2026 increased by 15.7% to 9,593 kEUR compared to 8,288 kEUR for the 2025 period.

Adjusted EBITDA from our Materialise Medical segment increased 7.7% to 11,553 kEUR for the second quarter of 2026 compared to 10,728 kEUR, while the Adjusted EBITDA margin for the segment (segment Adjusted EBITDA divided by segment revenue) was 31.3% compared to 32.7% for the second quarter of 2025.

Adjusted EBITDA from our Materialise Software segment decreased to 981 kEUR from 1,373 kEUR, while the Adjusted EBITDA margin for the segment was 10.2% compared to 13.9% for the prior-year period.

Adjusted EBITDA from our Materialise Manufacturing segment improved to (285) kEUR compared to (807) kEUR for the same period in 2025, while the Adjusted EBITDA margin for the segment was (1.2)% compared to (3.6)% for the second quarter of 2025.

Half-Year 2026 Financial Results

Total revenue for the first half of 2026 increased by 3.9% to 136,349 kEUR, compared to 131,210 kEUR for the same period in 2025.

Revenue from our Materialise Medical segment increased by 9.6% to 70,039 kEUR for the first half of 2026, compared to 63,928 kEUR for the same period in 2025.

Revenue from our Materialise Software segment decreased 2.1% to 19,242 kEUR for the first half of 2026 compared to 19,647 kEUR for the same period in 2025.

Revenue from our Materialise Manufacturing segment decreased 1.2% to 47,067 kEUR for the first half of 2026 from 47,635 kEUR for the first half of 2025.

Consolidated gross profit increased 4.3% to 77,670 kEUR from 74,502 kEUR in last year’s first half. Gross profit as a percentage of revenue increased to 57.0%, compared to 56.8% in the first half of 2025.

Research and development (“R&D”) expenses increased by 7.4% to 24,203 kEUR in the first half of 2026 reflecting higher investments in our Materialise Medical and Materialise Software segments. Other operational expenses, including sales and marketing ("S&M") and general and administrative ("G&A") expenses, remained stable in aggregate at 50,268 kEUR for the first half of 2026, compared to 50,311 kEUR for the first half of 2025.

Net other operating income was 1,676 kEUR compared to 1,646 kEUR for the first half of 2025.

Operating result increased to 4,875 kEUR for the first half of 2026 compared to 3,303 kEUR in the same period of the prior year.

Net financial result amounted to 634 kEUR compared to (3,927) kEUR for the first half of 2025.

Income taxes amounted to (358) kEUR compared to 287 kEUR for the first half of 2025.

As a result, net profit amounted to 5,152 kEUR for the first half of 2026 compared to a net loss of (337) kEUR in the first half of 2025.

Cash flow from operating activities for the first half of 2026 increased to 15,060 kEUR compared to 9,686 kEUR for the first half of 2025. Total capital expenditures for the first half of 2026 amounted to 3,445 kEUR compared to 6,561 kEUR for the first half of 2025. Free cash flow, after operating and investing activities, for the first half of 2026 amounted to 11,368 kEUR.

At June 30, 2026, we held cash and cash equivalents of 133,735 kEUR compared to 133,918 kEUR at December 31, 2025. Gross debt decreased to 59,521 kEUR, compared to 63,113 kEUR at December 31, 2025. As a result, our net cash position increased by 3,409 kEUR to 74,214 kEUR compared to 70,805 kEUR as of December 31, 2025. At the end of the second quarter of 2026, Materialise had bought back 1,070,797 own shares for a total amount (excluding transaction costs) of 5,212 kEUR (6,091 kUSD) under its previously announced share buy-back program.

Net shareholders' equity at June 30, 2026 increased to 256,268 kEUR compared to 255,482 kEUR at December 31, 2025.

Adjusted EBIT for the first half of 2026 increased by 71.4% to 6,351 kEUR, up from 3,703 kEUR for the corresponding period in 2025. The Adjusted EBIT margin for the first half of 2026 increased to 4.7%, compared to 2.8% for the same period in 2025. Adjusted EBITDA for the first half of 2026 increased by 22.2% to 17,642 kEUR, compared to 14,434 kEUR for the same period in 2025.

Adjusted EBITDA from our Materialise Medical segment increased by 5.1% to 20,787 kEUR from 19,775 kEUR. Adjusted EBITDA margin for the segment ended at 29.7% in the first half of 2026 compared to 30.9% for the first half of 2025.

Adjusted EBITDA from our Materialise Software segment increased by 6.7% to 2,103 kEUR from 1,971 kEUR. Adjusted EBITDA margin for the segment improved to 10.9% in the first half of 2026, compared to 10.0% in the first half of 2025.

Adjusted EBITDA from our Materialise Manufacturing segment improved to (4) kEUR compared to (1,185) kEUR. The Adjusted EBITDA margin for the segment was (0.0)% in the first half of 2026, compared to (2.5)% in the first half of 2025.

Non-IFRS Measures

Materialise uses EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA as supplemental financial measures of its financial performance, including for purposes of monitoring compliance with financial covenants, supporting discussions with financing institutions, and meeting reporting requirements to our banks. EBIT is calculated as net profit plus income taxes, financial expenses (less financial income) and shares of profit or loss in a joint venture. EBITDA is calculated as net profit plus income taxes, financial expenses (less financial income), shares of profit or loss in a joint venture and depreciation and amortization. Adjusted EBIT and Adjusted EBITDA are determined by adding to EBIT and EBITDA, respectively (i) share-based compensation expenses, (ii) acquisition expenses related to business combinations or divestiture-related expenses, (iii) impairments and revaluation of fair value due to business combinations and (iv) costs incurred in relation to corporate initiatives, restructurings or reorganizations that are of a non-recurring nature. Management believes these non-IFRS measures to be important measures as they exclude the effects of items which primarily reflect the impact of financing decisions and, in the case of EBITDA and Adjusted EBITDA, long term investment, rather than the performance of the company’s day-to-day operations. The company also uses segment Adjusted EBITDA and segment Adjusted EBITDA margin to evaluate the performance of its three business segments. As compared to net profit, these measures are limited in that they do not reflect the cash requirements necessary to service interest or principal payments on the company’s indebtedness and, in the case of EBITDA and Adjusted EBITDA, these measures are further limited in that they do not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the company’s business, or the changes associated with impairments. Management evaluates such items through other financial measures such as financial expenses, capital expenditures and cash flow provided by operating activities. The company believes that these measurements are useful to measure a company’s ability to grow or as a valuation measurement. The company’s calculation of EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA should not be considered as alternatives to net profit or any other performance measure derived in accordance with IFRS. The company’s presentation of EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA should not be construed to imply that its future results will be unaffected by unusual or non-recurring items.

Exchange Rate

This document contains translations of certain euro amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from euros to U.S. dollars in this document were made at a rate of EUR 1.00 to USD 1.1394, the reference rate of the European Central Bank on June 30, 2026.

About Materialise

Materialise NV incorporates more than three decades of 3D printing experience into a range of software solutions and 3D printing services that empower sustainable 3D printing applications. Our open, secure, and innovative end-to-end solutions enable flexible industrial manufacturing and mass personalization in various industries — including healthcare, automotive, aerospace, art and design, wearables, and consumer goods. Headquartered in Belgium and with branches worldwide, Materialise NV combines the largest group of software developers in the industry with one of the world's largest and most complete 3D printing facilities.

Consolidated income statements (Unaudited)

for the three months ended June 30, for the six months ended<br>June 30,
In '000 2026 2026 2025 2026 2025
U.S.
Revenue 79,841 70,073 64,831 136,349 131,210
Cost of Sales (34,520 ) (30,297 ) (27,053 ) (58,679 ) (56,708 )
Gross Profit 45,321 39,776 37,778 77,670 74,502
Gross profit as % of revenue 56.8 % 56.8 % 58.3 % 57.0 % 56.8 %
Research and development expenses (14,029 ) (12,312 ) (11,120 ) (24,203 ) (22,534 )
Sales and marketing expenses (17,329 ) (15,209 ) (15,471 ) (30,644 ) (30,542 )
General and administrative expenses (11,663 ) (10,236 ) (9,744 ) (19,623 ) (19,769 )
Net other operating income/(expense) 873 766 1,286 1,676 1,646
Operating profit (loss) 3,173 2,785 2,730 4,875 3,303
Financial expenses (993 ) (871 ) (4,039 ) (1,571 ) (6,811 )
Financial income 1,268 1,113 987 2,205 2,884
Profit (loss) before taxes 3,448 3,027 (322 ) 5,510 (624 )
Income tax benefit/(expense) 347 304 521 (358 ) 287
Net profit (loss) for the period 3,795 3,331 199 5,152 (337 )
Net profit (loss) attributable to:
The owners of the parent 3,795 3,331 199 5,152 (336 )
Non-controlling interest - 0 - 0 (2 )
Earning per share attributable to owners of the parent
Basic 0.07 0.06 0.00 0.09 (0.01 )
Diluted 0.07 0.06 0.00 0.09 (0.01 )
Weighted average basic shares outstanding 58,310 58,310 59,067 58,586 59,067
Weighted average diluted shares outstanding 58,329 58,329 59,067 58,592 59,067

Consolidated statements of comprehensive income (Unaudited)

for the three months ended June 30, for the six months ended June 30,
In 000€ 2026 2026 2025 2026 2025
U.S.
Net profit (loss) for the period 3,795 3,331 199 5,152 (337 )
Other comprehensive income/(loss)
Items that are or may be reclassified subsequently to profit or loss
Exchange difference on translation of foreign operations 91 80 624 257 1,129
Exchange differences resulting from net investment in foreign operations 182 160 - 537 -
Other comprehensive income/(loss), net of taxes 273 240 624 794 1,129
Total comprehensive income/(loss), net of taxes 4,069 3,571 823 5,946 792
Total comprehensive income/(loss) attributable to:
The owners of the parent 4,071 3,573 817 5,951 785
Non-controlling interests (2 ) (2 ) 6 (5 ) 7

Consolidated statement of financial position (Unaudited)

As of<br>June 30, As of<br>December 31,
In 000€ 2026 2025
Assets
Non-current assets
Goodwill 43,205 43,161
Intangible assets 23,281 25,639
Property, plant & equipment 109,776 112,854
Right-of-Use assets 5,873 5,429
Deferred tax assets 4,158 3,971
Investments in convertible loans 404 -
Investments in non-listed equity instruments 8 -
Other non-current assets 9,739 5,983
Total non-current assets 196,443 197,038
Current assets
Inventories 16,846 14,904
Trade receivables 56,173 54,938
Other current assets 14,468 15,533
Cash and cash equivalents 133,735 133,918
Assets held for sale 0 4,314
Total current assets 221,221 223,607
Total assets 417,665 420,646
As of<br>June 30, As of<br>December 31,
--- --- --- --- --- --- ---
In 000€ 2026 2025
Equity and liabilities
Equity
Share capital 4,487 4,487
Share premium 203,895 203,895
Treasury shares (5,230 ) -
Retained earnings and other reserves 53,202 47,180
Equity attributable to the owners of the parent 256,354 255,562
Non-controlling interest (86 ) (80 )
Total equity 256,268 255,482
Non-current liabilities
Loans & borrowings 46,745 49,726
Lease liabilities 3,526 3,063
Deferred tax liabilities 2,467 2,660
Deferred income 16,286 17,344
Other non-current liabilities 417 486
Total non-current liabilities 69,441 73,280
Current liabilities
Loans & borrowings 6,775 7,759
Lease liabilities 2,475 2,565
Trade payables 19,382 20,125
Tax payables 934 748
Deferred income 46,267 43,523
Other current liabilities 16,122 16,362
Liabilities held for sale 0 802
Total current liabilities 91,955 91,884
Total equity and liabilities 417,665 420,646

Consolidated statement of cash flows (Unaudited)

for the six months ended<br><br>June 30,
In 000€ 2026 2025
Operating activities
Net (loss) profit for the period 5,152 (337 )
Non-cash and operational adjustments
Depreciation of property plant & equipment 8,097 7,448
Amortization of intangible assets 3,965 3,210
Share-based payment expense 115 117
Loss (gain) on disposal of intangible assets and property, plant & equipment (331 ) (21 )
Government grants (239 ) (101 )
Movement in provisions (49 ) (366 )
Movement reserve for bad debt and slow moving inventory 449 271
Financial income (2,225 ) (2,876 )
Financial expense 1,598 6,770
Impact of foreign currencies (59 ) (70 )
Income taxes and deferred taxes 359 (295 )
Working capital adjustments and income tax (paid)/received
Decrease (increase) in trade receivables and other receivables (210 ) 2,093
Decrease (increase) in inventories and contracts in progress (2,246 ) (500 )
Increase in trade payables and other payables (807 ) (6,278 )
Income tax (paid)/received 184 (679 )
Interest received 1,308 1,300
Net cash flow from operating activities 15,060 9,686
for the six months ended<br><br>June 30,
--- --- --- --- --- --- ---
In 000€ 2026 2025
Investing activities
Purchase of property, plant & equipment (2,792 ) (5,617 )
Purchase of intangible assets (654 ) (944 )
Proceeds from the sale of property, plant & equipment & intangible assets 409 233
Cash transferred out upon divestment (488 ) -
Investments in associates and joint ventures (8 ) -
Convertible loan to third party (400 ) -
Capital government grants received 240 2,640
Net cash flow used in investing activities (3,692 ) (3,688 )
Financing activities
Proceeds from loans & borrowings - 20,000
Repayment of loans & borrowings (3,951 ) (6,860 )
Repayment of leases (1,917 ) (1,544 )
Interest paid (978 ) (621 )
Other financial income (expense), net 18 (1,300 )
Repurchase of treasury shares (5,230 ) -
Net cash flow from (used in) financing activities (12,058 ) 9,676
Net increase/(decrease) of cash & cash equivalents (690 ) 15,673
Cash & Cash equivalents at the beginning of the year 133,918 102,304
Exchange rate differences on cash & cash equivalents 507 (913 )
Cash & cash equivalents at end of the period 133,735 117,064

Reconciliation of Net Profit (Loss) to EBITDA and Adjusted EBITDA (Unaudited)

for the three months ended<br>June 30, for the six months ended<br><br>June 30,
In 000€ 2026 2025 2026 2025
Net profit (loss) for the period 3,331 199 5,152 (337 )
Income taxes (304 ) (521 ) 358 (287 )
Financial expenses 871 4,039 1,571 6,811
Financial income (1,113 ) (987 ) (2,205 ) (2,884 )
Depreciation and amortization 5,712 5,230 11,291 10,731
EBITDA 8,497 7,960 16,167 14,034
Share-based compensation expense (1) 59 45 115 117
Restructuring and corporate initiatives (2) 178 283 435 283
Impairments (3) 689 - 756 -
Divestitures-related expenses (4) 169 - 169 -
Adjusted EBITDA 9,593 8,288 17,642 14,434

(1) Share-based compensation expense represents the cost of equity-settled and share-based payments to employees.

(2) Non-recurring costs related to corporate initiatives, restructurings or reorganizations.

(3) Impairments represent the impairment of tangible and intangible assets of RapidFit NV and Eyewear resulting from the transfer of the assets to their respective management teams.

(4) Divestitures-related expenses represent fees and costs in connection with the divestitures of RapidFit and Eyewear.

Reconciliation of Net Profit (Loss) to EBIT and Adjusted EBIT (Unaudited)

for the three months ended<br>June 30, for the six months ended<br><br>June 30,
In 000€ 2026 2025 2026 2025
Net profit (loss) for the period 3,331 199 5,152 (337 )
Income taxes (304 ) (521 ) 358 (287 )
Financial expenses 871 4,039 1,571 6,811
Financial income (1,113 ) (987 ) (2,205 ) (2,884 )
EBIT 2,785 2,730 4,876 3,303
Share-based compensation expense (1) 59 45 115 117
Restructuring and corporate initiatives (2) 178 283 435 283
Impairments (3) 689 - 756 -
Divestitures-related expenses (4) 169 - 169 -
Adjusted EBIT 3,880 3,058 6,351 3,703

(1) Share-based compensation expense represents the cost of equity-settled and share-based payments to employees.

(2) Non-recurring costs related to corporate initiatives, restructurings or reorganizations.

(3) Impairments represent the impairment of tangible and intangible assets of RapidFit NV and Eyewear resulting from the transfer of the assets to their respective management teams.

(4) Divestitures-related expenses represent fees and costs in connection with the divestitures of RapidFit and Eyewear.

Segment P&L (Unaudited)

In 000€ Materialise<br>Medical Materialise<br>Software Materialise<br>Manufacturing Total<br>segments Unallocated<br><br>(1) Consolidated
For the three months ended June 30, 2026
Revenues 36,873 9,601 23,597 70,071 2 70,073
Segment (adj) EBITDA 11,553 981 (285 ) 12,248 (2,656 ) 9,593
Segment (adj) EBITDA % 31.3 % 10.2 % -1.2 % 17.5 % 13.7 %
For the three months ended June 30, 2025
Revenues 32,850 9,872 22,109 64,831 (0 ) 64,831
Segment (adj) EBITDA 10,728 1,373 (807 ) 11,294 (3,005 ) 8,288
Segment (adj) EBITDA % 32.7 % 13.9 % -3.6 % 17.4 % 12.8 %
In 000€ Materialise<br>Medical Materialise<br>Software Materialise<br>Manufacturing Total<br>segments Unallocated<br>(1) Consolidated
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
For the six months ended June 30, 2026
Revenues 70,039 19,242 47,067 136,347 2 136,349
Segment (adj) EBITDA 20,787 2,103 (4 ) 22,886 (5,245 ) 17,642
Segment (adj) EBITDA % 29.7 % 10.9 % 0.0 % 16.8 % 12.9 %
For the six months ended June 30, 2025
Revenues 63,928 19,647 47,635 131,210 (0 ) 131,210
Segment (adj) EBITDA 19,775 1,971 (1,185 ) 20,561 (6,127 ) 14,434
Segment (adj) EBITDA % 30.9 % 10.0 % -2.5 % 15.7 % 11.0 %

(1) Unallocated segment adjusted EBITDA consists of corporate research and development and corporate other operating income (expense), and the added share-based compensation expenses, acquisition expenses related to business combinations or divestiture-related expenses, impairments and revaluation of fair value of business combinations and non-recurring costs related to corporate initiatives, restructurings and reorganizations that are included in Adjusted EBITDA and that are not allocated to the reporting segments .

Reconciliation of Net Profit (Loss) to Segment adjusted EBITDA (Unaudited)

for the three months ended<br>June 30, for the six months ended<br><br>June 30,
In 000€ 2026 2025 2026 2025
Net profit (loss) for the period 3,331 199 5,152 (337 )
Income taxes (304 ) (521 ) 358 (287 )
Financial expenses 871 4,039 1,571 6,811
Financial income (1,113 ) (987 ) (2,205 ) (2,884 )
Operating (loss) profit 2,785 2,730 4,876 3,303
Depreciation and amortization 5,712 5,230 11,291 10,731
Corporate research and development 935 1,070 1,813 2,100
Corporate headquarter costs 3,219 2,895 6,215 5,747
Other operating income (expense) (1,151 ) (810 ) (2,125 ) (1,498 )
Impairments (1) 689 - 756 -
Segment restructuring and reorganization (2) 59 178 59 178
Segment adjusted EBITDA 12,248 11,294 22,886 20,561

(1) Impairments represent the impairment of tangible and intangible assets of RapidFit NV and Eyewear resulting from the transfer of the assets to their respective management teams.

(2) Costs related to restructuring activities and organizational changes within specific reported business segments, including personnel-related and other associated expenses.

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.

MATERIALISE NV
By: /s/ Brigitte de Vet-Veithen
Name: Brigitte de Vet-Veithen
De Vet Management BV
Title: Chief Executive Officer

Date: August 27, 2026