UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

(Mark One)

ý ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

or

o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from  _______ to _______                

Commission File Number: 000-15760

A. Full title of the plan and the address of the plan, if different from that of the issuer named below: 

Hardinge Inc. Retirement Plan

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

Hardinge Inc.

One Hardinge Drive, Elmira, NY 14902

HARDINGE INC. RETIREMENT PLAN

FORM 11-K TABLE OF CONTENTS

DECEMBER 31, 2013 AND 2012

HARDINGE INC. RETIREMENT PLAN

Financial Statements as of

December 31, 2013 and 2012

Together with

Report of Independent Registered

Public Accounting Firm

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Retirement Committee of the

Hardinge Inc. Retirement Plan:

We have audited the accompanying statements of net assets available for benefits of the Hardinge Inc. Retirement Plan (the Plan) as of December 31, 2013 and 2012, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2013 and 2012, and the changes in net assets available for benefits for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

Our audits were conducted for the purpose of forming an opinion on the basic financial statements as a whole. The supplemental Schedule H, Line 4(i) - Schedule of Assets (Held at End of Year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements, but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole.

/s/ Bonadio & Co., LLP

Pittsford, New York

June 23, 2014

HARDINGE INC. RETIREMENT PLAN

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS

DECEMBER 31, 2013 AND 2012

	2013			2012
INVESTMENTS, at fair value:
Money market funds	$	68,563		$	88,376
Common collective trust	8,135,417			7,753,270
Hardinge Inc. common stock	1,618,947			1,246,327
Mutual funds	35,494,812			27,456,488
Total investments	45,317,739			36,544,461
RECEIVABLES:
Accrued income	—			5
Employer contributions	1,622,312			1,443,427
Notes receivable from participants	828,532			732,506
Total receivables	2,450,844			2,175,938
ACCRUED TRUSTEE FEE	(208		)	(155		)
NET ASSETS AVAILABLE FOR BENEFITS    AT FAIR VALUE	47,768,375			38,720,244
ADJUSTMENT TO CONTRACT VALUE FROM FAIR VALUE    FOR FULLY BENEFIT-RESPONSIVE INVESTMENT    CONTRACTS	(220,571		)	(390,319		)
NET ASSETS AVAILABLE FOR BENEFITS	$	47,547,804		$	38,329,925

The accompanying notes are an integral part of these statements.

1

HARDINGE INC. RETIREMENT PLAN

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS

FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012

	2013			2012
INVESTMENT INCOME:
Net appreciation of investments	$	5,608,821		$	2,675,071
Interest and dividends	1,015,849			820,037
Total investment income	6,624,670			3,495,108
INTEREST INCOME ON NOTES RECEIVABLE    FROM PARTICIPANTS	32,301			29,750
CONTRIBUTIONS:
Employer	1,798,301			1,603,740
Participant	1,733,742			1,441,235
Rollover	967,409			—
Other	224			373
Total contributions	4,499,676			3,045,348
PAYMENTS:
Benefits paid to participants	(3,339,974		)	(1,420,283		)
Other	(21,539		)	(20,002		)
Total payments	(3,361,513		)	(1,440,285		)
TRANSFER OF ASSETS INTO PLAN	1,422,745			—
CHANGE IN NET ASSETS AVAILABLE FOR BENEFITS	9,217,879			5,129,921
NET ASSETS AVAILABLE FOR BENEFITS - beginning of year	38,329,925			33,200,004
NET ASSETS AVAILABLE FOR BENEFITS - end of year	$	47,547,804		$	38,329,925

The accompanying notes are an integral part of these statements.

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HARDINGE INC. RETIREMENT PLAN

NOTES TO FINANCIAL STATEMENTS

DECEMBER 31, 2013 AND 2012

1. DESCRIPTION OF THE PLAN

The following brief description of the Hardinge Inc. Retirement Plan (the Plan), formerly the Hardinge Inc. Savings Plan, provides only general information. Participants should refer to the Plan and associated Summary Plan Description for a more complete description of the Plan’s provisions.

General

The Plan is a defined contribution plan covering all eligible domestic employees of Hardinge Inc. (the Plan Sponsor). Effective May 9, 2013 and June 1, 2013, the Plan also covers all eligible domestic employees of Forkardt, Inc. and Usach Technologies, Inc, respectively. The companies identified above (collectively, the Companies) are affiliated entities. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA).

On September 3, 2013, the employees of Usach Technologies, Inc. transferred into the Plan from the Usach Technologies, Inc. Employees’ Profit Sharing and Savings Plan. As a result, assets of $1,422,745 were transferred into the Plan during 2013.

Eligibility

All employees are eligible to begin salary deferrals upon employment. Employees are eligible to receive employer matching and non-elective contributions as of the January 1 or July 1 following the completion of one year of service, which includes at least 1,000 hours of service.

Vesting

Participants are immediately vested in all salary deferrals and employer matching contributions and earnings thereon. Vesting in employer non-elective contributions is based on years of vesting service. Participants vest 20% each year after the second year of vesting service and are fully vested after six years of service.

Contributions

Participants may make voluntary pre-tax contributions in the form of salary reductions up to 100% of their annual compensation, as defined, subject to certain limitations under the terms of the Plan and Internal Revenue Code (IRC).

The Plan Sponsor matches 25% of the voluntary contributions made by an eligible participant up to 4% of the participant’s current compensation, as defined, for a maximum potential contribution of 1% of the participant’s compensation. Additionally, the Plan Sponsor makes a non-elective contribution of 4% of the participant’s compensation, as defined, for all eligible participants.

Notes Receivable from Participants

Participants may borrow from their accounts a minimum of $1,000 up to a maximum of $50,000, but no more than 50% of the participant’s employee deferral and rollover balances. The loans are secured by the balance in the participant’s account and bear interest at rates which are commensurate with local prevailing rates at the time of the loan as determined by the Plan’s Loan Committee. Typically, the interest rate charged is the prime rate plus 1%. Principal and interest are paid through payroll deductions over a term of five years, except for loans used to purchase a participant’s principal residence, which may be repaid over a time determined to be reasonable by the Plan’s Loan Committee, but no longer than ten years.

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1. DESCRIPTION OF THE PLAN (Continued)

Hardship Withdrawals

Hardship withdrawals from the Plan are permitted under certain circumstances.

Benefit Payments

Upon termination of service, a participant may elect to leave his or her funds in the Plan, receive a lump-sum amount equal to the value of the account, or rollover his or her funds into another plan in accordance with Plan provisions.

2. SUMMARY OF ACCOUNTING POLICIES

Basis of Accounting

The accompanying financial statements of the Plan have been prepared in conformity with accounting principles generally accepted in the United States of America.

As required by generally accepted accounting principles, investment contracts held by a defined-contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined-contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The Plan invests in investment contracts through a common collective trust. As required by generally accepted accounting principles, the statement of net assets available for benefits presents the fair value of the investment in the common collective trust as well as the adjustment of the investment in the common collective trust from fair value to contract value relating to the investment contracts. The statement of changes in net assets available for benefits is prepared on a contract value basis.

Investment Valuation and Income Recognition

Investments are stated at fair value. Money market funds are stated at cost, which approximates fair value. The Plan’s interest in the common collective trust is valued based on information reported by the investment advisor using the audited financial statements of the collective trust at year-end. Hardinge Inc. common stock and mutual funds are valued at the last reported sales price on the last business day of the plan year. Where quoted market values are not available, the investment is valued at the most recent sales, trade, or current bid price. Purchases, sales, and interest income are recorded on a trade date basis. Dividends are recorded on the ex-dividend date.

Investments are exposed to various risks, such as interest rate, market and credit risk. Due to the level of risk associated with investment securities and the level of uncertainty related to changes in the value of investments, it is at least reasonably possible that changes in values in the near term would materially affect participants’ account balances and the amount reported in the statement of net assets available for plan benefits and the statement of changes in net assets available for plan benefits.

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2. SUMMARY OF ACCOUNTING POLICIES(Continued)

Fair Value Measurement - Definition and Hierarchy

The Plan uses various valuation techniques in determining fair value. FASB Accounting Standards Codification 820 (ASC 820) establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the Plan. Unobservable inputs are inputs that reflect the Plan’s assumptions about the assumptions market participants would use in pricing the asset or liability, developed based on the best information available in the circumstances.

The hierarchy is broken down into three levels based on the reliability of inputs as follows:

• Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that the Plan has the ability to access. Valuation adjustments are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment.

The Plan’s investments in money market funds, Hardinge Inc. common stock, and mutual funds are valued using Level 1 inputs.

• Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, directly or indirectly.

The Plan’s investments in the common collective trust are valued using Level 2 inputs.

• Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The Plan does not have any investments that are valued using Level 3 inputs.

The availability of observable inputs can vary and is affected by a wide variety of factors. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Plan in determining fair value is greatest for instruments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

Notes Receivable from Participants

Notes receivable from participants are measured at their unpaid principal balance plus any accrued but unpaid interest. Delinquent participant loans are reclassified as distributions based upon the terms of the Plan.

Administrative Expenses

The Plan Sponsor elected to pay certain administrative expenses of the Plan which, if not paid by the Plan Sponsor, will be paid by the Plan.

Benefit Payments

Benefit payments are recorded when paid.

5

2. SUMMARY OF ACCOUNTING POLICIES (Continued)

Forfeitures

Forfeitures of employer non-elective contributions are used to reduce future employer contributions or pay administrative expenses. There were forfeitures of non-vested employer non-elective contributions of $2,282 and $7,807 in 2013 and 2012, respectively. At December 31, 2013 and 2012, there was $92 and $23,750 available to offset future employer contributions or pay administrative expenses, respectively. In 2013, $17,927 of forfeitures were used to reduce employer matching contributions and $9,831 of forfeitures were used to pay administrative expenses. There were no forfeitures used to reduce employer contributions or pay administrative expenses in 2012.

Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires the Plan’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates and assumptions.

3. INVESTMENTS

The following investments represented 5% or more of the Plan’s net assets available for benefits at either December 31, 2013 or 2012:

	2013		2012
Vanguard Retirement Savings Trust	$	8,135,417	$	7,753,270
Vanguard 500 Index Fund Investor Shares	6,374,342		5,113,040
Vanguard Target Retirement 2025	4,796,441		2,378,808
Vanguard Target Retirement 2015	4,507,158		4,752,196
Vanguard Wellington Fund Investor Shares	2,725,663		2,404,192
Vanguard Total Bond Market Index Fund	2,099,887		2,374,337
Vanguard Target Retirement 2020	2,690,598		1,457,352
Other investments, individually less than 5%	13,988,233		10,311,266
	$	45,317,739	$	36,544,461

The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated as follows:

	2013		2012
Hardinge Inc. common stock	$	485,316	$	214,003
Mutual funds	5,123,505		2,461,068
	$	5,608,821	$	2,675,071

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3. INVESTMENTS (Continued)

The following investments are measured at fair value on a recurring basis as of December 31, 2013:

Description	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Money market funds	$	68,563	$	—	$	—	$	68,563
Common collective trust	—		8,135,417		—		8,135,417
Hardinge Inc. common   stock	1,618,947		—		—		1,618,947
Mutual funds - bonds	2,099,887		—		—		2,099,887
Mutual funds - domestic   equity	12,556,641		—		—		12,556,641
Mutual funds -   international equity	2,034,799		—		—		2,034,799
Mutual funds - balanced	18,803,485		—		—		18,803,485
	$	37,182,322	$	8,135,417	$	—	$	45,317,739

The following investments are measured at fair value on a recurring basis as of December 31, 2012:

Description	Level 1 Inputs		Level 2 Inputs		Level 3 Inputs		Total
Money market funds	$	88,376	$	—	$	—	$	88,376
Common collective trust	—		7,753,270		—		7,753,270
Hardinge Inc. common   stock	1,246,327		—		—		1,246,327
Mutual funds - bonds	2,374,337		—		—		2,374,337
Mutual funds - domestic   equity	8,905,260		—		—		8,905,260
Mutual funds -   international equity	1,947,150		—		—		1,947,150
Mutual funds - balanced	14,229,741		—		—		14,229,741
	$	28,791,191	$	7,753,270	$	—	$	36,544,461

4.TAX STATUS

The Internal Revenue Service has determined and informed the Plan Sponsor by a letter dated December 11, 2011 that the Plan and related trust are designed in accordance with the applicable requirements of the IRC. The Plan has been amended since receiving the determination letter. However, the Plan administrator and the Plan’s tax counsel believe that the Plan is designed, and is currently being operated, in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the accompanying financial statements.

For benefit plans, tax-exempt status itself is deemed to be an uncertainty, as events could potentially occur to jeopardize their tax-exempt status. As of December 31, 2013 and 2012, the Plan does not have any uncertain tax positions. The Plan files the Annual Report/Return of Employee Benefit Plan (Form 5500) in the U.S. federal jurisdiction. The Plan is no longer subject to U.S. federal tax examinations for years before 2010.

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5.PLAN TERMINATION

Although it has not expressed any intent to do so, the Plan Sponsor has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to provisions set forth by ERISA. In the event of Plan termination, all participants will become 100% vested in their accounts and their accounts will be paid to them as provided by the plan document.

6.RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500

The following is a reconciliation of net assets available for benefits per the financial statements to net assets available for benefits per Form 5500 at December 31:

	2013		2012
Net assets available for benefits per the financial   statements	$	47,547,804	$	38,329,925
Adjustment to fair value from contract value for fully   benefit-responsive investment contracts	220,571		390,319
Net assets available for benefits per Form 5500	$	47,768,375	$	38,720,244

The following is a reconciliation of the change in net assets available for benefits per the financial statements to the change in net assets available for benefits per Form 5500 for the years ending December 31:

	2013			2012
Change in net assets available for benefits
per the financial statements	$	9,217,879		$	5,129,921
Change in adjustment to fair value from contract value for   fully benefit-responsive investment contracts	(169,748		)	59,242
Change in net assets available for
benefits per Form 5500	$	9,048,131		$	5,189,163

7.PARTY-IN-INTEREST TRANSACTIONS

Vanguard Fiduciary Trust Company (Vanguard) and Chemung Canal Trust Company (Chemung) are the trustees of the Plan. Hardinge Inc. is the Plan Sponsor. As such, transactions among Vanguard, Chemung, Hardinge Inc., and the Plan qualify as party-in-interest transactions. Additionally, participant loans are party-in-interest transactions.

8.SUBSEQUENT EVENTS

Subsequent events have been evaluated through June 23, 2014, which is the date the financial statements were available to be issued.

8

HARDINGE INC. RETIREMENT PLAN

SUPPLEMENTAL SCHEDULE

					Schedule I
HARDINGE INC. RETIREMENT PLAN
EMPLOYER IDENTIFICATION NUMBER 16-0470200
PLAN NUMBER 002
SCHEDULE H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2013
		(b)	(c)
		Identity of Issue,	Description of Investment, Including		(e)
		Borrower, Lessor or	Maturity Date, Rate of Interest, Collateral,	(d)	Current
(a)		Similar Party	Par or Maturity Value	Cost**	Value
	MONEY MARKET FUNDS:
		Federated Prime Obligation Fund	Money Market Fund (43,704 units)		$	43,704
*		Vanguard Prime Money Market Fund	Money Market Fund (24,859 units)		24,859
					68,563
	COMMON COLLECTIVE TRUST:
*		Vanguard Retirement Savings Trust	Common Collective Trust (7,914,846 units)		8,135,417
	HARDINGE INC. COMMON STOCK:
*		Hardinge Inc.	Common Stock (111,883 units)		1,618,947
	MUTUAL FUNDS:
		Brandywine Fund	Mutual Fund (371 units)		11,868
		Royce Total Return Fund-Financial Intermediary Shares	Mutual Fund (7,412 units)		123,113
		T. Rowe Price Equity Income Fund Advisor Class	Mutual Fund (6,170 units)		202,193
*		Vanguard 500 Index Fund Investor Shares	Mutual Fund (37,340 units)		6,374,342
*		Vanguard Growth Equity Fund	Mutual Fund (49,011 units)		793,492
*		Vanguard International Growth Fund	Mutual Fund (78,378 units)		1,829,332
*		Vanguard Mid-Cap Growth Fund	Mutual Fund (49,553 units)		1,225,446
*		Vanguard Mid-Cap Index Fund	Mutual Fund (17,371 units)		521,466
*		Vanguard Mid-Cap Value Index Fund	Mutual Fund (23,420 units)		734,916
*		Vanguard Small-Cap Growth Index Fund	Mutual Fund (15,405 units)		529,466
*		Vanguard Small-Cap Index Fund Investor Shares	Mutual Fund (38,723 units)		2,040,340
*		Vanguard Target Retirement 2010 Fund	Mutual Fund (2,656 units)		67,991
*		Vanguard Target Retirement 2015 Fund	Mutual Fund (305,156 units)		4,507,158
*		Vanguard Target Retirement 2020 Fund	Mutual Fund (99,247 units)		2,690,598
*		Vanguard Target Retirement 2025 Fund	Mutual Fund (304,536 units)		4,796,441
*		Vanguard Target Retirement 2030 Fund	Mutual Fund (18,042 units)		498,678
*		Vanguard Target Retirement 2035 Fund	Mutual Fund (79,179 units)		1,344,453
*		Vanguard Target Retirement 2040 Fund	Mutual Fund (12,273 units)		347,578
*		Vanguard Target Retirement 2045 Fund	Mutual Fund (61,773 units)		1,097,097
*		Vanguard Target Retirement 2050 Fund	Mutual Fund (1,802 units)		50,796
*		Vanguard Target Retirement 2055 Fund	Mutual Fund (816 units)		24,774
*		Vanguard Target Retirement 2060 Fund	Mutual Fund (831 units)		22,231
*		Vanguard Target Retirement Income	Mutual Fund (20,402 units)		630,026
*		Vanguard Total Bond Market Index Fund	Mutual Fund (198, 853 units)		2,099,887
*		Vanguard Total International Stock Index Fund	Mutual Fund (12,267 units)		205,467
*		Vanguard Wellington Fund Investor Shares	Mutual Fund (71,841 units)		2,725,663
					35,494,812
		Total investments			$	45,317,739
	NOTES RECEIVABLE FROM PARTICIPANTS
*		Participant Loans	Interest at 4.25%, maturing through April 2023		$	828,532
*		Denotes party-in-interest
**		Cost omitted as these investments are participant directed

The accompanying notes are an integral part of this schedule.

9

SIGNATURES

The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.

	HARDINGE INC. RETIREMENT PLAN
	(Name of Plan)
June 23, 2014	/s/ Douglas C. Tifft
Date	Douglas C. Tifft
	Senior Vice President, Administration of Hardinge Inc., issuer of the securities held pursuant to the Plan, and a Member of the Hardinge Inc. Retirement Plan Committee

Index to Exhibits

Exhibit No.	Description	Method of Filing
23.1	Consent of Independent Registered Public Accounting Firm.	Filed herewith.