NVMI 6-K

Nova Ltd. (NVMI)

6-K 2026-02-12 For: 2026-02-12

View Original

Added on April 11, 2026

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →

	Q4 2025	Q3 2025	Q4 2024	FY 2025	FY 2024
Revenues	$222,624	$224,608	$194,766	$880,577	$672,396
Net Income	$64,888	$61,421	$50,481	$259,223	$183,762
Earnings per Diluted Share	$1.94	$1.90	$1.58	$7.96	$5.75

	Q4 2025	Q3 2025	Q4 2024	FY 2025	FY 2024
Net Income	$72,239	$69,991	$62,302	$282,588	$214,926
Earnings per Diluted Share	$2.14	$2.16	$1.94	$8.62	$6.69

	As of December 31,
	2025		2024
ASSETS
Current assets
Cash and cash equivalents		214,462		157,779
Short-term interest-bearing bank deposits		512,250		211,877
Marketable securities		321,798		216,910
Trade accounts receivable, net		151,929		139,318
Inventories		183,671		156,599
Other current assets		26,692		19,466
Total current assets		1,410,802		901,949
Non-current assets
Marketable securities		584,731		225,818
Interest-bearing bank deposits and restricted deposits		12,508		7,847
Deferred tax assets		38,819		31,639
Operating lease right-of-use assets		57,731		51,193
Property plant and equipment, net		102,625		81,746
Intangible assets, net		45,819		31,458
Goodwill		90,807		48,317
Other long-term assets		16,704		10,455
Total non-current assets		949,744		488,473
Total assets		2,360,546		1,390,422
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Convertible senior notes, net		-		180,564
Trade accounts payable		46,982		59,578
Deferred revenues		67,163		72,886
Operating lease current liabilities		8,204		7,169
Other current liabilities		102,186		68,033
Total current liabilities		224,535		388,230
Non-current liabilities
Convertible senior notes, net		731,680		-
Operating lease long-term liabilities		59,271		48,363
Long-term deferred tax liability		10,221		8,495
Other long-term liabilities		16,591		17,539
Total non-current liabilities		817,763		74,397
Shareholders' equity		1,318,248		927,795
Total liabilities and shareholders' equity		2,360,546		1,390,422

	Three months ended December 31,				Year ended December 31,
	2025		2024		2025		2024
Revenues:
Products		174,954		158,546		705,598		538,350
Services		47,670		36,220		174,979		134,046
Total revenues		222,624		194,766		880,577		672,396
Total cost of revenues		94,391		84,835		375,377		285,310
Gross profit		128,233		109,931		505,200		387,086
Operating expenses:
Research and development, net		37,972		30,909		143,392		110,257
Sales and marketing		22,316		15,980		82,208		65,090
General and administrative		7,212		7,571		26,132		24,199
Total operating expenses		67,500		54,460		251,732		199,546
Operating income		60,733		55,471		253,468		187,540
Financing income, net		12,164		3,756		49,818		28,747
Income before taxes on income		72,897		59,227		303,286		216,287
Income tax expenses		8,209		8,746		44,063		32,525
Net income for the period		64,688		50,481		259,223		183,762

Earnings per share:
Basic		2.09		1.72		8.61		6.31
Diluted		1.94		1.58		7.96		5.75

Shares used in calculation of earnings per share (in thousands):
Basic		31,025		29,304		30,108		29,113
Diluted		33,830		32,062		32,800		32,138

	Three months ended December 31,						Year ended December 31,
	2025			2024			2025			2024
Cash flows from operating activities:
Net income		64,688			50,481			259,223			183,762
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property and equipment		3,767			3,029			13,469			11,736
Amortization of intangible assets		2,544			1,267			8,897			5,643
Amortization of premium and accretion of discount on marketable securities, net		(1,550	)		(1,820	)		(5,743	)		(7,178	)
Amortization of debt issuance costs		980			310			1,996			1,280
Share-based compensation		6,977			6,349			26,291			25,209
Net effect of exchange rate fluctuation		(1,262	)		4,109			(18,647	)		3,025
Changes in assets and liabilities:
Trade accounts receivable, net		(7,004	)		(26,196	)		(7,022	)		(29,051	)
Inventories		(911	)		876			(19,004	)		(23,897	)
Other current and long-term assets		(2,924	)		(4,097	)		(17,457	)		(9,671	)
Deferred tax, net		(4,160	)		(4,849	)		(13,787	)		(9,722	)
Operating lease right-of-use assets		1,419			559			3,660			3,668
Trade accounts payable		(4,189	)		6,309			(8,788	)		17,506
Deferred revenues		(3,481	)		19,494			(7,894	)		34,553
Operating lease liabilities		585			97			1,745			(3,938	)
Other current and long-term liabilities		4,608			12,686			28,213			32,299
Accrued severance pay, net		41			(82	)		461			42
Net cash provided by operating activities		60,128			68,522			245,613			235,266
Cash flows from investment activities:
Acquisition of subsidiary, net of acquired cash		-			-			(56,355	)		-
Change in short-term and long-term interest-bearing bank deposits		(332,602	)		(4,339	)		(303,674	)		(93,595	)
Investment in marketable securities		(88,512	)		(60,175	)		(754,833	)		(271,987	)
Proceeds from maturity of marketable securities		82,704			57,421			305,390			246,397
Proceed from sales of marketable securities		-			-			-			-
Purchase of property and equipment		(11,770	)		(8,121	)		(27,698	)		(17,215	)
Net cash used in investing activities		(350,180	)		(15,214	)		(837,170	)		(136,400	)
Cash flows from financing activities:
Proceeds from issuance of convertible senior notes		-			-			750,000			-
Issuance costs of convertible senior notes		(1,813	)		-			(19,551	)		-
Purchase of capped calls		-			-			(51,826	)		-
Issuance costs of capped calls		(1,407	)		-			(1,407	)		-
Purchases of treasury shares		(15,001	)		(30,000	)		(35,003	)		(30,000	)
Conversion of convertible senior notes		(7	)		(18,506	)		(7	)		(18,506	)
Proceeds from exercise of options		-			90			-			160
Net cash provided by financing activities		(18,228	)		(48,416	)		642,206			(48,346	)
Effect of exchange rate fluctuations on cash and cash equivalents		1,109			(1,076	)		6,352			(315	)
Changes in cash and cash equivalents and restricted cash		(307,171	)		3,816			57,001			50,205
Cash and cash equivalents and restricted cash - beginning of period		521,951			153,963			157,779			107,574
Cash and cash equivalents and restricted cash - end of period		214,780			157,779			214,780			157,779

	Three months ended
	December 31, 2025			September 30, 2025			December 31, 2024
GAAP gross profit		128,233			127,418			109,931
Stock-based compensation*		1,990			1,901			1,805
Amortization of acquired intangible assets		2,342			2,113			1,182
Non-GAAP gross profit		132,565			131,432			112,918
GAAP gross margin as a percentage of revenues		58	%		57	%		56	%
Non-GAAP gross margin as a percentage of revenues		60	%		59	%		58	%

GAAP operating income		60,733			63,860			55,471
Stock-based compensation*		6,977			6,681			6,349
Acquisition related expenses		-			-			917
Amortization of acquired intangible assets		2,544			2,309			1,267
Discrete tax reserve release, net		203			-			-
Non-GAAP operating income		70,457			72,850			64,004
GAAP operating margin as a percentage of revenues		27	%		28	%		28	%
Non-GAAP operating margin as a percentage of revenues		32	%		32	%		33	%

GAAP net income		64,688			61,421			50,481
Stock-based compensation*		6,977			6,681			6,349
Acquisition related expenses		-			-			917
Amortization of acquired intangible assets		2,544			2,309			1,267
Amortization of debt issuance costs		980			448			310
Revaluation of operating lease and intercompany loans		1,642			762			4,706
Discrete tax reserve release, net		(4,229	)		-			-
Tax effect of non-GAAP adjustments		(363	)		(1,630	)		(1,728	)
Non-GAAP net income		72,239			69,991			62,302

GAAP basic earnings per share		2.09			2.05			1.72
Non-GAAP basic earnings per share		2.33			2.34			2.13

GAAP diluted earnings per share		1.94			1.90			1.58
Non-GAAP diluted earnings per share		2.14			2.16			1.94

Shares used for calculation of earnings per share (in thousands):
Basic		31,025			29,936			29,304
Diluted		33,830			32,470			32,062

	Year ended December 31,
	2025			2024
GAAP gross profit		505,200			387,086
Stock-based compensation*		7,507			7,013
Amortization of acquired intangible assets		8,164			5,284
Acquisition related inventory step-up		2,258			-
Non-GAAP gross profit		523,129			399,383
GAAP gross margin as a percentage of revenues		57	%		58	%
Non-GAAP gross margin as a percentage of revenues		59	%		59	%

GAAP operating income		253,468			187,540
Stock-based compensation*		26,291			25,209
Acquisition-related inventory step-up		2,258			-
Acquisition related expenses		859			917
Amortization of acquired intangible assets		8,897			5,643
Discrete tax reserve release, net		203			-
Non-GAAP operating income		291,976			219,309
GAAP operating margin as a percentage of revenues		29	%		28	%
Non-GAAP operating margin as a percentage of revenues		33	%		33	%

GAAP net income		259,223			183,762
Stock-based compensation*		26,291			25,209
Acquisition-related inventory step-up		2,258			-
Acquisition related expenses		859			917
Amortization of acquired intangible assets		8,897			5,643
Amortization of debt issuance costs		1,996			1,280
Revaluation of operating lease liabilities		(9,347	)		3,221
Discrete tax reserve release, net		(4,229	)		-
Tax effect of non-GAAP adjustments		(3,360	)		(5,106	)
Non-GAAP net income		282,588			214,926

GAAP basic earnings per share		8.61			6.31
Non-GAAP basic earnings per share		9.39			7.38

GAAP diluted earnings per share		7.96			5.75
Non-GAAP diluted earnings per share		8.62			6.69

Shares used for calculation of earnings per share (in thousands):
Basic		30,108			29,113
Diluted		32,800			32,138

	Low			High
Estimated GAAP net income per diluted share		1.90			2.02
Estimated non-GAAP items:
Stock-based compensation		0.18			0.18
Amortization of acquired intangible assets		0.06			0.06
Amortization of debt issuance costs		0.03			0.03
Tax effect of non-GAAP adjustments		(0.04	)		(0.04	)
Estimated non-GAAP net income per diluted share		2.13			2.25