Form 8-K

8-K — American Outdoor Brands, Inc.

Accession: 0001808997-26-000045

Filed: 2026-09-03

Period: 2026-09-03

CIK: 0001808997

SIC: 3949 ()

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — aout-20260903.htm (Primary)

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8-K

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aout-20260903

1800 North Route ZColumbiaMissouri0001808997FALSE00018089972026-09-032026-09-0300018089972025-06-262025-06-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

________________________________________________________

FORM 8-K

________________________________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): September 3, 2026

________________________________________________________

American Outdoor Brands, Inc.

(Exact name of Registrant as Specified in Its Charter)

________________________________________________________

Delaware 001-39366 84-4630928

(State or Other Jurisdiction

of Incorporation) (Commission File Number) (IRS Employer

Identification No.)

1800 North Route Z

Columbia, Missouri

65202

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 338-9585

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading

Symbol(s) Name of each exchange on which registered

Common Stock, Par Value $0.001 per Share AOUT The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On September 3, 2026, American Outdoor Brands, Inc. issued a press release reporting its financial results for the three months ended July 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit

Number

Description

99.1

Press release from the Registrant, dated September 3, 2026, reporting American Outdoor Brand, Inc.’s financial results for the three months ended July 31, 2026.

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AMERICAN OUTDOOR BRANDS, INC.

Date: September 3, 2026 By: /s/ H. Andrew Fulmer

H. Andrew Fulmer

Executive Vice President, Chief Financial Officer, Treasurer, and Secretary

EX-99.1

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Document

Exhibit 99.1

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

Contact:

Liz Sharp, VP, Investor Relations

lsharp@aob.com

(573) 303-4620

American Outdoor Brands, Inc. Reports

First Quarter Fiscal 2027 Financial Results

COLUMBIA, Mo., September 3, 2026 – American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT), an innovation company that provides product solutions for outdoor enthusiasts, today announced financial results for the first quarter fiscal 2027 ended July 31, 2026.

First Quarter Fiscal 2027 Financial Highlights

•Quarterly net sales were $37.3 million, an increase of $7.6 million, or 25.4%, compared with quarterly net sales of $29.7 million for the comparable quarter last year. Adjusted for approximately $6.0 million of orders that were accelerated by retailers from the first quarter of fiscal 2026 into the fourth quarter of fiscal 2025, net sales in the first quarter of fiscal 2027 increased by 4.3%.

•Quarterly gross margin was 53.0%, compared with quarterly gross margin of 46.7% for the comparable quarter last year.

•Quarterly GAAP net loss was $1.5 million, or $(0.12) per diluted share, compared with a GAAP net loss of $6.8 million, or $(0.54) per diluted share for the comparable quarter last year.

•Quarterly non-GAAP net income was $415,000, or $0.03 per diluted share, compared with non-GAAP net loss of $3.3 million, or $(0.26) per diluted share, for the comparable quarter last year. GAAP to non-GAAP adjustments for net income (loss) exclude acquired intangible amortization, stock compensation, and other costs. For a detailed reconciliation, see the schedules that follow in this release.

•Quarterly non-GAAP Adjusted EBITDA was $1.2 million, or 3.1% of net sales, compared with $(3.1) million, or (10.5)% of net sales for the comparable quarter last year. For a detailed reconciliation, see the schedules that follow in this release.

Brian Murphy, President and Chief Executive Officer, said, “We are very pleased with our strong start to fiscal 2027. First quarter net sales increased approximately 25%. As a reminder, the prior-year quarter was impacted by approximately $6 million of orders that retailers accelerated into fiscal 2025. Even after adjusting for that acceleration, first quarter net sales increased approximately 4% – a great result that exceeded our expectations and reflects the continued strength of our brands.

“Importantly, that performance was broad-based, reflecting growth in both our Outdoor Lifestyle and Shooting Sports categories, and supported by increased sales with our largest retail partners. Point-of-sale (POS) results also remained positive in both categories during the quarter, which we believe demonstrates healthy consumer demand across multiple brands in our portfolio. POS increased 6% in Outdoor Lifestyle and 3% in Shooting Sports.

“Innovation remained a key driver of our first quarter performance, with new products representing more than 36% of our net sales. Our Caldwell ClayCopter® platform continued to outperform during the quarter, generating strong retailer and consumer adoption, positive POS results, and significant engagement across social media. That success was further validated by the ClayCopter Surface-to-AirTM being named the 2026 Frank Desomma Innovation of the Year by the Industry Choice Awards in August. This recognition means a

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

great deal to our team because the award is an unbiased evaluation of all products in the shooting sports industry – and Caldwell® came out on top.

“We continued to expand our BUBBA® brand with new product introductions, including the launch of our Pro Series Gen 2 Electric Fillet Knife, which was recognized as Best of Show for the category of Cutlery, Hand Pliers, or Tools at ICAST 2026. A major milestone in the quarter was the consumer launch of SCORETRACKER® LIVE, our digital platform developed with Major League Fishing, that brings real-time scoring technology and the excitement of professional-grade competition to anglers, tournament organizers and fans everywhere. The launch expands BUBBA’s opportunity within the large angling market while adding another important component to its growing ecosystem of connected hardware, software and subscription-based services.

“More broadly, BUBBA® and Caldwell® demonstrate our strategy to build connected ecosystems around key growth brands that deepen consumer engagement and loyalty, extend the value of our innovation beyond individual products, and create multiple avenues for long-term growth. We believe this approach has the potential to extend to other brands in our portfolio over time.”

Andrew Fulmer, Chief Financial Officer, said, “Sales growth in the quarter translated to solid financial performance. Strength in new products helped accelerate margin expansion with gross margins increasing 630 basis points to 53.0% and Adjusted EBITDA improving more than $4.0 million. We also generated meaningful cash flow and ended the quarter with $33.3 million in cash and no debt, further strengthening our financial position.”

Fiscal 2027 Outlook

“Our first quarter performance reinforces our confidence in our expectations for the year. We are maintaining our full-year guidance for net sales of $200 million to $210 million, and we are increasing our Adjusted EBITDA guidance to $14.5 million to $17.5 million. As we enter our seasonally stronger second and third quarters, we remain focused on delivering profitable growth while maintaining the financial flexibility to invest in our business and pursue opportunities that create long-term shareholder value.”

The Company does not provide a quantitative reconciliation of non-GAAP Adjusted EBITDA guidance in reliance on the “unreasonable efforts” exception for forward-looking non-GAAP measures set forth in SEC rules because certain financial information, the probable significance of which cannot be determined, is not available and cannot be reasonably estimated without unreasonable effort and expense.

Conference Call and Webcast

The Company will host a conference call and webcast today, Thursday, September 3, 2026, to discuss its first quarter fiscal 2027 financial and operational results. Speakers on the conference call will include Brian Murphy, President and Chief Executive Officer, and Andrew Fulmer, Chief Financial Officer. The conference call may include forward-looking statements and a discussion of non-GAAP financial measures. The conference call and webcast will begin at 5:00 p.m. Eastern Time (2:00 p.m. Pacific Time). Those interested in listening to the conference call via telephone may call directly at (833) 630-1956 and ask to join the American Outdoor Brands call. No RSVP is necessary. The conference call audio webcast can also be accessed live on the Company's website at www.aob.com, under the Investor Relations section.

Reconciliation of U.S. GAAP to Non-GAAP Financial Measures

In this press release, certain non-GAAP financial measures, including “non-GAAP net income (loss),” “Adjusted EBITDA,” and net sales adjusted for $6.0 million of orders that were accelerated by retailers from fiscal 2026 into the final weeks of fiscal 2025 are presented. A reconciliation of “non-GAAP net income (loss),” “Adjusted EBITDA,” and other non-GAAP financial measures is contained at the end of this press release. From time to time, the Company considers and uses these non-GAAP financial measures as supplemental measures of

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

operating performance in order to provide the reader with an improved understanding of underlying performance trends. The Company believes it is useful for itself and the reader to review, as applicable, both (1) GAAP measures that include (i) amortization of acquired intangible assets, (ii) stock compensation, (iii) contract exit costs, (iv) income tax adjustments, (v) interest income, (vi) income tax expense, and (vii) depreciation and amortization; and (2) the non-GAAP measures that exclude such information. The Company presents these non-GAAP measures because it considers them an important supplemental measure of its performance and believes the disclosure of such measures provides useful information to investors regarding the Company’s financial condition and results of operations. The Company’s definition of these adjusted financial measures may differ from similarly named measures used by others. The Company believes these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. These non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or as a substitute for the Company's GAAP measures. The principal limitations of these measures are that they do not reflect the Company's actual expenses and may thus have the effect of inflating its financial measures on a GAAP basis.

About American Outdoor Brands, Inc.

American Outdoor Brands, Inc. (NASDAQ Global Select: AOUT) is an innovation company that provides product solutions for outdoor enthusiasts, including hunting, fishing, camping, shooting, meat processing, outdoor cooking, and personal security and personal defense products. The Company produces innovative, high-quality products under brands including BOG®; BUBBA®; Caldwell®; Crimson Trace®; Frankford Arsenal®; Grilla®; Hooyman®; Imperial®; LaserLyte®; Lockdown®; MEAT! Your Maker®; Old Timer®; Schrade®; Tipton®; Uncle Henry®; and Wheeler®. For more information about all the brands and products from American Outdoor Brands, Inc., visit www.aob.com.

Safe Harbor Statement

Certain statements contained in this press release may be deemed to be forward-looking statements under federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. All statements other than statements of historical facts contained or incorporated herein by reference in this press release, including statements regarding our future operating results, future financial position, business strategy, objectives, goals, plans, prospects, markets, and plans and objectives for future operations, are forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “targets,” “contemplates,” “projects,” “predicts,” “may,” “might,” “plan,” “would,” “should,” “could,” “may,” “can,” “potential,” “continue,” “objective,” or the negative of those terms, or similar expressions intended to identify forward-looking statements. However, not all forward-looking statements contain these identifying words. Specific forward-looking statements in this press release include our beliefs that our strategy to build connected ecosystems around key growth brands deepens consumer engagement and loyalty, extends the value of our innovation beyond individual products, and creates multiple avenues for long-term growth, and that approach has the potential to extend to other brands in our portfolio over time; and our estimates and predictions under “Fiscal 2027 Outlook.” We caution that these statements are qualified by important risks, uncertainties, and other factors that could cause actual results to differ materially from those reflected by such forward-looking statements. Such factors include, among others, potential disruptions in our ability to source the materials necessary for the production of our products, disruptions and delays in the manufacture of our products, and difficulties encountered by retailers and other components of the distribution channel for our products; economic, social, political, legislative, and regulatory factors, such as the impact from changing economic policies, tariffs and supply chain constraints; the potential for product recalls, product liability, and other claims or lawsuits against us; inventory levels, both internally and in the distribution channel, in excess of demand; natural disasters, pandemics, seasonality, news events, political events, and consumer tastes;

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

future investments for capital expenditures; our ability to introduce new products that are successful in the marketplace; interruptions of our arrangements with third-party contract manufacturers and freight carriers that disrupt our ability to fill our customers’ orders; the features, quality, and performance of our products; the success of our strategies and marketing programs; lower levels of consumer spending in general and specific to our products or product categories; liquidity and anticipated cash needs and availability; increases in costs or decreases in availability of finished products, components, and raw materials; the uncertainty around tariff policies and potential recovery of tariffs paid that have been determined to be unlawful, and the potential for increased tariffs on our products, including additional tariffs that may be imposed by the current presidential administration; our ability to maintain or strengthen our brand recognition and reputation; risks associated with the distribution of our products and overall availability of labor; and other factors detailed from time to time in our reports filed with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the fiscal year ended April 30, 2026.

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except par value and share data)

As of:

July 31, 2026

(Unaudited) April 30, 2026

ASSETS

Current assets:

Cash and cash equivalents $ 33,275 $ 21,436

Accounts receivable, net of allowance for credit losses of $396 on July 31, 2026 and $419 on April 30, 2026 25,498 29,233

Inventories 100,313 91,889

Assets held for sale 633 734

Prepaid expenses 2,671 2,268

Other current assets 4,389 16,978

Income tax receivable 73 156

Total current assets 166,852 162,694

Property, plant, and equipment, net 8,815 9,327

Intangible assets, net 22,340 23,527

Right-of-use assets 30,270 30,710

Other assets 341 362

Total assets $ 228,618 $ 226,620

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable $ 15,288 $ 13,432

Accrued expenses 15,444 13,212

Accrued payroll and incentives 1,485 1,700

Lease liabilities, current 1,602 1,569

Total current liabilities 33,819 29,913

Lease liabilities, net of current portion 30,403 30,814

Total liabilities 64,222 60,727

Commitments and contingencies

Equity:

Preferred stock, $0.001 par value, 20,000,000 shares authorized, no shares issued or outstanding on July 31, 2026 and April 30, 2026 — —

Common stock, $0.001 par value, 100,000,000 shares authorized, 15,444,198 shares issued and 12,615,054 shares outstanding on July 31, 2026 and 15,288,148 shares issued and 12,459,004 shares outstanding on April 30, 2026 15 15

Additional paid in capital 283,358 283,327

Retained deficit (85,436) (83,908)

Treasury stock, at cost (2,829,144 shares on July 31, 2026 and April 30, 2026) (33,541) (33,541)

Total equity 164,396 165,893

Total liabilities and equity $ 228,618 $ 226,620

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

For the Three Months Ended July 31,

2026 2025

(Unaudited)

Net sales $ 37,254 $ 29,702

Cost of sales 17,519 15,844

Gross profit 19,735 13,858

Operating expenses:

Research and development 1,552 1,955

Selling, marketing, and distribution 12,278 10,520

General and administrative 8,021 8,202

Total operating expenses 21,851 20,677

Operating loss (2,116) (6,819)

Other income, net:

Other income, net 13 35

Interest income, net 576 7

Total other income, net 589 42

Loss from operations before income taxes (1,527) (6,777)

Income tax expense 1 52

Net loss $ (1,528) $ (6,829)

Net loss per share:

Basic and diluted $ (0.12) $ (0.54)

Weighted average number of common shares

outstanding:

Basic and diluted 12,550 12,719

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

For the Three Months Ended July 31,

2026 2025

(Unaudited)

Cash flows from operating activities:

Net loss $ (1,528) $ (6,829)

Adjustments to reconcile net loss to net cash provided by/(used in) operating activities:

Depreciation and amortization 2,382 3,042

Provision for credit losses on accounts receivable 23 (329)

Stock-based compensation expense 737 651

Changes in operating assets and liabilities:

Accounts receivable 3,712 17,912

Inventories (8,424) (21,070)

Other current assets 12,589 226

Accounts payable 1,771 7,234

Accrued liabilities 1,931 (2,026)

Other (154) (499)

Net cash provided by/(used in) operating activities 13,039 (1,688)

Cash flows from investing activities:

Payments to acquire patents and software (369) (70)

Payments to acquire property and equipment (125) (300)

Net cash used in investing activities (494) (370)

Cash flows from financing activities:

Payments to acquire treasury stock — (2,524)

Payment of employee withholding tax related to restricted stock units (706) (1,070)

Net cash used in financing activities (706) (3,594)

Net increase/(decrease) in cash and cash equivalents 11,839 (5,652)

Cash and cash equivalents, beginning of period 21,436 23,423

Cash and cash equivalents, end of period $ 33,275 $ 17,771

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP FINANCIAL MEASURES TO NON-GAAP FINANCIAL MEASURES

(In thousands, except per share data)

For the Three Months Ended July 31,

2026 2025

(Unaudited)

GAAP and Non-GAAP gross profit $ 19,735 $ 13,858

GAAP operating expenses $ 21,851 $ 20,677

Amortization of acquired intangible assets (1,168) (1,834)

Stock compensation (737) (651)

Other (161) —

Non-GAAP operating expenses $ 19,785 $ 18,192

GAAP operating loss $ (2,116) $ (6,819)

Amortization of acquired intangible assets 1,168 1,834

Stock compensation 737 651

Other 161 —

Non-GAAP operating loss $ (50) $ (4,334)

GAAP net loss $ (1,528) $ (6,829)

Amortization of acquired intangible assets 1,168 1,834

Stock compensation 737 651

Other 161 —

Income tax adjustments (123) 1,039

Non-GAAP net income/(loss) $ 415 $ (3,305)

GAAP net loss per share - diluted $ (0.12) $ (0.54)

Amortization of acquired intangible assets 0.09 0.14

Stock compensation 0.06 0.05

Other 0.01 —

Income tax adjustments (0.01) 0.08

Non-GAAP net income/(loss) per share - diluted $ 0.03 $ (0.26) (a)

(a)Non-GAAP net income/(loss) per share does not foot due to rounding.

1800 N Route Z

Columbia, MO 65202

(800) 338-9585

NASDAQ: AOUT

AMERICAN OUTDOOR BRANDS, INC. AND SUBSIDIARIES

RECONCILIATION OF GAAP NET LOSS TO NON-GAAP ADJUSTED EBITDA

(In thousands)

For the Three Months Ended July 31,

2026 2025

(Unaudited)

GAAP net loss $ (1,528) $ (6,829)

Interest income (576) (7)

Income tax expense 1 52

Depreciation and amortization 2,364 3,017

Stock compensation 737 651

Contract exit costs 58 —

Other 103 —

Non-GAAP Adjusted EBITDA $ 1,159 $ (3,116)

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 13e

-Subsection 4c

+ Details

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Balance Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14d

-Subsection 2b

+ Details

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Namespace Prefix:

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- Definition

Title of a 12(b) registered security.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b

+ Details

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Data Type:

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- Definition

Name of the Exchange on which a security is registered.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection d1-1

+ Details

Name:

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Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

+ Details

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Namespace Prefix:

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

+ Details

Name:

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Namespace Prefix:

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Data Type:

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Balance Type:

Period Type:

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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