Group 1 - The core viewpoint emphasizes the investment philosophy of Value Digger, which is based on Ben Graham-style value-oriented opportunities with an asymmetric risk/reward profile [1] - Value Digger has over 30 years of investing experience and a proven track record of market outperformance [1] - The investment group, Value Investor's Stock Club, focuses on identifying value stocks and dividend stocks across 11 sectors that meet strict investment criteria [2] Group 2 - The investment criteria include strong fundamentals, zero leverage, and cheap valuations [2] - The service offers comprehensive research for undiscovered value picks that have the potential to be multibaggers, as well as under-covered high-yield dividend stocks for income [2] - The group also provides excellent short ideas targeting triple-digit returns [2]

OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD: From ______________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 DECEMBER 31, 2024 Commission File Number: 001-11703 GENCOR INDUSTRIES, INC. (Exact name of registrant as specified in its charter) ...

Core Viewpoint - Gencor Industries, Inc. reported a 5.6% increase in net revenue for the quarter ended June 30, 2025, driven by higher contract equipment sales and parts revenues, alongside improved gross profit margins due to enhanced production activities [1][3][8]. Financial Performance - Net revenue for the quarter ended June 30, 2025, was $26,986,000, up from $25,551,000 in the same quarter of 2024 [1]. - Gross profit margins improved to 26.5% in Q2 2025 from 23.9% in Q2 2024 [1]. - Operating income rose to $3,137,000 for the quarter ended June 30, 2025, compared to $1,993,000 for the same period in 2024, attributed to higher revenues and improved gross margins [3]. - Net income for the quarter ended June 30, 2025, was $3,828,000, or $0.26 per share, compared to $2,558,000, or $0.17 per share, in Q2 2024 [5]. Expense Management - Product engineering and development expenses decreased by $83,000 to $741,000 for the quarter ended June 30, 2025, due to reduced headcount [2]. - Selling, general and administrative expenses remained relatively stable at $3,265,000 for Q2 2025, compared to $3,290,000 in Q2 2024 [2]. Other Income - The company reported net other income of $2,036,000 for the quarter ended June 30, 2025, up from $1,329,000 in the same quarter of 2024, including net realized and unrealized gains on marketable securities of $894,000 compared to $363,000 in Q2 2024 [4]. Year-to-Date Performance - For the nine months ended June 30, 2025, Gencor had net revenue of $96,606,000 and net income of $13,740,000, compared to $92,245,000 and $13,106,000 for the same period in 2024, reflecting a 5% increase in revenue and a 14% increase in operating income [6][8]. Balance Sheet Highlights - As of June 30, 2025, the company had $136.0 million in cash and cash equivalents and marketable securities, an increase from $115.4 million at September 30, 2024 [7]. - Net working capital was $197.1 million at June 30, 2025, compared to $182.2 million at September 30, 2024 [7]. - The company's backlog decreased to $26.2 million at June 30, 2025, from $46.6 million at June 30, 2024 [7].

Core Insights - Gencor Industries, Inc. (GENC) shares increased by 4.1% following the earnings report for the quarter ended March 31, 2025, outperforming the S&P 500 Index's 0.1% gain during the same period [1] Financial Performance - For Q2 fiscal 2025, Gencor reported net revenues of $38.2 million, a decrease of 6.1% from $40.7 million in the same quarter last year, primarily due to lower contract equipment sales [2] - Gross profit for the quarter was $11.4 million, down 7.9% from $12.3 million a year ago, with gross margin slightly compressed to 29.7% from 30.3% due to rising material costs [2] - Net income for the quarter was $6.1 million, a 2% decline from $6.2 million in the prior year, with earnings per share remaining stable at $0.42 [2] - For the first six months of fiscal 2025, Gencor posted revenues of $69.6 million, up 4.4% from $66.7 million in the same period of 2024, while net income decreased to $9.9 million from $10.5 million [3] Key Business Metrics - Operating income for Q2 was $6.5 million, down 8.4% from $7.1 million in the same quarter last year, attributed to lower revenues [4] - Operating expenses decreased by 7.2% to $4.9 million, reflecting cost control measures, including a 23.7% reduction in product engineering and development costs due to reduced headcount [4] - Net other income increased by 74.2% to $1.8 million, supported by gains on marketable securities and higher interest and dividend income [5] Balance Sheet and Cash Position - Gencor maintained a strong balance sheet with no short- or long-term debt, holding $52.3 million in cash and $91.4 million in marketable securities as of March 31, 2025 [5] - Inventories decreased to $55.1 million from $63.8 million as of September 30, 2024, primarily due to large contract orders and strong sales [9] Management Commentary - Gencor's president expressed satisfaction with overall performance, noting that despite a slight revenue decline in Q2, six-month revenue and operating income exceeded fiscal 2024 performance [6] - Management emphasized a focus on market growth and operational efficiency for the remainder of 2025 [6] Market Dynamics - Revenue decline was attributed to the timing of equipment shipments, a cyclical aspect of the business influenced by customer seasonality in the highway construction sector [7] - Economic headwinds such as inflation, supply chain disruptions, and geopolitical uncertainties were identified as potential risks impacting material costs and customer spending [10] Guidance and Future Outlook - Gencor did not provide explicit forward guidance for the remainder of fiscal 2025 but expressed a cautious yet constructive outlook, anticipating a "more traditional market" in the latter half of the fiscal year [11] Internal Controls and Developments - No significant acquisitions or restructurings were reported, but Gencor is actively working on improving internal controls following identified material weaknesses in financial reporting [12]

Core Insights - Gencor Industries reported a 6.1% year-over-year decline in GAAP revenue, totaling $38.2 million in Q2 FY2025, alongside a significant drop in backlog to $27.8 million [1][5] - Earnings per share (GAAP) remained stable at $0.42, unchanged from the same period in the previous year [1][7] - The company experienced margin compression, with gross profit margin narrowing to 29.7% from 30.3% due to higher material costs [6][7] Financial Performance - Revenue decreased from $40.7 million in Q2 FY2024 to $38.2 million in Q2 FY2025, reflecting a 6.1% decline [2][5] - Operating income fell by 8.4% to $6.5 million in Q2 FY2025 compared to $7.1 million in Q2 FY2024 [2][7] - Backlog decreased significantly by 44.8%, from $50.4 million in Q2 FY2024 to $27.8 million in Q2 FY2025 [2][5] Business Overview - Gencor Industries specializes in manufacturing heavy machinery and systems for asphalt production and highway construction [3] - The company’s primary clients are highway construction firms reliant on federal and state infrastructure budgets [3][4] - Key success factors include government infrastructure spending, investment in technology-driven products, and operational efficiency [4] Operational Insights - The company has focused on cost control, reducing product engineering and development costs to $681,000 in Q2 FY2025 from $893,000 a year earlier [6][8] - Gencor held $143.7 million in cash and marketable securities with zero debt as of March 31, 2025 [8] - Recent innovations have been a focus, although product engineering spending was reduced due to headcount cuts [9] Industry Dynamics - The company anticipates a return to a "more traditional market" for the remainder of the year, emphasizing improved manufacturing efficiency [10] - Legislative support for infrastructure spending is expected to benefit the industry, but risks include order timing, competitive pressures, and higher input costs [10][11] - Investors are advised to monitor order growth and sales metrics in upcoming quarters due to the sharp decline in backlog [11]

The Company had operating income of $4,624,000 for the quarter ended December 31, 2024 as compared to $3,383,000 for the quarter ended December 31, 2023. The increased operating income was due primarily to higher net revenues for the quarter ended December 31, 2024. For the quarter ended December 31, 2024, the Company had net other income of $534,000 compared to $2,235,000 for the quarter ended December 31, 2023. Higher yields negatively impacted the value of our bond holdings. Included in net other income ...

Core Viewpoint - Gencor Industries, Inc. reported a decrease in net revenue and operating income for the quarter ended March 31, 2025, compared to the same period in 2024, primarily due to lower revenues and increased material costs, although net other income showed improvement [1][3][4]. Financial Performance - Net revenue for the quarter ended March 31, 2025, was $38.204 million, a decrease of 6.1% from $40.676 million in the same quarter of 2024 [1]. - Gross profit margin was 29.7% for the quarter ended March 31, 2025, down from 30.3% in the same quarter of 2024, attributed to higher material costs [1]. - Operating income decreased to $6.480 million for the quarter ended March 31, 2025, compared to $7.072 million for the same quarter in 2024 [3]. - Net income for the quarter ended March 31, 2025, was $6.095 million, or $0.42 per share, compared to $6.222 million, or $0.42 per share, for the same quarter in 2024 [5]. Expense Management - Product engineering and development expenses decreased by $212,000 to $681,000 for the quarter ended March 31, 2025, due to reduced headcount [2]. - Selling, general and administrative expenses decreased to $4.192 million for the quarter ended March 31, 2025, from $4.357 million in the same quarter of 2024, due to lower commissions on reduced revenues [2]. Other Income and Taxation - Net other income for the quarter ended March 31, 2025, was $1.756 million, up from $1.008 million in the same quarter of 2024, with realized and unrealized gains on marketable securities contributing $598,000 compared to $205,000 in the prior year [4]. - The effective income tax rate increased to 26.0% for the quarter ended March 31, 2025, from 23.0% in the same quarter of 2024 [5]. Six-Month Performance - For the six months ended March 31, 2025, net revenue was $69.620 million, compared to $66.694 million for the same period in 2024 [6]. - Net income for the six months ended March 31, 2025, was $9.912 million, or $0.68 per share, down from $10.548 million, or $0.72 per share, for the same period in 2024 [6]. Balance Sheet Highlights - As of March 31, 2025, the company had $143.7 million in cash and cash equivalents and marketable securities, an increase from $115.4 million at September 30, 2024 [7]. - Net working capital was $193.2 million at March 31, 2025, compared to $182.2 million at September 30, 2024 [7]. - The company's backlog decreased to $27.8 million at March 31, 2025, from $50.4 million at the same time in 2024 [7]. Management Commentary - The President of Gencor expressed satisfaction with the overall performance, highlighting a significant increase in revenues for the first quarter, despite a slight decline in the second quarter [8].

Core Viewpoint - Gencor Industries, Inc. reported a significant increase in net revenue for the quarter ended December 31, 2024, driven by higher contract equipment sales, despite a decrease in parts sales and a decline in gross profit margins compared to the previous year [1][5]. Financial Performance - Net revenue for the quarter ended December 31, 2024, was $31,416,000, representing a 20.7% increase from $26,018,000 in the same quarter of 2023 [1][8]. - Gross profit margins decreased to 27.6% in Q4 2024 from 29.0% in Q4 2023, attributed to a smaller contribution from parts sales [1]. - Operating income rose to $4,624,000 for the quarter ended December 31, 2024, compared to $3,383,000 for the same period in 2023, primarily due to increased net revenues [3]. Expenses - Product engineering and development expenses decreased by $124,000 to $677,000 in Q4 2024 from $801,000 in Q4 2023, due to a reduction in headcount [2]. - Selling, general and administrative expenses slightly increased to $3,367,000 in Q4 2024 from $3,350,000 in Q4 2023 [2]. Other Income and Net Income - Net other income for the quarter ended December 31, 2024, was $534,000, down from $2,235,000 in Q4 2023, impacted by losses on marketable securities [4]. - Net income for Q4 2024 was $3,817,000, or $0.26 per share, compared to $4,326,000, or $0.30 per share, in Q4 2023 [5][9]. Balance Sheet and Cash Position - As of December 31, 2024, the company had $130.1 million in cash and cash equivalents and marketable securities, up from $115.4 million at September 30, 2024 [6]. - Net working capital increased to $186.5 million at December 31, 2024, compared to $182.2 million at September 30, 2024 [6]. - The company reported no short-term or long-term debt outstanding as of December 31, 2024 [6]. Backlog - The company's backlog was $54.4 million at December 31, 2024, down from $61.3 million at the same time in 2023 [6].

Core Viewpoint - Gencor Industries, Inc. reported mixed financial results for fiscal 2024, with revenue growth but declining net income and margins, indicating challenges in maintaining profitability amid competitive pressures and increased costs [2][3][9]. Financial Performance - Gencor's net revenues for Q4 fiscal 2024 were $20.92 million, nearly unchanged from $20.87 million in the same quarter last year [2]. - The gross profit margin for Q4 fiscal 2024 decreased to 25.6% from 31.7% in Q4 fiscal 2023 [2]. - For the full fiscal year 2024, Gencor reported net revenues of $113.2 million, a 7.7% increase from $105.1 million in fiscal 2023, while net income fell 0.7% to $14.6 million [3]. - Operating income for fiscal 2024 increased slightly by 1.9% to $13.7 million, despite a 17.9% rise in SG&A expenses [4]. Segmental and Operational Breakdown - Equipment sales recognized over time increased by 34.1% to $45.8 million, while equipment sales recognized at a point in time declined by 13.3% to $34.8 million [5]. - Parts and component sales rose 4.6% to $26.5 million, and freight revenue increased by 10.9% to $5.2 million [5]. Other Key Business Metrics - Net other income surged 31.6% to $7 million, driven by a 62.9% increase in interest and dividend income [6]. - The effective tax rate rose to 29.8% from 21.9%, primarily due to increased reserves for unrecognized tax benefits [7]. - Gencor ended fiscal 2024 with $115.4 million in cash and marketable securities, up from $101.3 million in the previous year [7]. Management Commentary - President Marc Elliott noted steady revenue in Q4 despite margin compression and highlighted a strong backlog supporting the first half of fiscal 2025 [8]. - Management emphasized a focus on market growth and high-quality product delivery amid ongoing infrastructure funding [8]. Factors Influencing Performance - The decline in gross margin from 31.7% to 25.6% in Q4 was a significant factor in the drop in operating income, reflecting competitive pressures in the aftermarket [9]. Guidance and Developments - Gencor did not provide specific financial guidance for fiscal 2025 but expressed optimism regarding operational momentum and demand for infrastructure-related equipment [10]. - There were no reported acquisitions or restructurings, with ongoing investments in engineering and product development highlighted [11].

[Explanatory Note](index=2&type=section&id=Explanatory%20Note) This section explains the delayed filing of the Annual Report on Form 10-K and Quarterly Reports due to multiple changes in the independent registered public accounting firm - The company changed its independent registered public accounting firm twice in a short period: dismissing MSL, P.A. for Forvis Mazars, LLP on November 1, 2024, and then dismissing Forvis Mazars for Berkowitz Pollack Brant Advisors + CPAs (BPB) on February 13, 2025[9](index=9&type=chunk)[11](index=11&type=chunk) - Due to the audit delays, the company was not in compliance with NYSE American continued listing standards[12](index=12&type=chunk) - The NYSE accepted the company's extension request, granting it until August 19, 2025, to file its delinquent reports and regain compliance[13](index=13&type=chunk) [PART I](index=4&type=section&id=PART%20I) [Business](index=4&type=section&id=ITEM%201%20BUSINESS) Gencor Industries, Inc. manufactures heavy machinery for highway construction and environmental control, with seasonal demand driven by government funding and sales through direct and dealer channels - The company's principal products are asphalt pavers, hot mix asphalt plants, combustion systems, and fluid heat transfer systems[18](index=18&type=chunk) - The business is seasonal, with most orders received between October and February, driven by highway construction cycles[19](index=19&type=chunk) Sales Backlog Comparison | Date | Backlog (in millions) | | :--- | :--- | | December 1, 2024 | $56.2 | | December 1, 2023 | $57.8 | - As of September 30, 2024, the company had **323 full-time employees**[38](index=38&type=chunk) [Risk Factors](index=7&type=section&id=ITEM%201A%20RISK%20FACTORS) The company faces significant risks including potential delisting, material weaknesses in internal controls, cyclical business dependence on government funding, customer concentration, and management's effective voting control - The company is at risk of its common stock being delisted from the NYSE American if it fails to file all delinquent SEC reports by the extended deadline of August 19, 2025[43](index=43&type=chunk)[44](index=44&type=chunk)[45](index=45&type=chunk) - Material weaknesses in internal control over financial reporting were identified as of September 30, 2024, which could affect the timely and accurate reporting of financial results[46](index=46&type=chunk) - The business is highly dependent on government funding for highway construction, such as the Infrastructure Investment and Jobs Act (IIJ Act), which is scheduled to expire on September 30, 2026[51](index=51&type=chunk) - Significant customer concentration exists, with one customer accounting for **11.3% of net revenue in fiscal 2024** and a different customer accounting for **14.8% in fiscal 2023**[52](index=52&type=chunk) - Company officers beneficially own **100% of the Class B stock**, granting them effective voting control to elect **75% of the Board of Directors** and influence major corporate transactions[70](index=70&type=chunk) [Unresolved Staff Comments](index=15&type=section&id=ITEM%201B%20UNRESOLVED%20STAFF%20COMMENTS) The company reports no unresolved comments from the SEC staff - None[88](index=88&type=chunk) [Cybersecurity](index=16&type=section&id=ITEM%201C%20CYBERSECURITY) The company's cybersecurity risk management program is integrated into enterprise risk management, overseen by the Audit Committee, with no material impact from threats to date - The cybersecurity risk management program includes policies for encryption, vulnerability management, multifactor authentication, and employee training[93](index=93&type=chunk) - The Board's Audit Committee oversees cybersecurity risk, with the CFO and IT Manager handling implementation and monitoring[92](index=92&type=chunk) - While no material impact from cybersecurity threats has occurred to date, the company acknowledges that preventative actions may be insufficient against future, more sophisticated threats[91](index=91&type=chunk) [Properties](index=17&type=section&id=ITEM%202%20PROPERTIES) The company owns and leases several properties for its corporate offices and manufacturing operations across the United States Operating Properties as of September 30, 2024 | Location | Acreage | Building Square Footage | Principal Function | Ownership | | :--- | :--- | :--- | :--- | :--- | | Marquette, Iowa | 72.0 | 137,000 | Offices and manufacturing | Owned | | Orlando, Florida | 27.0 | 215,000 | Corporate offices and manufacturing | Owned | | Chambersburg, Pennsylvania | 7.4 | 103,000 | Offices and manufacturing | Leased | [Legal Proceedings](index=17&type=section&id=ITEM%203%20LEGAL%20PROCEEDINGS) The company is involved in various litigation and claims arising in the ordinary course of business, not expected to have a material financial impact - The company has various pending litigation and claims from the ordinary course of business, which are not expected to be material[96](index=96&type=chunk) [Mine Safety Disclosures](index=17&type=section&id=ITEM%204%20MINE%20SAFETY%20DISCLOSURES) The company has no mine safety disclosures to report - None[97](index=97&type=chunk) [PART II](index=18&type=section&id=PART%20II) [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=18&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 the NYSE American, has not paid cash dividends recently, and has no equity compensation plans - The company's common stock trades on the NYSE American under the symbol 'GENC'[98](index=98&type=chunk) - No cash dividends have been paid in the last two fiscal years, and none are planned for the foreseeable future[99](index=99&type=chunk) - There were no equity compensation plans or arrangements approved by security holders as of September 30, 2024[100](index=100&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=19&type=section&id=ITEM%207%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses the company's financial condition and operations, highlighting a **7.7% revenue increase to $113.2 million in fiscal 2024**, stable gross margin, and strong liquidity despite a slight net income decrease due to higher expenses and tax rate [Results of Operations](index=20&type=section&id=Results%20of%20Operations) Fiscal 2024 net revenue increased **7.7% to $113.2 million**, with stable gross margin, but net income slightly decreased to **$14.6 million** due to higher SG&A expenses and an increased effective tax rate Fiscal Year 2024 vs. 2023 Performance | Metric | FY 2024 | FY 2023 | Change | | :--- | :--- | :--- | :--- | | Net Revenue | $113,166,000 | $105,075,000 | +7.7% | | Gross Profit | $31,327,000 | $29,037,000 | +7.9% | | Gross Margin | 27.7% | 27.6% | +0.1 p.p. | | Operating Income | $13,687,000 | $13,425,000 | +1.9% | | Net Income | $14,558,000 | $14,666,000 | -0.7% | | Diluted EPS | $0.99 | $1.00 | -1.0% | - The increase in SG&A expenses to **$14.3 million** from **$12.2 million** was primarily due to higher trade show expenses, professional fees, and sales commissions[114](index=114&type=chunk) - The effective income tax rate rose to **29.8% in fiscal 2024** from **21.9% in fiscal 2023**, driven by a **$1.2 million increase** in reserves for unrecognized tax benefits[117](index=117&type=chunk) [Liquidity and Capital Resources](index=20&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with **$25.5 million in cash** and **$89.9 million in marketable securities** as of September 30, 2024, no long-term debt, and increased working capital, despite a slight decrease in sales backlog Liquidity and Backlog (as of Sept 30) | Metric | 2024 | 2023 | | :--- | :--- | :--- | | Cash and cash equivalents | $25,482,000 | $17,031,000 | | Marketable securities | $89,927,000 | $84,252,000 | | Working capital | $182,200,000 | $164,800,000 | | Sales Backlog | $72,200,000 | $75,800,000 | - The company has no long-term debt outstanding[119](index=119&type=chunk) - Cash flow from operations was **$9.3 million in fiscal 2024**, primarily from net income and reduced inventories, partially offset by an increase in contract assets[123](index=123&type=chunk) [Critical Accounting Policies, Estimates and Assumptions](index=21&type=section&id=Critical%20Accounting%20Policies%2C%20Estimates%20and%20Assumptions) Key accounting policies requiring significant judgment include revenue recognition for custom equipment contracts over time, inventory valuation with obsolescence allowances, and marketable securities marked to market - Revenue from custom equipment contracts is recognized over time, proportional to actual labor costs incurred compared to total estimated labor costs[129](index=129&type=chunk) - Contract assets, representing revenue recognized in excess of billings, increased significantly to **$9.3 million at Sept 30, 2024**, from **$1.5 million at Sept 30, 2023**[130](index=130&type=chunk) - Inventory is valued at the lower of cost or net realizable value, with a specific aging policy for obsolescence reserves (e.g., **50% reserve for 3-4 year old inventory, 100% for over 5 years**)[139](index=139&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=24&type=section&id=ITEM%207A%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) This section is not applicable to the company - Not applicable[145](index=145&type=chunk) [Financial Statements and Supplementary Data](index=25&type=section&id=ITEM%208%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTARY%20DATA) This section includes the company's audited consolidated financial statements for fiscal years 2024 and 2023, featuring an adverse opinion on internal control over financial reporting for 2024 [Reports of Independent Registered Public Accounting Firms](index=26&type=section&id=Reports%20of%20Independent%20Registered%20Public%20Accounting%20Firms) The auditor issued an unqualified opinion on fiscal 2024 financial statements but an adverse opinion on internal control over financial reporting due to identified material weaknesses and critical audit matters - The independent auditor issued an **adverse opinion** on the effectiveness of the Company's internal control over financial reporting as of September 30, 2024, due to identified material weaknesses[151](index=151&type=chunk)[173](index=173&type=chunk) - Critical Audit Matters identified were: Allowance for Slow-Moving and Obsolete Inventories, Revenue from Contracts with Customers Where Revenue is Recognized Over Time, and Uncertain Tax Positions[154](index=154&type=chunk) - The material weaknesses related to ineffective IT general controls, controls over third-party reports, period-end close processes, control documentation, and inadequate risk assessment and monitoring[180](index=180&type=chunk) [Consolidated Financial Statements](index=31&type=section&id=Consolidated%20Financial%20Statements) The consolidated financial statements show total assets of **$208.1 million** and total shareholders' equity of **$196.1 million** as of September 30, 2024, with net revenue of **$113.2 million** and net income of **$14.6 million** for the fiscal year Consolidated Balance Sheet Highlights (in thousands) | Account | Sept 30, 2024 | Sept 30, 2023 | | :--- | :--- | :--- | | **Total Current Assets** | **$192,842** | **$178,954** | | Cash and cash equivalents | $25,482 | $17,031 | | Marketable securities | $89,927 | $84,252 | | Inventories, net | $63,762 | $71,527 | | **Total Assets** | **$208,121** | **$195,924** | | **Total Current Liabilities** | **$10,604** | **$14,165** | | **Total Liabilities** | **$11,980** | **$14,341** | | **Total Shareholders' Equity** | **$196,141** | **$181,583** | Consolidated Income Statement Highlights (in thousands) | Account | FY 2024 | FY 2023 | | :--- | :--- | :--- | | Net revenue | $113,166 | $105,075 | | Gross profit | $31,327 | $29,037 | | Operating income | $13,687 | $13,425 | | Net income | $14,558 | $14,666 | | Net income per share | $0.99 | $1.00 | [Notes to Consolidated Financial Statements](index=35&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) The notes detail accounting policies, disaggregated revenue, inventory composition, property and equipment, income taxes including increased unrecognized tax benefits, and the capital structure including Class B stockholder rights Disaggregation of Net Revenue (in thousands) | Revenue Source | 2024 | 2023 | | :--- | :--- | :--- | | Equipment sales recognized over time | $45,786 | $34,150 | | Equipment sales recognized at a point in time | $34,798 | $40,138 | | Parts and component sales | $26,456 | $25,298 | | **Total Net Revenue** | **$113,166** | **$105,075** | - The allowance for slow-moving and obsolete inventories increased to **$13.3 million** as of Sept 30, 2024, from **$9.8 million** in the prior year[209](index=209&type=chunk)[234](index=234&type=chunk) - Unrecognized tax benefits (UTBs) increased substantially to **$1,376,000 at Sept 30, 2024**, from **$176,000 at Sept 30, 2023**, with **$1.2 million** accrued during fiscal 2024[241](index=241&type=chunk) - Holders of Class B stock are entitled to elect approximately **75% of the Company's Board of Directors**[253](index=253&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=46&type=section&id=ITEM%209%20CHANGES%20IN%20AND%20DISAGREEMENTS%20WITH%20ACCOUNTANTS%20ON%20ACCOUNTING%20AND%20FINANCIAL%20DISCLOSURE) The company reports no disagreements with its accountants on accounting and financial disclosure - None[256](index=256&type=chunk) [Controls and Procedures](index=46&type=section&id=ITEM%209A%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were not effective as of September 30, 2024, due to identified material weaknesses in internal control over financial reporting, with a remediation plan underway - Management concluded that disclosure controls and procedures were not effective as of September 30, 2024, due to material weaknesses in internal control over financial reporting[257](index=257&type=chunk) - Identified material weaknesses include: ineffective IT general controls, ineffective controls over third-party service provider reports, ineffective period-end close process controls, inadequate control documentation, and an inadequate overall internal control framework[261](index=261&type=chunk) - Management has a remediation plan which includes engaging external resources, conducting a risk assessment, and documenting and executing corrective actions[262](index=262&type=chunk) [Other Information](index=48&type=section&id=ITEM%209B%20OTHER%20INFORMATION) No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the fourth quarter of fiscal 2024 - No directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement during the three months ended September 30, 2024[266](index=266&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=48&type=section&id=ITEM%209C%20DISCLOSURE%20REGARDING%20FOREIGN%20JURISDICTIONS%20THAT%20PREVENT%20INSPECTIONS) This section is not applicable to the company - Not applicable[267](index=267&type=chunk) [PART III](index=48&type=section&id=PART%20III) [Directors, Executive Officers and Corporate Governance](index=48&type=section&id=ITEM%2010%20DIRECTORS%2C%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) This section provides information on the company's leadership, including executive officers and directors, and its governance structure with Board oversight and independent Audit Committee - The executive team includes E.J. Elliott (Executive Chairman), Marc G. Elliott (President), Dennis B. Hunt (SVP Sales), and Eric E. Mellen (CFO)[269](index=269&type=chunk) - The Audit Committee consists of three independent directors: General John G. Coburn, Walter A. Ketcham, Jr., and Thomas A. Vecchiolla, who serves as the chairman and financial expert[280](index=280&type=chunk)[303](index=303&type=chunk) - The company has adopted a code of ethics and an insider trading policy[286](index=286&type=chunk)[287](index=287&type=chunk) [Executive Compensation](index=52&type=section&id=ITEM%2011%20EXECUTIVE%20COMPENSATION) This section details compensation for named executive officers and non-employee directors for fiscal years 2023 and 2024, noting no employment agreements with severance and a clawback policy for restatements Summary Compensation for Named Executive Officers (FY 2024) | Name and Principal Position | Salary ($) | Bonus ($) | All Other Compensation ($) | Total ($) | | :--- | :--- | :--- | :--- | :--- | | Marc G. Elliott, President | $950,000 | $0 | $9,319 | $959,319 | | E.J. Elliott, Executive Chairman | $600,000 | $0 | $7,000 | $607,000 | | Dennis B. Hunt, SVP Sales | $500,000 | $0 | $8,220 | $508,220 | - Named executive officers do not have employment agreements and their employment can be terminated at any time without severance[291](index=291&type=chunk) - Non-employee directors receive fees of **$1,500 per month**, plus **$1,000 per Board meeting** and **$500 per committee meeting attended**[296](index=296&type=chunk) - The company has a clawback policy to recover performance-based compensation from executives if financial statements are restated[292](index=292&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=52&type=section&id=ITEM%2012%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS) This section discloses beneficial ownership, showing executive officers and directors collectively own **17.4% of Common Stock** and **100% of Class B Stock**, granting them significant control Beneficial Ownership of Management (as of June 27, 2025) | Name of Beneficial Owner | Common Stock (%) | Class B Stock (%) | | :--- | :--- | :--- | | E.J. Elliott | 13.3% | 87.9% | | Marc G. Elliott | 2.3% | 8.3% | | All Current Directors and Executive Officers as a group (7 persons) | 17.4% | 100.0% | - Systematic Financial Management LP (**9.6%**), Royce & Associates (**9.5%**), and Dimensional Fund Advisors, LP (**6.4%**) are the largest institutional holders of Common Stock[300](index=300&type=chunk)[301](index=301&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=54&type=section&id=ITEM%2013%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS%2C%20AND%20DIRECTOR%20INDEPENDENCE) The company had no related party transactions in fiscal 2024, and the Board has determined three directors are independent under SEC and NYSE American rules - There were no related party transactions in fiscal 2024[302](index=302&type=chunk) - The Board has determined that directors General John G. Coburn, Walter A. Ketcham, Jr., and Thomas A. Vecchiolla are independent[303](index=303&type=chunk) [Principal Accounting Fees and Services](index=54&type=section&id=ITEM%2014%20PRINCIPAL%20ACCOUNTING%20FEES%20AND%20SERVICES) This section breaks down fees paid to the company's independent registered public accounting firms for fiscal years 2024 and 2023, reflecting changes in auditors Auditor Fees | Auditor | Fiscal Year | Audit Fees ($) | | :--- | :--- | :--- | | Berkowitz | 2024 | 310,000 | | Forvis Mazars | 2024 | 113,510 | | MSL | 2024 | 162,600 | | MSL | 2023 | 253,500 | - All fees paid to the auditors were pre-approved by the Audit Committee[306](index=306&type=chunk) [PART IV](index=55&type=section&id=PART%20IV) [Exhibits and Financial Statement Schedules](index=55&type=section&id=ITEM%2015%20EXHIBITS%20AND%20FINANCIAL%20STATEMENT%20SCHEDULES) This section lists all exhibits filed as part of the Annual Report on Form 10-K, including corporate governance documents, certifications, and interactive data files - Key exhibits filed include the Code of Ethics (14.1), Insider Trading Policy (19.1), CEO/CFO certifications (31.1, 31.2, 32.1), and the Clawback Policy (97.1)[308](index=308&type=chunk) [Form 10-K Summary](index=56&type=section&id=ITEM%2016%20FORM%2010-K%20SUMMARY) This section is not applicable - None[310](index=310&type=chunk)