BRKR

8-K

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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): February 12, 2026

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

000-30833

04-3110160

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation)

File number)

Identification No.)

40 Manning Road Billerica, MA 01821 (Address of principal executive offices) (Zip Code)

(978) 663-3660 (Registrant’s telephone number, including area code)

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 Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value per share

BRKR

The Nasdaq Global Select Market

6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share

BRKRP

The Nasdaq Global Select 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. ☐

Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

On February 12, 2026, Bruker Corporation issued a press release announcing financial results as of and for the three months and full year ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Cautionary Note Regarding Forward-Looking Statements

Except for historical information contained in the press release attached hereto as Exhibit 99.1, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those indicated by these statements. Please refer to the cautionary note contained in the press release under the heading “Forward-Looking Statements” for additional information regarding these forward-looking statements.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Number

Description

99.1

Press release dated February 12, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

BRUKER CORPORATION

(Registrant)

Date: February 12, 2026

By:

/s/ GERALD N. HERMAN

Gerald N. Herman

Executive Vice President and Chief Financial Officer

8-K

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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): January 12, 2026

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

000-30833

04-3110160

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation)

File number)

Identification No.)

40 Manning Road Billerica, MA 01821 (Address of principal executive offices) (Zip Code)

(978) 663-3660 (Registrant’s telephone number, including area code)

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 Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value per share

BRKR

The Nasdaq Global Select Market

6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share

BRKRP

The Nasdaq Global Select 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. ☐

Section 2 - Financial Information

Item 2.02 Results of Operations and Financial Condition.

On January 12, 2026, during its scheduled presentation at the 44th Annual J.P. Morgan Healthcare Conference, Bruker Corporation (the “Company”) stated that its current preliminary expectation for revenue for the fourth quarter ended December 31, 2025 is between $965 million and $970 million and that fourth quarter 2025 Bruker Scientific Instruments segments book-to-bill ratio was above 1.0. The Company also provided a preliminary outlook for the full year ending December 31, 2026 of organic revenue growth of flat to up low-single digits, non-GAAP organic operating margins to expand 250 to 300 basis points, and non-GAAP earnings per share to grow in the double-digits, in each case compared to full year 2025. A copy of the Company's presentation is available in the "Investors" section of its website at ir.bruker.com. Important information may be disseminated initially or exclusively via the website: investors should consult the site to access this information.

Because the Company’s financial statements for the fourth quarter and fiscal year ended December 31, 2025 have not yet been finalized or audited, and the Company’s financial closing procedures and independent audit with respect to the estimated financial information provided herein have not yet been completed, the preliminary statements regarding the Company’s current expectations with respect to its fourth quarter ended December 31, 2025 revenue and other estimates are subject to change, and the Company’s final results for these periods may differ materially from these preliminary estimates. Accordingly, you should not place undue reliance on these preliminary estimates. The Company undertakes no obligation to update or supplement the information provided in this Current Report on Form 8-K until the Company releases its financial statements for the fourth quarter and full year ended December 31, 2025. The preliminary financial information included herein reflects the Company's current estimates based on information available as of the date hereof and has been prepared by Company management. This preliminary financial and operational information should not be viewed as a substitute for full financial statements prepared in accordance with GAAP and is not necessarily indicative of the results to be achieved for any future periods. This preliminary financial and operational information could be impacted by the effects of financial closing procedures, final adjustments, and other developments.

Section 7 – Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure.

The information set forth in Item 2.02 of this Current Report is incorp

8-K

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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): November 3, 2025

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

000-30833

04-3110160

(State or other jurisdiction of

(Commission

(I.R.S. Employer

incorporation)

File number)

Identification No.)

40 Manning Road Billerica, MA 01821 (Address of principal executive offices) (Zip Code)

(978) 663-3660 (Registrant’s telephone number, including area code)

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 Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value per share

BRKR

The Nasdaq Global Select Market

6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share

BRKRP

The Nasdaq Global Select 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. ☐

Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

On November 3, 2025, Bruker Corporation issued a press release announcing financial results as of and for the three and nine months ended September 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1.

The information furnished in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Cautionary Note Regarding Forward-Looking Statements

Except for historical information contained in the press release attached hereto as Exhibit 99.1, the press release contains forward-looking statements that involve certain risks and uncertainties that could cause actual results to differ materially from those indicated by these statements. Please refer to the cautionary note contained in the press release under the heading “Forward-Looking Statements” for additional information regarding these forward-looking statements.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)

Exhibits.

Number

Description

99.1

Press release dated November 3, 2025.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

BRUKER CORPORATION

(Registrant)

Date: November 3, 2025

By:

/s/ GERALD N. HERMAN

Gerald N. Herman

Executive Vice President and Chief Financial Officer