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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED: September 30, 2024

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM                         TO                         .

Commission File number:                0-10004                     

NAPCO SECURITY TECHNOLOGIES, INC.

(Exact name of Registrant as specified in its charter)

Delaware

11-2277818

(State or other jurisdiction of

(IRS Employer Identification

incorporation of organization)

Number)

 

 

333 Bayview Avenue

 

Amityville, New York

11701

(Address of principal executive offices)

(Zip Code)

(631) 842-9400

(Registrant’s telephone number including area code)

 

 

(Former name, former address and former fiscal year if

changed from last report)

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 $0.01 per share

NSSC

Nasdaq Stock Market

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 and Exchange Act of 1934 during the preceding 12 months (or 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, a smaller reporting company or an emerging growth company. See the 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 is a shell company (as defined in Rule 12b-2 of the Act). Yes No

Number of shares outstanding of each of the issuer’s classes of common stock, as of: November 1, 2024

COMMON STOCK, $.01 PAR VALUE PER SHARE     36,684,068

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

Page

PART I:  FINANCIAL INFORMATION

ITEM 1.

Financial Statements

3

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES INDEX – September 30, 2024

Condensed Consolidated Balance Sheets as of September 30, 2024 and June 30, 2024 (unaudited)

3

Condensed Consolidated Statements of Income for the Three Months ended September 30, 2024 and 2023 (unaudited)

4

Condensed Consolidated Statements of Stockholders Equity for the Three Months Ended September 30, 2024 and 2023 (unaudited)

5

Condensed Consolidated Statements of Cash Flows for the Three Months Ended September 30, 2024 and 2023 (unaudited)

6

Notes to Condensed Consolidated Financial Statements (unaudited)

7

ITEM 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

28

ITEM 3.

Quantitative and Qualitative Disclosures about Market Risk

31

ITEM 4.

Controls and Procedures

32

PART II:  OTHER INFORMATION

ITEM 1.

Legal Proceedings

33

ITEM 1A.

Risk Factors

33

ITEM 2.

Unregistered Sales of Equity Securities and Use of Proceeds

33

ITEM 3.

Defaults Upon Senior Securities

33

ITEM 4.

Mine Safety Disclosures

33

ITEM 5.

Other Information

33

ITEM 6.

Exhibits

34

SIGNATURE PAGE

35

2

PART I:           FINANCIAL INFORMATION

Item 1.  Financial Statements

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)

    

September 30, 2024

    

June 30, 2024

    

(in thousands, except share data)

CURRENT ASSETS

  

 

  

Cash and cash equivalents

$

85,596

$

65,341

Investments - other

10,926

26,980

Marketable securities

5,666

5,398

Accounts receivable, net of allowance for credit losses of $23 and $32 as of September 30, 2024 and June 30, 2024, respectively

 

28,236

 

31,898

Inventories

 

36,395

 

34,804

Income tax receivable

144

73

Prepaid expenses and other current assets

 

4,466

 

4,269

Total Current Assets

 

171,429

 

168,763

Inventories - non-current

 

13,782

 

15,109

Property, plant and equipment, net

 

9,287

 

9,077

Intangible assets, net

 

3,523

 

3,602

Deferred income taxes

6,177

5,428

Operating lease - Right-of-use asset

5,410

5,487

Other assets

 

283

 

286

TOTAL ASSETS

$

209,891

$

207,752

CURRENT LIABILITIES

  

 

  

Accounts payable

$

5,936

$

7,977

Accrued expenses

 

9,446

 

10,345

Accrued salaries and wages

 

4,694

 

3,907

Dividend payable

4,610

Total Current Liabilities

 

24,686

 

22,229

Accrued income taxes

 

1,136

 

1,122

Operating lease liability

5,460

5,512

TOTAL LIABILITIES

 

31,282

 

28,863

COMMITMENTS AND CONTINGENCIES (Note 13)

 

  

 

  

STOCKHOLDERS’ EQUITY

Common Stock, par value $0.01 per share; 100,000,000 shares authorized as of September 30, 2024 and June 30, 2024; 39,771,035 and 39,768,186 shares issued; and 36,684,068 and 36,874,471 shares outstanding, respectively.

398

398

Additional paid-in capital

 

24,137

 

23,712

Retained earnings

 

180,875

 

174,300

Less: Treasury Stock, at cost (3,086,967 and 2,893,715 shares as of September 30, 2024 and June 30, 2024, respectively)

 

(26,801)

 

(19,521)

TOTAL STOCKHOLDERS’ EQUITY

 

178,609

 

178,889

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

$

209,891

$

207,752

See accompanying notes to condensed consolidated financial statements.

3

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited)

Three Months Ended September 30, 

2024

    

2023

(in thousands, except for share and per share data)

Net sales:

Equipment revenues

$

22,917

$

24,391

Service revenues

 

21,086

 

17,285

 

44,003

 

41,676

Cost of sales:

 

  

 

 

  

Equipment-related expenses

 

17,510

 

17,497

Service-related expenses

 

1,877

 

1,766

 

19,387

 

19,263

Gross Profit

 

24,616

 

22,413

Operating expenses:

Research and development

 

3,057

 

2,437

Selling, general, and administrative expenses

 

9,703

 

8,421

Total Operating Expenses

 

12,760

 

10,858

Operating Income

 

11,856

 

 

11,555

Other income:

 

 

 

  

Interest and other income (expense), net

 

1,144

 

440

Income before Provision for Income Taxes

 

13,000

 

11,995

Provision for Income Taxes

 

1,815

 

1,517

Net Income

$

11,185

$

10,478

Income per share:

 

  

 

  

Basic

$

0.30

$

0.28

Diluted

$

0.30

$

0.28

Weighted average number of shares outstanding:

 

  

 

  

Basic

 

36,865,000

 

36,827,000

Diluted

 

37,180,000

 

37,076,000

See accompanying notes to condensed consolidated financial statements.

4

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (unaudited)

Three months ended September 30, 2024 (in thousands, except for share data)

Common Stock

Treasury Stock

    

Number of

    

    

Additional

    

    

    

    

 

Shares

 

Paid-in

 

Number of

 

Retained

 

Issued

Amount

 

Capital

Shares

Amount

Earnings

Total

Balances at June 30, 2024

 

39,768,186

$

398

$

23,712

 

(2,893,715)

$

(19,521)

$

174,300

$

178,889

Net income

 

 

 

 

 

 

11,185

11,185

Stock-based compensation expense

 

 

371

 

 

 

371

Stock options exercised

2,849

 

54

 

 

 

54

Purchase of treasury shares

(193,252)

(7,280)

(7,280)

Cash dividend ($.125 per share)

 

 

 

 

(4,610)

(4,610)

Balances at September 30, 2024

 

39,771,035

$

398

$

24,137

 

(3,086,967)

$

(26,801)

$

180,875

$

178,609

    

Three months ended September 30, 2023 (in thousands, except share data)

    

Common Stock

  

Treasury Stock

  

  

    

Number of

    

    

Additional

    

    

    

    

 

Shares

 

Paid-in

 

Number of

 

Retained

 

Issued

Amount

 

Capital

Shares

Amount

Earnings

Total

Balances at June 30, 2023

 

39,663,812

$

397

$

21,553

 

(2,893,715)

$

(19,521)

$

137,740

$

140,169

Net income

 

 

 

 

 

 

10,478

10,478

Stock-based compensation expense

 

 

307

 

 

 

307

Cash dividend ($.08 per share)

 

 

 

 

(2,942)

(2,942)

Balances at September 30, 2023

 

39,663,812

$

397

$

21,860

 

(2,893,715)

$

(19,521)

$

145,276

$

148,012

See accompanying notes to condensed consolidated financial statements.

5

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

Three Months ended September 30, 

    

2024

    

2023

    

(in thousands)

CASH FLOWS FROM OPERATING ACTIVITIES

  

 

  

Net income

$

11,185

$

10,478

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

 

  

 

Depreciation and amortization

 

549

 

537

Interest (income) expense on other investments

(193)

76

Unrealized (gain) loss on marketable securities

(157)

57

(Recovery of) credit losses

 

(9)

 

(24)

Change to inventory reserve

 

(235)

 

822

Deferred income taxes

 

(749)

 

(80)

Stock based compensation expense

 

371

 

307

Changes in operating assets and liabilities:

 

  

 

  

Accounts receivable

 

3,671

 

3,172

Inventories

 

(30)

 

(6,620)

Prepaid expenses and other current assets

 

(197)

 

330

Income tax receivable

(71)

(130)

Other assets

 

3

 

17

Accounts payable, accrued expenses, accrued salaries and wages, accrued income taxes

 

(2,113)

 

2,267

Net Cash Provided by Operating Activities

 

12,025

 

11,209

CASH FLOWS FROM INVESTING ACTIVITIES

 

  

 

  

Purchases of property, plant, and equipment

 

(680)

 

(256)

Purchases of marketable securities

(111)

(42)

Purchases of other investments

(46)

(347)

Redemption of other investments

16,293

Net Cash Provided by (Used in) Investing Activities

 

15,456

 

(645)

CASH FLOWS FROM FINANCING ACTIVITIES

 

  

 

  

Proceeds from stock option exercises

 

54

 

Cash paid for dividend

 

 

(2,942)

Cash paid for purchase of treasury shares

(7,280)

Net Cash Used in Financing Activities

 

(7,226)

 

(2,942)

Net increase in Cash and Cash Equivalents

 

20,255

 

7,622

CASH AND CASH EQUIVALENTS - Beginning

 

65,341

 

35,955

CASH AND CASH EQUIVALENTS - Ending

$

85,596

$

43,577

SUPPLEMENTAL CASH FLOW INFORMATION

 

  

 

  

Interest paid

$

8

$

Income taxes paid

$

2,620

$

1,703

Non-Cash Investing and Financing Transactions

  

  

  

Cash dividends declared and not paid

$

4,610

$

See accompanying notes to condensed consolidated financial statements.

6

NAPCO SECURITY TECHNOLOGIES, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

September 30, 2024

NOTE 1 - Nature of Business and Summary of Significant Accounting Policies

Nature of Business:

Napco Security Technologies, Inc (“NAPCO”, “the Company”, “we”) is one of the leading manufacturers and designers of high-tech electronic security devices, cellular communication services for intrusion and fire alarm systems as well as a leading provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. We have experienced significant growth in recent years, primarily driven by fast growing recurring service revenues generated from wireless communication services for intrusion and fire alarm systems, as well as our school security products that are designed to meet the increasing needs to enhance school security as a result of on-campus shooting and violence in the U.S. Our wireless communication services have led to substantial growth in our monthly recurring revenues.

Significant Accounting Policies:

Principles of Consolidation

The consolidated financial statements include the accounts of Napco Security Technologies, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.

Accounting Estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent gains and losses at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We continuously evaluate our estimates and judgments based on historical experience, as well as other factors that we believe to be reasonable under the circumstances. The results of our evaluation form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Critical estimates include management’s judgments associated with reserves for sales returns and allowances, allowance for credit losses, overhead expenses applied to inventory, inventory reserves, valuation of intangible assets, share based compensation and income taxes. These estimates may change in the future if underlying assumptions or factors change, and actual results may differ from these estimates.

Fair Value of Financial Instruments

The methods and assumptions used to estimate the fair value of the following classes of financial instruments were: Current Assets and Current Liabilities - The carrying amount of cash and cash equivalents, certificates of deposits, marketable securities, current receivables and payables and certain other short-term financial instruments approximate their fair value as of September 30, 2024 and June 30, 2024 due to their short-term maturities.

Cash and Cash Equivalents and Investments – other

All financial instruments purchased with an original maturity of three months or less at the time of purchase are considered cash equivalents. Such items may include liquid money market funds, certificate of deposit and time deposit accounts. Investments that are classified as cash equivalents are carried at cost, which approximates fair value. Certificate of deposits with an original maturity greater than three months are classified as Investments – other.

Cash and cash equivalents include approximately $73,055,000 of short-term time deposits in money market funds as of September 30, 2024. Cash and cash equivalents include approximately $46,518,000 of short-term time deposits, consisting of several certificates of deposit totaling $5,402,000 and $41,116,000 in a money market fund as of June 30, 2024. The Company classifies these highly liquid

7

investments with original maturities of three months or less as cash equivalents. Certificates of deposit with an original maturity greater than three months are classified as Investments-other.

Cash and cash equivalents consist of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Cash

$

12,541

$

18,823

Money Market Fund

 

73,055

 

41,116

Certificate of Deposits

5,402

$

85,596

$

65,341

Investments-other consists of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Certificate of Deposits

$

10,926

$

26,980

$

10,926

$

26,980

Certificates of deposit are recorded at the original cost plus accrued interest. The Company’s Certificates of deposits consist of the following as of (in thousands):

September 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

n/a

n/a

n/a

n/a

Investments - other

4.60% - 4.75%

10/24/2024

10,747

10,926

June 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

4.70%

8/22/2024

$

5,374

$

5,402

Investments - other

4.55% - 4.75%

7/25/2024 - 10/24/2024

26,709

26,980

The Company has cash balances in banks in excess of the maximum amount insured by the FDIC and other international agencies as of September 30, 2024 and June 30, 2024. The Company has not historically experienced any credit losses with balances in excess of FDIC limits.

Marketable Securities

The Company’s marketable securities include investments in mutual funds, which invest primarily in various government and corporate obligations, stocks and money market funds. The Company’s marketable securities are reported at fair value with the related unrealized and realized gains and losses included in other income (expense). Realized gains or losses on mutual funds are determined on a specific identification basis. The Company evaluates its investments periodically for possible other-than-temporary impairment by reviewing factors such as the length of time and extent to which fair value had been below cost basis, the financial condition of the issuer and the Company’s ability and intent to hold the investment for a period of time, which may be sufficient for anticipated recovery of market value. The Company records an impairment charge to the extent that the cost of the available-for-sale securities exceeds the estimated fair value of the securities and the decline in value is determined to be other-than-temporary. During the three months ended September 2024 and 2023, the Company did not record an impairment charge regarding its investment in marketable securities because management believes, based on its evaluation of the circumstances, that the decline in fair value below the cost of certain of the Company’s marketable securities is temporary.

8

Accounts Receivable

Accounts receivable is stated net of the reserves for credit losses of $23,000 and $32,000 as of September 30, 2024 and June 30, 2024, respectively. In accordance with ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), the Company recognizes an allowance for credit losses for trade receivables to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on the credit losses expected to arise over the life of the asset which includes consideration of past events and historical loss experience, current events and also future events based on our expectation as of the balance sheet date. Receivables are written off when the Company determined that such receivables are deemed uncollectible. The Company pools its receivables based on similar risk characteristics in estimating its expected credit losses. In situations where a receivable does not share the same risk characteristics with other receivables, the Company measures those receivables individually. The Company also continuously evaluates such pooling decisions and adjusts as needed from period to period as risk characteristics change.

The Company utilizes the loss rate method in determining its lifetime expected credit losses on its receivables. This method is used for calculating an estimate of losses based primarily on the Company’s historical loss experience. In determining its loss rates, the Company evaluates information related to its historical losses, adjusted for current conditions and further adjusted for the period of time that can be reasonably forecasted. Qualitative and quantitative adjustments related to current conditions and the reasonable and supportable forecast period consider all the following: past due receivables, the customer creditworthiness, changes in the terms of receivables, effect of other external forces such as competition, and legal and regulatory requirements on the level of estimated credit losses in the existing receivables.

Inventories

Inventories are valued at the lower of cost or net realizable value, with cost being determined on the first-in, first-out (FIFO) method. The reported net value of inventory includes finished saleable products, work-in-process and raw materials that will be sold or used in future periods. Inventory costs include raw materials, direct labor and overhead. The Company’s overhead expenses are applied based, in part, upon estimates of the proportion of those expenses that are related to procuring and storing raw materials as compared to the manufacture and assembly of finished products. These proportions, the method of their application, and the resulting overhead included in ending inventory, are based in part on subjective estimates and actual results could differ from those estimates.

The Company records a reserve for excess and slow-moving inventory, which represents any excess of the cost of the inventory over its estimated realizable value. This reserve is calculated using an estimated excess and slow-moving percentage applied to the inventory based on age, historical trends, product life cycle, requirements to support forecasted sales, and the ability to find alternate applications of its raw materials and to convert finished product into alternate versions of the same product to better match customer demand. In addition, and as necessary, the Company may establish specific reserves for future known or anticipated events. There is inherent professional judgment and subjectivity made by both production and engineering members of management in determining the estimated excess and slow-moving percentage (See Note 6).

The Company also regularly reviews the period over which its inventories will be converted to sales. Any inventories expected to convert to sales beyond 12 months from the balance sheet date are classified as non-current.

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income.

Depreciation is recorded over the estimated service lives of the related assets using primarily the straight-line method. Amortization of leasehold improvements is calculated by using the straight-line method over the estimated useful life of the asset or lease term, whichever is shorter.

9

Long-Lived and Intangible Assets

Long-lived assets are amortized over their useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets in question may not be recoverable. Impairment would be recorded in circumstances where undiscounted cash flows expected to be generated by an asset are less than the carrying value of that asset.

Intangible assets consisted of the follows (in thousands):

September 30, 2024

June 30, 2024

    

Carrying

    

Accumulated

    

Net book

    

Carrying

    

Accumulated

    

Net book

value

amortization

value

value

amortization

value

Customer relationships

$

9,800

$

(9,465)

$

335

$

9,800

$

(9,436)

$

364

Trade name

4,048

 

(860)

 

3,188

 

4,048

 

(810)

 

3,238

$

13,848

$

(10,325)

$

3,523

$

13,848

$

(10,246)

$

3,602

Amortization expense for intangible assets subject to amortization was approximately $79,000 and $84,000 for the three months ended September 30, 2024 and 2023, respectively. Amortization expense for each of the next five fiscal years is estimated to be as follows: 2026 - $297,000; 2027 - $283,000; 2028 - $269,000; 2029 - $210,000; and 2030 - $202,000. The weighted average remaining amortization period for intangible assets was 14.6 years and 14.8 years at September 30, 2024 and June 30, 2024, respectively.

Revenue Recognition

Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services.

Equipment Revenue

Equipment revenue, which includes shipping and handling costs, is primarily generated from the sale of finished products to customers. Those sales predominantly contain a single performance obligation and revenue is recognized at a single point in time when ownership, risks and rewards transfer, which is typically the date of shipment of the related equipment when the product is picked up by the carrier or customer. A provision for product returns, credits and rebates is recorded as a reduction of equipment revenue in the same period the revenue is recognized.

The Company provides limited standard warranty for defective products, usually for a period of 24 to 36 months, and accepts returns for such defective products as well as for other limited circumstances. The Company also provides rebates to customers for meeting specified purchasing targets and other coupons or credits in limited circumstances. Reserves are established for the estimated returns, rebates and credits and such variable consideration is measured based on the expected value method.

The Company analyzes product sales returns and is able to make reasonable and reliable estimates of product returns based on several factors including actual returns and expected return data communicated to the Company by its customers.

Service Revenue

Service revenue is primarily generated from the sale of monthly cellular communication services to customers. Those sales predominantly contain a single performance obligation and revenue is recognized ratably with the delivery of cellular communication service over the related monthly period, and when ownership, risks and rewards transfer to the customer.

The services are billed monthly, and customers have the right to cancel the cellular communication services at any time, however the contract with the customer does not provide for a refund.

10

Cost of Sales

Equipment Cost of Sales

Equipment cost of sales is primarily comprised of direct materials and supplies consumed in the manufacturing of products, as well as manufacturing labor, depreciation expense and direct and indirect overhead expenses necessary to acquire and convert the purchased materials and supplies into finished products.

Service Cost of Sales

Service cost of sales includes the cost of operating our network operations center to manage and deliver telecommunication services.

Shipping and Handling Sales and Costs

The Company records the amount billed to customers for shipping and handling in net sales ($89,000 and $83,000 in the three months ended September 30, 2024 and 2023, respectively); and classifies the costs associated with these sales in cost of sales ($390,000 and $371,000 in the three months ended September 30, 2024 and 2023).

Advertising and Promotional Costs

Advertising and promotional costs are included in "Selling, General and Administrative" (“SG&A”) expenses in the consolidated statements of income and are expensed as incurred. Advertising expense for the three months ended September 30, 2024 and 2023 was $890,000 and $761,000, respectively.

Research and Development Costs

Research and development (“R&D”) costs incurred by the Company are charged to expense as incurred and are included in operating expenses in the consolidated statements of income. Company-sponsored R&D expense for the three months ended September 30, 2024 and 2023 was $3,057,000 and $2,437,000, respectively.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company measures and recognizes the tax implications of positions taken or expected to be taken in its tax returns on an ongoing basis. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

11

Net Income per Share

Basic net income per common share (Basic EPS) is computed by dividing net income by the weighted average number of common shares outstanding. Diluted net income per common share (Diluted EPS) is computed by dividing net income by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding.

The following provides a reconciliation of information used in calculating the per share amounts for the three months ended September 30, 2024 and 2023 (in thousands, except share and per share data):

Net Income per

Net Income

Weighted Average Shares

 Share

2024

    

2023

    

2024

    

2023

    

2024

    

2023

Basic EPS

$

11,185

$

10,478

36,865

36,827

$

0.30

$

0.28

Effect of Dilutive Securities:

  

 

  

 

 

 

  

 

  

Stock Options

 

 

315

 

249

 

 

Diluted EPS

$

11,185

$

10,478

 

37,180

 

37,076

$

0.30

$

0.28

Options to purchase 20,000 and 5,000 shares of common stock were excluded for the nine months ended September 30, 2024 and 2023, respectively, and were not included in the computation of Diluted EPS because their inclusion would be anti-dilutive. These options were still outstanding at the end of the period.

Stock-Based Compensation

The Company has established five share incentive programs as discussed in Note 10.

Stock-based awards exchanged for services are accounted for under the fair value method. Accordingly, stock-based compensation cost is measured at the grant date based on the estimated fair value of the award. The expense for awards is recognized over the requisite service period (generally the vesting period of the award). The Company has elected to treat awards with only service conditions and with graded vesting as one award. Consequently, the total compensation expense is recognized straight-line over the entire vesting period, so long as the compensation cost recognized at any date at least equals the portion of the grant date fair value of the award that is vested at that date.

Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility, among other factors.

Stock-based compensation costs of $371,000 and $307,000 were recognized for the three months ended September 30, 2024 and 2023, respectively.

Foreign Currency

The Company has determined the functional currency of all foreign subsidiaries is the U.S. Dollar. All foreign operations are considered a direct and integral part or extension of the Company’s operations. The day-to-day operations of all foreign subsidiaries are dependent on the economic environment of the U.S. Dollar. Therefore, no realized and unrealized gains and losses associated with foreign currency translation are recorded for the three months ended September 30, 2024 or 2023.

12

Comprehensive Income

For the three months ended September 30, 2024 and 2023, the Company’s operations did not give rise to material items includable in comprehensive income, which were not already included in net income. Accordingly, the Company’s comprehensive income approximates its net income for all periods presented.

Segment Reporting

The Company operates and measures its results in one operating segment and therefore has one reportable segment: the development, manufacture and sales of high-tech security devices and related cellular communication services for the devices. The Company’s Chief Operating Decision Maker, (the President, Chief Operating Officer, and Chief Financial Officer) evaluates performance of the Company and makes decisions regarding the allocation of resources based on total Company results. The Company has presented required geographical data in Note 14.

Leases

The Company determines at contract inception if an arrangement is a lease, or contains a lease, of an identified asset for which the Company has the right to obtain substantially all of the economic benefits from its use and the right to direct its use. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, while lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at lease commencement date based on the present value of lease payments over the lease term. The implicit discount rate in the Company’s leases generally cannot readily be determined, and therefore the Company uses its incremental borrowing rate based on information available at lease commencement date in determining the present value of future payments. If the Company has options to renew or terminate certain leases, those options are included in the determination of lease term when it is reasonably certain that the Company will exercise such options. The Company does not separate lease and non-lease components in determining ROU assets or lease liabilities for real estate leases. Additionally, the Company does not recognize ROU assets or lease liabilities for leases with original terms or renewals of one year or less. See Note 13 – Commitments and Contingencies; Leases for additional accounting policies and disclosures.

Legal and Other Contingencies

The outcomes of legal proceedings and claims brought against us are subject to significant uncertainty. An estimated loss from a loss contingency such as a legal proceeding or claim is accrued by a charge to income if it is probable that an asset has been impaired, or a liability has been incurred and the amount of the loss can be reasonably estimated. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Changes in these factors could materially impact our consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The update expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. It further requires disclosure of the amount and description of its composition for other segment items, and interim disclosures of both a reportable segment’s profit or loss and assets. The guidance requires disclosure of the title and position of the chief operating decision maker and how reported measures of segment profit or loss are used to assess performance and allocate resources. This pronouncement is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose consistent categories and greater disaggregation of information in the rate reconciliation and for income taxes paid. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

13

The Company is evaluating other pronouncements recently issued but not yet adopted. The adoption of these pronouncements is not expected to have a material impact on our consolidated financial statements.

NOTE 2 – Revenue Recognition and Contracts with Customers

The Company is engaged in the development, manufacture, and distribution of security products, encompassing access control systems, door security products, intrusion and fire alarm systems, alarm communication services, and video surveillance products for commercial and residential use. The Company also provides wireless communication service for intrusion and fire alarm systems on a monthly basis. These products and services are used for commercial, residential, institutional, industrial and governmental applications, and are sold primarily to independent distributors, dealers and installers of security equipment. Sales to unaffiliated customers are primarily shipped from the United States.

As of September 30, 2024 and June 30, 2024, the Company included refund liabilities of approximately $6,066,000 and $6,295,000, respectively, in current liabilities. As of September 30, 2024 and June 30, 2024, the Company included return-related assets of approximately $1,557,000 and $1,586,000, respectively, in other current assets.

As a percentage of gross sales, returns, rebates and allowances were 9% and 4% for the three months ended September 30, 2024 and 2023, respectively.

The Company disaggregates revenue from contracts with customers into major product lines. The Company determines that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. As noted in the accounting policy footnote, the Company’s business consists of one operating segment. Following is the disaggregation of revenues based on major product lines (in thousands):

Three months ended September 30, 

    

2024

    

2023

    

Major Product Lines:

  

 

  

Intrusion and access alarm products

$

9,063

$

9,297

Door locking devices

 

13,854

 

15,094

Services

 

21,086

 

17,285

Total Revenues

$

44,003

$

41,676

NOTE 3 – Business and Credit Concentrations

An entity is more vulnerable to concentrations of credit risk if it is exposed to risk of loss greater than it would have had if it mitigated its risk through diversification of customers. Such risks of loss manifest themselves differently, depending on the nature of the concentration, and vary in significance. The Company had one customer with an accounts receivable balance that comprised of 15% and 17% as of September 30, 2024 and June 30, 2024. The Company had one additional customer with an accounts receivable balance that comprised of 15% as of September 30, 2024. The Company had another additional customer with an accounts receivable balance that comprised of 12% as of June 30, 2024. Sales to any of these customers did not exceed 10% of net sales during the three months ended September 30, 2024 and 2023, respectively.

NOTE 4 – Fair Value Measurement

Fair value is the price that would be received for an asset or the amount paid to transfer a liability in an orderly transaction between market participants. The Company is required to classify certain assets and liabilities based on the following fair value hierarchy:

Level 1: Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2: Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; and
Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

14

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company has evaluated the estimated fair value of financial instruments using available market information and valuations as provided by third-party sources. The use of different market assumptions or estimation methodologies could have a significant effect on the estimated fair value amounts.

The following table presents the Company’s assets that were measured at fair value on a recurring basis at September 30, 2024 and June 30, 2024, respectively:

Level 1

Level 2

Level 3

Total

September 30, 2024

Cash equivalents

Certificate of deposits

-

-

-

-

Money market funds

73,055,000

-

-

73,055,000

Total

73,055,000

-

-

73,055,000

Short-term investments

Certificate of deposits

10,926,000

-

-

10,926,000

Total

10,926,000

-

-

10,926,000

Marketable securities

Mutual funds

5,666,000

-

-

5,666,000

Total

5,666,000

-

-

5,666,000

June 30, 2024

Cash equivalents

Certificate of deposits

5,402,000

-

-

5,402,000

Money market funds

41,116,000

-

-

41,116,000

Total

46,518,000

-

-

46,518,000

Short-term investments

Certificate of deposits

26,980,000

-

-

26,980,000

Total

26,980,000

-

-

26,980,000

Marketable securities

Mutual funds

5,398,000

-

-

5,398,000

Total

5,398,000

-

-

5,398,000

The Company’s investments classified as Level 1 are based on quoted prices that are available in active markets, as well as certificates of deposits and time deposits that are classified as Level 1 due to their short-term nature.

15

For the years ended June 30, 2024 and 2023, there were no transfers between Levels 1 and 2 investments and no transfers in or out of Level 3.

NOTE 5 – Marketable Securities

The Company’s marketable securities include investments in fixed income mutual funds, which are reported at their fair values. The disaggregated net gains and losses on the marketable securities recognized within the accompanying condensed consolidated statements of income for the three months ended September 30, 2024 and 2023, are as follows (in thousands):

Three months ended September 30, 

    

2024

    

2023

Net gains recognized during the period on marketable securities

$

111

$

42

Less: Net (losses) recognized during the period on marketable securities sold during the period

 

 

Unrealized gains (losses) recognized during the reporting period on marketable securities still held at the reporting date

 

157

 

(57)

$

268

$

(15)

The following tables summarize the Company’s investments at September 30, 2024 and June 30, 2024, respectively (in thousands):

September 30, 2024

June 30, 2024

Unrealized

Unrealized

Cost

    

Fair Value

    

Gain (Loss)

    

Cost

    

Fair Value

    

Gain (Loss)

Mutual Funds

$

5,842

5,666

$

(176)

$

5,857

$

5,398

$

(459)

Investment income is recognized when earned and consists principally of interest income from fixed income mutual funds. Realized gains and losses on sales of investments are determined on a specific identification basis.

Available-for-sale securities in a loss position at September 30, 2024 and June 30, 2024 were as follows:

Continuous Loss Position for Less than 12 Months

Continuous Loss Position for 12 Months or More

Estimated Fair Value

Gross Unrealized Losses

Estimated Fair Value

Gross Unrealized Losses

September 30, 2024

Mutual funds

-

-

4,152,000

218,000

Total

-

-

4,152,000

218,000

June 30, 2024

Mutual funds

-

-

4,677,000

486,000

Total

-

-

4,677,000

486,000

16

NOTE 6 - Inventories

Inventories, net of reserves are valued at lower of cost (first-in, first-out method) or net realizable value. Inventories, net of reserves consist of the following (in thousands):

    

September 30, 

    

June 30, 

2024

2024

Component parts

$

34,064

$

32,283

Work-in-process

 

7,213

 

7,509

Finished product

 

8,900

 

10,121

$

50,177

$

49,913

Classification of inventories:

 

  

 

  

Current

$

36,395

$

34,804

Non-current

 

13,782

 

15,109

$

50,177

$

49,913

The reserve for excess and slow-moving inventory, which reduces inventory in our consolidated balance sheets were $4,820,000 and $5,026,000 as of September 30, 2024 and June 30, 2024, respectively.

NOTE 7 – Property, Plant, and Equipment

Property, plant and equipment consist of the following (in thousands):

    

September 30, 2024

    

June 30, 2024

    

Useful Life in Years

Land

$

904

$

904

N/A

Buildings

 

8,911

 

8,911

30 to 40

Molds and dies

 

7,539

 

7,539

3 to 5

Furniture and fixtures

 

3,661

 

3,613

5 to 10

Machinery and equipment

 

29,809

 

29,761

3 to 10

Building improvements

 

3,618

 

3,129

Shorter of the lease term or life of asset

 

54,442

 

53,857

  

Less: accumulated depreciation and amortization

 

(45,155)

 

(44,780)

  

$

9,287

$

9,077

  

Depreciation and amortization expense on property, plant, and equipment was approximately $470,000 and $453,000 for the three months ended September 30, 2024 and 2023, respectively.

NOTE 8 - Income Taxes

The provision for income taxes represents Federal, foreign, and state and local income taxes. The effective rate differs from statutory rates due to the effect of state and local income taxes, tax rates in foreign jurisdictions, global intangible low-taxed income (“GILTI”), tax benefit of R&D credits, and certain nondeductible expenses. Our effective tax rate will change from quarter to quarter based on recurring and non-recurring factors including, but not limited to, the geographical mix of earnings, enacted tax legislation, and state and local income taxes. In addition, changes in judgment from the evaluation of new information resulting in the recognition de-recognition or re-measurement of a tax position taken in a prior annual period is recognized separately in the quarter of the change.

For the three months ended September 30, 2024 the Company recognized total pre-tax book income of $13,000,000, comprised of $2,529,000 and $10,471,000 of domestic and foreign pre-tax book income, respectively.

17

The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense and accrued income taxes. As of September 30, 2024, the Company had accrued interest totaling $209,000, as well as $700,000 of unrecognized net tax benefits that, if recognized, would favorably affect the Company’s effective income tax rate in any future period. For the three months ended September 30, 2024, additional interest expense was accrued for in the amount of $15,000.

The company has FIN 48 liabilities accrued due to historic Section 956 positions. These positions would not be reversed until the earlier of when the statute of limitation lapses noting that Section 956 adjustments are subject to a 6-year period under the constructive dividend rules, or the position is effectively settled via an IRS audit. Based on the tax returns filed in April of 2019, the six year statute of limitations would expire during Q4 of June 30, 2025.

We file a consolidated U.S. income tax return and tax returns in certain state and local and foreign jurisdictions. As of September 30, 2024, fiscal years 2021 and forward are still open for examination, in addition to fiscal year 2018, which is subject to a six year statute of limitations. In addition, the Company has a wholly-owned subsidiary which operates in a Free Zone in the Dominican Republic (“DR”) and is exempt from DR income tax.

In December 2022, the Company received a letter from the IRS (“IRS”) notifying it that the IRS has closed its examination of the Company’s income tax return for fiscal year ended June 30, 2020.  There has been no changes proposed in relation to this examination.

NOTE 9 - Long-Term Debt

On February 9, 2024, the Company and its primary bank, HSBC Bank USA National Association (“HSBC”), agreed to amend and restate the existing Third Amended and Restated Credit Agreement (“Agreement”) dated June 29, 2012, as amended, between the Registrant and HSBC with the Fourth Amended and Restated Credit Agreement (“Amended Agreement”). The Amended Agreement extends the term of the Agreement from June 28, 2024, to February 9, 2029. The Amended Agreement also increases the available revolving credit line from $11,000,000 to $20,000,000 and replaces the LIBOR benchmark rate with the Secured Overnight Financing Rate (SOFR) benchmark rate. As of September 30, 2024 and June 30, 2024, the Company has no outstanding debt.

The Amended Agreement provides for a SOFR-based interest rate option of SOFR plus 1.2645% to 1.3645%, depending on the Fixed Charge Coverage Ratio, which is to be measured and adjusted quarterly, a prime rate-based interest rate option of the prime rate, as defined in the Amended Agreement, and other terms and conditions as more fully described in the Amended Agreement. The Company’s obligations under the Amended Agreement continue to be secured by substantially all its domestic assets, including but not limited to, deposit accounts, accounts receivable, inventory, equipment and fixtures and intangible assets. In addition, the Company’s wholly owned subsidiaries, except for the Company’s foreign subsidiaries, have issued guarantees and pledges of all their assets to secure the Company’s obligations under the Amended Agreement. All the outstanding common stock of the Company’s domestic subsidiaries and 65% of the common stock of the Company’s foreign subsidiaries have been pledged to secure the Company’s obligations under the Amended Agreement. The Amended Agreement contains various restrictions and covenants including, but not limited to, compliance with certain financial rations, restrictions on payment of dividends and restrictions on borrowings.

During Fiscal 2020, the Company received the proceeds of promissory notes (the "PPP Loan Agreement"), entered into between the Company and HSBC Bank USA N.A., as lender (the "Lender). The Lender made the loans pursuant to the Paycheck Protection Program (the "PPP"), created by Section 1102 of the CARES Act. Pursuant to the PPP Loan Agreement, the Lender made loans to the Company with an aggregate principal amount of $3,904,000 (the "PPP Loan"). The PPP Loan and related extinguishment was accounted for in accordance with ASC 470 “Debt”.

Pursuant to the CARES Act, the loans may be forgiven, and during Fiscal 2022, the PPP Loans were forgiven, in their entirety, in accordance with guidelines set forth in the PPP Loan Agreement. In accordance with the CARES Act, the federal government reserves the right to audit any forgiveness of PPP Loan’s for a period of six years from the date of forgiveness, and it has indicated that it intends to audit loans that were in excess of $2 million.

NOTE 10 - Stock Options

The Company follows ASC 718 (“Share-Based Payment”), which requires that all share-based payments to employees, including stock options, be recognized as compensation expense in the consolidated financial statements based on their fair values and over the requisite service period. For the three months ended September 30, 2024 and 2023, the Company recorded non-cash compensation expense of

18

$371,000 ($0.01 per basic and diluted share) and $307,000 ($0.01 per basic and diluted share), respectively, relating to stock-based compensation which are included in SG&A in the consolidated statements of income.

2012 Employee Stock Option Plan

In December 2012, the stockholders approved the 2012 Employee Stock Option Plan (the 2012 Employee Plan). The 2012 Employee Plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 1,900,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to valued employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant and a term of 10 years.

Under the 2012 Employee Plan, stock options may be granted to valued employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 361,036 stock options were outstanding, 198,060 stock options were exercisable and no further stock options were available for grant under this plan.

No stock options were granted during the three months ended September 30, 2024 and 2023, respectively. No options may be granted under this plan after December 2022.

The following table reflects activity under the 2012 Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

    

Options

    

exercise price

    

Outstanding, beginning of year

363,036

$

21.47

521,580

$

19.37

Granted

Forfeited/Lapsed

Exercised

(2,000)

 

$

26.94

 

 

Outstanding, end of period

361,036

$

21.44

 

521,580

$

19.37

Exercisable, end of period

198,060

$

20.97

 

258,328

$

17.40

Weighted average fair value at grant date of options granted

n/a

 

n/a

 

Total intrinsic value of options exercised

$

35,000

n/a

 

Total intrinsic value of options outstanding

$

6,869,000

$

1,763,000

 

Total intrinsic value of options exercisable

$

3,860,000

$

1,358,000

 

A total of 2,000 and 0 stock options were exercised during the three months ended September 30, 2024 and 2023, respectively.  $54,000 cash was received from the option exercises during the three months ended September 30 ,2024. The actual tax benefit realized for the tax deductions from option exercises during the three months ended September 30, 2024 and 2023 was $0 and $0, respectively.

The following table summarizes information about stock options outstanding under the 2012 Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

    

    

Weighted average

    

    

    

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

outstanding

contractual life

exercise price

exercisable

exercise price

$10.02 ‑ $26.94

361,036

6.90

$

21.44

198,060

$

20.97

361,036

6.90

$

21.44

198,060

$

20.97

As of September 30, 2024, there was $885,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Employee Plan. 9,100 and 10,700 options vested during the three months ended September 30, 2024 and 2023, respectively. The total grant date fair value of the options vesting during the three months ended September 30, 2024 and 2023 was $112,000 and $124,000, respectively

19

2012 Non-Employee Stock Option Plan

In December 2012, the stockholders approved the 2012 Non-Employee Stock Option Plan (the 2012 Non-Employee Plan). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

Under the 2012 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 20,400 stock options were outstanding, 16,560 stock options were exercisable and no further stock options were available for grant under this plan after December 2022.

The following table reflects activity under the 2012 Non-Employee Plan for the three months ended September 30:

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

exercise price

Options

exercise price

Outstanding, beginning of year

20,400

$

14.39

20,400

$

14.39

Granted

Forfeited/Lapsed

Exercised

 

Outstanding, end of period

20,400

$

14.39

 

20,400

$

14.39

Exercisable, end of period

16,560

$

12.41

 

13,920

$

10.99

Weighted average fair value at grant date of options granted

n/a

n/a

 

  

Total intrinsic value of options exercised

n/a

n/a

 

  

Total intrinsic value of options outstanding

$

532,000

$

167,000

 

  

Total intrinsic value of options exercisable

$

465,000

$

159,000

 

  

No stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023, respectively, and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods.

The following table summarizes information about stock options outstanding under the 2012 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Weighted

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

    

contractual life

price

    

exercisable

price

$4.35 - $22.93

20,400

5.40

$

14.39

16,560

$

12.41

20,400

5.40

$

14.39

16,560

$

12.41

As of September 30, 2024, there was $19,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Non-Employee Plan. No options vested during the three months ended September 30, 2024 and 2023, respectively.

2018 Non-Employee Stock Option Plan

In December 2018, the stockholders approved the 2018 Non-Employee Stock Option Plan (the “2018 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

20

Under the 2018 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 64,900 stock options were outstanding, 59,500 stock options were exercisable and 4,000 further stock options were available for grant under this plan.

There were no options granted during the three months ended September 30, 2024 and 2023. No options may be granted under this plan after December 2028. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

2024

    

2023

Risk-free interest rates

n/a

n/a

Expected lives

n/a

n/a

Expected volatility

n/a

n/a

Expected dividend yields

n/a

n/a

The following table reflects activity under the 2018 Non-Employee Plan for the three months ended September 30:

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

 

exercise price

Options

 

exercise price

Outstanding, beginning of year

68,900

$

14.54

75,000

$

14.83

Granted

 

 

 

Forfeited/Lapsed

(4,000)

 

$

22.93

 

 

Exercised

 

 

 

Outstanding, end of period

64,900

$

14.02

 

75,000

$

14.83

Exercisable, end of period

59,500

$

13.21

 

50,720

$

12.87

Weighted average fair value at grant date of options granted

n/a

n/a

Total intrinsic value of options exercised

n/a

n/a

Total intrinsic value of options outstanding

$

1,716,000

$

570,000

Total intrinsic value of options exercisable

$

1,621,000

$

480,000

No stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023, respectively, and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods.

The following table summarizes information about stock options outstanding under the 2018 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

    

    

Weighted average

    

Weighted

    

    

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

contractual life

price

exercisable

price

$8.10 - $22.93

64,900

 

5.35

$

14.02

 

59,500

$

13.21

64,900

 

5.35

$

14.02

 

59,500

$

13.21

As of September 30, 2024, there was $27,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2018 Non-Employee Plan. No options vested during the three months ended September 30, 2024, respectively.

2020 Non-Employee Stock Option Plan

In May 2020, the stockholders approved the 2020 Non-Employee Stock Option Plan (the “2020 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common

21

stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

Under the 2020 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 51,900 stock options were outstanding, 34,140 stock options were exercisable and 45,100 stock options were available for grant under this plan.

No options were granted during the three months ended September  30, 2024 and 2023, respectively. No options may be granted under this plan after May 2030. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

The following table reflects activity under the 2020 Non-Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

    

Options

    

exercise price

    

Outstanding, beginning of year

 

56,900

 

$

23.35

56,900

 

$

23.35

Granted

 

Forfeited/Lapsed

(2,000)

$

26.94

Exercised

 

(3,000)

$

26.94

 

Outstanding, end of period

 

51,900

$

23.00

56,900

$

23.35

Exercisable, end of period

 

34,140

$

21.42

25,760

$

21.21

Weighted average fair value at grant date of options granted

n/a

 

  

n/a

 

Total intrinsic value of options exercised

$

32,000

 

  

 

n/a

 

Total intrinsic value of options outstanding

$

906,000

 

  

$

109,000

 

Total intrinsic value of options exercisable

$

650,000

 

  

$

87,000

 

A total of 3,000 and 0 stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. 3,000 stock options exercised during the three months ended September 30, 2024 were settled by the company withholding 2,151 shares from the shares issuable on exercise of the options. The withheld shares of common stock had an aggregate fair market value on the date of exercise equal to the purchase price being paid. The actual tax benefit realized for the tax deductions from option exercises during the three months ended September 30, 2024 and 2023 was $7,000 and $0, respectively.

The following table summarizes information about stock options outstanding under the 2020 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$11.40 - $30.71

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

22

As of September 30, 2024, there was $163,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2020 Non-Employee Plan. 7,000 options vested during both the three months ended September 30, 2024 and 2023, respectively. The total grant date fair value of the options vesting during the three months ended September 30, 2024 and 2023 under this plan was $79,000 each period.

2022 Employee Stock Option Plan

In December 2022, the stockholders approved the 2022 Employee Stock Option Plan (the “2022 Employee Plan”). The plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 950,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to valued employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant.

Under the 2022 Employee Plan, stock options may be granted to valued employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 130,000 stock options were outstanding, 26,000 stock options were exercisable and 820,000 stock options were available for grant under this plan.

No stock options were granted during the three months ended September 30, 2024 and 2023, respectively. No options may be granted under this plan after December 2032. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

The following table reflects activity under the 2022 Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

Options

    

exercise price

Outstanding, beginning of year

 

130,000

 

$

41.38

5,000

 

40.01

Granted

 

Forfeited/Lapsed

(5,000)

$

40.01

Exercised

 

 

 

Outstanding, end of period

 

130,000

$

41.38

Exercisable, end of period

 

26,000

$

41.38

Weighted average fair value at grant date of options granted

n/a

 

  

n/a

 

Total intrinsic value of options exercised

 

n/a

 

  

 

n/a

 

Total intrinsic value of options outstanding

$

189,000

 

  

n/a

 

Total intrinsic value of options exercisable

$

38,000

 

  

n/a

 

No options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023 and the actual tax benefit realized for the tax deductions from option exercises was $0.

23

The following table summarizes information about stock options outstanding under the 2022 Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$21.60 - $49.39

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

As of September 30, 2024, there was $1,955,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2022 Employee Plan. No options vested during the three months ended September 30, 2024 and 2023, respectively.

NOTE 11 – Stockholders’ Equity Transactions

The following tables summarizes information about dividends declared by the Company for the three months ended September 30, 2024 and the fiscal year ended June 30, 2024:

Dividend Declaration Date

Stockholders of Record Date

Dividend Payable Date

Per Share Cash Dividend Amount

August 22, 2024

September 12, 2024

October 3, 2024

$0.125

May 2, 2024

June 3, 2024

June 24, 2024

$ 0.10

February 1, 2024

March 1, 2024

March 22, 2024

$ 0.10

November 2, 2023

December 1, 2023

December 22, 2023

$ 0.08

August 18, 2023

September 1, 2023

September 22, 2023

$ 0.08

The dividend payable from the dividend declared on August 22, 2024, has been settled subsequent to September 30, 2024.

On September 16, 2014 the Company’s board of directors authorized the repurchase of up to 2 million of the approximately 38.8 million shares of the Company’s common stock then outstanding. Such repurchases may be made from time to time in the open market or in privately negotiated transactions subject to market conditions and the market price of the common stock. In December of Fiscal 2018, the board of directors authorized the repurchase of up to an additional 1 million shares. During the three months ended September 30, 2024 the Company repurchased 193,252 shares of its outstanding common stock at a weighted average price of $37.67. Shares repurchased through September 30, 2024 are included in the Company’s Treasury Stock as of September 30, 2024. The Company currently has available 387,388 shares that can be repurchased under this authorization. See Note 15, Subsequent Events, for an additional authorization.

The following tables summarizes information about shares repurchased by the Company for the three months ended September 30, 2024:

    

    

    

Total Number of

    

Maximum

Total

Shares Purchased as

Number of Shares

Number of

Average

Part of Publicly

that May Yet Be

Shares

Price Paid

Announced Plans or

Purchased Under

Period

    

Purchased

    

per Share

    

Programs

    

Plans or Programs

September 10, 2024 - September 19, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

Total for the 3 months ended September 30, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

During the three months ended September 30, 2024, certain employees and directors exercised stock options under the Company's 2012 Employee and 2020 Non-Employee Stock Option Plans totaling 5,000 shares. Of the 5,000 shares exercised, 3,000 of these exercises were completed as cashless exercises as allowed for under the plans, where the exercise shares are issued by the Company in exchange for shares of the Company's common stock that are owned by the optionees. The number of shares withheld by the Company was 2,151 and was based upon the aggregate fair market value on the date of exercise equal to the purchase price being paid.

24

NOTE 12 - 401(k) Plan

The Company maintains a 401(k) plan (“the Plan”) that covers all U.S. employees and is qualified under Sections 401(a) and 401(k) of the Internal Revenue Code. Company contributions to this plan are discretionary and totaled $69,000 and $62,000 for the three months ended September 30, 2024 and 2023, respectively.

NOTE 13 - Commitments and Contingencies

Leases

Our lease obligation consists of a 99-year lease, entered into by one of the Company’s foreign subsidiaries, for approximately four acres of land in the Dominican Republic on which the Company’s principal production facility is located. The lease, which commenced on April 26, 1993 and expires in 2092, initially had an annual base rent of approximately $235,000 plus $53,000 in annual service charges. On September 14, 2022, a lease modification was executed which provides for an annual base rent of $235,000 plus $105,000 in annual service charges. The service charges increase 2% annually over the remaining life of the lease. The modification resulted in a remeasurement of the operating lease asset and liability and the effect was a reduction to the asset and liability of $1.3 million.

Operating leases are included in operating lease right-of-use assets, accrued expenses and operating lease liabilities, non-current on our condensed consolidated balance sheets.

For the three months ended September 30, 2024 and 2023 cash payments against operating lease liabilities totaled $57,000 and $86,000, respectively.

Supplemental balance sheet information related to operating leases was as follows:

Weighted-average remaining lease term

    

68 Years

Weighted-average discount rate

6.25

%

The following is a schedule, by years, of maturities of lease liabilities as of September 30, 2024 (in thousands):

Year Ending June 30, 

    

Amount

2025

$

344

2026

 

346

2027

 

349

2028

 

351

2029

 

353

Thereafter

29,665

Total future minimum lease payments

$

31,408

Less: Imputed interest

25,998

Total

$

5,410

Operating lease expense totaled approximately $95,000 and $124,000 for the three months ended September 30, 2024 and 2023, respectively.

Litigation

On August 29, 2023, a purported class action, brought on behalf of a putative class who acquired publicly traded NAPCO securities between November 7, 2022 and August 18, 2023, was filed in the United States District Court for the Eastern District of New York against the Company, its Chairman and Chief Executive Officer, and its Chief Financial Officer. The action, captioned Zornberg v. NAPCO Security Technologies, Inc. et al., asserts securities fraud claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 in connection with statements made in the Company’s quarterly reports and earnings releases during the period of November 7, 2022 through May 8, 2023. A lead plaintiff was appointed in November 2023 and lead plaintiff filed an Amended Complaint on February 16, 2024. The Amended Complaint added claims under Sections 11, 12, and 15 of the Securities Act of 1933

25

in connection with the secondary public offering in February 2023. These additional claims are brought against the defendants named in the initial complaint, as well as the directors who allegedly signed the offering materials (prospectuses and registration statement in connection with the offering), and the underwriters for the offering. The Company filed a motion to dismiss the Amended Complaint on April 26, 2024. The Company intends to vigorously defend against the action.

With respect to all litigation and related matters, the Company records a liability when the Company believes it is probable that a liability has been incurred and the amount can be reasonably estimated. As of the end of the period covered by this report, the Company has not recorded a liability for the matter disclosed in this note. It is possible that the Company could be required to pay damages, incur other costs or establish accruals in amounts that could not be reasonably estimated as of the end of the period covered by this report.

Employment Agreements

The Company is obligated under three employment agreements and one severance agreement with executive officers of the Company. The employment agreements are with the Company’s CEO, Senior Vice President of Finance and Chief Accounting Officer (“SVP of Finance”)and the Senior Vice President of Engineering and Chief Technology Officer (“the SVP of Engineering”) and the severance agreement is with the Company’s President , Chief Operating Officer and Chief Financial Officer (“CFO”).

The employment agreement with the CEO provides for an annual salary of $970,000, as adjusted for inflation; incentive compensation as may be approved by the Board of Directors from time to time and a termination payment in an amount up to 299% of the average of the prior five calendar year’s compensation, subject to certain limitations, as defined in the agreement. The employment agreement renews annually in August unless either party gives the other notice of non-renewal at least six months prior to the end of the applicable term.

The employment agreement with the SVP of Finance expires in June 2025 and provides for an annual salary of $350,000. Upon the anniversary date, if terminated by the Company without cause, the SVP of Finance is entitled to severance of six months’ salary and continued company-sponsored health insurance for six months from the date of termination.

The employment agreement with the SVP of Engineering expires in August 2024 and provides for an annual salary of $440,000, and, if terminated by the Company without cause, severance of nine month’s salary and continued company-sponsored health insurance for six months from the date of termination.

The severance agreement is with the CFO and provides for, if terminated by the Company without cause or within three months of a change in corporate control of the Company, severance of nine month’s salary, continued company-sponsored health insurance for six months from the date of termination and certain non-compete and other restrictive provisions.

NOTE 14 – Geographical Data

The Company is engaged in one major line of business: the development, manufacture, and distribution of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products for commercial and residential use. The Company also provides wireless communication service for intrusion and fire alarm systems. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. Sales to unaffiliated customers are primarily shipped from the United States. The Company has customers worldwide with major concentrations in North America.

26

Financial Information Relating to Domestic and Foreign Operations (in thousands):

Three months ended September 30, 

2024

    

2023

Sales to external customers (1):

  

 

  

Domestic

$

43,689

$

41,371

Foreign

 

314

 

305

Total Net Sales

$

44,003

$

41,676

    

September 30, 2024

    

June 30, 2024

    

Identifiable assets:

  

 

  

United States

$

166,883

$

164,365

Dominican Republic (2)

 

43,008

 

43,387

Total Identifiable Assets

$

209,891

$

207,752

(1)All of the Company’s sales originate in the United States and are shipped primarily from the Company’s facilities in the United States. There were no sales into any one foreign country in excess of 10% of total Net Sales.
(2)Consists primarily of inventories (September 30, 2024 = $33,445; June 30, 2024 = $33,584), operating lease right of use (September 30, 2024 = $5,410; June 30, 2024 = $5,487) and fixed assets (September 30, 2024 = $3,543; June 30, 2024 = $3,623) located at the Company’s principal manufacturing facility in the Dominican Republic.  

NOTE 15 - Subsequent Events

The Company has evaluated subsequent events occurring after the end of the period covered by the condensed consolidated financial statements for events requiring recording or disclosure in the condensed consolidated financial statements.

On November 1, 2024, the Company’s Board of Directors declared a cash dividend of $.125 per share payable on January 3, 2025 to stockholders of record on December 12, 2024. Additionally, on November 1, 2024, the Company’s Board of Directors authorized the Company to repurchase up to 1,000,000 shares of its common stock in addition to the prior authorized repurchases described in Note 11.

27

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Cautionary Statement Regarding Forward Looking Statements

This Quarterly Report on Form 10-Q and the documents we incorporate by reference contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act. All statements, other than statements of historical fact, included or incorporated in this prospectus regarding our strategy, future operations, clinical trials, collaborations, intellectual property, cash resources, financial position, future revenues, projected costs, prospects, plans, and objectives of management are forward-looking statements. The words “believes,” “anticipates,” “estimates,” “plans,” “expects,” “intends,” “may,” “could,” “should,” “potential,” “likely,” “projects,” “continue,” “will,” “schedule,” “would,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. We cannot guarantee that we will achieve the plans, intentions or expectations disclosed in our forward-looking statements and you should not place undue reliance on our forward-looking statements. These forward-looking statements involve known and unknown risks, uncertainties, and other factors, which may be beyond our control, and which may cause our actual results, performance, or achievements to be materially different from future results, performance, or achievements expressed or implied by such forward-looking statements. There are a number of important factors that could cause our actual results to differ materially from those indicated or implied by forward-looking statements. See “Risk Factors” in our Annual Report on Form 10-K for the year ended June 30, 2024 for more information. These factors and the other cautionary statements made in this prospectus and the documents we incorporate by reference should be read as being applicable to all related forward-looking statements whenever they appear in this prospectus and the documents we incorporate by reference. In addition, any forward-looking statements represent our estimates only as of the date that this prospectus is filed with the SEC and should not be relied upon as representing our estimates as of any subsequent date. We do not assume any obligation to update any forward-looking statements. We disclaim any intention or obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by law.

Overview

Napco is a leading manufacturer and designer of high-tech electronic security devices, wireless communication services for intrusion and fire alarm systems as well as a provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products, used for commercial, residential, institutional, industrial and governmental applications. We have experienced significant growth in recent years, primarily driven by our recurring service revenues from wireless communication services for intrusion and fire alarm systems.

NAPCO has established a heritage and proven record in the professional security community for reliably delivering both advanced technology and high-quality security solutions. We are dedicated to developing innovative technology and producing the next generation of reliable security solutions that utilize remote communications and wireless networks.

Highlights from the quarter ended September 30, 2024 compared with the comparable quarter in fiscal 2023 included:

Net sales for the quarter increased 6% to a record $44.0 million.
Recurring service revenue (“RSR”) for the quarter increased 22% to $21.1 million.
Gross margin for recurring service revenue increased to 91% as compared to 90%.
Gross margin for equipment revenue was 24% as compared to 28%.
Net income increased 7% to a first quarter record $11.2 million.

Industry Trends

Our industry is dynamic and highly competitive, with frequent changes in both technologies and business models. Each industry shift is an opportunity to conceive new products, new technologies, or new ideas that can further transform the industry and our business.

28

Napco continually innovates through a broad range of research and development activities that seek to identify and address the changing demands of customers, industry trends, and competitive forces.

Economic Conditions and Other Factors

We are subject to the effects of general macroeconomic and market conditions.

The markets for security devices and services are dynamic and highly competitive. Our competitors are continually developing new products and solutions for consumers and businesses. We must continue to evolve and adapt to respond to customer and user preferences over an extended time in pace with this changing environment.

Critical Accounting Policies and Estimates

The Company’s significant accounting policies are fully described in Note 1 to the Company’s consolidated financial statements included in its 2024 Annual Report on Form 10-K.

Our discussion and analysis of our financial condition and results of operations are based upon our Condensed Consolidated Financial Statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The preparation of these financial statements requires a high degree of judgment, either in the application and interpretation of existing accounting literature or in the development of estimates that affect the reported amounts of assets, liabilities, revenues, and expenses. We continuously evaluate our estimates and judgments based on historical experience, as well as other factors that we believe to be reasonable under the circumstances. The results of our evaluation form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Critical estimates include management’s judgments associated with reserves for sales returns and allowances, allowance for credit losses, overhead expenses applied to inventory, inventory reserves, valuation of intangible assets, share based compensation and income taxes. These estimates may change in the future if underlying assumptions or factors change, and actual results may differ from these estimates.

Results of Operations

    

Three months ended September 30, 

    

(dollars in thousands)

 

 

 

% Increase/

 

    

2024

    

2023

    

(decrease)

    

Net sales: equipment revenues

$

22,917

$

24,391

 

(6.0)

%  

service revenues

21,086

17,285

22.0

%  

Total net sales

44,003

41,676

5.6

%  

Gross Profit: equipment

5,407

6,894

(21.6)

%  

services

19,209

15,519

23.8

%  

Total gross profit

 

24,616

 

22,413

 

9.8

%  

Gross profit as a % of net sales:

 

55.9

%  

 

53.8

%  

3.9

%  

equipment

23.6

%  

28.3

%  

(16.6)

%  

services

91.1

%  

89.8

%  

1.4

%  

Research and development

 

3,057

 

2,437

 

25.4

%  

Selling, general and administrative

 

9,703

 

8,421

 

15.2

%  

Selling, general and administrative as a percentage of net sales

 

22.1

%  

 

20.2

%  

9.4

%  

Operating income

 

11,856

 

11,555

 

2.6

%  

Interest and other income, net

 

1,144

 

440

 

160.0

%  

Provision for income taxes

 

1,815

 

1,517

 

19.6

%  

Net income

 

11,185

 

10,478

 

6.7

%  

29

Net Sales

Net Sales for the three months ended September 30, 2024 increased $2,327,000 to $44,003,000 as compared to $41,676,000 in the comparable period. Net equipment revenues for the three months ended September 30, 2024, decreased $1,474,000 to $22,917,000 as compared to $24,391,000 in the comparable period. The decrease in net equipment sales was primarily due to decreases in intrusion and access alarm products of $233,000 and door locking devices of $1,241,000.

Net service revenues for the three months ended September 30, 2024, increased $3,801,000 to $21,086,000 as compared to $17,285,000 in the Comparable period. The increase in net service revenues was primarily due to an increase in our cellular (radio) communication device activations.

Gross Profit

Overall gross profit for the three months ended September 30, 2024 increased $2,203,000 to $24,616,000, or 55.9% of net sales, as compared to $22,413,000, or 53.8% of net sales, for the comparable period.

Gross profit from equipment sales was $5,407,000, or 23.6% of equipment sales, as compared to $6,894,000, or 28.3% of net equipment sales, for the comparable period. The decrease in gross profit percentage from equipment sales is primarily a result of product mix. Door locking products historically result in higher margin percentages as compared to access alarm products and specifically cellular (radio) communicator devices, which also result in future increases in recurring alarm communication services revenue.

Gross profit on service revenues was $19,209,000, or 91.1% of net service revenues, as compared to $15,519,000, or 89.8% of net service revenues, for the comparable period a year ago. The increase in gross profit percentage was a result of renegotiation of royalty arrangements and volume rebates received from carriers.

Research and Development

Research and development expenses for the three months ended September 30, 2024 increased by $620,000 to $3,057,000, or 6.9% of net sales, as compared to $2,437,000, or 5.8% of net sales, for the comparable period. The increase in research and development expenses was primarily a result of annual compensation increases and hiring of additional resources.

Selling, General and Administrative

Selling, general and administrative (“SG&A”) expenses for the three months ended September 30, 2024 increased by $1,282,000 to $9,703,000 as compared to $8,421,000 for the comparable period.

The increase in SG&A expenses was primarily attributable to compensation increases and hiring of additional staff, increases in advertising and insurance costs, partially offset by decreases in professional fees.

Other Income (Expense)

Interest and other income, net for the three months ended September 30, 2024 increased by $704,000 to income of $1,144,000 as compared to income of $440,000 for the comparable period. The increase in income was primarily due to an increase in interest income on short-term investments as a result of higher interest rates and larger deposit balances.

Income Taxes

The Company’s provision for income taxes for the three months ended September 30, 2024 increased by $298,000 to $1,815,000 as compared to $1,517,000 for the same period a year ago. The increase in the provision for income taxes for the three months was primarily due to higher taxable income in the U.S. The Company’s effective rate for income tax was 14.0% and 12.6% for the three months ended September 30, 2024 and 2023 respectively. The Company’s effective tax rate for the three months ended September 30, 2024 increased as a result of higher non-deductible stock based compensation.

30

Liquidity and Capital Resources

Our cash and cash equivalents increased by $20,255,000 during the quarter ended September 30, 2024, and our cash and cash equivalents and short-term investments as of September 30, 2024 was $96,522,000. We believe that our projected cash flow from operations, combined with our cash and short-term investments, will be sufficient to meet our projected working capital requirements, contractual obligations, and other cash flow needs for the next twelve months.

As of September 30, 2024, the Company’s available revolving credit line was $20,000,000, which expires in February 2029, none of which has been drawn. The Company has no outstanding debt.

A summary of the cash flow activity for the periods ended September 30, 2024 and 2023 is as follows:

Cash Flows from Operating Activities

Net cash provided by operating activities was $12.0 million for the period ended September 30, 2024 and was due to net income of $11.2 million and increase in cash flow from changes in operating assets and liabilities of $1.3 million, partially offset by adjustments for non-cash items of $.4 million. The changes in operating assets and liabilities were largely attributable to increases in accounts receivables and decreases in inventories and accounts payable and accrued expenses.

Net cash provided by operating activities was $11.2 million for the period ended September 30, 2023 and was due to net income of $10.5 million and adjustments for non-cash items of $1.7 million, partially offset by a decrease in cash flow from operating activities due to changes in operating assets and liabilities of $1.0 million. The changes in operating assets and liabilities was largely attributable to a decrease in accounts receivable and an increase in and accounts payable and accrued expenses offset by an increase in inventories.

Cash Flows from Investing Activities

The net cash provided by investing activities of $15.5 million during the period ended September 30, 2024 was primarily attributable to the redemption of other investments ($16.3 million) partially offset by expenditures used for capital expenditures ($.7 million) and purchase of investments ($.1 million). The cash used in investing activities of $0.6 million during the period ended September 30, 2023, was primarily attributable to expenditures used for capital expenditures and purchase of investments. The change in use of cash for investing activities from 2023 to 2024 was a reduction in investments in term deposits (other investments).

Cash Flows from Financing Activities

The cash used in financing activities of $7.2 million for the period ended September 30, 2024 was primarily related to the purchase of treasury shares. The cash used in financing activities of $2.9 million for the period ended September 30, 2023 was primarily related to the payment of stockholder dividends.

Contractual Obligations and Commitments

As of September 30, 2024, the Company had no material commitments for capital expenditures or inventory purchases other than purchase orders issued in the normal course of business. On April 26, 1993, the Company's foreign subsidiary entered into a 99-year land lease of approximately 4 acres of land in the Dominican Republic, on which the Company’s principle manufacturing facility is located, at an annual base rent of approximately $235,000 and $105,000 in annual service charges. The service charges increase 2% annually over the remaining life of the lease.

ITEM 3: Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

Our exposure to market rate risk for changes in interest rates primarily relates to our investment portfolio. We internally manage our investment portfolios considering investment opportunities and risks, tax consequences, and overall financing strategies. Our investment portfolio includes fixed-income securities with a fair value of approximately $5.4 million at June 30, 2024. These securities are subject to interest rate risk and, based on our investment portfolio at June 30, 2024, a 100 basis point increase in interest rates would result in a

31

decrease in the fair value of the portfolio of approximately $113,000. While an increase in interest rates may reduce the fair value of the investment portfolio, we will not realize the losses in the Consolidated Statements of Income unless the individual fixed-income securities are sold prior to recovery or the loss is determined to be other-than-temporary.

Currency Exchange Risk

We conduct business with non-U.S. customers, however all foreign sales transactions by the Company are denominated in U.S. dollars. As such, the Company has shifted foreign currency exposure onto its foreign customers.

If changes in exchange rates were to negatively effect these customers, the Company could have trouble collecting unsecured receivables, and or experience the cancellation of existing orders or the loss of future orders. The foregoing could materially adversely affect the Company's business, financial condition and results of operations.

We are also exposed to foreign currency risk relative to expenses incurred in Dominican Pesos ("RD$"), the local currency of the Company's production facility in the Dominican Republic. The result of a 10% strengthening or weakening in the U.S. dollar to the RD$ would result in an annual increase or decrease in income from operations of approximately $810,000.

ITEM 4: Controls and Procedures

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure as of September 30, 2024. Management necessarily applied its judgment in assessing the costs and benefits of such controls and procedures, which, by their nature, can provide only reasonable assurance regarding management’s control objectives. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of September 30, 2024. Based on that evaluation, management concluded that such disclosure controls and procedures were not effective, at the reasonable assurance level, as of September 30, 2024, as a result of the material weaknesses in internal control over financial reporting discussed below.

Previously Identified Material Weaknesses in Internal Control over Financial Reporting

As disclosed in our Annual Report on Form 10-K for the year ended June 30, 2024, management identified a material weakness in internal control related to inventory costing. The material weakness was a result of ineffective review of information used in the inventory costing process.

Plans for Remediation of Material Weaknesses

Management, with the oversight of the audit committee of our Board of Directors, is currently designing and implementing reconciliation procedures to determine that the information used in the costing of inventory is complete and accurate and expects to complete these actions during fiscal 2025. While the Company has begun the process of taking measures which it believes will remediate the underlying cause of this material weakness, there can be no assurance as to when the remediation plan will be fully developed and implemented and whether such measures will be effective. Until the Company’s remediation plan is fully implemented and effective, the Company will continue to devote time, attention and financial resources to this effort.

Changes in Internal Control over Financial Reporting

During the three months ended September 30, 2024, there were no changes in the Company’s internal controls over financial reporting, except for the remediation efforts described above, that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting except as described above.

32

PART II: OTHER INFORMATION

Item 1. Legal Proceedings

The information called for by this item is incorporated herein by reference to Note 13, Commitments and Contingencies, in the Notes to the Condensed Consolidated Financial Statements included in Part I, Item 1 of this Form 10-Q.

Item 1A. Risk Factors

Information regarding the Company’s Risk Factors are set forth in the Company’s Annual Report on Form 10-K for the year ended June 30, 2024 as well as the Form 424(b)(7) Prospectus, filed on March 7, 2024. There has been no material change in the risk factors previously disclosed in the Company’s Form 10-K and Form 424(b)(7) for the three months ended September 30, 2024.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On September 16, 2014 the Company’s board of directors authorized the repurchase of up to 2 million of the approximately 38.8 million shares of the Company’s common stock then outstanding. Such repurchases may be made from time to time in the open market or in privately negotiated transactions subject to market conditions and the market price of the common stock. In December of Fiscal 2018, the board of directors authorized the repurchase of up to an additional 1 million shares. During the three months ended September 30, 2024 the Company repurchased 193,252 shares of its outstanding common stock at a weighted average price of $37.67. Shares repurchased through September 30, 2024 are included in the Company’s Treasury Stock as of September 30, 2024.

The following tables summarizes information about shares repurchased by the Company for the three months ended September 30, 2024:

    

    

    

Total Number of

    

Maximum

Total

Shares Purchased as

Number of Shares

Number of

Average

Part of Publicly

that May Yet Be

Shares

Price Paid

Announced Plans or

Purchased Under

Period

    

Purchased

    

per Share

    

Programs

    

Plans or Programs

September 10, 2024 - September 19, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

Total for the 3 months ended September 30, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

None

33

Item 6. Exhibits

31.1

Certification Pursuant to Rule 13a-14(a)/15d-14(a) of Richard L. Soloway, Chairman of the Board and President

31.2

Certification Pursuant to Rule 13a-14(a)/15d-14(a) of Kevin S. Buchel, Executive Vice President and Chief Financial Officer

32.1

Section 1350 Certifications

101.INS

Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

104

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

34

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 thereunto duly authorized.

November 4, 2024

NAPCO SECURITY TECHNOLOGIES, INC.

(Registrant)

By:

/s/ RICHARD L. SOLOWAY

 

 

Richard L. Soloway

 

Chairman of the Board of Directors & Chief Executive Officer

 

(Chief Executive Officer)

 

 

 

 

 

 

 

By:

/s/ KEVIN S. BUCHEL

 

 

Kevin S. Buchel

 

President, Chief Operating Officer & Chief Financial Officer

 

(Principal Financial and Accounting Officer)

35

EXHIBIT 31.1

SECTION 302 CERTIFICATION

I, Richard Soloway, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Napco Security Technologies, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 4, 2024

/s/RICHARD L. SOLOWAY

Richard Soloway

Chief Executive Officer

(Principal Executive Officer)


EXHIBIT 31.2

SECTION 302 CERTIFICATION

I, Kevin S. Buchel, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Napco Security Technologies, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent function):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 4, 2024

/s/KEVIN S. BUCHEL

Kevin S. Buchel

President, Chief Operating Officer & Chief Financial Officer

(Principal Financial Officer)


EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Napco Security Technologies, Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2024, filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, RICHARD L. SOLOWAY, Chief Executive Officer of the Company, certify, that to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:  November 4, 2024

/s/RICHARD L. SOLOWAY

Richard L. Soloway, Chief Executive Officer

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Napco Security Technologies, Inc. (the “Company”) on Form 10-Q for the period ending September 30, 2024, filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, KEVIN S. BUCHEL, Chief Financial Officer of the Company, certify, that to the best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: November 4, 2024

/s/KEVIN S. BUCHEL

Kevin S. Buchel, President, Chief Operating Officer & Chief Financial Officer

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.


v3.24.3
Document And Entity Information - shares
3 Months Ended
Sep. 30, 2024
Nov. 01, 2024
Document And Entity Information    
Document Type 10-Q  
Amendment Flag false  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Sep. 30, 2024  
Securities Act File Number 0-10004  
Entity Registrant Name NAPCO SECURITY TECHNOLOGIES, INC  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 11-2277818  
Entity Address, Address Line One 333 Bayview Avenue  
Entity Address, City or Town Amityville  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 11701  
City Area Code 631  
Local Phone Number 842-9400  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q1  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Trading Symbol NSSC  
Security Exchange Name NASDAQ  
Entity Interactive Data Current Yes  
Entity Current Reporting Status Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0000069633  
Current Fiscal Year End Date --06-30  
Entity Common Stock, Shares Outstanding   36,684,068
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
CURRENT ASSETS    
Cash and cash equivalents $ 85,596 $ 65,341
Investments - other 10,926 26,980
Marketable securities 5,666 5,398
Accounts receivable, net of allowance for credit losses of $23 and $32 as of September 30, 2024 and June 30, 2024, respectively 28,236 31,898
Inventories 36,395 34,804
Income tax receivable 144 73
Prepaid expenses and other current assets 4,466 4,269
Total Current Assets 171,429 168,763
Inventories - non-current 13,782 15,109
Property, plant and equipment, net 9,287 9,077
Intangible assets, net 3,523 3,602
Deferred income taxes 6,177 5,428
Operating lease - Right-of-use asset 5,410 5,487
Other assets 283 286
TOTAL ASSETS 209,891 207,752
CURRENT LIABILITIES    
Accounts payable 5,936 7,977
Accrued expenses 9,446 10,345
Accrued salaries and wages 4,694 3,907
Dividend payable 4,610  
Total Current Liabilities 24,686 22,229
Accrued income taxes 1,136 1,122
Operating lease liability 5,460 5,512
TOTAL LIABILITIES 31,282 28,863
COMMITMENTS AND CONTINGENCIES (Note 13)
STOCKHOLDERS' EQUITY    
Common Stock, par value $0.01 per share; 100,000,000 shares authorized as of September 30, 2024 and June 30, 2024; 39,771,035 and 39,768,186 shares issued; and 36,684,068 and 36,874,471 shares outstanding, respectively. 398 398
Additional paid-in capital 24,137 23,712
Retained earnings 180,875 174,300
Less: Treasury Stock, at cost (3,086,967 and 2,893,715 shares as of September 30, 2024 and June 30, 2024, respectively) (26,801) (19,521)
TOTAL STOCKHOLDERS' EQUITY 178,609 178,889
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 209,891 $ 207,752
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) - USD ($)
Sep. 30, 2024
Jun. 30, 2024
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)    
Allowance for credit losses $ 23,000 $ 32,000
Common stock, par (per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 100,000,000 100,000,000
Common stock, issued (in shares) 39,771,035 39,768,186
Common stock, outstanding (in shares) 36,684,068 36,874,471
Treasury stock, shares 3,086,967 2,893,715
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (unaudited) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Net sales:    
Net sales $ 44,003,000 $ 41,676,000
Cost of sales:    
Cost of sales 19,387,000 19,263,000
Gross Profit 24,616,000 22,413,000
Operating expenses:    
Research and development 3,057,000 2,437,000
Selling, general, and administrative expenses 9,703,000 8,421,000
Total Operating Expenses 12,760,000 10,858,000
Operating Income 11,856,000 11,555,000
Other income:    
Interest and other income (expense), net 1,144,000 440,000
Income before Provision for Income Taxes 13,000,000 11,995,000
Provision for Income Taxes 1,815,000 1,517,000
Net Income $ 11,185,000 $ 10,478,000
Income per share:    
Basic (in dollars per share) $ 0.30 $ 0.28
Diluted (in dollars per share) $ 0.30 $ 0.28
Weighted average number of shares outstanding:    
Basic (in shares) 36,865,000 36,827,000
Diluted (in shares) 37,180,000 37,076,000
Equipment    
Net sales:    
Net sales $ 22,917,000 $ 24,391,000
Cost of sales:    
Cost of sales 17,510,000 17,497,000
Services    
Net sales:    
Net sales 21,086,000 17,285,000
Cost of sales:    
Cost of sales $ 1,877,000 $ 1,766,000
v3.24.3
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (unaudited) - USD ($)
$ in Thousands
Common Stock
Additional Paid-in Capital
Treasury Stock
Retained Earnings
Total
Balance at Jun. 30, 2023 $ 397 $ 21,553 $ (19,521) $ 137,740 $ 140,169
Balance (in shares) at Jun. 30, 2023 39,663,812   (2,893,715)    
Net income       10,478 10,478
Stock-based compensation expense   307     307
Cash dividend       (2,942) (2,942)
Balance at Sep. 30, 2023 $ 397 21,860 $ (19,521) 145,276 148,012
Balance (in shares) at Sep. 30, 2023 39,663,812   (2,893,715)    
Balance at Jun. 30, 2024 $ 398 23,712 $ (19,521) 174,300 178,889
Balance (in shares) at Jun. 30, 2024 39,768,186   (2,893,715)    
Net income       11,185 11,185
Stock-based compensation expense   371     371
Stock options exercised   54     54
Stock options exercised (in shares) 2,849        
Purchase of treasury shares     $ (7,280)   $ (7,280)
Purchase of treasury shares (in shares)     (193,252)   (193,252)
Cash dividend       (4,610) $ (4,610)
Balance at Sep. 30, 2024 $ 398 $ 24,137 $ (26,801) $ 180,875 $ 178,609
Balance (in shares) at Sep. 30, 2024 39,771,035   (3,086,967)    
v3.24.3
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (unaudited) (Parenthetical) - $ / shares
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (unaudited)    
Cash dividend declared (in dollars per share) $ 0.125 $ 0.08
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
CASH FLOWS FROM OPERATING ACTIVITIES    
Net income $ 11,185,000 $ 10,478,000
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 549,000 537,000
Interest (income) expense on other investments (193,000) 76,000
Unrealized (gain) loss on marketable securities (157,000) 57,000
(Recovery of) credit losses (9,000) (24,000)
Change to inventory reserve (235,000) 822,000
Deferred income taxes (749,000) (80,000)
Stock based compensation expense 371,000 307,000
Changes in operating assets and liabilities:    
Accounts receivable 3,671,000 3,172,000
Inventories (30,000) (6,620,000)
Prepaid expenses and other current assets (197,000) 330,000
Income tax receivable (71,000) (130,000)
Other assets 3,000 17,000
Accounts payable, accrued expenses, accrued salaries and wages, accrued income taxes (2,113,000) 2,267,000
Net Cash Provided by Operating Activities 12,025,000 11,209,000
CASH FLOWS FROM INVESTING ACTIVITIES    
Purchases of property, plant, and equipment (680,000) (256,000)
Purchases of marketable securities (111,000) (42,000)
Purchases of other investments (46,000) (347,000)
Redemption of other investments 16,293,000  
Net Cash Provided by (Used in) Investing Activities 15,456,000 (645,000)
CASH FLOWS FROM FINANCING ACTIVITIES    
Proceeds from stock option exercises 54,000  
Cash paid for dividend   (2,942,000)
Cash paid for purchase of treasury shares (7,280,000)  
Net Cash Used in Financing Activities (7,226,000) (2,942,000)
Net increase in Cash and Cash Equivalents 20,255,000 7,622,000
CASH AND CASH EQUIVALENTS - Beginning 65,341,000 35,955,000
CASH AND CASH EQUIVALENTS - Ending 85,596,000 43,577,000
SUPPLEMENTAL CASH FLOW INFORMATION    
Interest paid 8,000  
Income taxes paid 2,620,000 $ 1,703,000
Non-Cash Investing and Financing Transactions    
Cash dividends declared and not paid $ 4,610,000  
v3.24.3
Nature of Business and Summary of Significant Accounting Policies
3 Months Ended
Sep. 30, 2024
Nature of Business and Summary of Significant Accounting Policies  
Nature of Business and Summary of Significant Accounting Policies

NOTE 1 - Nature of Business and Summary of Significant Accounting Policies

Nature of Business:

Napco Security Technologies, Inc (“NAPCO”, “the Company”, “we”) is one of the leading manufacturers and designers of high-tech electronic security devices, cellular communication services for intrusion and fire alarm systems as well as a leading provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. We have experienced significant growth in recent years, primarily driven by fast growing recurring service revenues generated from wireless communication services for intrusion and fire alarm systems, as well as our school security products that are designed to meet the increasing needs to enhance school security as a result of on-campus shooting and violence in the U.S. Our wireless communication services have led to substantial growth in our monthly recurring revenues.

Significant Accounting Policies:

Principles of Consolidation

The consolidated financial statements include the accounts of Napco Security Technologies, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.

Accounting Estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent gains and losses at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We continuously evaluate our estimates and judgments based on historical experience, as well as other factors that we believe to be reasonable under the circumstances. The results of our evaluation form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Critical estimates include management’s judgments associated with reserves for sales returns and allowances, allowance for credit losses, overhead expenses applied to inventory, inventory reserves, valuation of intangible assets, share based compensation and income taxes. These estimates may change in the future if underlying assumptions or factors change, and actual results may differ from these estimates.

Fair Value of Financial Instruments

The methods and assumptions used to estimate the fair value of the following classes of financial instruments were: Current Assets and Current Liabilities - The carrying amount of cash and cash equivalents, certificates of deposits, marketable securities, current receivables and payables and certain other short-term financial instruments approximate their fair value as of September 30, 2024 and June 30, 2024 due to their short-term maturities.

Cash and Cash Equivalents and Investments – other

All financial instruments purchased with an original maturity of three months or less at the time of purchase are considered cash equivalents. Such items may include liquid money market funds, certificate of deposit and time deposit accounts. Investments that are classified as cash equivalents are carried at cost, which approximates fair value. Certificate of deposits with an original maturity greater than three months are classified as Investments – other.

Cash and cash equivalents include approximately $73,055,000 of short-term time deposits in money market funds as of September 30, 2024. Cash and cash equivalents include approximately $46,518,000 of short-term time deposits, consisting of several certificates of deposit totaling $5,402,000 and $41,116,000 in a money market fund as of June 30, 2024. The Company classifies these highly liquid

investments with original maturities of three months or less as cash equivalents. Certificates of deposit with an original maturity greater than three months are classified as Investments-other.

Cash and cash equivalents consist of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Cash

$

12,541

$

18,823

Money Market Fund

 

73,055

 

41,116

Certificate of Deposits

5,402

$

85,596

$

65,341

Investments-other consists of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Certificate of Deposits

$

10,926

$

26,980

$

10,926

$

26,980

Certificates of deposit are recorded at the original cost plus accrued interest. The Company’s Certificates of deposits consist of the following as of (in thousands):

September 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

n/a

n/a

n/a

n/a

Investments - other

4.60% - 4.75%

10/24/2024

10,747

10,926

June 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

4.70%

8/22/2024

$

5,374

$

5,402

Investments - other

4.55% - 4.75%

7/25/2024 - 10/24/2024

26,709

26,980

The Company has cash balances in banks in excess of the maximum amount insured by the FDIC and other international agencies as of September 30, 2024 and June 30, 2024. The Company has not historically experienced any credit losses with balances in excess of FDIC limits.

Marketable Securities

The Company’s marketable securities include investments in mutual funds, which invest primarily in various government and corporate obligations, stocks and money market funds. The Company’s marketable securities are reported at fair value with the related unrealized and realized gains and losses included in other income (expense). Realized gains or losses on mutual funds are determined on a specific identification basis. The Company evaluates its investments periodically for possible other-than-temporary impairment by reviewing factors such as the length of time and extent to which fair value had been below cost basis, the financial condition of the issuer and the Company’s ability and intent to hold the investment for a period of time, which may be sufficient for anticipated recovery of market value. The Company records an impairment charge to the extent that the cost of the available-for-sale securities exceeds the estimated fair value of the securities and the decline in value is determined to be other-than-temporary. During the three months ended September 2024 and 2023, the Company did not record an impairment charge regarding its investment in marketable securities because management believes, based on its evaluation of the circumstances, that the decline in fair value below the cost of certain of the Company’s marketable securities is temporary.

Accounts Receivable

Accounts receivable is stated net of the reserves for credit losses of $23,000 and $32,000 as of September 30, 2024 and June 30, 2024, respectively. In accordance with ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), the Company recognizes an allowance for credit losses for trade receivables to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on the credit losses expected to arise over the life of the asset which includes consideration of past events and historical loss experience, current events and also future events based on our expectation as of the balance sheet date. Receivables are written off when the Company determined that such receivables are deemed uncollectible. The Company pools its receivables based on similar risk characteristics in estimating its expected credit losses. In situations where a receivable does not share the same risk characteristics with other receivables, the Company measures those receivables individually. The Company also continuously evaluates such pooling decisions and adjusts as needed from period to period as risk characteristics change.

The Company utilizes the loss rate method in determining its lifetime expected credit losses on its receivables. This method is used for calculating an estimate of losses based primarily on the Company’s historical loss experience. In determining its loss rates, the Company evaluates information related to its historical losses, adjusted for current conditions and further adjusted for the period of time that can be reasonably forecasted. Qualitative and quantitative adjustments related to current conditions and the reasonable and supportable forecast period consider all the following: past due receivables, the customer creditworthiness, changes in the terms of receivables, effect of other external forces such as competition, and legal and regulatory requirements on the level of estimated credit losses in the existing receivables.

Inventories

Inventories are valued at the lower of cost or net realizable value, with cost being determined on the first-in, first-out (FIFO) method. The reported net value of inventory includes finished saleable products, work-in-process and raw materials that will be sold or used in future periods. Inventory costs include raw materials, direct labor and overhead. The Company’s overhead expenses are applied based, in part, upon estimates of the proportion of those expenses that are related to procuring and storing raw materials as compared to the manufacture and assembly of finished products. These proportions, the method of their application, and the resulting overhead included in ending inventory, are based in part on subjective estimates and actual results could differ from those estimates.

The Company records a reserve for excess and slow-moving inventory, which represents any excess of the cost of the inventory over its estimated realizable value. This reserve is calculated using an estimated excess and slow-moving percentage applied to the inventory based on age, historical trends, product life cycle, requirements to support forecasted sales, and the ability to find alternate applications of its raw materials and to convert finished product into alternate versions of the same product to better match customer demand. In addition, and as necessary, the Company may establish specific reserves for future known or anticipated events. There is inherent professional judgment and subjectivity made by both production and engineering members of management in determining the estimated excess and slow-moving percentage (See Note 6).

The Company also regularly reviews the period over which its inventories will be converted to sales. Any inventories expected to convert to sales beyond 12 months from the balance sheet date are classified as non-current.

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income.

Depreciation is recorded over the estimated service lives of the related assets using primarily the straight-line method. Amortization of leasehold improvements is calculated by using the straight-line method over the estimated useful life of the asset or lease term, whichever is shorter.

Long-Lived and Intangible Assets

Long-lived assets are amortized over their useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets in question may not be recoverable. Impairment would be recorded in circumstances where undiscounted cash flows expected to be generated by an asset are less than the carrying value of that asset.

Intangible assets consisted of the follows (in thousands):

September 30, 2024

June 30, 2024

    

Carrying

    

Accumulated

    

Net book

    

Carrying

    

Accumulated

    

Net book

value

amortization

value

value

amortization

value

Customer relationships

$

9,800

$

(9,465)

$

335

$

9,800

$

(9,436)

$

364

Trade name

4,048

 

(860)

 

3,188

 

4,048

 

(810)

 

3,238

$

13,848

$

(10,325)

$

3,523

$

13,848

$

(10,246)

$

3,602

Amortization expense for intangible assets subject to amortization was approximately $79,000 and $84,000 for the three months ended September 30, 2024 and 2023, respectively. Amortization expense for each of the next five fiscal years is estimated to be as follows: 2026 - $297,000; 2027 - $283,000; 2028 - $269,000; 2029 - $210,000; and 2030 - $202,000. The weighted average remaining amortization period for intangible assets was 14.6 years and 14.8 years at September 30, 2024 and June 30, 2024, respectively.

Revenue Recognition

Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services.

Equipment Revenue

Equipment revenue, which includes shipping and handling costs, is primarily generated from the sale of finished products to customers. Those sales predominantly contain a single performance obligation and revenue is recognized at a single point in time when ownership, risks and rewards transfer, which is typically the date of shipment of the related equipment when the product is picked up by the carrier or customer. A provision for product returns, credits and rebates is recorded as a reduction of equipment revenue in the same period the revenue is recognized.

The Company provides limited standard warranty for defective products, usually for a period of 24 to 36 months, and accepts returns for such defective products as well as for other limited circumstances. The Company also provides rebates to customers for meeting specified purchasing targets and other coupons or credits in limited circumstances. Reserves are established for the estimated returns, rebates and credits and such variable consideration is measured based on the expected value method.

The Company analyzes product sales returns and is able to make reasonable and reliable estimates of product returns based on several factors including actual returns and expected return data communicated to the Company by its customers.

Service Revenue

Service revenue is primarily generated from the sale of monthly cellular communication services to customers. Those sales predominantly contain a single performance obligation and revenue is recognized ratably with the delivery of cellular communication service over the related monthly period, and when ownership, risks and rewards transfer to the customer.

The services are billed monthly, and customers have the right to cancel the cellular communication services at any time, however the contract with the customer does not provide for a refund.

Cost of Sales

Equipment Cost of Sales

Equipment cost of sales is primarily comprised of direct materials and supplies consumed in the manufacturing of products, as well as manufacturing labor, depreciation expense and direct and indirect overhead expenses necessary to acquire and convert the purchased materials and supplies into finished products.

Service Cost of Sales

Service cost of sales includes the cost of operating our network operations center to manage and deliver telecommunication services.

Shipping and Handling Sales and Costs

The Company records the amount billed to customers for shipping and handling in net sales ($89,000 and $83,000 in the three months ended September 30, 2024 and 2023, respectively); and classifies the costs associated with these sales in cost of sales ($390,000 and $371,000 in the three months ended September 30, 2024 and 2023).

Advertising and Promotional Costs

Advertising and promotional costs are included in "Selling, General and Administrative" (“SG&A”) expenses in the consolidated statements of income and are expensed as incurred. Advertising expense for the three months ended September 30, 2024 and 2023 was $890,000 and $761,000, respectively.

Research and Development Costs

Research and development (“R&D”) costs incurred by the Company are charged to expense as incurred and are included in operating expenses in the consolidated statements of income. Company-sponsored R&D expense for the three months ended September 30, 2024 and 2023 was $3,057,000 and $2,437,000, respectively.

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company measures and recognizes the tax implications of positions taken or expected to be taken in its tax returns on an ongoing basis. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

Net Income per Share

Basic net income per common share (Basic EPS) is computed by dividing net income by the weighted average number of common shares outstanding. Diluted net income per common share (Diluted EPS) is computed by dividing net income by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding.

The following provides a reconciliation of information used in calculating the per share amounts for the three months ended September 30, 2024 and 2023 (in thousands, except share and per share data):

Net Income per

Net Income

Weighted Average Shares

 Share

2024

    

2023

    

2024

    

2023

    

2024

    

2023

Basic EPS

$

11,185

$

10,478

36,865

36,827

$

0.30

$

0.28

Effect of Dilutive Securities:

  

 

  

 

 

 

  

 

  

Stock Options

 

 

315

 

249

 

 

Diluted EPS

$

11,185

$

10,478

 

37,180

 

37,076

$

0.30

$

0.28

Options to purchase 20,000 and 5,000 shares of common stock were excluded for the nine months ended September 30, 2024 and 2023, respectively, and were not included in the computation of Diluted EPS because their inclusion would be anti-dilutive. These options were still outstanding at the end of the period.

Stock-Based Compensation

The Company has established five share incentive programs as discussed in Note 10.

Stock-based awards exchanged for services are accounted for under the fair value method. Accordingly, stock-based compensation cost is measured at the grant date based on the estimated fair value of the award. The expense for awards is recognized over the requisite service period (generally the vesting period of the award). The Company has elected to treat awards with only service conditions and with graded vesting as one award. Consequently, the total compensation expense is recognized straight-line over the entire vesting period, so long as the compensation cost recognized at any date at least equals the portion of the grant date fair value of the award that is vested at that date.

Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility, among other factors.

Stock-based compensation costs of $371,000 and $307,000 were recognized for the three months ended September 30, 2024 and 2023, respectively.

Foreign Currency

The Company has determined the functional currency of all foreign subsidiaries is the U.S. Dollar. All foreign operations are considered a direct and integral part or extension of the Company’s operations. The day-to-day operations of all foreign subsidiaries are dependent on the economic environment of the U.S. Dollar. Therefore, no realized and unrealized gains and losses associated with foreign currency translation are recorded for the three months ended September 30, 2024 or 2023.

Comprehensive Income

For the three months ended September 30, 2024 and 2023, the Company’s operations did not give rise to material items includable in comprehensive income, which were not already included in net income. Accordingly, the Company’s comprehensive income approximates its net income for all periods presented.

Segment Reporting

The Company operates and measures its results in one operating segment and therefore has one reportable segment: the development, manufacture and sales of high-tech security devices and related cellular communication services for the devices. The Company’s Chief Operating Decision Maker, (the President, Chief Operating Officer, and Chief Financial Officer) evaluates performance of the Company and makes decisions regarding the allocation of resources based on total Company results. The Company has presented required geographical data in Note 14.

Leases

The Company determines at contract inception if an arrangement is a lease, or contains a lease, of an identified asset for which the Company has the right to obtain substantially all of the economic benefits from its use and the right to direct its use. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, while lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at lease commencement date based on the present value of lease payments over the lease term. The implicit discount rate in the Company’s leases generally cannot readily be determined, and therefore the Company uses its incremental borrowing rate based on information available at lease commencement date in determining the present value of future payments. If the Company has options to renew or terminate certain leases, those options are included in the determination of lease term when it is reasonably certain that the Company will exercise such options. The Company does not separate lease and non-lease components in determining ROU assets or lease liabilities for real estate leases. Additionally, the Company does not recognize ROU assets or lease liabilities for leases with original terms or renewals of one year or less. See Note 13 – Commitments and Contingencies; Leases for additional accounting policies and disclosures.

Legal and Other Contingencies

The outcomes of legal proceedings and claims brought against us are subject to significant uncertainty. An estimated loss from a loss contingency such as a legal proceeding or claim is accrued by a charge to income if it is probable that an asset has been impaired, or a liability has been incurred and the amount of the loss can be reasonably estimated. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Changes in these factors could materially impact our consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The update expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. It further requires disclosure of the amount and description of its composition for other segment items, and interim disclosures of both a reportable segment’s profit or loss and assets. The guidance requires disclosure of the title and position of the chief operating decision maker and how reported measures of segment profit or loss are used to assess performance and allocate resources. This pronouncement is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose consistent categories and greater disaggregation of information in the rate reconciliation and for income taxes paid. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

The Company is evaluating other pronouncements recently issued but not yet adopted. The adoption of these pronouncements is not expected to have a material impact on our consolidated financial statements.

v3.24.3
Revenue Recognition and Contracts with Customers
3 Months Ended
Sep. 30, 2024
Revenue Recognition and Contracts with Customers  
Revenue Recognition and Contracts with Customers

NOTE 2 – Revenue Recognition and Contracts with Customers

The Company is engaged in the development, manufacture, and distribution of security products, encompassing access control systems, door security products, intrusion and fire alarm systems, alarm communication services, and video surveillance products for commercial and residential use. The Company also provides wireless communication service for intrusion and fire alarm systems on a monthly basis. These products and services are used for commercial, residential, institutional, industrial and governmental applications, and are sold primarily to independent distributors, dealers and installers of security equipment. Sales to unaffiliated customers are primarily shipped from the United States.

As of September 30, 2024 and June 30, 2024, the Company included refund liabilities of approximately $6,066,000 and $6,295,000, respectively, in current liabilities. As of September 30, 2024 and June 30, 2024, the Company included return-related assets of approximately $1,557,000 and $1,586,000, respectively, in other current assets.

As a percentage of gross sales, returns, rebates and allowances were 9% and 4% for the three months ended September 30, 2024 and 2023, respectively.

The Company disaggregates revenue from contracts with customers into major product lines. The Company determines that disaggregating revenue into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. As noted in the accounting policy footnote, the Company’s business consists of one operating segment. Following is the disaggregation of revenues based on major product lines (in thousands):

Three months ended September 30, 

    

2024

    

2023

    

Major Product Lines:

  

 

  

Intrusion and access alarm products

$

9,063

$

9,297

Door locking devices

 

13,854

 

15,094

Services

 

21,086

 

17,285

Total Revenues

$

44,003

$

41,676

v3.24.3
Business and Credit Concentrations
3 Months Ended
Sep. 30, 2024
Business and Credit Concentrations  
Business and Credit Concentrations

NOTE 3 – Business and Credit Concentrations

An entity is more vulnerable to concentrations of credit risk if it is exposed to risk of loss greater than it would have had if it mitigated its risk through diversification of customers. Such risks of loss manifest themselves differently, depending on the nature of the concentration, and vary in significance. The Company had one customer with an accounts receivable balance that comprised of 15% and 17% as of September 30, 2024 and June 30, 2024. The Company had one additional customer with an accounts receivable balance that comprised of 15% as of September 30, 2024. The Company had another additional customer with an accounts receivable balance that comprised of 12% as of June 30, 2024. Sales to any of these customers did not exceed 10% of net sales during the three months ended September 30, 2024 and 2023, respectively.

v3.24.3
Fair Value Measurements
3 Months Ended
Sep. 30, 2024
Fair Value Measurements  
Fair Value Measurements

NOTE 4 – Fair Value Measurement

Fair value is the price that would be received for an asset or the amount paid to transfer a liability in an orderly transaction between market participants. The Company is required to classify certain assets and liabilities based on the following fair value hierarchy:

Level 1: Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;
Level 2: Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets or financial instruments for which significant inputs are observable, either directly or indirectly; and
Level 3: Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. The Company has evaluated the estimated fair value of financial instruments using available market information and valuations as provided by third-party sources. The use of different market assumptions or estimation methodologies could have a significant effect on the estimated fair value amounts.

The following table presents the Company’s assets that were measured at fair value on a recurring basis at September 30, 2024 and June 30, 2024, respectively:

Level 1

Level 2

Level 3

Total

September 30, 2024

Cash equivalents

Certificate of deposits

-

-

-

-

Money market funds

73,055,000

-

-

73,055,000

Total

73,055,000

-

-

73,055,000

Short-term investments

Certificate of deposits

10,926,000

-

-

10,926,000

Total

10,926,000

-

-

10,926,000

Marketable securities

Mutual funds

5,666,000

-

-

5,666,000

Total

5,666,000

-

-

5,666,000

June 30, 2024

Cash equivalents

Certificate of deposits

5,402,000

-

-

5,402,000

Money market funds

41,116,000

-

-

41,116,000

Total

46,518,000

-

-

46,518,000

Short-term investments

Certificate of deposits

26,980,000

-

-

26,980,000

Total

26,980,000

-

-

26,980,000

Marketable securities

Mutual funds

5,398,000

-

-

5,398,000

Total

5,398,000

-

-

5,398,000

The Company’s investments classified as Level 1 are based on quoted prices that are available in active markets, as well as certificates of deposits and time deposits that are classified as Level 1 due to their short-term nature.

For the years ended June 30, 2024 and 2023, there were no transfers between Levels 1 and 2 investments and no transfers in or out of Level 3.

v3.24.3
Marketable Securities
3 Months Ended
Sep. 30, 2024
Marketable Securities  
Marketable Securities

NOTE 5 – Marketable Securities

The Company’s marketable securities include investments in fixed income mutual funds, which are reported at their fair values. The disaggregated net gains and losses on the marketable securities recognized within the accompanying condensed consolidated statements of income for the three months ended September 30, 2024 and 2023, are as follows (in thousands):

Three months ended September 30, 

    

2024

    

2023

Net gains recognized during the period on marketable securities

$

111

$

42

Less: Net (losses) recognized during the period on marketable securities sold during the period

 

 

Unrealized gains (losses) recognized during the reporting period on marketable securities still held at the reporting date

 

157

 

(57)

$

268

$

(15)

The following tables summarize the Company’s investments at September 30, 2024 and June 30, 2024, respectively (in thousands):

September 30, 2024

June 30, 2024

Unrealized

Unrealized

Cost

    

Fair Value

    

Gain (Loss)

    

Cost

    

Fair Value

    

Gain (Loss)

Mutual Funds

$

5,842

5,666

$

(176)

$

5,857

$

5,398

$

(459)

Investment income is recognized when earned and consists principally of interest income from fixed income mutual funds. Realized gains and losses on sales of investments are determined on a specific identification basis.

Available-for-sale securities in a loss position at September 30, 2024 and June 30, 2024 were as follows:

Continuous Loss Position for Less than 12 Months

Continuous Loss Position for 12 Months or More

Estimated Fair Value

Gross Unrealized Losses

Estimated Fair Value

Gross Unrealized Losses

September 30, 2024

Mutual funds

-

-

4,152,000

218,000

Total

-

-

4,152,000

218,000

June 30, 2024

Mutual funds

-

-

4,677,000

486,000

Total

-

-

4,677,000

486,000

v3.24.3
Inventories
3 Months Ended
Sep. 30, 2024
Inventories  
Inventories

NOTE 6 - Inventories

Inventories, net of reserves are valued at lower of cost (first-in, first-out method) or net realizable value. Inventories, net of reserves consist of the following (in thousands):

    

September 30, 

    

June 30, 

2024

2024

Component parts

$

34,064

$

32,283

Work-in-process

 

7,213

 

7,509

Finished product

 

8,900

 

10,121

$

50,177

$

49,913

Classification of inventories:

 

  

 

  

Current

$

36,395

$

34,804

Non-current

 

13,782

 

15,109

$

50,177

$

49,913

The reserve for excess and slow-moving inventory, which reduces inventory in our consolidated balance sheets were $4,820,000 and $5,026,000 as of September 30, 2024 and June 30, 2024, respectively.

v3.24.3
Property, Plant, and Equipment
3 Months Ended
Sep. 30, 2024
Property, Plant, and Equipment  
Property, Plant, and Equipment

NOTE 7 – Property, Plant, and Equipment

Property, plant and equipment consist of the following (in thousands):

    

September 30, 2024

    

June 30, 2024

    

Useful Life in Years

Land

$

904

$

904

N/A

Buildings

 

8,911

 

8,911

30 to 40

Molds and dies

 

7,539

 

7,539

3 to 5

Furniture and fixtures

 

3,661

 

3,613

5 to 10

Machinery and equipment

 

29,809

 

29,761

3 to 10

Building improvements

 

3,618

 

3,129

Shorter of the lease term or life of asset

 

54,442

 

53,857

  

Less: accumulated depreciation and amortization

 

(45,155)

 

(44,780)

  

$

9,287

$

9,077

  

Depreciation and amortization expense on property, plant, and equipment was approximately $470,000 and $453,000 for the three months ended September 30, 2024 and 2023, respectively.

v3.24.3
Income Taxes
3 Months Ended
Sep. 30, 2024
Income Taxes  
Income Taxes

NOTE 8 - Income Taxes

The provision for income taxes represents Federal, foreign, and state and local income taxes. The effective rate differs from statutory rates due to the effect of state and local income taxes, tax rates in foreign jurisdictions, global intangible low-taxed income (“GILTI”), tax benefit of R&D credits, and certain nondeductible expenses. Our effective tax rate will change from quarter to quarter based on recurring and non-recurring factors including, but not limited to, the geographical mix of earnings, enacted tax legislation, and state and local income taxes. In addition, changes in judgment from the evaluation of new information resulting in the recognition de-recognition or re-measurement of a tax position taken in a prior annual period is recognized separately in the quarter of the change.

For the three months ended September 30, 2024 the Company recognized total pre-tax book income of $13,000,000, comprised of $2,529,000 and $10,471,000 of domestic and foreign pre-tax book income, respectively.

The Company’s practice is to recognize interest and penalties related to income tax matters in income tax expense and accrued income taxes. As of September 30, 2024, the Company had accrued interest totaling $209,000, as well as $700,000 of unrecognized net tax benefits that, if recognized, would favorably affect the Company’s effective income tax rate in any future period. For the three months ended September 30, 2024, additional interest expense was accrued for in the amount of $15,000.

The company has FIN 48 liabilities accrued due to historic Section 956 positions. These positions would not be reversed until the earlier of when the statute of limitation lapses noting that Section 956 adjustments are subject to a 6-year period under the constructive dividend rules, or the position is effectively settled via an IRS audit. Based on the tax returns filed in April of 2019, the six year statute of limitations would expire during Q4 of June 30, 2025.

We file a consolidated U.S. income tax return and tax returns in certain state and local and foreign jurisdictions. As of September 30, 2024, fiscal years 2021 and forward are still open for examination, in addition to fiscal year 2018, which is subject to a six year statute of limitations. In addition, the Company has a wholly-owned subsidiary which operates in a Free Zone in the Dominican Republic (“DR”) and is exempt from DR income tax.

In December 2022, the Company received a letter from the IRS (“IRS”) notifying it that the IRS has closed its examination of the Company’s income tax return for fiscal year ended June 30, 2020.  There has been no changes proposed in relation to this examination.

v3.24.3
Long-Term Debt
3 Months Ended
Sep. 30, 2024
Long-Term Debt.  
Long-Term Debt

NOTE 9 - Long-Term Debt

On February 9, 2024, the Company and its primary bank, HSBC Bank USA National Association (“HSBC”), agreed to amend and restate the existing Third Amended and Restated Credit Agreement (“Agreement”) dated June 29, 2012, as amended, between the Registrant and HSBC with the Fourth Amended and Restated Credit Agreement (“Amended Agreement”). The Amended Agreement extends the term of the Agreement from June 28, 2024, to February 9, 2029. The Amended Agreement also increases the available revolving credit line from $11,000,000 to $20,000,000 and replaces the LIBOR benchmark rate with the Secured Overnight Financing Rate (SOFR) benchmark rate. As of September 30, 2024 and June 30, 2024, the Company has no outstanding debt.

The Amended Agreement provides for a SOFR-based interest rate option of SOFR plus 1.2645% to 1.3645%, depending on the Fixed Charge Coverage Ratio, which is to be measured and adjusted quarterly, a prime rate-based interest rate option of the prime rate, as defined in the Amended Agreement, and other terms and conditions as more fully described in the Amended Agreement. The Company’s obligations under the Amended Agreement continue to be secured by substantially all its domestic assets, including but not limited to, deposit accounts, accounts receivable, inventory, equipment and fixtures and intangible assets. In addition, the Company’s wholly owned subsidiaries, except for the Company’s foreign subsidiaries, have issued guarantees and pledges of all their assets to secure the Company’s obligations under the Amended Agreement. All the outstanding common stock of the Company’s domestic subsidiaries and 65% of the common stock of the Company’s foreign subsidiaries have been pledged to secure the Company’s obligations under the Amended Agreement. The Amended Agreement contains various restrictions and covenants including, but not limited to, compliance with certain financial rations, restrictions on payment of dividends and restrictions on borrowings.

During Fiscal 2020, the Company received the proceeds of promissory notes (the "PPP Loan Agreement"), entered into between the Company and HSBC Bank USA N.A., as lender (the "Lender). The Lender made the loans pursuant to the Paycheck Protection Program (the "PPP"), created by Section 1102 of the CARES Act. Pursuant to the PPP Loan Agreement, the Lender made loans to the Company with an aggregate principal amount of $3,904,000 (the "PPP Loan"). The PPP Loan and related extinguishment was accounted for in accordance with ASC 470 “Debt”.

Pursuant to the CARES Act, the loans may be forgiven, and during Fiscal 2022, the PPP Loans were forgiven, in their entirety, in accordance with guidelines set forth in the PPP Loan Agreement. In accordance with the CARES Act, the federal government reserves the right to audit any forgiveness of PPP Loan’s for a period of six years from the date of forgiveness, and it has indicated that it intends to audit loans that were in excess of $2 million.

v3.24.3
Stock Options
3 Months Ended
Sep. 30, 2024
Stock Options  
Stock Options

NOTE 10 - Stock Options

The Company follows ASC 718 (“Share-Based Payment”), which requires that all share-based payments to employees, including stock options, be recognized as compensation expense in the consolidated financial statements based on their fair values and over the requisite service period. For the three months ended September 30, 2024 and 2023, the Company recorded non-cash compensation expense of

$371,000 ($0.01 per basic and diluted share) and $307,000 ($0.01 per basic and diluted share), respectively, relating to stock-based compensation which are included in SG&A in the consolidated statements of income.

2012 Employee Stock Option Plan

In December 2012, the stockholders approved the 2012 Employee Stock Option Plan (the 2012 Employee Plan). The 2012 Employee Plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 1,900,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to valued employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant and a term of 10 years.

Under the 2012 Employee Plan, stock options may be granted to valued employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 361,036 stock options were outstanding, 198,060 stock options were exercisable and no further stock options were available for grant under this plan.

No stock options were granted during the three months ended September 30, 2024 and 2023, respectively. No options may be granted under this plan after December 2022.

The following table reflects activity under the 2012 Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

    

Options

    

exercise price

    

Outstanding, beginning of year

363,036

$

21.47

521,580

$

19.37

Granted

Forfeited/Lapsed

Exercised

(2,000)

 

$

26.94

 

 

Outstanding, end of period

361,036

$

21.44

 

521,580

$

19.37

Exercisable, end of period

198,060

$

20.97

 

258,328

$

17.40

Weighted average fair value at grant date of options granted

n/a

 

n/a

 

Total intrinsic value of options exercised

$

35,000

n/a

 

Total intrinsic value of options outstanding

$

6,869,000

$

1,763,000

 

Total intrinsic value of options exercisable

$

3,860,000

$

1,358,000

 

A total of 2,000 and 0 stock options were exercised during the three months ended September 30, 2024 and 2023, respectively.  $54,000 cash was received from the option exercises during the three months ended September 30 ,2024. The actual tax benefit realized for the tax deductions from option exercises during the three months ended September 30, 2024 and 2023 was $0 and $0, respectively.

The following table summarizes information about stock options outstanding under the 2012 Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

    

    

Weighted average

    

    

    

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

outstanding

contractual life

exercise price

exercisable

exercise price

$10.02 ‑ $26.94

361,036

6.90

$

21.44

198,060

$

20.97

361,036

6.90

$

21.44

198,060

$

20.97

As of September 30, 2024, there was $885,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Employee Plan. 9,100 and 10,700 options vested during the three months ended September 30, 2024 and 2023, respectively. The total grant date fair value of the options vesting during the three months ended September 30, 2024 and 2023 was $112,000 and $124,000, respectively

2012 Non-Employee Stock Option Plan

In December 2012, the stockholders approved the 2012 Non-Employee Stock Option Plan (the 2012 Non-Employee Plan). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

Under the 2012 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 20,400 stock options were outstanding, 16,560 stock options were exercisable and no further stock options were available for grant under this plan after December 2022.

The following table reflects activity under the 2012 Non-Employee Plan for the three months ended September 30:

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

exercise price

Options

exercise price

Outstanding, beginning of year

20,400

$

14.39

20,400

$

14.39

Granted

Forfeited/Lapsed

Exercised

 

Outstanding, end of period

20,400

$

14.39

 

20,400

$

14.39

Exercisable, end of period

16,560

$

12.41

 

13,920

$

10.99

Weighted average fair value at grant date of options granted

n/a

n/a

 

  

Total intrinsic value of options exercised

n/a

n/a

 

  

Total intrinsic value of options outstanding

$

532,000

$

167,000

 

  

Total intrinsic value of options exercisable

$

465,000

$

159,000

 

  

No stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023, respectively, and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods.

The following table summarizes information about stock options outstanding under the 2012 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Weighted

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

    

contractual life

price

    

exercisable

price

$4.35 - $22.93

20,400

5.40

$

14.39

16,560

$

12.41

20,400

5.40

$

14.39

16,560

$

12.41

As of September 30, 2024, there was $19,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2012 Non-Employee Plan. No options vested during the three months ended September 30, 2024 and 2023, respectively.

2018 Non-Employee Stock Option Plan

In December 2018, the stockholders approved the 2018 Non-Employee Stock Option Plan (the “2018 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

Under the 2018 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 64,900 stock options were outstanding, 59,500 stock options were exercisable and 4,000 further stock options were available for grant under this plan.

There were no options granted during the three months ended September 30, 2024 and 2023. No options may be granted under this plan after December 2028. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

2024

    

2023

Risk-free interest rates

n/a

n/a

Expected lives

n/a

n/a

Expected volatility

n/a

n/a

Expected dividend yields

n/a

n/a

The following table reflects activity under the 2018 Non-Employee Plan for the three months ended September 30:

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

 

exercise price

Options

 

exercise price

Outstanding, beginning of year

68,900

$

14.54

75,000

$

14.83

Granted

 

 

 

Forfeited/Lapsed

(4,000)

 

$

22.93

 

 

Exercised

 

 

 

Outstanding, end of period

64,900

$

14.02

 

75,000

$

14.83

Exercisable, end of period

59,500

$

13.21

 

50,720

$

12.87

Weighted average fair value at grant date of options granted

n/a

n/a

Total intrinsic value of options exercised

n/a

n/a

Total intrinsic value of options outstanding

$

1,716,000

$

570,000

Total intrinsic value of options exercisable

$

1,621,000

$

480,000

No stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023, respectively, and the actual tax benefit realized for the tax deductions from option exercises was $0 for both periods.

The following table summarizes information about stock options outstanding under the 2018 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

    

    

Weighted average

    

Weighted

    

    

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

contractual life

price

exercisable

price

$8.10 - $22.93

64,900

 

5.35

$

14.02

 

59,500

$

13.21

64,900

 

5.35

$

14.02

 

59,500

$

13.21

As of September 30, 2024, there was $27,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2018 Non-Employee Plan. No options vested during the three months ended September 30, 2024, respectively.

2020 Non-Employee Stock Option Plan

In May 2020, the stockholders approved the 2020 Non-Employee Stock Option Plan (the “2020 Non-Employee Plan”). This plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 100,000 shares of the Company's common

stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options to non-employee directors and consultants to the Company and its subsidiaries.

Under the 2020 Non-Employee Plan, stock options may be granted with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable in whole or in part at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 51,900 stock options were outstanding, 34,140 stock options were exercisable and 45,100 stock options were available for grant under this plan.

No options were granted during the three months ended September  30, 2024 and 2023, respectively. No options may be granted under this plan after May 2030. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

The following table reflects activity under the 2020 Non-Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

    

Options

    

exercise price

    

Outstanding, beginning of year

 

56,900

 

$

23.35

56,900

 

$

23.35

Granted

 

Forfeited/Lapsed

(2,000)

$

26.94

Exercised

 

(3,000)

$

26.94

 

Outstanding, end of period

 

51,900

$

23.00

56,900

$

23.35

Exercisable, end of period

 

34,140

$

21.42

25,760

$

21.21

Weighted average fair value at grant date of options granted

n/a

 

  

n/a

 

Total intrinsic value of options exercised

$

32,000

 

  

 

n/a

 

Total intrinsic value of options outstanding

$

906,000

 

  

$

109,000

 

Total intrinsic value of options exercisable

$

650,000

 

  

$

87,000

 

A total of 3,000 and 0 stock options were exercised during the three months ended September 30, 2024 and 2023, respectively. 3,000 stock options exercised during the three months ended September 30, 2024 were settled by the company withholding 2,151 shares from the shares issuable on exercise of the options. The withheld shares of common stock had an aggregate fair market value on the date of exercise equal to the purchase price being paid. The actual tax benefit realized for the tax deductions from option exercises during the three months ended September 30, 2024 and 2023 was $7,000 and $0, respectively.

The following table summarizes information about stock options outstanding under the 2020 Non-Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$11.40 - $30.71

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

As of September 30, 2024, there was $163,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2020 Non-Employee Plan. 7,000 options vested during both the three months ended September 30, 2024 and 2023, respectively. The total grant date fair value of the options vesting during the three months ended September 30, 2024 and 2023 under this plan was $79,000 each period.

2022 Employee Stock Option Plan

In December 2022, the stockholders approved the 2022 Employee Stock Option Plan (the “2022 Employee Plan”). The plan authorizes the granting of awards, the exercise of which would allow up to an aggregate of 950,000 shares of the Company’s common stock to be acquired by the holders of such awards. Under this plan, the Company may grant stock options, which are intended to qualify as incentive stock options (“ISOs”) or non-incentive stock options, to valued employees. Any plan participant who is granted ISOs and possesses more than 10% of the voting rights of the Company’s outstanding common stock must be granted an option with a price of at least 110% of the fair market value on the date of grant.

Under the 2022 Employee Plan, stock options may be granted to valued employees with a term of up to 10 years at an exercise price equal to or greater than the fair market value on the date of grant and are exercisable, in whole or in part, at 20% per year beginning on the date of grant. An option granted under this plan shall vest in full upon a “change in control” as defined in the plan. At September 30, 2024, 130,000 stock options were outstanding, 26,000 stock options were exercisable and 820,000 stock options were available for grant under this plan.

No stock options were granted during the three months ended September 30, 2024 and 2023, respectively. No options may be granted under this plan after December 2032. The fair value of each option granted was estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions:

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

The following table reflects activity under the 2022 Employee Plan for the three months ended September 30:

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

Options

    

exercise price

Outstanding, beginning of year

 

130,000

 

$

41.38

5,000

 

40.01

Granted

 

Forfeited/Lapsed

(5,000)

$

40.01

Exercised

 

 

 

Outstanding, end of period

 

130,000

$

41.38

Exercisable, end of period

 

26,000

$

41.38

Weighted average fair value at grant date of options granted

n/a

 

  

n/a

 

Total intrinsic value of options exercised

 

n/a

 

  

 

n/a

 

Total intrinsic value of options outstanding

$

189,000

 

  

n/a

 

Total intrinsic value of options exercisable

$

38,000

 

  

n/a

 

No options were exercised during the three months ended September 30, 2024 and 2023, respectively. No cash was received from option exercises during the three months ended September 30, 2024 and 2023 and the actual tax benefit realized for the tax deductions from option exercises was $0.

The following table summarizes information about stock options outstanding under the 2022 Employee Plan at September 30, 2024:

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$21.60 - $49.39

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

As of September 30, 2024, there was $1,955,000 of unearned stock-based compensation cost related to share-based compensation arrangements granted under the 2022 Employee Plan. No options vested during the three months ended September 30, 2024 and 2023, respectively.

v3.24.3
Stockholders' Equity Transactions
3 Months Ended
Sep. 30, 2024
Stockholders' Equity Transactions  
Stockholders' Equity Transactions

NOTE 11 – Stockholders’ Equity Transactions

The following tables summarizes information about dividends declared by the Company for the three months ended September 30, 2024 and the fiscal year ended June 30, 2024:

Dividend Declaration Date

Stockholders of Record Date

Dividend Payable Date

Per Share Cash Dividend Amount

August 22, 2024

September 12, 2024

October 3, 2024

$0.125

May 2, 2024

June 3, 2024

June 24, 2024

$ 0.10

February 1, 2024

March 1, 2024

March 22, 2024

$ 0.10

November 2, 2023

December 1, 2023

December 22, 2023

$ 0.08

August 18, 2023

September 1, 2023

September 22, 2023

$ 0.08

The dividend payable from the dividend declared on August 22, 2024, has been settled subsequent to September 30, 2024.

On September 16, 2014 the Company’s board of directors authorized the repurchase of up to 2 million of the approximately 38.8 million shares of the Company’s common stock then outstanding. Such repurchases may be made from time to time in the open market or in privately negotiated transactions subject to market conditions and the market price of the common stock. In December of Fiscal 2018, the board of directors authorized the repurchase of up to an additional 1 million shares. During the three months ended September 30, 2024 the Company repurchased 193,252 shares of its outstanding common stock at a weighted average price of $37.67. Shares repurchased through September 30, 2024 are included in the Company’s Treasury Stock as of September 30, 2024. The Company currently has available 387,388 shares that can be repurchased under this authorization. See Note 15, Subsequent Events, for an additional authorization.

The following tables summarizes information about shares repurchased by the Company for the three months ended September 30, 2024:

    

    

    

Total Number of

    

Maximum

Total

Shares Purchased as

Number of Shares

Number of

Average

Part of Publicly

that May Yet Be

Shares

Price Paid

Announced Plans or

Purchased Under

Period

    

Purchased

    

per Share

    

Programs

    

Plans or Programs

September 10, 2024 - September 19, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

Total for the 3 months ended September 30, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

During the three months ended September 30, 2024, certain employees and directors exercised stock options under the Company's 2012 Employee and 2020 Non-Employee Stock Option Plans totaling 5,000 shares. Of the 5,000 shares exercised, 3,000 of these exercises were completed as cashless exercises as allowed for under the plans, where the exercise shares are issued by the Company in exchange for shares of the Company's common stock that are owned by the optionees. The number of shares withheld by the Company was 2,151 and was based upon the aggregate fair market value on the date of exercise equal to the purchase price being paid.

v3.24.3
401(k) Plan
3 Months Ended
Sep. 30, 2024
401(k) Plan  
401(k) Plan

NOTE 12 - 401(k) Plan

The Company maintains a 401(k) plan (“the Plan”) that covers all U.S. employees and is qualified under Sections 401(a) and 401(k) of the Internal Revenue Code. Company contributions to this plan are discretionary and totaled $69,000 and $62,000 for the three months ended September 30, 2024 and 2023, respectively.

v3.24.3
Commitments and Contingencies
3 Months Ended
Sep. 30, 2024
Commitments and Contingencies.  
Commitments and Contingencies

NOTE 13 - Commitments and Contingencies

Leases

Our lease obligation consists of a 99-year lease, entered into by one of the Company’s foreign subsidiaries, for approximately four acres of land in the Dominican Republic on which the Company’s principal production facility is located. The lease, which commenced on April 26, 1993 and expires in 2092, initially had an annual base rent of approximately $235,000 plus $53,000 in annual service charges. On September 14, 2022, a lease modification was executed which provides for an annual base rent of $235,000 plus $105,000 in annual service charges. The service charges increase 2% annually over the remaining life of the lease. The modification resulted in a remeasurement of the operating lease asset and liability and the effect was a reduction to the asset and liability of $1.3 million.

Operating leases are included in operating lease right-of-use assets, accrued expenses and operating lease liabilities, non-current on our condensed consolidated balance sheets.

For the three months ended September 30, 2024 and 2023 cash payments against operating lease liabilities totaled $57,000 and $86,000, respectively.

Supplemental balance sheet information related to operating leases was as follows:

Weighted-average remaining lease term

    

68 Years

Weighted-average discount rate

6.25

%

The following is a schedule, by years, of maturities of lease liabilities as of September 30, 2024 (in thousands):

Year Ending June 30, 

    

Amount

2025

$

344

2026

 

346

2027

 

349

2028

 

351

2029

 

353

Thereafter

29,665

Total future minimum lease payments

$

31,408

Less: Imputed interest

25,998

Total

$

5,410

Operating lease expense totaled approximately $95,000 and $124,000 for the three months ended September 30, 2024 and 2023, respectively.

Litigation

On August 29, 2023, a purported class action, brought on behalf of a putative class who acquired publicly traded NAPCO securities between November 7, 2022 and August 18, 2023, was filed in the United States District Court for the Eastern District of New York against the Company, its Chairman and Chief Executive Officer, and its Chief Financial Officer. The action, captioned Zornberg v. NAPCO Security Technologies, Inc. et al., asserts securities fraud claims under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 in connection with statements made in the Company’s quarterly reports and earnings releases during the period of November 7, 2022 through May 8, 2023. A lead plaintiff was appointed in November 2023 and lead plaintiff filed an Amended Complaint on February 16, 2024. The Amended Complaint added claims under Sections 11, 12, and 15 of the Securities Act of 1933

in connection with the secondary public offering in February 2023. These additional claims are brought against the defendants named in the initial complaint, as well as the directors who allegedly signed the offering materials (prospectuses and registration statement in connection with the offering), and the underwriters for the offering. The Company filed a motion to dismiss the Amended Complaint on April 26, 2024. The Company intends to vigorously defend against the action.

With respect to all litigation and related matters, the Company records a liability when the Company believes it is probable that a liability has been incurred and the amount can be reasonably estimated. As of the end of the period covered by this report, the Company has not recorded a liability for the matter disclosed in this note. It is possible that the Company could be required to pay damages, incur other costs or establish accruals in amounts that could not be reasonably estimated as of the end of the period covered by this report.

Employment Agreements

The Company is obligated under three employment agreements and one severance agreement with executive officers of the Company. The employment agreements are with the Company’s CEO, Senior Vice President of Finance and Chief Accounting Officer (“SVP of Finance”)and the Senior Vice President of Engineering and Chief Technology Officer (“the SVP of Engineering”) and the severance agreement is with the Company’s President , Chief Operating Officer and Chief Financial Officer (“CFO”).

The employment agreement with the CEO provides for an annual salary of $970,000, as adjusted for inflation; incentive compensation as may be approved by the Board of Directors from time to time and a termination payment in an amount up to 299% of the average of the prior five calendar year’s compensation, subject to certain limitations, as defined in the agreement. The employment agreement renews annually in August unless either party gives the other notice of non-renewal at least six months prior to the end of the applicable term.

The employment agreement with the SVP of Finance expires in June 2025 and provides for an annual salary of $350,000. Upon the anniversary date, if terminated by the Company without cause, the SVP of Finance is entitled to severance of six months’ salary and continued company-sponsored health insurance for six months from the date of termination.

The employment agreement with the SVP of Engineering expires in August 2024 and provides for an annual salary of $440,000, and, if terminated by the Company without cause, severance of nine month’s salary and continued company-sponsored health insurance for six months from the date of termination.

The severance agreement is with the CFO and provides for, if terminated by the Company without cause or within three months of a change in corporate control of the Company, severance of nine month’s salary, continued company-sponsored health insurance for six months from the date of termination and certain non-compete and other restrictive provisions.

v3.24.3
Geographical Data
3 Months Ended
Sep. 30, 2024
Geographical Data  
Geographical Data

NOTE 14 – Geographical Data

The Company is engaged in one major line of business: the development, manufacture, and distribution of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products for commercial and residential use. The Company also provides wireless communication service for intrusion and fire alarm systems. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. Sales to unaffiliated customers are primarily shipped from the United States. The Company has customers worldwide with major concentrations in North America.

Financial Information Relating to Domestic and Foreign Operations (in thousands):

Three months ended September 30, 

2024

    

2023

Sales to external customers (1):

  

 

  

Domestic

$

43,689

$

41,371

Foreign

 

314

 

305

Total Net Sales

$

44,003

$

41,676

    

September 30, 2024

    

June 30, 2024

    

Identifiable assets:

  

 

  

United States

$

166,883

$

164,365

Dominican Republic (2)

 

43,008

 

43,387

Total Identifiable Assets

$

209,891

$

207,752

(1)All of the Company’s sales originate in the United States and are shipped primarily from the Company’s facilities in the United States. There were no sales into any one foreign country in excess of 10% of total Net Sales.
(2)Consists primarily of inventories (September 30, 2024 = $33,445; June 30, 2024 = $33,584), operating lease right of use (September 30, 2024 = $5,410; June 30, 2024 = $5,487) and fixed assets (September 30, 2024 = $3,543; June 30, 2024 = $3,623) located at the Company’s principal manufacturing facility in the Dominican Republic.  
v3.24.3
Subsequent Events
3 Months Ended
Sep. 30, 2024
Subsequent Events  
Subsequent Events

NOTE 15 - Subsequent Events

The Company has evaluated subsequent events occurring after the end of the period covered by the condensed consolidated financial statements for events requiring recording or disclosure in the condensed consolidated financial statements.

On November 1, 2024, the Company’s Board of Directors declared a cash dividend of $.125 per share payable on January 3, 2025 to stockholders of record on December 12, 2024. Additionally, on November 1, 2024, the Company’s Board of Directors authorized the Company to repurchase up to 1,000,000 shares of its common stock in addition to the prior authorized repurchases described in Note 11.

v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure    
Net Income (Loss) $ 11,185 $ 10,478
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Nature of Business and Summary of Significant Accounting Policies (Policies)
3 Months Ended
Sep. 30, 2024
Nature of Business and Summary of Significant Accounting Policies  
Nature of Business

Nature of Business:

Napco Security Technologies, Inc (“NAPCO”, “the Company”, “we”) is one of the leading manufacturers and designers of high-tech electronic security devices, cellular communication services for intrusion and fire alarm systems as well as a leading provider of school safety solutions. We offer a diversified array of security products, encompassing access control systems, door-locking products, intrusion and fire alarm systems and video surveillance products. These products are used for commercial, residential, institutional, industrial and governmental applications, and are sold worldwide principally to independent distributors, dealers and installers of security equipment. We have experienced significant growth in recent years, primarily driven by fast growing recurring service revenues generated from wireless communication services for intrusion and fire alarm systems, as well as our school security products that are designed to meet the increasing needs to enhance school security as a result of on-campus shooting and violence in the U.S. Our wireless communication services have led to substantial growth in our monthly recurring revenues.

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of Napco Security Technologies, Inc. and its wholly-owned subsidiaries. All inter-company balances and transactions have been eliminated in consolidation.

Accounting Estimates

Accounting Estimates

The preparation of financial statements in conformity with Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent gains and losses at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We continuously evaluate our estimates and judgments based on historical experience, as well as other factors that we believe to be reasonable under the circumstances. The results of our evaluation form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Critical estimates include management’s judgments associated with reserves for sales returns and allowances, allowance for credit losses, overhead expenses applied to inventory, inventory reserves, valuation of intangible assets, share based compensation and income taxes. These estimates may change in the future if underlying assumptions or factors change, and actual results may differ from these estimates.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The methods and assumptions used to estimate the fair value of the following classes of financial instruments were: Current Assets and Current Liabilities - The carrying amount of cash and cash equivalents, certificates of deposits, marketable securities, current receivables and payables and certain other short-term financial instruments approximate their fair value as of September 30, 2024 and June 30, 2024 due to their short-term maturities.

Cash and Cash Equivalents and Investments - other

Cash and Cash Equivalents and Investments – other

All financial instruments purchased with an original maturity of three months or less at the time of purchase are considered cash equivalents. Such items may include liquid money market funds, certificate of deposit and time deposit accounts. Investments that are classified as cash equivalents are carried at cost, which approximates fair value. Certificate of deposits with an original maturity greater than three months are classified as Investments – other.

Cash and cash equivalents include approximately $73,055,000 of short-term time deposits in money market funds as of September 30, 2024. Cash and cash equivalents include approximately $46,518,000 of short-term time deposits, consisting of several certificates of deposit totaling $5,402,000 and $41,116,000 in a money market fund as of June 30, 2024. The Company classifies these highly liquid

investments with original maturities of three months or less as cash equivalents. Certificates of deposit with an original maturity greater than three months are classified as Investments-other.

Cash and cash equivalents consist of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Cash

$

12,541

$

18,823

Money Market Fund

 

73,055

 

41,116

Certificate of Deposits

5,402

$

85,596

$

65,341

Investments-other consists of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Certificate of Deposits

$

10,926

$

26,980

$

10,926

$

26,980

Certificates of deposit are recorded at the original cost plus accrued interest. The Company’s Certificates of deposits consist of the following as of (in thousands):

September 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

n/a

n/a

n/a

n/a

Investments - other

4.60% - 4.75%

10/24/2024

10,747

10,926

June 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

4.70%

8/22/2024

$

5,374

$

5,402

Investments - other

4.55% - 4.75%

7/25/2024 - 10/24/2024

26,709

26,980

The Company has cash balances in banks in excess of the maximum amount insured by the FDIC and other international agencies as of September 30, 2024 and June 30, 2024. The Company has not historically experienced any credit losses with balances in excess of FDIC limits.

Marketable Securities

Marketable Securities

The Company’s marketable securities include investments in mutual funds, which invest primarily in various government and corporate obligations, stocks and money market funds. The Company’s marketable securities are reported at fair value with the related unrealized and realized gains and losses included in other income (expense). Realized gains or losses on mutual funds are determined on a specific identification basis. The Company evaluates its investments periodically for possible other-than-temporary impairment by reviewing factors such as the length of time and extent to which fair value had been below cost basis, the financial condition of the issuer and the Company’s ability and intent to hold the investment for a period of time, which may be sufficient for anticipated recovery of market value. The Company records an impairment charge to the extent that the cost of the available-for-sale securities exceeds the estimated fair value of the securities and the decline in value is determined to be other-than-temporary. During the three months ended September 2024 and 2023, the Company did not record an impairment charge regarding its investment in marketable securities because management believes, based on its evaluation of the circumstances, that the decline in fair value below the cost of certain of the Company’s marketable securities is temporary.

Accounts Receivable

Accounts Receivable

Accounts receivable is stated net of the reserves for credit losses of $23,000 and $32,000 as of September 30, 2024 and June 30, 2024, respectively. In accordance with ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326), the Company recognizes an allowance for credit losses for trade receivables to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on the credit losses expected to arise over the life of the asset which includes consideration of past events and historical loss experience, current events and also future events based on our expectation as of the balance sheet date. Receivables are written off when the Company determined that such receivables are deemed uncollectible. The Company pools its receivables based on similar risk characteristics in estimating its expected credit losses. In situations where a receivable does not share the same risk characteristics with other receivables, the Company measures those receivables individually. The Company also continuously evaluates such pooling decisions and adjusts as needed from period to period as risk characteristics change.

The Company utilizes the loss rate method in determining its lifetime expected credit losses on its receivables. This method is used for calculating an estimate of losses based primarily on the Company’s historical loss experience. In determining its loss rates, the Company evaluates information related to its historical losses, adjusted for current conditions and further adjusted for the period of time that can be reasonably forecasted. Qualitative and quantitative adjustments related to current conditions and the reasonable and supportable forecast period consider all the following: past due receivables, the customer creditworthiness, changes in the terms of receivables, effect of other external forces such as competition, and legal and regulatory requirements on the level of estimated credit losses in the existing receivables.

Inventories

Inventories

Inventories are valued at the lower of cost or net realizable value, with cost being determined on the first-in, first-out (FIFO) method. The reported net value of inventory includes finished saleable products, work-in-process and raw materials that will be sold or used in future periods. Inventory costs include raw materials, direct labor and overhead. The Company’s overhead expenses are applied based, in part, upon estimates of the proportion of those expenses that are related to procuring and storing raw materials as compared to the manufacture and assembly of finished products. These proportions, the method of their application, and the resulting overhead included in ending inventory, are based in part on subjective estimates and actual results could differ from those estimates.

The Company records a reserve for excess and slow-moving inventory, which represents any excess of the cost of the inventory over its estimated realizable value. This reserve is calculated using an estimated excess and slow-moving percentage applied to the inventory based on age, historical trends, product life cycle, requirements to support forecasted sales, and the ability to find alternate applications of its raw materials and to convert finished product into alternate versions of the same product to better match customer demand. In addition, and as necessary, the Company may establish specific reserves for future known or anticipated events. There is inherent professional judgment and subjectivity made by both production and engineering members of management in determining the estimated excess and slow-moving percentage (See Note 6).

The Company also regularly reviews the period over which its inventories will be converted to sales. Any inventories expected to convert to sales beyond 12 months from the balance sheet date are classified as non-current.

Property, Plant, and Equipment

Property, Plant, and Equipment

Property, plant, and equipment are carried at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income.

Depreciation is recorded over the estimated service lives of the related assets using primarily the straight-line method. Amortization of leasehold improvements is calculated by using the straight-line method over the estimated useful life of the asset or lease term, whichever is shorter.

Long-Lived and Intangible Assets

Long-Lived and Intangible Assets

Long-lived assets are amortized over their useful lives and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets in question may not be recoverable. Impairment would be recorded in circumstances where undiscounted cash flows expected to be generated by an asset are less than the carrying value of that asset.

Intangible assets consisted of the follows (in thousands):

September 30, 2024

June 30, 2024

    

Carrying

    

Accumulated

    

Net book

    

Carrying

    

Accumulated

    

Net book

value

amortization

value

value

amortization

value

Customer relationships

$

9,800

$

(9,465)

$

335

$

9,800

$

(9,436)

$

364

Trade name

4,048

 

(860)

 

3,188

 

4,048

 

(810)

 

3,238

$

13,848

$

(10,325)

$

3,523

$

13,848

$

(10,246)

$

3,602

Amortization expense for intangible assets subject to amortization was approximately $79,000 and $84,000 for the three months ended September 30, 2024 and 2023, respectively. Amortization expense for each of the next five fiscal years is estimated to be as follows: 2026 - $297,000; 2027 - $283,000; 2028 - $269,000; 2029 - $210,000; and 2030 - $202,000. The weighted average remaining amortization period for intangible assets was 14.6 years and 14.8 years at September 30, 2024 and June 30, 2024, respectively.

Revenue Recognition

Revenue Recognition

Revenue is recognized upon transfer of control of promised products or services to customers in an amount that reflects the consideration the Company expects to receive in exchange for those products or services.

Equipment Revenue

Equipment revenue, which includes shipping and handling costs, is primarily generated from the sale of finished products to customers. Those sales predominantly contain a single performance obligation and revenue is recognized at a single point in time when ownership, risks and rewards transfer, which is typically the date of shipment of the related equipment when the product is picked up by the carrier or customer. A provision for product returns, credits and rebates is recorded as a reduction of equipment revenue in the same period the revenue is recognized.

The Company provides limited standard warranty for defective products, usually for a period of 24 to 36 months, and accepts returns for such defective products as well as for other limited circumstances. The Company also provides rebates to customers for meeting specified purchasing targets and other coupons or credits in limited circumstances. Reserves are established for the estimated returns, rebates and credits and such variable consideration is measured based on the expected value method.

The Company analyzes product sales returns and is able to make reasonable and reliable estimates of product returns based on several factors including actual returns and expected return data communicated to the Company by its customers.

Service Revenue

Service revenue is primarily generated from the sale of monthly cellular communication services to customers. Those sales predominantly contain a single performance obligation and revenue is recognized ratably with the delivery of cellular communication service over the related monthly period, and when ownership, risks and rewards transfer to the customer.

The services are billed monthly, and customers have the right to cancel the cellular communication services at any time, however the contract with the customer does not provide for a refund.

Cost of Sales

Cost of Sales

Equipment Cost of Sales

Equipment cost of sales is primarily comprised of direct materials and supplies consumed in the manufacturing of products, as well as manufacturing labor, depreciation expense and direct and indirect overhead expenses necessary to acquire and convert the purchased materials and supplies into finished products.

Service Cost of Sales

Service cost of sales includes the cost of operating our network operations center to manage and deliver telecommunication services.

Shipping and Handling Sales and Costs

Shipping and Handling Sales and Costs

The Company records the amount billed to customers for shipping and handling in net sales ($89,000 and $83,000 in the three months ended September 30, 2024 and 2023, respectively); and classifies the costs associated with these sales in cost of sales ($390,000 and $371,000 in the three months ended September 30, 2024 and 2023).

Advertising and Promotional Costs

Advertising and Promotional Costs

Advertising and promotional costs are included in "Selling, General and Administrative" (“SG&A”) expenses in the consolidated statements of income and are expensed as incurred. Advertising expense for the three months ended September 30, 2024 and 2023 was $890,000 and $761,000, respectively.

Research and Development Costs

Research and Development Costs

Research and development (“R&D”) costs incurred by the Company are charged to expense as incurred and are included in operating expenses in the consolidated statements of income. Company-sponsored R&D expense for the three months ended September 30, 2024 and 2023 was $3,057,000 and $2,437,000, respectively.

Income Taxes

Income Taxes

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company measures and recognizes the tax implications of positions taken or expected to be taken in its tax returns on an ongoing basis. The Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) we determine whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, we recognize the largest amount of tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.

Net Income per Share

Net Income per Share

Basic net income per common share (Basic EPS) is computed by dividing net income by the weighted average number of common shares outstanding. Diluted net income per common share (Diluted EPS) is computed by dividing net income by the weighted average number of common shares and dilutive common share equivalents and convertible securities then outstanding.

The following provides a reconciliation of information used in calculating the per share amounts for the three months ended September 30, 2024 and 2023 (in thousands, except share and per share data):

Net Income per

Net Income

Weighted Average Shares

 Share

2024

    

2023

    

2024

    

2023

    

2024

    

2023

Basic EPS

$

11,185

$

10,478

36,865

36,827

$

0.30

$

0.28

Effect of Dilutive Securities:

  

 

  

 

 

 

  

 

  

Stock Options

 

 

315

 

249

 

 

Diluted EPS

$

11,185

$

10,478

 

37,180

 

37,076

$

0.30

$

0.28

Options to purchase 20,000 and 5,000 shares of common stock were excluded for the nine months ended September 30, 2024 and 2023, respectively, and were not included in the computation of Diluted EPS because their inclusion would be anti-dilutive. These options were still outstanding at the end of the period.

Stock-Based Compensation

Stock-Based Compensation

The Company has established five share incentive programs as discussed in Note 10.

Stock-based awards exchanged for services are accounted for under the fair value method. Accordingly, stock-based compensation cost is measured at the grant date based on the estimated fair value of the award. The expense for awards is recognized over the requisite service period (generally the vesting period of the award). The Company has elected to treat awards with only service conditions and with graded vesting as one award. Consequently, the total compensation expense is recognized straight-line over the entire vesting period, so long as the compensation cost recognized at any date at least equals the portion of the grant date fair value of the award that is vested at that date.

Determining the fair value of share-based awards at the grant date requires assumptions and judgments about expected volatility, among other factors.

Stock-based compensation costs of $371,000 and $307,000 were recognized for the three months ended September 30, 2024 and 2023, respectively.

Foreign Currency

Foreign Currency

The Company has determined the functional currency of all foreign subsidiaries is the U.S. Dollar. All foreign operations are considered a direct and integral part or extension of the Company’s operations. The day-to-day operations of all foreign subsidiaries are dependent on the economic environment of the U.S. Dollar. Therefore, no realized and unrealized gains and losses associated with foreign currency translation are recorded for the three months ended September 30, 2024 or 2023.

Comprehensive Income

Comprehensive Income

For the three months ended September 30, 2024 and 2023, the Company’s operations did not give rise to material items includable in comprehensive income, which were not already included in net income. Accordingly, the Company’s comprehensive income approximates its net income for all periods presented.

Segment Reporting

Segment Reporting

The Company operates and measures its results in one operating segment and therefore has one reportable segment: the development, manufacture and sales of high-tech security devices and related cellular communication services for the devices. The Company’s Chief Operating Decision Maker, (the President, Chief Operating Officer, and Chief Financial Officer) evaluates performance of the Company and makes decisions regarding the allocation of resources based on total Company results. The Company has presented required geographical data in Note 14.

Leases

Leases

The Company determines at contract inception if an arrangement is a lease, or contains a lease, of an identified asset for which the Company has the right to obtain substantially all of the economic benefits from its use and the right to direct its use. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset for the lease term, while lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at lease commencement date based on the present value of lease payments over the lease term. The implicit discount rate in the Company’s leases generally cannot readily be determined, and therefore the Company uses its incremental borrowing rate based on information available at lease commencement date in determining the present value of future payments. If the Company has options to renew or terminate certain leases, those options are included in the determination of lease term when it is reasonably certain that the Company will exercise such options. The Company does not separate lease and non-lease components in determining ROU assets or lease liabilities for real estate leases. Additionally, the Company does not recognize ROU assets or lease liabilities for leases with original terms or renewals of one year or less. See Note 13 – Commitments and Contingencies; Leases for additional accounting policies and disclosures.

Legal and Other Contingencies

Legal and Other Contingencies

The outcomes of legal proceedings and claims brought against us are subject to significant uncertainty. An estimated loss from a loss contingency such as a legal proceeding or claim is accrued by a charge to income if it is probable that an asset has been impaired, or a liability has been incurred and the amount of the loss can be reasonably estimated. In determining whether a loss should be accrued we evaluate, among other factors, the degree of probability of an unfavorable outcome and the ability to make a reasonable estimate of the amount of loss. Changes in these factors could materially impact our consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

Recent Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The update expands public entities’ segment disclosures by requiring disclosure of significant segment expenses that are regularly provided to the chief operating decision maker and included within each reported measure of segment profit or loss. It further requires disclosure of the amount and description of its composition for other segment items, and interim disclosures of both a reportable segment’s profit or loss and assets. The guidance requires disclosure of the title and position of the chief operating decision maker and how reported measures of segment profit or loss are used to assess performance and allocate resources. This pronouncement is effective for annual periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which requires public entities to disclose consistent categories and greater disaggregation of information in the rate reconciliation and for income taxes paid. It also includes certain other amendments to improve the effectiveness of income tax disclosures. The guidance is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently in the process of evaluating the impact of adoption on its consolidated financial statements.

The Company is evaluating other pronouncements recently issued but not yet adopted. The adoption of these pronouncements is not expected to have a material impact on our consolidated financial statements.

v3.24.3
Nature of Business and Summary of Significant Accounting Policies (Tables)
3 Months Ended
Sep. 30, 2024
Nature of Business and Summary of Significant Accounting Policies  
Schedule of cash and cash equivalents

Cash and cash equivalents consist of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Cash

$

12,541

$

18,823

Money Market Fund

 

73,055

 

41,116

Certificate of Deposits

5,402

$

85,596

$

65,341

Schedule of investments - other

Investments-other consists of the following as of (in thousands):

September 30, 2024

    

June 30, 2024

    

  

 

  

Certificate of Deposits

$

10,926

$

26,980

$

10,926

$

26,980

Schedule of certificates of deposit The Company’s Certificates of deposits consist of the following as of (in thousands):

September 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

n/a

n/a

n/a

n/a

Investments - other

4.60% - 4.75%

10/24/2024

10,747

10,926

June 30, 2024

Balance Sheet Classification

    

Interest Rate

    

Maturity Date

    

Cost

    

Carrying Value

Cash and Cash Equivalents

4.70%

8/22/2024

$

5,374

$

5,402

Investments - other

4.55% - 4.75%

7/25/2024 - 10/24/2024

26,709

26,980

Schedule of intangible assets

Intangible assets consisted of the follows (in thousands):

September 30, 2024

June 30, 2024

    

Carrying

    

Accumulated

    

Net book

    

Carrying

    

Accumulated

    

Net book

value

amortization

value

value

amortization

value

Customer relationships

$

9,800

$

(9,465)

$

335

$

9,800

$

(9,436)

$

364

Trade name

4,048

 

(860)

 

3,188

 

4,048

 

(810)

 

3,238

$

13,848

$

(10,325)

$

3,523

$

13,848

$

(10,246)

$

3,602

Schedule of reconciliation of earnings per share

The following provides a reconciliation of information used in calculating the per share amounts for the three months ended September 30, 2024 and 2023 (in thousands, except share and per share data):

Net Income per

Net Income

Weighted Average Shares

 Share

2024

    

2023

    

2024

    

2023

    

2024

    

2023

Basic EPS

$

11,185

$

10,478

36,865

36,827

$

0.30

$

0.28

Effect of Dilutive Securities:

  

 

  

 

 

 

  

 

  

Stock Options

 

 

315

 

249

 

 

Diluted EPS

$

11,185

$

10,478

 

37,180

 

37,076

$

0.30

$

0.28

v3.24.3
Revenue Recognition and Contracts with Customers (Tables)
3 Months Ended
Sep. 30, 2024
Revenue Recognition and Contracts with Customers  
Schedule of disaggregation of revenues Following is the disaggregation of revenues based on major product lines (in thousands):

Three months ended September 30, 

    

2024

    

2023

    

Major Product Lines:

  

 

  

Intrusion and access alarm products

$

9,063

$

9,297

Door locking devices

 

13,854

 

15,094

Services

 

21,086

 

17,285

Total Revenues

$

44,003

$

41,676

v3.24.3
Fair Value Measurements (Tables)
3 Months Ended
Sep. 30, 2024
Fair Value Measurements  
Schedule of company's assets that were measured at fair value

Level 1

Level 2

Level 3

Total

September 30, 2024

Cash equivalents

Certificate of deposits

-

-

-

-

Money market funds

73,055,000

-

-

73,055,000

Total

73,055,000

-

-

73,055,000

Short-term investments

Certificate of deposits

10,926,000

-

-

10,926,000

Total

10,926,000

-

-

10,926,000

Marketable securities

Mutual funds

5,666,000

-

-

5,666,000

Total

5,666,000

-

-

5,666,000

June 30, 2024

Cash equivalents

Certificate of deposits

5,402,000

-

-

5,402,000

Money market funds

41,116,000

-

-

41,116,000

Total

46,518,000

-

-

46,518,000

Short-term investments

Certificate of deposits

26,980,000

-

-

26,980,000

Total

26,980,000

-

-

26,980,000

Marketable securities

Mutual funds

5,398,000

-

-

5,398,000

Total

5,398,000

-

-

5,398,000

v3.24.3
Marketable Securities (Tables)
3 Months Ended
Sep. 30, 2024
Marketable Securities  
Schedule of net gains and losses of marketable securities The disaggregated net gains and losses on the marketable securities recognized within the accompanying condensed consolidated statements of income for the three months ended September 30, 2024 and 2023, are as follows (in thousands):

Three months ended September 30, 

    

2024

    

2023

Net gains recognized during the period on marketable securities

$

111

$

42

Less: Net (losses) recognized during the period on marketable securities sold during the period

 

 

Unrealized gains (losses) recognized during the reporting period on marketable securities still held at the reporting date

 

157

 

(57)

$

268

$

(15)

Schedule of fair value of marketable securities

The following tables summarize the Company’s investments at September 30, 2024 and June 30, 2024, respectively (in thousands):

September 30, 2024

June 30, 2024

Unrealized

Unrealized

Cost

    

Fair Value

    

Gain (Loss)

    

Cost

    

Fair Value

    

Gain (Loss)

Mutual Funds

$

5,842

5,666

$

(176)

$

5,857

$

5,398

$

(459)

Schedule of available-for-sale securities in a loss position

Continuous Loss Position for Less than 12 Months

Continuous Loss Position for 12 Months or More

Estimated Fair Value

Gross Unrealized Losses

Estimated Fair Value

Gross Unrealized Losses

September 30, 2024

Mutual funds

-

-

4,152,000

218,000

Total

-

-

4,152,000

218,000

June 30, 2024

Mutual funds

-

-

4,677,000

486,000

Total

-

-

4,677,000

486,000

v3.24.3
Inventories (Tables)
3 Months Ended
Sep. 30, 2024
Inventories  
Schedule of inventory

Inventories, net of reserves are valued at lower of cost (first-in, first-out method) or net realizable value. Inventories, net of reserves consist of the following (in thousands):

    

September 30, 

    

June 30, 

2024

2024

Component parts

$

34,064

$

32,283

Work-in-process

 

7,213

 

7,509

Finished product

 

8,900

 

10,121

$

50,177

$

49,913

Classification of inventories:

 

  

 

  

Current

$

36,395

$

34,804

Non-current

 

13,782

 

15,109

$

50,177

$

49,913

v3.24.3
Property, Plant, and Equipment (Tables)
3 Months Ended
Sep. 30, 2024
Property, Plant, and Equipment  
Schedule of property, plant and equipment

Property, plant and equipment consist of the following (in thousands):

    

September 30, 2024

    

June 30, 2024

    

Useful Life in Years

Land

$

904

$

904

N/A

Buildings

 

8,911

 

8,911

30 to 40

Molds and dies

 

7,539

 

7,539

3 to 5

Furniture and fixtures

 

3,661

 

3,613

5 to 10

Machinery and equipment

 

29,809

 

29,761

3 to 10

Building improvements

 

3,618

 

3,129

Shorter of the lease term or life of asset

 

54,442

 

53,857

  

Less: accumulated depreciation and amortization

 

(45,155)

 

(44,780)

  

$

9,287

$

9,077

  

v3.24.3
Stock Options (Tables)
3 Months Ended
Sep. 30, 2024
2012 Employee Stock Option Plan  
Stock Options  
Schedule of plan activity

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

    

Options

    

exercise price

    

Outstanding, beginning of year

363,036

$

21.47

521,580

$

19.37

Granted

Forfeited/Lapsed

Exercised

(2,000)

 

$

26.94

 

 

Outstanding, end of period

361,036

$

21.44

 

521,580

$

19.37

Exercisable, end of period

198,060

$

20.97

 

258,328

$

17.40

Weighted average fair value at grant date of options granted

n/a

 

n/a

 

Total intrinsic value of options exercised

$

35,000

n/a

 

Total intrinsic value of options outstanding

$

6,869,000

$

1,763,000

 

Total intrinsic value of options exercisable

$

3,860,000

$

1,358,000

 

Schedule of options outstanding

Options outstanding

Options exercisable

    

    

Weighted average

    

    

    

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

outstanding

contractual life

exercise price

exercisable

exercise price

$10.02 ‑ $26.94

361,036

6.90

$

21.44

198,060

$

20.97

361,036

6.90

$

21.44

198,060

$

20.97

2012 Non-Employee Stock Option Plan  
Stock Options  
Schedule of plan activity

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

exercise price

Options

exercise price

Outstanding, beginning of year

20,400

$

14.39

20,400

$

14.39

Granted

Forfeited/Lapsed

Exercised

 

Outstanding, end of period

20,400

$

14.39

 

20,400

$

14.39

Exercisable, end of period

16,560

$

12.41

 

13,920

$

10.99

Weighted average fair value at grant date of options granted

n/a

n/a

 

  

Total intrinsic value of options exercised

n/a

n/a

 

  

Total intrinsic value of options outstanding

$

532,000

$

167,000

 

  

Total intrinsic value of options exercisable

$

465,000

$

159,000

 

  

Schedule of options outstanding

Options outstanding

Options exercisable

Weighted average

Weighted

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

    

contractual life

price

    

exercisable

price

$4.35 - $22.93

20,400

5.40

$

14.39

16,560

$

12.41

20,400

5.40

$

14.39

16,560

$

12.41

2018 Non-Employee Stock Option Plan  
Stock Options  
Schedule of fair value and valuation assumptions

2024

    

2023

Risk-free interest rates

n/a

n/a

Expected lives

n/a

n/a

Expected volatility

n/a

n/a

Expected dividend yields

n/a

n/a

Schedule of plan activity

2024

2023

    

    

Weighted average

    

    

Weighted average

    

Options

 

exercise price

Options

 

exercise price

Outstanding, beginning of year

68,900

$

14.54

75,000

$

14.83

Granted

 

 

 

Forfeited/Lapsed

(4,000)

 

$

22.93

 

 

Exercised

 

 

 

Outstanding, end of period

64,900

$

14.02

 

75,000

$

14.83

Exercisable, end of period

59,500

$

13.21

 

50,720

$

12.87

Weighted average fair value at grant date of options granted

n/a

n/a

Total intrinsic value of options exercised

n/a

n/a

Total intrinsic value of options outstanding

$

1,716,000

$

570,000

Total intrinsic value of options exercisable

$

1,621,000

$

480,000

Schedule of options outstanding

Options outstanding

Options exercisable

    

    

Weighted average

    

Weighted

    

    

Weighted

Number

remaining

average exercise

Number

average exercise

Range of exercise prices

outstanding

contractual life

price

exercisable

price

$8.10 - $22.93

64,900

 

5.35

$

14.02

 

59,500

$

13.21

64,900

 

5.35

$

14.02

 

59,500

$

13.21

2020 Non-Employee Stock Option Plan  
Stock Options  
Schedule of fair value and valuation assumptions

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

Schedule of options outstanding

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$11.40 - $30.71

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

 

51,900

 

7.29

$

23.00

 

34,140

$

21.42

2022 Employee Stock Option Plan  
Stock Options  
Schedule of fair value and valuation assumptions

    

2024

 

2023

 

Risk-free interest rates

 

n/a

n/a

Expected lives

 

n/a

n/a

Expected volatility

 

n/a

n/a

Expected dividend yields

 

n/a

n/a

Schedule of plan activity

2024

2023

Weighted average

Weighted average

    

Options

    

exercise price

Options

    

exercise price

Outstanding, beginning of year

 

130,000

 

$

41.38

5,000

 

40.01

Granted

 

Forfeited/Lapsed

(5,000)

$

40.01

Exercised

 

 

 

Outstanding, end of period

 

130,000

$

41.38

Exercisable, end of period

 

26,000

$

41.38

Weighted average fair value at grant date of options granted

n/a

 

  

n/a

 

Total intrinsic value of options exercised

 

n/a

 

  

 

n/a

 

Total intrinsic value of options outstanding

$

189,000

 

  

n/a

 

Total intrinsic value of options exercisable

$

38,000

 

  

n/a

 

Schedule of options outstanding

Options outstanding

Options exercisable

Weighted average

Number

remaining

Weighted average

Number

Weighted average

Range of exercise prices

    

outstanding

    

contractual life

    

exercise price

    

exercisable

    

exercise price

$21.60 - $49.39

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

 

130,000

 

9.56

$

41.38

 

26,000

$

41.38

v3.24.3
Stockholders' Equity Transactions (Tables)
3 Months Ended
Sep. 30, 2024
Stockholders' Equity Transactions  
Schedule of dividends payable

The following tables summarizes information about dividends declared by the Company for the three months ended September 30, 2024 and the fiscal year ended June 30, 2024:

Dividend Declaration Date

Stockholders of Record Date

Dividend Payable Date

Per Share Cash Dividend Amount

August 22, 2024

September 12, 2024

October 3, 2024

$0.125

May 2, 2024

June 3, 2024

June 24, 2024

$ 0.10

February 1, 2024

March 1, 2024

March 22, 2024

$ 0.10

November 2, 2023

December 1, 2023

December 22, 2023

$ 0.08

August 18, 2023

September 1, 2023

September 22, 2023

$ 0.08

Schedule of shares repurchased

The following tables summarizes information about shares repurchased by the Company for the three months ended September 30, 2024:

    

    

    

Total Number of

    

Maximum

Total

Shares Purchased as

Number of Shares

Number of

Average

Part of Publicly

that May Yet Be

Shares

Price Paid

Announced Plans or

Purchased Under

Period

    

Purchased

    

per Share

    

Programs

    

Plans or Programs

September 10, 2024 - September 19, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

Total for the 3 months ended September 30, 2024

 

193,252

 

$ 37.67

 

193,252

 

387,388

v3.24.3
Commitments and Contingencies (Tables)
3 Months Ended
Sep. 30, 2024
Commitments and Contingencies.  
Schedule of supplemental balance sheet information

Weighted-average remaining lease term

    

68 Years

Weighted-average discount rate

6.25

%

Schedule of maturities of lease liabilities

The following is a schedule, by years, of maturities of lease liabilities as of September 30, 2024 (in thousands):

Year Ending June 30, 

    

Amount

2025

$

344

2026

 

346

2027

 

349

2028

 

351

2029

 

353

Thereafter

29,665

Total future minimum lease payments

$

31,408

Less: Imputed interest

25,998

Total

$

5,410

v3.24.3
Geographical Data (Tables)
3 Months Ended
Sep. 30, 2024
Geographical Data  
Schedule of sales to external customers

Financial Information Relating to Domestic and Foreign Operations (in thousands):

Three months ended September 30, 

2024

    

2023

Sales to external customers (1):

  

 

  

Domestic

$

43,689

$

41,371

Foreign

 

314

 

305

Total Net Sales

$

44,003

$

41,676

(1)All of the Company’s sales originate in the United States and are shipped primarily from the Company’s facilities in the United States. There were no sales into any one foreign country in excess of 10% of total Net Sales.
Schedule of assets in individual foreign country by country

    

September 30, 2024

    

June 30, 2024

    

Identifiable assets:

  

 

  

United States

$

166,883

$

164,365

Dominican Republic (2)

 

43,008

 

43,387

Total Identifiable Assets

$

209,891

$

207,752

Consists primarily of inventories (September 30, 2024 = $33,445; June 30, 2024 = $33,584), operating lease right of use (September 30, 2024 = $5,410; June 30, 2024 = $5,487) and fixed assets (September 30, 2024 = $3,543; June 30, 2024 = $3,623) located at the Company’s principal manufacturing facility in the Dominican Republic.
v3.24.3
Nature of Business and Summary of Significant Accounting Policies (Details)
3 Months Ended
Sep. 30, 2024
USD ($)
segment
Sep. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
Accounting policies      
Allowance for credit losses $ 23,000   $ 32,000
Stock-Based Compensation      
Number of share incentive programs five    
Stock based compensation expense $ 371,000 $ 307,000  
Foreign currency realized/unrealized gains(loss) $ 0 $ 0  
Segment Reporting      
Number of operating segments (in segments) | segment 1    
Number of reportable segments (in segments) | segment 1    
Minimum      
Accounting policies      
Warranty term 24 months    
Maximum      
Accounting policies      
Warranty term 36 months    
v3.24.3
Nature of Business and Summary of Significant Accounting Policies - Cash and Cash Equivalents and Investments (Details) - USD ($)
Sep. 30, 2024
Jun. 30, 2024
Accounting policies    
Cash and cash equivalents $ 85,596,000 $ 65,341,000
Investments - other 10,926,000 26,980,000
Certificate of Deposits    
Accounting policies    
Investments - other 10,926,000 $ 26,980,000
Certificate of Deposits | Cash and Cash Equivalents    
Accounting policies    
Interest Rate   4.70%
Cost   $ 5,374,000
Carrying Value   5,402,000
Certificate of Deposits | Investments - other    
Accounting policies    
Cost 10,747,000 26,709,000
Carrying Value $ 10,926,000 $ 26,980,000
Certificate of Deposits | Investments - other | Minimum    
Accounting policies    
Interest Rate 4.60% 4.55%
Certificate of Deposits | Investments - other | Maximum    
Accounting policies    
Interest Rate 4.75% 4.75%
Cash    
Accounting policies    
Cash and cash equivalents $ 12,541,000 $ 18,823,000
Money Market Fund    
Accounting policies    
Cash and cash equivalents $ 73,055,000 41,116,000
Certificate of Deposits    
Accounting policies    
Cash and cash equivalents   5,402,000
Short Term Time Deposits Member    
Accounting policies    
Cash and cash equivalents   $ 46,518,000
v3.24.3
Nature of Business and Summary of Significant Accounting Policies - Intangible Assets (Details) - USD ($)
3 Months Ended 12 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Intangible assets      
Amortization expense $ 79,000 $ 84,000  
Changes in intangible assets      
Carrying value 13,848,000   $ 13,848,000
Accumulated amortization (10,325,000)   (10,246,000)
Net book value 3,523,000   $ 3,602,000
Future amortization expense      
2026 297,000    
2027 283,000    
2028 269,000    
2029 210,000    
2030 $ 202,000    
Weighted average remaining period 14 years 7 months 6 days   14 years 9 months 18 days
Customer relationships      
Changes in intangible assets      
Carrying value $ 9,800,000   $ 9,800,000
Accumulated amortization (9,465,000)   (9,436,000)
Net book value 335,000   364,000
Trade name      
Changes in intangible assets      
Carrying value 4,048,000   4,048,000
Accumulated amortization (860,000)   (810,000)
Net book value $ 3,188,000   $ 3,238,000
v3.24.3
Nature of Business and Summary of Significant Accounting Policies - Income Statement location (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Net sales $ 44,003,000 $ 41,676,000
Cost of sales 19,387,000 19,263,000
Research and development 3,057,000 2,437,000
Selling, General and Administrative Expenses    
Advertising and promotion costs 890,000 761,000
Operating Expenses    
Research and development 3,057,000 2,437,000
Cost of sales | Shipping and Handling    
Cost of sales 390,000 371,000
Sales revenue, net | Shipping and Handling    
Net sales $ 89,000 $ 83,000
v3.24.3
Nature of Business and Summary of Significant Accounting Policies - Net Income per Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Net Income    
Basic EPS $ 11,185 $ 10,478
Diluted EPS $ 11,185 $ 10,478
Weighted average    
Weighted Average Shares, Basic EPS 36,865,000 36,827,000
Weighted Average Shares, Stock Options 315,000 249,000
Weighted Average Shares, Diluted EPS 37,180,000 37,076,000
Net Income per Share    
Basic (in dollars per share) $ 0.30 $ 0.28
Diluted (in dollars per share) $ 0.30 $ 0.28
Excluded from diluted EPS 20,000 5,000
v3.24.3
Revenue Recognition and Contracts with Customers (Details)
3 Months Ended
Sep. 30, 2024
USD ($)
segment
Sep. 30, 2023
Jun. 30, 2024
USD ($)
Revenue:      
Number of operating segments (in segments) | segment 1    
Sales returns, rebates and allowances as a percentage of gross sales 9.00% 4.00%  
Current Liabilities      
Revenue:      
Refund liabilities $ 6,066,000   $ 6,295,000
Other current assets      
Revenue:      
Return-related assets $ 1,557,000   $ 1,586,000
v3.24.3
Revenue Recognition and Contracts with Customers - Disaggregation (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Revenue:    
Revenues $ 44,003 $ 41,676
Intrusion and access alarm products    
Revenue:    
Revenues 9,063 9,297
Door locking devices    
Revenue:    
Revenues 13,854 15,094
Services    
Revenue:    
Revenues $ 21,086 $ 17,285
v3.24.3
Business and Credit Concentrations (Details) - Accounts Receivable - Credit Concentration Risk - customer
3 Months Ended 12 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Business and Credit Concentrations    
Number of customers 1 1
Customer One    
Business and Credit Concentrations    
Concentration risk (as a percent) 15.00% 17.00%
Customer Two    
Business and Credit Concentrations    
Concentration risk (as a percent) 15.00% 12.00%
v3.24.3
Fair Value Measurements (Details) - USD ($)
12 Months Ended
Jun. 30, 2024
Jun. 30, 2023
Sep. 30, 2024
Marketable Securities:      
Short-term investments $ 26,980,000   $ 10,926,000
Transfers between Level 1 to 2 0 $ 0  
Transfers in or out of level 3 0 $ 0  
Fair Value, Recurring      
Marketable Securities:      
Cash equivalents 46,518,000   73,055,000
Short-term investments 26,980,000   10,926,000
Fair Value 5,398,000   5,666,000
Fair Value, Recurring | Certificate of Deposits      
Marketable Securities:      
Cash equivalents 5,402,000    
Short-term investments 26,980,000   10,926,000
Fair Value, Recurring | Money Market Fund      
Marketable Securities:      
Cash equivalents 41,116,000   73,055,000
Fair Value, Recurring | Mutual Funds      
Marketable Securities:      
Fair Value 5,398,000   5,666,000
Fair Value, Recurring | Level 1      
Marketable Securities:      
Cash equivalents 46,518,000   73,055,000
Short-term investments 26,980,000   10,926,000
Fair Value 5,398,000   5,666,000
Fair Value, Recurring | Level 1 | Certificate of Deposits      
Marketable Securities:      
Cash equivalents 5,402,000    
Short-term investments 26,980,000   10,926,000
Fair Value, Recurring | Level 1 | Money Market Fund      
Marketable Securities:      
Cash equivalents 41,116,000   73,055,000
Fair Value, Recurring | Level 1 | Mutual Funds      
Marketable Securities:      
Fair Value $ 5,398,000   $ 5,666,000
v3.24.3
Marketable Securities (Details) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Marketable Securities    
Net gains recognized during the period on marketable securities $ 111 $ 42
Unrealized gains (losses) recognized during the reporting period on marketable securities still held at the reporting date 157 (57)
Marketable securities $ 268 $ (15)
v3.24.3
Marketable Securities - Investments (Details) - Mutual Funds - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Net Investment Income [Line Items]    
Cost $ 5,842 $ 5,857
Fair Value 5,666 5,398
Unrealized Gain (Loss) $ (176) $ (459)
v3.24.3
Marketable Securities - Available-for-sale securities in a loss position (Details) - USD ($)
Sep. 30, 2024
Jun. 30, 2024
Available-for-sale securities in a loss position    
Continuous Loss Position for 12 Months or More, Estimated Fair Value $ 4,152,000 $ 4,677,000
Continuous Loss Position for 12 Months or More, Gross Unrealized Losses 218,000 486,000
Mutual funds    
Available-for-sale securities in a loss position    
Continuous Loss Position for 12 Months or More, Estimated Fair Value 4,152,000 4,677,000
Continuous Loss Position for 12 Months or More, Gross Unrealized Losses $ 218,000 $ 486,000
v3.24.3
Inventories - Types (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Inventories    
Component parts $ 34,064 $ 32,283
Work-in-process 7,213 7,509
Finished product 8,900 10,121
Inventories $ 50,177 $ 49,913
v3.24.3
Inventories - Classification (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Inventories    
Current $ 36,395 $ 34,804
Non-current 13,782 15,109
Inventories $ 50,177 $ 49,913
v3.24.3
Inventories - Excess and slow-moving inventory (Details) - USD ($)
Sep. 30, 2024
Jun. 30, 2024
Excess and slow-moving inventory and net realizable value reserve    
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward]    
Reserve for excess and slow-moving inventory $ 4,820,000 $ 5,026,000
v3.24.3
Property, Plant, and Equipment (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Property plant and equipment      
Gross $ 54,442,000   $ 53,857,000
Less: accumulated depreciation and amortization (45,155,000)   (44,780,000)
Net 9,287,000   9,077,000
Depreciation and amortization 470,000 $ 453,000  
Land      
Property plant and equipment      
Gross 904,000   904,000
Buildings      
Property plant and equipment      
Gross $ 8,911,000   8,911,000
Buildings | Minimum      
Property plant and equipment      
Useful life 30 years    
Buildings | Maximum      
Property plant and equipment      
Useful life 40 years    
Molds and dies      
Property plant and equipment      
Gross $ 7,539,000   7,539,000
Molds and dies | Minimum      
Property plant and equipment      
Useful life 3 years    
Molds and dies | Maximum      
Property plant and equipment      
Useful life 5 years    
Furniture and fixtures      
Property plant and equipment      
Gross $ 3,661,000   3,613,000
Furniture and fixtures | Minimum      
Property plant and equipment      
Useful life 5 years    
Furniture and fixtures | Maximum      
Property plant and equipment      
Useful life 10 years    
Machinery and equipment      
Property plant and equipment      
Gross $ 29,809,000   29,761,000
Machinery and equipment | Minimum      
Property plant and equipment      
Useful life 3 years    
Machinery and equipment | Maximum      
Property plant and equipment      
Useful life 10 years    
Building improvements      
Property plant and equipment      
Gross $ 3,618,000   $ 3,129,000
Property, Plant, and Equipment, Useful Life, Term, Description [Extensible Enumeration] us-gaap:UsefulLifeShorterOfTermOfLeaseOrAssetUtilityMember    
v3.24.3
Income Taxes - Income (loss) before income taxes attributable to domestic and foreign operations (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Income Taxes    
Domestic $ 2,529,000  
Foreign 10,471,000  
Income before Provision for Income Taxes $ 13,000,000 $ 11,995,000
v3.24.3
Income Taxes (Details)
Sep. 30, 2024
USD ($)
Income Taxes  
Interest expense accrued $ 209,000
Unrecognized net tax benefits 700,000
Additional interest expense accrued $ 15,000
v3.24.3
Long-Term Debt (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Feb. 09, 2024
Feb. 08, 2024
Jun. 30, 2020
The Revolver Agreement          
Long-Term Debt          
Line of credit, maximum borrowing capacity     $ 20,000,000 $ 11,000,000  
Revolving line of credit $ 0 $ 0      
Debt Instrument, Variable Interest Rate, Type [Extensible Enumeration] us-gaap:SecuredOvernightFinancingRateSofrMember        
Stock collateral (as a percent) 65%        
The Revolver Agreement | Minimum          
Long-Term Debt          
Basis spread 1.2645%        
The Revolver Agreement | Maximum          
Long-Term Debt          
Basis spread 1.3645%        
Paycheck Protection Program          
Long-Term Debt          
Principal amount         $ 3,904,000
v3.24.3
Stock Options - Plan Information (Details) - USD ($)
1 Months Ended 3 Months Ended
Dec. 31, 2022
May 31, 2020
Dec. 31, 2018
Dec. 31, 2012
Sep. 30, 2024
Sep. 30, 2023
Jun. 30, 2024
Jun. 30, 2023
Stock Options                
Stock-based compensation expense, allocated         $ 371,000 $ 307,000    
Basic earnings per share from share based compensation costs         $ 0.01 $ 0.01    
Diluted earnings per share from share based compensation costs         $ 0.01 $ 0.01    
Proceeds from stock option exercises         $ 54,000      
2012 Employee Stock Option Plan                
Stock Options                
Shares authorized (in shares)       1,900,000        
Threshold percentage of voting rights       10.00%        
Premium on fair market value (as a percent)       110.00%        
Term       10 years        
Vesting rights percentage       20.00%        
Outstanding (in shares)         361,036 521,580 363,036 521,580
Exercisable, end of period         198,060 258,328    
Available for grant (in shares)         0      
Granted         0 0    
Exercised         2,000 0    
Proceeds from stock option exercises         $ 54,000      
Deferred tax benefit         0 $ 0    
Unearned stock based compensation         $ 885,000      
Vested         9,100 10,700    
Fair Value         $ 112,000 $ 124,000    
2012 Employee Stock Option Plan | Options granted after December 2022                
Stock Options                
Granted         0      
2012 Non-Employee Stock Option Plan                
Stock Options                
Shares authorized (in shares)       100,000        
Term       10 years        
Vesting rights percentage       20.00%        
Outstanding (in shares)         20,400 20,400 20,400 20,400
Exercisable, end of period         16,560 13,920    
Available for grant (in shares)         0      
Exercised         0 0    
Proceeds from stock option exercises         $ 0 $ 0    
Deferred tax benefit         0 $ 0    
Unearned stock based compensation         $ 19,000      
Vested         0 0    
2018 Non-Employee Stock Option Plan                
Stock Options                
Shares authorized (in shares)     100,000          
Term     10 years          
Vesting rights percentage     20.00%          
Outstanding (in shares)         64,900 75,000 68,900 75,000
Exercisable, end of period         59,500 50,720    
Available for grant (in shares)         4,000      
Granted         0 0    
Exercised         0 0    
Proceeds from stock option exercises         $ 0 $ 0    
Deferred tax benefit         0 $ 0    
Unearned stock based compensation         $ 27,000      
Vested         0      
2018 Non-Employee Stock Option Plan | Options granted after December 2028                
Stock Options                
Granted         0      
2020 Non-Employee Stock Option Plan                
Stock Options                
Shares authorized (in shares)   100,000            
Term   10 years            
Vesting rights percentage   20.00%            
Outstanding (in shares)         51,900 56,900 56,900 56,900
Exercisable, end of period         34,140 25,760    
Available for grant (in shares)         45,100      
Granted         0 0    
Exercised         3,000 0    
Number of Stock options settled by withholding of shares         3,000      
Shares withheld         2,151      
Deferred tax benefit         $ 7,000 $ 0    
Unearned stock based compensation         $ 163,000      
Vested         7,000 7,000    
Fair Value         $ 79,000 $ 79,000    
2020 Non-Employee Stock Option Plan | Options granted after May 2030                
Stock Options                
Granted         0      
2022 Employee Stock Option Plan                
Stock Options                
Shares authorized (in shares) 950,000              
Threshold percentage of voting rights 10.00%              
Premium on fair market value (as a percent) 110.00%              
Term 10 years              
Vesting rights percentage 20.00%              
Outstanding (in shares)         130,000     5,000
Exercisable, end of period         26,000      
Available for grant (in shares)         820,000      
Granted         0 0    
Exercised         0 0    
Proceeds from stock option exercises         $ 0 $ 0    
Deferred tax benefit         0 $ 0    
Unearned stock based compensation         $ 1,955,000      
Vested         0 0    
2022 Employee Stock Option Plan | Options granted after December 2032                
Stock Options                
Granted         0      
v3.24.3
Stock Options - Activity (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
2012 Employee Stock Option Plan    
Options    
Outstanding, beginning of year 363,036 521,580
Granted 0 0
Exercised (2,000) 0
Outstanding, end of period 361,036 521,580
Exercisable, end of period 198,060 258,328
Weighted average exercise price    
Weighted average exercise price, beginning of year $ 21.47 $ 19.37
Exercised (per share) 26.94  
Weighted average exercise price, end of period 21.44 19.37
Exercisable, end of period, weighted average exercise price $ 20.97 $ 17.40
Additional disclosures    
Total intrinsic value of options exercised $ 35,000  
Total intrinsic value of options outstanding 6,869,000 $ 1,763,000
Total intrinsic value of options exercisable $ 3,860,000 $ 1,358,000
2012 Non-Employee Stock Option Plan    
Options    
Outstanding, beginning of year 20,400 20,400
Exercised 0 0
Outstanding, end of period 20,400 20,400
Exercisable, end of period 16,560 13,920
Weighted average exercise price    
Weighted average exercise price, beginning of year $ 14.39 $ 14.39
Weighted average exercise price, end of period 14.39 14.39
Exercisable, end of period, weighted average exercise price $ 12.41 $ 10.99
Additional disclosures    
Total intrinsic value of options outstanding $ 532,000 $ 167,000
Total intrinsic value of options exercisable $ 465,000 $ 159,000
2018 Non-Employee Stock Option Plan    
Options    
Outstanding, beginning of year 68,900 75,000
Granted 0 0
Forfeited/Lapsed (4,000)  
Exercised 0 0
Outstanding, end of period 64,900 75,000
Exercisable, end of period 59,500 50,720
Weighted average exercise price    
Weighted average exercise price, beginning of year $ 14.54 $ 14.83
Forfeited/Lapsed (per share) 22.93  
Weighted average exercise price, end of period 14.02 14.83
Exercisable, end of period, weighted average exercise price $ 13.21 $ 12.87
Additional disclosures    
Total intrinsic value of options outstanding $ 1,716,000 $ 570,000
Total intrinsic value of options exercisable $ 1,621,000 $ 480,000
2020 Non-Employee Stock Option Plan    
Options    
Outstanding, beginning of year 56,900 56,900
Granted 0 0
Forfeited/Lapsed (2,000)  
Exercised (3,000) 0
Outstanding, end of period 51,900 56,900
Exercisable, end of period 34,140 25,760
Weighted average exercise price    
Weighted average exercise price, beginning of year $ 23.35 $ 23.35
Forfeited/Lapsed (per share) 26.94  
Exercised (per share) 26.94  
Weighted average exercise price, end of period 23.00 23.35
Exercisable, end of period, weighted average exercise price $ 21.42 $ 21.21
Additional disclosures    
Total intrinsic value of options exercised $ 32,000  
Total intrinsic value of options outstanding 906,000 $ 109,000
Total intrinsic value of options exercisable $ 650,000 $ 87,000
2022 Employee Stock Option Plan    
Options    
Outstanding, beginning of year   5,000
Granted 0 0
Forfeited/Lapsed   (5,000)
Exercised 0 0
Outstanding, end of period 130,000  
Exercisable, end of period 26,000  
Weighted average exercise price    
Weighted average exercise price, beginning of year $ 41.38 $ 40.01
Forfeited/Lapsed (per share)   $ 40.01
Weighted average exercise price, end of period 41.38  
Exercisable, end of period, weighted average exercise price $ 41.38  
Additional disclosures    
Total intrinsic value of options outstanding $ 189,000  
Total intrinsic value of options exercisable $ 38,000  
v3.24.3
Stock Options - Exercise Price Range (Details)
3 Months Ended
Sep. 30, 2024
$ / shares
shares
2012 Employee Stock Option Plan  
Share based compensation, exercise prices  
Options outstanding (in shares) | shares 361,036
Weighted average remaining contractual life 6 years 10 months 24 days
Weighted average exercise price $ 21.44
Number exercisable | shares 198,060
Exercisable, Weighted average exercise price $ 20.97
2012 Employee Stock Option Plan | Exercise price range  
Share based compensation, exercise prices  
Exercise price upper limit 26.94
Exercise price lower limit $ 10.02
2012 Non-Employee Stock Option Plan  
Share based compensation, exercise prices  
Options outstanding (in shares) | shares 20,400
Weighted average remaining contractual life 5 years 4 months 24 days
Weighted average exercise price $ 14.39
Number exercisable | shares 16,560
Exercisable, Weighted average exercise price $ 12.41
2012 Non-Employee Stock Option Plan | Exercise price range  
Share based compensation, exercise prices  
Exercise price upper limit 22.93
Exercise price lower limit $ 4.35
2018 Non-Employee Stock Option Plan  
Share based compensation, exercise prices  
Options outstanding (in shares) | shares 64,900
Weighted average remaining contractual life 5 years 4 months 6 days
Weighted average exercise price $ 14.02
Number exercisable | shares 59,500
Exercisable, Weighted average exercise price $ 13.21
2018 Non-Employee Stock Option Plan | Exercise price range  
Share based compensation, exercise prices  
Exercise price upper limit 22.93
Exercise price lower limit $ 8.10
2020 Non-Employee Stock Option Plan  
Share based compensation, exercise prices  
Options outstanding (in shares) | shares 51,900
Weighted average remaining contractual life 7 years 3 months 14 days
Weighted average exercise price $ 23.00
Number exercisable | shares 34,140
Exercisable, Weighted average exercise price $ 21.42
2020 Non-Employee Stock Option Plan | Exercise price range  
Share based compensation, exercise prices  
Exercise price upper limit 30.71
Exercise price lower limit $ 11.40
2022 Employee Stock Option Plan  
Share based compensation, exercise prices  
Options outstanding (in shares) | shares 130,000
Weighted average remaining contractual life 9 years 6 months 21 days
Weighted average exercise price $ 41.38
Number exercisable | shares 26,000
Exercisable, Weighted average exercise price $ 41.38
2022 Employee Stock Option Plan | Exercise price range  
Share based compensation, exercise prices  
Exercise price upper limit 49.39
Exercise price lower limit $ 21.60
v3.24.3
Stockholders' Equity Transactions (Details) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended
Sep. 19, 2024
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Dec. 31, 2023
Sep. 30, 2023
Dec. 31, 2018
Sep. 16, 2014
Equity                
Cash dividend declared (in dollars per share)   $ 0.125       $ 0.08    
Authorized to be repurchased               $ 2
Authorized to be repurchased (in shares)               38,800,000
Authorized additional number of shares             1,000,000  
Treasury Stock, Shares, Acquired 193,252 193,252            
Number of share available can be repurchased 387,388 387,388            
Weighted average cost per share $ 37.67 $ 37.67            
O 2024 Q1 Dividends [Member]                
Equity                
Dividends Payable, Date Declared           Aug. 18, 2023    
Dividends Payable, Date of Record           Sep. 01, 2023    
Dividends Payable, Date to be Paid           Sep. 22, 2023    
Cash dividend declared (in dollars per share)           $ 0.08    
O 2024 Q2 Dividends [Member]                
Equity                
Dividends Payable, Date Declared         Nov. 02, 2023      
Dividends Payable, Date of Record         Dec. 01, 2023      
Dividends Payable, Date to be Paid         Dec. 22, 2023      
Cash dividend declared (in dollars per share)         $ 0.08      
O 2024 Q3 Dividends [Member]                
Equity                
Dividends Payable, Date Declared       Feb. 01, 2024        
Dividends Payable, Date of Record       Mar. 01, 2024        
Dividends Payable, Date to be Paid       Mar. 22, 2024        
Cash dividend declared (in dollars per share)       $ 0.10        
O 2024 Q4 Dividends [Member]                
Equity                
Dividends Payable, Date Declared     May 02, 2024          
Dividends Payable, Date of Record     Jun. 03, 2024          
Dividends Payable, Date to be Paid     Jun. 24, 2024          
Cash dividend declared (in dollars per share)     $ 0.10          
O 2025 Q1 dividends                
Equity                
Dividends Payable, Date Declared   Aug. 22, 2024            
Dividends Payable, Date of Record   Sep. 12, 2024            
Dividends Payable, Date to be Paid   Oct. 03, 2024            
Cash dividend declared (in dollars per share)   $ 0.125            
Certain employee and directors                
Equity                
Exercised   5,000            
Exercised, cashless   3,000            
Withheld (in shares)   2,151            
v3.24.3
Stockholders' Equity Transactions - Shares repurchased (Details) - $ / shares
3 Months Ended
Sep. 19, 2024
Sep. 30, 2024
Stockholders' Equity Transactions    
Total Number of Shares Purchased 193,252 193,252
Average Price Paid per Share $ 37.67 $ 37.67
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs 193,252 193,252
Maximum Number of Shares that May Yet Be Purchased Under Plans or Programs 387,388 387,388
v3.24.3
401(k) Plan (Details) - USD ($)
3 Months Ended
Sep. 30, 2024
Sep. 30, 2023
401(k) Plan    
Employer contribution $ 69,000 $ 62,000
v3.24.3
Commitments and Contingencies - Leases (Details)
3 Months Ended
Sep. 14, 2022
USD ($)
Sep. 13, 2022
USD ($)
Sep. 30, 2024
USD ($)
a
Sep. 30, 2023
USD ($)
Commitments and Contingencies.        
Operating lease term     99 years  
Area of land | a     4  
Annual minimum rent $ 235,000 $ 235,000    
Annual service charges $ 105,000 $ 53,000    
Percentage of service charges increase 2.00%      
Deduction of operating lease asset and liability, remeasurement $ 1,300,000      
Operating lease payments     $ 57,000 $ 86,000
Operating lease expense     $ 95,000 $ 124,000
Weighted-average remaining lease term     68 years  
Weighted-average discount rate     6.25%  
v3.24.3
Commitments and Contingencies - Lease maturities (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
Schedule, by years, of maturities of lease liabilities  
2025 $ 344
2026 346
2027 349
2028 351
2029 353
Thereafter 29,665
Total future minimum lease payments 31,408
Less: Imputed interest 25,998
Operating lease liability $ 5,410
v3.24.3
Commitments and Contingencies - Litigation, etc. (Details)
3 Months Ended
Sep. 30, 2024
USD ($)
M
agreement
Loss Contingencies  
Number of employment agreement | agreement 3
Number of severance agreement | agreement 1
CEO  
Loss Contingencies  
Annual salary commitment | $ $ 970,000
Termination pay commitment rate applied to the average of the prior five calendar years compensation 299.00%
Minimum number of months either party gives the other notice of non-renewal 6
Number of months of salary if terminated by the company without cause 9
Number of months of health insurance terminated benefit 6
SVP of Finance  
Loss Contingencies  
Annual salary commitment | $ $ 350,000
Number of months of salary if terminated by the company without cause 6
Number of months of health insurance terminated benefit 6
SVP of Engineering  
Loss Contingencies  
Annual salary commitment | $ $ 440,000
Number of months of salary if terminated by the company without cause 9
Number of months of health insurance terminated benefit 6
v3.24.3
Geographical Data (Details)
$ in Thousands
3 Months Ended
Sep. 30, 2024
USD ($)
segment
Sep. 30, 2023
USD ($)
Jun. 30, 2024
USD ($)
Domestic and Foreign Operations      
Number of operating segments (in segments) | segment 1    
Net Sales $ 44,003 $ 41,676  
Identifiable Assets 209,891   $ 207,752
United States      
Domestic and Foreign Operations      
Net Sales 43,689 41,371  
Identifiable Assets 166,883   164,365
Foreign      
Domestic and Foreign Operations      
Net Sales 314 $ 305  
Dominican Republic      
Domestic and Foreign Operations      
Identifiable Assets $ 43,008   $ 43,387
v3.24.3
Geographical Data - Additional information (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Jun. 30, 2024
Domestic and Foreign Operations    
Inventories $ 36,395 $ 34,804
Operating lease right of use 5,410 5,487
Fixed assets 9,287 9,077
Dominican Republic    
Domestic and Foreign Operations    
Inventories 33,445 33,584
Operating lease right of use 5,410 5,487
Fixed assets $ 3,543 $ 3,623
v3.24.3
Subsequent Events (Details) - $ / shares
1 Months Ended 3 Months Ended
Nov. 01, 2024
Sep. 30, 2024
Sep. 30, 2023
Sep. 16, 2014
Subsequent Event        
Common Stock, Dividends, Per Share, Declared   $ 0.125 $ 0.08  
Authorized to be repurchased (in shares)       38,800,000
Subsequent Events        
Subsequent Event        
Authorized to be repurchased (in shares) 1,000,000      
Subsequent Events | O 2025 Q2 Dividends        
Subsequent Event        
Dividends Payable, Date Declared Nov. 01, 2024      
Common Stock, Dividends, Per Share, Declared $ 0.125      
Dividends Payable, Date to be Paid Jan. 03, 2025      
Dividends Payable, Date of Record Dec. 12, 2024      

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