SCI ENGINEERED MATERIALS, INC._November 17, 2025
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington , D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 17, 2025, (November 17, 2025)

SCI ENGINEERED MATERIALS, INC.

(Exact name of registrant as specified in its charter)

Commission file number: 0-31641

Ohio

31-1210318

(State or other jurisdiction
of incorporation)

(IRS Employer
Identification No.)

2839 Charter Street, Columbus, Ohio

43228

(Address of principal executive offices)

(Zip Code)

(614) 486-0261

Registrant’s telephone number, including area code

Not Applicable

(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 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)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement 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 of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, without par value

SCIA

OTCQB

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Exchange Act of 1934 (17 CFR 240.12b2).

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 8.01 Other Events.

On November 17, 2025, SCI Engineered Materials (the “Company”) announced its Board of Directors has authorized the repurchase of up to $1 million of the Company’s common stock. The share repurchase program (the “program”) is authorized for up to one year beginning December 1, 2025. Purchases will be made consistent with the U.S. Securities and Exchange Commission’s Rule 10b-18 of the Securities Exchange Act of 1934, which may also include block trades.

The program does not obligate the Company to repurchase any specific number of shares and may be modified, suspended, or terminated at any time without prior notice.

In connection with this program, the Company will be utilizing Caldwell Sutter Capital, Inc. to act as an agent on behalf of the Company to repurchase shares of Common Stock.

ITEM 9.01 Exhibits.

Exhibit 99.1 – Press release, dated November 17, 2025, issued by SCI Engineered Materials, Inc.

Exhibit 104 – Cover 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.

SCI ENGINEERED MATERIALS, INC.

November 17, 2025

By:

/s/ Jeremiah R. Young

Jeremiah R. Young

President and Chief Executive Officer

Exhibit 99.1

Graphic

SCI Engineered Materials, Inc. Announces

Share Repurchase Program

COLUMBUS, Ohio (November 17, 2025) SCI Engineered Materials, Inc. (“SCI” or “Company”) (OTCQB:SCIA), a global supplier and manufacturer of advanced materials for physical vapor deposition thin film applications, today announced its Board of Directors has authorized the repurchase of up to $1 million of the Company’s common stock.

The share repurchase program (“program”) is authorized for up to one year beginning December 1, 2025. Purchases will be made consistent with the U.S. Securities and Exchange Commission’s Rule 10b-18, which may also include block trades.

SCI shareholders who want to participate in the program should contact Mr. Joe Raymond, of Caldwell Sutter Capital, Inc., the Company’s agent, by telephone at 415-944-2091, beginning Monday, December 1, 2025.

Laura Shunk, Chairperson of the Board of Directors, said “This share repurchase program reflects the Board’s confidence in SCI’s growth strategy. The program is consistent with our capital allocation policy, which prioritizes investments to improve long-term financial performance, in conjunction with efforts to increase shareholder value, enhance liquidity, and pursue initiatives focused on the efficient use of capital.”

About SCI Engineered Materials, Inc.

SCI Engineered Materials is a global supplier and manufacturer of advanced materials for PVD thin film applications and works closely with end users and OEMs to develop innovative, customized solutions. Additional information is available at  www.sciengineeredmaterials.com or follow SCI Engineered Materials, Inc. at:

https://www.linkedin.com/company/sci-engineered-materials.-inc https://www.facebook.com/sciengineeredmaterials/


https://x.com/SciMaterials

 

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Those statements include, but are not limited to, all statements regarding intent, beliefs, expectations, projections, customer guidance, forecasts, plans of the Company and its management. These forward-looking statements involve numerous risks and uncertainties, including without limitation, other risks and uncertainties detailed from time to time in the Company's Securities and Exchange Commission filings, including the Company's Annual Report on Form 10-K for the year ended December 31, 2024. One or more of these factors has affected and could affect the Company's projections in the future. Therefore, there can be no assurances that the forward-looking statements included in this press release will prove to be accurate. Due to the significant uncertainties in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company, or any other persons, that the objectives and plans of the Company will be achieved. All forward-looking statements made in this press release are based on information presently available to the management of the Company. The Company assumes no obligation to update any forward-looking statements.

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