UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

~~December~~February 234, ~~2025~~2026

American Superconductor Corporation

(Exact name of registrant as specified in its charter)

Delaware	000-19672	04-2959321
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

114 East Main Street Ayer, Massachusetts		01432
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (978) 842-3000

Not Applicable

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		~~TradingSymbol~~Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		AMSC		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. ☐

Item 82.0102. ~~Other~~Results ~~Events~~of Operations and Financial Condition.

On ~~December 23~~February 4, ~~2025~~2026, American Superconductor Corporation (the “Company”) ~~filed~~announced aits ~~prospectus~~financial ~~supplement~~results ~~with~~for the third quarter ~~Securities~~ended December ~~and~~31, ~~Exchange Commission (the “SEC”) relating to shares~~ 2025 of the Company’'s ~~common~~fiscal ~~stock~~year to2025. beThe ~~sold~~full ~~from~~text ~~time to time by certain selling stockholders~~ of the ~~Company.~~press ~~The~~release ~~prospectus~~issued ~~supplement~~in ~~forms~~connection awith ~~part of~~ the ~~Company’s~~announcement ~~Registration~~is ~~Statement~~attached onas ~~Form~~Exhibit ~~S-3 (Reg~~99.1 ~~No. 333-281496),~~to ~~which~~this ~~was~~Current ~~filed~~Report ~~with the SEC and became effective~~ on ~~August 12,~~Form ~~2024~~8-K.

~~Latham &~~The ~~Watkins~~information ~~LLP,~~in ~~counsel~~this toItem 2.02 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the ~~Company~~Securities Exchange Act of 1934, ~~has~~as ~~issued~~amended an(the ~~opinion~~“Exchange Act”) or otherwise subject to the ~~Company,~~liabilities ~~dated~~of ~~December 23,~~that ~~2025~~section, ~~regarding~~nor ~~the~~shall ~~validity~~it ofbe ~~such~~deemed ~~shares.~~incorporated Aby ~~copy~~reference in any filing under the Securities Act of 1933, as amended, or the ~~opinion~~Exchange isAct, ~~filed~~except as ~~Exhibit~~expressly ~~5.1~~set toforth ~~this~~by ~~Current~~specific ~~Report~~reference onin ~~Form~~such ~~8-K.~~a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

5.1		Opinion of Latham & Watkins LLP
Exhibit No.	Description
23.1		Consent of Latham & Watkins LLP (included in Exhibit 5.1)
99.1	Press release issued by American Superconductor Corporation on February 4, 2026 (furnished, not “filed,” for purposes of Section 18 of the Exchange Act).
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.	~~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.

		AMERICAN SUPERCONDUCTOR CORPORATION		~~AMERICAN SUPERCONDUCTOR CORPORATION~~
Date: December 23, 2025				By:	/S/ JOHN W. KOSIBA, JR.
Date:	February 4, 2026	By:	/S/ JOHN W. KOSIBA, JR.
			John W. Kosiba, Jr.		~~John W. Kosiba, Jr.~~
			Senior Vice President and Chief Financial Officer		~~Senior Vice President and Chief Financial Officer~~

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