ユニバーサルディスプレイの適時開示・決算・その他

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 6, 2025

UNIVERSAL DISPLAY CORPORATION

(Exact name of Registrant as Specified in Its Charter)


Pennsylvania	1-12031	23-2372688
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

250 Phillips Boulevard, Ewing, NJ		08618
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (609) 671-0980

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 Instructions 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, $0.01 par value	OLED	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 ☐

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 2.02 Results of Operations and Financial Condition.

On November 6, 2025, Universal Display Corporation (the “Company”) issued a press release regarding its financial results for the quarter ended September 30, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.

The information set forth under this “Item 2.02. Results of Operations and Financial Condition” (including the exhibit) shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference in any filing made by the Company pursuant to the Securities Act of 1933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto.

Item 7.01 Regulation FD Disclosure.

On October 31, 2025, the Registrant’s wholly owned subsidiary UDC Ireland Limited, agreed to acquire from Merck KGaA, Darmstadt, Germany (Merck KGaA), all of Merck KGaA’s rights, title and interest to certain of its owned OLED-related patents and patent applications in exchange for a cash payment of $50 million. The transaction is expected to close in the first quarter of 2026. A copy of the press release announcing the transaction is furnished as Exhibit 99.2 to this report.

The information set forth under this “Item 7.01. Regulation FD Disclosure” (including the exhibit) shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it incorporate by reference in any filing made by the Registrant pursuant to the Securities Act of 1933, as amended, other than to the extent that such filing incorporates by reference any or all of such information by express reference thereto.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number		Description
99.1		Press Release by the Registrant, dated November 6, 2025, furnished pursuant to Item 2.02 of Form 8-K.
99.2		Press Release by the Registrant, dated November 6, 2025, furnished pursuant to Item 7.01 of Form 8-K.
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 thereunto duly authorized.


	UNIVERSAL DISPLAY CORPORATION

Date: November 6, 2025	By:	/s/ Brian Millard
		Brian Millard
		Vice President, Chief Financial Officer and Treasurer

EX-99.1 2 oled-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1


	Press Release


		Universal Display Contact:
		Darice Liu
		investor@oled.com
		media@oled.com
		+1 609-964-5123

Universal Display Corporation Announces Third Quarter 2025 Financial Results

EWING, N.J. – November 6, 2025 – Universal Display Corporation (Nasdaq: OLED), enabling energy-efficient displays and lighting with its UniversalPHOLED® technology and materials, today reported financial results for the third quarter ended September 30, 2025.

“We continue to be energized by the opportunities ahead for the OLED industry and the unfolding IT and automotive capex cycle. Third-quarter results reflect timing shifts, including customer pull-ins earlier in the year and a one-time out-of-period adjustment. We are confident that our technology leadership, strong business model and deep customer partnerships continue to position us to capture growth across this expanding market,” said Brian Millard, Chief Financial Officer and Treasurer of Universal Display Corporation. “From pioneering research to high-volume commercialization, we continue to push the boundaries of OLED technologies and materials. Looking forward, we are focused on accelerating innovation, broadening our solutions and services and supporting OLED adoption across an ever-widening range of applications.”

Financial Highlights for the Third Quarter of 2025

•

Total revenue in the third quarter of 2025 was $139.6 million as compared to $161.6 million in the third quarter of 2024.

•

Revenue from material sales was $82.6 million in the third quarter of 2025 as compared to $83.4 million in the third quarter of 2024.

•

Revenue from royalty and license fees was $53.3 million in the third quarter of 2025 as compared to $74.6 million in the third quarter of 2024. The decrease in royalty and license fees was primarily the result of changes in customer mix and an out-of-period adjustment of $9.5 million.

•

Cost of material sales was $32.8 million in the third quarter of 2025 as compared to $33.2 million in the third quarter of 2024.

•

Total gross margin was 75% in the third quarter of 2025 as compared to 78% in the third quarter of 2024.

•

Operating income was $43.1 million in the third quarter of 2025 as compared to $67.0 million in the third quarter of 2024.

•

The effective income tax rate was 18.7% in the third quarter of 2025 as compared to 17.9% in the third quarter of 2024.

•

Net income was $44.0 million or $0.92 per diluted share in the third quarter of 2025 as compared to $66.9 million or $1.40 per diluted share in the third quarter of 2024.

Revenue Comparison


($ in thousands)	Three Months Ended September 30,
	2025		2024
Material sales	$	82,634	$	83,428
Royalty and license fees		53,317		74,590
Contract research services		3,662		3,609
Total revenue	$	139,613	$	161,627

Cost of Materials Comparison


($ in thousands)	Three Months Ended September 30,
	2025			2024
Material sales	$	82,634		$	83,428
Cost of material sales		32,817			33,172
Gross margin on material sales		49,817			50,256
Gross margin as a % of material sales		60	%		60	%

Financial Highlights for the First Nine Months of 2025

•

Total revenue in the first nine months of 2025 was $477.7 million as compared to $485.4 million in the first nine months of 2024.

•

Revenue from material sales was $257.4 million in the first nine months of 2025 as compared to $272.2 million in the first nine months of 2024. The decrease in material sales was primarily due to lower unit material volume and changes in customer mix.

•

Revenue from royalty and license fees was $202.6 million in the first nine months of 2025 as compared to $202.4 million in the first nine months of 2024. The increase was due to changes in customer mix, partially offset by the out-of-period adjustment of $7.1 million reflected in the third quarter of 2025.

•

Cost of material sales was $100.9 million in the first nine months of 2025 as compared to $102.8 million in the first nine months of 2024.

•

Total gross margin was 76% in the first nine months of 2025 as compared to 77% in the first nine months of 2024.

•

Operating income was $181.3 million in the first nine months of 2025 as compared to $186.3 million in the first nine months of 2024.

•

The effective income tax rate was 19.4% in the first nine months of 2025 as compared to 18.8% in the first nine months of 2024.

•

Net income was $175.7 million or $3.68 per diluted share in the first nine months of 2025 as compared to $176.1 million or $3.69 per diluted share in the first nine months of 2024.

Revenue Comparison


($ in thousands)	Nine Months Ended September 30,
	2025		2024
Material sales	$	257,439	$	272,154
Royalty and license fees		202,553		202,409
Contract research services		17,692		10,828
Total revenue	$	477,684	$	485,391

Cost of Materials Comparison


($ in thousands)	Nine Months Ended September 30,
	2025			2024
Material sales	$	257,439		$	272,154
Cost of material sales		100,920			102,759
Gross margin on material sales		156,519			169,395
Gross margin as a % of material sales		61	%		62	%

Revised 2025 Guidance

The Company now believes that 2025 revenue will be around the lower end of its previous guidance range of $650 million to $700 million.

Dividend

The Company also announced a fourth quarter cash dividend of $0.45 per share on the Company’s common stock. The dividend is payable on December 31, 2025 to all shareholders of record as of the close of business on December 17, 2025.

Conference Call Information

In conjunction with this release, Universal Display will host a conference call on Thursday, November 6, 2025 at 5:00 p.m. Eastern Time. The live webcast of the conference call can be accessed under the events page of the Company's Investor Relations website at ir.oled.com. Those wishing to participate in the live call should dial 1-877-524-8416 (toll-free) or 1-412-902-1028. Please dial in 5-10 minutes prior to the scheduled conference call time. An online archive of the webcast will be available within two hours of the conclusion of the call.

About Universal Display Corporation

Universal Display Corporation (Nasdaq: OLED) is a leader in the research, development and commercialization of organic light emitting diode (OLED) technologies and materials for use in display and solid-state lighting applications. Founded in 1994 and with subsidiaries and offices around the world, the Company currently owns, exclusively licenses or has the sole right to sublicense more than 6,500 patents issued and pending worldwide. Universal Display licenses its proprietary technologies, including its breakthrough high-efficiency UniversalPHOLED® phosphorescent OLED technology that can enable the development of energy-efficient and eco-friendly displays and solid-state lighting. The Company also develops and offers high-quality, state-of-the-art UniversalPHOLED materials that are recognized as key ingredients in the fabrication of OLEDs with peak performance. In addition, Universal Display delivers innovative and customized solutions to its clients and partners through technology transfer, collaborative technology development and on-site training. To learn more about Universal Display Corporation, please visit https://oled.com/.

Universal Display Corporation and the Universal Display Corporation logo are trademarks or registered trademarks of Universal Display Corporation. All other Company, brand or product names may be trademarks or registered trademarks.

# # #

All statements in this document that are not historical, such as those relating to the projected adoption, development and advancement of the Company’s technologies, and the Company’s expected results, as well as the growth of the OLED market and the Company’s opportunities in that market, are forward-looking financial statements within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements in this document, as they reflect Universal Display Corporation’s current views with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. These risks and uncertainties are discussed in greater detail in Universal Display Corporation’s periodic reports on Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, including, in particular, the section entitled “Risk Factors” in Universal Display Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024. Universal Display Corporation disclaims any obligation to update any forward-looking statement contained in this document.

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UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except share and per share data)


	September 30, 2025			December 31, 2024
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	121,609		$	98,980
Short-term investments		481,366			393,690
Accounts receivable		74,214			113,648
Inventory		212,621			182,938
Other current assets		147,503			110,575
Total current assets		1,037,313			899,831
PROPERTY AND EQUIPMENT, net of accumulated depreciation of $181,880 and $169,877		209,802			195,239
ACQUIRED TECHNOLOGY, net of accumulated amortization of $216,199 and $203,621		60,976			73,554
OTHER INTANGIBLE ASSETS, net of accumulated amortization of $12,910 and $11,842		4,378			5,446
GOODWILL		15,535			15,535
INVESTMENTS		422,929			457,593
DEFERRED INCOME TAXES		77,339			78,320
OTHER ASSETS		119,179			106,815
TOTAL ASSETS	$	1,947,451		$	1,832,333
LIABILITIES AND SHAREHOLDERS’ EQUITY
CURRENT LIABILITIES:
Accounts payable	$	34,728		$	36,590
Accrued expenses		42,834			46,026
Deferred revenue		23,264			33,074
Other current liabilities		7,814			9,720
Total current liabilities		108,640			125,410
DEFERRED REVENUE		1,584			537
RETIREMENT PLAN BENEFIT LIABILITY		55,703			54,450
OTHER LIABILITIES		36,718			35,411
Total liabilities		202,645			215,808
SHAREHOLDERS’ EQUITY:
Preferred Stock, par value $0.01 per share, 5,000,000 shares authorized, 200,000 shares of Series A Nonconvertible Preferred Stock issued and outstanding (liquidation value of $7.50 per share or $1,500)		2			2
Common Stock, par value $0.01 per share, 200,000,000 shares authorized, 48,907,893 and 48,834,541 shares issued, and 47,542,245 and 47,468,893 shares outstanding, at September 30, 2025 and December 31, 2024, respectively		489			488
Additional paid-in capital		739,052			723,719
Retained earnings		1,045,628			934,655
Accumulated other comprehensive income (loss)		919			(1,055	)
Treasury stock, at cost (1,365,648 shares at September 30, 2025 and December 31, 2024)		(41,284	)		(41,284	)
Total shareholders’ equity		1,744,806			1,616,525
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	1,947,451		$	1,832,333

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

(in thousands, except share and per share data)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
REVENUE:
Material sales	$	82,634		$	83,428		$	257,439		$	272,154
Royalty and license fees		53,317			74,590			202,553			202,409
Contract research services		3,662			3,609			17,692			10,828
Total revenue		139,613			161,627			477,684			485,391
COST OF SALES		35,491			35,812			112,828			111,109
Gross margin		104,122			125,815			364,856			374,282
OPERATING EXPENSES:
Research and development		36,336			36,089			107,594			110,900
Selling, general and administrative		18,039			15,664			55,493			54,757
Amortization of acquired technology and other intangible assets		4,553			4,551			13,646			13,648
Patent costs		1,886			2,352			6,380			6,735
Royalty and license expense		170			154			401			1,928
Total operating expenses		60,984			58,810			183,514			187,968
OPERATING INCOME		43,138			67,005			181,342			186,314
Interest income, net		10,046			10,592			29,883			30,073
Other income, net		952			3,819			6,905			416
Interest and other income, net		10,998			14,411			36,788			30,489
INCOME BEFORE INCOME TAXES		54,136			81,416			218,130			216,803
INCOME TAX EXPENSE		(10,111	)		(14,546	)		(42,397	)		(40,743	)
NET INCOME	$	44,025		$	66,870		$	175,733		$	176,060
NET INCOME PER COMMON SHARE:
BASIC	$	0.93		$	1.40		$	3.69		$	3.69
DILUTED	$	0.92		$	1.40		$	3.68		$	3.69
WEIGHTED AVERAGE SHARES USED IN COMPUTING NET INCOME PER COMMON SHARE:
BASIC		47,554,970			47,542,114			47,571,930			47,549,976
DILUTED		47,676,500			47,669,439			47,681,477			47,644,026
CASH DIVIDENDS DECLARED PER COMMON SHARE	$	0.45		$	0.40		$	1.35		$	1.20

UNIVERSAL DISPLAY CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)


	Nine Months Ended September 30,
	2025			2024
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	175,733		$	176,060
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		20,932			19,488
Amortization of intangibles		13,646			13,648
Investment gains, net		(6,630	)		(5,930	)
Stock-based compensation		22,888			23,812
Deferred income tax expense (benefit)		977			(12,878	)
Retirement plan expense, net of benefit payments		1,271			1,385
Decrease (increase) in assets:
Accounts receivable		39,434			52,157
Inventory		(29,683	)		(163	)
Other current assets		(36,928	)		(39,278	)
Other assets		(12,364	)		(4,397	)
Increase (decrease) in liabilities:
Accounts payable and accrued expenses		304			9,405
Other current liabilities		(2,406	)		(1,977	)
Deferred revenue		(8,763	)		(9,950	)
Other liabilities		1,270			(2,355	)
Net cash provided by operating activities		179,681			219,027
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment		(40,383	)		(29,960	)
Purchases of investments		(319,593	)		(337,949	)
Proceeds from sale and maturity of investments		275,000			200,768
Net cash used in investing activities		(84,976	)		(167,141	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock		1,617			1,776
Payment of withholding taxes related to stock-based compensation to employees		(9,470	)		(8,251	)
Cash dividends paid		(64,223	)		(57,837	)
Net cash used in financing activities		(72,076	)		(64,312	)
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		22,629			(12,426	)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		98,980			91,985
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	121,609		$	79,559
SUPPLEMENTAL DISCLOSURES:
Unrealized gain on available-for-sale securities	$	1,789		$	4,117
Common stock issued to Board of Directors and Scientific Advisory Board that was earned and accrued for in a previous period		300			300
Net change in accounts payable and accrued expenses related to purchases of property and equipment		4,888			(5,573	)
Cash paid for income taxes, net of refunds		53,995			60,772

EX-99.2 3 oled-ex99_2.htm EX-99.2 EX-99.2

Exhibit 99.2


	Press Release


		Universal Display Contact:
		Darice Liu
		investor@oled.com
		media@oled.com
		+1 609-964-5123

Universal Display Corporation to Acquire Emissive OLED Patent Assets from Merck KGaA, Darmstadt, Germany

Ewing, New Jersey – November 6, 2025 – Universal Display Corporation (Nasdaq: OLED) (UDC), enabling energy-efficient displays and lighting with its UniversalPHOLED® technology and materials, today announced that it has entered into a definitive agreement to acquire OLED patent assets from Merck KGaA, Darmstadt, Germany, a leading science and technology company. This portfolio, which has an average remaining lifetime of approximately 10 years, includes more than 300 issued and pending patents worldwide, covering more than 110 unique patent families in the field of advanced OLED emissive device structures and related material components. The acquisition is expected to expand UDC’s patent coverage across key emissive building blocks that enable high‑efficiency OLED devices and aligns with Merck KGaA, Darmstadt, Germany’s strategy to focus on charge transport and triplet host materials, boosting the performance of components surrounding the emissive materials in these devices.

“We are pleased to continue to enhance our OLED patent portfolio, a move that is poised to bolster UDC’s OLED technology roadmap and further broaden the addressable scope of our innovation engine,” said Steven V. Abramson, President and Chief Executive Officer of Universal Display Corporation. “These assets from Merck KGaA, Darmstadt, Germany are expected to complement our world‑class R&D and materials discovery and design platforms as we continue to support the growing OLED market.”

“This IP package represents a significant milestone in our innovation pipeline, integrating multiple next-generation inventions related to emissive layer technology,” said Johannes Canisius, General Manager of the OLED business at Merck KGaA, Darmstadt, Germany. “Transferring this IP to UDC underscores our commitment to advancing OLED technology to new levels of performance and ensuring our innovations are maximized in value and application. This strategic move also enables us to focus fully on our core expertise in transport and host materials. We are excited to deepen our partnership with UDC and are confident that this collaboration will drive the OLED industry forward and unlock new possibilities for the technology as a whole.”

Transaction Details

The transaction will be executed between UDC Ireland Limited, a wholly owned subsidiary of Universal Display Corporation, and Merck Electronics KGaA, Darmstadt, Germany. The closing is expected in January 2026, subject to customary conditions.

About Universal Display Corporation

About Merck KGaA, Darmstadt, Germany

Merck KGaA, Darmstadt, Germany, a leading science and technology company, operates across life science, healthcare and electronics. More than 62,000 employees work to make a positive difference to millions of people’s lives every day by creating more joyful and sustainable ways to live. From providing products and services that accelerate drug development and manufacturing as well as discovering unique ways to treat the most challenging diseases to enabling the intelligence of devices – the company is everywhere. In 2024, Merck KGaA, Darmstadt, Germany, generated sales of € 21.2 billion in 65 countries.

The company holds the global rights to the name and trademark “Merck” internationally. The only exceptions are the United States and Canada, where the business sectors of Merck KGaA, Darmstadt, Germany, operate as MilliporeSigma in life science, EMD Serono in healthcare and EMD Electronics in electronics. Since its founding in 1668, scientific exploration and responsible entrepreneurship have been key to the company’s technological and scientific advances. To this day, the founding family remains the majority owner of the publicly listed company.

# # #

All statements in this document that are not historical, such as those relating to the projected adoption, development and advancement of the Company’s technologies, and the Company’s expected results and future declaration of dividends, as well as the growth of the OLED market and the Company’s opportunities in that market, are forward-looking financial statements within the meaning of the Private Securities Litigation Reform Act of 1995. You are cautioned not to place undue reliance on any forward-looking statements in this document, as they reflect Universal Display Corporation’s current views with respect to future events and are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. These risks and uncertainties are discussed in greater detail in Universal Display Corporation’s periodic reports on Form 10-K and Form 10-Q filed with the Securities and Exchange Commission, including, in particular, the section entitled “Risk Factors” in Universal Display Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024. Universal Display Corporation disclaims any obligation to update any forward-looking statement contained in this document.

(OLED-C)