PART I [Item 1. Business](index=3&type=section&id=Item%201.%20Business) Friedman Industries, established in 1965, manufactures and processes steel products through its flat-roll and tubular segments, serving distributors and manufacturers [Business Segments](index=3&type=section&id=Business%20Segments) The company operates two segments: flat-roll products, processing hot-rolled steel coils at five facilities, and tubular products, manufacturing pipes at its TTP division - The Company's operations are divided into two reportable segments: **flat-roll products** and **tubular products**[11](index=11&type=chunk) - The flat-roll segment operates **five hot-rolled coil processing facilities** across Arkansas, Alabama, Indiana, Illinois, and Texas, with new facilities added in 2022[12](index=12&type=chunk) - The tubular product segment, Texas Tubular Products (TTP) in Lone Star, Texas, operates **two API-licensed electric resistance welded pipe mills**[15](index=15&type=chunk) - Both flat-roll and tubular segments rely on a **limited number of suppliers**, posing a material adverse risk if any are lost[14](index=14&type=chunk)[16](index=16&type=chunk) [Marketing and Sales](index=4&type=section&id=Marketing%20and%20Sales) Flat-roll products comprised **92% of fiscal 2024 sales**, serving approximately 480 customers, while tubular products accounted for **8%**, serving 92 customers, primarily through dedicated internal sales forces Sales Contribution by Product Group (Fiscal Years 2024 & 2023) | Product and Service Groups | Fiscal 2024 | Fiscal 2023 | | :--- | :--- | :--- | | Flat-Roll Products | 92% | 89% | | Tubular Products | 8% | 11% | - The flat-roll segment serves approximately **480 customers**, with **O'Neal Steel** representing **16% of total company sales** in fiscal 2024[17](index=17&type=chunk) - The tubular segment sells to approximately **92 customers** nationally, primarily steel and pipe distributors, with no single customer accounting for **10% or more of total sales**[18](index=18&type=chunk) - As of March 31, 2024, the flat-roll sales force comprised **26 personnel**, and the tubular sales force had **three personnel**[18](index=18&type=chunk)[19](index=19&type=chunk) [Competition and Human Capital](index=4&type=section&id=Competition%20and%20Human%20Capital) The company competes in a highly competitive steel market based on price and delivery, employing **268 full-time U.S. employees** as of March 31, 2024, with a focus on talent and safety - The company competes in a **highly competitive market** against other steel processors, manufacturers, and brokers, primarily on **pricing and rapid delivery**[20](index=20&type=chunk) - As of March 31, 2024, the Company employed **268 full-time employees** in the United States[21](index=21&type=chunk) - The company's human capital strategy emphasizes attracting and retaining diverse talent through **competitive compensation and benefits**, and ensuring **employee health and safety** via established policies and training[22](index=22&type=chunk)[23](index=23&type=chunk) [Executive Officers of the Company](index=4&type=section&id=Executive%20Officers%20of%20the%20Company) As of March 31, 2024, key executive officers include Michael J. Taylor, President and CEO, and Alex LaRue, CFO – Secretary and Treasurer Executive Officers (as of March 31, 2024) | Name | Age | Position, Offices with the Company | | :--- | :--- | :--- | | Michael J. Taylor | 65 | President and Chief Executive Officer since September 2019; Chairman of the Board since June 2017 | | Alex LaRue | 38 | Chief Financial Officer – Secretary and Treasurer since March 2018 | [Item 1A. Risk Factors](index=6&type=section&id=Item%201A.%20Risk%20Factors) Disclosure of risk factors is not required for the registrant - Disclosure of risk factors is **not required**[26](index=26&type=chunk) [Item 1B. Unresolved Staff Comments](index=6&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments - The Company has **no unresolved staff comments**[27](index=27&type=chunk) [Item 1C. Cybersecurity](index=6&type=section&id=Item%201C.%20Cybersecurity) The Board oversees the cybersecurity program, managed by the IT Director and aligned with NIST 2.0, employing comprehensive controls and training, with no material incidents reported - The Board of Directors oversees the cybersecurity program, managed by the IT Director and aligned with the **NIST Cybersecurity Framework 2.0**[28](index=28&type=chunk) - The company implements controls such as **firewalls, VPNs, multi-factor authentication**, and **automated intrusion detection systems**[29](index=29&type=chunk) - Employee training on cybersecurity threats is conducted, and critical systems are protected by **rigorous data backups and disaster recovery plans**[30](index=30&type=chunk)[31](index=31&type=chunk) - The company is **not aware of any prior incident** that has materially affected its data, operations, or financial reporting[32](index=32&type=chunk) [Item 2. Properties](index=7&type=section&id=Item%202.%20Properties) The company owns and leases multiple properties for its flat-roll and tubular segments across several states, with all owned properties held in fee and unencumbered Principal Properties Overview | Location | Type | Ownership | | :--- | :--- | :--- | | Lone Star, TX | Plant, Offices, Land | Owned | | Longview, TX | Offices | Leased | | Hickman, AR | Plant, Offices, Land | Owned | | Decatur, AL | Plant, Offices, Land | Owned | | Sinton, TX | Plant, Offices, Land | Leased (99-year lease) | | East Chicago, IN | Plant, Offices, Land | Owned | | Granite City, IL | Plant, Offices, Land | Leased | | The Woodlands, TX | Offices | Leased | - All owned real properties are held in fee and are **not subject to any mortgage or deed of trust**[33](index=33&type=chunk) [Item 3. Legal Proceedings](index=7&type=section&id=Item%203.%20Legal%20Proceedings) The company reports no material pending legal proceedings - The Company is **not a party to any material pending legal proceedings** during fiscal year 2024[36](index=36&type=chunk) [Item 4. Mine Safety Disclosures](index=7&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company - This item is **not applicable**[37](index=37&type=chunk) PART II [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=9&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on NYSE American under 'FRD', with approximately **156 shareholders of record** as of April 26, 2024, and stock price and dividend details incorporated by reference - The Company's Common Stock is traded on the **NYSE American** under the symbol **FRD**[40](index=40&type=chunk) - As of April 26, 2024, there were approximately **156 shareholders of record**[42](index=42&type=chunk) - Information on stock prices and cash dividends is incorporated by reference from the Company's Annual Report to Shareholders for fiscal year ended March 31, 2024[41](index=41&type=chunk) [Item 6. Selected Financial Data](index=9&type=section&id=Item%206.%20Selected%20Financial%20Data) Disclosure of selected financial data is not required for the registrant - Disclosure of selected financial data is **not required**[43](index=43&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=9&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Information for this item is incorporated by reference from the 'Management's Discussion and Analysis' section of the Company's Annual Report to Shareholders for fiscal year ended March 31, 2024 - Information for this item is **incorporated by reference** from the Company's Annual Report to Shareholders for the fiscal year ended March 31, 2024[44](index=44&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures about Market Risk](index=9&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) Disclosure of quantitative and qualitative information about market risk is not required for the registrant - Disclosure of quantitative and qualitative information about market risk is **not required**[45](index=45&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=9&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) The company's consolidated financial statements for fiscal years ended March 31, 2024 and 2023, along with auditor reports and Schedule II, are incorporated by reference from the Annual Report - The Consolidated Balance Sheets, Statements of Operations, Comprehensive Income, Stockholders' Equity, Cash Flows, and Notes to Consolidated Financial Statements for fiscal years ended March 31, 2024 and 2023 are **incorporated by reference**[46](index=46&type=chunk) - Schedule II — Valuation and Qualifying Accounts is also **incorporated by reference**[47](index=47&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=9&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with accountants on accounting and financial disclosure - **None reported**[48](index=48&type=chunk) [Item 9A. Controls and Procedures](index=9&type=section&id=Item%209A.%20Controls%20and%20Procedures) Information regarding controls and procedures is incorporated by reference from the 'Management's Report on Internal Control Over Financial Reporting' section of the Company's Annual Report - Information regarding controls and procedures is **incorporated by reference** from the Company's Annual Report to Shareholders[49](index=49&type=chunk) [Item 9B. Other Information](index=10&type=section&id=Item%209B.%20Other%20Information) The company reports no other information - **None reported**[50](index=50&type=chunk) [Item 9C. Disclosure Regarding Foreign Jurisdictions That Prevent Inspections](index=10&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20That%20Prevent%20Inspections) This section is not applicable to the company - This item is **not applicable**[51](index=51&type=chunk) PART III [Item 10. Directors, Executive Officers and Corporate Governance](index=11&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors and corporate governance is incorporated by reference from the 2024 proxy statement, with executive officer details in Item 1, and a Code of Conduct and Ethics adopted for all personnel - Information regarding directors and corporate governance is **incorporated by reference** from the Company's proxy statement for the 2024 Annual Meeting of Shareholders[53](index=53&type=chunk) - Information regarding executive officers is **incorporated by reference** from Item 1 of this Form 10-K[54](index=54&type=chunk) - The Company has adopted the **Friedman Industries, Incorporated Code of Conduct and Ethics**[55](index=55&type=chunk) [Item 11. Executive Compensation](index=11&type=section&id=Item%2011.%20Executive%20Compensation) Information regarding executive compensation is incorporated by reference from the company's proxy statement for the 2024 Annual Meeting of Shareholders - Information for this item is **incorporated by reference** from the Company's proxy statement[56](index=56&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=11&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information regarding security ownership and equity compensation plans is incorporated by reference from the company's 2024 proxy statement and Note 3 of the Consolidated Financial Statements - All information regarding security ownership and related matters is **incorporated by reference** from the Company's proxy statement and the Notes to Consolidated Financial Statements in the Annual Report[57](index=57&type=chunk)[58](index=58&type=chunk)[59](index=59&type=chunk) [Item 13. Certain Relationships, Related Transactions and Director Independence](index=11&type=section&id=Item%2013.%20Certain%20Relationships%2C%20Related%20Transactions%20and%20Director%20Independence) Information regarding certain relationships, related transactions, and director independence is incorporated by reference from the company's proxy statement for the 2024 Annual Meeting of Shareholders - Information for this item is **incorporated by reference** from the Company's proxy statement[60](index=60&type=chunk) [Item 14. Principal Accountant Fees and Services](index=11&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Information regarding principal accountant fees and services is incorporated by reference from the company's proxy statement for the 2024 Annual Meeting of Shareholders - Information for this item is **incorporated by reference** from the Company's proxy statement[61](index=61&type=chunk) PART IV [Item 15. Exhibits and Financial Statement Schedules](index=12&type=section&id=Item%2015.%20Exhibits%20and%20Financial%20Statement%20Schedules) This section lists financial statements, schedules, and exhibits included or incorporated by reference into the Form 10-K, including the Annual Report, Code of Conduct, and various certifications - The financial statements and Schedule II — Valuation and Qualifying Accounts from the Company's Annual Report to Shareholders for fiscal year ended March 31, 2024, are **incorporated by reference**[63](index=63&type=chunk) - A list of **22 exhibits** is provided, including corporate governance documents, credit agreements, certifications, and Inline XBRL data files, with key exhibits filed herewith[65](index=65&type=chunk)[66](index=66&type=chunk)

FORM 10-Q Washington, D.C. 20549 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FROM THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State o ...

Sales Performance - Sales for the six months ended September 30, 2023, decreased by approximately $43.4 million to $257 million compared to the same period in 2022, despite an increase in tons sold from approximately 221,500 to 257,000 tons [71]. - Flat-roll segment sales for the 2023 period totaled approximately $245.7 million, down from $272.6 million in 2022, with average selling price per ton decreasing from approximately $1,367 to $1,011 [73]. - Tubular segment sales for the 2023 period were approximately $22.3 million, a decrease from $38.9 million in 2022, with tons sold dropping from approximately 21,000 to 16,000 tons [75]. - The Company expects sales volume for the third quarter of fiscal 2024 to be slightly lower than the second quarter volume due to seasonal impacts [94]. Profitability - Gross profit for the six months ended September 30, 2023, was approximately $22.2 million, with a gross profit margin of 8.3%, up from 7.5% in the prior year [71]. - Operating profits for the flat-roll segment increased to approximately $15.0 million in 2023 from $12.4 million in 2022, despite recognized losses on hedging activities [73]. - The tubular segment operated at a break-even level in the 2023 quarter, down from an operating profit of approximately $3.3 million in the 2022 quarter [85]. - The Company anticipates margin improvement during the third quarter and continuing into the fourth quarter due to increasing HRC prices, which have risen approximately $300 per ton [94]. Costs and Expenses - Selling, general and administrative costs decreased by approximately $0.2 million in the 2023 period compared to 2022, primarily due to one-time costs in the prior year [78]. - Income tax provision decreased from approximately $4.2 million in 2022 to approximately $3.7 million in 2023, with an effective tax rate of 24.9% for 2023 [79]. - The Company recognized a loss of approximately $0.4 million related to derivatives designated for hedge accounting for the six months ended September 30, 2023, while gaining approximately $4.8 million from derivatives not designated for hedge accounting [93]. Financial Position - The company's current ratio improved to 4.7 at September 30, 2023, compared to 3.2 at March 31, 2023, indicating better liquidity [89]. - The Company has a $150 million asset-based lending facility (ABL Facility) with a balance of approximately $54.4 million as of September 30, 2023, and an applicable interest rate of 7.5% [91]. - The Company's borrowing base calculation supported access to approximately $119.3 million under the ABL Facility as of September 30, 2023 [91]. - The Company had borrowings of approximately $34.2 million outstanding under the ABL Facility as of the filing date of the Form 10-Q [91]. - The Company believes its current cash position and cash flows from operations are adequate to fund expected cash requirements for the next 12 months [92]. Internal Controls - The Company has identified material weaknesses in internal control over financial reporting, which have not yet been remediated [101]. - The Company has engaged a consultant to assist with remediation efforts related to internal controls and has hired additional personnel to support these efforts [104]. - The Company expects the new ERP system to enhance the effectiveness of internal controls and reduce reliance on manual processes [104]. Future Outlook - The Company expects to continue monitoring and managing balance sheet components based on market conditions and operations [90].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FROM THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State or ot ...

Sales and Revenue - In fiscal year 2023, coil products accounted for 89% of total sales, up from 81% in fiscal year 2022, while tubular products decreased to 11% from 19%[17] - Sales to O'Neal Steel represented approximately 15% of total sales in fiscal year 2023, compared to 11% in fiscal year 2022[17] Operations and Facilities - The company operates five coil processing facilities and a tubular products division, with significant investments in new facilities, including a newly constructed facility in Sinton, Texas, which began operations in October 2022[12] - The tubular products segment operates two electric resistance welded pipe mills, licensed by the American Petroleum Institute, with a size range of 2 3/8" OD to 8 5/8" OD[15] - The company’s coil processing facilities are capable of cutting sheet and plate with thicknesses ranging from 16 gauge to 1" thick and widths from 36" to 96"[12] Employment and Workforce - As of March 31, 2023, the company employed 234 full-time employees, a significant increase from 98 full-time employees in the previous year[21] - The company’s sales force for coil products consisted of 24 personnel, while the tubular products division had 3 sales personnel as of March 31, 2023[18][19] Supply Chain and Competition - The company relies on a limited number of suppliers for its inventory, and the loss of any supplier could adversely affect its business[14][16] - The company is engaged in a highly competitive market, competing with other processors of hot-rolled steel coils and tubular manufacturers[20] Safety and Employee Policies - The company has established policies for employee safety and wellness, emphasizing the importance of a safe work environment and employee engagement in safety processes[23] Financial Reporting and Compliance - The financial statements for the fiscal year ended March 31, 2023, include consolidated balance sheets and statements of operations for both 2023 and 2022[56] - The company plans to file definitive copies of the proxy statement for the 2023 Annual Meeting of Shareholders with the SEC within 120 days after the end of the fiscal year[52] - The report includes a schedule for valuation and qualifying accounts as part of the financial statement schedules[56] - The report includes certifications pursuant to the Sarbanes-Oxley Act of 2002, signed by key executives[59] - The report outlines the consent of the independent auditor, Moss Adams LLP, confirming the accuracy of the financial statements[58] Corporate Governance - The company has incorporated various amendments to its Articles of Incorporation and Bylaws, reflecting changes made in previous years[58] - The company has made several amendments to its credit agreement, indicating ongoing financial management strategies[58] - The Annual Report to Shareholders for the fiscal year ended March 31, 2023, is included as a key exhibit[58] - The report lists the company's subsidiaries, providing insight into its organizational structure[58]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FROM THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Commission File No. 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 1121 Judson Road Suite 124, Longview, TX 75601 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (903) 758-3431 Securities registered pursuant ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FROM THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State o ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FROM THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 1-7521 FRIEDMAN INDUSTRIES, INCORPORATED (Exact name of registrant as specified in its charter) Texas 74-1504405 (State ...