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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): August 6, 2026

 

 

 

Applied Optoelectronics, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-36083 76-0533927
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)

 

13139 Jess Pirtle Blvd.
Sugar Land
, Texas 77478

(Address of principal executive offices and zip code)

 

(281) 295-1800

(Registrant’s telephone number, including area code)

 

 

 

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, Par value $0.001 AAOI NASDAQ Global Market

 

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. o

 

 

 

 

     

 

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On August 6, 2026 Applied Optoelectronics, Inc. (the “Company”) issued a press release regarding the Company’s financial results for the second quarter ended June 30, 2026. A copy of the Company’s press release is attached as Exhibit 99.1 to this Form 8-K.

 

The information furnished in this Current Report under this Item 2.02 and the exhibits attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit

Number

Description
   
99.1

Press release dated August 6, 2026, issued by Applied Optoelectronics, Inc., filed herewith.

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

 

 

 

 

 

 

 

 

 

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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.

 

Date: August 6, 2026 Applied Optoelectronics, Inc.  
       
       
  By: /s/ Stefan J. Murry  
    Stefan J. Murry  
    Chief Financial Officer  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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EX-99.1 2 aaoi_ex9901.htm PRESS RELEASE

Exhibit 99.1

 

 

Applied Optoelectronics Reports Second Quarter 2026 Results

 

Sugar Land, Texas, August 6, 2026 – Applied Optoelectronics, Inc. (NASDAQ: AAOI) (“AOI”), a leading provider of advanced optical and HFC networking products that power AI, today announced financial results for its second quarter ended June 30, 2026.

 

“Q2 was a pivotal quarter for AOI. We delivered record revenue for our fifth consecutive quarter and achieved an important milestone as we returned to non-GAAP profitability in the quarter. Further, we saw a strong volume ramp of our 800G products, which more than doubled sequentially,” said Dr. Thompson Lin, AOI’s Founder, President and Chief Executive Officer. “Strong demand for high-speed optics alongside high-volume adoption of our 1.8 GHz CATV products generated powerful results during the quarter. We continue to see robust customer engagement around our 800G transceivers and 1.6 Tb products, and we forecast that demand will continue to outpace our production capacity through mid-2027. We continue to believe the fundamental drivers of long-term demand for our business remain robust and we are uniquely positioned as a key supplier to the AI, cloud infrastructure, and CATV markets.”

 

“We’re pleased to deliver second quarter results that were in line with or better than our expectations,” said Dr. Stefan Murry, AOI’s Chief Financial Officer and Chief Strategy Officer. “During Q2, we continued to make solid progress on our production capacity ramp, particularly for our 800G and 1.6Tb products. We have a total manufacturing capacity approaching 200,000 units per month and continue to expect by the end of this year that we will be capable of producing around 650,000 pieces of 800G and 1.6 Tb products per month. We’re working hard to expand our capacity, and we continue to anticipate steady sequential revenue growth this year.”

 

Second Quarter 2026 Financial Summary

 

· GAAP revenue was $191.9 million, compared with $103.0 million in the second quarter of 2025 and $151.1 million in the first quarter of 2026.
     
· GAAP gross margin was 27.7%, compared with 30.3% in the second quarter of 2025 and 29.1% in the first quarter of 2026. Non-GAAP gross margin was 29.8%, compared with 30.4% in the second quarter of 2025 and 29.2% in the first quarter of 2026.
     
· GAAP net loss was $22.8 million, or $0.28 per basic share, compared with net loss of $9.1 million, or $0.16 per basic share in the second quarter of 2025, and a net loss of $14.3 million, or $0.19 per basic share in the first quarter of 2026.
     
· Non-GAAP net income was $5.5 million, or $0.06 per diluted share, compared with non-GAAP net loss of $8.8 million, or $0.16 per basic share in the second quarter of 2025, and a non-GAAP net loss of $4.9 million, or $0.07 per basic share in the first quarter of 2026.

 

A reconciliation between all GAAP and non-GAAP information referenced above is contained in the tables below. Please also refer to “Non-GAAP Financial Measures” below for a description of these non-GAAP financial measures.

 

 

 

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Third Quarter 2026 Business Outlook (+)

 

For third quarter of 2026, the company currently expects:

 

· Revenue in the range of $255 million to $290 million.
· Non-GAAP gross margin in the range of 29% to 30.5%.
· Non-GAAP net income in the range of $10.1 million to $24.0 million, and non-GAAP income per share in the range of $0.11 to $0.26 using approximately 92.8 million shares.

 

(+) Please refer to the note below on forward-looking statements and the risks involved with such statements as well as the note on non-GAAP financial measures.

 

Conference Call Information

 

The company will host a conference call and webcast for analysts and investors today, August 6, 2026 to discuss its second quarter 2026 financial results and outlook for its third quarter 2026 at 4:30 p.m. Eastern time / 3:30 p.m. Central time. This call will be open to the public, and investors may access the call by dialing 844-890-1794 (domestic) or 412-717-9586 (international). A live audio webcast of the conference call along with supplemental financial information will also be accessible on the company's website at investors.ao-inc.com. Following the webcast, an archived version will be available on the website for one year. A telephonic replay of the call will be available one hour after the call and will run for five business days and may be accessed by dialing 855-669-9658 (domestic) or 412-317-0088 (international) and entering passcode 6704856.

 

Forward-Looking Information

 

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements by terminology such as "believe," "may," "estimate," "continue," "anticipate," "intend," "should," "could," "would," "target," "seek," "aim," "predicts," "think," "objectives," "optimistic," "new," "goal," “priorities,” "strategy," "potential," "is likely," "will," "expect," “momentum,” "plan" "project," "permit," “positions” or by other similar expressions that convey uncertainty of future events or outcomes. These statements include management’s beliefs and expectations related to our outlook for the third quarter of 2026, the remainder of the year, and the first half of 2027. Such forward-looking statements reflect the views of management at the time such statements are made. These forward-looking statements involve risks and uncertainties, as well as assumptions and current expectations, which could cause the company's actual results to differ materially from those anticipated in such forward-looking statements. These risks and uncertainties include but are not limited to: reduction in the size or quantity of customer orders; change in demand for the company's products due to industry conditions; changes in manufacturing operations; volatility in manufacturing costs; delays in shipments of products; disruptions in the supply chain; change in the rate of design wins or the rate of customer acceptance of new products; the company's reliance on a small number of customers for a substantial portion of its revenues; potential pricing pressure; a decline in demand for our customers' products or their rate of deployment of their products; general conditions in the internet datacenter, cable television (CATV) broadband, telecom, or fiber-to-the-home (FTTH) markets; changes in the world economy (particularly in the United States and China); changes in the regulation and taxation of international trade, including the imposition of tariffs; changes in currency exchange rates; the negative effects of seasonality; and other risks and uncertainties described more fully in the company's documents filed with or furnished to the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2025 and our Quarterly report on Form 10-Q for the quarter ended June 30, 2026. More information about these and other risks that may impact the company's business are set forth in the "Risk Factors" section of the company's quarterly and annual reports on file with the Securities and Exchange Commission. You should not rely on forward-looking statements as predictions of future events. All forward-looking statements in this press release are based upon information available to us as of the date hereof, and qualified in their entirety by this cautionary statement. Except as required by law, we assume no obligation to update forward-looking statements for any reason after the date of this press release to conform these statements to actual results or to changes in the company's expectations.

 

 

 

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Non-GAAP Financial Measures

 

We provide non-GAAP gross margin, non-GAAP net income (loss), and non-GAAP earnings (loss) per share, and non-GAAP Adjusted EBITDA to eliminate the impact of items that we do not consider indicative of our overall operating performance. To arrive at our non-GAAP gross margin, we exclude stock-based compensation and related expenses, expenses associated with discontinued products, and non-recurring (income) expenses, if any, from our GAAP gross margin. To arrive at our non-GAAP net income (loss), we exclude all amortization of intangible assets, stock-based compensation expense, non-recurring expenses, unrealized foreign exchange loss (gain), losses from the disposal of idle assets, if any, and non-GAAP tax benefit (expenses) from our GAAP net income (loss). Included in our non-recurring expenses in Q2 2026 and Q2 2025 are employee severance expenses (if any) and legal expenses associated with litigation and certain legal and advisory expenses associated with purchase termination or patent protection. In computing our non-GAAP income tax benefit (expense), we have applied an estimate of our annual effective income tax rate and applied it to our net income before income taxes. Our non-GAAP Adjusted EBITDA is calculated by excluding depreciation expense, non-GAAP tax benefit (expense), and interest (income) expense, as well as the items excluded from non-GAAP net income (loss), from our GAAP net income (loss). Our non-GAAP diluted net earnings (loss) per share is calculated by dividing our non-GAAP net gain (loss) by the fully diluted share count (for periods in which non-GAAP net income is positive) or basic share count (for periods in which our non-GAAP net income is negative).

 

We believe that our non-GAAP measures are useful to investors in evaluating our operating performance for the following reasons:

 

We believe that elimination of items such as amortization of intangible assets, stock-based compensation expense, non-recurring revenue and expenses, losses from the disposal of idle assets, unrealized foreign exchange gain or loss, and depreciation on certain equipment undergoing reconfiguration is appropriate because treatment of these items may vary for reasons unrelated to our overall operating performance;
We believe that elimination of expenses associated with discontinued products, including depreciation and inventory obsolescence is appropriate because these expenses are not indicative of our ongoing operations;
We believe that estimating non-GAAP income taxes allows comparison with prior periods and provides additional information regarding the generation of potential future deferred tax assets;
We believe that non-GAAP measures provide better comparability with our past financial performance, period-to-period results and with our peer companies, many of which also use similar non-GAAP financial measures; and
We anticipate that investors and securities analysts will utilize non-GAAP measures as a supplement to GAAP measures to evaluate our overall operating performance.

 

A reconciliation of our GAAP net income (loss), GAAP total gross profit, GAAP earnings (loss), and GAAP earnings (loss) per share for Q2 2026 to our non-GAAP net income (loss), non-GAAP total gross profit, Adjusted EBITDA, and earnings (loss) per share, respectively, is provided below, together with corresponding reconciliations for Q2 2025.

 

Non-GAAP measures should not be considered as an alternative to gross profit, net income (loss), earnings (loss) per share, or any other measure of financial performance calculated and presented in accordance with GAAP. Our non-GAAP measures may not be comparable to similarly titled measures of other organizations because other organizations may not calculate such other non-GAAP measures in the same manner. We have not reconciled the non-GAAP measures included in our guidance to the appropriate GAAP financial measures because the GAAP measures are not readily determinable on a forward-looking basis. GAAP measures that impact our non-GAAP financial measures may include stock-based compensation expense, non-recurring expenses, amortization of intangible assets, unrealized exchange loss (gain), asset impairment charges, loss (gain) from disposal of idle assets, and changes in the fair value of our convertible notes. These GAAP measures cannot be reasonably predicted and may directly impact our non-GAAP gross margin, our non-GAAP net income and our non-GAAP fully-diluted earnings per share, although changes with respect to certain of these measures may offset other changes. In addition, certain of these measures are out of our control. Accordingly, a reconciliation of the non-GAAP financial measure guidance to the corresponding GAAP measures is not available without unreasonable effort.

 

 

 

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About Applied Optoelectronics

 

Applied Optoelectronics, Inc. (AOI) is a leading developer and manufacturer of advanced optical and HFC networking products that are the building blocks for AI datacenters, CATV and broadband fiber access networks around the world. AOI supplies this critical infrastructure to tier-one customers across cloud computing, CATV broadband, telecom, and FTTH markets. The company has R&D facilities in Atlanta, GA, and engineering and manufacturing facilities at its corporate headquarters in Sugar Land, TX, as well as in Taipei, Taiwan and Ningbo, China. For additional information, visit www.ao-inc.com.

 

# # #

 

Investor Relations Contacts:

 

The Blueshirt Group, Investor Relations

Lindsay Savarese

+1-212-331-8417

ir@ao-inc.com

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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Applied Optoelectronics, Inc.

Preliminary Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

 

 

    June 30, 2026     December 31, 2025  
ASSETS                
CURRENT ASSETS                
Cash, Cash Equivalents and Restricted Cash   $ 508,758     $ 216,035  
Accounts Receivable, Net     314,009       244,404  
Inventories     278,791       183,105  
Prepaid Expenses and Other Current Assets     88,316       32,183  
Total Current Assets     1,189,874       675,727  
                 
Property, Plant And Equipment, Net     697,086       376,050  
Land Use Rights, Net     4,917       4,825  
Operating Right of Use Asset     75,168       49,697  
Intangible Assets, Net     3,633       3,623  
Other Assets     330,514       58,501  
TOTAL ASSETS   $ 2,301,192     $ 1,168,423  
                 
LIABILITIES AND STOCKHOLDERS' EQUITY                
CURRENT LIABILITIES                
Accounts Payable   $ 286,088     $ 143,932  
Bank Acceptance Payable     33,940       33,363  
Accrued Expenses     46,939       42,491  
Current Lease Liability-Operating     4,223       3,522  
Current Portion of Notes Payable and Long Term Debt     57,258       33,975  
Total Current Liabilities     428,448       257,283  
Convertible Senior Notes     129,142       129,829  
Other Long-Term Liabilities     75,577       47,393  
TOTAL LIABILITIES     633,167       434,505  
                 
STOCKHOLDERS' EQUITY                
Common Stock     84       75  
Additional Paid-in Capital     2,192,682       1,224,538  
Cumulative Translation Adjustment     2,399       (617 )
Retained Earnings     (527,140 )     (490,078 )
TOTAL STOCKHOLDERS' EQUITY     1,668,025       733,918  
                 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY   $ 2,301,192     $ 1,168,423  

 

 

 

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Applied Optoelectronics, Inc.

Preliminary Condensed Consolidated Statements of Operations

(In thousands)

(Unaudited)

 

 

    Three Months Ended June 30,     Six Months Ended June 30,  
    2026     2025     2026     2025  
Revenue                                
CATV   $ 80,578     $ 56,019     $ 147,419     $ 120,520  
Datacenter     107,662       44,791       189,066       76,841  
Telecom     3,411       1,940       5,971       4,876  
Other     271       202       610       574  
Total Revenue     191,922       102,952       343,066       202,811  
                                 
Total Cost of Goods Sold     138,715       71,790       245,943       141,105  
                                 
Total Gross Profit     53,207       31,162       97,123       61,706  
                                 
Operating Expenses:                                
Research and Development     34,871       20,612       60,527       38,422  
Sales and Marketing     11,490       8,135       17,837       13,492  
General and Administrative     31,573       18,391       56,477       34,706  
Total Operating Expenses     77,934       47,138       134,841       86,620  
                                 
Operating Loss     (24,727 )     (15,976 )     (37,718 )     (24,914 )
                                 
Other Income (Expense):                                
Interest Income     3,248       286       4,985       511  
Interest Expense     (927 )     (818 )     (1,790 )     (1,752 )
Other Income (Expense), net     914       7,410       (201 )     7,885  
Total Other Income (Expense):     3,235       6,878       2,994       6,644  
                                 
Net loss before Income Taxes     (21,492 )     (9,098 )     (34,724 )     (18,270 )
Income Tax Expense     (1,289 )           (2,338 )      
Net loss   $ (22,781 )   $ (9,098 )   $ (37,062 )   $ (18,270 )
                                 
Net loss per share attributable to common stockholders                                
basic   $ (0.28 )   $ (0.16 )   $ (0.47 )   $ (0.34 )
diluted   $ (0.28 )   $ (0.16 )   $ (0.47 )   $ (0.34 )
                                 
Weighted-average shares used to compute net loss per share attributable to common stockholders                                
basic     81,568       56,772       78,789       53,426  
diluted     81,568       56,772       78,789       53,426  

 

 

 

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Applied Optoelectronics, Inc.

Reconciliation of Statements of Operations under GAAP and Non-GAAP

(In thousands)

(Unaudited)

 

 

    Three Months Ended June 30,     Six Months Ended June 30,  
    2026     2025     2026     2025  
GAAP total gross profit (a)   $ 53,207     $ 31,162     $ 97,123     $ 61,706  
Share-based compensation expense     170       94       326       177  
Non-recurring expense     282       41       298       41  
Expenses associated with discontinued products     3,594             3,594        
Non-GAAP total gross profit (a)   $ 57,253     $ 31,297     $ 101,341     $ 61,924  
                                 
GAAP net loss   $ (22,781 )   $ (9,098 )   $ (37,062 )   $ (18,270 )
Share-based compensation expense     4,863       3,164       9,254       5,726  
Expenses associated with discontinued products     3,594             3,594        
Non-cash expenses associated with discontinued products     1,102       1,073       2,017       2,118  
Amortization of intangible assets     123       110       244       218  
Non-recurring (income) expense     4,744       862       5,021       1,255  
Unrealized exchange loss (gain)     (432 )     (5,278 )     745       (5,061 )
Tax (benefit) expense related to the above     14,262       337       16,722       4,325  
Non-GAAP net Gain (loss)   $ 5,475     $ (8,830 )   $ 535     $ (9,689 )
                                 
GAAP net loss   $ (22,781 )   $ (9,098 )   $ (37,062 )   $ (18,270 )
Share-based compensation expense     4,863       3,164       9,254       5,726  
Expenses associated with discontinued products     3,594             3,594        
Non-cash expenses associated with discontinued products     1,102       1,073       2,017       2,118  
Amortization of intangible assets     123       110       244       218  
Non-recurring expense (income)     4,744       862       5,021       1,255  
Unrealized exchange loss (gain)     (432 )     (5,278 )     745       (5,061 )
Depreciation expense     9,276       5,217       17,467       9,790  
Interest (income) expense, net     (2,321 )     532       (3,195 )     1,241  
Income tax expenses (credit)     1,289             2,338        
Adjusted EBITDA   $ (543 )   $ (3,418 )   $ 423     $ (2,983 )
                                 
GAAP diluted net loss per share   $ (0.28 )   $ (0.16 )   $ (0.47 )   $ (0.34 )
Share-based compensation expense     0.06       0.06       0.11       0.11  
Expenses associated with discontinued products     0.04             0.04        
Non-cash expenses associated with discontinued products     0.01       0.02       0.02       0.04  
Non-recurring (income) expense     0.05       0.01       0.06       0.02  
Unrealized exchange loss (gain)           (0.10 )     0.01       (0.09 )
Non-GAAP tax benefit     0.18       0.01       0.24       0.08  
Non-GAAP diluted net earnings (loss) per share   $ 0.06     $ (0.16 )   $ 0.01     $ (0.18 )
                                 
Shares used to compute diluted loss per share     81,568       56,772       78,789       53,426  
Shares used to compute diluted earnings per share     88,152       62,037       85,373       58,690  

 

(a) Provided for the purpose of calculating gross profit as a percentage of revenue (gross margin).

 

 

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