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): February 16, 2024

National Presto Industries, Inc.

(Exact name of registrant as specified in this chapter)


Wisconsin	1-2451	39-0494170
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


3925 North Hastings Way Eau Claire, Wisconsin		54703-3703
(Address of principal executive office)		(Zip Code)

Registrant’s telephone number, including area code: 715-839-2121

N/A

(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:

☐	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 240.13a-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, $1.00 par value	NPK	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 February 16, 2024, the Registrant issued a press release regarding the registrant’s results of operations for the year ended December 31, 2023. The full text of the press release is filed as Exhibit 99.1 to this Form 8-K. Such Exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 8.01 Other Events

The Registrant announced two recent Defense Segment awards totaling $44.2 million for 40mm cartridges in support of Ukraine and warheads for the Small Diameter Bomb program. Completion of both awards is scheduled to occur in 2024. The press release referenced above in Item 2.02 describes the awards.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No.	Description
99.1	Press Release of National Presto Industries, Inc. dated February 16, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward looking statements in this Form 8-K are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are certain important factors that could cause results to differ materially from those anticipated by some of the statements made herein. Investors are cautioned that all forward looking statements involve risks and uncertainty. In addition to the factors discussed above, among the other factors that could cause actual results to differ materially are the following: government defense spending and defense requirements; termination for the convenience of the government; interest rates; continuity of relationships with and purchases by the United States Government and other major customers; unexpected problems or events experienced by subcontractors, team members, or their respective suppliers or subcontractors; product mix; competitive pressure on pricing; increases in material, freight/shipping, labor or other production costs that cannot be recouped through pricing; and such other factors as may be described from time to time in the Registrant’s SEC filings.

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.

	National Presto Industries, Inc.
	(Registrant)

Date: February 20, 2024	By:	/s/ Maryjo Cohen
		(Signature) Maryjo Cohen, President
		and Chief Executive Officer

Exhibit 99.1


NEWS RELEASE	CONTACT: David Peuse
FOR IMMEDIATE RELEASE	(715) 839-2146

NATIONAL PRESTO INDUSTRIES, INC. ANNOUNCES INCREASED 2023 SALES AND EARNINGS, 2024 DIVIDEND AND TWO DEFENSE CONTRACT AWARDS

Eau Claire, Wisconsin (February 16, 2024) -- National Presto Industries, Inc. (NYSE: NPK) announced today 2023 sales and earnings, as shown in the table below. Net earnings per share have been computed on the basis of the weighted average number of common shares outstanding for the respective periods.

In response to questions about the Company’s sales, Maryjo Cohen, President, stated, “Net 2023 consolidated sales increased $19.3 million or 6.0% to $340.9 million from 2022’s levels. Earnings were up $13.9 million or 67% to $34.6 million ($4.86 per share) from 2022’s $20.7 million ($2.92 per share). The revenue increase was largely driven by the Defense segment. Defense sales increased $39.2 million or 19.4%, due to increased shipments from its sizable backlog. The severe labor and supply chain issues that plagued the prior year’s shipments and earnings were largely resolved in the review year, although inflation and some workforce challenges did continue to impact the segment. The shipment increase resulted in heightened operating earnings, which increased $6.6 million or 21%. In contrast to the Defense segment, net revenues at the Housewares/Small Appliance segment were down $20.7 million or 17.5% to $97.6 million, reflecting a variety of factors that included the price reductions referenced in earlier releases. The offsetting increase in unit sales that normally occurs with price reductions did not materialize, as few retailers adjusted pricing to reflect the reductions. Lower seasonal sales also played a major part. Those sales were not only affected by price decreases, but also by retail inventory imbalances and unfavorable weather. Finally, sales were impacted by concerns about packaging disclosure requirements enacted by a handful of states pertaining to the use of the chemical PFAS in coatings. Those concerns led to some disruptions in shipments. Nonetheless, comparative operating profits were up $2.1 million or 39.7%, largely as a result in differences in year-end inventory valuation adjustments between the two years. As anticipated, the Safety segment once again reported a loss. Although doubling, sales nonetheless remained nominal. Difficulties in securing employees with the requisite technical skills and the need to meet new regulatory standards delayed the introduction of new products. Comparatively, the loss was reduced from 2022 levels due to the absence of the prior year’s goodwill impairment and asset write-downs. The Federal Reserve Board’s decision to incrementally boost federal funds rates starting in March 2022 from a target of 0 to 0.25% to its July 2023 target of 5.25 to 5.5% resulted in improved comparative portfolio earnings.”

The Board of Directors of National Presto Industries, Inc. announced today the 2024 dividend, which consists of the regular dividend of $1.00 per share, plus an extra of $3.50. The 2024 dividend is the most recent in an unbroken history of eighty years. The record date for the dividend will be ‐‐‐‐March 1, 2024, and the payment date, ‐‐‐‐March 15, 2024. In addition, the Board confirmed May 21, 2024, as the date of the Company’s 2024 annual meeting of shareholders. The record date for the annual meeting will be March 25, 2024.

The Company also announced two recent Defense Segment awards totaling $44.2 million for 40mm cartridges in support of Ukraine and warheads for the Small Diameter Bomb program. Completion of both awards is scheduled to occur in 2024.

National Presto Industries, Inc. operates in three business segments. The Housewares/Small Appliance segment designs and sells small household appliances and pressure cookers under the PRESTO® brand name. The segment is recognized as an innovator of new products. The Defense segment manufactures a variety of products, including medium caliber training and tactical ammunition, energetic ordnance items, fuzes, cartridge cases, and metal parts. The Safety segment offers carbon monoxide detectors, and systems that provide early warning of conditions that, if not corrected, would cause significant losses.

	YEAR ENDED DECEMBER 31
	2023		2022
Net Sales	$	340,912,000	$	321,623,000
Net Earnings	$	34,559,000	$	20,699,000
Net Earnings Per Share	$	4.86	$	2.92
Weighted Shares Outstanding		7,106,000		7,081,000

This release contains “forward looking statements” made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995 that are subject to certain risks and uncertainties, as well as assumptions, that could cause actual results to differ materially from historical results and those presently anticipated or projected. In addition to the factors discussed above, other important risk factors are delineated in the Company’s various SEC filings.

Document And Entity Information	Feb. 16, 2024
Document Information [Line Items]
Entity, Registrant Name	National Presto Industries, Inc.
Document, Type	8-K
Document, Period End Date	Feb. 16, 2024
Entity, Incorporation, State or Country Code	WI
Entity, File Number	1-2451
Entity, Tax Identification Number	39-0494170
Entity, Address, Address Line One	3925 North Hastings Way
Entity, Address, City or Town	Eau Claire
Entity, Address, State or Province	WI
Entity, Address, Postal Zip Code	54703-3703
City Area Code	715
Local Phone Number	839-2121
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	NPK
Security Exchange Name	NYSE
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000080172