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  4. [8-K] SOLESENCE, INC. Reports Material Event

Record $62.1M revenue as Solésence (Nasdaq: SLSN) margins tighten

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(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Solésence, Inc. reported record full-year 2025 revenue of $62.1 million, up 19% from $52.3 million, as it expanded its SPF-infused beauty product portfolio. Despite higher sales, full-year gross margin fell to 26% from 31% and net income declined to $1.8 million from $4.2 million, reflecting higher operating costs.

In the fourth quarter, revenue was $12.5 million, roughly flat year over year, but gross margin improved to 27% from 22%, turning a net loss of $0.6 million in 2024’s quarter into net income of $0.2 million. The company highlighted its “Transform & Transcend” initiative, aimed at operational excellence, technology-driven market expansion, service model innovation, and global growth with brand partners, alongside adding 20 new brand partners and securing 16 new patents.

Positive

  • Record 2025 revenue growth: Net revenue reached $62.1 million, a 19% increase from $52.3 million in 2024, reflecting successful expansion of SPF-infused beauty products and new brand partnerships.

Negative

  • Profitability pressure despite growth: Gross margin declined from 31% to 26% and net income dropped from $4.2 million to $1.8 million in 2025, indicating higher costs and margin compression.

Insights

Strong 2025 revenue growth contrasts with weaker profitability, though Q4 margins show improvement.

Solésence delivered record 2025 revenue of $62.1 million, a 19% increase, powered by an expanded consumer product line and more brand partners. However, full-year gross margin slipped to 26% from 31%, and net income fell to $1.8 million from $4.2 million.

Fourth-quarter trends were more encouraging: revenue held at about $12.5 million, while gross margin widened from 22% to 27%, lifting results to positive net income of $0.2 million. The new Transform & Transcend program, launched in November 2025, targets leaner operations, technology-driven growth, and globalization. Its effectiveness will be reflected in future margin and earnings performance across 2026 disclosures.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Full-year 2025 revenue $62.1 million Record net revenue for the twelve months ended December 31, 2025, 19% above 2024
Full-year 2025 gross margin 26% Gross margin for 2025 versus 31% in 2024, indicating margin compression
Full-year 2025 net income $1.8 million Net income for the twelve months ended December 31, 2025, versus $4.2 million in 2024
Q4 2025 revenue $12.5 million Net revenue for the three months ended December 31, 2025, versus $12.6 million in 2024
Q4 2025 gross margin 27% Fourth-quarter 2025 gross margin compared with 22% in the prior-year quarter
Q4 2025 net income $0.2 million Approximate net income for Q4 2025 versus a net loss of about $0.6 million in Q4 2024
2025 Adjusted EBITDA $4.2 million Non-GAAP Adjusted EBITDA for 2025 versus $6.6 million in 2024
Total assets $50.1 million Total assets as of December 31, 2025 on the consolidated balance sheet
Gross margin financial
"Gross margin in the fourth quarter was 27%, compared to 22% for the same period in 2024."
Gross margin is the difference between how much money a company makes from selling its products and how much it costs to produce them, expressed as a percentage of sales. It shows how efficiently a company is turning sales into profit before other expenses like marketing or salaries. Higher gross margin means the company keeps more money from each sale, which is a good sign of financial health.
Adjusted EBITDA financial
"Adjusted EBITDA | | $ | 4,193 | | $ | 6,558"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Non-GAAP financial
"Use of Non-GAAP Financial Information Solésence believes that the presentation of results excluding certain items"
Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.
Deferred revenue financial
"Deferred revenue | | 930 | | | | 5,571"
Cash a company has already received for goods or services it has promised but not yet delivered; it's recorded as a liability because the company still owes that product, service, or future revenue recognition. For investors, deferred revenue signals upcoming work or deliveries that will convert into reported sales over time and affects short-term obligations, cash flow quality, and how quickly a firm can grow recognized revenue—think of it like prepaid subscriptions or gift cards a business must honor later.
Operating lease obligations financial
"Current portion of operating lease obligations | | 1,255 | | | | 1,260"
Operating lease obligations are the future, contractual payments a company must make for using assets it does not own—such as office space, equipment, or vehicles—under lease agreements. They matter to investors because these recurring commitments act like long-term subscriptions that reduce available cash, affect a company’s financial flexibility and risk profile, and (under current accounting rules) can influence reported liabilities and leverage metrics used to compare companies.
Asset retirement obligations financial
"Asset retirement obligations | | 194 | | | | 246"
Asset retirement obligations are a company’s recorded promise to pay for dismantling, cleaning up, or restoring property when a long-lived asset is retired — for example decommissioning a plant or removing equipment. Companies estimate the future cleanup cost today and book it as a liability (and add the cost to the asset), so it affects the balance sheet, reported profits over time, and future cash needs; investors watch it like a planned bill that can reduce cash available for returns.
Full-year revenue $62.1 million +19% YoY
Full-year gross margin 26%
Full-year net income $1.8 million
Q4 2025 revenue $12.5 million
Q4 2025 gross margin 27%
2025 Adjusted EBITDA $4.2 million
Understanding 8-K Material Events →
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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):  March 31, 2026

_______________________________

SOLESENCE, INC.

(Exact name of registrant as specified in its charter)

_______________________________

Delaware000-2233336-3687863
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)

1319 Marquette Drive

Romeoville, Illinois 60446

(Address of Principal Executive Offices) (Zip Code)

(630) 771-6708

(Registrant's telephone number, including area code)

 

(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:

☐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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par value per shareSLSNThe NASDAQ Capital 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. ☐

 
 
Item 2.02. Results of Operations and Financial Condition.

 

On March 31, 2026, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.
   
99.1 Press Release dated March 31, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
   
 
 

SIGNATURE

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.

 SOLESENCE, INC.
   
  
Date: March 31, 2026By: /s/ Laura Riffner        
  Laura Riffner
  Chief Financial Officer
  

 

 

EXHIBIT 99.1

Solésence Reports Fourth Quarter and Full-Year 2025 Financial Results

Full Year 2025 record revenue of $62.1 million

ROMEOVILLE, Ill., March 31, 2026 (GLOBE NEWSWIRE) -- Solésence, Inc. (Nasdaq: SLSN), a leader in scientifically-driven health care solutions across beauty and life science categories, today announced financial results for the fourth quarter and year ended December 31, 2025.

“In 2025, we achieved record revenue of $62.1 million, effectively doubling our line of consumer products in just two years. This affirmed both the value we bring to the industry, and our ability to establish ourselves as a leading innovator and manufacturer of SPF-infused beauty products,” said Kevin Cureton, President and Chief Executive Officer.

“In November, we launched Transform & Transcend. This is a broad-based strategic initiative that is aligning our operational execution with the changes in our organization brought on by our rapid commercial growth, and subsequently enables our company to capitalize on the market position we have established and the intellectual property investments we have made. Transform & Transcend is built on four core pillars: operational excellence through lean management principles, technology-driven expansion of our addressable market, increasing our share of the value chain through service model innovation, and collaborative globalization through entering new geographies in cooperation with our brand partners. Through the methodical execution of this initiative, our organization will be positioned to deliver sustainable, profitable growth above the industry averages and long-term value for our shareholders."

Laura Riffner, Chief Financial Officer, noted, “We exited 2025 with strong momentum due in part to organizational changes and the start of the Transform and Transcend initiative. Looking ahead to 2026, we are confident in our ability to deliver against our full-year objectives.”

Summary Fourth Quarter 2025 Financial Results

Fourth Quarter Financial Highlights

  • Revenue for the fourth quarter was $12.5 million, compared to $12.6 million for the same period in 2024.
  • Gross profit increased to $3.4 million in the fourth quarter, compared to $2.8 million for the same period in 2024.
  • Gross margin in the fourth quarter was 27%, compared to 22% for the same period in 2024.
  • Net income in the fourth quarter was approximately $0.2 million, compared to a net loss of approximately $0.6 million for the same period in 2024.

Summary Full Year 2025 Financial Results

  • Revenue for the twelve months ended December 31, 2025, was a record $62.1 million compared to $52.3 million, a 19% increase over the same period in 2024.
  • Gross profit for the twelve months ended December 31, 2025, was $16.1 million compared to $16.2 million over the same period in 2024.
  • Gross margin for the twelve months ended December 31, 2025, was 26%, compared to 31% for same period in 2024.
  • Net income for the twelve months ended December 31, 2025, was $1.8 million compared to $4.2 million in the same period in 2024.

Recent Highlights

  • Appointed Yoolie Park as Vice President of Brand Partnerships to drive commercialization strategy and further deepen and expand our relationships with our beauty brand partners.
  • Acquired 20 new brand partners in facial skincare and color cosmetics.
  • Expanded skin health patent protection through 16 U.S. and foreign patents across our technology platforms. This includes additional global patent protection for our award-winning Kleair™ technology; a skin health and healing technology that will be launching in 2026; and an emerging plant-based technology in our pipeline.

Conference Call
Solésence will host its fourth quarter conference call on Tuesday, March 31, 2026 at 7:30 a.m. CT, 8:30 a.m. ET, to discuss its financial results and provide a business and financial update. On the call will be Kevin Cureton, President and Chief Executive Officer, and Laura Riffner, Chief Financial Officer.

Webcast Link: https://edge.media-server.com/mmc/p/btv3gq6b

Dial-In Link: https://register-conf.media-server.com/register/BI2103cfa8634b4409927981d42999af41

To receive the dial-in number, as well as your personalized PIN, you must register at the above link. Once registered, you will also have the option to have the system dial-out to you once the conference call begins. If you forget your PIN prior to the conference call, you can simply re-register.

The call may also be accessed through the Company’s investor relations website, at https://ir.solesence.com/. Please join the conference call at least five minutes prior to the start time.

FINANCIAL RESULTS AND NON-GAAP INFORMATION

Use of Non-GAAP Financial Information
Solésence believes that the presentation of results excluding certain items, such as non-cash equity compensation charges, provides meaningful supplemental information to both management and investors, facilitating the evaluation of performance across reporting periods. The Company uses these non-GAAP measures for internal planning and reporting purposes. These non-GAAP measures are not in accordance with, or an alternative for, Generally Accepted Accounting Principles (“GAAP”) and may be different from non-GAAP measures used by other companies. The presentation of this additional information is not meant to be considered in isolation or as a substitute for net income or net income per share prepared in accordance with GAAP.

About Solésence, Inc.
Solésence, Inc. (Nasdaq: SLSN), is a leader in scientifically-driven health care solutions across beauty and life science categories. With a mission to deliver joy through innovation, inclusivity and the science of beautiful skin, we have redefined mineral-based sun protection by maximizing transparency, effectiveness, aesthetics, and wearability — empowering individuals to embrace beauty on their own terms. Combining best-in-class skin health solutions with the celebration of self-care, we allow brands to deliver unique product claims and attributes by seamlessly integrating protection, prevention, and treatment technologies into daily use products. Learn more at solesence.com.

Forward-Looking Statements

This press release contains words such as “expects,” “shall,” “will,” “believes,” and similar expressions that are intended to identify forward-looking statements within the meaning of the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. Such statements in this announcement are made based on the Company’s current beliefs, known events and circumstances at the time of publication, and as such, are subject in the future to unforeseen risks and uncertainties that could cause the Company’s results of operations, performance, and achievements to differ materially from current expectations expressed in, or implied by, these forward-looking statements. These risks and uncertainties include, without limitation, the following: a decision by a customer to cancel a purchase order or supply agreement in light of the Company’s dependence on a limited number of key customers; uncertain demand for, and acceptance of, the Company’s engineered materials, ingredients, and fully formulated products; the Company’s manufacturing capacity and product mix flexibility in light of customer demand; the Company’s limited marketing experience; changes in development and distribution relationships; the impact of competitive products and technologies; the Company’s dependence on patents and protection of proprietary information; the resolution of litigation in which the Company may become involved; the impact of any potential new government regulations that could be difficult to respond to or too costly to comply with while remaining financially viable; the ability of the Company to maintain an appropriate electronic trading venue; and other factors described in the Company’s Form 10-K filed March 31, 2026. In addition, the Company’s forward-looking statements could be affected by general industry and market conditions and growth rates. Except as required by federal securities laws, the Company undertakes no obligation to update or revise these forward-looking statements to reflect new events, uncertainties, or other contingencies.  

Media Contact:
media@solesence.com

Investor Relations Contact:
investors@solesence.com

SOLÉSENCE, INC
CONSOLIDATED BALANCE SHEETS
(Unaudited Consolidated Condensed)
          
   (in thousands except share and per share data)
   December 31, December 31,
    2025   2024 
ASSETS(Unaudited)  
      
Current assets:   
 Cash $1,288  $1,409 
 Trade accounts receivable 7,642   5,655 
 Allowance for credit losses (806)  (786)
  Trade accounts receivable, net 6,836   4,869 
 Inventories, net 18,511   20,267 
 Prepaid expenses and other current assets 2,141   2,803 
  Total current assets 28,776   29,348 
      
 Equipment and leasehold improvements, net 14,329   12,734 
 Operating leases, right of use 6,913   7,917 
 Other assets, net 37   3 
 Total assets$50,055  $50,002 
      
LIABILITIES AND STOCKHOLDERS' EQUITY   
Current liabilities:   
 Line of credit, accounts receivable, related party$4,767  $- 
 Current portion of line of credit, inventory, related party -   4,000 
 Current portion of debt, related parties -   1,000 
 Current portion of operating lease obligations 1,255   1,260 
 Accounts payable 4,098   9,093 
 Deferred revenue 930   5,571 
 Accrued expenses 2,879   4,849 
 Total current liabilities 13,929   25,773 
      
 Long-term portion of operating lease obligations 7,798   9,037 
 Long-term portion of line of credit, inventory, related party 9,500   - 
 Long-term portion of debt, related parties 1,000   - 
 Asset retirement obligations 194   246 
 Total long-term liabilities 18,492   9,283 
      
Stockholders' equity:   
 Preferred stock, $.01 par value, 24,088 shares authorized and   
  no shares issued and outstanding -   - 
 Common stock, $.01 par value, 95,000,000 shares authorized;   
  70,614,045 and 70,103,279 shares issued and outstanding on   
  December 31, 2025 and 2024, respectively 706   700 
 Additional paid-in capital 115,566   114,674 
 Accumulated deficit (98,638)  (100,428)
 Total stockholders' equity 17,634   14,946 
 Total liabilities and shareholders' equity$50,055  $50,002 


SOLÉSENCE, INC
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited Consolidated Condensed)
(in thousands except share and per share data)
 
     Three months ended Twelve months ended
     December 31, December 31,
      2025   2024   2025  2024
Revenue:
         
 Product revenue $12,425  $12,411  $61,794 $51,890
 Other revenue   58   156   270  457
  Net revenue  12,483   12,567   62,064  52,347
            
 Cost of revenue  9,049   9,801   46,001  36,159
  Gross profit  3,434   2,766   16,063  16,188
            
Operating expense:        
 Research and development expense  1,035   1,091   4,090  3,837
 Selling, general and administrative expense  2,213   1,898   10,401  7,219
Income (loss) from operations  186   (223)  1,572  5,132
 Interest income        
 Interest expense  328   108   931  670
 Other income, net  (12)  -   1,222  -
Income (loss) before provision for income taxes  (154)  (331)  1,863  4,462
Provision for income taxes  (317)  227   73  227
Net income (loss)  $163  $(558) $1,790 $4,235
            
            
Net income (loss) per share-basic $-  $(0.01) $0.03 $0.07
            
Weighted average number of common shares outstanding - basic  70,565,573   70,011,564   70,344,152  62,350,459
            
Net income (loss) per share-diluted $-  $(0.01) $0.02 $0.07
            
Weighted average number of common shares outstanding - diluted  72,808,204   70,011,564   72,579,715  65,028,815


SOLÉSENCE, INC
CONSOLIDATED STATEMENTS OF OPERATIONS - EXPANDED SCHEDULE
(Unaudited Consolidated Condensed)
(in thousands except share and per share data)
 
     Three months ended Twelve months ended
     December 31, December 31,
      2025   2024   2025  2024
Revenue:
        
 Product revenue $12,425  $12,411  $61,794 $51,890
 Other revenue
  58   156   270  457
  Net revenue  12,483   12,567   62,064  52,347
            
 Cost of revenue detail:        
 Depreciation
  212   218   861  881
 Non-Cash equity compensation  39   44   112  124
 Other costs of revenue  8,798   9,539   45,028  35,154
  Cost of revenue  9,049   9,801   46,001  36,159
   Gross profit  3,434   2,766   16,063  16,188
            
Operating expense:        
 Research and development expense detail:        
 Depreciation
  3   4   14  21
 Non-Cash equity compensation  43   53   139  152
 Other research and development expense  989   1,034   3,937  3,664
  Research and development expense  1,035   1,091   4,090  3,837
            
 Selling, general and administrative expense detail:        
 Depreciation and amortization  5   6   22  26
 Non-Cash equity compensation  125   151   324  449
 Other selling, general and administrative expense  2,083   1,741   10,055  6,744
  Selling, general and administrative expense  2,213   1,898   10,401  7,219
Income from operations  186   (223)  1,572  5,132
 Interest income        
 Interest expense  328   108   931  670
 Other income, net  (12)  -   1,222  -
Income before provision for income taxes  (154)  (331)  1,863  4,462
Provision for income taxes  (317)  227   73  227
Net income (loss)
 $163  $(558) $1,790 $4,235
            
Non-GAAP Disclosure (see note regarding Non-GAAP disclosures):        
 Addback Interest, net  328   108   931  670
 Addback Depreciation/Amortization  220   228   897  928
 Addback Non-Cash Equity Compensation  207   248   575  725
 Subtract Non-Cash Other Income  -   -   -  -
            
 Adjusted EBITDA $918  $26  $4,193 $6,558


Source: View Original Filing on SEC EDGAR

FAQ

How did Solésence (SLSN) perform financially in full-year 2025?

Solésence posted record 2025 revenue of $62.1 million, up 19% from $52.3 million. Full-year gross margin declined to 26% from 31%, and net income fell to $1.8 million versus $4.2 million in 2024, showing growth but weaker profitability.

What were Solésence’s Q4 2025 financial results?

In Q4 2025, Solésence generated revenue of $12.5 million, roughly flat year over year. Gross profit rose to $3.4 million, with gross margin improving to 27% from 22%, turning a prior-year net loss of about $0.6 million into net income of roughly $0.2 million.

What is Solésence’s Transform & Transcend initiative announced in 2025?

Transform & Transcend is Solésence’s broad strategic program launched in November 2025. It focuses on operational excellence using lean management, technology-driven market expansion, service model innovation, and collaborative globalization with brand partners to support sustainable, profitable growth above industry averages.

How did margins and profitability trend for Solésence in 2025?

While revenue grew, Solésence’s profitability contracted in 2025. Gross margin declined from 31% to 26%, and net income decreased from $4.2 million to $1.8 million, highlighting increased operating expenses and cost pressures despite higher sales volumes.

What recent strategic achievements did Solésence (SLSN) highlight?

Solésence reported several strategic milestones alongside its 2025 results. The company added 20 new brand partners in facial skincare and color cosmetics and expanded its skin health patent portfolio with 16 additional U.S. and foreign patents across key technology platforms, including its award-winning Kleair technology.

What non-GAAP metric does Solésence use and what was 2025 Adjusted EBITDA?

Solésence reports Adjusted EBITDA as a non-GAAP performance measure. For 2025, Adjusted EBITDA was $4.2 million, compared with $6.6 million in 2024, excluding items such as interest, depreciation and amortization, and non-cash equity compensation charges from net income.

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