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 January 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ______________ Commission file number 0-27022 OPTICAL CABLE CORPORATION (Exact name of registrant as specified in its charter) Virgi ...

Optical Cable Corporation (NASDAQ:OCC) Q4 2022 Earnings Conference Call December 22, 2022 10:00 AM ET Company Participants Aaron Palash - Investor Relations Neil Wilkin - Chairman, President and Chief Executive Officer Tracy Smith - Senior Vice President and Chief Financial Officer Conference Call Participants Michael Jones - WCM Global Wealth Operator Good morning. My name is Chelsea, and I will be your conference operator today. At this time, I would like to welcome you to the Optical Cable Corporation Fo ...

Optical Cable Corporation (NASDAQ:OCC) Q3 2022 Earnings Conference Call September 12, 2022 10:00 AM ET Company Participants Aaron Palash - Investor Relations Neil Wilkin - President and Chief Executive Officer Tracy Smith - Senior Vice President and Chief Financial Officer Conference Call Participants Michael Jones - WCM Global Wealth Operator Good morning. My name is Katie and I will be your conference operator today. At this time, I would like to welcome you to the Optical Cable Corporation Third Quarter ...

OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ______________ Commission file number 0-27022 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 July 31, 2022 OPTICAL CABLE CORPORATION (Exact name of registrant as specified in its charter) Virginia ...

Optical Cable Corporation (NASDAQ:OCC) Q2 2022 Earnings Conference Call June 13, 2022 10:00 AM ET Company Participants Aaron Palash - IR Neil Wilkin - President and CEO Tracy Smith - SVP and CFO Conference Call Participants Operator Good morning. My name is Gregson, and I will be your conference operator today. At this time, I would like to welcome you to the Optical Cable Corporation Second Quarter 2022 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the ...

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The unaudited statements show increased assets and liabilities, a Q2 net loss, and negative operating cash flow for H1 2022 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets grew to $41.8 million and liabilities rose to $20.6 million, resulting in a decrease in shareholders' equity to $21.2 million Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | April 30, 2022 | October 31, 2021 | | :--- | :--- | :--- | | **Total current assets** | $32,068.6 | $27,565.9 | | **Total assets** | $41,779.1 | $37,916.5 | | **Total current liabilities** | $8,429.8 | $6,167.6 | | **Total liabilities** | $20,603.9 | $15,710.6 | | **Total shareholders' equity** | $21,175.2 | $22,206.0 | [Condensed Consolidated Statements of Operations](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Net sales increased for the quarter and six-month period, but the company reported net losses due to the absence of a prior-year one-time income item Key Performance Indicators (in thousands, except per share data) | Metric | Q2 2022 | Q2 2021 | H1 2022 | H1 2021 | | :--- | :--- | :--- | :--- | :--- | | **Net sales** | $17,200.6 | $15,741.1 | $31,640.9 | $27,617.7 | | **Gross profit** | $5,033.4 | $4,819.2 | $9,079.3 | $7,128.6 | | **Income (loss) from operations** | $(21.0) | $261.4 | $(774.4) | $(1,741.0) | | **Net income (loss)** | $(228.0) | $3,385.2 | $(1,163.8) | $1,243.7 | | **Net income (loss) per share** | $(0.03) | $0.45 | $(0.16) | $0.17 | [Condensed Consolidated Statements of Shareholders' Equity](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Shareholders'%20Equity) Shareholders' equity decreased to $21.2 million in the six-month period, primarily driven by a net loss of $1.2 million Changes in Shareholders' Equity (Six Months Ended April 30, 2022) | Description | Amount (in thousands) | | :--- | :--- | | **Beginning Balance (Oct 31, 2021)** | $22,206.0 | | Share-based compensation, net | $133.0 | | Net loss | $(1,163.8) | | **Ending Balance (Apr 30, 2022)** | $21,175.2 | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash used in operations was $3.0 million, offset by $3.2 million from financing activities, resulting in a slight increase in the company's cash position Summary of Cash Flows (Six Months Ended April 30, in thousands) | Category | 2022 | 2021 | | :--- | :--- | :--- | | **Net cash used in operating activities** | $(3,028.0) | $(391.9) | | **Net cash used in investing activities** | $(112.0) | $(104.9) | | **Net cash provided by financing activities** | $3,246.8 | $717.0 | | **Net increase in cash** | $106.8 | $220.1 | | **Cash at end of period** | $239.0 | $360.9 | [Condensed Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Condensed%20Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail a stock plan amendment, customer concentration, the impact of a prior-year tax credit, and ongoing pandemic-related risks - Shareholders approved an amendment to the 2017 Stock Incentive Plan, adding **350,000 common shares** for issuance[21](index=21&type=chunk) - As of April 30, 2022, the company had **$7.0 million in outstanding borrowings** on its Revolver credit facility and **$3.3 million in available credit**[41](index=41&type=chunk) - One national distributor customer accounted for **17.1% of consolidated net sales** for the six months ended April 30, 2022[60](index=60&type=chunk) - The company qualified for a total of **$4.34 million in Employee Retention Tax Credits (ERTC)** in fiscal 2021, with a **$2.16 million receivable** collected post-period[74](index=74&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=18&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses revenue growth driven by demand, margin pressure from inflation, and the impact of a non-recurring tax credit on net income [Overview of COVID-19 Effects](index=20&type=section&id=Overview%20of%20COVID-19%20Effects) Robust demand and a high sales backlog are offset by significant supply chain and labor constraints, though all facilities remain operational - Sales order backlog and product demand remain robust, but the company faces significant supply chain and labor challenges, leading to longer product lead times and constrained production volumes[88](index=88&type=chunk) - The company's workforce is classified as a "Defense Industrial Base Essential Critical Infrastructure Workforce," allowing all three facilities to remain open and operational throughout the pandemic[89](index=89&type=chunk) [Results of Operations](index=23&type=section&id=Results%20of%20Operations) Net sales grew for the quarter and six-month period, but gross margin was pressured by inflation, and net income was negatively impacted by a non-recurring tax credit Comparison of Operating Results (in thousands) | Metric | Q2 2022 | Q2 2021 | % Change | H1 2022 | H1 2021 | % Change | | :--- | :--- | :--- | :--- | :--- | :--- | :--- | | **Net sales** | $17,201 | $15,741 | 9.3% | $31,641 | $27,618 | 14.6% | | **Gross profit** | $5,033 | $4,819 | 4.4% | $9,079 | $7,129 | 27.4% | | **SG&A expenses** | $5,036 | $4,590 | 9.7% | $9,817 | $8,898 | 10.3% | | **Net income (loss)** | $(228) | $3,385 | (106.7)% | $(1,164) | $1,244 | (193.6)% | - The decrease in net income for Q2 and H1 2022 compared to 2021 was primarily due to the recognition of a **$3.4 million Employee Retention Tax Credit (ERTC)** as other income in Q2 2021, which did not recur in 2022[125](index=125&type=chunk)[129](index=129&type=chunk)[147](index=147&type=chunk) - The gross profit margin for Q2 2022 decreased to **29.3% from 30.6%** year-over-year, mainly due to rapid inflation increasing raw material costs for orders accepted before the cost hikes[118](index=118&type=chunk) [Financial Condition, Liquidity and Capital Resources](index=30&type=section&id=Financial%20Condition,%20Liquidity%20and%20Capital%20Resources) Assets and liabilities increased due to higher inventory and revolver borrowings, while cash from financing offset cash used in operations - Total assets increased by **10.2% to $41.8 million**, primarily due to a **$2.3 million increase in inventories** and a **$2.2 million increase in trade accounts receivable**[158](index=158&type=chunk) - Total liabilities increased by **31.1% to $20.6 million**, mainly due to a **$3.6 million increase in net borrowings** on the Revolver and a **$2.0 million increase in accounts payable**[159](index=159&type=chunk) - Net cash used in operating activities was **$3.0 million** for the first half of fiscal 2022, compared to **$392,000** in the prior year period, largely due to increases in inventory and accounts receivable[165](index=165&type=chunk) - As of April 30, 2022, the company had **$7.0 million of outstanding borrowings** on its Revolver and **$3.3 million in available credit**[177](index=177&type=chunk) [Controls and Procedures](index=34&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of the end of the period, April 30, 2022[189](index=189&type=chunk) - There were **no changes** in the company's internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, these controls[189](index=189&type=chunk) [PART II. OTHER INFORMATION](index=35&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Exhibits](index=35&type=section&id=Item%206.%20Exhibits) This section indexes all exhibits filed with the report, including governance documents, agreements, and required officer certifications - The report includes certifications from the Chief Executive Officer and Chief Financial Officer pursuant to **Sections 302 and 906 of the Sarbanes-Oxley Act of 2002**[199](index=199&type=chunk)[202](index=202&type=chunk) - Financial statements and notes are provided in **iXBRL format** as part of the filing[202](index=202&type=chunk) [Signatures](index=40&type=section&id=SIGNATURES) The report was duly signed and authorized by the CEO and CFO on June 13, 2022 - The Form 10-Q was signed on **June 13, 2022**, by Neil D. Wilkin, Jr. (CEO) and Tracy G. Smith (CFO)[204](index=204&type=chunk)

Optical Cable Corporation (NASDAQ:OCC) Q1 2022 Results Conference Call March 17, 2022 10:00 AM ET Company Participants Aaron Palash - IR Neil Wilkin - President and CEO Tracy Smith - SVP and CFO Operator Good morning. My name is Reid, and I will be your conference operator today. At this time, I would like to welcome you to the Optical Cable Corporation’s First Quarter 2022 Earnings Conference Call. [Operator Instructions] Please note, today’s call may be recorded. [Operator Instructions] Mr. Palash, you ma ...

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 transition period from _____________ to ______________ Commission file number 0-27022 OPTICAL CABLE CORPORATION (Exact name of registrant as specified in its charter) Virginia 54-1237042 (State or other jurisdiction of incorporation (I.R.S. Employer or organization) Identification No.) 5290 Concourse Drive Roanok ...

PART I [Item 1. Business](index=5&type=section&id=Item%201.%20BUSINESS) OCC manufactures fiber optic and copper data communication solutions for enterprise, harsh environment, specialty, and wireless carrier markets - Optical Cable Corporation (OCC) and its subsidiaries are headquartered in Roanoke, Virginia, with additional facilities near Asheville, North Carolina, and Dallas, Texas[12](index=12&type=chunk) - OCC is a leading manufacturer of fiber optic and copper data communication cabling and connectivity solutions, primarily for enterprise, harsh environment, specialty, and wireless carrier markets[13](index=13&type=chunk)[22](index=22&type=chunk) - The company's product offerings include designs for enterprise networks, data centers, residential, campus, Passive Optical LAN (POL), military, industrial, mining, petrochemical, broadcast, and wireless carrier applications[14](index=14&type=chunk)[22](index=22&type=chunk) - OCC is internationally recognized for pioneering fiber optic cables for demanding military field applications and for innovative copper connectivity technology[17](index=17&type=chunk)[26](index=26&type=chunk)[30](index=30&type=chunk) - Manufacturing facilities are ISO 9001:2015 registered, with Roanoke and Dallas facilities also MIL-STD-790G certified for military applications[18](index=18&type=chunk) [Overview](index=5&type=section&id=Overview) Founded in 1983, OCC manufactures fiber optic and copper data communication solutions for diverse markets, offering integrated systems - Optical Cable Corporation was incorporated in Virginia in 1983 and is headquartered in Roanoke, Virginia[12](index=12&type=chunk) - The Company, including subsidiaries Applied Optical Systems, Inc. (AOS) and Centric Solutions LLC, manufactures fiber optic and copper data communication cabling and connectivity solutions[13](index=13&type=chunk)[20](index=20&type=chunk) - Products serve enterprise, harsh environment, specialty, and wireless carrier markets, offering integrated system solutions[13](index=13&type=chunk)[14](index=14&type=chunk) [Products](index=6&type=section&id=Products) OCC offers a comprehensive range of patented fiber optic and copper cabling, connectivity, and cable management solutions - OCC's product range includes fiber optic and copper cabling, hybrid cabling, various connectors (fiber optic, copper, specialty), patch cords, pre-terminated assemblies, racks, cabinets, enclosures, and other cable management accessories[15](index=15&type=chunk)[23](index=23&type=chunk) - The company has been granted **38 patents** for innovative designs in fiber optic and copper connectivity and fiber optic cable over the past five years[23](index=23&type=chunk) - Products are predominantly passive systems used for data, video, radio frequency, and voice communications over short- to moderate-distances[24](index=24&type=chunk) - Fiber Optic Cable Products: Diverse tight-buffered fiber optic cables for enterprise, data centers, residential, campus, POL, military, industrial, mining, petrochemical, broadcast, and wireless carrier markets, complying with standards like MIL-PRF-85045/8B, DNV, MSHA, and ABS[25](index=25&type=chunk)[27](index=27&type=chunk)[28](index=28&type=chunk) - Copper Datacom Cable Products: High-quality UTP and F/UTP cables in Category 5e, 6, and 6A performance ratings, available in riser and plenum configurations[29](index=29&type=chunk) - Fiber Optic and Copper Enterprise Connectivity Products: Comprehensive solutions for equipment rooms, telecommunications closets, data centers, and workstations, including enclosures, connectors, patch panels, jacks, patch cords, faceplates, and residential wiring products, with OCC pioneering high-performance RJ45 connectivity[31](index=31&type=chunk)[32](index=32&type=chunk)[33](index=33&type=chunk)[34](index=34&type=chunk) - Harsh Environment and Specialty Connectivity Products: Specialty fiber optic connectors, ruggedized copper datacom connectors, and deployable systems for military, industrial, mining, oil & gas, petrochemical, and broadcast applications, featuring hermaphroditic designs and patented lightweight reels[35](index=35&type=chunk) [Distribution Methods of Products and Services](index=8&type=section&id=Distribution%20Methods%20of%20Products%20and%20Services) OCC distributes its products through a diverse network including major distributors, OEMs, VARs, and direct sales to end-users - Products are sold through major distributors, regional distributors, specialty and smaller distributors, original equipment manufacturers (OEMs), value-added resellers (VARs), and in some cases, directly to end-users[36](index=36&type=chunk) [Competitive Business Conditions, Positions in the Industry and Methods of Competition](index=8&type=section&id=Competitive%20Business%20Conditions%2C%20Positions%20in%20the%20Industry%20and%20Methods%20of%20Competition) The data communications market is highly competitive, with OCC facing larger, more established manufacturers possessing greater resources - The fiber optic and copper data communications markets are highly competitive, with OCC competing against large manufacturers such as Corning, CommScope, Belden, and Prysmian Group[37](index=37&type=chunk) - Some competitors are more established, have greater market recognition, and possess significantly larger financial, R&D, production, and marketing resources[38](index=38&type=chunk) [Compliance with Government Laws and Regulations](index=8&type=section&id=Compliance%20with%20Government%20Laws%20and%20Regulations) The company reports no material violations of government laws or regulations and no significant compliance expenditures in fiscal year 2021 - The company is not aware of any material violations of government laws and regulations at its facilities and incurred no material compliance expenditures in fiscal year 2021 beyond ordinary course of business[39](index=39&type=chunk) [Customers and End-Users](index=8&type=section&id=Customers%20and%20End-Users) OCC serves a global customer base in approximately **50 countries**, including commercial, government, and military sectors, and private labels for competitors - OCC has a global customer base, selling in approximately **50 countries** in fiscal year 2021[40](index=40&type=chunk) - End-users include commercial institutions, government agencies, industrial and manufacturing facilities, cable assembly houses, military, educational institutions, and wireless carriers[41](index=41&type=chunk)[42](index=42&type=chunk) - The company also private labels copper connectivity products for other major manufacturers, including competitors[42](index=42&type=chunk) [Employees and Human Capital Resources](index=9&type=section&id=Employees%20and%20Human%20Capital%20Resources) As of October 31, 2021, OCC employed **322 non-unionized individuals** in the US, focusing on safety, benefits, and development - As of October 31, 2021, OCC employed **322 persons** in the United States, none of whom are unionized[42](index=42&type=chunk) - The company focuses on employee safety, benefits, development, and training, actively recruiting to address difficulties in hiring skilled labor, particularly in manufacturing, exacerbated by COVID-19[43](index=43&type=chunk)[44](index=44&type=chunk) - Measures taken to protect employees during the COVID-19 pandemic include mask requirements, social distancing, sanitation, and symptom checks, with no known virus exposure illnesses at facilities[45](index=45&type=chunk) [Seasonality](index=10&type=section&id=Seasonality) Net sales historically show higher seasonality in the second half of the fiscal year, influenced by market volatility - Historically, net sales are expected to be lower in the first half and higher in the second half of each fiscal year (**48% vs. 52%**)[46](index=46&type=chunk) - This pattern can be substantially altered by volatility in wireless carrier market orders, timing of large projects, major customer orders, economic factors, and macroeconomic conditions, as seen in fiscal years 2019-2021[46](index=46&type=chunk) Historical Net Sales Distribution (First Half vs. Second Half) | Fiscal Year | First Half Net Sales (%) | Second Half Net Sales (%) | | :---------- | :----------------------- | :------------------------ | | 2021 | 47% | 53% | | 2020 | 50% | 50% | | 2019 | 50% | 50% | [Item 1A. Risk Factors](index=10&type=section&id=Item%201A.%20RISK%20FACTORS) As a 'smaller reporting company,' OCC is not required to detail risk factors here; they are referenced in other reports - Item 1A. Risk Factors is not required for a 'smaller reporting company' as defined in Rule 12b-2[47](index=47&type=chunk) - Risk factors are mentioned under 'Forward-Looking Information' in the Company's Annual Report (Exhibit 13.1) and Quarterly Reports on Form 10-Q[48](index=48&type=chunk) [Item 1B. Unresolved Staff Comments](index=10&type=section&id=Item%201B.%20UNRESOLVED%20STAFF%20COMMENTS) Optical Cable Corporation has no unresolved staff comments to report - No unresolved staff comments[49](index=49&type=chunk) [Item 2. Properties](index=10&type=section&id=Item%202.%20PROPERTIES) OCC owns primary manufacturing facilities in Virginia and North Carolina, leases others, operating at **40-45% capacity** in fiscal year 2021 - The company owns its Roanoke, Virginia facility (**146,000 sq ft** on **23 acres**) for corporate headquarters and fiber optic cable manufacturing[50](index=50&type=chunk) - The Asheville, North Carolina facility (**64,000 sq ft** on **13 acres**) is owned and primarily houses enterprise connectivity manufacturing[51](index=51&type=chunk) - A **34,000 sq ft** facility near Dallas, Texas, is leased for harsh environment and specialty connectivity manufacturing and the Centric Solutions business[52](index=52&type=chunk) - An additional **36,000 sq ft** warehouse in Roanoke, Virginia, is leased for raw material storage[53](index=53&type=chunk) - During fiscal year 2021, the company operated at approximately **40% to 45%** of its collective production equipment capacity on average[54](index=54&type=chunk) - Full utilization of capacity would require hiring and training additional personnel, securing more warehousing space, and potentially acquiring additional production equipment[55](index=55&type=chunk) [Item 3. Legal Proceedings](index=11&type=section&id=Item%203.%20LEGAL%20PROCEEDINGS) OCC is involved in routine legal matters, but management anticipates no material adverse effect on its financial position or operations - The company is involved in various claims, legal actions, and regulatory reviews in the ordinary course of business[56](index=56&type=chunk) - Management believes these matters will not have a material adverse effect on financial position, results of operations, or liquidity[56](index=56&type=chunk) [Item 4. Mine Safety Disclosures](index=11&type=section&id=Item%204.%20MINE%20SAFETY%20DISCLOSURES) Mine Safety Disclosures are not applicable to Optical Cable Corporation - Mine Safety Disclosures are not applicable[57](index=57&type=chunk) PART II [Item 5. Market for Registrant's Common Equity and Related Stockholder Matters](index=11&type=section&id=Item%205.%20MARKET%20FOR%20REGISTRANT%27S%20COMMON%20EQUITY%20AND%20RELATED%20STOCKHOLDER%20MATTERS) As of October 31, 2021, OCC had **7.9 million common shares** outstanding, with **37.2%** owned by employees and directors, and a suspended stock repurchase plan Common Stock and Market Value Data | Metric | Value | As Of Date | | :------------------------------------------------------------------ | :-------------- | :--------------- | | Common Shares Outstanding | 7,897,477 | October 31, 2021 | | Common Shares Outstanding (as of Dec 15, 2021) | 7,872,164 | December 15, 2021 | | Percentage owned by employees and directors | 37.2% | October 31, 2021 | | Aggregate market value of common stock held by non-affiliates | $19,417,539 | April 30, 2021 | - A stock repurchase plan, approved on July 14, 2015, to purchase and retire up to **400,000 shares**, has been suspended, with **398,400 shares** remaining to be purchased[61](index=61&type=chunk) [Item 6. Reserved](index=12&type=section&id=Item%206.%20RESERVED) This item is reserved and contains no information - Item 6 is reserved[63](index=63&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=12&type=section&id=Item%207.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section's information is incorporated by reference from the Company's Annual Report for the fiscal year ended October 31, 2021 - Information is incorporated by reference from the Company's Annual Report for the fiscal year ended October 31, 2021 (Exhibit 13.1)[63](index=63&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=12&type=section&id=Item%207A.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURES%20ABOUT%20MARKET%20RISK) As of October 31, 2021, OCC did not use derivative financial instruments and its financial instruments were not exposed to significant market risks - The Company did not engage in derivative financial instruments or derivative commodity instruments[64](index=64&type=chunk) - As of October 31, 2021, financial instruments were not exposed to significant market risk due to interest rate, foreign currency exchange, commodity price, or equity price risk[64](index=64&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=12&type=section&id=Item%208.%20FINANCIAL%20STATEMENTS%20AND%20SUPPLEMENTARY%20DATA) Consolidated Financial Statements, Notes, and the Independent Registered Public Accounting Firm's Report are incorporated by reference from the Annual Report - Information is incorporated by reference from the Company's Annual Report for the fiscal year ended October 31, 2021 (Exhibit 13.1)[65](index=65&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=12&type=section&id=Item%209.%20CHANGES%20IN%20AND%20DISAGREEMENTS%20WITH%20ACCOUNTANTS%20ON%20ACCOUNTING%20AND%20FINANCIAL%20DISCLOSURE) OCC reported no changes in accountants and no disagreements on accounting or financial disclosure matters during fiscal year 2021 - There were no changes in accountants during the fiscal year ended October 31, 2021[66](index=66&type=chunk) - The Company had no disagreements with its accountants on any accounting matter or financial disclosure[66](index=66&type=chunk) [Item 9A. Controls and Procedures](index=12&type=section&id=Item%209A.%20CONTROLS%20AND%20PROCEDURES) Management concluded OCC's disclosure controls and internal control over financial reporting were effective as of October 31, 2021 - Management, including the CEO and CFO, concluded that the Company's disclosure controls and procedures were effective as of October 31, 2021[69](index=69&type=chunk) - Management is responsible for establishing and maintaining adequate internal control over financial reporting, designed to provide reasonable assurance regarding financial reporting reliability[70](index=70&type=chunk) - Management concluded that, as of October 31, 2021, the Company's internal control over financial reporting was effective, based on the COSO 2013 framework[71](index=71&type=chunk) - There were no changes in internal controls over financial reporting during the fourth quarter of the fiscal year that materially affected, or are reasonably likely to materially affect, internal control over financial reporting[72](index=72&type=chunk) [Item 9B. Other Information](index=13&type=section&id=Item%209B.%20OTHER%20INFORMATION) There is no other information to report under this item - None[73](index=73&type=chunk) PART III [Item 10. Directors, Executive Officers and Corporate Governance](index=13&type=section&id=Item%2010.%20DIRECTORS%2C%20EXECUTIVE%20OFFICERS%20AND%20CORPORATE%20GOVERNANCE) Information on directors, executive officers, Section 16(a) compliance, and the code of ethics is incorporated by reference from the 2022 Proxy Statement - Information on Directors, Executive Officers, and compliance with Section 16(a) is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders[75](index=75&type=chunk)[76](index=76&type=chunk)[77](index=77&type=chunk) - Information concerning the Company's code of ethics is incorporated by reference to the Proxy Statement under the heading 'Code of Ethics'[78](index=78&type=chunk) [Item 11. Executive Compensation](index=14&type=section&id=Item%2011.%20EXECUTIVE%20COMPENSATION) Information regarding executive and director compensation is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders - Information on Executive Compensation and Director Compensation is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders[78](index=78&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=14&type=section&id=Item%2012.%20SECURITY%20OWNERSHIP%20OF%20CERTAIN%20BENEFICIAL%20OWNERS%20AND%20MANAGEMENT%20AND%20RELATED%20STOCKHOLDER%20MATTERS) Equity compensation plan details and stock ownership information are incorporated by reference from the 2022 Proxy Statement Equity Compensation Plan Information | Plan Category | (a) Number of securities to be issued upon exercise of outstanding options, warrants and rights (1) | (b) Weighted average exercise price of outstanding options, warrants, and rights | (c) Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a)) | | :------------------------------------------------ | :------------------------------------------------------------------------------------------------ | :------------------------------------------------------------------------------- | :------------------------------------------------------------------------------------------------------------------------------------------------ | | Second Amended & Restated 2011 Stock Incentive Plan | 4,983 shares | $ — | — | | 2017 Stock Incentive Plan | 478,501 shares | $ — | 2,004 shares | | Total | 483,484 shares | $ — | 2,004 shares | (1) Includes restricted shares that are issued and outstanding, but have not yet vested and are subject to forfeiture - Information concerning stock ownership by directors, executive officers, and beneficial owners is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders[81](index=81&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=14&type=section&id=Item%2013.%20CERTAIN%20RELATIONSHIPS%20AND%20RELATED%20TRANSACTIONS%2C%20AND%20DIRECTOR%20INDEPENDENCE) Information on related party transactions and director independence is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders - Information on certain transactions with management is incorporated by reference from the Proxy Statement for the 2022 Annual Meeting of Shareholders[82](index=82&type=chunk) [Item 14. Principal Accounting Fees and Services](index=14&type=section&id=Item%2014.%20PRINCIPAL%20ACCOUNTING%20FEES%20AND%20SERVICES) Information on principal accounting fees, services, and pre-approval policies is incorporated by reference from the 2022 Proxy Statement - Information on principal accountant fees and services is incorporated by reference from the Proxy Statement under the heading 'Independent Registered Public Accounting Firm'[83](index=83&type=chunk) - Information on pre-approval policies for audit and non-audit services is incorporated by reference from the Proxy Statement under the heading 'Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Registered Public Accounting Firm'[84](index=84&type=chunk) PART IV [Item 15. Exhibits and Financial Statement Schedules](index=15&type=section&id=Item%2015.%20EXHIBITS%20AND%20FINANCIAL%20STATEMENT%20SCHEDULES.) This section lists all 10-K exhibits, including financial statements, corporate governance, stock plans, loan agreements, and SOX certifications - Consolidated financial statements and related notes are incorporated by reference from pages **22 to 44** of the Company's Annual Report (Exhibit 13.1)[86](index=86&type=chunk) - All financial statement schedules are omitted as the required information is inapplicable or presented in the consolidated financial statements or notes[86](index=86&type=chunk) - Exhibits include corporate organizational documents (Articles of Amendment, Bylaws), stock certificates, Stockholder Protection Rights Agreements, and various credit and loan agreements, including numerous modifications with Pinnacle Bank and a Loan and Security Agreement with North Mill Capital LLC[86](index=86&type=chunk)[88](index=88&type=chunk)[91](index=91&type=chunk) - Key exhibits also include stock incentive plans (2011, 2017), employment agreements, and certifications from the CEO and CFO pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act[91](index=91&type=chunk)[93](index=93&type=chunk) - The report includes iXBRL formatted financial statements and a Cover Page Interactive Data File[96](index=96&type=chunk) SIGNATURES [SIGNATURES](index=22&type=section&id=SIGNATURES) The report is duly signed on December 20, 2021, by Optical Cable Corporation's Chairman, President, CEO, CFO, and other directors - The report was signed on **December 20, 2021**, by Neil D. Wilkin, Jr. (Chairman, President, and CEO) and Tracy G. Smith (Senior Vice President and CFO)[98](index=98&type=chunk) - Additional signatures include Randall H. Frazier, John M. Holland, John A. Nygren, Craig H. Weber, and John B. Williamson, III, all Directors[98](index=98&type=chunk)

Optical Cable Corporation (NASDAQ:OCC) Q4 2021 Results Earnings Conference Call December 20, 2021 10:00 AM ET Company Participants Aaron Palash - IR, Joele Frank, Wilkinson Brimmer Katcher MD Neil Wilkin - President and Chief Executive Officer Tracy Smith - Senior Vice President and Chief Financial Officer Conference Call Participants Operator Good morning. My name is Emma. I will be your conference operator today. At this time, I would like to welcome everyone to the Optical Cable Corporation Fourth Quarte ...