Form 8-K

8-K — STURM RUGER & CO INC

Accession: 0001174947-26-000567

Filed: 2026-05-08

Period: 2026-05-06

CIK: 0000095029

SIC: 3480 (ORDNANCE & ACCESSORIES, (NO VEHICLES/GUIDED MISSILES))

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

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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)

May 6, 2026

STURM, RUGER & COMPANY, INC.

(Exact Name of Registrant as Specified in its

Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

001-10435

(Commission File Number)

06-0633559

(IRS Employer Identification Number)

One Lacey Place, Southport, Connecticut

06890

(Address of Principal Executive Offices)

(Zip Code)

(203) 259-7843

Registrant’s telephone number, including

area code

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

(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

RGR

New

York Stock Exchange

Common

Stock Purchase Rights

N/A

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 7.01 Regulation FD Disclosure

On May 6, 2026, the Company hosted its post-earnings

release conference call and webcast to discuss our first quarter 2026 financial results. The transcript of the conference call and webcast

is included as Exhibit 99.1 to this Report on Form 8-K.

The information in this subsection of this Report

on Form 8-K and Exhibit 99.1 is furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for the purpose of Section

18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. The filing of this Report

on Form 8-K will not be deemed an admission as to the materiality of any information in the Report that is required to be disclosed solely

by Regulation FD.

The text included as Exhibit 99.1 and the replay

of the conference call and webcast on May 6, 2026, is available on our website located at Ruger.com/corporate, although we reserve

the right to discontinue that availability at any time.

Certain statements contained in this Report on

Form 8-K (including Exhibit 99.1) 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. Such forward-looking statements include, but are not limited

to, statements regarding market demand, sales levels of firearms, anticipated castings sales and earnings, the need for external financing

for operations or capital expenditures, the results of pending litigation against the Company, the impact of future firearms control

and environmental legislation, and accounting estimates. Readers are cautioned not to place undue reliance on these forward-looking statements,

which speak only as of the date made. The Company undertakes no obligation to publish revised forward-looking statements to reflect events

or circumstances after the date such forward-looking statements are made or to reflect the occurrence of subsequent unanticipated events.

Item 9.01 Financial Statements and Exhibits

Exhibit No.

Description

99.1

Transcript of conference call and webcast conducted on May 6, 2026.

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, hereunto duly authorized.

STURM, RUGER & COMPANY, INC.

By:

/S/ ANDREW T. WIELAND

Name:

Andrew T. Wieland

Title:

Principal Financial Officer,

Principal Accounting Officer,

Senior Vice President, and

Chief Financial Officer

Dated: May 8, 2026

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit 99.1

STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

Call

Participants

EXECUTIVES

Sarah F. Colbert

SVP, VP of Administration, General

Counsel & Corporate

Secretary

Todd W. Seyfert

President, CEO & Director

ANALYSTS

Mark Eric Smith

Lake Street Capital Markets, LLC,

Research Division

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STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

Presentation

Operator

Hello, everyone, and thank you for joining us, and welcome

to Sturm, Ruger & Co.'s 2026 Q1 Earnings Call. [Operator Instructions]

I'll now hand the conference over to Todd Seyfert, President

and Chief Executive Officer. Please go ahead, Todd.

Todd W. Seyfert

President, CEO & Director

Good afternoon, and welcome to Sturm, Ruger & Company's

First Quarter 2026 Earnings Conference Call. I'm Todd Seyfert, President and Chief Executive Officer. Before we get started, I would like

to turn it over to Sarah Colbert, our General Counsel, for the caution on forward-looking statements.

Sarah F. Colbert

SVP, VP of Administration, General Counsel & Corporate Secretary

I would like to remind everyone that some of the statements

we make today will be forward-looking in nature. These statements reflect our current expectations, but actual results could differ materially

due to a number of uncertainties and risks. You can find more information about these factors in our most recent Form 10-K and other filings

with the SEC. We do not undertake any obligation to update these forward-looking statements.

Todd W. Seyfert

President, CEO & Director

Thank you, Sarah. There's a lot for me to comment on from

the quarter. But before I get into the financials, I would like to step through a few recent news items from the past few weeks.

First, as we ended the quarter, we announced the

appointment of Andrew Wieland as Senior Vice President and Chief Financial Officer, following the planned transition of Tom Dineen.

We are excited for Andrew to join our team in this capacity and look forward to his leadership in the continued execution of Ruger's

long-term plan.

I would like to thank Tom for his many years of dedicated service and

financial stewardship. As I stated in our announcement, we are grateful for Tom's leadership over the last three decades and wish him

the very best in his next chapter. He will be noticeably missed from this call.

Additionally, I want to acknowledge the announcement of

our strategic cooperation agreement with Beretta Holding, our largest shareholder. After months of constructive dialogue, we have reached

a cooperation agreement with Beretta Holding that avoids a proxy contest and ensures we remain focused on running and growing our business.

This outcome reflects our commitment to act in the best interest

of all Ruger shareholders while bringing in a significant investor with deep industry knowledge and a shared focus on our success. This

agreement provides stability, removes distraction and allows us to move forward with clarity as we execute our 2026 plan and continue

building toward our long-term strategy.

Lastly, I would like to comment on a situation that occurred

Monday with the New York Stock Exchange. Unfortunately and unexpectedly, the exchange inadvertently disclosed information related to our

dividend prior to our earnings release this afternoon. So that there is no confusion, we immediately filed an 8-K regarding this event.

Now let me walk through the financials for the quarter.

Net sales for the quarter increased 4% to $141 million compared with $136 million in the prior year period. Diluted earnings were $0.01

per share compared to $0.46 per share in the corresponding period of 2025. On an adjusted basis, excluding the

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STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

impact of expenses related to the strategic cooperation agreement with

Beretta Holding and organizational changes implemented in February, diluted earnings for the quarter were $0.27 per share.

In the first quarter, we generated $19 million of cash from

operations. Year-to-date, capital expenditures totaled $5 million. The company expects capital expenditures to total $30 million for the

year for continued investments in new product introductions, expanded capacity for product lines in greatest demand, upgraded manufacturing

capabilities and strengthened facility infrastructure.

On March 28, 2026, our cash and short-term investments totaled $105

million. Our short-term investments are in United States treasury bills and in a money market fund that invests exclusively in United

States treasury instruments, which mature within one year. Our current ratio is 3.5:1, and we have no debt.

In the first quarter of 2026, we returned $1.3 million to

our shareholders through the payment of a quarterly dividend. The company announced that its Board of Directors declared a dividend of

$0.11 per share for the first quarter for shareholders of record as of May 14, 2026, payable on May 29, 2026. This dividend equates to

approximately 40% of net income.

As you can see, Q1 marks our fourth consecutive quarter of

year-over-year top line sales growth, a clear indication that the actions we've taken over the past year are gaining traction. We continue

to outperform the broader market as measured by a sales increase of 3.2% versus only a 1.6% increase in adjusted NICS, reinforcing that

our strategy is not only working internally but resonating with consumers.

For the period, units ordered increased 28% to

525,000 units versus 410,000 units for the same period last year. Correspondingly, our backlog of $330 million exceeded the $275

million for the same period in 2025, an increase of 20% year-over-year. A key driver of this performance is the strength of our

innovation and new product launches. Demand for our newest offerings remains exceptionally strong, particularly those introduced

over the past two quarters, including additional models of the American Generation II Rifle, the Glenfield Rifles, Harrier rifles,

the Red Label III shotgun and the RXM pistol. This momentum is reflected in the fact that new products accounted for $51.6 million,

representing 41% of total firearm sales in the quarter, a meaningful indicator of both innovation and consumer relevance.

At the same time, we made measurable progress on profitability.

Through disciplined operational cost reductions and improved execution, we have now delivered continued improvement of adjusted operating

profit over the past four quarters.

While we still have work to do, the trend is clear. We are

building a more efficient and more profitable business. Taken together, these results reinforce that we are moving in the right direction.

Our 2026 plan, aligned with our broader Ruger 2030 strategy, is taking hold across the organization, from product development to operations

to go-to-market execution.

Our focus remains unchanged: improve profitability, align

factory capacity with demand, right-size the business to our future product portfolio, increase output on proven high-demand product lines,

and expand into new markets through complete product ecosystems and accessory offerings, not just stand-alone models. As I have stated

before, these priorities are not short-term actions. They are foundational steps that position us for sustained performance.

This year is pivotal in laying the groundwork for Ruger 2030,

our long-term framework built on profitable expansion, product innovation and agile responsiveness. With that said, during the quarter,

we did incur certain nonrecurring expenses, including approximately $3.2 million in costs associated with the Beretta agreement, $2.5

million related to a reduction in force in February and $1.7 million in a one-time expense related to the accrual of retention awards.

We also experienced temporary production disruptions due to severe weather impacting our Newport and Mayodan facilities, creating a shortfall

of roughly 30,000 units in the quarter compared to Q1 of 2025. While these events created some near-term headwinds, they do not change

our underlying trajectory or reflect the underlying performance of the business.

Looking ahead to the current quarter, our priorities

are clear. First, recover production shortfalls from Q1. Second, to meet strong demand while rebuilding both our internal and distributor

inventories, which were

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STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

drawn down amid improving market conditions. And third, to meaningfully

expand our accessory offerings, an important step in building out our product ecosystems.

We are excited about the future. We are aligned on our strategy,

confident in our direction, encouraged by our recent performance and energized by the opportunity in front of us. At the same time, we

remain

appropriately cautious as we monitor the broader macroeconomic environment,

particularly as pressure on discretionary income continues to impact consumer behavior.

In closing, we are executing against our plan, seeing tangible

results and remain committed to delivering long-term value for our shareholders. Thank you for your time and continued support of Ruger.

Operator, can we please have the first question?

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STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

Question and Answer

Operator

We will now begin the question-and-answer session. [Operator Instructions]

The first question comes from the line of Mark Smith at Lake Street.

Mark Eric Smith

Lake Street Capital Markets, LLC, Research Division

Just wanted to ask a little bit on the one-time items here in Q1. Just

as we think about the potential proxy fights with Beretta, what maybe we could expect for one-time-ish expenses as we roll into Q2?

Todd W. Seyfert

President, CEO & Director

Mark, good question. Listen, we just finalized the deal in

the last few days. And so our expectation is obviously that the run rate will come down quickly. We obviously have some work to do between

now and the annual meeting. And so a majority of those costs will run through by the end of May. And so we'll continue to have some costs,

but we're seeing the end of that and look forward to cutting those off and moving the business forward.

Operator

There are no further questions at this time. I will

now turn the call back to Todd for closing remarks.

Todd W. Seyfert

President, CEO & Director

Thank you. Well, thank you again for joining us today and

for your continued support and confidence in Ruger. We look forward to speaking to all of you again next quarter.

Operator

This concludes today's call. Thank you for attending. You may now disconnect.

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STURM, RUGER & COMPANY, INC. FQ1 2026 EARNINGS CALL MAY 06, 2026

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