Form 8-K - Current report

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) January 22, 2025

NVE Corporation
(Exact name of registrant as specified in its charter)

Minnesota	000-12196	41-1424202
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

	11409 Valley View Road, Eden Prairie, Minnesota	55344
	(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (952) 829-9217

(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))

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, $0.01 par value	NVEC	The NASDAQ Stock Market, LLC

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.

Furnished as Exhibit 99 is a press release of NVE Corporation reporting results for the quarter ended December 31, 2024.

Item 8.01. Other Events.

NVE Corporation announced that its Board of Directors approved a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable February 28, 2025 to shareholders of record as of February 3, 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 hereunto duly authorized.

Date January 22, 2025

NVE CORPORATION
(Registrant)

/s/ DANIEL NELSON
Daniel Nelson
Principal Financial Officer

INDEX TO EXHIBITS

Exhibit #	Description
99	Press release of NVE Corporation reporting results for the quarter ended December 31, 2024 and announcing a quarterly dividend.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

NVE Corporation Reports Third Quarter Results and Announces Quarterly Dividend

EDEN PRAIRIE, Minn.—January 22, 2025—NVE Corporation (Nasdaq: NVEC) announced today financial results for the quarter ended December 31, 2024.

Total revenue for the third quarter of fiscal 2025 decreased 25% to $5.06 million from $6.76 million for the prior-year quarter. The decrease was due to a 22% decrease in product sales and a 74% decrease in contract research and development revenue. Net income for the third quarter of fiscal 2025 decreased 27% to $3.05 million, or $0.63 per diluted share, compared to $4.18 million, or $0.87 per share, for the prior-year quarter.

For the first nine months of fiscal 2025, total revenue decreased 18% to $18.6 million from $22.7 million for the first nine months of the prior year. The decrease was due to a 20% decrease in product sales, partially offset by a 72% increase in contract research and development revenue. Net income decreased 16% to $11.2 million, or $2.31 per diluted share, from $13.3 million, or $2.75 per share, for the first nine months of fiscal 2024.

The company also announced a quarterly cash dividend to shareholders of $1.00 per share of common stock, payable February 28, 2025, to shareholders of record as of February 3, 2025.

“We are pleased to report solid earnings for the quarter and first nine months of the fiscal year, despite challenging industry conditions,” said NVE President and Chief Executive Officer Daniel A. Baker, Ph.D.

NVE is a leader in the practical commercialization of spintronics, a nanotechnology that relies on electron spin rather than electron charge to acquire, store, and transmit information. The company manufactures high-performance spintronic products including sensors and couplers that are used to acquire and transmit data.

Statements used in this press release that relate to future plans, events, financial results, or performance are forward-looking statements that are subject to certain risks and uncertainties including, among others, such factors as our reliance on several large customers for a significant percentage of revenue, uncertainties related to the economic environments in the industries we serve, uncertainties related to future sales and revenues, risks and uncertainties related to future dividend payments, as well as the risk factors listed from time to time in our filings with the SEC, including our Annual Report on Form 10-K for the fiscal year ended March 31, 2024.

###

NVE CORPORATION
STATEMENTS OF INCOME
QUARTERS AND NINE MONTHS ENDED DECEMBER 31, 2024 AND 2023
(Unaudited)

	Quarter Ended December 31,
	2024		2023
Revenue
Product sales	$	4,960,488	$	6,366,009
Contract research and development		102,557		390,251
Total revenue		5,063,045		6,756,260
Cost of sales		797,622		1,355,067
Gross profit		4,265,423		5,401,193
Expenses
Research and development		869,677		540,895
Selling, general, and administrative		434,783		389,311
Total expenses		1,304,460		930,206
Income from operations		2,960,963		4,470,987
Interest income		474,180		491,671
Other income		135,057		-
Income before taxes		3,570,200		4,962,658
Provision for income taxes		521,790		778,236
Net income	$	3,048,410	$	4,184,422
Net income per share – basic	$	0.63	$	0.87
Net income per share – diluted	$	0.63	$	0.87
Cash dividends declared per common share	$	1.00	$	1.00
Weighted average shares outstanding
Basic		4,835,262		4,833,401
Diluted		4,839,124		4,837,230

	Nine Months Ended December 31,
	2024		2023
Revenue
Product sales	$	17,680,780	$	22,183,223
Contract research and development		924,199		537,727
Total revenue		18,604,979		22,720,950
Cost of sales		2,720,370		5,034,556
Gross profit		15,884,609		17,686,394
Expenses
Research and development		2,595,808		1,920,095
Selling, general, and administrative		1,543,428		1,298,211
Provision for credit losses		-		9,514
Total expenses		4,139,236		3,227,820
Income from operations		11,745,373		14,458,574
Interest income		1,432,568		1,440,289
Other income		135,057		-
Income before taxes		13,312,998		15,898,863
Provision for income taxes		2,140,856		2,587,145
Net income	$	11,172,142	$	13,311,718
Net income per share – basic	$	2.31	$	2.75
Net income per share – diluted	$	2.31	$	2.75
Cash dividends declared per common share	$	3.00	$	3.00
Weighted average shares outstanding
Basic		4,834,382		4,832,992
Diluted		4,839,247		4,839,725

NVE CORPORATION BALANCE SHEETS DECEMBER 31 AND MARCH 31, 2024

	(Unaudited) December 31, 2024			March 31, 2024
ASSETS
Current assets
Cash and cash equivalents	$	5,485,684		$	10,283,550
Marketable securities, short-term (amortized cost of $14,993,163 as of December 31, 2024, and $12,283,630 as of March 31, 2024)		14,907,252			11,917,779
Accounts receivable, net of allowance for credit losses of $15,000		1,355,064			3,144,833
Inventories		7,787,624			7,158,585
Prepaid expenses and other assets		736,481			689,349
Total current assets		30,272,105			33,194,096
Fixed assets
Machinery and equipment		11,663,886			10,501,096
Leasehold improvements		1,956,309			1,956,309
		13,620,195			12,457,405
Less accumulated depreciation and amortization		11,645,199			11,403,383
Net fixed assets		1,974,996			1,054,022
Deferred tax assets		1,689,207			1,453,704
Marketable securities, long-term (amortized cost of $29,996,231 as of December 31, 2024, and $31,417,890 as of March 31, 2024)		29,704,367			30,788,301
Right-of-use asset – operating lease		947,889			289,910
Total assets	$	64,588,564		$	66,780,033

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	154,683		$	127,154
Accrued payroll and other		511,589			729,215
Operating lease		84,838			179,372
Total current liabilities		751,110			1,035,741
Operating lease		864,966			175,775
Total liabilities		1,616,076			1,211,516

Shareholders’ equity
Common stock		48,372			48,337
Additional paid-in capital		19,806,845			19,554,812
Accumulated other comprehensive loss		(295,358	)		(777,637	)
Retained earnings		43,412,629			46,743,005
Total shareholders’ equity		62,972,488			65,568,517
Total liabilities and shareholders’ equity	$	64,588,564		$	66,780,033

Document and Entity Information	Jan. 22, 2025
Details
Registrant CIK	0000724910
Document Type	8-K
Document Period End Date	Jan. 22, 2025
Document Effective Date	Jan. 22, 2025
Entity Registrant Name	NVE Corp
Entity Incorporation, State or Country Code	MN
Securities Act File Number	000-12196
Entity Tax Identification Number	41-1424202
Entity Address, Address Line One	11409 Valley View Road
Entity Address, City or Town	Eden Prairie
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55344
Entity Address, Address Description	Address of principal executive offices
Phone Fax Number Description	Registrant’s telephone number, including area code
City Area Code	952
Local Phone Number	829-9217
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	NVEC
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false