Aehr Test(AEHR) - 2025 Q4 - Annual Report

Part I Business Overview Aehr Test Systems provides semiconductor test solutions for AI, EVs, and data centers, expanding into high-power packaged part burn-in with the Incal acquisition - Aehr Test Systems provides test solutions for semiconductors, including wafer-level, singulated die, and packaged part burn-in and stabilization, serving mission-critical applications like AI compute data centers, electric vehicles, and data infrastructure[20][22] - The company's product portfolio includes the FOX-P™ family for wafer and singulated die testing, and packaged part burn-in systems (Sonoma, Tahoe, Echo) acquired through Incal Technology, Inc., enhancing capabilities for AI accelerators, GPUs, and HPC processors[20][22][53] Full Wafer Contact Product Line Net Revenues (Fiscal Years 2023-2025) | Fiscal Year | Net Revenues (Millions) | % of Total Net Revenues | | :---------- | :---------------------- | :---------------------- | | 2025 | $39.2 | 66% | | 2024 | $64.6 | 98% | | 2023 | $63.5 | 98% | Packaged Part Product Line Net Revenues (Fiscal Years 2023-2025) | Fiscal Year | Net Revenues (Millions) | % of Total Net Revenues | | :---------- | :---------------------- | :---------------------- | | 2025 | $19.8 | 34% | | 2024 | $1.6 | 2% | | 2023 | $1.4 | 2% | Revenue Concentration from Five Largest Customers (Fiscal Years 2023-2025) | Fiscal Year | % of Net Revenues | | :---------- | :---------------- | | 2025 | 77% | | 2024 | 93% | | 2023 | 97% | - The company's backlog increased to $15.2 million at May 30, 2025, from $7.3 million at May 31, 2024, representing product orders scheduled for shipment within 12 months[59] - Aehr Test Systems holds 131 active patents across multiple countries, with expiration dates ranging from 2025 to 2045, and relies on proprietary software and trade secrets to maintain its competitive position[66] EV and Power Semiconductor Revenue as % of Total Revenue (Fiscal Years 2023-2025) | Fiscal Year | % of Total Revenue | | :---------- | :----------------- | | 2025 | 41% | | 2024 | 92% | | 2023 | 85% | Risk Factors The company faces significant risks including high customer concentration, intense competition, technological change, supply chain disruptions, and intellectual property litigation Revenue Concentration from Five Largest Customers (Fiscal Years 2023-2025) | Fiscal Year | % of Net Sales | | :---------- | :------------- | | 2025 | 77% | | 2024 | 93% | | 2023 | 97% | - The company's business is significantly driven by demand for silicon carbide semiconductor devices, particularly in the electric vehicle market, making it vulnerable to slowdowns in this sector[89] - The semiconductor equipment industry is intensely competitive, with larger manufacturers and new entrants posing threats due to greater resources and continuous product improvements, leading to potential price competition and margin pressure[91][93] - The company is exposed to cybersecurity threats, including computer viruses, data breaches, and phishing schemes, which could lead to business disruption, data loss, or unauthorized access to intellectual property[100] - Global supply chain issues, including shortages of critical components and manufacturing capacity, could delay customer order fulfillment and increase costs, adversely impacting business and operating results[116] Net Sales Attributable to International Customers (Fiscal Years 2023-2025) | Fiscal Year | % of Net Sales | | :---------- | :------------- | | 2025 | 70% | | 2024 | 95% | | 2023 | 86% | - The company's common stock has experienced substantial price volatility, with prices ranging from $6.27 to $54.10 during the two-year period ended May 30, 2025[131] - The company depends significantly on key personnel, including its President and CEO, and its success relies on its ability to attract, retain, and motivate highly skilled technical, management, sales, and marketing employees[134] Unresolved Staff Comments There are no unresolved staff comments from the SEC Cybersecurity The company implements a cybersecurity risk management program based on the NIST framework, with Board oversight and COO leadership - The company maintains a cyber risk management program employing the NIST Cyber Security Framework (CSF) to assess, identify, and manage material cybersecurity threats[139] - The Board of Directors, specifically the Audit Committee, oversees information security risks, receiving regular briefings from the Chief Operating Officer on cyber risks, threats, and security system strengthening projects[144] - The Chief Operating Officer leads the enterprise-wide cybersecurity strategy and chairs the Cybersecurity Incident Response Team, consulting with experts to protect intellectual property and devices[145] Properties The company's primary facilities are in Fremont, California, with additional leased offices in Germany and the Philippines, and a recently vacated Incal office - The company's principal administrative and production facilities are located in Fremont, California, in a 51,289 square foot building, with the lease extended to September 2035[146] - The company also leases a 492 square foot sales and support office in Utting, Germany, and a 6,458 square foot facility in Clark Freeport Zone, Pampanga, Philippines[146] - The Incal office in Fremont, California, acquired through the acquisition, was vacated in May 2025 to consolidate the company's California operations[146] Legal Proceedings Shareholder lawsuits were dismissed, and the company filed an IP infringement complaint in China, currently suspended pending patent validity rulings - A shareholder class action lawsuit and two derivative complaints filed against the company and its executives in December 2024 were dismissed in May and June 2025, respectively, with the company believing the claims were without merit[132][133][313] - The company filed an intellectual property infringement complaint in China in October 2024, alleging infringement of two patents related to wafer burn-in systems; the proceedings are currently suspended pending validity rulings on the patents[314][319] Mine Safety Disclosures This item is not applicable to the company Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities The company's common stock trades on NASDAQ, experienced volatility, and no cash dividends are anticipated, with shares issued for the Incal acquisition - The company's common stock trades on the NASDAQ Capital Market under the symbol "AEHR"[4] Common Stock High and Low Sale Prices (Fiscal Years 2024-2025) | Fiscal Year | Quarter Ended | High Price ($) | Low Price ($) | | :---------- | :----------------- | :------------- | :------------ | | 2025 | August 30, 2024 | 21.44 | 9.83 | | | November 29, 2024 | 17.41 | 10.64 | | | February 28, 2025 | 18.76 | 9.30 | | | May 30, 2025 | 10.45 | 6.27 | | 2024 | August 31, 2023 | 54.10 | 33.72 | | | November 30, 2023 | 53.06 | 21.57 | | | February 29, 2024 | 30.50 | 14.54 | | | May 31, 2024 | 18.63 | 10.19 | - As of July 15, 2025, 29,915,061 shares of common stock were outstanding[6] - The company has not paid cash dividends and does not anticipate doing so, preferring to retain future earnings for business expansion[152] - On July 31, 2024, 552,355 shares of common stock were issued for an aggregate fair value of $9.4 million in connection with the acquisition of Incal Technology, Inc.[153] Reserved This item is reserved and contains no information Management's Discussion and Analysis of Financial Condition and Results of Operations This section reviews the company's financial performance, including revenue, gross margin, operating expenses, and liquidity, along with critical accounting policies Overview Aehr Test Systems provides semiconductor test solutions, with revenue from systems, contactors, parts, services, and non-recurring engineering charges - Aehr Test Systems provides test solutions for semiconductor devices in wafer level, singulated die, and package part form, driven by increased quality and reliability needs in applications like electric vehicles, AI, and data infrastructure[155] - The product portfolio includes the FOX-P family for wafer and singulated die testing, and packaged part burn-in solutions from the Incal acquisition, targeting high-power AI accelerators, GPUs, and HPC processors[156][157] - Revenue sources include sales of FOX-P systems, WaferPak Aligners and DiePak Loaders, WaferPak Contactors, DiePak Carriers, packaged parts burn-in systems, test fixtures, upgrades, spare parts, service contracts, and non-recurring engineering charges[158] Critical Accounting Policies and Estimates The company's financial reporting relies on key accounting policies for revenue recognition, inventory valuation, income taxes, business combinations, and asset impairment - Revenue is recognized following a five-step process, allocating transaction price to distinct performance obligations based on standalone selling prices, with revenue for systems and spares recognized at shipment/delivery and services over time[162][164] - Inventory is valued at the lower of cost or net realizable value, with write-downs for estimated obsolescence or unmarketable inventory based on future demand and market conditions[166][167] - Income tax provision involves assessing the recoverability of deferred tax assets, with a valuation allowance recorded if recovery is not more likely than not; the company released its entire valuation allowance in fiscal 2024[169] - Business combinations require significant estimates for fair values of acquired assets and liabilities, including intangible assets like developed technology, customer relationships, and trade names[170] - Goodwill is assessed for impairment annually or when circumstances indicate, comparing fair value to carrying value. Long-lived assets are evaluated for impairment when triggering events occur, comparing undiscounted cash flows to carrying value[171][173] Results of Operations Fiscal 2025 saw a revenue decrease due to EV market softness, lower gross margin, increased operating expenses from the Incal acquisition and restructuring, and a reduced income tax benefit - The company changed its fiscal year to end on the Friday nearest May 31, effective June 1, 2024[175] Revenue (Fiscal Years 2023-2025) | Year Ended | Revenue ($ thousands) | YoY Change ($ thousands) | YoY Change (%) | | :--------- | :-------------------- | :----------------------- | :------------- | | May 30, 2025 | 58,968 | (7,250) | (10.9%) | | May 31, 2024 | 66,218 | 1,257 | 1.9% | | May 31, 2023 | 64,961 | - | - | - Revenue decreased in fiscal 2025 primarily due to softness in power semiconductor demand for electric vehicles, partially offset by increased packaged parts burn-in product revenue from the Incal acquisition[176] Revenue by Geography (Fiscal Years 2023-2025) | Year Ended | Asia ($ thousands) | US ($ thousands) | Europe ($ thousands) | Asia % of Total | US % of Total | Europe % of Total | | :--------- | :----------------- | :--------------- | :----------------- | :-------------- | :------------ | :---------------- | | May 30, 2025 | 37,095 | 17,673 | 4,200 | 62.9% | 30.0% | 7.1% | | May 31, 2024 | 58,076 | 3,532 | 4,610 | 87.7% | 5.3% | 7.0% | | May 31, 2023 | 55,609 | 9,289 | 63 | 85.6% | 14.3% | 0.1% | - Fiscal 2025 saw a significant decline in Asia revenue due to power semiconductor softness, offset by strong growth in the United States driven by the artificial intelligence market[180] Gross Profit and Margin (Fiscal Years 2023-2025) | Year Ended | Gross Profit ($ thousands) | Gross Margin (%) | YoY Gross Profit Change ($ thousands) | YoY Gross Profit Change (%) | | :--------- | :------------------------- | :--------------- | :------------------------------------ | :-------------------------- | | May 30, 2025 | 23,933 | 40.6% | (8,610) | (26.5%) | | May 31, 2024 | 32,543 | 49.1% | (203) | (0.6%) | | May 31, 2023 | 32,746 | 50.4% | - | - | - Gross margin decreased by 8.5 percentage points in fiscal 2025 due to amortization of acquired intangibles, fair value adjustment to inventory, an inventory variance charge, lower system shipments, and product mix changes[182] Research and Development Expenses (Fiscal Years 2023-2025) | Year Ended | R&D Expenses ($ thousands) | % of Total Revenues | YoY Change ($ thousands) | YoY Change (%) | | :--------- | :------------------------- | :------------------ | :----------------------- | :------------- | | May 30, 2025 | 10,463 | 17.7% | 1,744 | 20.0% | | May 31, 2024 | 8,719 | 13.2% | 1,585 | 22.2% | | May 31, 2023 | 7,134 | 11.0% | - | - | - R&D expenses increased in fiscal 2025 due to severance benefits, higher employee costs, stock-based compensation from increased engineering headcount, and additional expenses from the Incal acquisition[184] Selling, General and Administrative Expenses (Fiscal Years 2023-2025) | Year Ended | SG&A Expenses ($ thousands) | % of Total Revenues | YoY Change ($ thousands) | YoY Change (%) | | :--------- | :-------------------------- | :------------------ | :----------------------- | :------------- | | May 30, 2025 | 18,283 | 31.0% | 4,537 | 33.0% | | May 31, 2024 | 13,746 | 20.8% | 1,509 | 12.3% | | May 31, 2023 | 12,237 | 18.8% | - | - | - SG&A expenses increased in fiscal 2025 primarily due to additional expenses from the Incal acquisition, higher legal and professional service fees, and increased stock-based compensation[186] - Restructuring charges of $864 thousand were incurred in fiscal 2025, primarily related to the closure of the Incal office[189][190] Interest and Other Income, Net (Fiscal Years 2023-2025) | Year Ended | Interest Income, Net ($ thousands) | Other Income (Expense), Net ($ thousands) | Total ($ thousands) | YoY Change ($ thousands) | YoY Change (%) | | :--------- | :--------------------------------- | :---------------------------------------- | :------------------ | :----------------------- | :------------- | | May 30, 2025 | 1,401 | (15) | 1,386 | (994) | (41.8%) | | May 31, 2024 | 2,388 | (8) | 2,380 | 1,138 | 91.6% | | May 31, 2023 | 1,245 | (3) | 1,242 | - | - | - Interest and other income, net, decreased in fiscal 2025 due to lower average cash balances from the Incal acquisition and lower yields from money market investments[191] Income Tax Expense (Benefit) (Fiscal Years 2023-2025) | Year Ended | Income Tax Expense (Benefit) ($ thousands) | YoY Change ($ thousands) | YoY Change (%) | | :--------- | :--------------------------------------- | :----------------------- | :------------- | | May 30, 2025 | (381) | 20,317 | (98.2%) | | May 31, 2024 | (20,698) | (20,758) | N.M. | | May 31, 2023 | 60 | - | - | - The company recognized an income tax benefit of $0.4 million in fiscal 2025 due to year-to-date operating losses in the United States, a significant decrease from the $20.7 million benefit in fiscal 2024 which was primarily due to the release of a valuation allowance[194] Liquidity and Capital Resources Cash and equivalents decreased in fiscal 2025 due to cash used in operations and investing activities, including the Incal acquisition - Cash, cash equivalents, and restricted cash decreased to $26.5 million as of May 30, 2025, from $49.3 million as of May 31, 2024[195] Net Cash Flows (Fiscal Years 2023-2025) | (In thousands) | May 30, 2025 | May 31, 2024 | May 31, 2023 | | :------------- | :----------- | :----------- | :----------- | | Operating activities | $(7,400) | $1,756 | $10,011 | | Investing activities | $(16,067) | $17,251 | $(18,656) | | Financing activities | $625 | $139 | $7,322 | | Effect of exchange rate changes | $13 | $(41) | $(37) | | Net increase (decrease) | $(22,829) | $19,105 | $(1,360) | - Cash flow used in operating activities in fiscal 2025 was $7.4 million, a $9.2 million decrease from fiscal 2024, primarily due to lower adjusted net income, slower accounts receivable collection, and increased unbilled receivables[198] - Net cash used in investing activities was $16.1 million in fiscal 2025, driven by the $11.1 million acquisition of Incal and $4.2 million in property and equipment spending[200] - Net cash provided by financing activities was $0.6 million in fiscal 2025, mainly from proceeds from employee stock plans, compared to $0.1 million in fiscal 2024 and $7.3 million in fiscal 2023 (which included $6.8 million from an "At-the-Market" offering program)[202] Off-Balance Sheet Financing The company has not engaged in any off-balance sheet financing arrangements or established special purpose entities - The company has not entered into any off-balance sheet financing arrangements and has not established any special purpose or variable interest entities[203] Contractual Obligations As of May 30, 2025, the company's unconditional purchase obligations with remaining terms exceeding 12 months are not material - As of May 30, 2025, the company's unconditional purchase obligations with a remaining term in excess of 12 months are not material[204] Recent Accounting Pronouncements The company adopted ASU 2023-07 and is evaluating ASU 2023-09 and ASU 2024-03 for future financial statement impacts - The company adopted ASU 2023-07, Segment Reporting, on June 1, 2024, which requires incremental segment information disclosures[268] - The company is evaluating ASU 2023-09, Income Taxes, effective for fiscal years beginning after December 15, 2024, which expands income tax disclosures[269] - The company is evaluating ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures, effective for fiscal years beginning after December 15, 2026, which requires more detailed expense information[270] Quantitative and Qualitative Disclosures about Market Risk As a Smaller Reporting Company, the company is not required to provide disclosures under Item 7A - As a Smaller Reporting Company, Aehr Test Systems is not required to provide quantitative and qualitative disclosures about market risk[206] Financial Statements and Supplementary Data This section presents audited consolidated financial statements, including balance sheets, statements of operations, cash flows, and comprehensive notes Report of Independent Registered Public Accounting Firm BPM LLP issued an unqualified opinion on the financial statements, highlighting inventory valuation as a critical audit matter due to management's demand forecasts - BPM LLP issued an unqualified opinion on the consolidated financial statements for the three years ended May 30, 2025[209] - A critical audit matter was identified regarding inventory valuation, specifically adjustments for excess or obsolete inventory, due to the significant management judgment in forecasting product demand and the auditor's effort in evaluating these assumptions[215][216][217] Consolidated Balance Sheets Total assets increased to $148.5 million in May 2025, driven by inventories, property, goodwill, and intangibles, with corresponding increases in liabilities and equity Consolidated Balance Sheet Highlights (May 30, 2025 vs. May 31, 2024) | (In thousands) | May 30, 2025 | May 31, 2024 | | :------------------------- | :----------- | :----------- | | Cash and cash equivalents | $24,529 | $49,159 | | Accounts receivable | $14,191 | $9,796 | | Inventories | $41,997 | $37,470 | | Total current assets | $88,778 | $97,848 | | Property and equipment, net| $8,969 | $3,253 | | Goodwill | $10,719 | $- | | Intangible assets, net | $10,781 | $- | | Deferred tax assets, net | $19,114 | $20,773 | | Total assets | $148,508 | $127,912 | | Accounts payable | $6,728 | $5,332 | | Accrued expenses | $6,020 | $3,366 | | Total current liabilities | $15,638 | $10,508 | | Total liabilities | $25,637 | $16,319 | | Total shareholders' equity | $122,871 | $111,593 | Consolidated Statements of Operations The company reported a net loss of $3.9 million in fiscal 2025, a significant decline from prior years, driven by decreased revenue and higher operating expenses Consolidated Statements of Operations Highlights (Fiscal Years 2023-2025) | (In thousands, except per share data) | May 30, 2025 | May 31, 2024 | May 31, 2023 | | :------------------------------------ | :----------- | :----------- | :----------- | | Revenue | $58,968 | $66,218 | $64,961 | | Gross profit | $23,933 | $32,543 | $32,746 | | Total operating expenses | $29,610 | $22,465 | $19,371 | | Income (loss) from operations | $(5,677) | $10,078 | $13,375 | | Income (loss) before income tax | $(4,291) | $12,458 | $14,617 | | Income tax expense (benefit) | $(381) | $(20,698) | $60 | | Net income (loss) | $(3,910) | $33,156 | $14,557 | | Basic net income (loss) per share | $(0.13) | $1.15 | $0.52 | | Diluted net income (loss) per share | $(0.13) | $1.12 | $0.50 | Consolidated Statements of Comprehensive Income (Loss) The company reported a comprehensive loss of $3.9 million in fiscal 2025, reflecting the net loss adjusted for other comprehensive income items Consolidated Statements of Comprehensive Income (Loss) Highlights (Fiscal Years 2023-2025) | (In thousands) | May 30, 2025 | May 31, 2024 | May 31, 2023 | | :---------------------------------------- | :----------- | :----------- | :----------- | | Net income (loss) | $(3,910) | $33,156 | $14,557 | | Net change in cumulative translation adjustment | $32 | $(20) | $(33) | | Net change in unrealized gain (loss) on investments | $- | $17 | $(17) | | Comprehensive income (loss) | $(3,878) | $33,153 | $14,507 | Consolidated Statements of Shareholders' Equity Shareholders' equity increased to $122.9 million in May 2025, influenced by stock issuances for acquisition and employee plans, and stock-based compensation Consolidated Statements of Shareholders' Equity Highlights (May 31, 2024 vs. May 30, 2025) | (In thousands) | May 31, 2024 | May 30, 2025 | | :------------------------------------------------- | :----------- | :----------- | | Total Shareholders' Equity | $111,593 | $122,871 | | Issuance of common stock for business acquisition | $- | $9,381 | | Issuance of common stock under employee plans | $1,807 | $1,409 | | Shares repurchased for tax withholdings | $(1,596) | $(784) | | Stock-based compensation | $2,701 | $5,150 | | Net income (loss) | $33,156 | $(3,910) | Consolidated Statements of Cash Flows Cash used in operating activities was $7.4 million in fiscal 2025, with significant cash outflow for investing activities, resulting in an overall cash decrease Consolidated Statements of Cash Flows Highlights (Fiscal Years 2023-2025) | (In thousands) | May 30, 2025 | May 31, 2024 | May 31, 2023 | | :------------------------------------------------- | :----------- | :----------- | :----------- | | Net cash provided by (used in) operating activities | $(7,400) | $1,756 | $10,011 | | Net cash provided by (used in) investing activities | $(16,067) | $17,251 | $(18,656) | | Net cash provided by financing activities | $625 | $139 | $7,322 | | Net increase (decrease) in cash | $(22,829) | $19,105 | $(1,360) | | Cash, cash equivalents and restricted cash, end of year | $26,480 | $49,309 | $30,204 | Notes to Consolidated Financial Statements These notes detail accounting policies, balance sheet items, the Incal acquisition, goodwill, intangible assets, income taxes, leases, retirement plans, and other financial disclosures - The company's significant accounting policies include revenue recognition, inventory valuation, business combinations, impairment of goodwill and long-lived assets, and income taxes[239] Inventories (May 30, 2025 vs. May 31, 2024) | (In thousands) | May 30, 2025 | May 31, 2024 | | :------------------------ | :----------- | :----------- | | Raw materials and sub-assemblies | $30,644 | $22,410 | | Work in process | $9,263 | $13,593 | | Finished goods | $2,090 | $1,467 | | Total Inventories | $41,997 | $37,470 | - On July 31, 2024, the company acquired Incal Technology, Inc. for approximately $22.2 million, consisting of cash, common stock, and escrow payable, resulting in $10.7 million in goodwill and $12.0 million in identifiable intangible assets[282][286][287] Purchased Intangible Assets, Net (May 30, 2025) | (In thousands) | Gross | Accumulated Amortization | Net | | :------------------------ | :-------- | :----------------------- | :-------- | | Developed technology | $9,130 | $(634) | $8,496 | | Trade names | $1,050 | $(88) | $962 | | Customer relationships | $810 | $(61) | $749 | | Non-compete agreements and others | $1,010 | $(436) | $574 | | Total | $12,000 | $(1,219) | $10,781 | - The company reversed its entire $21.9 million valuation allowance against deferred tax assets in fiscal 2024, concluding that these assets are more likely than not to be realized[295] - The company's operating lease right-of-use assets and liabilities increased in fiscal 2025 due to the exercise of a five-year extension option for its Fremont facility lease, ending in September 2035[304] - The company terminated its ESOP plan in fiscal 2025 and began providing a discretionary matching contribution to its 401(k) Plan, totaling $0.3 million in fiscal 2025[310][341] Stock-Based Compensation Expense (Fiscal Years 2023-2025) | (In thousands) | May 30, 2025 | May 31, 2024 | May 31, 2023 | | :------------------------ | :----------- | :----------- | :----------- | | Cost of sales | $737 | $330 | $331 | | Research and development | $1,476 | $639 | $706 | | Selling, general and administrative | $2,949 | $1,549 | $1,711 | | Net effect on net income (loss) | $5,162 | $2,518 | $2,748 | - In the fourth quarter of fiscal 2025, the company initiated a restructuring plan, incurring $0.9 million in charges primarily related to asset impairments, contract termination, and facility exit costs from the closure of the Incal office[342][343] - A subsequent event, the enactment of the One Big Beautiful Bill Act on July 4, 2025, is being evaluated for its impacts on the company's financial statements, including tax provisions and deferred tax assets/liabilities[351] Changes in and Disagreements with Accountants on Accounting and Financial Disclosure There have been no changes in or disagreements with accountants on accounting and financial disclosure Controls and Procedures Management concluded disclosure controls and internal control over financial reporting were effective, excluding the recently acquired Incal Technology, Inc. - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of May 30, 2025[353] - Management concluded that internal control over financial reporting was effective as of May 30, 2025, excluding Incal Technology, Inc., which was acquired on July 31, 2024, and constitutes 31.5% of consolidated revenue[354] - Incal Technology, Inc. will be included in the assessment of internal controls over financial reporting in the fiscal year 2026 annual management report[354] Other Information The company changed its fiscal year-end, adopted amended bylaws, and the CEO established a Rule 10b5-1 trading arrangement - The company changed its fiscal year-end from May 31 to a 4-4-5 fiscal calendar ending on the Friday closest to May 31, effective June 1, 2024, to better align financial reporting with operational cycles[356][357] - Amended and Restated Bylaws were adopted on February 24, 2025, including advance notice provisions for director nominations and other stockholder meeting business[358] - On May 14, 2025, President and CEO Gayn Erickson adopted a Rule 10b5-1 trading arrangement for the sale of up to 291,088 shares of common stock until May 14, 2027[359] Disclosure Regarding Foreign Jurisdiction that Prevent Inspections This item is not applicable to the company Part III Directors, Executive Officers and Corporate Governance Information on directors, executive officers, and corporate governance, including the insider trading policy, is incorporated by reference - Information on directors, executive officers, and corporate governance is incorporated by reference from the 2025 Annual Meeting of Shareholders Proxy Statement[362] - The company has adopted an insider trading policy to promote compliance with insider trading laws, rules, and regulations[363] Executive Compensation Information regarding executive compensation is incorporated by reference from the company's 2025 Annual Meeting of Shareholders Proxy Statement - Executive compensation information is incorporated by reference from the 2025 Annual Meeting of Shareholders Proxy Statement[364] Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information on security ownership of beneficial owners and management is incorporated by reference from the company's 2025 Annual Meeting of Shareholders Proxy Statement - Security ownership information for beneficial owners and management is incorporated by reference from the 2025 Annual Meeting of Shareholders Proxy Statement[365] Certain Relationships and Related Transactions, and Director Independence Information on certain relationships, related transactions, and director independence is incorporated by reference from the company's 2025 Annual Meeting of Shareholders Proxy Statement - Information on certain relationships, related transactions, and director independence is incorporated by reference from the 2025 Annual Meeting of Shareholders Proxy Statement[366] Principal Accountant Fees and Services Information regarding principal accountant fees and services is incorporated by reference from the company's 2025 Annual Meeting of Shareholders Proxy Statement - Information on principal accountant fees and services is incorporated by reference from the 2025 Annual Meeting of Shareholders Proxy Statement[367] Part IV Exhibits and Financial Statement Schedules This section lists financial statements and a comprehensive array of exhibits, including organizational documents, equity agreements, and certifications - The report includes financial statements as per Item 8 and a list of exhibits[369] - Exhibits include Restated Articles of Incorporation, Amended and Restated Bylaws, various equity incentive plans and award agreements, lease agreements, offer letters for executive officers, and certifications[370][372] Form 10-K Summary This item refers to the Form 10-K Summary, which includes the company's policy for recovery of erroneously awarded compensation - Item 16 refers to the Form 10-K Summary, which includes the company's policy for recovery of erroneously awarded compensation, effective August 14, 2023[374] SIGNATURES The Annual Report on Form 10-K was signed on July 28, 2025, by the President and CEO, CFO, and other directors - The Annual Report on Form 10-K was signed on July 28, 2025, by Gayn Erickson (President and CEO) and Chris P. Siu (Executive Vice President of Finance and CFO), along with other directors[377][380]