0000095953false00000959532025-02-172025-02-17

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): February 17, 2025

Ascent Logo.jpg

Ascent Industries Co.
(Exact name of registrant as specified in its charter)
Delaware0-1968757-0426694
(State or other jurisdiction of incorporation or organization)(Commission File Number)(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)
Not applicable
(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 (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 classTrading SymbolName of exchange on which registered
Common Stock, par value $1.00 per shareACNTNASDAQ 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 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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 8.01    Other Events
On February 17, 2025, the Company's Board of Directors authorized a new share repurchase program. The new share repurchase program allows for repurchase of up to 1.0 million shares of the Company's outstanding common stock over 24 months. The shares will be purchased from time to time at prevailing market prices, through open market or privately negotiated transactions, depending on market conditions. Under the program, the purchases will be funded from available working capital, and the repurchased shares will be returned to the status of authorized, but unissued shares of common stock or held in treasury. There is no guarantee as to the exact number of shares that will be repurchased by the Company, if any, and the Company may discontinue purchases at any time that management determines additional purchases are not warranted.

Item 9.01.    Financial Statements and Exhibits
(d) Exhibits
Exhibit NumberDescription of Exhibit
104Cover 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 behalf by the undersigned hereunto duly authorized.

ASCENT INDUSTRIES CO.
Dated: February 18, 2025By: /s/ Ryan Kavalauskas
Ryan Kavalauskas
Chief Financial Officer


Exhibit 99.1

ascentlogo.jpg

Ascent Announces Board Authorization of Expanded Stock Purchase Program

Schaumburg, Illinois, February 18, 2025 – Ascent Industries Co. (Nasdaq: ACNT) today announced that its Board of Directors authorized an expanded and extended stock repurchase program under which up to 1,000,000 shares, approximately 10% of its outstanding common stock, may be acquired in the open market over the next 24 months at the discretion of management.

Bryan Kitchen, President and CEO, said, “Share repurchases are a key part of our capital allocation strategy. The Board’s expanded authorization is particularly timely given that we believe our shares’ current valuation substantially undervalues the Company based on our momentum, organic growth runway, and strengthening balance sheet. At our current valuation, repurchasing our stock continues to be a prudent investment that will not conflict with our growth objectives.”

The shares will be purchased from time to time at prevailing market prices, through open market or privately negotiated transactions, depending on market conditions. Under the program, the purchases will be funded from available working capital, and the repurchased shares will be returned to the status of authorized, but unissued shares of common stock or held in treasury. There is no guarantee as to the exact number of shares that will be repurchased by the Company, and the Company may discontinue purchases at any time that management determines additional purchases are not warranted. As of February 18, 2025, the Company had 10,076,025 shares outstanding.

About Ascent Industries Co.
Ascent Industries Co. (Nasdaq: ACNT) is a company that engages in a number of diverse business activities including the production of specialty chemicals and industrial tubular products. For more information about Ascent, please visit its website at www.ascentco.com.

Forward-Looking Statements
This press release may include "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and other applicable federal securities laws. All statements that are not historical facts are forward-looking statements. Forward looking statements can be identified through the use of words such as "estimate," "project," "intend," "expect," "believe," "should," "anticipate," "hope," "optimistic," "plan," "outlook," "should," "could," "may" and similar expressions. The forward-looking statements are subject to certain risks and uncertainties which could cause actual results to differ materially from historical results or those anticipated. Readers are cautioned not to place undue reliance on these forward-looking statements and to review the risks as set forth in more detail in Ascent Industries Co.’s Securities and Exchange Commission filings, including our Annual Report on Form 10-K, which filings are available from the SEC or on our website. Ascent Industries Co. assumes no obligation to update any forward-looking information included in this release.

Company Contact
Ryan Kavalauskas
Chief Financial Officer
1-630-884-9181

Investor Relations
Cody Slach and Cody Cree
Gateway Group, Inc.
1-949-574-3860
ACNT@gateway-grp.com

1
v3.25.0.1
Cover Page
Feb. 17, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Feb. 17, 2025
Entity Registrant Name Ascent Industries Co.
Entity Incorporation, State or Country Code DE
Entity File Number 0-19687
Entity Tax Identification Number 57-0426694
Entity Address, Address Line One 20 N. Martingale Rd,
Entity Address, Address Line Two Suite 430,
Entity Address, City or Town Schaumburg,
Entity Address, State or Province IL
Entity Address, Postal Zip Code 60173
City Area Code (630)
Local Phone Number 884-9181
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $1.00 per share
Trading Symbol ACNT
Security Exchange Name NASDAQ
Entity Emerging Growth Company false
Entity Central Index Key 0000095953
Amendment Flag false
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