EACO CORP

For the period ended Aug 31, 2024. Filed Nov 29, 2024.

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FY2024 · Filed Nov 29, 2024

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Contents

Item 15. Exhibits, Financial Statement Schedules

(a)	Documents filed as part of this report:

1.	Financial Statements.

Our consolidated financial statements are listed in the “Index to Consolidated Financial Statements” under Part II, Item 8 of this report.

2.	Financial Statement Schedules.

All financial schedules have been omitted because they are not required or are not applicable, or the required information is shown in our consolidated financial statements or notes thereto.

Exhibits.

EXHIBIT INDEX

Number		Exhibit

3.1		Articles of Incorporation of Family Steak Houses of Florida, Inc., as filed with the Florida Secretary of State on September 26, 1985. (Exhibit 3.01 to the Company’s Registration Statement on Form S-1, Registration No. 33-1887, is incorporated herein by reference.)
3.2		Articles of Amendment to the Articles of Incorporation of Family Steak Houses of Florida, Inc., as filed with the Florida Secretary of State on March 26, 1986. (Exhibit 3.03 to the Company’s Registration Statement on Form S-1, Registration No. 33-1887, is incorporated herein by reference.)
3.3		Articles of Amendment to the Articles of Incorporation of Family Steak Houses of Florida, Inc., as filed with the Florida Secretary of State on May 1, 1987. (Exhibit 3.04 to the Company’s Registration Statement on Form S-1, Registration No. 33-17620, is incorporated herein by reference.)
3.4		Articles of Amendment to the Articles of Incorporation of Family Steak Houses of Florida, Inc., as filed with the Florida Secretary of State on March 3, 1998. (Exhibit 3.08 to the Company’s Annual Report on Form 10-K, as filed with the SEC on March 31, 1998, is incorporated herein by reference.)
3.5		Articles of Amendment to the Articles of Incorporation of Family Steak Houses of Florida, Inc., as filed with the Florida Secretary of State on August 5, 2002 (Exhibit 3.09 to the Company’s Annual Report on Form 10-K, as filed with the SEC on March 29, 2004 is incorporated herein by reference.)
3.6		Articles of Amendment to the Articles of Incorporation of Family Steak Houses of Florida, Inc., changing the name of the corporation to EACO Corporation, as filed with the Florida Secretary of State on June 18, 2004 (Exhibit 3.10 to the Company’s Quarterly Report on Form 10-Q, as filed with the SEC on September 3, 2004, is incorporated herein by reference.)
3.7		Articles of Amendment Designating the Preferences of Series A Cumulative Convertible Preferred Stock $0.10 Par Value, as filed with the Florida Secretary of State on September 2, 2004 (Exhibit 3.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on September 8, 2004, is incorporated herein by reference.)
3.8		Articles of Amendment to Articles of Amendment Designating the Preferences of Series A Cumulative Convertible Preferred Stock, as filed with the Secretary of State of the State of Florida on December 22, 2009 (Exhibit 3.11 to the Company’s Transition Report on Form 10-KT, as filed with the SEC on December 23, 2009, is incorporated herein by reference.)
3.9		Amended and Restated Bylaws of Family Steak Houses of Florida, Inc. (Exhibit 4 to the Company’s Registration Statement on Form 8-A, filed with the SEC on March 19, 1997, is incorporated herein by reference.)
3.10		Amendment to Amended and Restated Bylaws of Family Steak Houses of Florida, Inc. (Exhibit 3.08 to the Company’s Annual Report on Form 10-K filed with the SEC on March 15, 2000, is incorporated herein by reference.)

Number		Exhibit

3.11		Certificate of Amendment to Amended and Restated Bylaws effective December 21, 2009 (Exhibit 3.10 to the Company’s Transition Report on Form 10-K filed with the SEC on December 23, 2009 is incorporated herein by reference.)
4.1*		Description of Securities
10.1		Business Loan Agreement dated July 12, 2019 ($10,000,000) between Bisco Industries, Inc. (“Bisco”) and Citizens Business Bank (Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on July 24, 2019).
10.2		Change in Terms Agreement dated July 12, 2019 ($10,000,000) between Bisco and Citizens Business Bank (Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed with the SEC on July 24, 2019, is incorporated herein by reference).
10.3		Commercial Guaranty dated July 12, 2019 ($10,000,000) issued by EACO Corporation (“EACO”) as guarantor in favor of Citizens Business Bank. (Exhibit 10.3 to the Company’s current report on Form 8-K, as filed with the SEC on July 24, 2019, is incorporated herein by reference).
10.4		Change in Terms Agreement dated July 12, 2019 ($10,000,000) between Bisco and Citizens Business Bank. (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on July 30, 2018, is incorporated herein by reference).
10.5		Commercial Security Agreement dated July 12, 2018 ($10,000,000) among Bisco, EACO and Community Bank. (Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on July 24, 2018, is incorporated herein by reference).
10.6		Change in Terms Agreement dated May 11, 2017 ($10,000,000) among Bisco, EACO and Citizens Business Bank. (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on May 23, 2017, is incorporated herein by reference).
10.7		Business Loan Agreement dated July 14, 2017 ($10,000,000) between Bisco and Community Bank (Exhibit 10.1 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.8		Promissory Note in the original principal amount of $10,000,000 dated July 14, 2016 issued by Bisco and payable to Community Bank. (Exhibit 10.3 to the Company’s Current Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.9		Business Loan Agreement dated July 12, 2019 ($5,000,000) between Bisco and Citizens Business Bank (Exhibit 10.4 to the Company’s Current Report on Form 8-K, as filed with the SEC on July 24, 2019, is incorporated herein by reference).
10.10		Promissory Note dated July 12, 2019 ($5,000,000) issued by Bisco in favor of Citizens Business Bank (Exhibit 10.5 to the Company’s Current Report on Form 8-K, as filed with the SEC on July 24, 2019, is incorporated herein by reference).
10.11		Commercial Security Agreement dated July 12, 2019 ($5,000,000) between Bisco and Citizens Business Bank. (Exhibit 10.6 to the Company’s Current Report on Form 8-K filed, as with the SEC on July 24, 2019, is incorporated herein by reference).
10.12		Change in Terms Agreement dated July 13, 2018 ($100,000 CD) among EACO and Community Bank (executed on July 24, 2018). (Exhibit 10.3 to the Company’s Current Report on Form 8-K, as filed with the SEC on July 30, 2018, is incorporated herein by reference).
10.13		Promissory Note dated July 12, 2016 ($100,000) issued by EACO and payable to Comerica Bank (Exhibit 10.7 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.14		Business Loan Agreement dated May 15, 2017 ($5,400,000) between Bisco and Community Bank (Exhibit 10.8 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.15		Promissory Note dated May 15, 2017 ($5,400,000) issued by Bisco and payable to Community Bank. (Exhibit 10.9 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.16		Commercial Guaranty dated May 15, 2017 issued by EACO in favor of Community Bank. (Exhibit 10.10 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference).
10.17		Deed of Trust dated May 15, 2017 ($5,400,000) between Bisco and Community Bank (Exhibit 10.3 to the Company’s Current Report on Form 8-K. as filed with the SEC on May 23, 2017, is incorporated herein by reference.)

Number		Exhibit

10.18		Assignment of Leases and Rents dated May 15, 2017 ($5,400,000) between Bisco and Community Bank (Exhibit 10.4 to the Company’s Current Report on Form 8-K, as filed with the SEC on May 23, 2017, is incorporated herein by reference.)
10.19		Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate dated September 19, 2019 (Lakeview sale and lease back) between Bisco and Charles S. Alemi or his assignee (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on September 25, 2019, is incorporated herein by reference.)
10.20		Commercial and Industrial Lease Agreement dated November 21, 2017 (Chicago Lease) between Bisco and the Glen F. Ceiley and Barbara A. Ceiley Revocable Trust (the “Trust”) (Exhibit 10.33 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 22, 2017, is incorporated herein by reference.)
10.21		Commercial and Industrial Lease Agreement dated July 26, 2019 (Hunter Lease) between Bisco and the Trust (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on August 1, 2019, is incorporated herein by reference.)
10.22		Business Loan Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank (executed on December 4, 2019). (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on December 6, 2019, is incorporated herein by reference.)
10.23		Change in Terms Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank (executed on December 4, 2019) (Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed with the SEC on December 6, 2019, is incorporated herein by reference.)
10.24		Commercial Guaranty dated November 27, 2019 ($15,000,000) between EACO and Citizens Business Bank (executed on December 4, 2019). (Exhibit 10.3 to the Company’s Current Report on Form 8-K, as filed with the SEC on December 6, 2019, is incorporated herein by reference.)
10.25		Hunter Property Purchase Agreement ($31,000,000) for Real Property and Escrow Instructions dated October 5, 2023 between Bisco and the Trust (Exhibit 10.1 to the Company’s Current Report on Form 8-K filed October 6, 2023)
10.26		Change In Terms Agreement dated April 12, 2024, between Bisco Industries, Inc. and Citizens Business Bank for $20,000,000 line of credit (Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on May 14, 2024, is incorporated herein by reference.)
10.27		Business Loan Agreement dated April 12, 2024, between Bisco and Citizens Business Bank for $20,000,000 (Exhibit 10.2 to the Company’s Current Report on Form 8-K, as filed with the SEC on May 14, 2024, is incorporated herein by reference.)
19.1*		Statement of Policy regarding Insider Trading
21.1		Subsidiaries of the Company (Exhibit 21.1 to the Company’s Annual Report on Form 10-K, as filed with the SEC on November 29, 2011, is incorporated herein by reference.)
31.1*		Certification of Chief Executive Officer (principal executive officer and principal financial officer) pursuant to Securities and Exchange Act Rules 13a-14(a) and 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*		Certification of Chief Executive Officer (principal executive officer and principal financial officer) pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

November 29, 2024	EACO Corporation

	/s/ Glen F. Ceiley
	By: Glen F. Ceiley
	Its: Chairman of the Board and Chief Executive Officer
	(principal executive officer and principal financial officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the Registrant in the capacities and on the date indicated.

Signature	Title	Date

/s/ Glen F. Ceiley	Chairman of the Board and Chief Executive Officer	11/29/2024
Glen F. Ceiley	(principal executive officer and principal financial officer)

/s/ Michael Narikawa	Chief Financial Executive (principal accounting officer)	11/29/2024
Michael Narikawa

/s/ Steve Catanzaro	Director	11/29/2024
Steve Catanzaro

/s/ William Means	Director	11/29/2024
William Means

/s/ Ellen Bancroft	Director	11/29/2024
Ellen Bancroft

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