UNITED GUARDIAN INC
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 6, 2025
UG$6.71-1.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-08.
0001171843-25-005207
Item 2. - Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-06.
0001171843-25-007077
Item 2. - Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 53 previous paragraphs and 50 current paragraphs.
20 unchanged; 19 reworded; 11 added; 13 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (11)
Current report
With a strong and growing product portfolio, and to better cope with the potential impact of tariffs and other global economic uncertainties on our business, we have expanded our strategy to include additional growth initiatives. These initiatives include closely monitoring our supply chain to control costs, expanding our distribution network to better serve our customers, seeking opportunities to expand our position in healthcare as well as pursuing external opportunities to grow our business.
Current report
Cosmetic ingredient sales for the first nine months of the year to the Company’s four other cosmetic distributors, as well as to two direct cosmetic customers, increased by a net of $215,175 (74%) compared with the same period in 2024. This sales increase was primarily due to the addition of a new distributor in Korea, combined with increases in sales to our distributors in France and the United Kingdom.
Current report
Gross sales of the Company’s pharmaceutical products for the three-and nine-month periods ended September 30, 2025 increased by $146,849 (11%) and $442,805 (11%), respectively. The increase in sales for both periods was due primarily to increases in gross sales of Renacidin of $143,085 (13%) for the three-month period and $490,191 (14%) for the nine-month period.
Current report
The Company typically experiences fluctuations in sales of its pharmaceutical products due to the timing of orders from its distributors. The Company has invested in a payer outreach program with the goal of having Renacidin, our most popular pharmaceutical product, included on additional insurance formularies. This project is underway and we have received positive feedback from the value proposition we have presented. We will continue to broaden the awareness of Renacidin with the goal of growing our market share.
Current report
Net sales of the Company’s pharmaceutical products for the three- and nine-month periods ended September 30, 2025 saw a similar pattern, increasing by $108,080 (10%) for the three-month period and increasing by $362,480 (10%) for the nine-month period, with those increases due primarily to the reason noted above.
Current report
Sales of the Company’s medical lubricants decreased by $17,746 (3%) for the three-month period ended September 30, 2025, compared with the same period in 2024, while sales for the nine-month period increased by $102,366 (6%), compared with the same period in 2024. The decrease in medical lubricant sales for the three-month period was due to normal ordering patterns. The increase for the nine-month period was primarily attributable to increased orders from two customers in China.
Current report
Research and development expenses increased by $6,032 (5%) for the third quarter of 2025, and increased by $13,652 (4%) for the first nine months of 2025 compared with the same periods in 2024. The increases for both periods was primarily due to an increase in payroll and payroll-related expenses.
Current report
Net Gain on Marketable Securities
Current report
Cash provided by investing activities for the nine-month period ended September 30, 2025 was $115,577. Cash used in investing activities for the nine-month period ended September 30, 2024 was $6,241,837. The fluctuation was due to the fact that during the first nine months of 2024, the Company’s U.S. Treasury Bills with maturities of three months or less matured. These had been classified as cash and cash equivalents due to their short maturity. The proceeds from these maturities were then used to purchase longer term U.S. Treasury Bills, which were then classified as marketable securities.
Current report
Cash used in financing activities was $2,766,720 and $2,756,323 for the nine months ended September 30, 2025 and September 30, 2024, respectively. The increase was due a payment made in the second quarter of 2025 in the amount of $10,290, which represented dividends in arrears to shareholders who had either converted their Guardian Chemical shares to United-Guardian, Inc. shares or whose shares had been escheated.
Current report
**ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Removed paragraphs (13)
Previous report
With a strong and growing product portfolio, we are now pursuing an active strategy to significantly expand our distribution channels for all our products as well as new market segments globally.
Previous report
(a) Second quarter sales: For the second quarter of 2025, sales of our cosmetic ingredients decreased by $522,825 (37%) when compared with the second quarter of 2024. The decrease was due primarily to a net decrease of $556,243 (42%) in sales of the Company’s cosmetic ingredients to ASI when compared with the second quarter of 2024. Based on information provided by ASI, the decrease in sales was due to two main factors: 1) five significant customers in China for the Company’s products experienced softer demand in the second quarter due to concerns regarding trade uncertainty and tariffs. The tariffs imposed on our products entering China have put increased pressure on us to remain competitive in the Asian markets; and 2) Ashland is currently working off excess inventory of some of our products, which reduced their orders from us during the second quarter of 2025.
Previous report
(b) Six-month sales: For the first half of 2025 sales of our cosmetic ingredients decreased by $1,700,310 (52%) when compared with the corresponding period in 2024. This decrease was due primarily to a net decrease in sales to ASI of $1,857,857 (60%) when compared with the first half of 2024. The decrease in sales during the first half of 2025 was due primarily to the softer demand in Asia. This decrease was partially offset with a net increase in sales of $157,277 to the Company’s four other distributors and two direct customers. Sales to the Company’s distributors in the United Kingdom, Korea, France, Italy and two direct customers increased by $158,509 while sales to the Company’s distributor in Switzerland decreased by $1,232.
Previous report
Refer to Item 1A.“Risk Factors” for more information regarding the impact of potential tariffs on sales of our cosmetic ingredients.
Previous report
Gross sales of our pharmaceutical products for the three-month period ended June 30, 2025 increased by $14,647 (less than 1%) compared with the corresponding period in 2024. The increase in gross sales was primarily due to an increase of $6,499 (1%) in gross sales of Renacidin combined with an increase of $8,148 (5%) in gross sales of the Company’s other pharmaceutical product, Clorpactin WCS-90.
Previous report
For the six-month period ended June 30, 2025, gross pharmaceutical sales increased by $295,957 (11%) compared with the corresponding period in 2024. This increase was primarily due to one of our larger distributors securing a new customer which increased their order quantity for our pharmaceutical product Renacidin in the second quarter of 2025. During this period, gross sales of Renacidin increased by $347,106 (13%). This increase was partially offset by a decrease in gross sales of Clorpactin WCS-90 of $51,149 (17%), which was attributable to normal fluctuations in ordering patterns.
Previous report
Net sales of our pharmaceutical products for the three- and six-month periods ended June 30, 2025 saw a similar pattern, with net sales increasing by $38,015 (3%) and $256,150 (11%), respectively.
Previous report
For the three-month period ended June 30, 2025, sales of our medical lubricants decreased by $67,170 (12%) compared with the same period in 2024. The decrease in sales for the three-month period was primarily due to a decrease in orders from one of the Company’s larger customers in India. This customer stated that the decrease in orders was due to excess inventory. For the six-month period ended June 30, 2025, sales of our medical lubricants increased by $118,363 (12%) compared with the same period in 2024. The increase in sales for the six-month period was primarily due to an increase in orders from one of the Company’s larger customers in China.
Previous report
Refer to Item 1A.“Risk Factors” for more information regarding the impact of potential tariffs on sales of our medical lubricants.
Previous report
Research and development expenses decreased by $3,792 (3%) for the three-month period ended June 30, 2025, and increased by $7,620 (4%) for the six-month period ended June 30, 2025, compared with the same periods in 2024. The decrease in the three-month period was primarily due to a decrease in accrued bonuses, partially offset by an increase in payroll and payroll-related expenses. The increase for the six-month period was primarily due to an increase in payroll and payroll -related expenses.
Previous report
Net gain (loss) on Marketable Securities
Previous report
Net cash provided by investing activities was $885,686 for the first half of 2025. Net cash used in investing activities was $657,533 in the first half of 2024. The increase in cash was due to excess proceeds from the sale of marketable securities compared to the purchases of marketable securities for the six-month period ended June 30, 2025 compared to the same period in 2024.
Previous report
Net cash used in financing activities increased from $1,148,468 for the first half of 2024 to $1,618,183 for the same period in 2025. The increase was due to two factors: 1) an increase in dividends declared from $0.25 per share in the first half of 2024 to $0.35 per share in the first half of 2025; and 2) the payment of accrued dividends to shareholders whose shares of Guardian Chemical were converted to United-Guardian shares and shares that were escheated during the period.
Reworded paragraphs (19)
Previous wording
You should read the following discussion and analysis in conjunction with our financial statements and related notes contained elsewhere in this Annual Report. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors discussed in this report and those discussed in other documents we file with the SEC. In light of these risks, uncertainties and assumptions, readers are cautioned not to place undue reliance on such forward-looking statements. These forward-looking statements represent beliefs and assumptions as of the date of this report. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change. Past performance does not guarantee future results.
Current wording
You should read the following discussion and analysis in conjunction with our financial statements and related notes contained elsewhere in this Quarterly Report. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors discussed in this report and those discussed in other documents we file with the SEC. In light of these risks, uncertainties and assumptions, readers are cautioned not to place undue reliance on such forward-looking statements. These forward-looking statements represent beliefs and assumptions as of the date of this report. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change. Past performance does not guarantee future results.
Previous wording
As part of our strategic focus, in October 2023, we took a significant step toward expanding our presence in the sexual wellness market by partnering with Brenntag Specialties, a global leader in chemicals and ingredients distribution. Under this agreement, Brenntag began marketing and distributing our new Natrajel line of sexual wellness ingredients in the United States, Canada, Mexico, Central America, and South America. While we reported no sales of this product in 2024, we anticipate beginning manufacturing and revenue generation in the second half of 2025.
Current wording
As part of our strategic focus, in October 2023, we took a significant step toward expanding our presence in the sexual wellness market by partnering with Brenntag Specialties, a global leader in chemicals and ingredients distribution. Under this agreement, Brenntag began marketing and distributing our new Natrajel line of sexual wellness ingredients in the United States, Canada, Mexico, Central America, and South America. We had expected to begin manufacturing and reporting sales of this new line of products in 2025, but manufacturing has been delayed until 2026 due to customer timeline.
Previous wording
We have also expanded our relationship with Azelis Group NV (“Azelis”), our distributor in the United Kingdom (“UK”) and Ireland. The first step was expanding Azelis’s distribution to include our medical products in the UK and Ireland territories. In addditiona, we have added South Korea as a new territory for our personal care product line.
Current wording
We have also expanded our relationship with Azelis Group NV (“Azelis”), our distributor in the United Kingdom (“UK”) and Ireland. The first step was expanding Azelis’s distribution to include our medical products in the UK and Ireland territories. In addition, we have added South Korea as a new territory for them for our personal care product line.
Previous wording
The following discussion and analysis cover material changes in our financial condition since the year ended December 31, 2024, and a comparison of the results of operations for the three and six months ended June 30, 2025 and June 30, 2024. This discussion and analysis should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2024. All references in this quarterly report to “sales” or “Sales” shall mean Net Sales unless specified otherwise.
Current wording
The following discussion and analysis cover material changes in our financial condition since the year ended December 31, 2024, and a comparison of the results of operations for the three and nine months ended September 30, 2025 and September 30, 2024. This discussion and analysis should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2024. All references in this quarterly report to “sales” or “Sales” shall mean Net Sales unless specified otherwise.
Previous wording
Net sales for the second quarter of 2025 decreased by $551,980 (16%) when compared with the same period in 2024. Net sales for the first half of 2025 decreased by $1,325,797 (20%) as compared with the corresponding period in 2024. The decrease in sales for the second quarter of 2025 and the first half of 2025 were attributable to changes in sales of the following product lines:
Current wording
Net sales for the third quarter of 2025 decreased by $795,852 (26%) when compared with the same period in 2024. Net sales for the first nine months of 2025 decreased by $2,121,649 (22%) as compared with the corresponding period in 2024. The decrease in sales for the third quarter of 2025 and the first nine months of 2025 were attributable to changes in sales of the following product lines:
Previous wording
Second quarter sales to the Company’s four other distributors, as well as two direct cosmetic ingredient customers, increased by a net of $33,418 (33%) compared with the second quarter of 2024. The increase was attributable to sales increases of $54,547 to the Company’s distributors in France, Italy, and Korea. These increases were partially offset by a decrease in sales of $21,129 to the Company’s distributors in the U.K. and Switzerland, as well as by two direct customers.
Current wording
Third quarter sales in 2025 to the Company’s four other distributors, as well as to two direct cosmetic ingredient customers, increased by a net of $57,897 (86%) compared with the third quarter of 2024. This sales increase was primarily due to increases in sales to our distributors in France and the United Kingdom.
Previous wording
Because there are fees, rebates and allowances associated with sales of our two pharmaceutical products, Renacidin and Clorpactin® WCS-90, discussion of pharmaceutical sales includes references to bothgross sales (before fees, rebates, and allowances) andnet sales (after fees, rebates, and allowances).
Current wording
Because there are fees, rebates and allowances associated with sales of the Company’s two pharmaceutical products, Renacidin and Clorpactin®, discussion of the Company’s pharmaceutical sales includes references to bothgross sales (before fees, rebates and allowances) andnet sales (after fees, rebates and allowances).
Previous wording
The difference between the change in net sales compared with the change in gross sales for these products is due to a combination of the change in gross sales of those products combined with changes in pharmaceutical sales allowances related to these products. Typically, these allowances have a direct relationship with the sales of the Company’s pharmaceutical products.
Current wording
The difference between the change in net sales compared with the change in gross sales for these products is due to a combination of the change in gross sales of those products as well as changes in pharmaceutical sales allowances related to these products. Typically, these allowances have a direct relationship with the sales of the Company’s pharmaceutical products. For the three- and nine-month periods ended September 30, 2025, sales allowances related to the Company’s pharmaceutical products increased by $38,769 (12%) and $80,326 (9%), respectively, which were primarily related to increases in VA rebates and distribution fees.
Previous wording
Cost of sales as a percentage of net sales increased slightly to 47% in the second quarter of 2025 from 46% in the second quarter of 2024. For the first six months of 2025, cost of sales as a percentage of sales decreased slightly to 46% compared with 47% for the first six months of 2024.
Current wording
Cost of sales as a percentage of sales increased to 58% in the third quarter of 2025, up from 46% in the third quarter of 2024. For the first nine months of 2025, cost of sales as a percentage of sales increased to 50%, up from 47% in 2024. The increases in both periods were the result of the Company’s pharmaceutical sales representing a larger percentage of the Company’s total sales for both the three- and nine-month periods ended September 30, 2025 compared with the same periods in 2024. These products carry a lower gross margin than the Company’s other products. In addition, there were higher per unit overhead costs in 2025, which was the result of decreased production of cosmetic products due to lower demand in 2025 compared to the same periods in 2024.
Previous wording
Operating expenses, consisting of selling and general and administrative expenses, increased by $91,273 (15%) and $155,143 (13%), respectively, for the three- and six-month periods ended June 30, 2025 compared with the equivalent periods in 2024. The increase in both periods was mainly due to increases in sales and marketing expenses and payroll and payroll-related expenses.
Current wording
Operating expenses, consisting of selling and general and administrative expenses, increased by $29,846 (5%) for the third quarter of 2025 compared with the equivalent period in 2024 and increased by $184,989 (10%) for the first nine months of 2025, compared with the equivalent period in 2024. The increase in operating expenses for both periods was due primarily to increases in sales and marketing expenses, fees paid to the Company’s Board of Directors, consulting fees and increases in payroll and payroll-related expenses.
Previous wording
Investment income decreased by $29,434 (29%) and $42,820 (22%), respectively, for the three-and six-month periods of 2025 compared with the same periods in 2024. The decreases in both periods were primarily due to a combination of a decrease in interest rates in 2025 compared to 2024 and a decrease in the amount of funds invested.
Current wording
Investment income decreased by $24,769 (25%) and $67,589 (23%) for the three- and nine-month periods, respectively, ending September 30, 2025, compared with the equivalent periods in 2024. The decrease in both periods was primarily due to a decrease in interest income from investments in U. S. Treasury Bills because of lower interest rates in 2025 compared to 2024, combined with a decrease in the average amount invested during 2025 compared to 2024 due to an increase in cash requirements.
Previous wording
The net gain (loss) on marketable securities increased from a loss of $9,501 for the quarter ended June 30, 2024, to a gain of $24,576 for the quarter ended June 30, 2025. The net gain on marketable securities increased from $31,995 for the period ending June 30, 2024 to $36,926 for the period ending June 30, 2025. The Company’s management and Board of Directors are continuing to closely monitor our investment portfolio and have made and will continue to make any changes they believe may be necessary or appropriate to minimize the future impact on our financial position that the volatility of the global financial markets may have.
Current wording
The net gain on marketable securities decreased from $47,223 to $36,238 for the quarter ended September 30, 2025 compared to the same period in 2024. For the nine-month period ended September 30, 2025, the net gain decreased from $79,218 to $73,164. These decreased gains were due to normal market fluctuations. The Company’s management and Board of Directors continue to closely monitor the Company's investment portfolio and have made, and will continue to make, any changes they believe may be necessary or appropriate to minimize the future impact of global market volatility on the Company’s financial position.”
Previous wording
The Company's effective income tax rate was 21% for the first half and second quarter of both 2025 and 2024. The Company’s tax rate is expected to remain at 21% for the current fiscal year.
Current wording
The Company's effective income tax rate was approximately 20% for the first nine months of 2025 and 2024. The Company’s tax rate is expected to remain at 20% for the current fiscal year.
Previous wording
Working capital decreased from $10,751,082 at December 31, 2024 to $10,613,457 at June 30, 2025, a decrease of $137,625. The current ratio increased from 6.6 to 1 at December 31, 2024 to 6.7 to 1 at June 30, 2025. The decrease in working capital was primarily due to a decrease in cash and cash equivalents and marketable securities. The increase in the current ratio was primarily due to a decrease in accrued expenses.
Current wording
Working capital decreased from $10,751,082 at December 31, 2024 to $9,648,984 at September 30, 2025, a decrease of $1,102,098. The current ratio increased from 6.6 to 1 at December 31, 2024 to 7.0 to 1 at September 30, 2025. The decrease in working capital was primarily due to a decrease in cash and cash equivalents and accounts receivable. The increase in the current ratio was primarily due to decreases in accounts payable and accrued expenses.
Previous wording
The Company believes that its working capital is, and will continue to be, sufficient to support its operating requirements for at least the next twelve months. The Company intends to utilize its available cash and assets primarily for its continued organic growth and potential future strategic transactions, as well as to mitigate the potential impact of inflation on the Company's business.
Current wording
The Company believes that its working capital is, and will continue to be, sufficient to support its operating requirements for at least the next twelve months.
Previous wording
The Company has completed the upgrade of its building sprinkler system and has incurred costs of $184,298 to date and expects to make final payments in the amount of $10,814 during the third quarter of 2025.
Current wording
The Company has completed the upgrade of its building sprinkler system and has incurred costs of $187,961 to date and expects to make final payments in the amount of $7,160 during the fourth quarter of 2025.
Previous wording
The Company generated cash from operations of $625,323 and $1,968,250 for the first half of 2025 and 2024, respectively. The decrease from 2024 to 2025 was primarily due to a decrease in net income.
Current wording
The Company generated cash from operations of $1,636,324 and $3,196,954 for the nine months ended September 30, 2025 and September 30, 2024, respectively. The decrease in cash from operations was primarily due to a decrease in net income, combined with decreases in accounts payable and accrued expenses.
Previous wording
The Company expects to continue to use its cash to make dividend payments, purchase marketable securities, and take advantage of growth opportunities that are in the best interest of the Company and its shareholders.
Current wording
The Company expects to continue to use its cash to make dividend payments, to purchase marketable securities, and to take advantage of growth opportunities that are in the best interest of the Company and its shareholders.
Previous wording
The Company has no off-balance sheet transactions that have, or are reasonably likely to have, a current or future impact on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures, or capital resources.
Current wording
The Company has no off balance-sheet transactions that have, or are reasonably likely to have, a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
The following discussion and analysis cover material changes in the financial condition of the Company since the year ended December 31, 2024, and a comparison of the results of operations for the second quarter of 2025 and 2024 and the first half of 2025 and 2024. This discussion and analysis should be read in conjunction with "Management's Discussion and Analysis of Financial Condition and Results of Operations” included in the Company's Annual Report on Form 10-K for the year ended December 31, 2024. All references in this quarterly report to “sales” or “Sales” shall mean “net sales” unless specifically identified as “gross sales.”