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Form 8-K

sec.gov

8-K — STANDEX INTERNATIONAL CORP/DE/

Accession: 0001437749-26-014956

Filed: 2026-05-05

Period: 2026-04-30

CIK: 0000310354

SIC: 3580 (REFRIGERATION & SERVICE INDUSTRY MACHINERY)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — sxi20260430_8k.htm (Primary)

EX-99 — EXHIBIT 99 (ex_956726.htm)

GRAPHIC (standex.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: sxi20260430_8k.htm · Sequence: 1

sxi20260430_8k.htm

false

0000310354

0000310354

2026-04-30

2026-04-30

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): April 30, 2026

STANDEX INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

1-7233

31-0596149

(State or other jurisdiction of

incorporation or organization)

(Commission

File Number)

(IRS Employer

Identification No.)

23 Keewaydin Drive, Salem, New Hampshire

03079

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (603) 893-9701

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 $1.50 Per Share

SXI

New York Stock Exchange

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 (see General Instruction A.2. below):

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

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

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

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

Emerging growth company  ☐

If an emerging growth company, indicates 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.  ☐

Standex International Corporation

SECTION 2 – FINANCIAL INFORMATION

ITEM 2.02 – RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS

On April 30, 2026, the registrant issued a press release announcing earnings for the third quarter ended March 31, 2026. A copy of the release is furnished herewith as Exhibit 99 and is incorporated herein by reference. This Current Report on Form 8-K and the press release attached hereto are being furnished by Standex International Corporation pursuant to item 2.02 of Form 8-K.

SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c)   Exhibits – The following exhibit is provided as part of the information furnished under Item 2.02 of this Current Report on Form 8-K.

Exhibit No.

Description

99

Press Release of Standex International Corporation dated April 30, 2026 regarding Third Quarter Financial Results

104

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

FORWORD-LOOKING STATEMENTS

This current report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Act of 1995 (the “Act”) that are intended to come within the safe harbor protection provided by the Act. By their nature, all forward-looking statements involve risks and uncertainties, and actual results may differ materially from those contemplated by the forward-looking statements. Several factors that could materially effect the Corporation’s actual results are identified in the press release as well as in the Corporation’s Annual Report on Form 10-K, as amended, for the fiscal year ended June 30, 2025.

SIGNATURE

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.

STANDEX INTERNATIONAL CORPORATION

(Registrant)

/s/

Ademir Sarcevic

Ademir Sarcevic

Chief Financial Officer

Date: May 5, 2026

Signing on behalf of the registrant and as principal financial officer

EX-99 — EXHIBIT 99

EX-99

Filename: ex_956726.htm · Sequence: 2

ex_956726.htm

Exhibit 99

NEWS RELEASE

STANDEX INTERNATIONAL CORPORATION ■ SALEM, NH 03079 ■ TEL (603) 893-9701 ■ WEB www.standex.com

STANDEX REPORTS FISCAL THIRD QUARTER 2026 FINANCIAL RESULTS

In Q3 FY26, Sales Increased 8.1% YOY to $224.6 Million; New Products Sales Grew ~40% and Sales into Fast Growth Markets Contributed >30% of Total Sales

In Q3 FY26, Sales Increased 6.5% YOY Organically; Electronics Increased 6.8% YOY Organically

Book to Bill of 1.05; Electronics Book to Bill of 1.14

Q3 FY26 GAAP Operating Margin of 40.4%; Adjusted Operating Margin of 19.7%, Up 30 bps YOY

Continued Portfolio Simplification with Federal Industries’ Divestiture; Leverage Ratio Reduced to 1.9x

Expect ~$100 Million of Incremental Sales in FY26 After Federal Divestiture; Fast Growth Market Sales to Grow ~45% to ~$270 Million; Plan to Release >15 New Products Contributing ~300bps of Growth

SALEM, NH – April 30, 2026 – Standex International Corporation (NYSE: SXI) today reported financial results for the third quarter of fiscal year 2026 ended March 31, 2026.

Summary Financial Results - Total

($M except EPS and Dividends)

3Q26

3Q25

2Q26

Y/Y

Q/Q

Net Sales

$

224.6

$

207.8

$

221.3

8.1

%

1.5

%

Operating Income – GAAP

$

90.8

$

26.3

$

35.6

246.0

%

155.3

%

Operating Income – Adjusted

$

44.2

$

40.3

$

42.2

9.5

%

4.8

%

Operating Margin % - GAAP

40.4

%

12.6

%

16.1

%

2780 bps

2430 bps

Operating Margin % - Adjusted

19.7

%

19.4

%

19.0

%

30 bps

70 bps

Net Income from Continuing Ops – GAAP

$

68.6

$

22.8

$

20.6

201.3

%

232.6

%

Net Income from Continuing Ops – Adjusted

$

26.7

$

23.5

$

25.1

13.5

%

6.5

%

EBITDA

$

99.4

$

35.7

$

45.1

178.7

%

120.7

%

EBITDA margin

44.3

%

17.2

%

20.4

%

2710 bps

2390 bps

Adjusted EBITDA

$

48.4

$

45.3

$

47.2

6.9

%

2.6

%

Adjusted EBITDA margin

21.6

%

21.8

%

21.3

%

- 20 bps

30 bps

Diluted EPS – GAAP

$

5.56

$

1.81

$

0.17

207.3

%

3170.6

%

Diluted EPS – Adjusted

$

2.21

$

1.95

$

2.08

13.5

%

6.3

%

Dividends per Share

$

0.34

$

0.32

$

0.34

6.3

%

0.0

%

Free Cash Flow

$

6.3

$

3.5

$

13.0

81.5

%

-51.6

%

Net Debt to EBITDA

1.9x

3.0x

2.3x

-36.7

%

-17.4

%

Commenting on the quarter’s results, President and Chief Executive Officer David Dunbar said, “We delivered another quarter with year-on-year organic growth and strong operating performance. Our sales increased 8.1% year-on-year to $224.6 million driven by 8% contribution from new products and more than 30% contribution from sales into fast growth markets. We realized 6.5% organic growth with a book to bill of 1.05. Our Electronics segment grew 6.8% organically with a book to bill of 1.14. We are well positioned to deliver mid-to-high single-digit organic growth again in the fiscal fourth quarter, primarily driven by new product launches, and strong tailwinds in the electrical grid, space, defense and aviation end markets. Sales from fast growth markets totaled approximately $69 million in the fiscal third quarter and are expected to reach approximately $270 million for the full fiscal year 2026.

1

Adjusted operating margin expanded by 30 basis points year-on-year to 19.7%. We paid down approximately $62 million of debt in the fiscal third quarter, and our net leverage ratio was reduced to 1.9x.

On March 6th, we completed the divestiture of Federal Industries at an enterprise value of approximately $70 million. The divestiture supports continued portfolio simplification and enables us to focus on larger businesses and fast growth end market opportunities. As such, we will now report under the four operating segments of Electronics, Aerospace & Defense (formerly Engineering Technologies), Scientific, and Engraving & Hydraulics.”

Fiscal Fourth Quarter 2026 Outlook

In fiscal fourth quarter 2026, on a year-on-year basis, the Company expects slightly to moderately higher revenue, driven by mid-to-high single digit organic growth from higher sales into fast growth end markets and increased new product sales, partially offset by the impact on revenue from the recently completed divestiture of Federal Industries. The Company expects slightly lower adjusted operating margin as contributions from organic growth and realization of productivity actions are more than offset by growth investments, higher medical costs, and increased variable compensation expenses.

On a sequential basis, the Company expects slightly higher revenue, driven by increased contributions from fast growth end markets and new product sales, and slightly to moderately higher adjusted operating margin due to higher volume and pricing and productivity initiatives, partially offset by growth investments.

Fiscal Year 2026 Outlook

The Company’s prior fiscal year 2026 sales outlook included a full year contribution from Federal Industries. Considering the divestiture of Federal Industries and barring any unforeseen economic, global trade, or tariffs related disruptions, the Company now expects revenue to grow by approximately $100 million in fiscal year 2026, which will continue to be driven by mid-to-high single digit organic growth in Electronics and double-digit organic growth in Aerospace & Defense. The Company remains on course to release over fifteen new products that it expects will contribute approximately 300 bps of incremental growth. Sales from fast growth markets are on track to grow approximately 45% year-on-year and reach approximately $270 million.

Third Quarter Segment Operating Performance

The Engineering Technologies segment has been re-named as the Aerospace & Defense segment. The Company believes this name change will improve understanding of the business and its end markets. The Hydraulics business has been combined with the Engraving business under Engraving & Hydraulics segment. As a result, the Company will now report under the four operating segments of Electronics, Aerospace & Defense, Scientific, and Engraving & Hydraulics.

Electronics (53% of sales; 66% of segment adjusted operating income)

3Q26

3Q25

% Change

Electronics ($M)

Revenue

119.7

111.3

7.6

%

GAAP Operating Income

31.7

25.5

24.3

%

GAAP Operating Margin %

26.4

22.9

Adjusted Operating Income

35.1

33.2

5.9

%

Adjusted Operating Margin %

29.3

29.8

Revenue increased approximately $8.4 million or 7.6% year-on-year, reflecting organic growth of 6.8% and a foreign currency benefit of 0.8%. Organic growth was driven by sales into fast growth markets and increased new product sales. Adjusted operating income increased approximately $1.9 million or 5.9% year-on-year due to higher volume, pricing initiatives, and product mix, partially offset by growth investments.

The segment had a book-to-bill ratio of approximately 1.14 in the fiscal third quarter, with orders of approximately $136 million.

2

In fiscal fourth quarter 2026, on a sequential basis, the Company expects slightly to moderately higher revenue, reflecting higher sales into fast growth end markets and increased new product sales. The Company expects slightly higher adjusted operating margin due to higher revenue, partially offset by continued growth investments.

Aerospace & Defense (16% of sales; 12% of segment adjusted operating income)

3Q26

3Q25

% Change

Aerospace & Defense ($M)

Revenue

36.6

27.4

33.7

%

GAAP Operating Income

5.8

3.4

70.9

%

GAAP Operating Margin %

16.0

12.5

Adjusted Operating Income

6.6

5.1

29.4

%

Adjusted Operating Margin %

18.0

18.6

Revenue increased approximately $9.2 million or 33.7% year-on-year reflecting organic growth of 20.8%, a 12.2% benefit from the McStarlite acquisition, and a foreign currency benefit of 0.7%. Organic growth was primarily driven by increased projects activity in the commercialization of space end market. Adjusted operating income increased approximately $1.5 million or 29.4% year-on-year reflecting higher volume.

In fiscal fourth quarter 2026, on a sequential basis, the Company expects slightly to moderately higher revenue due to growth in new product sales and more favorable project timing, and slightly to moderately higher adjusted operating margin due to higher volume and realization of productivity initiatives.

Scientific (8% of sales; 7% of segment adjusted operating income)

3Q26

3Q25

% Change

Scientific ($M)

Revenue

18.0

18.3

-1.7

%

GAAP Operating Income

3.7

3.9

-4.8

%

GAAP Operating Margin %

20.6

21.3

Adjusted Operating Income

3.9

4.1

-4.8

%

Adjusted Operating Margin %

21.9

22.6

Revenue decreased approximately $0.3 million or 1.7% year-on-year reflecting an organic decline of 1.7% from lower demand at academic and research institutions that were impacted by NIH funding cuts. Adjusted operating income decreased approximately $0.2 million or 4.8% year-on-year due to lower sales.

In fiscal fourth quarter 2026, on a sequential basis, the Company expects slightly higher revenue and similar adjusted operating margin due to product mix.

3

Engraving & Hydraulics (20% of sales; 12% of segment adjusted operating income)

3Q26

3Q25

% Change

Engraving & Hydraulics ($M)

Revenue

44.8

43.8

2.2

%

GAAP Operating Income

6.1

5.0

22.0

%

GAAP Operating Margin %

13.6

11.3

Adjusted Operating Income

6.4

5.3

20.1

%

Adjusted Operating Margin %

14.3

12.2

Revenue increased approximately $1.0 million or 2.2% year-on-year reflecting a foreign currency benefit of 4.0%, partially offset by an organic decline of 1.8%. The organic decline was primarily driven by general market weakness for hydraulics cylinders. Engraving services had organic growth of 4.0%, driven by slightly improved demand in North America and Asia. Adjusted operating income increased approximately $1.1 million or 20.1% year-on-year due to higher sales and the realization of previously executed restructuring actions.

In fiscal fourth quarter 2026, on a sequential basis, the Company expects slightly lower revenue and similar to slightly higher adjusted operating margin from realization of productivity initiatives.

Capital Allocation

Interest: In fiscal fourth quarter 2026, the Company expects interest expense of approximately $6.8 to $7.0 million.

Share Repurchase: During the fiscal third quarter of 2026, the Company did not repurchase shares. There was approximately $28 million remaining on the Company’s current share repurchase authorization at the end of the fiscal third quarter 2026.

Capital Expenditures: In fiscal third quarter 2026, the Company’s capital expenditures were $5.6 million compared to $6.1 million in the fiscal third quarter of 2025. The Company expects fiscal year 2026 capital expenditures between $27 million and $30 million. Capital expenditures were $28.3 million in fiscal year 2025.

Dividend: On April 23, 2026, the Company declared a quarterly cash dividend of $0.34 per share, an approximately 6.3% year-on-year increase. The dividend is payable May 22, 2026, to shareholders of record on May 8, 2026.

Balance Sheet and Cash Flow Highlights

Net Debt: Standex had net (cash) debt of $369.1 million on March 31, 2026, compared to $470.4 million at the end of fiscal third quarter 2025. Net (cash) debt for the third quarter of 2026 consisted primarily of long-term debt of $472.8 million and cash and equivalents of $103.7 million.

Cash Flow: Net cash provided by continuing operating activities for the three months ended March 31, 2026, was $11.9 million compared to $9.6 million in the prior year’s quarter. Free cash flow after capital expenditures was $6.3 million compared to free cash flow after capital expenditures of $3.5 million in the fiscal third quarter of 2025.

Conference Call Details

Standex will host a conference call for investors tomorrow, May 1, 2026, at 8:30 a.m. ET. On the call, David Dunbar, President and CEO, and Ademir Sarcevic, CFO, will review the Company’s financial results and business and operating highlights. Investors interested in listening to the webcast and viewing the slide presentation should log on to the “Investors” section of Standex’s website under the subheading, “Events and Presentations,” located at www.standex.com.

A replay of the webcast will also be available on the Company’s website shortly after the conclusion of the presentation online through May 1, 2027. To listen to the teleconference playback, please dial in the U.S. (888) 660-6345 or (646) 517-4150 internationally; the passcode is 06832#. The audio playback via phone will be available through May 8, 2026. The webcast replay can be accessed in the “Investor Relations” section of the Company’s website, located at www.standex.com.

4

Use of Non-GAAP Financial Measures

In addition to the financial measures prepared in accordance with generally accepted accounting principles (“GAAP”), the Company uses certain non-GAAP financial measures, including non-GAAP adjusted income from operations, non-GAAP adjusted net income from continuing operations, free operating cash flow, EBITDA (earnings before interest, taxes, depreciation and amortization) adjusted EBITDA, adjusted EBITDA to net debt, and adjusted earnings per share. The attached financial tables reconcile non-GAAP measures used in this press release to the most directly comparable GAAP measures. The Company believes that the use of non-GAAP measures which exclude the impact of restructuring charges, purchase accounting, amortization from acquired intangible assets, insurance recoveries, discrete tax events, gain or loss on sale of a business unit, acquisition costs, and litigation costs help investors to obtain a better understanding of our operating results and prospects, consistent with how management measures and forecasts the Company's performance, especially when comparing such results to previous periods. An understanding of the impact in a particular quarter of specific restructuring costs, acquisition expenses, or other gains and losses, on net income (absolute as well as on a per-share basis), operating income or EBITDA can give management and investors additional insight into core financial performance, especially when compared to quarters in which such items had a greater or lesser effect, or no effect. Non-GAAP measures should be considered in addition to, and not as a replacement for, the corresponding GAAP measures, and may not be comparable to similarly titled measures reported by other companies.

About Standex

Standex International Corporation is a multi-industry manufacturer in four broad business segments: Electronics, Aerospace and Defense, Scientific, and Engraving & Hydraulics with operations in the United States, Europe, Canada, Japan, Singapore, Mexico, Turkey, India, and China. For additional information, visit the Company's website at http://standex.com/.

5

Forward-Looking Statements

Statements contained in this Press Release that are not based on historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of forward-looking terminology such as “should,” “could,” “may,” “will,” “expect,” “believe,” “estimate,” “anticipate,” “intend,” “continue,” or similar terms or variations of those terms or the negative of those terms. There are many factors that affect the Company’s business and the results of its operations and that may cause the actual results of operations in future periods to differ materially from those currently expected or anticipated. These factors include, but are not limited to: the impact of global crises or catastrophic events on employees, our supply chain, and the demand for our products and services around the world; materially adverse or unanticipated legal judgments, fines, penalties or settlements; conditions in the financial and banking markets, including fluctuations in exchange rates and the inability to repatriate foreign cash; domestic and international economic conditions, including the impact, length and degree of economic downturns on the customers and markets we serve and more specifically conditions in the electrical grid, automotive, construction, aerospace, defense, transportation, food service equipment, consumer appliance, energy, oil and gas and general industrial markets; lower-cost competition; the relative mix of products which impact margins and operating efficiencies in certain of our businesses; the impact of higher raw material and component costs, particularly steel, certain materials used in electronics parts, petroleum based products, and refrigeration components; the impact of higher transportation and logistics costs, especially with respect to transportation of goods from Asia; the impact of inflation on the costs of providing our products and services; an inability to realize the expected cost savings from restructuring activities including effective completion of plant consolidations, cost reduction efforts including procurement savings and productivity enhancements, capital management improvements, strategic capital expenditures, and the implementation of lean enterprise manufacturing techniques; the potential for losses associated with the exit from or divestiture of businesses that are no longer strategic or no longer meet our growth and return expectations; the inability to achieve the savings expected from global sourcing of raw materials and diversification efforts in emerging markets; the impact on cost structure and on economic conditions as a result of actual and threatened increases in trade tariffs; the inability to attain expected benefits from acquisitions and the inability to effectively consummate and integrate such acquisitions and achieve synergies envisioned by the Company; increased costs from acquisitions to improve and coordinate managerial, operational, financial, and administrative systems, including internal controls over financial reporting and compliance with the Sarbanes-Oxley Act of 2002, and other costs related to such systems in connection with acquired businesses; market acceptance of our products; our ability to design, introduce and sell new products and related product components; the ability to redesign certain of our products to continue meeting evolving regulatory requirements; the impact of delays initiated by our customers; our ability to increase manufacturing production to meet demand including as a result of labor shortages; the impact on our operations of any successful cybersecurity attacks; and potential changes to future pension funding requirements. For a more comprehensive discussion of these and other factors, see the “Risk Factors” section of the Company’s most recent annual report on Form 10-K filed with the SEC and available on the Company’s website. In addition, any forward-looking statements represent management's estimates only as of the day made and should not be relied upon as representing management's estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, the Company and management specifically disclaim any obligation to do so, even if management's estimates change.

Contact:

Christopher Howe

Director of Investor Relations

(773) 754-5394

e-mail: InvestorRelations@Standex.com

6

Standex International Corporation

Condensed Consolidated Balance Sheets

(unaudited)

March 31,

June 30,

(In thousands)

2026

2025

ASSETS

Current assets:

Cash and cash equivalents

$

103,725

104,542

Accounts receivable, net

179,695

172,702

Inventories

129,563

129,994

Prepaid expenses and other current assets

69,736

73,641

Total current assets

482,719

480,879

Property, plant, equipment, net

152,581

160,364

Intangible assets, net

204,855

225,757

Goodwill

585,503

610,338

Deferred tax asset

9,786

11,971

Operating lease right-of-use asset

45,812

47,998

Other non-current assets

45,521

29,573

Total non-current assets

1,044,058

1,086,001

Total assets

$

1,526,777

$

1,566,880

LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable

$

77,361

88,001

Accrued liabilities

64,180

63,204

Income taxes payable

16,864

15,770

Total current liabilities

158,405

166,975

Long-term debt

472,841

552,515

Operating lease long-term liabilities

36,586

40,057

Accrued pension and other non-current liabilities

60,539

67,743

Total non-current liabilities

569,966

660,315

Redeemable non-controlling interest

44,227

27,913

Stockholders' equity:

Common stock

41,976

41,976

Additional paid-in capital

142,396

136,082

Retained earnings

1,198,976

1,126,851

Accumulated other comprehensive loss

(198,941

)

(164,765

)

Treasury shares

(430,228

)

(428,467

)

Total stockholders' equity

754,179

711,677

Total liabilities, redeemable noncontrolling interest and stockholders' equity

$

1,526,777

$

1,566,880

7

Standex International Corporation

Consolidated Statement of Operations

(unaudited)

Three Months Ended

Nine Months Ended

March 31,

March 31,

March 31,

March 31,

(In thousands, except per share data)

2026

2025

2026

2025

Net sales

$

224,595

207,780

$

663,346

$

568,058

Cost of sales

132,663

125,350

388,749

344,108

Gross profit

91,932

82,430

274,597

223,950

Selling, general and administrative expenses

48,067

47,564

149,063

130,796

(Gain) loss on sale of business

(56,837

)

-

(56,837

)

-

Restructuring costs

2,989

1,976

9,425

3,982

Amortization of acquired intangible assets

4,374

4,485

13,350

9,965

Acquisition related costs

2,513

2,152

3,562

20,392

Income from operations

90,826

26,253

156,034

58,815

Interest expense

7,328

8,363

24,154

14,915

Other non-operating (income) expense, net

828

309

1,054

1,171

Total

8,157

8,672

25,208

16,086

Income from continuing operations before income taxes

82,669

17,581

130,826

42,729

Provision for income taxes

14,037

(5,197

)

25,738

475

Net income from continuing operations

68,632

22,778

105,088

42,254

Income (loss) from discontinued operations, net of tax

(115

)

(52

)

(94

)

(56

)

Net income

68,517

22,726

104,994

42,198

Less: net income attributable to redeemable noncontrolling interest

755

846

2,076

1,264

Less: change of redeemable noncontrolling interest to redemption value

784

-

18,763

-

Net income attributable to Standex International

$

66,978

$

21,880

$

84,155

$

40,934

Basic earnings per share:

Income (loss) from discontinued operations

(0.01

)

-

(0.01

)

-

Total income (loss) attributable to Standex International

$

5.57

$

1.83

$

7.00

$

3.44

Diluted earnings per share:

Income (loss) from discontinued operations

(0.01

)

-

(0.01

)

-

Total income (loss) attributable to Standex International

$

5.56

$

1.81

$

6.99

$

3.41

Average Shares Outstanding

Basic

12,048

11,986

12,033

11,906

Diluted

12,062

12,059

12,053

11,997

8

Standex International Corporation and Subsidiaries

Statements of Consolidated Cash Flows

(unaudited)

Nine Months Ended

March 31,

(In thousands)

2026

2025

Cash Flows from Operating Activities

Net income

$

104,994

42,198

Income (loss) from discontinued operations

(94

)

(56

)

Income from continuing operations

105,088

42,254

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

29,249

25,310

Stock-based compensation

6,578

7,878

Non-cash portion of restructuring charge

575

(401

)

(Gain) loss on sale of business

(56,837

)

-

Contributions to defined benefit plans

(5,352

)

(6,153

)

Net changes in operating assets and liabilities

(29,884

)

(32,675

)

Net cash provided by operating activities - continuing operations

49,417

36,213

Net cash provided by (used in) operating activities - discontinued operations

(286

)

(42

)

Net cash provided by (used in) operating activities

49,131

36,171

Cash Flows from Investing Activities

Capital Expenditures

(19,674

)

(19,762

)

Expenditures for acquisitions, net of cash acquired

-

(477,381

)

Proceeds from the sale of business

68,299

-

Other investing activities

(423

)

3,800

Net cash provided by (used in) investing activities

48,202

(493,343

)

Cash Flows from Financing Activities

Proceeds from borrowings

-

792,313

Payments of debt

(80,000

)

(362,109

)

Contingent consideration payment

(330

)

-

Activity under share-based payment plans

1,775

2,019

Purchase of treasury stock

(3,800

)

(9,582

)

Distributions to non-controlling interests

(2,324

)

-

Cash dividends paid

(12,135

)

(11,197

)

Other financing activities

-

-

Net cash provided by (used in) financing activities

(96,814

)

411,444

Effect of exchange rate changes on cash

(1,336

)

1,335

Net changes in cash and cash equivalents

(817

)

(44,393

)

Cash and cash equivalents at beginning of year

104,542

154,203

Cash and cash equivalents at end of period

$

103,725

$

109,810

9

Standex International Corporation

Selected Segment Data

(unaudited)

Three Months Ended

Nine Months Ended

March 31,

March 31,

(In thousands)

2026

2025

2026

2025

Net Sales

Electronics

$

119,707

$

111,283

$

345,928

$

284,939

Aerospace & Defense

36,591

27,375

97,121

70,555

Scientific

17,979

18,292

56,931

54,462

Engraving & Hydraulics

44,780

43,815

139,913

132,321

Other

5,538

7,015

23,453

25,781

Total

$

224,595

$

207,780

$

663,346

$

568,058

Income from operations

Electronics

$

31,656

$

25,471

$

89,705

$

59,918

Aerospace & Defense

5,841

3,417

13,836

11,120

Scientific

3,708

3,895

12,874

13,362

Engraving & Hydraylics

6,138

4,974

20,959

18,178

Other

762

1,362

4,046

5,214

Restructuring

(2,989

)

(1,976

)

(9,425

)

(3,982

)

Gain (loss) on sale of business

56,837

-

56,837

-

Acquisition related costs

(2,513

)

(2,152

)

(3,562

)

(20,392

)

Corporate

(8,614

)

(8,738

)

(29,236

)

(24,603

)

Total

$

90,826

$

26,253

$

156,034

$

58,815

10

Standex International Corporation

Reconciliation of GAAP to Non-GAAP Financial Measures

(unaudited)

Three Months Ended

NineMonths Ended

March 31,

March 31,

(In thousands, except percentages)

2026

2025

% Change

2026

2025

% Change

Adjusted income from operations and adjusted net income from continuing operations:

Net Sales

$

224,595

$

207,780

8.1

%

$

663,346

$

568,058

16.8

%

Income from operations, as reported

$

90,826

$

26,253

246.0

%

$

156,034

$

58,815

165.3

%

Income from operations margin

40.4

%

12.6

%

23.5

%

10.4

%

Adjustments:

Restructuring charges

2,989

1,976

9,425

3,982

Acquisition-related costs

2,513

2,152

3,562

20,392

Amortization of acquired intangible assets

4,374

4,485

13,350

9,965

Litigation (settlement refund) charge

-

-

100

-

(Gain) loss on sale of business

(56,837

)

-

(56,837

)

-

Purchase accounting expenses

331

5,479

2,316

11,676

Adjusted income from operations

$

44,196

$

40,345

9.5

%

$

127,950

$

104,830

22.1

%

Adjusted income from operations margin

19.7

%

19.4

%

19.3

%

18.5

%

Interest and other income (expense), net

(8,157

)

(8,672

)

(25,208

)

(16,086

)

Foreign currency related (gain) loss on acquisition and divestiture activities

-

-

-

554

Provision for income taxes

(14,037

)

5,197

(25,738

)

(475

)

Discrete and other tax items

-

(9,321

)

-

(8,946

)

Tax impact of above adjustments

5,458

(3,173

)

892

(10,314

)

Net income from continuing operations, as adjusted

27,461

24,375

77,896

69,563

Less: net income attributable to redeemable noncontrolling interest

1,539

846

20,839

1,264

Add back: change of redeemable noncontrolling interest to redemption value per the acquisition agreement

(784

)

-

(18,763

)

-

Net income from continuing operations attributable to Standex, as adjusted

$

26,706

$

23,530

13.5

%

$

75,820

$

68,299

11.0

%

EBITDA and Adjusted EBITDA:

Net income (loss) from continuing operations, as reported

$

68,632

$

22,778

201.3

%

$

105,088

$

42,254

Net income from continuing operations margin

30.6

%

11.0

%

15.8

%

7.4

%

Add back:

Provision for income taxes

14,037

(5,197

)

25,738

475

Interest expense

7,328

8,363

24,154

14,915

Depreciation and amortization

9,448

9,744

29,249

25,310

EBITDA

$

99,446

$

35,688

178.7

%

$

184,229

$

82,954

122.1

%

EBITDA Margin

44.3

%

17.2

%

27.8

%

14.6

%

Adjustments:

Restructuring charges

2,989

1,976

9,425

3,982

Acquisition-related costs

2,513

2,152

3,562

20,392

Litigation (settlement refund) charge

-

-

100

-

(Gain) loss on sale of business

(56,837

)

-

(56,837

)

-

Purchase accounting expenses

331

5,479

2,316

11,676

Adjusted EBITDA

$

48,441

$

45,295

6.9

%

$

142,795

$

119,004

20.0

%

Adjusted EBITDA Margin

21.6

%

21.8

%

21.5

%

20.9

%

Free operating cash flow:

Net cash provided by operating activities - continuing operations, as reported

$

11,904

$

9,551

$

49,417

$

36,213

Less: Capital expenditures

(5,590

)

(6,072

)

(19,674

)

(19,762

)

Free cash flow from continuing operations

$

6,314

$

3,479

$

29,743

$

16,451

11

Standex International Corporation

Reconciliation of GAAP to Non-GAAP Financial Measures

(unaudited)

Three Months Ended

NineMonths Ended

March 31,

March 31,

Adjusted earnings per share from continuing operations

2026

2025

%

Change

2026

2025

% Change

Diluted earnings per share from continuing operations attributable to Standex, as reported

$

5.56

$

1.81

207.3

%

$

6.99

$

3.41

105.0

%

Adjustments:

Restructuring charges

0.19

0.13

0.59

0.25

Acquisition-related costs

0.16

0.14

0.23

1.36

Amortization of acquired intangible assets

0.28

0.29

0.84

0.63

Litigation (settlement refund) charge

-

-

0.01

-

(Gain) loss on sale of business

(4.06

)

-

(4.06

)

-

Foreign currency related (gain) loss on acquisition and divestiture activities

-

-

-

0.04

Discrete tax items

-

(0.77

)

-

(0.74

)

Purchase accounting expenses

0.02

0.35

0.15

0.74

Change of redeemable noncontrolling interest to redemption value per the acquisition agreement

0.06

-

1.56

-

Diluted earnings per share from continuing operations attributable to Standex, as adjusted

$

2.21

$

1.95

13.5

%

$

6.29

$

5.69

10.6

%

12

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Apr. 30, 2026

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City Area Code

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