Core Viewpoint - The article emphasizes the importance of enabling Javascript and cookies in browsers to prevent access issues, particularly when ad-blockers are enabled [1] Group 1 - The article suggests that users may face restrictions if they have ad-blockers enabled, indicating a need for adjustments in browser settings to ensure smooth access [1]

Financial Performance - Total revenue for the three months ended September 30, 2025, was $26.236 million, a decrease of $4.036 million or 13.3% compared to $30.272 million in the same period of 2024[211]. - Revenue from the Electronic Test segment decreased by 21.8% to $12.099 million, while Environmental Technologies increased by 11.2% to $7.490 million[211]. - Total revenue for the nine months ended September 30, 2025, was $81,003,000, a decrease of $13,084,000 or 13.9% compared to $94,087,000 in the same period of 2024[224]. - Revenue from the Semi market decreased by 20.5% to $29,029,000, while Auto/EV revenue fell by 19.9% to $16,785,000[225]. - Gross profit for the three months ended September 30, 2025, was $10.992 million, resulting in a gross margin of 41.9%, down from 46.3% in the prior year[217]. - Gross profit for the nine months ended September 30, 2025, was $34,021,000, down 16.8% from $40,885,000 in 2024, with a gross margin of 42.0%[228]. Orders and Backlog - Orders for the third quarter of 2025 increased by 34.2% to $37.642 million compared to $28.054 million in the same period of 2024, driven primarily by Auto/EV and Defense/Aerospace segments[213]. - Backlog of unfilled orders as of September 30, 2025, was $49.3 million, up from $45.5 million a year earlier[216]. - Orders received for the nine months ended September 30, 2025, increased by 17.7% to $90,689,000, driven by strong performance in Auto/EV and Life Sciences[227]. Expenses and Costs - Selling expenses decreased by 12.1% to $3.765 million, representing 14.4% of revenue[218]. - General and administrative expenses decreased by 16.2% to $5.128 million, accounting for 19.5% of revenue[220]. - Engineering and product development expenses increased by 7.0% to $2.335 million, representing 8.9% of revenue[219]. - Restructuring costs recognized in the third quarter of 2025 amounted to $116,000, representing 0.4% of revenue[222]. - Amortization of acquired intangible assets decreased by 10.9% to $841,000, accounting for 3.2% of revenue[221]. - Selling expenses decreased by 6.4% to $12,141,000, representing 15.0% of total revenue[229]. - Engineering and product development expenses increased by 10.1% to $7,028,000, accounting for 8.7% of revenue[230]. - General and administrative expenses decreased by 6.0% to $16,704,000, representing 20.6% of revenue[231]. - Restructuring costs of $645,000 were recognized for the consolidation of operations, representing 0.8% of revenue[233]. Debt and Financing - The company reported a total debt of $4.9 million with M&T Bank as of September 30, 2025, and projects to reduce this to less than $2.0 million by June 30, 2026[199]. - The company has a Credit Facility with a $50.5 million non-revolving delayed draw term note and a $10.0 million revolving credit facility, with available drawing capacity of $30.0 million as of September 30, 2025[238]. - The company drew $12 million under the Term Note at a fixed annual interest rate of approximately 3.2% for the acquisition of Videology, and $8.5 million at a variable rate of 6.4% for Acculogic[240]. - Alfamation's debt as of September 30, 2025, was $4.0 million, with a weighted average interest rate of 3.2% for bank-issued term loans[241]. Cash Flow and Working Capital - Cash and cash equivalents decreased from $19.83 million on December 31, 2024, to $16.23 million on September 30, 2025[242]. - The company estimates short-term working capital requirements between $8.0 million and $10.0 million, supported by cash and borrowing capacity[243]. - Net cash provided by operating activities for the nine months ended September 30, 2025, was $8.3 million, an increase of $7.1 million compared to the prior year[245]. - Net cash used in investing activities decreased by $18.8 million to $1.1 million for the nine months ended September 30, 2025, with no acquisitions in the current year[245]. - Net cash used in financing activities was $6.8 million, a decrease of $1.3 million compared to the prior year, with no stock repurchases in the current year[245]. Market and Strategic Focus - The company is focused on diversifying its markets, including Auto/EV, Defense/Aerospace, Industrial, Life Sciences, and Safety/Security, to reduce dependence on the semiconductor market[192]. - The semiconductor market remains the largest market for the company, characterized by cyclical demand and significant fluctuations in orders and revenue[194]. - The company has qualified a new supplier for materials previously sourced from a sole-source supplier in Belarus, with the first system incorporating these new materials shipped at the end of Q2 2025[203]. - The company maintains a two-to-three month safety stock of capacitors from its sole-source supplier in Israel, which is currently believed to have redundancies in place[201]. - The company continues to monitor global trade policies and tariffs, which may negatively impact demand, pricing, and costs for its products[200]. - The company has increased prices charged to customers where appropriate to mitigate supply chain and logistics challenges[206]. - The company is experiencing increased prices and logistics delays, which may impact future earnings[206]. - The company is committed to adjusting strategies and operations in response to shifts in market practices and customer demands[196]. - The company is pursuing acquisition opportunities for complementary businesses and technologies, with funding expected from cash, Term Note availability, or equity issuance[244].

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $26.2 million, a decrease from $28.1 million in Q2 2025, reflecting a decline of $1.9 million [9] - Year-over-year revenue declined by $4 million compared to Q3 2024, primarily due to lower sales in semi, AutoEV, and defense aerospace [9] - Gross profit decreased by $1 million to $11 million, with gross margin declining 70 basis points to 41.9% due to lower volume [10] - Net loss for the quarter was $0.9 million, or a loss of $0.08 per share, with adjusted net loss at $0.02 per share [11] Business Line Data and Key Metrics Changes - Orders for AutoEV increased significantly, accounting for approximately three-quarters of the sequential growth, doubling to $14.6 million [6] - Defense aerospace orders more than doubled sequentially to $6.4 million, driven by increased demand for next-generation weapons systems [7] - Year-over-year orders were up 34.2%, with notable increases in AutoEV, industrial, defense aerospace, life sciences, and semi markets [7] Market Data and Key Metrics Changes - The backlog at the end of Q3 was $49.3 million, significantly higher than at the end of Q2, positioning the company well for upcoming quarters [8] - The semi market remained sluggish, particularly in the analog mixed signal business, despite some pickup in orders [8] Company Strategy and Development Direction - The company is executing its Vision 2030 strategy, focusing on market diversification and innovation to capture new opportunities [6][15] - Continued efforts to penetrate target accounts and drive adoption of new products are seen as critical for future growth [6][15] Management's Comments on Operating Environment and Future Outlook - Management noted that while there are signs of a market recovery, many customers remain hesitant to commit to new capital projects [12] - The company expects Q4 revenue to rebound to a range of $30 million to $32 million, with a gross margin forecast of approximately 43% [12] Other Important Information - The company reduced debt by $6.2 million in the first nine months of 2025, ending Q3 with total debt outstanding of $8.9 million [11] - Cash and cash equivalents at the end of Q3 were $21.1 million, indicating strong liquidity [11] Q&A Session Summary Question: Breakdown of the $2 million shipment delay - Approximately $1.5 million was tied to life sciences markets, with delays in systems at Alphamation, and the remainder was related to the semi industry at Ackylogic [19] Question: Duration of strong automotive orders - The strong demand for automotive orders is expected to continue for the foreseeable future, driven by new technologies and model year programs [21] Question: Nature of challenges faced in the quarter - The challenges were different from those in the first quarter, primarily related to new technologies at Alphamation and Ackylogic [25] Question: Insights on the semi market - The front end of the semi market remains anemic, with some signs of life, while the back end is softer due to tariff issues and investment hesitancy [28] Question: Changes in economic environment affecting guidance - The guidance reflects a cautious approach, with a focus on minimizing risks and ensuring that the company can deliver on expected shipments [33][41] Question: Performance in the industrial segment - The industrial segment has been stable, with ongoing projects but some delays due to customer hesitance on capital expenditures [42]

Third Quarter 2025 Financial Results Conference Call November 5, 2025 Nick Grant, President and CEO Duncan Gilmour, CFO and Treasurer NYSE American: INTT | NYSE American: INTT | Forward-looking Statements and Key Performance Metrics Forward-Looking Statements This presentation includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements do not convey historical information but relate to predicted or potential future events and f ...

Core Insights - inTest Corporation (INTT) reported a quarterly loss of $0.02 per share, missing the Zacks Consensus Estimate of $0.04, and a decline from earnings of $0.10 per share a year ago, resulting in an earnings surprise of -150.00% [1] - The company posted revenues of $26.24 million for the quarter ended September 2025, which was 10.34% below the Zacks Consensus Estimate and down from $30.27 million year-over-year [2] - The stock has underperformed the market, gaining about 0.7% year-to-date compared to the S&P 500's gain of 15.1% [3] Earnings Outlook - The current consensus EPS estimate for the upcoming quarter is $0.12 on revenues of $31.74 million, and for the current fiscal year, it is $0.08 on revenues of $115.76 million [7] - The estimate revisions trend for inTest was mixed ahead of the earnings release, resulting in a Zacks Rank 3 (Hold), indicating expected performance in line with the market [6] Industry Context - The Electronics - Measuring Instruments industry, to which inTest belongs, is currently ranked in the bottom 32% of over 250 Zacks industries, suggesting potential challenges for stock performance [8] - Another company in the same industry, Camtek (CAMT), is expected to report quarterly earnings of $0.80 per share, reflecting a year-over-year increase of 6.7%, with revenues projected at $125.05 million, up 11.3% from the previous year [9][10]

Exhibit 99.1 NEWS RELEASE 804 EAST GATE DRIVE, SUITE 200, MOUNT LAUREL, NJ 08054 FOR IMMEDIATE RELEASE InTest Reports Third Quarter 2025 Results Orders Surge 34.2% Year-over-Year to $37.6 Million on Strong Demand MT. LAUREL, NJ – November 5, 2025 -- InTest Corporation (NYSE American: INTT), a global supplier of innovative test and process technology solutions for use in manufacturing and testing in key target markets which include semiconductor ("semi"), automotive/EV, defense/aerospace, industrial, life sc ...

Core Insights - InTest Corporation reported its financial results for Q3 2025, highlighting its role as a global supplier of innovative test and process technology solutions across various key markets [1] Financial Performance - The financial results for the third quarter ended September 30, 2025, were announced, indicating the company's ongoing performance amidst global economic challenges [1] Market Focus - The company operates in several key target markets, including semiconductor, automotive/EV, defense/aerospace, industrial, life sciences, and safety/security [1]

Core Viewpoint - Momentum investing focuses on "buying high and selling higher" rather than traditional strategies of "buying low and selling high" [1] Group 1: Momentum Investing Strategy - Momentum investors often face challenges in determining the right entry point, as stocks may lose momentum when their valuations exceed future growth potential [2] - A safer approach involves investing in bargain stocks that exhibit recent price momentum, utilizing tools like the Zacks Momentum Style Score to identify such opportunities [3] Group 2: inTest Corporation (INTT) Analysis - inTest Corporation (INTT) has shown a four-week price change of 0.4%, indicating growing investor interest [4] - The stock has gained 17.4% over the past 12 weeks, with a beta of 1.55, suggesting it moves 55% more than the market [5] - INTT has a Momentum Score of A, indicating a favorable time to invest based on momentum [6] Group 3: Earnings Estimates and Valuation - INTT has received a Zacks Rank 2 (Buy) due to upward revisions in earnings estimates, which typically attract more investors [7] - The stock is trading at a Price-to-Sales ratio of 0.73, suggesting it is undervalued at 73 cents for each dollar of sales [7] Group 4: Additional Investment Opportunities - Besides INTT, there are other stocks that meet the criteria of the 'Fast-Paced Momentum at a Bargain' screen, presenting further investment opportunities [8] - Investors can explore over 45 Zacks Premium Screens tailored to different investing styles to identify potential winning stocks [9]

PART I. FINANCIAL INFORMATION [Item 1. Financial Statements](index=3&type=section&id=Item%201.%20Financial%20Statements) This section presents InTest Corporation's unaudited consolidated financial statements, including balance sheets, statements of operations, and cash flows, along with detailed notes on accounting policies and disclosures [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) Consolidated Balance Sheet Highlights (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Cash and cash equivalents | $19,248 | $19,830 | | Trade accounts receivable, net | $23,349 | $29,495 | | Inventories | $27,610 | $26,837 | | Total current assets | $74,847 | $78,812 | | Total assets | $149,653 | $152,288 | | Total current liabilities | $30,958 | $31,948 | | Total liabilities | $47,061 | $52,498 | | Total stockholders' equity | $102,592 | $99,790 | [Unaudited Consolidated Statements of Operations](index=4&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Operations) Consolidated Statements of Operations Highlights (in thousands, except per share data) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Revenue | $28,130 | $33,991 | $54,767 | $63,815 | | Gross profit | $11,973 | $13,797 | $23,029 | $26,873 | | Operating (loss) income | $(927) | $336 | $(3,808) | $828 | | Net (loss) earnings | $(503) | $230 | $(2,832) | $892 | | Basic (loss) earnings per share | $(0.04) | $0.02 | $(0.23) | $0.07 | | Diluted (loss) earnings per share | $(0.04) | $0.02 | $(0.23) | $0.07 | - Revenue for the three months ended June 30, 2025, decreased by **17.2%** year-over-year, and for the six months ended June 30, 2025, decreased by **14.2%** year-over-year[12](index=12&type=chunk) - The company reported a net loss of **$(503) thousand** for the three months and **$(2,832) thousand** for the six months ended June 30, 2025, compared to net earnings in the prior year periods[12](index=12&type=chunk) [Unaudited Consolidated Statements of Comprehensive Earnings (Loss)](index=5&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Comprehensive%20Earnings%20(Loss)) Consolidated Statements of Comprehensive Earnings (Loss) Highlights (in thousands) | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Net (loss) earnings | $(503) | $230 | $(2,832) | $892 | | Foreign currency translation adjustments | $3,266 | $(697) | $4,763 | $(786) | | Total other comprehensive earnings (loss) | $3,242 | $(741) | $4,704 | $(844) | | Comprehensive earnings (loss) | $2,739 | $(511) | $1,872 | $48 | [Unaudited Consolidated Statements of Stockholders' Equity](index=6&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Stockholders'%20Equity) Stockholders' Equity Changes (in thousands, except share data) | Metric | Balance, January 1, 2025 | Net Loss | Other Comprehensive Earnings | Amortization of Deferred Compensation | Issuance of Unvested Shares | Forfeiture of Unvested Shares | Stock Options Exercised | ESPP Shares Issued | Shares Surrendered for Tax | Balance, June 30, 2025 | | :--------------------------------- | :----------------------- | :------- | :--------------------------- | :------------------------------------ | :-------------------------- | :---------------------------- | :---------------------- | :----------------- | :------------------------- | :--------------------- | | Common Stock (Shares) | 12,457,658 | — | — | — | 134,196 | (27,365) | 4,925 | 5,374 | — | 12,559,753 | | Common Stock (Amount) | $124 | — | — | — | $1 | — | — | — | — | $125 | | Additional Paid-in Capital | $57,658 | — | — | $858 | $(1) | — | $18 | $71 | — | $58,604 | | Retained Earnings | $45,087 | $(2,832) | — | — | — | — | — | — | — | $42,255 | | Accumulated Other Comprehensive Earnings (Loss) | $(2,137) | — | $4,704 | — | — | — | — | — | — | $2,567 | | Treasury Stock (Shares) | 79,382 | — | — | — | — | — | — | — | 2,695 | 82,077 | | Treasury Stock (Amount) | $(942) | — | — | — | — | — | — | — | $(17) | $(959) | | Total Stockholders' Equity | $99,790 | $(2,832) | $4,704 | $858 | — | — | $18 | $71 | $(17) | $102,592 | [Unaudited Consolidated Statements of Cash Flows](index=8&type=section&id=Unaudited%20Consolidated%20Statements%20of%20Cash%20Flows) Consolidated Statements of Cash Flows Highlights (in thousands) | Cash Flow Activity | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :----------------------------- | :----------------------------- | | Net cash provided by (used in) operating activities | $4,847 | $(3,015) | | Net cash used in investing activities | $(691) | $(19,383) | | Net cash used in financing activities | $(5,602) | $(1,850) | | Effects of exchange rates on cash | $864 | $(642) | | Net cash used in all activities | $(582) | $(24,890) | | Cash and cash equivalents at end of period | $19,248 | $20,370 | - Net cash provided by operating activities significantly improved to **$4.8 million** in 2025 from a usage of **$(3.0) million** in 2024[21](index=21&type=chunk) - Net cash used in investing activities decreased substantially due to the absence of a major acquisition in 2025, compared to the Alfamation™ acquisition in 2024[21](index=21&type=chunk) [Notes to Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) [(1) NATURE OF OPERATIONS](index=9&type=section&id=(1)%20NATURE%20OF%20OPERATIONS) InTest Corporation is a global supplier of innovative test and process technology solutions across diverse markets, operating through three segments with a strategy to diversify and reduce dependence on the cyclical semiconductor market - InTest Corporation is a global supplier of innovative test and process technology solutions for manufacturing and testing across diverse markets[23](index=23&type=chunk) - The company operates through three reportable segments: Electronic Test, Environmental Technologies, and Process Technologies[23](index=23&type=chunk) - A key strategy is to diversify markets, product offerings, and customer base to reduce dependence on the volatile semiconductor market[26](index=26&type=chunk) [(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=11&type=section&id=(2)%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) This section details the company's significant accounting policies, including business combinations, asset valuation, revenue recognition, and stock-based compensation, noting no material impact from ASU 2023-07 and ongoing evaluation for other ASUs - Financial statements are prepared in conformity with U.S. GAAP, requiring management estimates and assumptions for various accounts[30](index=30&type=chunk) - Goodwill and intangible assets are accounted for under ASC Topic 350, with goodwill assessed for impairment annually and finite-lived intangibles amortized over their estimated useful lives[44](index=44&type=chunk)[45](index=45&type=chunk) - Revenue is recognized when performance obligations are satisfied and control of products or services is transferred to the customer[64](index=64&type=chunk) - The adoption of ASU 2023-07 (Segment Reporting) had no impact on consolidated financial statements, while ASU 2024-03 (Expense Disaggregation) and ASU 2023-09 (Income Tax Disclosures) are being evaluated for footnote disclosure impacts[90](index=90&type=chunk)[91](index=91&type=chunk)[93](index=93&type=chunk) [(3) ACQUISITION](index=24&type=section&id=(3)%20ACQUISITION) On March 12, 2024, InTest acquired Alfamation S.p.A. for approximately **$21.9 million**, aiming to expand its presence in auto/EV, life sciences, and consumer electronics, resulting in **$9.883 million** in goodwill and **$13.332 million** in identifiable intangible assets - Acquired Alfamation S.p.A. on March 12, 2024, a global provider of test and measurement solutions for auto/EV, life sciences, and specialty consumer electronics markets[96](index=96&type=chunk) - The aggregate purchase price was approximately **€20.0 million ($21.9 million)**, consisting of **$19.7 million** in cash and **187,432 shares** of common stock valued at **$2.1 million**[98](index=98&type=chunk) Alfamation™ Purchase Price Allocation (in thousands) | Asset/Liability | Amount | | :--------------------------------- | :----- | | Goodwill | $9,883 | | Identifiable intangible assets | $13,332 | | Tangible assets acquired and liabilities assumed | $(1,314) | | Total purchase price | $21,901 | - The acquisition is expected to deepen InTest's presence in auto/EV and life sciences, expand exposure in consumer electronics, and extend geographic reach in Europe[96](index=96&type=chunk) [(4) INVENTORIES](index=28&type=section&id=(4)%20INVENTORIES) Total inventories increased slightly to **$27.6 million** at June 30, 2025, from **$26.8 million** at December 31, 2024, primarily due to raw materials, with consistent excess and obsolete inventory charges year-over-year Inventories (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Raw materials | $16,932 | $16,109 | | Work in process | $5,108 | $5,940 | | Finished goods | $5,314 | $4,500 | | Total inventories | $27,610 | $26,837 | Excess and Obsolete Inventory Charges (in thousands) | Period | 2025 | 2024 | | :--------------------------------- | :--- | :--- | | Three Months Ended June 30 | $97 | $130 | | Six Months Ended June 30 | $304 | $306 | [(5) PROPERTY AND EQUIPMENT](index=28&type=section&id=(5)%20PROPERTY%20AND%20EQUIPMENT) Net property and equipment increased to **$4.7 million** at June 30, 2025, from **$4.5 million** at December 31, 2024, with depreciation expense consistent at **$0.6 million** for the six months ended June 30, 2025 Property and Equipment (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Machinery and equipment | $9,688 | $9,162 | | Leasehold improvements | $4,502 | $4,125 | | Gross property and equipment | $14,190 | $13,287 | | Less: accumulated depreciation | $(9,513) | $(8,830) | | Net property and equipment | $4,677 | $4,457 | Depreciation Expense (in thousands) | Period | 2025 | 2024 | | :--------------------------------- | :--- | :--- | | Three Months Ended June 30 | $314 | $356 | | Six Months Ended June 30 | $630 | $629 | [(6) GOODWILL AND INTANGIBLE ASSETS](index=28&type=section&id=(6)%20GOODWILL%20AND%20INTANGIBLE%20ASSETS) Goodwill increased to **$32.4 million** at June 30, 2025, primarily due to foreign currency translation, with total intangible assets, net, rising to **$26.6 million**, and expected amortization expense of **$1.7 million** for the remainder of 2025 and **$2.6 million** in 2026 Goodwill Carrying Value (in thousands) | Metric | Amount | | :--------------------------------- | :----- | | Balance - January 1, 2025 | $30,744 | | Impact of foreign currency translation adjustments | $1,693 | | Balance – June 30, 2025 | $32,437 | Intangible Assets, Net (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Finite-lived intangible assets | $16,128 | $16,201 | | Indefinite-lived intangible assets | $10,519 | $10,175 | | Total intangible assets | $26,647 | $26,376 | Estimated Annual Amortization Expense for Finite-Lived Intangible Assets (in thousands) | Year | Amount | | :--------------------------------- | :----- | | Remaining 2025 | $1,699 | | 2026 | $2,608 | | 2027 | $2,057 | [(7) FAIR VALUE MEASUREMENTS](index=31&type=section&id=(7)%20FAIR%20VALUE%20MEASUREMENTS) The company measures its interest rate swap using Level 2 inputs and contingent consideration liability using Level 3 inputs, with the Acculogic acquisition-related contingent consideration at **$872 thousand** at June 30, 2025, contingent on EV/battery sales - Interest rate swap agreement is measured at fair value using Level 2 inputs, while contingent consideration liability uses Level 3 inputs[115](index=115&type=chunk) - The contingent consideration liability, stemming from the Acculogic acquisition, is tied to EV or battery customer sales and has a maximum payout of **CAD $5.0 million (approx. $3.7 million)** through 2026[116](index=116&type=chunk) Fair Value Measurements (in thousands) | Item | June 30, 2025 (Total) | December 31, 2024 (Total) | | :--------------------------------- | :-------------------- | :------------------------ | | Interest rate swap | $58 | $117 | | Contingent consideration - current | $(431) | $(62) | | Contingent consideration - long term | $(441) | $(825) | [(8) ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES](index=33&type=section&id=(8)%20ACCRUED%20EXPENSES%20AND%20OTHER%20CURRENT%20LIABILITIES) Total accrued expenses and other current liabilities increased to **$9.9 million** at June 30, 2025, from **$9.5 million** at December 31, 2024, driven by other current liabilities, partially offset by decreased accrued wages and benefits Accrued Expenses and Other Current Liabilities (in thousands) | Category | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Accrued wages and benefits | $4,609 | $5,420 | | Accrued professional fees | $1,360 | $1,294 | | Accrued sales commissions | $837 | $1,039 | | Accrued warranty | $978 | $802 | | Other current liabilities | $2,069 | $930 | | Total accrued expenses and other current liabilities | $9,853 | $9,485 | [(9) LEASES](index=34&type=section&id=(9)%20LEASES) Operating lease costs for the six months ended June 30, 2025, were **$1.3 million**, with a weighted average remaining lease term of **5.4 years** and total lease payments of **$12.2 million**, while the Alfamation™ acquisition increased ROU assets and operating lease liabilities by **$1.7 million** Operating and Short-Term Lease Costs (in thousands) | Period | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Operating lease cost | $641 | $509 | $1,294 | $960 | | Short-term lease cost | $2 | $4 | $6 | $7 | - The weighted average remaining lease term is **5.4 years**, with a weighted average discount rate of **6.7%** as of June 30, 2025[121](index=121&type=chunk) Maturities of Lease Liabilities (in thousands) | Year | Amount | | :--------------------------------- | :----- | | 2025 (remainder) | $1,410 | | 2026 | $2,529 | | 2027 | $2,334 | | 2028 | $1,696 | | 2029 | $1,583 | | Thereafter | $2,624 | | Total lease payments | $12,176 | - The Alfamation™ acquisition in March 2024 led to a non-cash increase of approximately **$1.7 million** in ROU assets and operating lease liabilities[122](index=122&type=chunk) [(10) DEBT](index=35&type=section&id=(10)%20DEBT) InTest has a Credit Facility with M&T Bank, including a **$50.5 million** Term Note and **$10.0 million** Revolving Facility, with **$30 million** available under the Term Note at June 30, 2025, and obtained a waiver for non-compliance with the fixed charge coverage ratio covenant until March 31, 2026, while assuming **$4.2 million** of debt from the Alfamation™ acquisition - The Credit Facility with M&T Bank includes a **$50.5 million** Term Note and a **$10.0 million** Revolving Facility, expiring May 2, 2031[125](index=125&type=chunk) - At June 30, 2025, **$30 million** was available under the Term Note, and no amounts were borrowed under the Revolving Facility[125](index=125&type=chunk) - The company was not in compliance with the fixed charge coverage ratio covenant (**0.80 to 1.0** vs. **1.25 to 1.0**) at June 30, 2025, but secured a waiver from M&T Bank until March 31, 2026[127](index=127&type=chunk)[128](index=128&type=chunk) Term Note Maturities (in thousands) | Year | Amount | | :--------------------------------- | :----- | | 2025 (remainder) | $2,050 | | 2026 | $3,842 | | Total remaining maturities of our Term Note | $5,892 | - Alfamation™ debt totaled **$4.2 million** at June 30, 2025, comprising fixed and variable rate term loans and short-term financing[132](index=132&type=chunk) [(11) REVENUE FROM CONTRACTS WITH CUSTOMERS](index=37&type=section&id=(11)%20REVENUE%20FROM%20CONTRACTS%20WITH%20CUSTOMERS) Consolidated revenue decreased by **14.2%** for the six months ended June 30, 2025, driven by declines in semi and auto/EV markets, with end user revenue decreasing and OEM/Integrator revenue seeing a larger decline, while contract liabilities increased to **$7.0 million** Revenue by Customer Type (in thousands) | Customer Type | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :----------------------------- | :----------------------------- | | End user | $45,628 | $48,926 | | OEM/Integrator | $9,139 | $14,889 | | Total | $54,767 | $63,815 | Revenue by Product Type (in thousands) | Product Type | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :----------------------------- | :----------------------------- | | Thermal test | $9,232 | $7,927 | | Thermal process | $10,828 | $20,798 | | Semiconductor test | $10,660 | $10,296 | | Video imaging | $4,346 | $3,804 | | Flying probe and in-circuit testers | $3,060 | $3,775 | | Alfamation™ products | $8,778 | $11,098 | | Service/other | $7,863 | $6,117 | | Total | $54,767 | $63,815 | Revenue by Market (in thousands) | Market | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :----------------------------- | :----------------------------- | | Semi | $19,187 | $25,091 | | Auto/EV | $11,821 | $14,693 | | Defense/Aerospace | $6,406 | $6,921 | | Industrial | $6,807 | $7,602 | | Life Sciences | $3,074 | $2,847 | | Safety/Security | $1,462 | $1,333 | | Other | $6,010 | $5,328 | | Total | $54,767 | $63,815 | - Customer 'A' accounted for **11%** and **12%** of consolidated revenue for the three and six months ended June 30, 2025, respectively[137](index=137&type=chunk) Contract Liabilities (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Total contract liabilities | $7,000 | $6,400 | [(12) EARNINGS (LOSS) PER SHARE](index=41&type=section&id=(12)%20EARNINGS%20(LOSS)%20PER%20SHARE) Weighted average common shares outstanding for basic and diluted EPS remained stable, with a significant number of potentially dilutive securities excluded from diluted EPS due to their anti-dilutive effect, reflecting the net loss reported Weighted Average Common Shares Outstanding | Metric | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Basic | 12,215,258 | 12,234,599 | 12,197,338 | 12,130,480 | | Diluted | 12,215,258 | 12,330,280 | 12,197,338 | 12,244,289 | - Average number of potentially dilutive securities excluded from diluted EPS calculation due to anti-dilutive effect: **662,167** for Q2 2025 and **769,896** for H1 2025[141](index=141&type=chunk) [(13) EQUITY](index=41&type=section&id=(13)%20EQUITY) The Board renewed the share repurchase plan on March 5, 2025, authorizing up to **$10.0 million** in common stock repurchases, with approximately **$9.0 million** available, and no repurchases made during the six months ended June 30, 2025 - Share repurchase plan renewed on March 5, 2025, authorizing up to **$10.0 million** in common stock repurchases[142](index=142&type=chunk) - Approximately **$9.0 million** was available for repurchases as of the renewal date[142](index=142&type=chunk) - No shares were repurchased under the plan during the six months ended June 30, 2025[261](index=261&type=chunk) [(14) STOCK-BASED COMPENSATION PLAN](index=41&type=section&id=(14)%20STOCK-BASED%20COMPENSATION%20PLAN) Total stock-based compensation expense for the six months ended June 30, 2025, was **$0.9 million**, with new stock options, restricted stock awards, and units granted, and several performance-based restricted stock awards forfeited due to non-achievement of criteria or employee termination Stock-Based Compensation Expense (in thousands) | Expense Category | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Cost of revenues | $45 | $37 | $83 | $68 | | Selling expense | $19 | $14 | $32 | $25 | | Engineering and product development expense | $10 | $8 | $(1) | $12 | | General and administrative expense | $361 | $505 | $744 | $808 | | Total | $435 | $564 | $858 | $913 | - Total compensation expense to be recognized in future periods is **$4.6 million**, with a weighted average period of **2.8 years**[146](index=146&type=chunk) Stock Option Activity (Six Months Ended June 30, 2025) | Metric | Number of Shares | Weighted Average Exercise Price | | :--------------------------------- | :--------------- | :------------------------------ | | Options outstanding, January 1, 2025 | 602,593 | $10.92 | | Granted | 310,086 | $7.74 | | Exercised | (4,925) | $3.69 | | Forfeited | (23,188) | $10.78 | | Options outstanding, June 30, 2025 | 884,566 | $9.85 | - Several performance-based restricted stock awards were forfeited in 2025 due to non-achievement of performance criteria or employee termination, totaling **37,823 shares** for the six months ended June 30, 2025[158](index=158&type=chunk)[159](index=159&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) [(15) EMPLOYEE STOCK PURCHASE PLAN](index=48&type=section&id=(15)%20EMPLOYEE%20STOCK%20PURCHASE%20PLAN) The ESPP allows eligible employees to purchase common stock at a **15% discount**, with **9,966 shares** purchased for the six months ended June 30, 2025, resulting in **$11 thousand** in compensation expense - The ESPP allows eligible employees to purchase common stock at a **15% discount** from the closing market price on the purchase date[166](index=166&type=chunk) ESPP Activity (Six Months Ended June 30) | Metric | 2025 | 2024 | | :--------------------------------- | :--- | :--- | | Shares purchased | 9,966 | 8,587 | | Total cost of shares | $60 | $84 | | Total discount (compensation expense) | $11 | $15 | [(16) RESTRUCTURING](index=48&type=section&id=(16)%20RESTRUCTURING) InTest initiated restructuring, including Videology Consolidation and Environmental Technologies leadership transition, expecting cash charges of **$425 thousand** for severance and **$200-$300 thousand** for facility consolidation, with total consolidated restructuring charges of **$529 thousand** for the six months ended June 30, 2025 - Restructuring includes the Videology Consolidation (Netherlands operations into US) and an Environmental Technologies leadership transition[168](index=168&type=chunk)[170](index=170&type=chunk) - Expected cash charges: **$425 thousand** for severance and termination benefits, and **$200-$300 thousand** for facility consolidation costs[171](index=171&type=chunk) Consolidated Restructuring Charges (in thousands) | Period | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | | :--------------------------------- | :------------------------------- | :----------------------------- | | Total consolidated restructuring charges | $216 | $529 | - The restructuring accrual was **$523 thousand** at June 30, 2025[173](index=173&type=chunk) [(17) EMPLOYEE BENEFIT PLANS](index=51&type=section&id=(17)%20EMPLOYEE%20BENEFIT%20PLANS) The company offers a 401(k) plan with discretionary employer matching contributions totaling **$0.6 million** for the six months ended June 30, 2025, and Alfamation™ employees are entitled to Trattamento di Fine Rapporto (TFR), a deferred compensation liability of **$1.6 million** at June 30, 2025 - The InTest Savings Plan is a defined contribution 401(k) plan with discretionary employer matching contributions[174](index=174&type=chunk) Discretionary Employer Matching Contributions (in thousands) | Period | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Matching contributions | $205 | $219 | $564 | $608 | - Alfamation™ employees in Italy are entitled to Trattamento di Fine Rapporto (TFR), a deferred compensation, with an accrual of **$1.6 million** at June 30, 2025[174](index=174&type=chunk) [(18) SEGMENT INFORMATION](index=51&type=section&id=(18)%20SEGMENT%20INFORMATION) InTest operates through three segments: Electronic Test, Environmental Technologies, and Process Technologies, selling products globally, with Electronic Test generating the highest revenue and operating income for the six months ended June 30, 2025, and foreign revenue accounting for **54%** of total revenue - The company's three operating segments are Electronic Test, Environmental Technologies, and Process Technologies[175](index=175&type=chunk) Revenue by Segment (Six Months Ended June 30, 2025, in thousands) | Segment | Revenue | | :--------------------------------- | :------ | | Electronic Test | $26,992 | | Environmental Technologies | $13,483 | | Process Technologies | $14,292 | | Consolidated | $54,767 | Division Operating Income (Loss) by Segment (Six Months Ended June 30, 2025, in thousands) | Segment | Operating Income (Loss) | | :--------------------------------- | :---------------------- | | Electronic Test | $2,241 | | Environmental Technologies | $356 | | Process Technologies | $606 | Revenue by Geographic Region (in thousands) | Region | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :----------------------------- | :----------------------------- | | U.S. | $25,038 | $24,900 | | Foreign | $29,729 | $38,915 | | Total | $54,767 | $63,815 | [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=56&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial condition and results of operations, highlighting key trends, critical accounting estimates, and a detailed comparison of financial performance, liquidity, capital resources, and the impact of recent accounting standards [Risk Factors and Forward-Looking Statements](index=56&type=section&id=Risk%20Factors%20and%20Forward-Looking%20Statements) - The report contains forward-looking statements based on management's current expectations and estimates, which involve risks and uncertainties[183](index=183&type=chunk) - Key risks include the ability to execute the VISION 2030 Strategy, grow in target markets, integrate acquisitions, manage semiconductor market cycles, ensure supply chain stability, and retain key personnel[186](index=186&type=chunk) [Overview](index=56&type=section&id=Overview) - InTest is a global supplier of innovative test and process technology solutions across various markets, including semi, auto/EV, defense/aerospace, industrial, life sciences, and safety/security[186](index=186&type=chunk) - The company's three reportable segments are Electronic Test, Environmental Technologies, and Process Technologies[187](index=187&type=chunk) - Consolidated gross margin can vary significantly due to changes in the mix of products sold, influenced by customer needs and varying gross margin levels across products[188](index=188&type=chunk) [Markets](index=58&type=section&id=Markets) - The semiconductor (semi) market has historically been the largest but is characterized by rapid technological change, competitive pricing, and cyclical patterns[189](index=189&type=chunk) - InTest aims to diversify its markets, product offerings, and customer base to reduce dependence on the volatile semi market, focusing on auto/EV, defense/aerospace, industrial, life sciences, and safety/security[189](index=189&type=chunk)[194](index=194&type=chunk) - Demand in the semi market is primarily driven by semiconductor manufacturers expanding or upgrading facilities, which depends on market demand for integrated circuits (ICs)[190](index=190&type=chunk) [Known Trends](index=60&type=section&id=Known%20Trends) - The company was not in compliance with the fixed charge coverage ratio covenant (**0.80 to 1.0**) at June 30, 2025, but secured a waiver from M&T Bank until March 31, 2026[196](index=196&type=chunk)[197](index=197&type=chunk) - Changes in global trade policy and tariffs could negatively impact demand, pricing, and costs, with approximately half of sales shipped to customers outside the U.S.[198](index=198&type=chunk)[258](index=258&type=chunk) - Supply chain risks include a sole-source capacitor supplier in Israel for Ambrell's induction heating products and a sole-source supplier in Belarus for Acculogic parts, now under sanctions, for which a new supplier has been qualified and OFAC/Global Affairs Canada licenses are pending for legacy parts[199](index=199&type=chunk)[200](index=200&type=chunk)[201](index=201&type=chunk)[202](index=202&type=chunk) [Critical Accounting Estimates](index=61&type=section&id=Critical%20Accounting%20Estimates) - No significant changes to critical accounting estimates as of June 30, 2025[205](index=205&type=chunk) - Critical estimates include inventories, long-lived assets, goodwill, identifiable intangibles, contingent consideration liabilities, and deferred income tax valuation allowances[205](index=205&type=chunk) [Results of Operations](index=61&type=section&id=Results%20of%20Operations) Revenue by Segment (in thousands) | Segment | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Electronic Test | $13,733 | $16,159 | $26,992 | $27,275 | | Environmental Technologies | $7,215 | $8,273 | $13,483 | $15,101 | | Process Technologies | $7,182 | $9,559 | $14,292 | $21,439 | | Total revenue | $28,130 | $33,991 | $54,767 | $63,815 | Revenue by Market (in thousands) | Market | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Semi | $10,192 | $10,124 | $19,187 | $25,091 | | Auto/EV | $5,862 | $10,735 | $11,821 | $14,693 | | Life Sciences | $1,386 | $2,194 | $3,074 | $2,847 | | Safety/Security | $898 | $792 | $1,462 | $1,333 | Orders by Market (in thousands) | Market | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | Six Months Ended June 30, 2025 | Six Months Ended June 30, 2024 | | :--------------------------------- | :------------------------------- | :------------------------------- | :----------------------------- | :----------------------------- | | Semi | $7,292 | $11,026 | $16,932 | $21,279 | | Auto/EV | $7,066 | $4,721 | $12,127 | $8,762 | | Life Sciences | $2,863 | $1,025 | $4,095 | $1,723 | | Safety/Security | $1,173 | $81 | $1,848 | $121 | - Gross margin improved by **200 basis points** to **42.6%** for the three months ended June 30, 2025, due to favorable product sales mix and cost reduction initiatives, but declined **10 basis points** to **42.0%** for the six months due to fixed cost absorption on lower volumes[212](index=212&type=chunk)[225](index=225&type=chunk) - Restructuring costs of **$216 thousand** and **$529 thousand** were recognized for the three and six months ended June 30, 2025, respectively, related to the Videology Consolidation and Environmental Transition[218](index=218&type=chunk)[230](index=230&type=chunk) [Liquidity and Capital Resources](index=68&type=section&id=Liquidity%20and%20Capital%20Resources) - Primary liquidity source is cash flow generated by operations, supplemented by the Credit Facility and potential equity issuance for long-term needs[233](index=233&type=chunk)[243](index=243&type=chunk) Cash and Working Capital (in thousands) | Metric | June 30, 2025 | December 31, 2024 | | :--------------------------------- | :------------ | :------------------ | | Cash and cash equivalents | $19,248 | $19,830 | | Working capital | $43,889 | $46,864 | - Net cash provided by operating activities for the six months ended June 30, 2025, was **$4.8 million**, a significant increase from **$(3.0) million** used in the prior year[244](index=244&type=chunk) - Net cash used in investing activities decreased by **$18.7 million** to **$(0.7) million** for the six months ended June 30, 2025, due to no acquisitions in the current period[245](index=245&type=chunk) - Net cash used in financing activities increased to **$(5.6) million** for the six months ended June 30, 2025, primarily due to repayments of short-term borrowings and long-term debt[246](index=246&type=chunk) [New or Recently Adopted Accounting Standards](index=70&type=section&id=New%20or%20Recently%20Adopted%20Accounting%20Standards) - Refer to Note (2) for information concerning the implementation and impact of new or recently adopted accounting standards[247](index=247&type=chunk) [Off-Balance Sheet Arrangements](index=71&type=section&id=Off-Balance%20Sheet%20Arrangements) - There were no material off-balance sheet arrangements during the three months ended June 30, 2025[248](index=248&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=71&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This disclosure is not required for a smaller reporting company - This disclosure is not required for a smaller reporting company[249](index=249&type=chunk) [Item 4. Controls and Procedures](index=71&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and procedures were effective as of June 30, 2025, with no material changes in internal control over financial reporting during the period - CEO and CFO concluded that disclosure controls and procedures were effective at the reasonable assurance level as of June 30, 2025[251](index=251&type=chunk) - No material changes in internal control over financial reporting occurred during the period covered by this report[252](index=252&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=71&type=section&id=Item%201.%20Legal%20Proceedings) The company is not currently involved in any material legal proceedings occurring in the ordinary course of business - The company is not currently involved in any material legal proceedings[254](index=254&type=chunk) [Item 1A. Risk Factors](index=72&type=section&id=Item%201A.%20Risk%20Factors) This section highlights adverse impacts of credit facility covenants on strategy, financial performance, and liquidity, especially given recent non-compliance, and addresses potential negative impacts from U.S. tariff policies and global retaliatory countermeasures on costs, supply chain, and customer purchasing - The company's credit facility covenants could adversely impact its ability to pursue strategy and affect financial performance and liquidity[256](index=256&type=chunk) - Non-compliance with the fixed charge coverage ratio covenant at June 30, 2025, was waived by M&T Bank until March 31, 2026, but requires consent for Revolving Facility use and a pledge of cash holdings[257](index=257&type=chunk) - U.S. tariff policies and potential global retaliatory countermeasures could increase costs, disrupt the supply chain, or affect customer purchasing activities, negatively impacting results of operations[258](index=258&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=73&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During the three months ended June 30, 2025, **2,049 shares** were surrendered by employees for tax withholdings, and while the share repurchase plan was renewed with **$9.0 million** available, no repurchases were made during the six months ended June 30, 2025 Shares Purchased (Three Months Ended June 30, 2025) | Period | Total Number of Shares Purchased | Average Price Paid Per Share | | :--------------------------------- | :----------------------------- | :--------------------------- | | April 1-30 | 1,951 | $6.31 | | May 1-31 | 98 | $6.41 | | June 1-30 | — | $ - | | Total | 2,049 | | - The share repurchase plan was renewed on March 5, 2025, authorizing up to **$10.0 million** in repurchases, with approximately **$9.0 million** available[260](index=260&type=chunk) - No repurchases were made under the Repurchase Plan during the six months ended June 30, 2025[261](index=261&type=chunk) [Item 3. Defaults Upon Senior Securities](index=73&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) There were no defaults upon senior securities during the reporting period - No defaults upon senior securities[262](index=262&type=chunk) [Item 4. Mine Safety Disclosures](index=73&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[263](index=263&type=chunk) [Item 5. Other Information](index=73&type=section&id=Item%205.%20Other%20Information) No directors or officers adopted or terminated Rule 10b5-1 trading arrangements during the second quarter, and the company entered into the Sixth Amendment to its Loan Agreement on August 5, 2025, waiving the Fixed Charge Coverage Ratio covenant until March 31, 2026, and pledging cash collateral - No directors or officers adopted or terminated a Rule 10b5-1 trading arrangement during the second quarter ended June 30, 2025[264](index=264&type=chunk) - The Sixth Amendment to the Loan Agreement, dated August 5, 2025, suspends compliance with the Fixed Charge Coverage Ratio covenant for periods ending June 30, 2025, through March 31, 2026[265](index=265&type=chunk) - In connection with the Sixth Amendment, the company pledged and granted M&T Bank a lien on certain cash collateral[265](index=265&type=chunk) [Item 6. Exhibits](index=75&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including the Sixth Amendment to the Loan Agreement, the Pledge and Assignment of Cash Collateral Account Agreement, and various certifications - Exhibits include the Sixth Amendment to the Amended and Restated Loan and Security Agreement and the Pledge and Assignment of Cash Collateral Account Agreement, both dated August 5, 2025[267](index=267&type=chunk) - Certifications from the Chief Executive Officer and Chief Financial Officer are also filed[267](index=267&type=chunk) SIGNATURES - The report is signed by Richard N. Grant, Jr., President and Chief Executive Officer, and Duncan Gilmour, Chief Financial Officer, Treasurer and Secretary, on August 7, 2025[271](index=271&type=chunk)

Core Insights - inTEST reported Q2 2025 results with adjusted earnings per share (Non-GAAP) of $0.03, exceeding the $(0.03) consensus, while revenue reached $28.1 million, slightly above the $28.0 million estimate, despite a 17.2% decline year-over-year [1][2] Financial Performance - Q2 2025 adjusted EBITDA was $1.3 million, marking a return to positive after a loss in the previous quarter [5] - Gross margin improved to 42.6%, up 2.0 percentage points from the previous year, driven by better product mix and cost containment [5][2] - Total orders increased by 6.0% year-over-year and 9.5% sequentially to $27.76 million, with significant growth in automotive/electric vehicle and life sciences sectors [6] Market and Product Focus - inTEST specializes in automated testing and processing technology for various sectors, including semiconductor, automotive, life sciences, and defense/aerospace [3] - The company is focusing on innovation and market diversification, with new products like the SCAiLX Edge AI platform and acquisitions such as Alfamation to drive growth [4] Segment Performance - Semiconductor revenue increased by 0.7% year-over-year to $10.2 million, but orders in this segment fell by 33.9% year-over-year, indicating cautious capital spending [7] - Automotive/EV revenue dropped by 50.0% year-over-year to $6.0 million, affected by customer order timing [7] - Life sciences orders surged by 179.3% year-over-year, reflecting strong performance in that segment [6] Operational Developments - The company is undergoing restructuring to enhance efficiency, with operating expenses projected between $12.6 million and $13.1 million for Q3 2025 [10] - Cash and undrawn term loan capacity stood at $19.2 million at the end of Q2 2025, despite a cash outflow of $2.8 million during the period [10] Future Outlook - Management projects Q3 2025 revenue in the range of $28 million to $30 million, indicating stable or slightly improved sales [12] - Key watch points include the recovery pace of semiconductor orders, execution of cost reductions, and progress in automotive/EV and life sciences segments [13]