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)
November 2, 2026
___________________________
AEHR TEST SYSTEMS |
(Exact name of registrant as specified in its charter) |
California |
| 000-22893 |
| 94-2424084 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
| ||||
400 KATO TERRACE FREMONT, CA 94539 | ||||
(Address of principal executive offices, including zip code) | ||||
| ||||
510-623-9400 | ||||
(Registrant’s telephone number, including area code) | ||||
| ||||
N/A | ||||
(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)) |
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
| AEHR |
| The NASDAQ Capital Market |
Item 2.02. Results of Operations and Financial Condition.
On November 2, 2026, Aehr Test Systems, a California corporation (the “Company”), issued a press release announcing the Company’s financial results for its first quarter ended September 25, 2026. As previously disclosed, the Company changed its fiscal year-end from the Friday nearest May 31 to the Friday nearest June 30, effective beginning with fiscal year 2027. The press release also includes financial results for the one-month transition period ended June 26, 2026. A copy of the press release is furnished herewith as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The information in this Item 2.02 and Exhibit 99.1 is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Item 2.02 and Exhibit 99.1 shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
| Description |
|
|
|
| ||
|
|
|
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
SIGNATURES
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.
| AEHR TEST SYSTEMS | |||
| Date: November 2, 2026 | By: | /s/ Chris P. Siu | |
|
| Chris P. Siu | |
Executive Vice President of Finance and Chief Financial Officer | |||
| 3 |
EXHIBIT 99.1
Contacts:
| Aehr Test Systems |
| PondelWilkinson |
| Chris Siu |
| Todd Kehrli |
| Chief Financial Officer |
| Investor Contact |
| csiu@aehr.com |
| tkehrli@pondel.com |
Aehr Test Systems Reports Record First Quarter Fiscal 2027 Revenue of $33.0 Million; Raises Full-Year Revenue Outlook to $150 Million, Triple Fiscal 2026 Revenue
Strong Quarterly Bookings of $46.7 Million; Effective Backlog Reaches $109.3 Million
FREMONT, Calif., November 2, 2026 – Aehr Test Systems (NASDAQ: AEHR), a leading provider of test and burn-in solutions for semiconductor devices used in artificial intelligence (AI), silicon photonics, data center, automotive, and industrial applications, today announced financial results for its first quarter of fiscal 2027 ended September 25, 2026.
Fiscal First Quarter Financial Results:
● Record revenue was $33.0 million, up 200% from $11.0 million in the first quarter of fiscal 2026 and 75% sequentially.
● GAAP gross margin was 47.5%, and non-GAAP gross margin was 48.5%.
● GAAP net income was $7.2 million, or $0.21 per diluted share, compared with a GAAP net loss of $(2.1) million, or $(0.07) per diluted share, in the first quarter of fiscal 2026.
● Non-GAAP net income, which excludes stock-based compensation and acquisition-related adjustments, was $9.4 million, or $0.28 per diluted share, compared with non-GAAP net income of $0.2 million, or $0.01 per diluted share, in the first quarter of fiscal 2026. Non-GAAP net income increased approximately 163% sequentially.
● Bookings were $46.7 million, representing a book-to-bill ratio of approximately 1.4.
● Backlog was $100.9 million as of September 25, 2026. Effective backlog, including bookings received after quarter end, was $109.3 million as of November 1, 2026.
● Cash, cash equivalents and restricted cash totaled $105.1 million as of September 25, 2026, compared to $116.5 million as of May 29, 2026.
An explanation of the use of non-GAAP financial measures and a reconciliation to the most directly comparable GAAP financial measures are included in the accompanying financial tables.
Gayn Erickson, President and CEO of Aehr Test Systems, commented:
“Our fiscal first quarter results demonstrate the accelerating demand for our AI semiconductor test and burn-in solutions and our ability to execute against expanding customer production requirements. Revenue increased 200% year over year and 75% sequentially to a record $33.0 million, while bookings of $46.7 million exceeded revenue by over 40%, reflecting continued strong demand for our wafer-level and package-level burn-in solutions.
“Based on our first quarter performance, substantial backlog, and visibility into customer production requirements, we are raising our fiscal 2027 revenue outlook to $150 million, compared with our previous guidance range of $130 million to $150 million. We expect non-GAAP net income of at least 20% of revenue for fiscal year 2027.
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 2 of 7
“Demand for our FOX™ wafer-level burn-in (WLBI) solutions remains strong. Our lead AI processor WLBI production customer continues to expand capacity, supported by the $22 million follow-on order announced in August 2026. We have also made significant progress with a major supplier of AI accelerators, CPUs, and network processors that successfully completed a benchmark evaluation last quarter. This customer has decided to purchase a fully configured FOX-XP WLBI test cell for installation at one of its key Outsourced Semiconductor Assembly and Test (OSAT) partners in Taiwan, where the system will be evaluated in a high-volume production environment using the same device that was successfully tested in last quarter’s benchmark. Installation is planned for early calendar 2027, with a decision regarding high-volume production anticipated within several months following installation and validation. We believe this customer represents one of the largest potential burn-in system opportunities Aehr has ever pursued, with significant potential across multiple product lines and manufacturing locations.
“Our Sonoma high-power package-level burn-in (PLBI) business is also expanding rapidly. We are currently shipping and installing more than a dozen systems per month to support our lead hyperscale customer’s production ramp for its first AI processor. The same customer’s second AI processor has now successfully completed qualification on Sonoma, and we have received follow-on orders to support initial production sampling and an anticipated production ramp in calendar 2027. Importantly, the customer forecasts that this second processor will ultimately reach higher production volumes than its first. We are also advancing evaluations with additional AI processor suppliers and hyperscale customers, creating opportunities for new production programs.
“Another important development is the significant diversification of our customer base. Historically, we had only a handful of customers with the potential to generate significant production orders. Today, we see that potential across more than a dozen customers spanning AI processors, silicon photonics, silicon carbide, gallium nitride, and other applications.
“With existing customers expanding production, new AI processor programs advancing toward high-volume production, and an increasingly diversified pipeline of opportunities, we believe Aehr is exceptionally well positioned to capitalize on the growing need for advanced semiconductor test and burn-in solutions over the next several years.”
Financial Guidance
For fiscal 2027 ending June 25, 2027, Aehr now expects:
· Revenue of $150 million, compared with its previous guidance range of $130 million to $150 million.
· Non-GAAP net income of at least 20% of revenue.
The updated revenue outlook represents 200% growth over fiscal 2026.
The increased outlook reflects Aehr's strong first quarter performance, substantial backlog, increasing visibility into existing customer production programs, and anticipated production and delivery schedules. Aehr continues to pursue additional opportunities with existing and prospective customers that could support additional growth in fiscal 2027 and beyond.
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 3 of 7
Management Conference Call and Webcast:
Aehr Test Systems will host a conference call and webcast today at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time) to discuss its first quarter fiscal 2027 financial results. To access the live call, dial +1 888-506-0062 (US and Canada) or +1 973-528-0011 (International) and give the participant passcode 953740. In addition, a live and archived webcast of the conference call will be available over the Internet at www.aehr.com in the Investor Relations section and may also be accessed by clicking here. A phone replay of the call will be available approximately two hours following the end of the live call and will remain available for one week. To access the call replay, dial +1 877-481-4010 (US and Canada) or +1 919-882-2331 (International) and enter replay passcode 54635.
About Aehr Test Systems
Headquartered in Fremont, California, Aehr Test Systems is a leading provider of test solutions for testing, burning in, and stabilizing semiconductor devices in wafer-level, singulated die, and package-level form, and has installed thousands of systems worldwide. Increasing quality, reliability, safety, and security needs of semiconductors used across multiple applications, including advanced AI processors, silicon photonics, data and telecommunications infrastructure, electric vehicles, electric vehicle charging infrastructure, solar and wind power, computing, and solid-state memory and storage are driving additional test requirements, incremental capacity needs, and new opportunities for Aehr’s products and solutions. Aehr has developed and introduced several innovative products including the FOX-PTM families of test and burn-in systems and the FOX WaferPakTM Aligner, FOX WaferPak Contactor, FOX DiePak® Carrier and FOX DiePak Loader. The FOX-XP and FOX-NP systems are full-wafer contact and singulated die/module test and burn-in systems that can test, burn in, and stabilize a wide range of devices such as leading-edge silicon carbide-based and other power semiconductors, 2D and 3D sensors used in mobile phones, tablets, and other computing devices, memory semiconductors, processors, microcontrollers, systems-on-a-chip, and photonics and integrated optical devices. The FOX-CP system is a low-cost single-wafer compact test solution for logic, memory and photonic devices and the newest addition to the FOX-P product family. The FOX WaferPak Contactor contains a unique full-wafer contactor capable of testing wafers up to 300mm, enabling IC manufacturers to perform test, burn-in, and stabilization of full wafers on FOX-P systems. The FOX DiePak Carrier allows testing, burn-in, and stabilization of singulated bare die and modules up to 1024 devices in parallel per DiePak on the FOX-NP and FOX-XP systems up to nine DiePaks at a time. Through its acquisition of Incal Technology, Inc., Aehr added a line of high-power package-level reliability/burn-in test solutions for AI semiconductor manufacturers, including its ultra-high-power Sonoma family of test solutions for AI accelerators, GPUs, and high-performance computing (HPC) processors, which position Aehr within the rapidly growing AI market as a turnkey provider of reliability and test solutions that span from engineering to high-volume production. For more information, please visit Aehr Test Systems’ website at www.aehr.com.
Safe Harbor Statement
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements generally relate to future events or Aehr’s future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "should," "expects," "plans," "anticipates,” “going to,” "could," "intends," "target," "projects," "contemplates," "believes," "estimates," “forecasts.” "predicts," "potential," or "continue," or the negative of these words or other similar terms or expressions that concern Aehr’s expectations, strategy, priorities, plans, or intentions. Forward-looking statements in this press release include, but are not limited to, statements regarding future bookings, backlog, benchmark evaluations and product development from Aehr’s new and existing customers; future applications and orders for AI processors, test solutions for AI semiconductor manufacturers and the Sonoma system; customer forecasts, and production ramps; revenue and revenue growth forecasted; financial performance and bookings forecasted; financial guidance for the fiscal year 2027, including revenue; expectations regarding current and future partnerships; expectations regarding industry demand and emerging technologies as a whole and smaller segments within it; and the ability for Aehr to successfully enter new markets. These forward-looking statements are based on management’s current expectations and assumptions and are subject to risks and uncertainties that could cause actual results to differ materially, including, among others, the non-binding nature of customer forecasts; the possibility that orders are canceled, rescheduled, or delayed; macroeconomic, trade, tariff, and geopolitical conditions, including those affecting Taiwan and Southeast Asia; and conditions in the semiconductor, AI, silicon carbide, GaN, and memory markets. The forward-looking statements contained in this press release are also subject to other risks and uncertainties, including those more fully described in Aehr’s most recent Annual Report on Form 10-K, and subsequent Quarterly Reports on Form 10-Q and other reports filed from time to time with the Securities and Exchange Commission. Aehr disclaims any obligation to update information contained in any forward-looking statement to reflect events or circumstances occurring after the date of this press release, except as required by law.
– Financial Tables to Follow –
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 4 of 7
AEHR TEST SYSTEMS CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended One Month Ended September 25, May 29, August 29, June 26, (In thousands, except per share data) 2026 2026 2025 2026 Revenue Cost of revenue Gross profit (loss) Operating expenses: Research and development Selling, general and administrative Restructuring charges Total operating expenses Income (loss) from operations Interest income, net Other income (expense), net Income (loss) before income tax benefit Income tax benefit Net income (loss) Net income (loss) per share: Basic Diluted Shares used in per share calculations: Basic Diluted
$ 33,007 $ 18,835 $ 10,969 $ 638 17,344 10,816 7,250 1,650 15,663 8,019 3,719 (1,012 ) 4,143 3,645 2,849 1,164 5,473 5,580 4,717 1,819 - - 219 - 9,616 9,225 7,785 2,983 6,047 (1,206 ) (4,066 ) (3,995 ) 899 748 179 301 (19 ) 3 1,051 21 6,927 (455 ) (2,836 ) (3,673 ) (254 ) (1,846 ) (752 ) (930 ) $ 7,181 $ 1,391 $ (2,084 ) $ (2,743 ) $ 0.22 $ 0.04 $ (0.07 ) $ (0.08 ) $ 0.21 $ 0.04 $ (0.07 ) $ (0.08 ) 32,619 31,881 29,923 32,485 33,520 33,170 29,923 32,485
Effective fiscal 2027, the Company changed its fiscal year-end from the Friday nearest May 31 to the Friday nearest June 30. The three months ended September 25, 2026 reflect the period from June 27, 2026 through September 25, 2026. The one month ended June 26, 2026 represents the transition period (May 30, 2026 to June 26, 2026) between the end of fiscal 2026 and the start of fiscal 2027. Financial information for the three months ended September 26, 2025 is not presented because the fiancial information for the three months ended August 29, 2025 provides a meaningful comparison to the three months ended September 25, 2026.
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 5 of 7
AEHR TEST SYSTEMS RECONCILIATION OF GAAP TO NON-GAAP RESULTS (Unaudited) Three Months Ended One Month Ended September 25, May 29, August 29, June 26, (In thousands, except per share data) 2026 2026 2025 2026 Reconciliation of GAAP to non-GAAP gross profit (loss) GAAP gross profit (loss) Special items: a) Stock-based compensation expense b) Acquisition-related adjustments Non-GAAP gross profit (loss) Reconciliation of GAAP to non-GAAP operating expenses GAAP operating expenses Special items: a) Stock-based compensation expense b) Acquisition-related adjustments c) Restructuring charges Non-GAAP operating expenses Reconciliation of GAAP to non-GAAP income (loss) from operations GAAP income (loss) from operations Special items: a) Stock-based compensation expense b) Acquisition-related adjustments c) Restructuring charges Non-GAAP income (loss) from operations Reconciliation of GAAP to non-GAAP income (loss) before income tax benefit GAAP income (loss) before income tax benefit Special items: a) Stock-based compensation expense b) Acquisition-related adjustments c) Restructuring charges Non-GAAP income (loss) before income tax benefit Reconciliation of GAAP to non-GAAP net income (loss) GAAP net income (loss) Special items: a) Stock-based compensation expense b) Acquisition-related adjustments c) Restructuring charges Non-GAAP net income (loss) Reconciliation of GAAP to non-GAAP income (loss) per diluted share GAAP income (loss) per diluted share Special items: a) Stock-based compensation expense b) Acquisition-related adjustments c) Restructuring charges Non-GAAP income (loss) per diluted share
$ 15,663 $ 8,019 $ 3,719 $ (1,012 ) 171 216 159 36 190 191 237 63 $ 16,024 $ 8,426 $ 4,115 $ (913 ) $ 9,616 $ 9,225 $ 7,785 $ 2,983 (1,709 ) (1,649 ) (1,512 ) (412 ) (106 ) (105 ) (105 ) (35 ) - - (219 ) - $ 7,801 $ 7,471 $ 5,949 $ 2,536 $ 6,047 $ (1,206 ) $ (4,066 ) $ (3,995 ) 1,880 1,865 1,671 448 296 296 342 98 - - 219 - $ 8,223 $ 955 $ (1,834 ) $ (3,449 ) $ 6,927 $ (455 ) $ (2,836 ) $ (3,673 ) 1,880 1,865 1,671 448 296 296 365 98 - - 219 - $ 9,103 $ 1,706 $ (581 ) $ (3,127 ) $ 7,181 $ 1,391 $ (2,084 ) $ (2,743 ) 1,880 1,865 1,671 448 296 296 365 98 - - 219 - $ 9,357 $ 3,552 $ 171 $ (2,197 ) $ 0.21 $ 0.04 $ (0.07 ) $ (0.08 ) 0.06 0.06 0.06 0.01 0.01 0.01 0.01 0.00 - - 0.01 - $ 0.28 $ 0.11 $ 0.01 $ (0.07 )
| a) | Represents compensation expense for equity awards granted to employees and directors. |
| b) | Represents amortization of acquired intangible assets and accretion expense of escrow payable. |
| c) | Represents employee termination benefits. |
Non-GAAP measures should not be considered a replacement for GAAP results. The non-GAAP measures indicated above are financial measures the Company uses to evaluate the underlying results and operating performance of the business. The limitation of these measures are that they exclude items that impact the Company's current period GAAP measures. This limitation is best addressed by using these measures in combination with the most directly comparable GAAP financial measures. These measures are not in accordance with GAAP and may differ from non-GAAP methods of accounting and reporting used by other companies.
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 6 of 7
AEHR TEST SYSTEMS CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) September 25, June 26, May 29, (In thousands, except par value) 2026 2026 2026 ASSETS Current assets: Cash and cash equivalents Accounts receivable Inventories Prepaid expenses and other current assets Total current assets Property and equipment, net Goodwill Intangible assets, net Deferred tax assets, net Operating lease right-of-use assets, net Other non-current assets Total assets LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable Accrued expenses and other current liabilities Operating lease liabilities, short-term Deferred revenue, short-term Total current liabilities Operating lease liabilities, long-term Deferred revenue, long-term Other long-term liabilities Total liabilities Shareholders’ equity: Preferred stock, $0.01 par value: Authorized: 10,000 shares; Issued and outstanding: none Common stock, $0.01 par value: Authorized: 75,000 shares; Issued and outstanding: 32,663 shares, 32,491 shares and 32,480 shares at September 25, 2026, June 26, 2026, and May 29, 2026, respectively Additional paid-in capital Accumulated other comprehensive loss Accumulated deficit Total shareholders' equity Total liabilities and shareholders’ equity
$ 104,902 $ 112,308 $ 116,358 26,630 15,946 17,473 53,120 44,410 41,354 11,225 9,745 9,263 195,877 182,409 184,448 8,820 8,814 8,940 10,719 10,719 10,719 9,157 9,453 9,552 25,120 24,766 23,829 8,812 8,838 8,901 277 306 305 $ 258,782 $ 245,305 $ 246,694 $ 12,504 $ 6,353 $ 6,754 6,295 5,214 5,283 653 592 626 7,944 6,698 5,192 27,396 18,857 17,855 9,151 9,202 9,256 86 56 34 37 38 38 36,670 28,153 27,183 - - - 327 325 325 247,669 249,888 249,477 (136 ) (132 ) (105 ) (25,748 ) (32,929 ) (30,186 ) 222,112 217,152 219,511 $ 258,782 $ 245,305 $ 246,694
Aehr Test Systems Reports First Quarter Fiscal 2027 Financial Results
November 2, 2026
Page 7 of 7
AEHR TEST SYSTEMS CONDENSED CONSOLIDATED SATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended One Month Ended September 25, August 29, June 26, (In thousands) 2026 2025 2026 Cash flows from operating activities: Net income (loss) Adjustments to reconcile net income (loss) to net cash used in operating activities: Stock-based compensation expense Depreciation and amortization Deferred income taxes Amortization of operating lease right-of-use assets Changes in operating assets and liabilities: Accounts receivable Inventories Prepaid expenses and other current assets Accounts payable Accrued expenses Deferred revenue Operating lease liabilities Income taxes payable Net cash used in operating activities Cash flows from investing activities: Purchases of property and equipment Net cash used in investing activities Cash flows from financing activities: Proceeds from issuance of common stock under employee plans Shares repurchased for tax withholdings on vesting of restricted stock units Payments for common stock issuance costs related to the public offering Net cash used in financing activities Effect of exchange rate changes on cash, cash equivalents and restricted cash Net decrease in cash, cash equivalents and restricted cash Cash, cash equivalents and restricted cash, beginning of period(1) Cash, cash equivalents and restricted cash, end of period (1) Supplemental disclosure of non-cash flow information: Net transfer of equipment between inventory and property and equipment Right-of-use assets obtained in exchange for operating leases liabilities
$ 7,181 $ (2,084 ) $ (2,743 ) 1,880 1,671 448 707 743 228 (354 ) (761 ) (937 ) 200 179 63 (10,686 ) 1,140 1,492 (9,037 ) 218 (3,035 ) (1,367 ) 1,576 (484 ) 6,230 (2,401 ) (219 ) 998 505 (76 ) 1,275 (863 ) 1,529 (164 ) (215 ) (88 ) 83 10 10 (3,054 ) (282 ) (3,812 ) (49 ) (1,391 ) (4 ) (49 ) (1,391 ) (4 ) 337 170 13 (4,474 ) (328 ) (71 ) (161 ) - (176 ) (4,298 ) (158 ) (234 ) (5 ) 9 - (7,406 ) (1,822 ) (4,050 ) 112,458 26,480 116,508 $ 105,052 $ 24,658 $ 112,458 $ 367 $ - $ - $ 174 $ - $ -
| (1) | Includes restricted cash within prepaid expenses and other current assets and other non-current assets. |