SOLITRON DEVICES INC
For the period ended Aug 31, 2026. Filed Oct 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.
Aug 31, 2026 · Filed Oct 13, 2026
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What changed in Management’s Discussion and Analysis?
Read the current filingPrevious 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 OperationsCurrent report: 10-Q
Period ended 2026-08-31; filed 2026-10-13.
0001437749-26-032559
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 38 previous paragraphs and 49 current paragraphs.
19 unchanged; 19 reworded; 7 added; 0 removed; 0 previous and 4 current paragraphs rearranged.
Tables are not compared: 17 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 (7)
Current report
Results of Operations-Six Months Ended August 31, 2026, Compared to Six Months Ended August 31, 2025:
Current report
Net bookings for the six months ended August 31, 2026, increased 11% to $7,870,000 versus $7,121,000 during the six months ended August 31, 2025 primarily due to the variable timing on the receipt of orders. Backlog as of August 31, 2026, increased 29% to $24,112,000 as compared to a backlog of $18,642,000 as of August 31, 2025. This increase was primarily due to a large order MEI received during the quarter.
Current report
Cost of Sales. Cost of sales for the six months ended August 31, 2026, increased 8% to $5,880,000 from $5,461,000 for the six months ended August 31, 2025. However, expressed as a percentage of net sales, cost of sales decreased to 53% for the six months ended August 31, 2026, compared to 82% for the six months ended August 31, 2025. The decrease in cost of sales is due to the general increase in revenue in comparison to the Company's fixed overhead expenses and increased pricing on some products, as noted above.
Current report
*Gross Profit.*Gross profit for the six months ended August 31, 2026, increased to $5,213,000 from $1,225,000 for the six months ended August 31, 2025. Expressed as a percentage of net sales, gross profit increased to 47% for the six months ended August 31, 2026, compared to 18% for the six months ended August 31, 2025. This increase is due to the overall higher revenue during the year.
Current report
Selling, General & Administrative Expenses. Selling, general, and administrative expenses increased 4% to $1,963,000 for the six months ended August 31, 2026 from $1,894,000 for the six months ended August 31, 2025. However, expressed as a percentage of net sales, selling, general and administrative expenses during the six months ended August 31, 2026, was 18% as compared to 28% for the six months ended August 31, 2025. Included in expenses for the six months ended August 31, 2026, were $200,000 in professional fees related to the company pursuing strategic alternatives. Prior year selling, general and administrative expenses were higher due to $331,000 in stock award and stock option expenses granted during August 2025.
Current report
*Operating Income (Loss).*The operating income for the six months ended August 31, 2026, was $3,250,000 as compared to operating loss of ($669,000) for the six months ended August 31, 2025. This increase in income is due to the overall higher revenue during the period.
Current report
*Net Income (Loss).*Net income for the six months ended August 31, 2026, was $2,288,000 as compared to net loss of ($570,000) for the six months ended August 31, 2025.
Reworded paragraphs (19)
Previous 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.
Current wording
Net Sales. Net sales for the three months ended August 31, 2026, increased 42% to $5,657,000 as compared to $3,986,000 for the three months ended August 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. In addition, this increase also reflects updated pricing which took effect on some products sold during the quarter.
Previous 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.
Current wording
Net bookings for the three months ended August 31, 2026, increased 48% to $6,416,000 versus $4,324,000 during the three months ended August 31, 2025 primarily due to the variable timing on the receipt of orders. Backlog as of August 31, 2026, increased 29% to $24,112,000 as compared to a backlog of $18,642,000 as of August 31, 2025. This increase was primarily due to a large order MEI received during the quarter.
Previous 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.
Current wording
Cost of Sales. Cost of sales for the three months ended August 31, 2026, decreased to $2,909,000 from $3,151,000 for the three months ended August 31, 2025. Expressed as a percentage of net sales, cost of sales decreased to 51% for the three months ended August 31, 2026, compared to 79% for the three months ended August 31, 2025. The decrease in cost of sales is due to the general increase in revenue in comparison to the Company's fixed overhead expenses and increased pricing on some products, as noted above.
Previous 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.
Current wording
*Gross Profit.*Gross profit for the three months ended August 31, 2026, increased to $2,748,000 from $835,000 for the three months ended August 31, 2025. Expressed as a percentage of net sales, gross profit increased to 49% for the three months ended August 31, 2026, compared to 21% for the three months ended August 31, 2025. This increase is due to the overall higher revenue during the quarter.
Previous 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.
Current wording
For the three months ended August 31, 2026, we shipped 24,620 units as compared to 20,805 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 $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.
Current wording
Selling, General & Administrative Expenses. Selling, general, and administrative expenses decreased to $1,033,000 for the three months ended August 31, 2026 from $1,126,000 for the three months ended August 31, 2025. Expressed as a percentage of net sales, selling, general and administrative expenses during the three months ended August 31, 2026, was 18% as compared to 28% for the three months ended August 31, 2025. Included in expenses for the three months ended August 31, 2026, were $200,000 in professional fees related to the company pursuing strategic alternatives. Prior year selling, general and administrative expenses were higher due to $331,000 in stock award and stock option expenses granted during August 2025.
Previous 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.
Current wording
*Operating Income (Loss).*The operating income for the three months ended August 31, 2026, was $1,715,000 as compared to operating loss of ($291,000) for the three months ended August 31, 2025. This increase in income is due to the overall higher revenue during the quarter.
Previous 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.
Current wording
*Income (Taxes) Benefit.*Income taxes for the three months ended August 31, 2026, increased to an expense of ($468,000) as compared to a benefit of $86,000 for the three months ended August 31, 2025. This change in income tax is due to the company's higher income in the current quarter ended August 31, 2026 compared to the loss for the three months ended August 31, 2025.
Previous 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.
Current wording
*Net Income (Loss).*Net income for the three months ended August 31, 2026, was $1,298,000 as compared to net loss of ($234,000) for the three months ended August 31, 2025.
Previous 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.
Current wording
Other Income (Loss). Interest income increased to $136,000 for the six months ended August 31, 2026, as compared to $42,000 for the six months ended August 31, 2025. This increase was due to interest received on the Company's long-term investment for two quarters this year as opposed to only one quarter last year based on the timing of the investment purchase, in addition to interest received on a tax refund. Interest expense decreased to ($107,000) for the six months ended August 31, 2026, as compared to ($140,000) for the six months ended August 31, 2025. Dividend income increased to $67,000 for the six months ended August 31, 2026, as compared to $59,000 for the six months ended August 31, 2025. Realized gains (losses) on investments for the six months ended August 31, 2026, was ($80,000), due to the Company liquidating its marketable securities, as compared to $251,000 for the six months ended August 31, 2025. Unrealized gains (losses) on investments for the six months ended August 31, 2026, was $78,000 due to market price changes in the company’s common stock investments as compared to ($325,000) for the six months ended August 31, 2025. Contingent consideration expense was ($333,000) for the six months ended August 31, 2026, as compared to $0 for the six months ended August 31, 2025. This adjustment to the contingent consideration was due to the increase in MEI's backlog. Scrap income was $100,000 for the six months ended August 31, 2026, as compared to $0 for the six months ended August 31, 2025. Miscellaneous income was $2,000 for the six months ended August 31, 2026, as compared to $5,000 for the six months ended August 31, 2025.
Previous 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.
Current wording
Net cash provided by operating activities was$3,601,000 for thesix months ended August 31, 2026, primarily reflecting net income of $2,288,000, depreciation of $289,000, amortization of intangibles of $105,000, a decrease in net deferred taxes of $825,000, an increase in contingent consideration of $333,000, a decrease in accounts receivable of $332,000, an increase in accounts payable of $294,000, a decrease in other non-current assets of $285,000 and an increase in accrued expenses of $212,000, partially offset by an increase in inventories of $1,197,000 and an increase in prepaid expenses and other current assets of $189,000.
Previous 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.
Current wording
Net cash provided by operating activities was$777,000 for thesix months ended August 31, 2025, primarily reflecting a net loss of ($570,000), an increase in customer deposits of $427,000, an increase in accounts payable of $372,000, stock compensation of $331,000, depreciation of $285,000, a decrease in inventories of $142,000, an increase in other non-current assets of $130,000, amortization of intangibles of $105,000 partially offset by an increase in accounts receivable of $299,000, change in net deferred taxes of $205,000 and an increase in other current assets of $152,000.
Previous wording
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.
Current wording
Net cash used in investing activities was($184,000) for thesix months ended August 31, 2026, principally reflecting $184,000 in purchases of property and equipment.
Previous 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.
Current wording
Net cash used in investing activities was($1,887,000) for thesix months ended August 31, 2025, principally reflecting $1,650,000 in purchases of a long-term investment, $409,000 of cash paid for acquisition, contingent consideration, partially offset by proceeds from the sale of marketable securities of $783,000 less the purchase of marketable securities of $533,000.
Previous 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.
Current wording
Net cash provided by financing activities was $26,000 for the six months ended August 31, 2026, principally reflecting $107,000 in sales of the Company's stock, partially offset by $81,000 in principal payments on the mortgage loans.
Previous 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.
Current wording
Net cash used in financing activities was ($139,000) for the six months ended August 31, 2025, principally reflecting $76,000 in principal payments on the mortgage loans and $63,000 for the repurchase of the Company's common stock.
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 June 30, 2026 was approximately $6.1 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 September 30, 2026 was approximately $7.6 million.
Previous 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..
Current wording
At August 31, 2026 and February 28, 2026, we had cash and cash equivalents of approximately $7,357,000 and $3,914,000, respectively. The increase for the six months ended August 31, 2026, was primarily due to the cash provided by increased sales over the last few quarters.
Previous 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.
Current wording
At August 31, 2026 and February 28, 2026, we had working capital of $12,669,000 and $9,025,000, respectively. The increase for the six months ended August 31, 2026 was due primarily to the cash provided by increased sales over the last few quarters.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
Other Income (Loss). Interest income increased to $54,000 for the three months ended August 31, 2026, as compared to $42,000 for the three months ended August 31, 2025. Interest expense decreased to ($45,000) for the three months ended August 31, 2026, as compared to ($66,000) for the three months ended August 31, 2025. Dividend income increased to $42,000 for the three months ended August 31, 2026, as compared to $18,000 for the three months ended August 31, 2025. Realized gains (losses) on investments for the three months ended August 31, 2026, was ($80,000), due to the Company liquidating its marketable securities, as compared to $170,000 for the three months ended August 31, 2025. Unrealized gains (losses) on investments for the three months ended August 31, 2026, was $80,000 due to market price changes in the company’s common stock investments as compared to ($198,000) for the three months ended August 31, 2025. Contingent consideration expense was ($2,000) for the three months ended August 31, 2026, as compared to $0 for the three months ended August 31, 2025. Miscellaneous income was $2,000 for the three months ended August 31, 2026, as compared to $5,000 for the three months ended August 31, 2025.
Current report — wording carried from elsewhere
Net Sales. Net sales for the six months ended August 31, 2026, increased 66% to $11,093,000 as compared to $6,686,000 for the six months ended August 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. In addition, this increase also reflects updated pricing which took effect on some products sold during the period.
Current report — wording carried from elsewhere
For the six months ended August 31, 2026, we shipped 48,588 units as compared to 35,840 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 report — wording carried from elsewhere
*Income (Taxes) Benefit.*Income taxes for the six months ended August 31, 2026, increased to an expense of ($825,000) as compared to a benefit of $207,000 for the six months ended August 31, 2025. This change in income tax is due to the company's higher income in the current quarter ended August 31, 2026 compared to the six months ended August 31, 2025.