株探米国株
英語
エドガーで原本を確認する
0000315374false00003153742025-11-122025-11-12

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

Date of report (Date of earliest event reported): November 12, 2025

Hurco Companies, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Indiana

(State or Other Jurisdiction of Incorporation)

0-9143

35-1150732

(Commission File Number)

(IRS Employer Identification No.)

One Technology Way

Indianapolis, Indiana

46268

(Address of Principal Executive Offices)

(Zip Code)

(317) 293-5309

(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, no par value

HURC

The Nasdaq Stock Market LLC

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 ◻

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

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. ◻ On November 12, 2025, Michael Doar notified Hurco Companies, Inc. (the “Company”) of his intention to retire from his position as Executive Chairman of the Board of Directors (the “Board”) of the Company, effective on the date of the Company’s 2026 Annual Meeting of Shareholders (the “2026 Annual Meeting”). Mr. Doar’s decision to retire from his executive position is for personal reasons, consistent with the Company’s long-term succession planning, and not because of any disagreement with the Company or the Board.

On the date of the 2026 Annual Meeting, Mr. Doar’s employment with the Company will end, but the Board has determined to nominate Mr. Doar to stand for re-election as a director at the 2026 Annual Meeting. If re-elected, Mr. Doar will remain a director of the Company and become the non-executive Chairman of the Board.

For over 20 years, Mr. Doar has provided strong leadership and expertise to the Company, and the Board wishes to publicly thank him for his service and many important contributions made to the Company in his executive roles. Mr. Doar has been instrumental in shaping the Company, serving in the roles of President, Chief Executive Officer, and Executive Chairman. The Board looks forward to continuing to work with Mr. Doar after the 2026 Annual Meeting and benefitting from his guidance in his new role as non-executive Chairman.

Item 7.01Regulation FD Disclosure.

On November 18, 2025, the Company issued a press release announcing the matters discussed in Item 5.02 above. The press release is furnished herewith as Exhibit 99.1 and the information set forth therein is incorporated herein by reference.

The information in this Item 7.01 and the related information in Exhibit 99.1 attached hereto is “furnished” and not “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 incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent such other filing specifically incorporates such information by reference.

Forward-Looking Statements

Certain statements made in this Current Report on Form 8-K (this “Report”) constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements relating to future leadership and Mr. Doar’s future service on the Board. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties that could cause actual results to differ materially from such forward-looking statements. These risks and uncertainties include but are not limited to those risks discussed under the heading “Risk Factors” in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended October 31, 2025, and other SEC filings, including future SEC filings. You should understand that it is not possible to predict or identify all factors that could cause actual results to differ materially from forward-looking statements. Consequently, you should not consider any list or discussion of such factors to be a complete set of all potential risks or uncertainties. Readers of this Report are cautioned not to place undue reliance on these forward-looking statements. While we believe the assumptions on which the forward-looking statements are based are reasonable, there can be no assurance that these forward-looking statements will prove to be accurate. We expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our Form 10-Q, 8-K and 10-K reports and our other filings with the SEC. This cautionary statement is applicable to all forward-looking statements contained in this Report.

Item 9.01Financial Statements and Exhibits.

Exhibit Index

99.1

Press Release of Hurco Companies, Inc., dated November 18, 2025

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

 

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.

 

 

Dated: November 18, 2025

 

 

 

HURCO COMPANIES, INC.

 

 

 

 

 

 

By:

/s/ Sonja K. McClelland_______________

 

 

Sonja K. McClelland, Executive Vice President,

Treasurer and Chief Financial Officer

EX-99.1 2 hurc-20251112xex99d1.htm EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

TUESDAY, NOVEMBER 18, 2025

HURCO ANNOUNCES EXECUTIVE CHAIR TRANSITION

INDIANAPOLIS, INDIANA – November 18, 2025 -- Hurco Companies, Inc. (Nasdaq: HURC) (“Hurco” or the “Company”) today announced that Executive Chairman Michael Doar will retire from his employment with the Company following Hurco’s 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). Upon receipt of his retirement notice, the Company’s Board of Directors (the “Board”) requested that Mr. Doar continue service as a non-employee director of the Company and formally nominated him to stand for re-election as a director at the 2026 Annual Meeting. If re-elected, Mr. Doar will serve as non-employee director and non-executive Chairman of the Board from that date.

Mr. Doar joined Hurco as a Board member in 2000 and served as its Chief Executive Officer for twenty years before transitioning to the role as Executive Chairman. During his tenure, Mr. Doar helped oversee the Company’s tremendous growth, foster deep, long-term relationships with distributor partners and customers, and lead Hurco through a range of changes in business environments and industry cycles. Prior to joining Hurco, Mr. Doar served in various management positions within the International Ingersoll group, an international engineering and machine tool systems business, from 1989.

“I am very proud of the success we have achieved at Hurco during my tenure and the role we have played in supporting advanced manufacturing around the world,” said Mr. Doar. “Our leadership team, led by our CEO, Greg Volovic, and CFO, Sonja McClelland, will continue to build on our strong foundation to support our customers with cutting-edge technologies. I am confident in the long-term strength of the business, and Hurco is well positioned to capitalize on opportunities ahead and create long-term value for our shareholders. I look forward to my new role as non-executive Chairman of the Board and am excited to play a part in Hurco’s next chapter.”

“I have had the pleasure of working closely with Michael for over twenty years, during which time he served as a mentor, business partner, and friend,” said Greg Volovic, President and Chief Executive Officer. “With his career in machine tools spanning nearly 40 years, few have played such an instrumental role in the inception, development, and growth of the global machine tool industry. Michael’s invaluable knowledge, passion for technology, integrity, and customer-centric philosophy are all deeply engrained in Hurco and permeate its culture at all levels. Our team is committed to honoring Michael’s legacy by reinforcing and perpetuating those values moving forward.”

“On behalf of the entire Board, I want to formally, and publicly, thank Michael for his commitment and service to the Company, our customers, and the industry, at large,” said Richard Porter, Lead Independent Director of the Board. “As a visionary leader in the industry, Michael’s dedication to the highest business ethics and deep understanding of customer needs will leave a lasting mark on Hurco. We deeply appreciate Michael’s contributions to the business and look forward to his continued guidance and service in his new role as non-executive Chairman of the Board. The Board of Directors has full faith and confidence in Greg and the management team’s ability to build upon Hurco’s strong foundation of technological innovation and operational excellence.”


Hurco Companies, Inc. is an international, industrial technology company that sells its three brands of computer numeric control (“CNC”) machine tools to the worldwide metal cutting and metal forming industry. Two of the Company’s brands of machine tools, Hurco and Milltronics, are equipped with interactive controls that include software that is proprietary to each respective brand. The Company designs these controls and develops the software. The third brand of CNC machine tools, Takumi, is equipped with industrial controls that are produced by third parties, which allows the customer to decide the type of control added to the Takumi CNC machine tool. The Company also produces high-value machine tool components and accessories and provides automation solutions that can be integrated with any machine tool. The end markets for the Company's products are independent job shops, short-run manufacturing operations within large corporations, and manufacturers with production-oriented operations. The Company’s customers manufacture precision parts, tools, dies, and/or molds for industries such as aerospace, defense, medical equipment, energy, transportation, and computer equipment. The Company is based in Indianapolis, Indiana, with manufacturing operations in Taiwan, Italy, the U.S., and China, and sells its products through direct and indirect sales forces throughout the Americas, Europe, and Asia. The Company has sales, application engineering support and service subsidiaries in China, England, France, Germany, India, Italy, the Netherlands, Poland, Singapore, the U.S., and Taiwan. Web Site: www.hurco.com Executive Vice President, Treasurer, & Chief Financial Officer

Certain statements in this news release are forward-looking statements that involve known and unknown risks, uncertainties, and other factors that may cause our actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward-looking statements. These factors include, among others, the cyclical nature of the machine tool industry; uncertain economic conditions, which may adversely affect overall demand, in the Americas, Europe and Asia Pacific markets; the risks of our international operations; governmental actions, initiatives and regulations, including import and export restrictions, duties and tariffs and changes to tax laws; the effects of changes in currency exchange rates; competition with larger companies that have greater financial resources; our dependence on new product development; the need and/or ability to protect our intellectual property assets; the limited number of our manufacturing and supply chain sources; increases in the prices of raw materials, especially steel and iron products; the effect of the loss of members of senior management and key personnel; our ability to integrate acquisitions; acquisitions that could disrupt our operations and affect operating results; failure to comply with data privacy and security regulations; breaches of our network and system security measures; possible obsolescence of our technology and the need to make technological advances; impairment of our assets; negative or unforeseen tax consequences; uncertainty concerning our ability to use tax loss carryforwards; changes in the SOFR rate; the impact of the COVID-19 pandemic and other public health epidemics and pandemics on the global economy, our business and operations, our employees and the business, operations, and economies of our customers and suppliers; and other risks and uncertainties discussed more fully under the caption “Risk Factors” in our filings with the Securities and Exchange Commission. We expressly disclaim any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Contact: Sonja K. McClelland

317-293-5309