SOLITRON DEVICES INC
For the period ended May 31, 2026. Filed Jul 13, 2026.
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.
May 31, 2026 · Filed Jul 13, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-11-30; filed 2026-01-13.
0001437749-26-001185
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-05-31; filed 2026-07-13.
0001437749-26-023414
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 49 previous paragraphs and 38 current paragraphs.
17 unchanged; 20 reworded; 1 added; 10 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 27 previous and 17 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 (1)
Current report
Net cash used in investing activities was($114,000) for thethree months ended May 31, 2026, principally reflecting $114,000 in purchases of property and equipment.
Removed paragraphs (10)
Previous report
Results of Operations-Nine Months Ended November 30, 2025, Compared to Nine Months Ended November 30, 2024:
Previous report
Net Sales. Net sales for the nine months ended November 30, 2025, increased 7% to $11,708,000 as compared to $10,917,000 for the nine months ended November 30, 2024. The increase in net sales was largely due to higher backlog during fiscal year 2026.
Previous report
Net bookings for the nine months ended November 30, 2025, increased 78% to $21,028,000 versus $11,842,000 during the nine months ended November 30, 2024 primarily due to an increase in price and volume from our largest customer, and to a lesser extent the variable timing on the receipt of orders. Backlog as of November 30, 2025, increased 124% to $27,482,000 as compared to a backlog of $12,277,000 as of November 30, 2024. The backlog includes a previously noted significant AMRAAM program order, which the Company received during this quarter.
Previous report
Cost of Sales. Cost of sales for the nine months ended November 30, 2025, increased to $8,760,000 from $7,503,000 for the nine months ended November 30, 2024. Expressed as a percentage of net sales, cost of sales increased to 75% for the nine months ended November 30, 2025, from 69% for the nine months ended November 30, 2024. This is due to the higher cost of materials during the period, along with increased tariffs during fiscal 2026.
Previous report
*Gross Profit.*Gross profit for the nine months ended November 30, 2025, decreased to $2,948,000 from $3,414,000 for the nine months ended November 30, 2024. Expressed as a percentage of net sales, gross profit decreased to 25% for the nine months ended November 30, 2025, as compared to 31% for the nine months ended November 30, 2024. This was due to the higher cost of materials and increased tariffs, as mentioned above.
Previous report
Selling, General & Administrative Expenses. Selling, general, and administrative expenses increased to $2,688,000 for the nine months ended November 30, 2025 from $2,246,000 for the same period in the prior year. Expressed as a percentage of net sales, selling, general and administrative expenses during the nine months ended November 30, 2025, was 23% as compared to 21% for the nine months ended November 30, 2024. The Company experienced higher administration expenses during fiscal year 2026 as noted above including$344,000 of stock compensation expense, and increased salaries and sales expenses.
Previous report
*Operating Income.*The operating income for the nine months ended November 30, 2025, was $260,000 as compared to operating income of $1,168,000 for the nine months ended November 30, 2024. This decrease in income was due to weak first and second quarters in fiscal 2026 as the Company ramped up production.
Previous report
Other Income (Loss). Interest income increased to $96,000 for the nine months ended November 30, 2025, as compared to $6,000 for the nine months ended November 30, 2024, due to interest received on the Company's long-term investment. Interest expense increased to ($205,000) for the nine months ended November 30, 2025, as compared to ($194,000) for the nine months ended November 30, 2024, due to the timing of the MEI property acquisition during fiscal year 2025. Dividend income increased to $78,000 for the nine months ended November 30, 2025, as compared to $34,000 for the nine months ended November 30, 2024. Realized gains on investments for the nine months ended November 30, 2025, increased to $314,000 as compared to $46,000 for the nine months ended November 30, 2024. Unrealized gains (losses) on investments for the nine months ended November 30, 2025, were ($433,000) due to market price changes in the company’s common stock investments as compared to a gain of $126,000 for the nine months ended November 30, 2024. Miscellaneous income for the nine months ended November 30, 2025 was $7,000 as compared to $0 for the nine months ended November 30, 2024.
Previous report
*Income Taxes.*Income taxes for the nine months ended November 30, 2025, was an expense of ($34,000) as compared to an expense of ($314,000) for the nine months ended November 30, 2024. This change in income tax is due to the company's losses during the first two quarters of fiscal 2026 compared to the net income recorded for during fiscal 2025.
Previous report
*Net Income.*Net income for the nine months ended November 30, 2025, was $83,000 as compared to net income of $872,000 for the nine months ended November 30, 2024.
Reworded paragraphs (20)
Previous wording
Net Sales. Net sales for the three months ended November 30, 2025, increased 49% to $5,022,000 as compared to $3,369,000 for the three months ended November 30, 2024. The increase in net sales was largely due to increased backlog in fiscal year 2026 as compared to fiscal year 2025 and the associated delivery dates of those orders.
Current wording
Net Sales. Net sales for the three months ended May 31, 2026, increased 101% to $5,436,000 as compared to $2,700,000 for the three months ended May 31, 2025. The increase in net sales was largely due to increased backlog in fiscal year 2026 as compared to fiscal year 2025 and the associated delivery dates of those orders.
Previous wording
Net bookings for the three months ended November 30, 2025, increased 73% to $13,907,000 versus $8,049,000 during the three months ended November 30, 2024 primarily due to an increase in price and volume on the AMRAAM order from our largest customer, and to a lesser extent the variable timing on the receipt of orders. Backlog as of November 30, 2025, increased 124% to $27,482,000 as compared to a backlog of $12,277,000 as of November 30, 2024.
Current wording
Net bookings for the three months ended May 31, 2026, decreased 48% to $1,454,000 versus $2,797,000 during the three months ended May 31, 2025 primarily due to the variable timing on the receipt of orders. Backlog as of May 31, 2026, increased 28% to $23,341,000 as compared to a backlog of $18,256,000 as of May 31, 2025. The large order MEI received, which increased the contingent consideration liability, was received after the end of the quarter and is not included in the backlog numbers shown above.
Previous wording
Cost of Sales. Cost of sales for the three months ended November 30, 2025, increased to $3,299,000 from $2,368,000 for the three months ended November 30, 2024. However, expressed as a percentage of net sales, cost of sales decreased to 66% for the three months ended November 30, 2025, compared to 70% for the three months ended November 30, 2024.
Current wording
Cost of Sales. Cost of sales for the three months ended May 31, 2026, increased to $2,971,000 from $2,310,000 for the three months ended May 31, 2025. However, expressed as a percentage of net sales, cost of sales decreased to 55% for the three months ended May 31, 2026, compared to 86% for the three months ended May 31, 2025.
Previous wording
*Gross Profit.*Gross profit for the three months ended November 30, 2025, increased to $1,723,000 from $1,001,000 for the three months ended November 30, 2024. Expressed as a percentage of net sales, gross profit increased to 34% for the three months ended November 30, 2025, compared to 30% for the three months ended November 30, 2024.
Current wording
*Gross Profit.*Gross profit for the three months ended May 31, 2026, increased to $2,465,000 from $390,000 for the three months ended May 31, 2025. Expressed as a percentage of net sales, gross profit increased to 45% for the three months ended May 31, 2026, compared to 14% for the three months ended May 31, 2025. This increase is due to the overall higher revenue during the quarter.
Previous wording
For the three months ended November 30, 2025, we shipped 23,229 units as compared to 13,675 units shipped during the same period of the prior year. It should be noted that since we manufacture a wide variety of products with an average sales price ranging from a few dollars to several hundred dollars, such periodic variations in our volume of units shipped should not be regarded as a reliable indicator of our performance.
Current wording
For the three months ended May 31, 2026, we shipped 23,968 units as compared to 15,035 units shipped during the same period of the prior year. It should be noted that since we manufacture a wide variety of products with an average sales price ranging from a few dollars to several hundred dollars, such periodic variations in our volume of units shipped should not be regarded as a reliable indicator of our performance.
Previous wording
Selling, General & Administrative Expenses. Selling, general, and administrative expenses increased to $794,000 for the three months ended November 30, 2025 from $675,000 for the three months ended November 30, 2024. Expressed as a percentage of net sales, selling, general and administrative expenses during the three months ended November 30, 2025, was 16% as compared to 20% for the three months ended November 30, 2024. The Company experienced higher administration expenses during the third quarter of fiscal year 2026 due to higher corporate salaries, along with increased sales expenses related to greater net sales during the period.
Current wording
Selling, General & Administrative Expenses. Selling, general, and administrative expenses increased to $930,000 for the three months ended May 31, 2026 from $768,000 for the three months ended May 31, 2025. Expressed as a percentage of net sales, selling, general and administrative expenses during the three months ended May 31, 2026, was 17% as compared to 28% for the three months ended May 31, 2025. This increase is due to higher corporate salaries and related expenses.
Previous wording
*Operating Income.*The operating income for the three months ended November 30, 2025, was $929,000 as compared to operating income of $326,000 for the three months ended November 30, 2024. This increase is income is due to the overall higher revenue during the quarter.
Current wording
*Operating Income (Loss).*The operating income for the three months ended May 31, 2026, was $1,535,000 as compared to operating loss of ($378,000) for the three months ended May 31, 2025. This increase is income is due to the overall higher revenue during the quarter.
Previous wording
Other Income (Loss). Interest income increased to $54,000 for the three months ended November 30, 2025, as compared to $0 for the three months ended November 30, 2024. This increase was due to interest received on the Company's long-term investment. Interest expense decreased to ($65,000) for the three months ended November 30, 2025, as compared to ($67,000) for the three months ended November 30, 2024. Dividend income increased to $19,000 for the three months ended November 30, 2025, as compared to $12,000 for the three months ended November 30, 2024. Realized gains on investments for the three months ended November 30, 2025, increased to $63,000 as compared to $13,000 for the three months ended November 30, 2024. Unrealized gains (losses) on investments for the three months ended November 30, 2025, were ($108,000) due to market price changes in the company’s common stock investments as compared to a gain of $78,000 for the three months ended November 30, 2024.
Current wording
Other Income (Loss). Interest income increased to $82,000 for the three months ended May 31, 2026, as compared to $0 for the three months ended May 31, 2025. This increase was due to interest received on the Company's long-term investment in addition to interest received on a tax refund. Interest expense decreased to ($62,000) for the three months ended May 31, 2026, as compared to ($74,000) for the three months ended May 31, 2025. Dividend income decreased to $25,000 for the three months ended May 31, 2026, as compared to $41,000 for the three months ended May 31, 2025. Realized gains on investments for the three months ended May 31, 2026, decreased to $0, due to the Company liquidating its marketable securities, as compared to $81,000 for the three months ended May 31, 2025. Unrealized gains (losses) on investments for the three months ended May 31, 2026, were ($2,000) due to market price changes in the company’s common stock investments as compared to ($127,000) for the three months ended May 31, 2025. Contingent consideration expense was ($331,000) for the three months ended May 31, 2026, as compared to $0 for the three months ended May 31, 2025. This adjustment to the contingent consideration was due to the increase in MEI's backlog for a large order received after the end of the quarter, which increased the earn out payment on the MEI acquisition. Scrap income was $100,000 for the three months ended May 31, 2026, as compared to $0 for the three months ended May 31, 2025.
Previous wording
*Income Taxes.*Income taxes for the three months ended November 30, 2025, increased to ($241,000) as compared to ($96,000) for the three months ended November 30, 2024. This change in income tax is due to the company's higher income in the current quarter ended November 30, 2025 compared to the three months ended November 30, 2024.
Current wording
*Income (Taxes) Benefit.*Income taxes for the three months ended May 31, 2026, increased to ($357,000) as compared to $121,000 for the three months ended May 31, 2025. This change in income tax is due to the company's higher income in the current quarter ended May 31, 2026 compared to the three months ended May 31, 2025.
Previous wording
*Net Income.*Net income for the three months ended November 30, 2025, was $653,000 as compared to net income of $266,000 for the three months ended November 30, 2024.
Current wording
*Net Income (Loss).*Net income for the three months ended May 31, 2026, was $990,000 as compared to net loss of ($336,000) for the three months ended May 31, 2025.
Previous wording
Net cash provided by operating activities was $2,060,000 for the nine months ended November 30, 2024, primarily reflecting net income of $872,000, a decrease in accounts receivable of $1,033,000, depreciation of $420,000, a change in net deferred taxes of $248,000, and amortization of intangibles of $157,000 partially offset by decreased customer deposits of $475,000 and a decrease in accrued expenses of $236,000.
Current wording
Net cash provided by operating activities was$2,171,000 for thethree months ended May 31, 2026, primarily reflecting net income of $990,000, depreciation of $154,000, amortization of intangibles of $52,000, a decrease in net deferred taxes of $357,000, a decrease in accounts receivable of $366,000, an increase in contingent consideration of $331,000 and a decrease in other non-current assets of $284,000, partially offset by an increase in inventories of $435,000 and increase in prepaid expenses and other current assets of $181,000.
Previous wording
Net cash provided by operating activities was$625,000 for thenine months ended November 30, 2025, primarily reflecting net income of $83,000, an increase in accounts payable of $486,000, depreciation of $431,000, stock compensation of $344,000, an increased in accrued expense of $166,000, amortization of intangibles of $158,000, an increase in other non-current assets of $131,000, partially offset by an increase in accounts receivable of $1,058,000 and an increase in inventories of $200,000.
Current wording
Net cash provided by operating activities was$391,000 for thethree months ended May 31, 2025, primarily reflecting a net loss of $336,000, a decrease in accounts receivable of $379,000, an increase in accounts payable of $293,000, depreciation of $141,000, an increase in other non-current assets of $127,000 and an increase in net deferred taxes of $121,000, partially offset by an increase in inventories of $151,000.
Previous wording
Net cash used in investing activities was ($1,670,000) for the nine months ended November 30, 2025, principally reflecting $1,650,000 in purchases of a long-term investment, $682,000 in purchase of marketable securities, $409,000 of cash paid for acquisition, contingent consideration, partially offset by proceeds from the sale of marketable securities of $1,170,000.
Current wording
Net cash used in investing activities was($1,883,000) for thethree months ended May 31, 2025, principally reflecting $1,650,000 in purchases of a long-term investment, and $409,000 of cash paid for acquisition, contingent consideration, partially offset by proceeds from the sale of marketable securities of $296,000.
Previous wording
Net cash provided by financing activities was $548,000 for the nine months ended November 30, 2025, reflecting $725,000 in sales of the Company's stock, partially offset by $114,000 in principal payments on the mortgage loans and $63,000 for the repurchase of the Company's common stock.
Current wording
Net cash provided by financing activities was $65,000 for the three months ended May 31, 2026, principally reflecting $107,000 in sales of the Company's stock, partially offset by $42,000 in principal payments on the mortgage loans.
Previous wording
Net cash provided by financing activities was $1,271,000 for the nine months ended November 30, 2024, principally reflecting $1,400,000 in proceeds from mortgage loan, partially offset by $94,000 in principal payments on the mortgage loans.
Current wording
Net cash used in financing activities was ($37,000) for the three months ended May 31, 2025, principally reflecting $37,000 in principal payments on the mortgage loans.
Previous wording
We expect our sole sources of liquidity over the next twelve months to be cash from operations and cash and cash equivalents, if necessary. We anticipate that our capital expenditures required to sustain operations will be approximately$250,000 during the next twelve months and that our cash from operations and cash and cash equivalents, if necessary, will be sufficient to fund these needs for the next twelve months. Available cash and cash equivalents as of December 31, 2025 was approximately $3.4 million.
Current wording
We expect our sole sources of liquidity over the next twelve months to be cash from operations and cash and cash equivalents, if necessary. We anticipate that our capital expenditures required to sustain operations will be approximately$250,000 during the next twelve months and that our cash from operations and cash and cash equivalents, if necessary, will be sufficient to fund these needs for the next twelve months. Available cash and cash equivalents as of June 30, 2026 was approximately $6.1 million.
Previous wording
At November 30, 2025 and February 28, 2025, we had cash and cash equivalents of approximately $3,602,000 and $4,099,000, respectively. The decrease for the nine months ended November 30, 2025, was primarily due to the cash used in investing activities to purchase a long-term investment.
Current wording
At May 31, 2026 and February 28, 2026, we had cash and cash equivalents of approximately $6,036,000 and $3,914,000, respectively. The increase for the three months ended May 31, 2026, was primarily due to the cash provided by increased sales over the last few quarters..
Previous wording
At November 30, 2025 and February 28, 2025, we had investments in securities of approximately $311,000 and $919,000, respectively.
Current wording
At May 31, 2026 and February 28, 2026, we had investments in securities of approximately $0 and $2,000, respectively. This is due to the Company selling its marketable securities.
Previous wording
At November 30, 2025 and February 28, 2025, we had working capital of $7,906,000 and $8,594,000, respectively. The decrease for the nine months ended November 30, 2025 was due primarily to the cash used in investing activities to purchase the long-term investment and cash paid for acquisition, contingent consideration.
Current wording
At May 31, 2026 and February 28, 2026, we had working capital of $10,812,000 and $9,025,000, respectively. The increase for the three months ended May 31, 2026 was due primarily to the cash provided by increased sales over the last few quarters.
Previous wording
Based on various factors, including the Company’s desire to fully utilize its current net operating loss carryforwards, the Company may seek out acquisitions, additional product lines, and/or invest a portion of its cash into common stocks or higher yielding debt instruments.
Current wording
Based on various factors, including the Company’s desire to fully utilize its current net operating loss carryforwards, the Company may seek out acquisitions, additional product lines, and/or invest a portion of its cash into higher yielding debt instruments.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
For the nine months ended November 30, 2025, we shipped 59,069 units as compared to 52,572 units shipped during the same period of the prior year. It should be noted that since we manufacture a wide variety of products with an average sales price ranging from a few dollars to several hundred dollars, such periodic variations in our volume of units shipped should not be regarded as a reliable indicator of our performance.
Previous report — wording carried elsewhere
Net cash used in investing activities was ($1,821,000) for the nine months ended November 30, 2024, principally reflecting $1,788,000 in purchases of property and equipment, $592,000 in purchases of marketable securities, and $88,000 of cash paid for acquisition, contingent consideration, partially offset by proceeds from the sale of marketable securities of $647,000.