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)

Gencor Industries, Inc. Form 8-K Report (April 3, 2025) [Report Overview](index=1&type=section&id=Report%20Overview) This section provides Gencor Industries, Inc.'s basic registrant information, stock exchange listing, and SEC filing details - Gencor Industries, Inc. is a Delaware corporation with principal executive offices in Orlando, Florida[1](index=1&type=chunk)[2](index=2&type=chunk) - The company's common stock trades on the **NYSE American LLC** under ticker symbol **'GENC'**[2](index=2&type=chunk) [Item 2.02: Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02.%20Results%20of%20Operations%20and%20Financial%20Condition.) Gencor Industries, Inc. released preliminary Q1 2025 financial results and condition as of March 31, 2025, furnished for SEC purposes - The company issued a press release on April 3, 2025, announcing select preliminary results of operations and financial condition[4](index=4&type=chunk) - Results cover the **fiscal 2025 first quarter** ended **December 31, 2024**, and financial condition at **March 31, 2025**[4](index=4&type=chunk) - Information in this Form 8-K and its exhibit is **furnished**, not 'filed', under Section 18 of the Securities Exchange Act of 1934 and not incorporated by reference unless explicitly stated[5](index=5&type=chunk) [Item 9.01: Financial Statements and Exhibits](index=2&type=section&id=Item%209.01.%20Financial%20Statements%20and%20Exhibits.) This section lists the Form 8-K exhibits, primarily the press release (99.1) and the Cover Page Interactive Data File (104) - The filing includes **Exhibit 99.1**, a press release dated April 3, 2025[6](index=6&type=chunk) - **Exhibit 104**, the Cover Page Interactive Data File (embedded within the Inline XBRL document), is also included[6](index=6&type=chunk) [Signatures](index=3&type=section&id=SIGNATURES) The report is duly signed and authorized by President Marc G. Elliott and CFO Eric E. Mellen on April 3, 2025 - The report was signed on **April 3, 2025**, by **Marc G. Elliott** (President) and **Eric E. Mellen** (Chief Financial Officer)[10](index=10&type=chunk)

Core Insights - Gencor Industries, Inc. reported net revenue of $20.9 million for Q4 2024, unchanged from Q4 2023, with a gross profit margin of 25.6%, down from 31.7% in the previous year [1][2] - For the fiscal year 2024, net revenue increased by 7.7% to $113.2 million from $105.1 million in fiscal 2023, with a gross profit margin of 27.7%, slightly up from 27.6% [3][7] - The company experienced a decrease in operating income to $1.2 million in Q4 2024 from $2.7 million in Q4 2023, primarily due to reduced gross profit margins [2][5] Financial Performance - The operating income for fiscal 2024 was $13.7 million, compared to $13.4 million in fiscal 2023, indicating a slight increase despite higher selling, general, and administrative (SG&A) expenses [5][4] - SG&A expenses rose to $14.3 million in fiscal 2024 from $12.2 million in fiscal 2023, attributed to increased trade show expenses, professional fees, and sales commissions [4] - Net income for the year ended September 30, 2024, was $14.6 million, or $0.99 per share, compared to $14.7 million, or $1.00 per share, in the previous year [7][13] Cash and Assets - As of September 30, 2024, the company had $115.4 million in cash and marketable securities, an increase of $14.1 million from $101.3 million in the previous year [8] - Working capital improved to $182.2 million at September 30, 2024, compared to $164.8 million at the same date in 2023 [8] - The company's total assets increased to $208.1 million in 2024 from $195.9 million in 2023, with no short-term or long-term debt [8][14] Market Outlook - The company expressed optimism for fiscal 2025, citing a strong backlog of $56.2 million as of December 1, 2024, which is expected to support demand for its products [10][11] - The revenue growth of 7.7% year-over-year is attributed to benefits from the Infrastructure Investment and Jobs Act (IIJA) funding [10][9]

Core Viewpoint - Gencor Industries, Inc. has received an extension from NYSE American to regain compliance with listing standards, allowing until August 19, 2025, to submit delinquent reports [1][2]. Group 1: Compliance and Reporting - The extension was requested to provide additional time for the completion of the Quarterly Reports on Form 10-Q for the periods ended December 31, 2024, and March 31, 2025 [2]. - The company is currently not in compliance due to the failure to timely file its Annual Report on Form 10-K for the year ended September 30, 2024, along with the Quarterly Reports [2]. - Gencor expects to file the Annual Report within the initial six-month period and the Quarterly Reports by the New Cure Deadline, although there is no assurance of timely filing [3]. Group 2: Company Overview - Gencor Industries, Inc. is a diversified manufacturer of heavy machinery for highway construction materials and environmental control machinery used in various applications [4].

[Form 8-K Current Report](index=1&type=section&id=Form%208-K%20Current%20Report) This Form 8-K reports preliminary financial results for Gencor Industries, Inc. and lists associated exhibits [Item 2.02 Results of Operations and Financial Condition](index=2&type=section&id=Item%202.02.%20Results%20of%20Operations%20and%20Financial%20Condition.) Gencor Industries, Inc. announced preliminary financial results for fiscal year 2024 and Q4 2024 via a press release, noting its non-filed status - Gencor Industries, Inc. issued a press release on March 3, 2025, announcing select preliminary results of operations and financial condition[4](index=4&type=chunk) - The results cover the fiscal year 2024 and the quarter ended December 31, 2024[4](index=4&type=chunk) - The information provided in this report and the attached exhibit is not deemed 'filed' under Section 18 of the Securities Exchange Act of 1934, nor is it incorporated by reference into other filings unless explicitly stated[5](index=5&type=chunk) [Item 9.01 Financial Statements and Exhibits](index=2&type=section&id=Item%209.01.%20Financial%20Statements%20and%20Exhibits.) This section details the exhibits accompanying the Form 8-K, primarily the press release containing preliminary financial results Exhibits Filed | Exhibit No. | Description | | :--- | :--- | | 99.1 | Press Release dated March 3, 2025 | | 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |

Group 1 - Gencor Industries, Inc. has reported a delay in completing its audit for the Annual Report on Form 10-K for the year ending September 30, 2024, and has filed a Form 12b-25 with the SEC regarding this delay [1] - The company anticipates reporting revenue of approximately $113 million for the year ended September 30, 2024, which represents an increase from $105.1 million for the year ended September 30, 2023 [2] - As of December 31, 2024, Gencor had approximately $130 million in cash and marketable securities, up from approximately $115 million at September 30, 2024, with no short-term or long-term debt [3] Group 2 - The preliminary results for the year ended September 30, 2024, are unaudited and based on management estimates, which may change after the completion of the year-end audit [4] - The company's backlog as of December 31, 2024, was approximately $51 million [3]

Core Viewpoint - Gencor Industries, Inc. has received a Delinquency Notification from NYSE Regulation due to the delay in filing its Annual Report on Form 10-K for the year ended September 30, 2024, which was due by December 31, 2024 [1][2]. Group 1: Compliance and Filing Status - The Company is currently not in compliance with NYSE American's continued listing standards and is subject to the procedures outlined in Section 1007 of the NYSE American Company Guide [1][3]. - Gencor has a six-month period from the due date of the Form 10-K to regain compliance by filing the report with the SEC [3]. - If the Company fails to file within this period, the NYSE may grant an additional six-month extension at its discretion, but delisting proceedings may commence at any time if deemed necessary [3]. Group 2: Company Expectations and Operations - The Company expects to file the Form 10-K within the six-month period granted by the Delinquency Notification, although there is no assurance that this will occur [4]. - Gencor Industries is a diversified heavy machinery manufacturer focused on producing highway construction materials and environmental control machinery for various applications [4].

Group 1 - The investor has a deep value investment approach, focusing on a 50%-50% allocation between shares and call options [1] - The investment strategy is contrarian and involves high risk, often dealing with illiquid options [1] - The investor prefers stocks that have recently experienced sell-offs due to non-recurrent events, especially when insiders are buying shares at lower prices [1] Group 2 - Fundamental analysis is employed to assess the health of companies, their leverage, and to compare financial ratios with sector and industry averages [1] - Professional background checks are conducted on insiders who purchase shares after sell-offs [1] - Technical analysis is used to optimize entry and exit points, utilizing multicolor lines for support and resistance levels on weekly charts [1]