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ASCENT INDUSTRIES CO.

For the period ended Dec 31, 2025. Filed Mar 3, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 3, 2026

ACNT$13.74+1.1%Stored close · as of Nov 6, 2026
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

COMMISSION FILE NUMBER 0-19687

(Exact name of registrant as specified in its charter)

Delaware57-0426694
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
20 N. Martingale Rd,Suite 430
Schaumburg,Illinois60173
(Address of principal executive offices)(Zip Code)
(630)884-9181
(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading SymbolName of exchange on which registered
Common Stock, par value $1.00 per shareACNTNASDAQ Global Market

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes¨No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes¨No x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer☐Accelerated filer☒
Non-accelerated filer☐Smaller reporting company☒
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.¨

Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. x

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.¨

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes☐ Nox

Based on the closing price as of June 30, 2025, which was the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value of the common stock held by non-affiliates of the registrant was $104.4 million.

The number of shares outstanding of the registrant's common stock as of February 27, 2026 was 9,469,820.

Documents Incorporated By Reference

Portions of the Proxy Statement for the 2026 annual shareholders' meeting are incorporated by reference into Part III of this Form 10-K.

Form 10-K

For Period Ended December 31, 2025

Page
Disclosure Regarding Forward Looking Statements2
Part I
Item 1Business3
Item 1ARisk Factors7
Item 1BUnresolved Staff Comments13
Item 1CCybersecurity13
Item 2Properties14
Item 3Legal Proceedings15
Item 4Mine Safety Disclosures15
Part II
Item 5Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities15
Item 6Reserved15
Item 7Management's Discussion and Analysis of Financial Condition and Results of Operations15
Item 7AQuantitative and Qualitative Disclosures about Market Risk24
Item 8Financial Statements and Supplementary Data25
Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure55
Item 9AControls and Procedures55
Item 9BOther Information57
Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections57
Part III
Item 10Directors, Executive Officers and Corporate Governance57
Item 11Executive Compensation58
Item 12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters58
Item 13Certain Relationships and Related Transactions, and Director Independence58
Item 14Principal Accounting Fees and Services58
Part IV
Item 15Exhibits and Financial Statement Schedules59
Signatures63
ContentsView on SEC.gov

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