Amendment: SEC Form 10-K/A filed by National Presto Industries Inc.
$NPK
Ordnance And Accessories
Industrials
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
Amendment No. 1
For the fiscal year ended December 31, 2024
or
For the transition period from ____________________________ to __________________________
Commission File Number 1-2451
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of
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(IRS Employer
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incorporation or organization)
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Identification Number)
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code: (715 ) 839-2121
Securities registered pursuant to Section 12(b) of the Act:
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Trading
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Name of each exchange
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Title of each class
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Symbol(s)
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on which registered
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Securities registered pursuant to Section 12(g) of the Act:
NONE
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☑
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☑
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ Accelerated filer ☑ Non-accelerated filer ☐ Smaller reporting company ☐ 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. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 USC 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☑
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $385,752,731 . The number of shares outstanding of each of the registrant's classes of common stock, as of March 4, 2025 was 7,143,484 .
EXPLANATORY NOTE
On March 14, 2025 National Presto Industries, Inc. (the “Company”) filed its Annual Report on Form 10-K for the fiscal year ended December 31, 2024 (the “Original 10-K”). This Amendment amends the Original 10-K solely to file Exhibit 9.3 (Voting Trust Amendment) and Exhibit 19.1 (Insider Trading Policy), which were inadvertently omitted from the Original 10-K.
This Amendment speaks as of the original filing date and does not reflect events occurring after the filing of the Original 10-K. No revisions are being made to the Company’s financial statements or any other disclosure contained in the Original 10-K. This Amendment is an exhibit-only filing. Except for the inclusion of Exhibits 9.3 and 19.1, this Amendment does not otherwise update any exhibits as originally filed or previously amended.
In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), new certifications by the Company’s principal executive officer and principal financial officer are filed herewith as exhibits to this Amendment pursuant to Rule 13a-14(a) and 15d-14(a) of the Exchange Act. The Company is not including certifications pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as no financial statements are being filed with this Amendment.
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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(a)
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Documents filed as part of this Form 10-K:
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Form 10-K
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Page Reference
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1.
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Consolidated Financial Statements:
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| See “Consolidated Financial Statements” in Item 15 of Form 10-K, which is incorporated by reference. | |||||
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2.
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Consolidated Financial Statement Schedule:
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See “Consolidated Financial Statements” in Item 15 of Form 10-K, which is incorporated by reference.
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(b) Exhibits:
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Exhibit Number
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Description
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Exhibit 3(i)
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Exhibit 3(ii)
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Exhibit 4
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Exhibit 9.1
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Exhibit 9.2
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| Exhibit 9.3 | Voting Trust Agreement Amendment | ||||
Reference is made to Item 15(a)2 of Form 10-K for the year ended December 31, 2024.
SIGNATURES
Pursuant to the Requirements of Section 13 or 15 (d) 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.
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NATIONAL PRESTO INDUSTRIES, INC.
(registrant) |
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By:
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/S/ Maryjo Cohen
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Maryjo Cohen
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President and Chief Executive Officer
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Date: April 3, 2025
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