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Nova Reports Fourth Quarter and Record Full Year 2025 Results

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REHOVOT, Israel, Feb. 12, 2026 /PRNewswire/ — Nova (NASDAQ: NVMI) today announced financial results for the fourth quarter and full year ended December 31, 2025.

Fourth Quarter 2025 Highlights:

  • Quarterly revenue of $222.6 million, a 14% increase YoY.
  • GAAP net income of $64.7 million, or $1.94 per diluted share, a 23% increase YoY.
  • Non-GAAP net income of $72.2 million, or $2.14 per diluted share, a 10% increase YoY.
  • Nova Integrated Metrology portfolio selected by a global leading logic customer to support CMP applications across Gate‑All‑Around (GAA) processes

Full Year 2025 Highlights:

  • Record annual revenue of $880.6 million up 31% YoY
  • Record GAAP net income of $259.2 million, or $7.96 per diluted share up 38% YoY
  • Record Non-GAAP net income of $282.6 million, or $8.62 per diluted share up 29% YoY
  • Record sales of Optical, Materials and Chemical Metrology portfolio driven by demand for unique solutions for critical applications and market share gains
  • Record Sales for Gate-All-Around, DRAM and Advanced Packaging processes, driven by demand for AI

 GAAP Results (K)

 

Q4 2025

Q3 2025

Q4 2024

FY 2025

FY 2024

Revenues

$222,624

$224,608

$194,766

$880,577

$672,396

Net Income

$64,888

$61,421

$50,481

$259,223

$183,762

Earnings per Diluted Share

$1.94

$1.90

$1.58

$7.96

$5.75

 

Non-GAAP Results (K)

 

Q4 2025

Q3 2025

Q4 2024

FY 2025

FY 2024

Net Income

$72,239

$69,991

$62,302

$282,588

$214,926

Earnings per Diluted Share

$2.14

$2.16

$1.94

$8.62

$6.69

A reconciliation between GAAP operating results and non-GAAP operating results is provided following the financial statements included in this release. See also “Use of Non-GAAP Adjusted Financial Measures” section.

Management Comments

“2025 was an exceptional year for Nova, as we delivered record revenue and profitability while supporting our customers’ manufacturing challenges across advanced and mature nodes.” said Gaby Waisman, President and CEO. “Our broad-based momentum, expanding metrology portfolio, and multiple strategic qualifications of Nova’s advanced metrology solutions, underscore the strength of our strategy and technology. As we enter 2026, we believe Nova is well positioned to capitalize on the upward investment cycle.”

2026 First Quarter Financial Outlook

Management provided an outlook for the first quarter, the period ending March 31, 2026. Based on current estimates, management expects:

  • $222 million to $232 million in revenue
  • $1.90 to $2.02 in diluted GAAP EPS
  • $2.13 to $2.25 in diluted non-GAAP EPS

2025 Fourth Quarter Results

Total revenues for the fourth quarter of 2025 were $222.6 million, a decrease of 1% compared with the third quarter of 2025 and an increase of 14% compared with the fourth quarter of 2024.

Gross margin in the fourth quarter of 2025 was 57.6%, compared with 56.7%, in the third quarter of 2025 and 56.4% in the fourth quarter of 2024.

Operating expenses in the fourth quarter of 2025 were $67.5 million, compared with $63.6 million in the third quarter of 2025 and $54.5 million in the fourth quarter of 2024.

On a GAAP basis, the Company reported net income of $64.7 million, or $1.94 per diluted share, in the fourth quarter of 2025. This is compared with net income of $61.4 million, or $1.90 per diluted share, in the third quarter of 2025, and $50.5 million, or 1.58 per diluted share, in the fourth quarter of 2024.

On a non-GAAP basis, the Company reported net income of $ 72.2 million, or $2.14 per diluted share, in the fourth quarter of 2025. This is compared with net income of $ 70.0 million, or $2.16 per diluted share, in the third quarter of 2025, and $62.3 million, or $1.94 per diluted share, in the fourth quarter of 2024.

2025 Full Year Results

Total revenues for 2025 were $880.6 million, an increase of 31% compared to total revenues of $672.4 million for 2024.

Gross margin in 2025 was 57.4%, compared with 57.6% in 2024.

Operating expenses in 2025 were $251.7 million, compared with operating expenses of $199.5 million in 2024.

On a GAAP basis, the Company reported net income of $259.2 million, or $7.96 per diluted share, in 2025. This is compared with a net income of $183.7 million, or $5.75 per diluted share, in 2024.

On a non-GAAP basis, the Company reported net income of $282.6 million, or $8.62 per diluted share, in 2025. This is compared with net income of $214.9 million, or $6.69 per diluted share, in 2024.

Conference Call Information

Nova will host a conference call today, February 12, 2026, at 8:30 a.m. Eastern Time, to discuss the Company’s fourth quarter and full year 2025 financial results and outlook. To attend the conference call, please dial one of the following teleconference numbers. Please begin by placing your calls five minutes before the conference call commences. If you are unable to connect using the toll-free numbers, please try the international dial-in number.

U.S. TOLL-FREE Dial-in Number: 1-833-816-1427
ISRAEL TOLL-FREE Dial-in Number: 1-809-213-284
INTERNATIONAL Dial-in Number: 1-412-317-0519

At:
8:30 a.m. Eastern Time
5:30 a.m. Pacific Time

The conference call will also be webcast live from a Link on Nova’s website at https://www.novami.com/investors/events/

A replay of the conference call will be available from February 12, 2026, at 11:30 a.m. Eastern Time until August 15, 2026, at 11:59 p.m. Eastern Time. To access the replay, please dial one of the following numbers:

Replay Dial-in U.S. TOLL-FREE: 1-855-669-9658
Replay Dial-in INTERNATIONAL: 1-412-317-0088
Replay Pin Number: 7285579
A replay will also be available for 90 days on Nova’s website link at https://www.novami.com/investors/events/

About Nova

Nova is a leading innovator and key provider of material, optical and chemical metrology solutions for advanced process control in semiconductor manufacturing. Nova delivers continuous innovation by providing state-of-the-art, high-performance metrology solutions for effective process control throughout the semiconductor fabrication lifecycle. Nova’s product portfolio, which combines high-precision hardware and cutting-edge software, provides its customers with deep insight into developing and producing the most advanced semiconductor devices. Nova’s unique capability to deliver innovative solutions enables its customers to improve performance, enhance product yields and accelerate time to market. Nova acts as a partner to semiconductor manufacturers from its offices worldwide. Additional information may be found on Nova’s website linkhttps://www.novami.com.

Nova is traded on the Nasdaq and TASE, Nasdaq ticker symbol NVMI.

Use of Non-GAAP Adjusted Financial Measures

This press release provides financial measures that exclude amortization of acquired intangible assets, inventory step-up, stock-based compensation expenses, acquisition related expenses, revaluation of operating lease liabilities and remeasurement of intercompany loans, amortization of debt issuance costs, discrete tax reserve release, net and tax effect of non-GAAP adjustment, as applicable, 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 Nova’s performance because they reflect our operational results and enhance management’s and investors’ ability to evaluate Nova’s performance before charges or benefits considered by management to be outside Nova’s ongoing operating results. 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 believes that it is in the best interest of its investors to provide financial information that will facilitate comparison of both historical and future results and allow greater transparency to supplemental information used by management in its financial and operational decision making. A reconciliation of each GAAP to non-GAAP financial measure discussed in this press release is contained in the accompanying financial tables.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of safe harbor provisions of the Private Securities Litigation Reform Act of 1995 relating to future events or our future performance, such as statements regarding, but not limited to, anticipated growth opportunities and projections about our business and its future revenues, expenses and profitability. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ materially from any future results, levels of activity, performance or achievements expressed or implied in those forward-looking statements. Factors that may affect our results, performance, circumstances or achievements include, but are not limited to, the following: increased information technology security threats and sophisticated computer crime; foreign political and economic risks including supply-chain difficulties; regulations that could restrict our operations such as economic sanctions and export restrictions; changes in U.S. trade policies; indirect effects of the Russia – Ukraine conflict; market instability including inflation and recessionary pressures; risks related to doing business with China; catastrophic events; inability to protect our intellectual property; open source technology exposure, including risks related to artificial intelligence; failure to compete effectively or to respond to rapid technological changes; consolidation in our industry; difficulty in predicting the length and strength of any downturn or expansion period of the market we target; factors that adversely affect the pricing and demand for our product lines; dependency on a small number of large customers; dependency on a single manufacturing facility per product line; dependency on a limited number of suppliers; difficulty in integrating current or future acquisitions; lengthy sales cycle and customer delays in orders; risks related to conditions in Israel, including related to the war against Hamas and other terrorist organizations; risks related to our convertible notes; currency fluctuations; and quarterly fluctuations in our operating results. We cannot guarantee future results, levels of activity, performance or achievements. The matters discussed in this press release also involve risks and uncertainties summarized under the heading “Risk Factors” in Nova’s Annual Report on Form 20-F for the year ended December 31, 2024, filed with the Securities and Exchange Commission on February 20, 2025. These factors are updated from time to time through the filing of reports and registration statements with the Securities and Exchange Commission. Nova Ltd. does not assume any obligation to update the forward-looking information contained in this press release.

 

(Tables to Follow)

 

NOVA LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(U.S. dollars in thousands) – (Unaudited)

 
 

As of December 31,

ASSETS

2025

 

2024

Current assets

     

Cash and cash equivalents

214,462

 

157,779

Short-term interest-bearing bank deposits

512,250

 

211,877

Marketable securities

321,798

 

216,910

Trade accounts receivable, net

151,929

 

139,318

Inventories

183,671

 

156,599

Other current assets

26,692

 

19,466

Total current assets

1,410,802

 

901,949

Non-current assets

     

Marketable securities

584,731

 

225,818

Interest-bearing bank deposits and restricted deposits

12,508

 

7,847

Deferred tax assets

38,819

 

31,639

Operating lease right-of-use assets

57,731

 

51,193

Property plant and equipment, net

102,625

 

81,746

Intangible assets, net

45,819

 

31,458

Goodwill

90,807

 

48,317

Other long-term assets

16,704

 

10,455

Total non-current assets

949,744

 

488,473

Total assets

2,360,546

 

1,390,422

LIABILITIES AND SHAREHOLDERS’ EQUITY

     

Current liabilities

     

   Convertible senior notes, net

 

180,564

Trade accounts payable

46,982

 

59,578

Deferred revenues

67,163

 

72,886

Operating lease current liabilities

8,204

 

7,169

Other current liabilities

102,186

 

68,033

Total current liabilities

224,535

 

388,230

Non-current liabilities

     

Convertible senior notes, net

731,680

 

Operating lease long-term liabilities

59,271

 

48,363

Long-term deferred tax liability

10,221

 

8,495

Other long-term liabilities

16,591

 

17,539

Total non-current liabilities

817,763

 

74,397

Shareholders’ equity

1,318,248

 

927,795

Total liabilities and shareholders’ equity

2,360,546

 

1,390,422

 

 

NOVA LTD.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

 (U.S. dollars in thousands, except per share data) – (Unaudited)

 
 

Three months ended

December 31,

 

Year ended

December 31,

 

2025

 

2024

 

2025

 

2024

Revenues:

             

Products

174,954

 

158,546

 

705,598

 

538,350

Services

47,670

 

36,220

 

174,979

 

134,046

Total revenues

222,624

 

194,766

 

880,577

 

672,396

Total cost of revenues

94,391

 

84,835

 

375,377

 

285,310

Gross profit

128,233

 

109,931

 

505,200

 

387,086

Operating expenses:

             

Research and development, net

37,972

 

30,909

 

143,392

 

110,257

Sales and marketing

22,316

 

15,980

 

82,208

 

65,090

General and administrative

7,212

 

7,571

 

26,132

 

24,199

Total operating expenses

67,500

 

54,460

 

251,732

 

199,546

Operating income

60,733

 

55,471

 

253,468

 

187,540

Financing income, net

12,164

 

3,756

 

49,818

 

28,747

Income before taxes on income

72,897

 

59,227

 

303,286

 

216,287

Income tax expenses

8,209

 

8,746

 

44,063

 

32,525

Net income for the period

64,688

 

50,481

 

259,223

 

183,762

               

Earnings per share:

             

Basic

2.09

 

1.72

 

8.61

 

6.31

Diluted

1.94

 

1.58

 

7.96

 

5.75

               

Shares used in calculation of earnings per share
 (in thousands):

             

Basic

31,025

 

29,304

 

30,108

 

29,113

Diluted

33,830

 

32,062

 

32,800

 

32,138

 

 

NOVA LTD

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in thousands) – (Unaudited)

 
 

Three months ended

December 31,

 

Year ended

December 31,

 

2025

 

2024

 

2025

 

2024

Cash flows from operating activities:

             

Net income

64,688

 

50,481

 

259,223

 

183,762

Adjustments to reconcile net income to net cash provided by operating activities:

             

      Depreciation of property and equipment

3,767

 

3,029

 

13,469

 

11,736

      Amortization of intangible assets

2,544

 

1,267

 

8,897

 

5,643

      Amortization of premium and accretion of discount on marketable securities, net

(1,550)

 

(1,820)

 

(5,743)

 

(7,178)

      Amortization of debt issuance costs

980

 

310

 

1,996

 

1,280

      Share-based compensation

6,977

 

6,349

 

26,291

 

25,209

      Net effect of exchange rate fluctuation

(1,262)

 

4,109

 

(18,647)

 

3,025

Changes in assets and liabilities:

             

      Trade accounts receivable, net

(7,004)

 

(26,196)

 

(7,022)

 

(29,051)

      Inventories

(911)

 

876

 

(19,004)

 

(23,897)

      Other current and long-term assets

(2,924)

 

(4,097)

 

(17,457)

 

(9,671)

      Deferred tax, net

(4,160)

 

(4,849)

 

(13,787)

 

(9,722)

      Operating lease right-of-use assets

1,419

 

559

 

3,660

 

3,668

      Trade accounts payable

(4,189)

 

6,309

 

(8,788)

 

17,506

      Deferred revenues

(3,481)

 

19,494

 

(7,894)

 

34,553

      Operating lease liabilities

585

 

97

 

1,745

 

(3,938)

      Other current and long-term liabilities

4,608

 

12,686

 

28,213

 

32,299

      Accrued severance pay, net

41

 

(82)

 

461

 

42

Net cash provided by operating activities

60,128

 

68,522

 

245,613

 

235,266

Cash flows from investment activities:

             

Acquisition of subsidiary, net of acquired cash

 

 

(56,355)

 

Change in short-term and long-term interest-bearing bank deposits

(332,602)

 

(4,339)

 

(303,674)

   

(93,595)

 

Investment in marketable securities

(88,512)

 

(60,175)

 

(754,833)

   

(271,987)

 

Proceeds from maturity of marketable securities

82,704

 

57,421

 

305,390

 

246,397

Proceed from sales of marketable securities

 

 

 

Purchase of property and equipment

(11,770)

 

(8,121)

 

(27,698)

 

(17,215)

Net cash used in investing activities

(350,180)

 

(15,214)

 

(837,170)

 

(136,400)

Cash flows from financing activities:

             

Proceeds from issuance of convertible senior notes

 

 

750,000

 

Issuance costs of convertible senior notes

(1,813)

 

 

(19,551)

 

Purchase of capped calls

 

 

(51,826)

 

Issuance costs of capped calls

(1,407)

 

 

(1,407)

 

Purchases of treasury shares

(15,001)

 

(30,000)

 

(35,003)

 

(30,000)

Conversion of convertible senior notes

(7)

 

(18,506)

 

(7)

 

(18,506)

Proceeds from exercise of options

 

90

 

 

160

Net cash provided by financing activities

(18,228)

 

(48,416)

 

642,206

 

(48,346)

Effect of exchange rate fluctuations on cash and cash equivalents

1,109

 

(1,076)

 

6,352

 

(315)

Changes in cash and cash equivalents and restricted cash

(307,171)

 

3,816

 

57,001

 

50,205

Cash and cash equivalents and restricted cash – beginning of period

521,951

 

153,963

 

157,779

 

107,574

Cash and cash equivalents and restricted cash – end of period

214,780

 

157,779

 

214,780

 

157,779

                     

 

 

NOVA LTD.

RECONCILIATION OF GAAP TO NON-GAAP RESULTS

(U.S. dollars in thousands, except percentage and per share data) – (Unaudited)

 
 

Three months ended

 

December 31, 2025

 

September 30, 2025

 

December 31, 2024

GAAP gross profit

128,233

 

127,418

 

109,931

Stock-based compensation*

1,990

 

1,901

 

1,805

Amortization of acquired intangible assets

2,342

 

2,113

 

1,182

Non-GAAP gross profit

132,565

 

131,432

 

112,918

GAAP gross margin as a percentage of revenues

58 %

 

57 %

 

56 %

Non-GAAP gross margin as a percentage of revenues

60 %

 

59 %

 

58 %

           

GAAP operating income

60,733

 

63,860

 

55,471

Stock-based compensation*

6,977

 

6,681

 

6,349

Acquisition related expenses

 

 

917

Amortization of acquired intangible assets

2,544

 

2,309

 

1,267

Discrete tax reserve release, net

203

 

 

Non-GAAP operating income

70,457

 

72,850

 

64,004

GAAP operating margin as a percentage of revenues

27 %

 

28 %

 

28 %

Non-GAAP operating margin as a percentage of revenues

32 %

 

32 %

 

33 %

           

GAAP net income

64,688

 

61,421

 

50,481

Stock-based compensation*

6,977

 

6,681

 

6,349

Acquisition related expenses

 

 

917

Amortization of acquired intangible assets

2,544

 

2,309

 

1,267

Amortization of debt issuance costs

980

 

448

 

310

Revaluation of operating lease and intercompany loans

1,642

 

762

 

4,706

Discrete tax reserve release, net

(4,229)

 

 

Tax effect of non-GAAP adjustments

(363)

 

(1,630)

 

(1,728)

Non-GAAP net income

72,239

 

69,991

 

62,302

           

GAAP basic earnings per share

2.09

 

2.05

 

1.72

Non-GAAP basic earnings per share

2.33

 

2.34

 

2.13

           

GAAP diluted earnings per share

1.94

 

1.90

 

1.58

Non-GAAP diluted earnings per share

2.14

 

2.16

 

1.94

           

Shares used for calculation of earnings per share
(in thousands):

         

Basic

31,025

 

29,936

 

29,304

Diluted

33,830

 

32,470

 

32,062

             

* Stock-based compensation for the three months ended December 31, 2025 included in – Cost of revenues – 1,990; Research and development, net – 2,851; Sales and marketing – 1,479; General and administrative – 657.

 

 

NOVA LTD.

RECONCILIATION OF GAAP TO NON-GAAP RESULTS

(U.S. dollars in thousands, except percentage and per share data) – (Unaudited)

   
 

Year ended December 31,

 

2025

 

2024

GAAP gross profit

505,200

 

387,086

Stock-based compensation*

7,507

 

7,013

Amortization of acquired intangible assets

8,164

 

5,284

Acquisition related inventory step-up

2,258

 

Non-GAAP gross profit

523,129

 

399,383

GAAP gross margin as a percentage of revenues

57 %

 

58 %

Non-GAAP gross margin as a percentage of revenues

59 %

 

59 %

       

GAAP operating income

253,468

 

187,540

Stock-based compensation*

26,291

 

25,209

Acquisition-related inventory step-up

2,258

 

Acquisition related expenses

859

 

917

Amortization of acquired intangible assets

8,897

 

5,643

Discrete tax reserve release, net

203

 

Non-GAAP operating income

291,976

 

219,309

GAAP operating margin as a percentage of revenues

29 %

 

28 %

Non-GAAP operating margin as a percentage of revenues

33 %

 

33 %

       

GAAP net income

259,223

 

183,762

Stock-based compensation*

26,291

 

25,209

Acquisition-related inventory step-up

2,258

 

Acquisition related expenses

859

 

917

Amortization of acquired intangible assets

8,897

 

5,643

Amortization of debt issuance costs

1,996

 

1,280

Revaluation of operating lease liabilities

(9,347)

 

3,221

Discrete tax reserve release, net

(4,229)

 

Tax effect of non-GAAP adjustments

(3,360)

 

(5,106)

Non-GAAP net income

282,588

 

214,926

       

GAAP basic earnings per share

8.61

 

6.31

Non-GAAP basic earnings per share

9.39

 

7.38

       

GAAP diluted earnings per share

7.96

 

5.75

Non-GAAP diluted earnings per share

8.62

 

6.69

       

Shares used for calculation of earnings per share
(in thousands):

     

Basic

30,108

 

29,113

Diluted

32,800

 

32,138

 

* Stock-based compensation for the year ended December 31, 2025, included in – Cost of revenues – 7,507;

Research and development, net – 11,129; Sales and marketing – 5,280; General and administrative – 2,375.

 

 

NOVA LTD.

SUPPLEMENTAL INFORMATION – RECONCILIATION OF FIRST QUARTER 2026
GAAP TO NON-GAAP GUIDANCE

(U.S. dollars) (Unaudited)

 

 
 

Low

 

High

Estimated GAAP net income per diluted share

1.90

 

2.02

Estimated non-GAAP items:

     

Stock-based compensation

0.18

 

0.18

Amortization of acquired intangible assets

0.06

 

0.06

Amortization of debt issuance costs

0.03

 

0.03

Tax effect of non-GAAP adjustments

(0.04)

 

(0.04)

Estimated non-GAAP net income per diluted share

2.13

 

2.25

 

Company Contact:
Guy Kizner
Chief Financial Officer
Tel: +972-73-229-5760
E-mail: [email protected]
Nova website link: https://www.novami.com

Investor Relations Contact:
Miri Segal MS-IR LLC
Tel: +917-607-8654
E-mail: [email protected]

Logo – https://mma.prnewswire.com/media/1446151/Nova_Logo.jpg

 


 

 

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