UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934

For the Month of ~~April~~May 2025

CAMTEK LTD.
(Translation of Registrant’s Name into English)

Ramat Gavriel Industrial Zone
P.O. Box 544
Migdal Haemek 23150
ISRAEL
(Address of Principal Corporate Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities and Exchange Act of 1934.

Yes ☐ No ☒

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. This Form 6-K, including all exhibits hereto, is hereby incorporated by reference into all effective registration statements filed by the registrant under the Securities Act of 1933.

CAMTEK LTD. (Registrant) By: /s/ Moshe Eisenberg ~~——————————————~~ Moshe Eisenberg, Chief Financial Officer

Dated: ~~April~~May 2913, 2025

OnCamtek ~~April~~Ltd. ~~29,~~P.O.Box ~~2025~~544, ~~Camtek~~Ramat ~~Ltd.~~Gabriel ~~(the~~Industrial ~~"Company")~~Park ~~held~~Migdal anHa’Emek ~~Annual~~23150, ~~General~~ISRAEL ~~Meeting~~Tel: of+972 ~~Shareholders~~ (~~the "Meeting"~~4). ~~The~~604-8100 ~~proxy~~Fax: ~~statement~~+972 ~~for~~(4) ~~the~~644-0523 ~~Meeting~~E-Mail: ~~was~~Info@camtek.com ~~filed~~Web bysite: ~~the~~http://www.camtek.com ~~Company~~CAMTEK ~~with~~LTD. ~~the~~Moshe ~~Securities~~Eisenberg, ~~and Exchange~~CFO ~~Commission~~Tel: as+972 an4 ~~exhibit~~604 to8308 ~~its~~Mobile: ~~Report~~+972 on54 ~~Form~~900 ~~6-K~~7100 ~~on March 19, 2025 (File No~~moshee@camtek.com ~~000-30664)~~INTERNATIONAL ~~incorporated~~INVESTOR ~~herein~~RELATIONS byEK ~~reference.~~Global ~~All~~Investor ofRelations ~~the~~Ehud ~~proposals~~Helft ~~brought~~Tel: ~~before~~(US) ~~the~~1 ~~shareholders~~212 at378 ~~the~~8040 ~~Meeting have been approved~~camtek@ekgir.com

FOR IMMEDIATE RELEASE

CAMTEK ANNOUNCES RECORD RESULTS FOR THE

FIRST QUARTER OF 2025

Q1 revenues of $118.6 million with strong profitability;

Expects continued growth in Q2 2025 with revenue guidance of $120-123 million

MIGDAL HAEMEK, Israel – May 13, 2025 – Camtek Ltd. (NASDAQ: CAMT; TASE: CAMT), today announced its financial results for the first quarter ended March 31, 2025.

2025 First Quarter Financial Highlights

•

Record revenues of $118.6 million, a 22% YoY increase;

•

GAAP gross margin of 51.0% and non-GAAP gross margin of 52.1%;

•

GAAP operating income of $32.7 million (up 54% YoY) and non-GAAP operating income of $37.3 million (up 29% YoY), representing operating margins of 27.6% and 31.5%, respectively; and

•

GAAP net income of $34.3 million (up 38% YoY) and non-GAAP net income of $38.7 million (up 24% YoY); GAAP diluted EPS of $0.70 and non-GAAP diluted EPS of $0.79.

Forward-Looking Expectations

Management expects continued growth in the second quarter of 2025 with a revenue range of $120-123 million, representing approximately a growth of 17-20%, year-over-year.

Management Comment

Rafi Amit, Camtek’s CEO commented, “We have kicked off 2025 with record quarterly revenues and significantly improved profitability. Our primary growth driver for the coming years is advanced packaging, with a strong emphasis on high-performance computing (HPC) to support AI applications. This includes emerging technologies such as the projected upcoming transition from HBM3e to HBM4 devices next year, as well as the next generation of CoWoS and CoWoS-like solutions. These innovations are expected to create increased demand for new tools with enhanced technical capabilities.”

Continued Mr. Amit, “We are well-positioned competitively, strengthened by the successful launch of two new models: the Eagle G5 and the Hawk. Both systems support the new and latest packaging technologies and have been very well received by our customers, who value their advanced performance and versatility.”

Mr. Amit concluded, “Regarding the geopolitical landscape and tariff uncertainty, we have not experienced any material impact on our business in terms of delays or order cancellations. With our manufacturing operations located in Israel and Europe, and the majority of our sales concentrated in Asia, we expect our exposure to tariffs to be immaterial.”

First Quarter 2025 Financial Results

Revenues for the first quarter of 2025 were $118.6 million. This compares to first quarter 2024 revenues of $97.0 million, representing a year-over-year growth of 22%.

Gross profit on a GAAP basis in the quarter totaled $60.6 million (51.0% of revenues), an increase of 35% compared to a gross profit of $44.8 million (46.2% of revenues) in the first quarter of 2024.

Gross profit on a non-GAAP basis in the quarter totaled $61.8 million (52.1% of revenues), an increase of 26% compared to a gross profit of $49.2 million (50.7% of revenues) in the first quarter of 2024.

Operating income on a GAAP basis in the quarter totaled $32.7 million (27.6% of revenues), an increase of 54% compared to an operating income of $21.2 million (21.9% of revenues) in the first quarter of 2024.

Operating income on a non-GAAP basis in the quarter totaled $37.3 million (31.5% of revenues), an increase of 29% compared to $29.0 million (29.9% of revenues) in the first quarter of 2024.

Net income on a GAAP basis in the quarter totaled $34.3 million, or $0.70 per diluted share, an increase of 38% compared to net income of $24.8 million, or $0.50 per diluted share, in the first quarter of 2024.

Net income on a non-GAAP basis in the quarter totaled $38.7 million, or $0.79 per diluted share, an increase of 24% compared to a non-GAAP net income of $31.3 million, or $0.64 per diluted share, in the first quarter of 2024.

Cash and cash equivalents, short-term and long-term deposits, and marketable securities, as of March 31, 2025, were $522.6 million compared to $501.2 million as of December 31, 2024, and $467.0 million as of March 31, 2024. During the first quarter, the Company generated an operating cash flow of $23.6 million.

Conference Call

Camtek will host a video conference call/webinar today via Zoom, on May 13, 2025, at 09:00 ET (16:00 Israel time). Rafi Amit, CEO, Moshe Eisenberg, CFO, and Ramy Langer, COO will host the call and will be available to answer questions after presenting the results.

To participate in the webinar, please register using the following link, which will provide access to the video call: https://us06web.zoom.us/webinar/register/WN_VOFAWbAeRqiMCPBMWSJtDQ

For those wishing to listen via phone, following registration, the dial in link will be sent. For any problems in registering, please email Camtek’s investor relations a few hours in advance of the call.

For those unable to participate, a recording will be available on Camtek’s website at http://www.camtek.com within a few hours after the call.

A summary presentation of the quarterly results will also be available on Camtek’s website.

ABOUT CAMTEK LTD.

Camtek is a developer and manufacturer of high-end inspection and metrology equipment for the semiconductor industry. Camtek's systems inspect IC and measure IC features on wafers throughout the production process of semiconductor devices, covering the front and mid-end and up to the beginning of assembly (Post Dicing). Camtek's systems inspect wafers for the most demanding semiconductor market segments, including Advanced Interconnect Packaging, Heterogenous Integration, Memory and HBM, CMOS Image Sensors, Compound Semiconductors, MEMS, and RF, serving numerous industries’ leading global IDMs, OSATs, and foundries.

With manufacturing facilities in Israel and Germany, and eight offices around the world, Camtek provides state of the art solutions in line with customers' requirements.

This press release is available at http://www.camtek.com

This press release contains statements that may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on Camtek’s current beliefs, expectations and assumptions about its business and industry, all of which may change. Forward-looking statements can be identified by the use of words including “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “may,” “expect,” “estimate,” “project,” “positioned,” “strategy,” and similar expressions that are intended to identify forward-looking statements, including our expectations and statements relating to the compound semiconductors market and our position in this market and the anticipated timing of delivery of the systems. These forward-looking statements involve known and unknown risks and uncertainties that may cause the actual results, performance or achievements of Camtek to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Factors that may cause our actual results to differ materially from those contained in the forward-looking statements include, but are not limited to, the effects of the evolving nature of the war situation in Israel, and the related evolving regional conflicts; the continued demand and future contribution of HPC, HBM and Chiplet applications and devices to the Company business resulting from, among other things, the field of AI surging worldwide across companies, industries and geographies; formal or informal imposition by countries of new or revised export and/or import and doing-business regulations or sanctions, including but not limited to changes in U.S. trade policies, changes or uncertainty related to the U.S. government entity list and changes in the ability to sell products incorporating U.S originated technology, which can be made without prior notice, and our ability to effectively address such global trade issues and changes;our dependency on the semiconductor industry and the risk that adverse economic conditions, reduced capital expenditures, or cyclical downturns may negatively impact our results; the concentration of our business in certain Asia Pacific countries, particularly China, Taiwan, and Korea, which may be subject to trade restrictions, regulatory changes, or geopolitical tensions; and those other factors discussed in our Annual Report on Form 20-F as published on March 19, 2025 as well as other documents filed by the Company with the SEC as well as other documents that may be subsequently filed by Camtek from time to time with the Securities and Exchange Commission. We caution you not to place undue reliance on forward-looking statements, which speak only as of the date hereof. Camtek does not assume any obligation to update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release unless required by law.

While we believe that we have a reasonable basis for each forward-looking statement contained in this press release, we caution you that these statements are based on a combination of facts and factors currently known by us and our projections of the future, about which we cannot be certain. In addition, any forward-looking statements represent Camtek’s views only as of the date of this press release and should not be relied upon as representing its views as of any subsequent date. Camtek does not assume any obligation to update any forward-looking statements unless required by law.

This press release provides financial measures that exclude: (i) share based compensation expenses; and (ii) acquisition related expenses and are therefore not calculated in accordance with generally accepted accounting principles (GAAP). Management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. Management uses both GAAP and non-GAAP measures when evaluating the business internally and therefore felt it is important to make these non-GAAP adjustments available to investors. A reconciliation between the GAAP and non-GAAP results appears in the tables at the end of this press release. The results reported in this press-release are preliminary unaudited results, and investors should be aware of possible discrepancies between these results and the audited results to be reported, due to various factors.

CAMTEK LTD. and its subsidiaries

Consolidated Balance Sheets (Unaudited)

(In thousands)

	March 31,			December 31,
	2025			2024
	U.S. Dollars
Assets

Current assets
Cash and cash equivalents		229,795			126,224
Short-term deposits		159,000			231,000
Marketable securities		32,745			30,813
Trade accounts receivable, net		100,402			99,471
Inventories		129,177			111,204
Other current assets		22,874			21,347
Total current assets		673,993			620,059

Long-term deposits		20,000			26,000
Marketable securities		81,101			87,115
Long-term inventory		12,298			11,879
Deferred tax asset, net		3,090			3,090
Other assets, net		1,701			2,001
Property, plant and equipment, net		55,026			54,196
Intangible assets, net		12,467			13,357
Goodwill		74,345			74,345
Total non- current assets		260,028			271,983
Total assets		934,021			892,042

Liabilities and shareholders’ equity

Current liabilities
Trade accounts payable		48,134			46,630
Other current liabilities		79,598			77,280
Total current liabilities		127,732			123,910

Long-term liabilities
Deferred tax liabilities, net		5,135			5,606
Other long-term liabilities		15,034			15,366
Convertible notes		198,198			197,925
Total long-term liabilities		218,367			218,897
Total liabilities		346,099			342,807

Commitments and contingencies
Shareholders’ equity
Ordinary shares NIS 0.01 par value, 100,000,000 shares authorized at March 31, 2025 and at December 31, 2024;
47,695,582 issued shares at March 31, 2025 and 47,541,682 at December 31, 2024;
45,603,206 shares outstanding at March 31, 2025 and 45,449,306 at December 31, 2024		177			177
Additional paid-in capital		218,715			214,931
Accumulated other comprehensive income		795			203
Retained earnings		370,133			335,822
		589,820			551,133
Treasury stock, at cost (2,092,376 as of March 31, 2025 and December 31, 2024)		(1,898	)		(1,898	)
Total shareholders' equity		587,922			549,235
Total liabilities and shareholders' equity		934,021			892,042

CAMTEK LTD. and its subsidiaries

Consolidated Statement of Income (unaudited)

(in thousands)

	Three months ended March 31,						Year ended December 31,
	2025			2024			2024
	U.S. dollars
Revenues		118,638			97,010			429,234
Cost of revenues		58,074			52,287			219,283

Gross profit		60,564			44,723			209,951

Operating expenses:
Research and development		10,362			8,912			38,287
Selling, general and administrative		17,502			14,573			63,595

Total operating expenses		27,864			23,485			101,882

Operating profit		32,700			21,238			108,069

Financial income, net		5,433			5,610			23,169

Income before incomes taxes		38,133			26,848			131,238

Income tax expense		(3,822	)		(2,049	)		(12,723	)

Net income		34,311			24,799			118,515


Basic net earnings per share (in US dollars)	0.75	0.55	2.62

Diluted net earnings per share (in US dollars)	0.70	0.51	2.63

Weighted average number of ordinary shares outstanding:

Basic	45,561	45,074	45,279

Diluted	49,286	49,253	49,369

CAMTEK LTD. and its subsidiaries

Reconciliation of GAAP To Non-GAAP results

(In thousands, except share data)

	Three months ended March 31,						Year ended December 31,
	2025			2024			2024
	U.S. dollars						U.S. dollars
Reported net income attributable to Camtek Ltd. on GAAP basis		34,311			24,799			118,515
Acquisition of FRT-related expenses (1)		650			3,384			5,334
Share-based compensation		3,710			3,118			14,775
Non-GAAP net income		38,671			31,301			138,624

Non –GAAP net income per share, diluted		0.79			0.63			2.83

Gross margin on GAAP basis		51.0	%		46.1	%		49.6	%
Reported gross profit on GAAP basis		60,564			44,723			209,951
Acquisition of FRT-related expenses (1)		610			3,972			5,802
Share-based compensation		584			398			2,197
Non-GAAP gross profit		61,758			49,093			217,950
Non- GAAP gross margin		52.1	%		50.6	%		50.8	%

Reported operating income attributable to Camtek Ltd. on GAAP basis		32,700			21,238			108,069
Acquisition of FRT-related expenses (1)		928			4,671			7,455
Share-based compensation		3,710			3,118			14,775
Non-GAAP operating income		37,338			29,027			130,299

(1) During the three-month period ended March 31, 2025, the Company recorded acquisition-related expenses of $0.6 million, consisting of: (1) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (2) $0.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (3) $0.3 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the three-month period ended March 31, 2024, the Company recorded acquisition-related expenses of $3.4 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $3.4 million, for both periods. This amount recorded under cost of revenues line item. (2) $0.6 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $0.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million re-organization expenses, recorded under the general and administrative expenses line item. (5) $1.3 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

During the year ended December 31, 2024, the Company recorded acquisition-related expenses of $5.3 million, consisting of: (1) inventory written-up to fair value in purchase accounting charges of $3.4 million. This amount is recorded under cost of revenues line item. (2) $2.4 million amortization of intangible assets acquired recorded under cost of revenues line item. (3) $1.3 million amortization of intangible assets acquired recorded under sales and marketing expenses line item. (4) $0.4 million re-organization expenses, recorded under the general and administrative expenses line item. (5) $2.1 million reversal of tax provision related to the above adjustment, recorded under the tax expense line item.

Filing Compare · CAMTEK LTD