of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

The filing details stockholder approval of modifications to the Company's incentive plan and ESPP, which are routine corporate actions.

of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Chief Financial Officer — Mark Frost: Appointment of Mark Frost as Chief Financial Officer and Treasurer.

Results of Operations and Financial Condition. On February 10, 2026, Harvard Bioscience, Inc. (the “Company”) issued a press release which contained, among other things, certain preliminary financial results, including unaudited revenue for the fourth quarter ended December 31, 2025. A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. These preliminary estimates are not a comprehensive statement of the Company’s financial results for the fo…

Costs Associated with Exit or Disposal Activities. On January 23, 2026, the Board of Directors of Harvard Bioscience, Inc. (the “Company”) approved management’s comprehensive plan, referred to as Project Viking, for the strategic consolidation of its manufacturing operations to improve efficiency and support long-term growth. The Company will close its manufacturing facility in Holliston, MA and transition U.S. production to its manufacturing hub in Minneapolis, MN. Certain operations will al…

of this Form 8-K, including Exhibit 99.1 attached hereto, 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing. Forward-Looking Statements This report contains forward-looking statements…

The information contained in this Item 7.01, including the Exhibit attached hereto, is being 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 such section. The information in this Form 8-K, including the Exhibit, shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any incorpor…

The excerpt is incomplete and does not provide sufficient information to determine the nature of the event.

Entry into a Material Definitive Agreement. Loan and Security Agreement On December 17, 2025, Harvard Bioscience, Inc. (the “Company”), as borrower, entered into a Loan and Security Agreement (the “Loan Agreement”) with certain financial institutions party thereto as lenders (the “Lenders”) and BroadOak Income Fund, L.P. (“BroadOak”), as the administrative agent and collateral agent (in such capacity, the “Administrative Agent”). The Loan Agreement provides for the following term loans: (i) a…

Termination of a Material Definitive Agreement. Effective as of December 17, 2025, upon the closing of the Loan Agreement, the Company’s term loan and senior revolving credit facility for which Citizens Bank, N.A. served as administrative agent has been terminated.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. See the information set forth in

Other Events The Company is engaged in ongoing discussions relating to its existing credit agreement, dated December 22, 2020, as amended, with Citizens Bank, N.A., Wells Fargo Bank, N.A., and First-Citizens Bank & Trust Company (the “Credit Agreement”), and remains on track to complete the refinancing or repayment of the Credit Agreement during the fourth quarter of 2025. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report…

of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On October 2, 2025, Harvard Bioscience, Inc., (the “Company”) received a notification letter from the Nasdaq Listing Qualifications Department (the “Staff”) of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it had been granted an additional 180 days, or until March 30, 2026 (the “Second Compliance Period”), to regain compliance with the minimum bid price requirement for cont…

Director — Stephen DeNelsky: Stephen DeNelsky was appointed as a Class I director and will serve on the Nominating & Governance Committee.

Interim Chief Financial Officer — Mark Frost: The company entered into a retention letter agreement with the Interim Chief Financial Officer, providing for a cash bonus upon successful refinancing.

of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

CEO — James W. Green: Mr. James W. Green resigned as President and CEO, succeeded by John Duke.

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On June 18, 2025, Harvard Biosci e nce, Inc. (the “Company”) notified the Nasdaq Stock Market LLC (“Nasdaq”) that the Company is not in compliance with the audit committee requirement set forth in Nasdaq Listing Rule 5605(c)(2)(A) (the “Audit Committee Composition Requirement”) due to the Company having only two members on the audit committee (the “Audit Committee”) of its Board of Directors (…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On June 18, 2025, Harvard Biosci e nce, Inc. (the “Company”) notified the Nasdaq Stock Market LLC (“Nasdaq”) that the Company is not in compliance with the audit committee requirement set forth in Nasdaq Listing Rule 5605(c)(2)(A) (the “Audit Committee Composition Requirement”) due to the Company having only two members on the audit committee (the “Audit Committee”) of its Board of Directors (…

Director — Alan Edrick: Alan Edrick resigned from the board of directors.

Director — Thomas Loewald: Mr. Loewald resigned from the board of directors.

of this Current Report on Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.