Form 8-K

8-K — STANDEX INTERNATIONAL CORP/DE/

Accession: 0001437749-26-025140

Filed: 2026-07-31

Period: 2026-07-30

CIK: 0000310354

SIC: 3580 (REFRIGERATION & SERVICE INDUSTRY MACHINERY)

Item: Results of Operations and Financial Condition

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — sxi20260730_8k.htm (Primary)

EX-99 — EXHIBIT 99 (ex_996251.htm)

GRAPHIC (logo.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K — FORM 8-K

8-K (Primary)

Filename: sxi20260730_8k.htm · Sequence: 1

sxi20260730_8k.htm

false

0000310354

2026-07-30

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): July 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 July 30, 2026, the registrant issued a press release announcing earnings for the fourth quarter ended June 30, 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.

ITEM 5.02 DEPARTING DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS TO CERTAIN OFFICERS

On July 30, 2026, Alan J. Glass, Vice President, Chief Legal Officer & Secretary, and a named executive officer, notified the Company of his intent to retire from the Company. Mr. Glass’s retirement is not the result of any disagreement with the Company on any matter relating to its operations, policies or practices. Mr. Glass intends to remain with the Company on a full-time basis through September 30, 2026, but will relinquish his officer role once his successor has been appointed. From October 1, 2026, until January 4, 2027, Mr. Glass will remain an employee on a reduced schedule to continue to assist in a smooth transition to his successor and to assist with ongoing projects. During that timeframe, he will receive his current base salary reduced to an amount commensurate with the reduced schedule.

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

Press Release of Standex International Corporation dated July 30, 2026 regarding Fourth Quarter Financial Results

104

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

FORWARD-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 for the fiscal year ended June 30, 2026.

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

Chief Financial Officer

Date: July 30, 2026

Signing on behalf of the registrant and as principal financial officer

EX-99 — EXHIBIT 99

EX-99

Filename: ex_996251.htm · Sequence: 2

ex_996251.htm

Exhibit 99

NEWS RELEASE

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

STANDEX REPORTS FISCAL FOURTH QUARTER AND FISCAL YEAR 2026 FINANCIAL RESULTS

●

In Q4 FY26, Sales of $228.3 Million Increased 7.7% YOY Organically; Electronics Increased 12.9% YOY Organically

●

New Products Sales Grew 43% and Sales into Fast Growth Markets Contributed 31% of Total Sales

●

Record Order Intake of ~$270 Million; Book to Bill of 1.18: Electronics Book to Bill at 1.27

●

Q4 FY26 GAAP EPS of $1.69; Record Adjusted EPS of $2.45, Up 7.4% YOY

●

In FY26, Sales Increased >$100 Million and 5.5% Organically; GAAP EPS of $8.68; Record Adjusted EPS of $8.74, up 9.6% YOY; Record Adjusted Gross Margin and Adjusted Operating Margin

●

In FY27, Expect High Single-Digit to Low Double-Digit Organic Growth; Expect to Launch >20 New Products; Fast Growth Market Sales Expected to Grow ~20%

SALEM, NH – July 30, 2026 – Standex International Corporation (NYSE: SXI) today reported financial results for the fourth quarter of fiscal year 2026 ended June 30, 2026.

Summary Financial Results - Total

($M except EPS and Dividends)

4Q26

4Q25

3Q26

Y/Y

Q/Q

Net Sales

228.3

222.0

224.6

2.8

1.6

Operating Income – GAAP

37.5

34.7

90.8

8.1

-58.7

Operating Income – Adjusted

45.4

45.8

44.2

-0.8

2.6

Operating Margin % - GAAP

16.5

15.6

40.4

80 bps

- 2,390 bps

Operating Margin % - Adjusted

19.9

20.6

19.7

- 70 bps

+ 20 bps

Net Income from Continuing Ops – GAAP

23.6

15.5

68.6

52.5

-65.6

Net Income from Continuing Ops – Adjusted

29.7

27.5

26.7

7.8

11.2

EBITDA

48.1

45.2

99.4

7.2

-51.7

EBITDA margin

21.1

20.4

44.3

+ 70 bps

- 2,320 bps

Adjusted EBITDA

51.5

51.6

48.4

-5.1

6.4

Adjusted EBITDA margin

22.6

23.2

21.6

- 60 bps

+ 100 bps

Diluted EPS – GAAP

1.69

1.23

5.56

37.7

-69.6

Diluted EPS – Adjusted

2.45

2.28

2.21

7.4

10.9

Dividends per Share

0.34

0.32

0.34

6.3

0.0

Free Cash Flow

35.0

24.9

6.3

40.7

454.0

Net Debt to EBITDA

1.8x

2.6x

1.9x

-30.8

-5.3

Commenting on the quarter’s results, President and Chief Executive Officer David Dunbar said, “We concluded our fiscal year with a strong performance in the fourth quarter. We delivered 7.7% organic growth with a book to bill of 1.18, led by our Electronics segment which grew 12.9% organically with a book to bill of 1.27. Sales from fast growth markets totaled approximately $72 million in the fiscal fourth quarter and approximately $264 million for the fiscal year. Adjusted earnings per share increased 7.4% to a record $2.45. Our net leverage ratio was reduced to 1.8x.

In fiscal year 2026, sales increased by more than $100 million with organic growth of 5.5%. Building on record profitability in fiscal year 2025, we set several new records in fiscal year 2026 with adjusted gross margin of 42.0%, adjusted operating income of $173.3 million, adjusted operating margin of 19.4%, and adjusted earnings per share of $8.74. We remain confident in our long-term operating margin potential as we leverage organic growth, driven by our fast growth end markets and higher sales contribution from new products.

On July 2nd, we acquired the remaining 9.9% interest in Narayan for approximately $64 million. The integration of Narayan and Amran continues to progress smoothly, and our internal teams remain fully focused on meeting customer demand now and in the future.”

Fiscal First Quarter 2027 Outlook

In fiscal first quarter 2027, on a year-on-year basis, the Company expects moderately higher revenue, driven by high single-digit to low double-digit organic growth from higher sales into fast growth end markets and increased new product sales, partially offset by the divestiture of Federal Industries. The Company expects slightly to moderately higher adjusted operating margin as contributions from organic growth and realization of productivity actions are partially offset by growth investments.

On a sequential basis, the Company expects slightly higher revenue, driven by increased contributions from fast growth end markets and new product sales, and similar adjusted operating margin.

Fiscal Year 2027 Outlook

For fiscal year 2027, the Company expects mid-to-high single digit sales growth driven by high-single digit to low-double digit organic growth, partially offset by the impact of the Federal Industries divestiture and unfavorable foreign exchange. The Company expects continued adjusted operating margin expansion.

The Company plans to release more than 20 new products, which are expected to contribute approximately 300 bps of incremental growth. Sales from fast growth markets are on track to grow approximately 20% year-on-year to greater than $310 million.

Fourth Quarter Segment Operating Performance

Electronics (57% of sales; 63% of segment adjusted operating income)

4Q26

4Q25

% Change

Electronics ($M)

Revenue

129.1

115.2

12.1

GAAP Operating Income

31.6

28.0

12.9

GAAP Operating Margin %

24.5

24.3

Adjusted Operating Income

35.1

32.9

6.7

Adjusted Operating Margin %

27.2

28.5

Revenue increased approximately $13.9 million or 12.1% year-on-year, reflecting organic growth of 12.9%, partially offset by a foreign currency impact of 0.8%. Organic growth was driven by higher sales into fast growth markets and increased new product sales. Adjusted operating income increased approximately $2.2 million or 6.7% year-on-year due to higher volume and pricing initiatives, partially offset by growth investments and unfavorable mix from transitory operational issues in the Edge business.

The segment had a book-to-bill ratio of approximately 1.27 in the fiscal fourth quarter, with orders of approximately $165 million.

In fiscal first quarter 2027, on a sequential basis, the Company expects slightly higher revenue, reflecting higher sales into fast growth end markets and increased new product sales, and moderately higher adjusted operating margin.

Aerospace & Defense (17% of sales; 15% of segment adjusted operating income)

4Q26

4Q25

% Change

Aerospace & Defense ($M)

Revenue

37.9

32.0

18.3

GAAP Operating Income

8.1

4.3

88.4

GAAP Operating Margin %

21.4

13.5

Adjusted Operating Income

8.5

5.9

44.8

Adjusted Operating Margin %

22.5

18.4

Revenue increased approximately $5.9 million or 18.3% year-on-year reflecting organic growth of 18.4% and a foreign currency impact of 0.1%. Organic growth was primarily driven by increased project activity in the defense end market. Adjusted operating income increased approximately $2.6 million or 44.8% year-on-year reflecting higher volume and project mix.

In fiscal first quarter 2027, on a sequential basis, the Company expects moderately lower revenue due to less favorable project timing, and moderately lower adjusted operating margin.

Scientific (8% of sales; 10% of segment adjusted operating income)

4Q26

4Q25

% Change

Scientific ($M)

Revenue

18.8

17.9

5.0

GAAP Operating Income

5.2

4.1

25.6

GAAP Operating Margin %

27.4

22.9

Adjusted Operating Income

5.4

4.3

23.9

Adjusted Operating Margin %

28.6

24.3

Revenue increased approximately $0.9 million or 5.0% year-on-year reflecting organic growth of 5.0%. Organic growth was driven by pricing initiatives and a slight market recovery. Adjusted operating income increased approximately $1.1 million or 23.9% year-on-year reflecting higher sales and tariff refunds.

In fiscal first quarter 2027, on a sequential basis, the Company expects moderately higher revenue and similar adjusted operating margin.

Engraving & Hydraulics (19% of sales; 12% of segment adjusted operating income)

4Q26

4Q25

% Change

Engraving & Hydraulics ($M)

Revenue

42.4

47.0

-9.7

GAAP Operating Income

6.4

7.0

-7.9

GAAP Operating Margin %

15.2

14.9

Adjusted Operating Income

6.7

7.4

-8.5

Adjusted Operating Margin %

15.8

15.7

Revenue decreased approximately $4.6 million or 9.7% year-on-year reflecting an organic decline of 9.6% from general market weakness and a foreign currency impact of 0.1%. Adjusted operating income decreased approximately $0.6 million or 8.5% year-on-year.

In fiscal first quarter 2027, on a sequential basis, the Company expects slightly to moderately higher revenue and similar to slightly higher adjusted operating margin.

Capital Allocation

●

Interest: In fiscal first quarter 2027, the Company expects interest expense of approximately $7.0 million.

●

Share Repurchase: During the fiscal fourth 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 fourth quarter 2026.

●

Capital Expenditures: In fiscal fourth quarter 2026, the Company’s capital expenditures were $5.5 million compared to $8.6 million in the fiscal fourth quarter of 2025. Capital expenditures were $28.6 million in fiscal year 2026. The Company expects fiscal year 2027 capital expenditures between $45 million and $55 million. The increase over fiscal year 2026 is primarily due to capacity expansion within Standex Electronics Grid.

●

Dividend: On July 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 August 21, 2026, to shareholders of record on August 7, 2026.

Balance Sheet and Cash Flow Highlights

●

Net Debt: Standex had net (cash) debt of $339.2 million on June 30, 2026, compared to $448.0 million at the end of fiscal fourth quarter 2025. Net (cash) debt for the fourth quarter of 2026 consisted primarily of long-term debt of $518.0 million and cash and equivalents of $178.7 million.

●

Cash Flow: Net cash provided by continuing operating activities for the three months ended June 30, 2026, was $40.5 million compared to $33.4 million in the prior year’s quarter. Free cash flow after capital expenditures was $35.0 million compared to free cash flow after capital expenditures of $24.9 million in the fiscal fourth quarter of 2025.

Conference Call Details

Standex will host a conference call for investors tomorrow, July 31, 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 July 31, 2027. To listen to the teleconference playback, please dial in the U.S. (888) 660-6345 or (646) 517-4150 internationally; the passcode is 98594#. The audio playback via phone will be available through August 7, 2026. The webcast replay can be accessed in the “Investor Relations” section of the Company’s website, located at www.standex.com.

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 & 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 https://standex.com/.

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

Standex International Corporation

Consolidated Statement of Operations

(unaudited)

Three Months Ended

Year Ended

June 30,

(In thousands, except per share data)

2026

2025

2026

2025

Net sales

228,251

222,049

891,597

790,107

Cost of sales

130,816

130,751

519,565

474,859

Gross profit

97,434

91,298

372,032

315,248

Selling, general and administrative expenses

52,533

47,954

201,597

178,750

(Gain) loss on sale of business

(249

)

(57,085

)

Restructuring costs

2,762

2,920

12,186

6,903

Amortization of acquired intangible assets

4,341

4,647

17,691

14,612

Acquisition related costs

496

1,042

4,059

21,434

Income from operations

37,552

34,734

193,584

93,549

Interest expense

6,558

9,016

30,712

23,931

Other non-operating (income) expense, net

(1,122

)

(364

)

(68

)

808

Total

5,436

8,652

30,644

24,739

Income from continuing operations before income taxes

32,116

26,082

162,940

68,810

Provision for income taxes

8,515

10,609

34,253

11,084

Net income from continuing operations

23,601

15,473

128,687

57,726

Income (loss) from discontinued operations, net of tax

(50

)

(144

)

(42

)

Net income

23,551

15,486

128,543

57,684

Less: net income attributable to redeemable noncontrolling interest

824

660

2,900

1,924

Less: change of redeemable noncontrolling interest to redemption value

2,248

21,011

Net income attributable to Standex International

20,479

14,826

104,633

55,760

Basic earnings per share:

Income (loss) from discontinued operations

(0.00

)

(0.01

)

Total income (loss) attributable to Standex International

1.70

1.23

8.70

4.68

Diluted earnings per share:

Income (loss) from discontinued operations

(0.00

)

(0.01

)

Total income (loss) attributable to Standex International

1.69

1.23

8.68

4.64

Average Shares Outstanding

Basic

12,053

11,990

12,038

11,926

Diluted

12,121

12,076

12,070

12,016

Standex International Corporation

Condensed Consolidated Balance Sheets

(unaudited)

June 30,

(In thousands)

2026

2025

ASSETS

Current assets:

Cash and cash equivalents

178,734

104,542

Accounts receivable, net

172,896

172,702

Inventories

128,960

129,994

Prepaid expenses and other current assets

71,165

73,641

Total current assets

551,755

480,879

Property, plant, equipment, net

153,024

160,364

Intangible assets, net

199,479

225,757

Goodwill

581,553

610,338

Deferred tax asset

4,409

11,971

Operating lease right-of-use asset

45,400

47,998

Other non-current assets

50,088

29,573

Total non-current assets

1,033,953

1,086,001

Total assets

1,585,708

1,566,880

LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST AND STOCKHOLDERS' EQUITY

Current liabilities:

Accounts payable

80,098

88,001

Accrued liabilities

131,999

63,204

Income taxes payable

17,419

15,770

Total current liabilities

229,516

166,975

Long-term debt

517,950

552,515

Operating lease long-term liabilities

35,814

40,057

Accrued pension and other non-current liabilities

47,214

67,743

Total non-current liabilities

600,978

660,315

Redeemable non-controlling interest

27,913

Stockholders' equity:

Common stock

41,976

Additional paid-in capital

127,621

136,082

Retained earnings

1,215,329

1,126,851

Accumulated other comprehensive loss

(199,061

)

(164,765

)

Treasury shares

(430,651

)

(428,467

)

Total stockholders' equity

755,214

711,677

Total liabilities, redeemable noncontrolling interest and stockholders' equity

1,585,708

1,566,880

Standex International Corporation and Subsidiaries

Statements of Consolidated Cash Flows

(unaudited)

Year Ended

June 30,

(In thousands)

2026

2025

Cash Flows from Operating Activities

Net income

128,543

57,684

Income (loss) from discontinued operations

(144

)

(42

)

Income from continuing operations

128,687

57,726

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

Depreciation and amortization

38,653

35,438

Stock-based compensation

8,821

8,691

Non-cash portion of restructuring charge

1,480

(Gain) loss on sale of business

(57,085

)

Contributions to defined benefit plans

(6,846

)

(7,796

)

Net changes in operating assets and liabilities

(23,797

)

(24,421

)

Net cash provided by operating activities - continuing operations

89,913

69,648

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

(350

)

(52

)

Net cash provided by (used in) operating activities

89,563

69,596

Cash Flows from Investing Activities

Capital Expenditures

(25,199

)

(28,343

)

Expenditures for acquisitions, net of cash acquired

(478,890

)

Proceeds from the sale of business

68,280

Other investing activities

3,800

Net cash provided by (used in) investing activities

43,095

(503,433

)

Cash Flows from Financing Activities

Proceeds from borrowings

75,000

792,313

Payments of debt

(110,000

)

(389,109

)

Contingent consideration payment

(660

)

Activity under share-based payment plans

2,347

2,226

Purchase of treasury stock and other

(4,402

)

(9,906

)

Distributions to non-controlling interests

(2,726

)

Cash dividends paid

(16,185

)

(15,033

)

Net cash provided by (used in) financing activities

(56,627

)

380,490

Effect of exchange rate changes on cash

(1,839

)

3,686

Net changes in cash and cash equivalents

74,192

(49,661

)

Cash and cash equivalents at beginning of year

104,542

154,203

Cash and cash equivalents at end of period

178,734

104,542

Standex International Corporation

Selected Segment Data

(unaudited)

Three Months Ended

Year Ended

June 30,

(In thousands)

2026

2025

2026

2025

Net Sales

Electronics

129,109

115,192

475,036

400,130

Aerospace & Defense

37,909

32,040

135,031

102,595

Scientific

18,817

17,918

75,748

72,380

Engraving & Hydraulics

42,416

46,982

182,329

179,303

Other

9,917

23,453

35,699

Total

228,251

222,049

891,597

790,107

Income from operations

Electronics

31,635

28,009

121,340

87,927

Aerospace & Defense

8,117

4,308

21,952

15,428

Scientific

5,160

4,108

18,035

17,470

Engraving & Hydraylics

6,445

6,995

27,404

25,173

Other

2,101

4,046

7,315

Restructuring

(2,762

)

(2,920

)

(12,186

)

(6,903

)

Gain (loss) on sale of business

249

57,085

Acquisition related costs

(496

)

(1,042

)

(4,059

)

(21,434

)

Corporate

(10,796

)

(6,825

)

(40,033

)

(31,427

)

Total

37,552

34,734

193,584

93,549

Standex International Corporation

Reconciliation of GAAP to Non-GAAP Financial Measures

(unaudited)

Three Months Ended

Year Ended

June 30,

(In thousands, except percentages)

2026

2025

% Change

2026

2025

% Change

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

Net Sales

228,251

222,049

2.8

891,597

790,107

12.8

Income from operations, as reported

37,552

34,734

8.1

193,584

93,549

106.9

Income from operations margin

16.5

15.6

21.7

11.8

Adjustments:

Restructuring charges

2,762

2,920

12,186

6,903

Acquisition-related costs

496

1,042

4,059

21,434

Amortization of acquired intangible assets

4,341

4,647

17,691

14,612

Litigation (settlement refund) charge

450

550

(Gain) loss on sale of business

(249

)

(57,085

)

Purchase accounting expenses

2,407

2,316

14,083

Adjusted income from operations

45,351

45,751

-0.9

173,301

150,581

15.1

Adjusted income from operations margin

19.9

20.6

19.4

19.1

Interest and other income (expense), net

(5,436

)

(8,652

)

(30,644

)

(24,739

)

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

554

Provision for income taxes

(8,515

)

(10,609

)

(34,253

)

(11,084

)

Discrete and other tax items

1,075

3,502

1,075

(5,444

)

Tax impact of above adjustments

(1,946

)

(1,808

)

(1,049

)

(12,113

)

Net income from continuing operations, as adjusted

30,530

28,183

108,431

97,755

Less: net income attributable to redeemable noncontrolling interest

3,072

660

23,911

1,924

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

(2,248

)

(21,011

)

Net income from continuing operations attributable to Standex, as adjusted

29,706

27,523

7.9

105,531

95,831

10.1

EBITDA and Adjusted EBITDA:

Net income (loss) from continuing operations, as reported

23,601

15,473

52.5

128,687

57,726

Net income from continuing operations margin

10.3

7.0

14.4

7.3

Add back:

Provision for income taxes

8,515

10,609

34,253

11,084

Interest expense

6,558

9,016

30,712

23,931

Depreciation and amortization

9,404

10,128

38,653

35,438

EBITDA

48,078

45,226

6.3

232,305

128,179

81.2

EBITDA Margin

21.1

20.4

26.1

16.2

Adjustments:

Restructuring charges

2,762

2,920

12,186

6,903

Acquisition-related costs

496

1,042

4,059

21,434

Litigation (settlement refund) charge

450

550

(Gain) loss on sale of business

(249

)

(57,085

)

Purchase accounting expenses

2,407

2,316

14,083

Adjusted EBITDA

51,537

51,596

-0.1

194,330

170,599

13.9

Adjusted EBITDA Margin

22.6

23.2

21.8

21.6

Free operating cash flow:

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

40,506

33,435

89,913

69,648

Less: Capital expenditures

(5,525

)

(8,581

)

(25,199

)

(28,343

)

Free cash flow from continuing operations

34,980

24,855

64,714

41,306

Standex International Corporation

Reconciliation of GAAP to Non-GAAP Financial Measures

(unaudited)

Three Months Ended

Year Ended

June 30,

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

1.69

1.23

37.7

8.68

4.64

87.1

Adjustments:

Restructuring charges

0.18

0.20

0.76

0.45

Acquisition-related costs

0.03

0.07

0.26

1.43

Amortization of acquired intangible assets

0.27

0.32

1.12

0.94

Litigation (settlement refund) charge

0.03

(Gain) loss on sale of business

(0.03

)

(4.09

)

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

0.04

Discrete tax items

0.09

0.29

0.09

(0.45

)

Purchase accounting expenses

0.17

0.15

0.93

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

0.19

1.74

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

2.45

2.28

7.5

8.74

7.98

9.6

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