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6-K 1 zk2533966.htm 6-K


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 November 2025
 
CAMTEK LTD.
(Translation of Registrant’s Name into English)
 
Ramat Gavriel Industrial Zone
P.O. Box 544
Migdal Haemek 23150
ISRAEL
(Address of Principal Corporate Offices)
 
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 ☒    Form 40-F ☐
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities and Exchange Act of 1934.
 
Yes ☐    No ☒
 

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. This Form 6-K, including all exhibits hereto, is hereby incorporated by reference into all effective registration statements filed by the registrant under the Securities Act of 1933.
 
   
CAMTEK LTD.
(Registrant)

By: /s/ Moshe Eisenberg
——————————————
Moshe Eisenberg,
Chief Financial Officer

Dated: November 10, 2025


Camtek Ltd.
P.O.Box 544, Ramat Gabriel Industrial Park
Migdal Ha’Emek 23150, ISRAEL
Tel: +972 (4) 604-8100   Fax: +972 (4) 644-0523
E-Mail: Info@camtek.com  Web site: http://www.camtek.com

CAMTEK LTD.
Moshe Eisenberg, CFO
Tel: +972 4 604 8308
Mobile: +972 54 900 7100
moshee@camtek.com
INTERNATIONAL INVESTOR RELATIONS
EK Global Investor Relations
Ehud Helft
Tel: (US) 1 212 378 8040
camtek@ekgir.com
 
FOR IMMEDIATE RELEASE
 
CAMTEK ANNOUNCES RECORD RESULTS
FOR THE THIRD QUARTER OF 2025

Another Strong Quarter Expected in Q4 with Revenues of around $127 million

MIGDAL HAEMEK, Israel – November 10, 2025 – Camtek Ltd. (NASDAQ: CAMT; TASE: CAMT), today announced its financial results for the third quarter ended September 30, 2025.

2025 Third Quarter Financial Highlights
 

Record revenues of $126.0 million, a 12% YoY increase;
 

GAAP gross margin of 50.0% and non-GAAP gross margin of 51.5%;
 

GAAP operating income of $31.8 million (up 8% YoY) and non-GAAP operating income of $37.6 million (up 10% YoY), representing operating margins of 25.3% and 29.9%, respectively;
 

$500 million raised via new offering of convertible notes;
 

The GAAP results include a one-time capital loss of $89 million, net, related to the repurchase of 83% of the 2021 convertible notes which led to a GAAP net loss of $53.2 million and EPS of $(1.16); non-GAAP net income of $40.9 million (up 10% YoY); non-GAAP diluted EPS of $0.82; and
 

Generated cash of over $34 million from operating activities.
 
Fourth Quarter Guidance

Based on current orders, sales pipeline, and ongoing customer engagements, Management expects Q4 2025 revenue to be around $127 million, representing annual 2025 revenues of $495 million, a record year for Camtek with expected strong growth of 15% over 2024.

Management Comment

Rafi Amit, Camtek’s CEO commented, “We are very pleased with our results and achievements this quarter. Similar to the prior quarters, Camtek continued to grow and deliver record performance, driven primarily by the ongoing increasing demand for high-performance computing for AI applications.”

Continued Mr. Amit, “With the recent industry-wide announcements regarding large scale investments in data centers and AI applications, supporting a positive outlook for sustained industry growth and wafer fab equipment spending, we anticipate that Camtek’s annual growth will continue in 2026. At this stage, we expect that the revenues will be more second half weighted, following a somewhat slower start to the year.”

Concluded Mr. Amit, “With Camtek’s leading market position and the cutting-edge technological capabilities that we have recently added, we are well positioned to capitalize on the massive AI investments and to pursue significant growth while increasing our market share over the coming years.”


Third Quarter 2025 Financial Results

Revenues for the third quarter of 2025 were $126.0 million. This compares to third quarter 2024 revenues of $112.3 million, a year-over-year growth of 12%.

Gross profit on a GAAP basis in the quarter totaled $63.0 million (50.0% of revenues), an increase of 13% compared to $55.9 million (49.7% of revenues) in the third quarter of 2024.

Gross profit on a non-GAAP basis in the quarter totaled $64.9 million (51.5% of revenues), an increase of 14% compared to $57.1 million (50.8% of revenues) in the third quarter of 2024.

Operating income on a GAAP basis in the quarter totaled $31.9 million (25.3% of revenues), an increase of 7% compared to $29.6 million (26.4% of revenues) in the third quarter of 2024.

Operating income on a non-GAAP basis in the quarter totaled $37.6 million (29.9% of revenues), an increase of 10% compared to $34.2 million (30.4% of revenues) in the third quarter of 2024.

During the third quarter, Camtek issued $500 million of 0% coupon convertible senior notes in a private offering and used some of the proceeds to repurchase notes from a prior offering. Consequently, a loss of $89 million was recorded in the GAAP results.

Net loss on a GAAP basis in the quarter, which includes the aforementioned loss, totaled $53.2 million, or ($1.16) per basic share, compared to net income of $32.7 million, or $0.66 per diluted share, in the third quarter of 2024.

Net income on a non-GAAP basis in the quarter totaled $40.9 million, or $0.82 per diluted share, an increase of 10% compared to a non-GAAP net income of $37.0 million, or $0.75 per diluted share, in the third quarter of 2024.

Cash and cash equivalents, short-term and long-term deposits, and marketable securities, as of September 30, 2025, were $794.0 million compared to $ 543.9 million as of June 30, 2025. During the third quarter, the Company generated an operating cash flow of $34.3 million. In addition, as mentioned earlier, Camtek raised $219 million, net, in new convertible debt, replacing a prior series of convertible debt.

Conference Call

Camtek will host a video conference call/webinar today via Zoom, on November 10, 2025 at 09:00 ET (16:00 Israel time). Rafi Amit, CEO, Moshe Eisenberg, CFO, and Ramy Langer, COO will host the call and will be available to answer questions after presenting the results.

To participate in the webinar, please register using the following link, which will provide access to the video call: https://us06web.zoom.us/webinar/register/WN_aq_SOaEvTAiVDABZPEc9Eg

For those wishing to listen via phone, following registration, the dial in link will be sent. For any problems in registering, please email Camtek’s investor relations a few hours in advance of the call.
 
For those unable to participate, a recording will be available on Camtek’s website at http://www.camtek.com  within a few hours after the call.
 
A summary presentation of the quarterly results will also be available on Camtek’s website.
 

ABOUT CAMTEK LTD.

Camtek is a developer and manufacturer of high-end inspection and metrology equipment for the semiconductor industry. Camtek's systems inspect IC and measure IC features on wafers throughout the production process of semiconductor devices, covering the front and mid-end and up to the beginning of assembly (Post Dicing). Camtek's systems inspect wafers for the most demanding semiconductor market segments, including Advanced Interconnect Packaging, Heterogenous Integration, Memory and HBM, CMOS Image Sensors, Compound Semiconductors, MEMS, and RF, serving numerous industries’ leading global IDMs, OSATs, and foundries.

With manufacturing facilities in Israel and Germany, and eight offices around the world, Camtek provides state of the art solutions in line with customers' requirements.

This press release is available at http://www.camtek.com

This press release contains statements that may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on Camtek’s current beliefs, expectations and assumptions about its business and industry, all of which may change.  Forward-looking statements can be identified by the use of words including “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “may,” “expect,” “estimate,” “project,” “positioned,” “strategy,” and similar expressions that are intended to identify forward-looking statements, including our expectations and statements relating to the compound semiconductors market and our position in this market and the anticipated timing of delivery of the systems. These forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results, performance or achievements of Camtek to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that may cause our actual results to differ materially from those contained in the forward-looking statements include, but are not limited to, the effects of the war situation in Israel, and the related evolving regional conflicts; the continued demand  and future contribution of HPC, HBM and Chiplet applications and devices to the Company business resulting from, among other things, the field of AI surging worldwide across companies, industries and geographies; formal or informal imposition by countries of new or revised export and/or import and doing-business regulations or sanctions, including but not limited to changes in U.S. trade policies, changes or uncertainty related to the U.S. government entity list and changes in the ability to sell products incorporating U.S originated technology, which can be made without prior notice, and our ability to effectively address such global trade issues and changes; our dependency on the semiconductor industry and the risk that adverse economic conditions, reduced capital expenditures, or cyclical downturns may negatively impact our results; the concentration of our business in certain Asia Pacific countries, particularly China, Taiwan, and Korea, which may be subject to trade restrictions, regulatory changes, or geopolitical tensions; and those other factors discussed in our Annual Report on Form 20-F as published on March 19, 2025 as well as other documents filed by the Company with the SEC as well as other documents that may be subsequently filed by Camtek from time to time with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Camtek does not assume any obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release unless required by law.

While we believe that we have a reasonable basis for each forward-looking statement contained in this press release, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. In addition, any forward-looking statements represent Camtek’s views only as of the date of this press release and should not be relied upon as representing its views as of any subsequent date. Camtek does not assume any obligation to update any forward-looking statements unless required by law.

This press release provides financial measures that exclude: (i) share based compensation expenses; (ii) acquisition related expenses and )iii) expenses related to the extinguishment of convertible notes, and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management uses both GAAP and non-GAAP measures when evaluating the business internally and therefore felt it is important to make these non-GAAP adjustments available to investors.


CAMTEK LTD. and its subsidiaries
Consolidated Balance Sheets (Unaudited)

(In thousands)

   
September 30,
   
December 31,
 
   
2025
   
2024
 
   
U.S. Dollars
 
Assets
           
             
Current assets
           
Cash and cash equivalents
   
199,671
     
126,224
 
Short-term deposits
   
382,450
     
231,000
 
Marketable securities
   
57,373
     
30,813
 
Trade accounts receivable, net
   
112,502
     
99,471
 
Inventories
   
126,492
     
111,204
 
Other current assets
   
21,337
     
21,347
 
                 
Total current assets
   
899,825
     
620,059
 
                 
Long-term deposits
   
20,000
     
26,000
 
Marketable securities
   
134,460
     
87,115
 
Long-term inventory
   
16,131
     
11,879
 
Deferred tax asset, net
   
10,858
     
3,090
 
Other assets, net
   
2,493
     
2,001
 
Property, plant and equipment, net
   
62,214
     
54,196
 
Intangible assets, net
   
10,736
     
13,357
 
Goodwill
   
74,345
     
74,345
 
                 
    Total non- current assets
   
331,237
     
271,983
 
                 
Total assets
   
1,231,062
     
892,042
 
                 
Liabilities and shareholders’ equity
               
                 
Current liabilities
               
Trade accounts payable
   
33,232
     
46,630
 
Other current liabilities
   
85,463
     
77,280
 
                 
Total current liabilities
   
118,695
     
123,910
 
                 
Long-term liabilities
               
Deferred tax liabilities, net
   
-
     
5,606
 
Other long-term liabilities
   
15,220
     
15,366
 
Convertible notes
   
519,111
     
197,925
 
    Total long-term liabilities
   
534,331
     
218,897
 
                 
Total liabilities
   
653,026
     
342,807
 
                 
Commitments and contingencies
               
                 
Shareholders’ equity
               
Ordinary shares NIS 0.01 par value, 100,000,000 shares authorized at September 30, 2025, and at December 31, 2024;
               
47,858,633 issued shares at September 30, 2025, and 47,541,682 at December 31, 2024;
               
45,766,257 shares outstanding at September 30, 2025, and 45,449,306 at December 31, 2024
   
178
     
177
 
Additional paid-in capital
   
227,589
     
214,931
 
Accumulated other comprehensive income (loss)
   
1,520
     
203
 
Retained earnings
   
350,647
     
335,822
 
     
579,934
     
551,133
 
Treasury stock, at cost (2,092,376 shares as of September 30, 2025, and December 31, 2024)
   
(1,898
)
   
(1,898
)
                 
Total shareholders' equity
   
578,036
     
549,235
 
                 
Total liabilities and shareholders' equity
   
1,231,062
     
892,042
 


CAMTEK LTD. and its subsidiaries
Consolidated Statements of Income (Unaudited)

(in thousands)

   
Nine months ended
September 30,
   
Three months
ended September 30,
   
Year ended
December 31,
 
   
2025
   
2024
   
2025
   
2024
   
2024
 
   
U.S. dollars
   
U.S. dollars
   
U.S. dollars
 
Revenues
   
367,948
     
311,941
     
125,993
     
112,340
     
429,234
 
Cost of revenues
   
181,731
     
160,122
     
62,951
     
56,484
     
219,283
 
                                         
Gross profit
   
186,217
     
151,819
     
63,042
     
55,856
     
209,951
 
                                         
Operating expenses:
                                       
Research and development
   
35,289
     
27,916
     
13,453
     
9,770
     
38,287
 
Selling, general and administrative
   
54,409
     
47,134
     
17,744
     
16,440
     
63,595
 
Total operating expenses
   
89,698
     
75,050
     
31,197
     
26,210
     
101,882
 
                                         
Operating income
   
96,519
     
76,769
     
31,845
     
29,646
     
108,069
 
                                         
Financial income, net
   
16,901
     
16,994
     
6,526
     
6,370
     
23,169
 
Other expenses
   
(100,932
)
   
-
     
(100,932
)
   
-
     
-
 
                                         
Income (loss) before income taxes
   
12,488
     
93,763
     
(62,561
)
   
36,016
     
131,238
 
                                         
Income tax benefit (expense)
   
2,337
     
(8,257
)
   
9,380
     
(3,273
)
   
(12,723
)
                                         
Net income (loss)
   
14,825
     
85,506
     
(53,181
)
   
32,743
     
118,515
 


Earnings per share information:
 
Nine months ended
September 30,
   
Three months
ended September 30,
   
Year ended
December 31,
 
   
2025
   
2024
   
2025
   
2024
   
2024
 
   
U.S. dollars
   
U.S. dollars
   
U.S. dollars
 
Basic net earnings (loss) per share (in US dollars)
   
0.32
     
1.89
     
(1.16
)
   
0.72
     
2.62
 
                                         
Diluted net earnings (loss) per share (in US dollars)
   
0.32
     
1.73
     
(1.16
)
   
0.66
     
2.42
 
                                         
Weighted average number of
                                       
  ordinary shares outstanding:
                                       
                                         
Basic
   
45,655
     
45,176
     
45,755
     
45,365
     
45,279
 
                                         
Diluted
   
49,502
     
49,333
     
45,755
     
49,437
     
49,369
 


Camtek Ltd.
Reconciliation of GAAP To Non-GAAP results

(In thousands, except share data)


 
Nine Months ended
September 30,
   
Three Months ended
September 30,
   
Year ended
December 31,
 

  2025    
2024
    2025    
2024
   
2024
 

 
U.S. dollars
   
U.S. dollars
   
U.S. dollars
 

                         
 
Reported net income attributable to Camtek Ltd. on GAAP basis
   
14,825
     
85,506
     
(53,181
)
   
32,743
     
118,515
 
Acquisition of FRT-related expenses (1)
   
2,268
     
4,684
     
968
     
650
     
5,334
 
Loss from extinguishment of Capital Notes (2)
   
88,682
     
-
     
88,682
     
-
     
-
 
Share-based compensation
   
12,586
     
10,723
     
4,383
     
3,614
     
14,775
 
Non-GAAP net income
   
118,361
     
100,913
     
40,852
     
37,007
     
138,624
 
                                         
Non–GAAP net income per diluted share
   
2.42
     
2.05
     
0.82
     
0.75
     
2.83
 
Gross margin on GAAP basis
   
50.6
%
   
48.7
%
   
50.0
%
   
49.7
%
   
49.6
%
Reported gross profit on GAAP basis
   
186,217
     
151,819
     
63,042
     
55,856
     
209,951
 
Acquisition of FRT-related expenses (1)
   
2,285
     
5,192
     
1,065
     
610
     
5,802
 
Share-based compensation
   
2,094
     
1,602
     
750
     
596
     
2,197
 
Non- GAAP gross profit
   
190,596
     
158,613
     
64,857
     
57,062
     
217,950
 
Non-GAAP gross margin
   
51.8
%
   
50.8
%
   
51.5
%
   
50.8
%
   
50.8
%
                                         
Reported operating income attributable to Camtek Ltd. on GAAP basis
   
96,519
     
76,769
     
31,845
     
29,646
     
108,069
 
Acquisition of FRT related expenses (1)
   
3,239
     
6,527
     
1,383
     
928
     
7,455
 
Share-based compensation
   
12,586
     
10,723
     
4,383
     
3,614
     
14,775
 
Non-GAAP operating income
   
112,344
     
94,019
     
37,611
     
34,188
     
130,299
 

(1) During the nine-month period ended September 30, 2025, the Company recorded acquisition-related expenses of $2.3 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $0.5 million. This amount is recorded under cost of revenues line item. (2) $1.8 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $1.0 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $1.0 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the three-month period ended September 30, 2025, the Company recorded acquisition-related expenses of $1.0 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $0.5 million. This amount is recorded under cost of revenues line item. (2) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $0.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the nine-month period ended September 30, 2024, the Company recorded acquisition-related expenses of $4.7 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $3.4 million. This amount is recorded under cost of revenues line item. (2) $1.8 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $0.9 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million re-organization expenses, recorded under the general and administrative expenses line item. (5) $1.8 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the three-month period ended September 30, 2024, the Company recorded acquisition-related expenses of $0.6 million, consisting of: (1) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (2) $0.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (3) $0.3 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the year ended December 31, 2024, the Company recorded acquisition-related expenses of $5.3 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $3.4 million. This amount is recorded under cost of revenues line item. (2) $2.4 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $1.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million re-organization expenses, recorded under the general and administrative expenses line item. (5) $2.1 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

(2) During the nine-month and three-month periods ended September 30, 2025, the Company recorded a loss of $88.7 million, consisting of: (1) $100.9 million from the extinguishment of Capital Notes recorded under the other expenses line item.  (2) $12.3 million tax benefit recorded under the income tax benefit line item.