FRIEDMAN INDUSTRIES INC
For the period ended Mar 31, 2025. Filed Jun 12, 2025.
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FY2025 · Filed Jun 12, 2025
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Item 15. Exhibits and Financial Statement Schedules
(a) Documents included in this report
- Financial Statements
The following financial statements and notes thereto of the Company are included in the Company’s Annual Report to Shareholders for the fiscal year ended March 31, 2025, which is incorporated herein by reference:
Consolidated Statements of Stockholders’ Equity — Years ended March 31, 2025 and 2024
Notes to Consolidated Financial Statements
Reports of Independent Registered Public Accounting Firm
- Financial Statement Schedules
The following financial statement schedule is included in the Company's Annual Report to Shareholders for the fiscal year ended March 31, 2025, which is incorporated herein by reference:
Schedule II — Valuation and Qualifying Accounts
All other schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted.
- Exhibits
| Exhibit No. · Description | ||
|---|---|---|
| 3.1 | — | Articles of Incorporation of the Company, as amended (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). |
| 3.2 | — | Articles of Amendment to the Articles of Incorporation of the Company, as filed with the Texas Secretary of State on September 22, 1987 (incorporated by reference from Exhibit 3.1 to the Company’s Form S-8 filed on December 21, 2016). |
| 3.3 | — | Amended and Restated Bylaws of the Company, as amended on November 8, 2021 (incorporated by reference from Exhibit 3.3 to the Company’s Form 10-Q filed on November 19, 2021). |
| 10.1 | — | Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Exhibit 4.2 to the Company’s Form S-8 filed on December 21, 2016). |
| 10.2 | — | Form of Friedman Industries, Incorporated Restricted Stock Award Agreement (incorporated by reference from Exhibit 4.3 to the Company’s Form S-8 filed on December 21, 2016). |
| 10.3 | — | First Amendment to the Friedman Industries, Incorporated 2016 Restricted Stock Plan (incorporated by reference from Appendix C to the Company’s Form DEF 14A filed on July 26, 2019). |
| 10.4 | — | Amended and Restated Credit Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.9 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021). |
| 10.5 | — | Pledge and Security Agreement dated May 19, 2021 (incorporated by reference from Exhibit 10.10 to the Company’s Form 10-K for the fiscal year ended March 31, 2021 filed on July 7, 2021). |
| 10.6 | — | First Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.6 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). |
| 10.7 | — | Second Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.7 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). |
| 10.8 | — | Third Amendment to Amended and Restated Credit Agreement (incorporated by reference from Exhibit 10.12 to the Company's Form 10-K for the fiscal year ended March 31, 2022 filed on August 2, 2022). |
| **10.9 | Fourth Amendment to Amended and Restated Credit Agreement (referenced in the Company’s Form 8-K filed on May 9, 2025) | |
| **14.1 | — | Friedman Industries, Incorporated Code of Conduct and Ethics. |
| **19.1 | Insider Trading Policy | |
| **21.1 | — | List of Subsidiaries. |
| **23.1 | — | Consent of Moss Adams LLP. |
| **31.1 | — | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. |
| **31.2 | — | Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. |
| **32.1 | — | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Michael J. Taylor. |
| **32.2 | — | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, signed by Alex LaRue. |
| **97.1 | Clawback Policy | |
| **101.INS | — | Inline XBRL Instance Document. |
|---|---|---|
| **101.SCH | — | Inline XBRL Taxonomy Schema Document. |
| **101.CAL | — | Inline XBRL Calculation Linkbase Document. |
| **101.DEF | — | Inline XBRL Definition Linkbase Document. |
| **101.LAB | — | Inline XBRL Label Linkbase Document. |
| **101.PRE | — | Inline XBRL Presentation Linkbase Document. |
| **104 | — | Cover Page Interactive Data File (embedded within the Inline XBRL and contained in Exhibit 101) |
| ** | Filed herewith. |
|---|
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Friedman Industries, Incorporated has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| FRIEDMAN INDUSTRIES, INCORPORATED | |
| By: | /S/ MICHAEL J. TAYLOR |
| Michael J. Taylor | |
| President and Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Friedman Industries, Incorporated in the capacities and on the dates indicated.
| Signature | Title | Date |
|---|---|---|
| /S/ MICHAEL J. TAYLOR | President and Chief Executive Officer and | June 12, 2025 |
| Michael J. Taylor | Director (Principal Executive Officer) | |
| /S/ ALEX LARUE | Chief Financial Officer — Secretary and | June 12, 2025 |
| Alex LaRue | Treasurer (Principal Financial Officer | |
| and Principal Accounting Officer) | ||
| /S/ DURGA D. AGRAWAL | Director | June 12, 2025 |
| Durga D. Agrawal | ||
| /S/ MICHAEL HANSON | Director | June 12, 2025 |
| Michael Hanson | ||
| /S/ MAX REICHENTHAL | Director | June 12, 2025 |
| Max Reichenthal | ||
| /S/ SANDY SCOTT | Director | June 12, 2025 |
| Sandy Scott | ||
| /S/ TIM STEVENSON | Director | June 12, 2025 |
| Tim Stevenson | ||
| /S/ SHARON TAYLOR | Director | June 12, 2025 |
| Sharon Taylor | ||
| /S/ JOE L. WILLIAMS | Director | June 12, 2025 |
| Joe L. Williams | ||
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