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M-tron Industries, Inc.

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 26, 2026

MPTI$63.95+6.0%Stored close · as of Nov 9, 2026

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Related Party Transactions

5. Related Party Transactions

In the normal course of business, the Company enters into various transactions with affiliated companies. Parties are considered to be related ifone party has the ability to control or exercise significant influence over the other party in making financial or operating decisions.

The following table summarizes income and expenses from transactions with related parties for the years ended* December 31, 2025and2024*:

Year Ended December 31,
20252024
IncomeExpenseIncomeExpense
GAMCO Investors, Inc.$549$—$250$—
The LGL Group, Inc.48(41)48105
Total$597$(41)$298$105

The following table summarizes assets and liabilities with related parties as of* December 31, 2025and2024*:

As of December 31,
20252024
AssetsLiabilitiesAssetsLiabilities
GAMCO Investors, Inc.$19,564$—$10,415$—
The LGL Group, Inc.227—59—
Total$19,791$—$10,474$—

The material agreements whereby the Company generates revenues and expenses with affiliated entities are discussed below:

Investment Activity with GAMCO Investors, Inc

Certain balances are held and invested in U.S. Treasury funds managed or advised by GAMCO Investors, Inc. orone of its subsidiaries (collectively, "GAMCO" or the "Fund Manager"), which is related to the Company through certain of our shareholders. For the years ended* December 31, 2025and2024*, the Company paid the Fund Manager a fund management fee of approximately 8 basis points annually of the asset balances under management, which arenot paid directly by the Company and are deducted prior to the fund striking its net asset value ("NAV").

As of* December 31, 2025and2024*, the balance with the Fund Manager was $19,564 and $10,415, respectively, all of which was classified within Cash and cash equivalents on the Consolidated Balance Sheets.

For the years ended* December 31, 2025and2024*, the Company earned income on its investments with the Fund Manager totaling $549 and $250, respectively, all of which was included in Interest income, net on the Consolidated Statements of Operations.

Transactions with The LGL Group, Inc.

Transitional Administrative and Management Services Agreement

Mtron and The LGL Group, Inc. ("LGL Group") entered into an Amended and Restated Transitional Administrative and Management Services Agreement ("Mtron TSA"), which sets out the terms for services to be provided between thetwo companies post Separation. The current terms result in a net monthly payment of $4 per month from LGL Group to Mtron.

For the years ended* December 31, 2025and2024*, LGL Group paid the Company $48 under the terms of the Mtron TSA, which were recorded in Other income, net on the Consolidated Statements of Operations.

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Tax Indemnity and Sharing Agreement

Mtron and LGL Group entered into a Tax Indemnity and Sharing Agreement ("Mtron Tax Agreement"), which sets out the terms for which party would be responsible for taxes imposed on LGL Group if the Distribution, together with certain related transactions, were to fail to qualify as a tax-free transaction under IRC Sections355 and368(a)(1)(D) if such failure were the result of actions taken after the Distribution by Mtron or LGL Group.

For the years ended* December 31, 2025and2024*, no taxes related to the Distribution have been recorded in the Consolidated Financial Statements.

Other Transactions

Mtron and LGL Group agreed to share the salaries and benefits related to certain employees incurred by Mtron and/or LGL Group. For the year ended* December 31, 2025*, LGL Group reimbursed the Company $41 of the salaries and benefits of certain employees. For the year ended* December 31, 2024*, the Company reimbursed LGL Group $105 of the salaries and benefits of certain employees. These reimbursements were recorded in Engineering, selling, and administrative on the Consolidated Statements of Operations.

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