ASCENT INDUSTRIES CO.
For the period ended Dec 31, 2025. Filed Mar 3, 2026.
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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
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Item 15. Exhibits and Financial Statement Schedules
(a)The following documents are filed as a part of this report:
- Financial Statements: The following consolidated financial statements of Ascent Industries Co. are included in Part II, Item 8:
Consolidated Balance Sheets as of December 31, 2025 and 2024
Consolidated Statements of Income (Loss) for the years ended December 31, 2025 and 2024
Consolidated Statements of Cash Flows for the years ended December 31, 2025 and 2024
Consolidated Statements of Shareholders' Equity for the years ended December 31, 2025 and 2024
- Financial Statements Schedule: The following consolidated financial statements schedule of Ascent Industries Co. is included in Item 15:
Schedule II - Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting regulations of the Securities and Exchange Commission are not required under the related instructions or are inapplicable, and therefore have been omitted.
- Listing of Exhibits:
See "Exhibit Index"
- Exhibits
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date |
| 2.1 | Stock Purchase Agreement, dated as of October 22, 2021, by and between the Company and DanChem Holdings, LLC.† | 8-K | 001-05200 | 2.1 | October 25, 2021 |
| 2.2 | Asset Purchase Agreement by and among Specialty Pipe & Tube Operations LLC, Specialty Pipe & Tube, Inc., and Ascent Industries Co., as the sole shareholder of Specialty Pipe & Tube, Inc. dated as of December 22, 2023 | 8-K | 001-05200 | 2.1 | December 29, 2023 |
| 2.3 | Asset Purchase Agreement by and among Bristol Pipe and Tube, Inc., Bristol Metals, LLC., Synalloy Metals, Inc. as the sole shareholder of Bristol Metals, LLC. and Ascent Industries Co. dated as of March 12, 2025† | 8-K | 001-05200 | 2.1 | March 13, 2025 |
| 2.4 | Asset Purchase Agreement by and among First Tube, LLC., American Stainless Tubing, LLC., and Ascent Industries Co. dated as of June 23, 2025† | 8-K | 001-05200 | 2.1 | June 25, 2025 |
| 3.1 | Amended and Restated Certificate of Incorporation of Registrant | 8-K | 001-05200 | 3.1 | August 10, 2022 |
| 3.2 | Amended and Restated Bylaws of Registrant | 8-K | 001-05200 | 3.1 | April 8, 2025 |
| 4.1 | Description of Common Stock | 10-K | 001-05200 | 4.2 | March 29, 2022 |
| 10.1 | 2011 Long-Term Incentive Stock Option Plan** | DEF 14A | 000-19687 | A | March 25, 2011 |
| 10.2 | 2022 Omnibus Equity Incentive Plan** | DEF 14A | 001-05200 | A | April 27, 2022 |
| 10.3 | Credit Agreement, dated as of January 15, 2021, between Registrant and BMO Harris Bank N.A. | 8-K | 001-05200 | 99.1 | January 19, 2021 |
| 10.4 | Joinder Agreement, dated November 5, 2021, between Registrant and BMO Harris Bank N.A. | 10-Q | 001-05200 | 10.1 | November 9, 2021 |
| 10.5 | Limited Consent, Second Amendment to Credit Agreement and Omnibus Amendment to Loan Documents with BMO Bank N.A. and the other lenders party thereto dated as of December 22, 2023 | 8-K | 001-05200 | 2.1 | December 29, 2023 |
| 10.6 | Limited Consent, Third Amendment to Credit Agreement with BMO Bank N.A. dated as of November 6, 2024 | 8-K | 001-05200 | 10.1 | November 12, 2024 |
| 10.7 | Limited Consent, Fourth Amendment to Credit Agreement and Omnibus Amendment to Loan Documents with BMO Bank N.A. and the other lenders party thereto as of April 4, 2025† | 8-K | 001-05200 | 10.2 | April 8, 2025 |
| Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date |
| 10.8 | Limited Consent, Fifth Amendment to Credit Agreement and Omnibus Amendment to Loan Documents with BMO Bank N.A. and the other lenders party thereto as of June 30, 2025† | 8-K | 001-05200 | 10.1 | July 2, 2025 |
| 10.9 | Limited Waiver, Consent and Sixth Amendment to Credit Agreement and Omnibus Amendment to Loan Documents with BMO Bank N.A. and the other lenders party thereto as of December 10, 2025† | 8-K | 001-05200 | 10.1 | December 15, 2025 |
| 10.10 | Offer Letter from the Company to J. Bryan Kitchen dated February 10, 2024 | 8-K | 001-05200 | 10.1 | February 15, 2024 |
| 10.11 | Offer Letter from the Company to Ryan Kavalauskas dated February 10, 2024 | 8-K | 001-05200 | 10.2 | February 15, 2024 |
| 10.12 | Employment Agreement between Registrant and Christopher G. Hutter dated October 26, 2020 | 8-K | 001-05200 | 99.3 | October 28, 2020 |
| 10.13 | Third Amended and Restated Master Lease Agreement, dated as of September 10, 2020, between Registrant and Store Master Funding XII, LLC | 10-Q | 001-05200 | 10.1 | November 9, 2020 |
| 10.14 | Fourth Amended and Restated Master Lease Agreement, dated August 28, 2024, between Registrant and Store Master Funding XII, LLC | 10-Q | 001-05200 | 10.1 | November 12, 2024 |
| 10.15 | Fifth Amended and Restated Master Lease Agreement dated April 4, 2025 between Registrant and Store Master Funding XII, LLC | 8-K | 001-05200 | 10.3 | April 8, 2025 |
| 10.16 | Sixth Amended and Restated Master Lease Agreement dated June 30, 2025 between Registrant and Store Master Funding XII, LLC | 8-K | 001-05200 | 10.2 | July 2, 2025 |
| 10.17 | Seventh Amended and Restated Master Lease Agreement dated November 14, 2025 between Registrant and Store Master Funding, XII, LLC | 8-K | 001-05200 | 10.1 | November 17, 2025 |
| 10.18 | Transition Services Agreement between Bristol Pipe and Tube, Inc. and Ascent Industries Co. dated as of March 12. 2025† | 8-K | 001-05200 | 10.1 | March 13, 2025 |
| 19.1 | Insider Trading Policy | ||||
| 21.1 | Subsidiaries of the Registrant | ||||
| 23.1 | Consent of Baker Tilly US, LLP, independent registered public accounting firm | ||||
| Incorporated by Reference | ||||||
| Exhibit Number | Exhibit Description | Form | File No. | Exhibit | Filing Date | |
| 31.1 | Rule 13a-14(a)/15d-14(a) Certifications of Chief Executive Officer | |||||
| 31.2 | Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer | |||||
| 32.1 | Certifications Pursuant to 18 U.S.C. Section 1350 | |||||
| 97.1 | Ascent Industries Co. Clawback Policy | |||||
| 101.INS* | XBRL Instance Document | |||||
| 101.SCH* | XBRL Taxonomy Extension Schema | |||||
| 101.CAL* | XBRL Taxonomy Extension Calculation Linkbase | |||||
| 101.LAB* | XBRL Taxonomy Extension Label Linkbase | |||||
| 101.PRE* | XBRL Taxonomy Extension Presentation Linkbase | |||||
| 101.DEF* | XBRL Taxonomy Extension Definition Linkbase | |||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL document and included in Exhibit 101*) | |||||
| * | In accordance with Regulation S-T, the XBRL-related information in Exhibit 101 to this Annual Report on Form 10-K shall be deemed "furnished" and not "filed." | |||||
| ** | Constitutes management contract or compensatory plans | |||||
| † | Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K. | |||||
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