Nathan's(NATH) - 2026 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Item 1. Financial Statements. This section presents the unaudited condensed consolidated financial statements for Nathan's Famous, Inc. and its subsidiaries, including the Balance Sheets, Statements of Earnings, Statements of Changes in Stockholders' Deficit, and Statements of Cash Flows, along with detailed notes explaining the basis of presentation, significant accounting policies, revenue disaggregation, and other financial details for the thirteen weeks ended June 29, 2025, and comparable prior periods Condensed Consolidated Balance Sheets | Metric | March 30, 2025 (Unaudited) (in thousands) | June 29, 2025 (Unaudited) (in thousands) | Change (in thousands) | | :--------------------------------- | :------------------------- | :------------------------ | :------- | | Total Assets | $53,476 | $63,436 | +$9,960 | | Total Liabilities | $69,989 | $72,778 | +$2,789 | | Total Stockholders' Deficit | $(16,513) | $(9,342) | +$7,171 | | Cash and cash equivalents | $27,802 | $26,867 | -$935 | | Accounts and other receivables, net | $14,064 | $26,274 | +$12,210 | Condensed Consolidated Statements of Earnings | Metric | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Total Revenues | $46,998 | $44,767 | +$2,231 (+5.0%) | | Branded Products Revenue | $29,075 | $26,146 | +$2,929 (+11.2%) | | Company-owned restaurants Revenue | $3,986 | $4,199 | -$213 (-5.1%) | | License royalties Revenue | $12,381 | $12,921 | -$540 (-4.2%) | | Total Costs and Expenses | $34,207 | $31,022 | +$3,185 (+10.3%) | | Income from operations | $12,791 | $13,745 | -$954 (-6.9%) | | Net Income | $8,928 | $9,277 | -$349 (-3.8%) | | Diluted EPS | $2.16 | $2.27 | -$0.11 (-4.8%) | Condensed Consolidated Statements of Changes in Stockholders' Deficit | Metric | March 30, 2025 (in thousands) | June 29, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------- | :------------ | :------- | | Total Stockholders' Deficit | $(16,513) | $(9,342) | +$7,171 | | Net Income | - | $8,928 | +$8,928 | | Dividends on common stock | - | $(2,045) | $(2,045) | | Share-based compensation | - | $288 | +$288 | Condensed Consolidated Statements of Cash Flows | Metric | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Net cash (used in) provided by operating activities | $(220) | $4,993 | -$5,213 | | Net cash used in investing activities | $(115) | $(41) | -$74 | | Net cash used in financing activities | $(600) | $- | -$600 | | Net (decrease) increase in cash and cash equivalents | $(935) | $4,952 | -$5,887 | Notes to Condensed Consolidated Financial Statements NOTE A - BASIS OF PRESENTATION - The company's fiscal year ends on the Sunday closest to March 31, with fiscal year 2026 ending March 29, 2026, and containing 52 weeks[21] - Interim results are seasonal and not necessarily indicative of full fiscal year performance[20] NOTE B – NEW ACCOUNTING STANDARDS NOT YET ADOPTED - ASU 2023-09 (Income Tax Disclosures) is effective for fiscal year 2026 (beginning March 31, 2025) and is expected to impact disclosures only[25] - ASU 2024-03/2025-01 (Expense Disaggregation) is effective for fiscal year 2028 (beginning March 29, 2027) for annual reporting, and the company is evaluating its impact[26] NOTE C – REVENUES | Revenue Source | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :-------------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Branded Products | $29,075 | $26,146 | +$2,929 (+11.2%) | | Company-owned restaurants | $3,986 | $4,199 | -$213 (-5.1%) | | License royalties | $12,381 | $12,921 | -$540 (-4.2%) | | Franchise royalties | $1,001 | $981 | +$20 (+2.0%) | | Franchise fees | $128 | $92 | +$36 (+39.1%) | | Total revenues | $46,998 | $44,767 | +$2,231 (+5.0%) | | Geographical Market | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | | :------------------ | :--------------------------------- | :--------------------------------- | | United States | $46,039 | $43,296 | | International | $959 | $1,471 | | Total revenues | $46,998 | $44,767 | NOTE D – INCOME PER SHARE | Metric | June 29, 2025 | June 30, 2024 | Change (YoY) | | :--------------------------------- | :------------ | :------------ | :----------- | | Net income (in thousands) | $8,928 | $9,277 | -$349 | | Weighted average basic shares outstanding | 4,089,000 | 4,085,000 | +4,000 | | Weighted average diluted shares outstanding | 4,124,000 | 4,089,000 | +35,000 | | Basic Net income per share | $2.18 | $2.27 | -$0.09 | | Diluted Net income per share | $2.16 | $2.27 | -$0.11 | NOTE E – CASH AND CASH EQUIVALENTS | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :-------------------------- | :------------ | :------------- | :------- | | Cash and cash equivalents | $26,867 | $27,802 | -$935 | | Cash equivalents | $18,885 | $19,400 | -$515 | - Substantially all cash balances exceed FDIC insurance limits, but the company has not experienced losses[37] NOTE F – FAIR VALUE MEASUREMENTS - Carrying amounts of cash, accounts receivable, accounts payable, and long-term debt approximate fair value[38][39] - No material fair value adjustments were required for non-financial assets or liabilities as of June 29, 2025[40] NOTE G – ACCOUNTS AND OTHER RECEIVABLES, NET | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------ | :------------- | :------- | | Branded product sales receivables | $15,158 | $10,534 | +$4,624 | | Franchise and license royalties receivables | $10,822 | $3,902 | +$6,920 | | Total Accounts and other receivables, net | $26,274 | $14,064 | +$12,210 | | Allowance for credit losses | $705 | $642 | +$63 | NOTE H – PREPAID EXPENSES AND OTHER CURRENT ASSETS | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------ | :------------- | :------- | | Total prepaid expenses and other current assets | $1,472 | $2,048 | -$576 | | Prepaid income taxes | $- | $493 | -$493 | | Marketing prepaid expenses | $602 | $798 | -$196 | NOTE I - INTANGIBLE ASSET - The definite-lived intangible asset (Arthur Treacher's co-branding) has a remaining useful life of three years, concluding in fiscal year 2028[47] - No impairment was indicated for the intangible asset as of June 29, 2025[48] NOTE J - LONG LIVED ASSETS - Long-lived assets are reviewed for impairment at the individual restaurant level, with operating losses being a primary indicator[49][50] - No impairment was indicated for long-lived assets as of June 29, 2025[52] NOTE K – ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------ | :------------- | :------- | | Total accrued expenses and other current liabilities | $8,541 | $5,969 | +$2,572 | | Corporate income taxes | $2,697 | $- | +$2,697 | | Dividend payable | $2,045 | $- | +$2,045 | | Payroll and other benefits | $1,417 | $3,269 | -$1,852 | NOTE L – INCOME TAXES | Metric | Thirteen weeks ended June 29, 2025 | Thirteen weeks ended June 30, 2024 | | :--------------------------------- | :--------------------------------- | :--------------------------------- | | Effective income tax rate | 27.2% | 27.4% | | Income tax expense (in thousands) | $3,329 | $3,507 | | Pre-tax income (in thousands) | $12,257 | $12,784 | - The company is evaluating the impact of the One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, on its financial statements, with effects to be reflected in the Q2 2026 10-Q[56] NOTE M – SEGMENT INFORMATION - Nathan's operates in three segments: Branded Product Program, Product Licensing, and Restaurant Operations[57] - The Branded Product Program and Product Licensing segments are the largest contributors to the company's revenues and profits[99] | Segment (Thirteen weeks ended June 29, 2025) | Revenues (in thousands) | Income from operations (in thousands) | | :------------------------------------------- | :------- | :--------------------- | | Branded Product Program | $29,075 | $2,276 | | Product Licensing | $12,381 | $12,335 | | Restaurant Operations | $5,115 | $1,068 | | Corporate | $427 | $(2,888) | | Total | $46,998 | $12,791 | | Segment (Thirteen weeks ended June 30, 2024) | Revenues (in thousands) | Income from operations (in thousands) | | :------------------------------------------- | :------- | :--------------------- | | Branded Product Program | $26,146 | $2,500 | | Product Licensing | $12,921 | $12,875 | | Restaurant Operations | $5,272 | $1,046 | | Corporate | $428 | $(2,676) | | Total | $44,767 | $13,745 | NOTE N – SHARE-BASED COMPENSATION | Share-based Compensation | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :----------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Restricted stock units | $169 | $19 | +$150 | | Stock options | $119 | $169 | -$50 | | Total compensation cost | $288 | $188 | +$100 | - As of June 29, 2025, there was $2,993 thousand of unamortized compensation expense related to share-based awards, expected to be recognized over approximately 33 months[65] NOTE O – STOCKHOLDERS' EQUITY - The Board declared a quarterly cash dividend of $0.50 per share for fiscal 2026, paid on July 1, 2025, and a second dividend of $0.50 per share payable on September 5, 2025[70][71] - As of June 29, 2025, 98,116 shares remained to be repurchased under the sixth stock repurchase plan, which has no set expiration date[73] NOTE P – LONG-TERM DEBT | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------ | :------------- | :------- | | SOFR Term Loan Borrowings | $50,200 | $50,800 | -$600 | | Long-term debt, net | $47,492 | $48,073 | -$581 | - The company entered into a new five-year unsecured Credit Agreement on July 10, 2024, including a $60,000 thousand Term Loan and a $10,000 thousand Revolving Loan, maturing July 10, 2029[75][76] - The Term Loan borrowings bear interest at Term SOFR plus an Applicable Rate of 1.40%, with an effective interest rate of 5.812% at June 29, 2025[78] - The company was in compliance with all covenants of the Credit Agreement at June 29, 2025[79] NOTE Q – LEASES | Metric | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | | :----------------- | :--------------------------------- | :--------------------------------- | | Operating lease cost | $438 | $441 | | Variable lease cost | $464 | $460 | | Sublease income, net | $(21) | $(21) | | Total net lease cost | $881 | $880 | | Lease Metric | Value | | :--------------------------------- | :---- | | Weighted average remaining lease term | 3.3 years | | Weighted average discount rate | 8.479% | | Fiscal Year | Net Lease Commitments (in thousands) | | :---------- | :--------------------------------- | | 2026 | $1,169 | | 2027 | $1,650 | | 2028 | $1,652 | | 2029 | $434 | | 2030 | $171 | | Thereafter | $- | | Total | $5,076 | NOTE R - COMMITMENTS AND CONTINGENCIES - Management believes that the ultimate outcome of current legal proceedings will not have a material adverse effect on the company's financial position, cash flows, or results of operations[88] NOTE S – SUPPLEMENTAL CASH FLOW INFORMATION - Accruals for purchases of property and equipment of $52 thousand were included in Accrued expenses and other current liabilities[89] - Dividends declared but not yet paid of $2,045 thousand were included in Accrued expenses and other current liabilities[90] NOTE T – SUBSEQUENT EVENTS - No subsequent events requiring recognition or disclosure were identified through the date the financial statements were issued and filed[91] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. This section provides management's perspective on the company's financial condition and results of operations for the thirteen weeks ended June 29, 2025, covering revenue and expense trends, liquidity, capital resources, and the impact of macroeconomic factors like inflation Forward-Looking Statements - Forward-looking statements are subject to known and unknown risks and uncertainties, including the impact of disease epidemics, increased food and paper costs, debt obligations, economic conditions, weather, and changes in beef prices[93] - The company does not undertake any obligation to update forward-looking statements to reflect events or circumstances after the report date[93] Introduction - Nathan's Famous, Inc. markets its brand and sells products through Company-owned and franchised restaurants, a product licensing program for retail, and a Branded Product Program for foodservice[95] - The company's primary focus is to expand the market penetration of the Nathan's Famous brand across all business platforms[99] - As of June 29, 2025, the restaurant system (excluding virtual kitchens) consisted of 225 locations, including 115 Branded Menu Program locations and four Company-owned restaurants[98] Recent events - Inflationary pressures on commodity prices (e.g., beef and beef trimmings) and labor costs impacted Q1 fiscal 2026 results[102] - The company has offset some cost increases through price adjustments and sales agreements correlated to beef costs, but anticipates continued inflationary pressures and volatility[102] Critical Accounting Policies and Estimates - Critical accounting estimates include impairment of intangible assets, long-lived assets, current expected credit losses, customer rebates, and income taxes[104] - No changes to critical accounting estimates occurred during the thirteen weeks ended June 29, 2025[104] New Accounting Standards Not Yet Adopted - Refer to Note B for details on new accounting standards not yet adopted, which are expected to primarily impact disclosures[105] EBITDA and Adjusted EBITDA - EBITDA and Adjusted EBITDA are non-GAAP measures used to assess operating performance and underlying business trends[106] Reconciliation of GAAP and Non-GAAP Measures | Metric | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Net income | $8,928 | $9,277 | -$349 | | Interest expense | $758 | $1,060 | -$302 | | Provision for income taxes | $3,329 | $3,507 | -$178 | | Depreciation and amortization | $228 | $249 | -$21 | | EBITDA | $13,243 | $14,093 | -$850 | | Share-based compensation | $288 | $188 | +$100 | | Adjusted EBITDA | $13,531 | $14,281 | -$750 | Seasonality - Sales and earnings are historically highest during the first two fiscal quarters, with the fourth quarter being the slowest[111] - Seasonality and inflationary pressures mean interim results are not indicative of a full fiscal year[112] Results of Operations Revenues | Revenue Source | June 29, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :------------ | :------------ | :----------- | | Total revenues | $46,998 | $44,767 | +$2,231 (+5%) | | Branded Product Program sales | $29,075 | $26,146 | +$2,929 (+11%) | | Company-owned restaurant sales | $3,986 | $4,199 | -$213 (-5%) | | License royalties | $12,381 | $12,921 | -$540 (-4%) | | Franchise fees and royalties | $1,129 | $1,073 | +$56 (+5.2%) | - Branded Product Program hot dog volume was comparable year-over-year, but average selling price increased by approximately 8%[114] - License royalties decreased due to a 15% decrease in retail volume, partially offset by a 12% increase in net selling price[116] - The number of franchised locations decreased from 231 to 225 year-over-year[118] Costs and Expenses | Expense Category | June 29, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :------------ | :------------ | :----------- | | Total costs and expenses | $34,207 | $31,022 | +$3,185 (+10.3%) | | Cost of sales (Branded Product Program) | $26,233 | $22,972 | +$3,261 (+14%) | | Cost of sales (Company-owned restaurants) | $2,190 (55% of sales) | $2,269 (54% of sales) | -$79 | | Restaurant operating expenses | $1,179 | $1,129 | +$50 | | General and administrative expenses | $3,950 | $3,975 | -$25 (-1%) | - Average cost per pound of hot dogs in the Branded Product Program increased by approximately 12% due to shrinking cattle supply, high input costs, and inflationary pressures[121] - Labor and related expenses as a percentage of Company-owned restaurant sales increased from 29% to 31% due to legislative increases in the New York State minimum wage[121] Other Items | Metric | June 29, 2025 (in thousands) | June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :------------ | :------------ | :----------- | | Interest expense | $758 | $1,060 | -$302 | | Interest and dividend income | $203 | $78 | +$125 | Provision for Income Taxes | Metric | June 29, 2025 | June 30, 2024 | | :--------------------------------- | :------------ | :------------ | | Effective income tax rate | 27.2% | 27.4% | | Income tax expense (in thousands) | $3,329 | $3,507 | | Pre-tax income (in thousands) | $12,257 | $12,784 | - The effective tax rates are higher than U.S. Federal statutory rates primarily due to state and local taxes and non-deductible compensation[130] - The company is assessing the impact of the One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, on its financial statements[132] Off-Balance Sheet Arrangements - The company had no open purchase commitments for hot dogs as of June 29, 2025, and June 30, 2024[135] Liquidity and Capital Resources Sources and uses of cash - Primary liquidity sources are cash flows from operations and cash and cash equivalents[137] - Primary cash requirements include quarterly dividends, debt service, capital expenditures, lease obligations, working capital, and general corporate needs[137] | Metric | June 29, 2025 (in thousands) | March 30, 2025 (in thousands) | Change (in thousands) | | :--------------------------------- | :------------ | :------------- | :------- | | Cash and cash equivalents | $26,867 | $27,802 | -$935 | | Net working capital | $34,939 | $28,371 | +$6,568 | Summary of Cash Flows | Cash Flow Activity | Thirteen weeks ended June 29, 2025 (in thousands) | Thirteen weeks ended June 30, 2024 (in thousands) | Change (YoY) (in thousands) | | :--------------------------------- | :--------------------------------- | :--------------------------------- | :----------- | | Net cash (used in) provided by operating activities | $(220) | $4,993 | -$5,213 | | Net cash used in investing activities | $(115) | $(41) | -$74 | | Net cash used in financing activities | $(600) | $- | -$600 | | Net (decrease) increase in cash and cash equivalents | $(935) | $4,952 | -$5,887 | Operating activities - Cash used in operations was $220 thousand, primarily due to a $12,273 thousand increase in accounts and other receivables[141] - Accounts and other receivables increased due to higher Branded Product Program receivables ($4,624 thousand) and higher franchise and license royalties receivable ($6,920 thousand)[141] - Accrued corporate taxes increased by $2,697 thousand due to the timing of estimated tax payments[141] Investing activities - Cash used in investing activities was $115 thousand, primarily for capital expenditures in the Branded Product Program and Coney Island restaurants[142] Financing activities - The company made $600 thousand in mandatory principal repayments on its Term Loan borrowings during fiscal 2026[143] Credit Agreement - A five-year unsecured Credit Agreement was entered into on July 10, 2024, providing a $60 million Term Loan and a $10 million Revolving Loan, maturing July 10, 2029[144][145] - The Term Loan refinanced outstanding 6.625% Senior Secured Notes due 2025[146] - No outstanding borrowings under the Revolving Loan as of June 29, 2025[146] Share Repurchases - 98,116 shares remained available for repurchase under the sixth stock repurchase plan as of June 29, 2025[147] - No stock repurchases were made during the fiscal 2026 period[147] Common Stock Dividends - The company paid its first quarterly cash dividend of fiscal 2026 ($2,045 thousand) on July 1, 2025[148] - A second quarterly dividend of $0.50 per common share for fiscal 2026 was declared, payable on September 5, 2025[149] - Estimated total cash requirement for dividends for fiscal 2026 is approximately $8,179 thousand[150] Cash Flow Outlook - Future investments, debt obligations, and dividend programs are expected to be funded from operating cash flow[152] - Management believes available cash and cash equivalents and cash generated from operations will provide sufficient capital for at least the next 12 months[154] Contractual Obligations - Contractual obligations primarily include Term Loan borrowings, interest payments, operating leases, and employment agreements[156] - The company remains contingently liable for costs associated with one sublet property[155] Inflationary Pressures - Inflationary pressures on labor and commodity prices, particularly beef and beef trimmings, significantly impacted Q1 fiscal 2026 results and are expected to continue[157] - The average cost of hot dogs increased by approximately 12% during the fiscal 2026 period compared to the fiscal 2025 period[157] - Minimum wage increases in New York State (e.g., from $16.00 to $16.50 in NYC, Long Island, and Westchester on January 1, 2025) have increased labor costs[158] - The company attempts to manage inflationary pressures through price increases, but competitive pressures and consumer spending levels may limit this ability[161] Item 3. Quantitative and Qualitative Disclosures About Market Risk. This section details the company's exposure to market risks, including interest rate risk on cash and borrowings, commodity price risk for key ingredients like beef, and foreign currency risk, outlining the potential financial impact of these risks and mitigation strategies Cash and Cash Equivalents - A 0.25% change in interest rates would increase or decrease annual earnings on cash and cash equivalents by approximately $67 thousand[163] Borrowings - A hypothetical 100 bps increase in the interest rate on $50,200 thousand of outstanding Term Loan borrowings would increase cash interest costs by approximately $502 thousand over the next twelve months[164] - The company does not currently anticipate entering into interest rate swaps or other financial instruments to hedge its borrowings[164] Commodity Costs - The company is exposed to market price fluctuations in commodities, most notably beef and beef trimmings, which significantly impacted Q1 fiscal 2026 results[165] - The average cost of hot dogs increased by approximately 12% during the fiscal 2026 period[165] - A short-term increase or decrease of 10% in the cost of food and paper products would impact cost of sales by approximately $2,649 thousand[167] - The company has not hedged commodity prices but uses correlated sales agreements and price increases to mitigate market volatility[167] Foreign Currencies - Foreign franchisees generally conduct business and make payments in United States dollars, reducing foreign currency risk[168] - The company does not hedge against foreign currency fluctuations and does not believe they would have a material impact on financial results[168] Item 4. Controls and Procedures. This section confirms that management, including the CEO and CFO, evaluated the effectiveness of the company's disclosure controls and procedures, concluding they were effective as of June 29, 2025, and states that there were no material changes in internal controls over financial reporting during the quarter Evaluation of Disclosure Controls and Procedures - Management concluded that disclosure controls and procedures were effective as of June 29, 2025[169] Changes in Internal Controls - No material changes in internal controls over financial reporting occurred during the quarter ended June 29, 2025[170] Limitations on the Effectiveness of Controls - No control system can provide absolute assurance, but the company's controls are designed for reasonable assurance and were deemed effective at that level[171] PART II. OTHER INFORMATION Item 1. Legal Proceedings. This section states that the company is not currently involved in any material legal proceedings - The company is not currently involved in any material legal proceedings[172] Item 1A. Risk Factors. This section directs readers to the Annual Report on Form 10-K for a comprehensive discussion of risk factors and advises considering additional unknown or immaterial risks that could adversely affect the business - Investors should carefully consider the risk factors discussed in the Annual Report on Form 10-K for the fiscal year ended March 30, 2025[173] - Additional unknown or currently immaterial risks may also adversely affect the business[173] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. This section reports that there were no unregistered sales of equity securities or use of proceeds to disclose during the period - No unregistered sales of equity securities or use of proceeds to report[174] Item 3. Defaults Upon Senior Securities. This section indicates that there were no defaults upon senior securities to report during the period - No defaults upon senior securities to report[175] Item 4. Mine Safety Disclosures. This section confirms that there were no mine safety disclosures required for the period - No mine safety disclosures to report[176] Item 5. Other Information. This section reports the declaration of a quarterly cash dividend of $0.50 per share and confirms that no directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter - The Board declared a quarterly cash dividend of $0.50 per share payable on September 5, 2025[177] - No directors or officers adopted or terminated Rule 10b5-1 or non-Rule 10b5-1 trading arrangements during the quarter[178] Item 6. Exhibits. This section lists all exhibits filed with the Form 10-Q, including various certifications (CEO, CFO), the condensed consolidated financial statements in iXBRL format, and the interactive data file - Exhibits include certifications (CEO, CFO), financial statements in iXBRL format, and the Cover Page Interactive Data File[183] SIGNATURES This section contains the signatures of the company's Chief Executive Officer, Eric Gatoff, and Vice President – Finance and Chief Financial Officer, Robert Steinberg, certifying the report on August 8, 2025 - The report was signed by Eric Gatoff (CEO) and Robert Steinberg (CFO) on August 8, 2025[186]